FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2000 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____________ to ___________ Commission File No. 0-19618 FIRST COMMUNITY BANCSHARES, INC. (Exact name of registrant as specified in its charter) Indiana 35-1833586 (State or other jurisdiction of (IRS Employer Identification No.) incorporation or organization) 210 East Harriman Bargersville, IN 46106 (Address of principal executive offices) (Zip Code) (317) 422-5171 (Registrant's telephone number, including area code) Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Sections 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days. Yes X No --- --- Outstanding Shares of Common Stock on May 1, 2000 1,009,119 FIRST COMMUNITY BANCSHARES, INC. AND SUBSIDIARIES FORM 10-Q INDEX Page No. -------- Forward Looking Statement....................................................3 Part I. Financial Information: Item 1. Financial Statements: Consolidated Condensed Balance Sheet..........................4 Consolidated Condensed Statement of Income....................5 Consolidated Condensed Statement of Comprehensive Income .....6 Consolidated Condensed Statement of Stockholders' Equity......7 Consolidated Condensed Statement of Cash Flows................8 Notes to Consolidated Condensed Financial Statements..........9 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations........................10 Item 3. Quantitative and Qualitative Disclosures About Market Risk......14 Part II. Other Information: Item 1. Legal Proceedings...............................................14 Item 2. Changes In Securities...........................................14 Item 3. Defaults Upon Senior Securities.................................14 Item 4. Submission of Matters to a Vote of Security Holders.............14 Item 5. Other Information...............................................14 Item 6. Exhibits and Reports on Form 8-K................................14 Signatures..................................................................15 2 FORWARD LOOKING STATEMENT This Quarterly Report on Form 10-Q ("Form 10-Q") contains statements which constitute forward looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements appear in a number of places in this Form 10-Q and include statements regarding the intent, belief, outlook, estimate or expectations of the Company (as defined below), its directors or its officers primarily with respect to future events and the future financial performance of the Company. Readers of this Form 10-Q are cautioned that any such forward looking statements are not guarantees of future events or performance and involve risks and uncertainties, and that actual results may differ materially from those in the forward looking statements as a result of various factors. The accompanying information contained in this Form 10-Q identifies important factors that could cause such differences. These factors include changes in interest rates; loss of deposits and loan demand to other financial institutions; substantial changes in financial markets; changes in real estate values and the real estate market or regulatory changes. 3 Item 1 Financial Statements - ------ -------------------- FIRST COMMUNITY BANCSHARES, INC. AND SUBSIDIARIES Consolidated Condensed Balance Sheet (Unaudited) March 31, December 31, 2000 1999 --------------------------------- Assets Cash and due from banks $ 1,707,754 $ 2,357,531 Short-term interest-bearing deposits 5,040,642 2,245,670 --------------------------------- Cash and cash equivalents 6,748,396 4,603,201 Investment securities Available for sale 12,880,036 14,065,377 Held to maturity 6,455,099 6,966,605 --------------------------------- Total investment securities 19,335,135 21,031,982 Loans 115,420,352 111,715,874 Allowance for loan losses (918,640) (873,203) --------------------------------- Net Loans 114,501,712 110,842,671 Premises and equipment 4,574,726 4,448,634 Federal Home Loan Bank of Indianapolis stock, at cost 777,800 777,800 Interest receivable 1,010,276 1,084,609 Cash value of life insurance 1,611,437 1,593,788 Other assets 931,030 854,001 --------------------------------- Total assets $149,490,512 $145,236,686 ================================= Liabilities Deposits Noninterest-bearing $ 9,777,531 $ 9,411,994 Interest-bearing 122,680,785 118,903,006 --------------------------------- Total deposits 132,458,316 128,315,000 Federal Home Loan Bank of Indianapolis advances 4,597,389 4,597,389 Other borrowings 2,607,623 2,613,827 Interest payable 377,635 334,234 Other liabilities 694,778 570,756 --------------------------------- Total liabilities 140,735,741 136,431,206 --------------------------------- Commitments and Contingent Liabilities Stockholders' Equity Preferred stock, no-par value Authorized and unissued - 1,000,000 shares Common stock, no-par value Authorized - 4,000,000 shares Issued and outstanding -1,009,119 and 1,019,694 shares 6,840,269 6,930,024 Retained earnings and contributed capital 2,159,697 2,096,894 Accumulated other comprehensive income (245,195) (221,438) --------------------------------- Total stockholders' equity 8,754,771 8,805,480 --------------------------------- Total liabilities and stockholders' equity $149,490,512 $145,236,686 ================================= See notes to consolidated condensed financial statements. 4 FIRST COMMUNITY BANCSHARES, INC. AND SUBSIDIARIES Consolidated Condensed Statement of Income (Unaudited) Three Months Ended March 31 ---------------------------- 2000 1999 ---------------------------- Interest Income Loans, including fees $2,485,905 $2,117,149 Investment securities Taxable 83,447 41,302 Tax exempt 125,311 68,588 Interest-bearing time deposits 72,838 82,378 Dividends 17,059 16,802 ----------------------------- Total interest income 2,784,560 2,326,219 ----------------------------- Interest Expense Deposits 1,468,653 1,124,906 FHLB advances 65,161 76,211 Other borrowings 48,110 27,397 ----------------------------- Total interest expense 1,581,924 1,228,514 ----------------------------- Net Interest Income 1,202,636 1,097,705 Provision for loan losses 64,100 75,000 ----------------------------- Net Interest Income After Provision for Loan Losses 1,138,536 1,022,705 ----------------------------- Other Income Trust fees 9,360 3,740 Service charges on deposit accounts 107,110 75,168 Other operating income 42,132 16,222 ----------------------------- Total other income 158,602 95,130 ----------------------------- Other Expenses Salaries and employee benefits 552,851 381,122 Premises and equipment 163,460 89,824 Advertising 41,983 40,742 Data processing fees 111,074 81,089 Deposit insurance expense 6,820 14,009 Printing and office supplies 73,807 28,700 Legal and professional fees 53,492 39,666 Telephone expense 30,856 23,629 Other operating expense 178,085 133,840 ----------------------------- Total other expenses 1,212,428 832,621 ----------------------------- Income Before Income Tax 84,710 285,214 Income tax (benefit) expense (18,459) 80,229 ----------------------------- Net Income $ 103,169 $ 204,985 ============================= Basic earnings per share $ .10 $ .20 Diluted earnings per share .10 .20 Dividends per share .04 .03 See notes to consolidated condensed financial statements. 5 FIRST COMMUNITY BANCSHARES, INC. AND SUBSIDIARIES Consolidated Condensed Statement of Comprehensive Income (Unaudited) Three Months Ended March 31, --------------------------- 2000 1999 --------------------------- Net Income $ 103,169 $ 204,985 Other comprehensive income, net of tax Unrealized losses on securities available Unrealized holding losses arising during the period, net of tax benefit of $15,583 and $10,981 (23,757) (16,742) --------------------------- Comprehensive income $ 79,412 $188,243 =========================== See notes to consolidated condensed financial statements 6 FIRST COMMUNITY BANCSHARES, INC AND SUBSIDIARIES Consolidated Condensed Statement of Stockholders' Equity For the Three Months Ended March 31, 2000 (Unaudited) Retained Common Stock Earnings Accumulated --------------------------- and Other Shares Contributed Comprehensive Outstanding Amount Capital Income (Loss) Total -------------------------------------------------------------------------- Balances, January 1, 2000 1,019,694 $6,930,024 $2,096,894 $ (221,438) $8,805,480 Net income for the period 103,169 103,169 Unrealized losses on securities (23,757) (23,757) Cash dividend ($.04 per share) (40,366) (40,366) Purchase of stock (10,575) (89,755) (89,755) -------------------------------------------------------------------------- Balances, March 31, 2000 1,009,119 $6,840,269 $2,159,697 $ (245,195) $8,754,771 ========================================================================== See notes to consolidated condensed financial statements. 7 FIRST COMMUNITY BANCSHARES, INC. AND SUBSIDIARIES Consolidated Condensed Statement of Cash Flows (Unaudited) Three Months Ended March 31, ------------------------------ 2000 1999 ------------------------------ Operating Activities Net income $ 103,169 $ 204,985 Adjustments to reconcile net income to net cash provided by operating activities Provision for loan losses 64,100 75,000 Depreciation and amortization 82,553 47,179 Investment securities amortization (accretion) (19,313) 14,904 Gain on sale of foreclosed real estate 0 (7,241) Net change in: Cash value of life insurance (17,649) 0 Interest receivable 74,333 (5,538) Interest payable 43,401 83,899 Other assets (61,444) (100,071) Other liabilities 124,444 157,506 ------------------------------ Net cash provided by operating activities 393,591 470,623 ------------------------------ Investing Activities Purchases of securities available for sale 0 (2,976,747) Purchases of securities held to maturity (4,973,179) 0 Proceeds from maturities of securities available for sale 1,145,000 400,000 Proceeds from paydowns and maturities of securities held to maturity 5,505,000 370,000 Net change in loans (3,723,141) (4,872,411) Proceeds from sale of foreclosed real estate 0 72,500 Purchases of property and equipment (208,645) (70,402) ------------------------------ Net cash used by investing activities (2,254,965) (7,077,060) ------------------------------ Financing Activities Net change in Noninterest-bearing, NOW and savings deposits 2,750,937 (7,203,975) Certificates of Deposit 1,392,379 8,518,281 Proceeds from borrowings 0 1,830,000 Repayment of borrowings (6,204) (3,882) Dividends paid (40,788) 0 Rights exercised, net of costs 0 104,192 Stock repurchases (89,755) 0 ------------------------------ Net cash provided by financing activities 4,006,569 3,244,616 ------------------------------ Net Change in Cash and Cash Equivalents 2,145,195 (3,361,821) Cash and Cash Equivalents, Beginning of Period 4,603,201 14,292,071 ------------------------------ Cash and Cash Equivalents, End of Period $ 6,748,396 $ 10,930,250 ============================== Supplemental cash flow disclosures Interest paid $ 1,538,523 $ 1,144,615 Income tax paid 0 26,570 Dividend payable 40,366 30,660 See notes to consolidated condensed financial statements. 8 FIRST COMMUNITY BANCSHARES, INC. AND SUBSIDIARIES Notes to Consolidated Condensed Financial Statements March 31, 2000 (Unaudited) Note 1: Basis of Presentation - ----------------------------- The consolidated financial statements include the accounts of First Community Bancshares, Inc. (the "Company") and its wholly owned subsidiaries, First Community Bank & Trust, a state chartered bank (the "Bank") and First Community Real Estate Management, Inc. ("FCREMI"). FCREMI holds and manages real estate used by the Company and the Bank. A summary of significant accounting policies is set forth in Note 1 of Notes to Financial Statements included in the December 31, 1999, Annual Report to Shareholders. All significant intercompany accounts and transactions have been eliminated in consolidation. The interim consolidated financial statements have been prepared in accordance with instructions to Form 10-Q, and therefore do not include all information and footnotes necessary for a fair presentation of financial position, results of operations and cash flows in conformity with generally accepted accounting principles. The interim consolidated financial statements at March 31, 2000, and for the three months ended March 31, 2000 and 1999, have not been audited by independent accountants, but reflect, in the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows for such periods. Note 2: Earnings Per Share - -------------------------- Three Months Ended Three Months Ended March 31, 2000 March 31, 1999 -------------- -------------- Weighted Weighted Average Per Share Average Per Share Income Shares Amount Income Shares Amount ------ ------ ------ ------ ------ ------ Basic earnings per share Income available to common shareholders $103,169 1,011,928 $ .10 $204,985 1,019,864 $ .20 ====== ===== Effect of dilutive stock options 5,362 7,160 Effect of convertible debt -------------------- ------------------- Diluted earnings per share Income available to common shareholders and assumed conversions $103,169 1,017,290 $ .10 $204,985 1,027,024 $ .20 ============================== ============================= Note 3: Business Combinations - ----------------------------- On November 10, 1999, the Company signed a definitive agreement to acquire Blue River Federal Savings Bank, Edinburgh, Indiana. The acquisition will be accounted for under the purchase method of accounting. Under the terms of the agreement, the Company will pay $41.50 for each share of common stock of Blue River Federal Savings Bank. The Company will borrow $4,000,000 to finance the transaction. A loan for $2,000,000 will be secured with Bank stock and the second loan for $2,000,000 will be unsecured. Both loans with interest rates at prime will have a 15-year term with interest only due for the first seven years. The transaction is subject to approval by stockholders of Blue River Federal Savings Bank and appropriate regulatory agencies. The Company anticipates amortizing core deposit intangibles over ten years and goodwill over twenty years. 9 As of March 31, 2000, Blue River Federal Savings Bank had total assets and stockholders' equity of $25.5 million and $2.5 million, respectively. Item 2 Management's Discussion and Analysis of Financial Condition - ------ and Results of Operations ----------------------------------------------------------- General - ------- The Bank is a subsidiary of the Company and operates as an Indiana commercial bank. On May 26, 1998, the Company formed a new subsidiary, First Community Real Estate Management, Inc. whose purpose is to purchase and lease back to the Bank properties originally owned by the Bank thereby allowing the Bank to redeploy its capital to other uses. The Bank makes monthly lease payments to FCREMI as lessee of these locations. These lease payments are sufficient to service the debt incurred by FCREMI to purchase these properties. As a bank holding company, the Company depends upon the operations of its subsidiaries for all revenue and reports its results of operations on a consolidated basis with its subsidiaries. The Bank's profitability depends primarily upon the difference between the income on its loans and investments and the cost of its deposits and borrowings. This difference is referred to as the spread or net interest margin. The difference between the amount of interest earned on loans and investments and the interest incurred on deposits and borrowings is referred to as net interest income. Interest income from loans and investments is a function of the amount of loans and investments outstanding during the period and the interest rates earned. Interest expense related to deposits and borrowings is a function of the amount of deposits and borrowings outstanding during the period and the interest rates paid. Financial Condition - ------------------- Total assets increased $4.3 million, or 2.9%, to $149.5 million at March 31, 2000, from $145.2 million at December 31, 1999. Net loans increased from $110.8 million on December 31, 1999 to $114.5 million on March 31, 2000. Deposits increased from $128.3 million on December 31, 1999 to $132.5 million on March 31, 2000. These increases in loans and deposits can be attributed to several factors, none of which can be singled out as the predominant reason for the growth, but each of which is believed to have contributed to these increases. These factors include: (i) increased population in the geographic areas serviced; (ii) increased per-household disposable income in the geographic areas serviced; (iii) an increase in the number of branch offices; and (iv) the preference of certain individuals in the service area for dealing with a locally owned institution. The Company owns certain warrants entitling it to purchase, for a nominal consideration, shares of common stock (the "Warrant Shares") of a privately held software development company. The software company has indicated that if certain transactions it is currently negotiating were to materialize, the Warrant Shares could significantly increase in value. There can be no assurance however, that such transaction will be successfully consummated or that, even if they are successfully concluded, the Warrant Shares will increase in value or the amount of any such increase would be significant. Results of Operations - --------------------- The Company had net income of $103,000 and $205,000 for the three months ending March 31, 2000 and 1999, respectively. Net interest income was $1.2 million and $1.1 million for the three months ending March 31, 2000 and March 31, 1999, respectively. Net income decreased $102,000 for the three months ended March 31, 2000, when compared to the same period in 1999, due primarily to general increases in other expenses partially offset by an increase in net interest income and other income. This increase in net interest income resulted primarily from increases in interest 10 income on loans and tax exempt investment securities offset by an increase in interest expense. These increases in interest income and expense resulted primarily from increases in the volume of these interest-earning assets and interest-bearing liabilities. The increase in income from service fees of $32,000 resulted from a significant increase in the number of deposit accounts and fees associated with the same. The increases in other expenses were directly a result of the overall growth of the Bank. The Bank's growth has been facilitated by and resulted in the increase of additional personnel, facilities as well as other general expenses including, but not limited to, advertising, supplies and professional fees. In addition, as the Bank's loans and deposits increase, the associated data processing fees have increased. Income taxes decreased $99,000 for the three months ended March 31, 2000, when compared to the same period in 1999, because of a reduced level of net income and an increase in the Company's tax exempt securities portfolio. Asset Quality - ------------- The Bank currently classifies loans as substandard, doubtful and loss to assist management in addressing collection risks and pursuant to regulatory requirements which are not necessarily consistent with generally accepted accounting principles. Substandard loans represent credits characterized by the distinct possibility that some loss will be sustained if deficiencies are not corrected. Doubtful loans possess the characteristics of substandard loans, but collection or liquidation in full is doubtful based upon existing facts, conditions and values. A loan classified as a loss is considered uncollectible. As of March 31, 2000, the Bank had $1.0 million of loans classified as substandard, none as doubtful and none as loss. The allowance for loan losses was $919,000 or .80% of net loans receivable at March 31, 2000 compared to $873,000 or .78% of net loans receivable at December 31, 1999. A portion of classified loans are non-accrual loans. First Community had non-accrual loans totaling $299,000 at March 31, 2000 compared to $296,000 at December 31, 1999. Asset/Liability Management - -------------------------- One of the actions undertaken by the Bank's management has been to adopt asset/liability management policies in an attempt to reduce the susceptibility of the Bank's net interest spread to the adverse impact of volatile interest rates by attempting to match maturities (or time-to-repricing) of assets with maturities or repricing of liabilities and then actively managing any mismatch. Accomplishing this objective requires attention to both the asset and liability sides of the balance sheet. The difference between maturity of assets and maturity of liabilities is measured by the interest-rate gap. At March 31, 2000, the Bank's one-year cumulative interest-rate gap as a percent of total assets was a negative 22.3%. This negative interest-rate gap represents substantial risk for the Bank in an environment of rising interest rates. A negative interest-rate gap means the Bank's earnings are vulnerable in periods of rising interest rates because during such periods the interest expense paid on liabilities will generally increase more rapidly than the interest income earned on assets. Conversely, in a falling interest-rate environment, the total interest expense paid on liabilities will generally decrease more rapidly than the interest income earned on assets. A positive interest-rate gap would have the opposite effect. Asset management goals have been directed toward obtaining a suitable balance of asset quality, liquidity and diversification in order to stabilize and improve earnings. The asset management strategy has concentrated on shortening the maturity of its loan portfolio by increasing adjustable-rate loans and short-term installment and commercial loans. However, increasing short-term installment and commercial loans increases the overall risk of the loan portfolio. Such risk relates primarily to collection and to the loans that often are secured by rapidly depreciating assets. The Company's ratio of non-performing assets to total assets was .24% at March 31, 2000 and .24% at December 31, 1999. The primary goal in the management of liabilities has been to extend the maturities and improve the stability of deposit accounts. Management has attempted to combine a policy for controlled growth with a strong, loyal customer base to control interest expense. 11 The following schedule illustrates the interest-rate sensitivity of interest-earning assets and interest-bearing liabilities at March 31, 2000. Mortgages which have adjustable or renegotiable interest rates are shown as subject to change every one to three years based upon the contracted-for adjustment period. This schedule does not reflect the effects of possible prepayments on enforcement of due-on-sale clauses. At March 31, 2000 Maturing or Repricing -------------------------------------------------------- One Year 1 - 3 3 - 5 Over 5 or Less Years Years Years Total -------------------------------------------------------- (Dollars in 000's) Interest-earning assets: Adjustable rate mortgages $ 12,585 $ 4,255 $ 9,643 $ 26,483 Fixed rate mortgages 1,982 124 408 $ 22,506 25,020 Commercial loans 15,000 5,246 1,969 4,172 26,387 Consumer loans 10,662 14,901 7,519 1,597 34,679 Tax-exempt loans and leases 15 293 1,141 1,279 2,728 Investments 7,579 3,646 2,940 5,576 19,741 FHLB stock 778 778 Interest-bearing deposits 5,041 5,041 -------------------------------------------------------- Total interest-earning assets 53,642 28,465 23,620 35,130 140,857 -------------------------------------------------------- Interest-bearing liabilities: Fixed maturity deposits 58,321 13,591 1,771 3,596 77,279 Other deposits 28,014 10,729 5,423 1,236 45,402 FHLB advances 638 2,725 1,234 4,597 -------------------------------------------------------- Total interest-bearing liabilities 86,973 27,045 8,428 4,832 127,278 -------------------------------------------------------- Excess (deficiency) of interest-earning assets over interest-bearing liabilities (33,331) 1,420 15,192 30,298 13,579 Cumulative excess (deficiency) of interest-earning assets over interest-bearing liabilities (33,331) (31,911) (16,719) 13,579 Cumulative ratio at March 31, 2000 as a percent of total assets (22.30)% 12 Liquidity and Capital Resources - ------------------------------- Liquidity refers to the ability of a financial institution to generate sufficient cash to fund current loan demand, meet savings deposit withdrawals and pay operating expenses. The primary sources of liquidity are cash, interest-bearing deposits in other financial institutions, marketable securities, loan repayments, increased deposits and total institutional borrowing capacity. Cash and interest-bearing deposits, when combined with investments, have remained a relatively constant percent of total assets, while increasing in dollar volume. Management's goal is to maintain approximately twenty percent (20%) to twenty-five percent (25%) of total assets in cash, interest-bearing deposits and investments in order to satisfy the Company's need for liquidity and other short-term obligations. Management believes that it has adequate liquidity for the Company's short- and long-term needs. Short-term liquidity needs resulting from normal deposit/withdrawal functions are provided by the Company retaining a portion of cash generated from operations in a Federal Home Loan Bank ("FHLB") daily investment account. This account acts as a short-term liquidity source while providing interest income to the Company. Long-term liquidity and other liquidity needs are provided by the ability of the Company to borrow from the FHLB. The balance of its FHLB advances was $4.6 million at both March 31, 2000 and December 31, 1999, respectively. On October 30, 1998, the Company issued rights and warrants to shareholders to purchase one share of common stock of the Company for every ten shares owned as of October 29, 1998, subject to a minimum offer and purchase of 100 shares. The rights were exercisable until March 30, 1999 and the warrants were exercisable from September 15, 1999 to December 13, 1999. The net proceeds to the Company from the sale of the stock, after deducting the expenses, were $149,000. The purpose of the rights offering was to raise additional capital for the Bank to support additional growth and for general corporate purposes. In addition, on October 30, 1998, the Company commenced the offer and sale of up to $1.0 million in unsecured convertible notes, of which all $1.0 million were sold. The notes are due December 31, 2008, bear interest at the rate of 7% per annum and, at the option of the holder, are convertible to common stock of the Company at the conversion price of $11.00 per share. The net proceeds of this offering were used to provide capital to FCREMI to acquire and lease branch facilities to the Bank and to provide additional capital to the Bank to support asset growth. At March 31, 2000, the Bank had tier 1 capital of approximately 6.5% and risk-based capital of approximately 9.5%. The regulatory tier 1 and risk-based capital requirements are 4.0% and 8.0% respectively. Impact of Inflation and Changing Prices - --------------------------------------- The financial statements and related data presented herein have been prepared in accordance with generally accepted accounting principles. These principles require the measurement of financial position and operating results in terms of historical dollars, without considering changes in the relative purchasing power of money over time due to inflation. The primary assets and liabilities of the Company are monetary in nature. Consequently, interest rates generally have a more significant impact on performance than the effects of inflation. Interest rates, however, do not necessarily move in the same direction or with the same magnitude as the price of goods and services. In a period of rapidly rising interest rates, the liquidity and the maturity structure of the Company's assets and liabilities are critical to the maintenance of acceptable performance levels. 13 Other - ----- The Securities and Exchange Commission maintains a Web site that contains reports, proxy information statements, and other information regarding registrants that file electronically with the Commission, including First Community. The address is (http://www.sec.gov). Item 3. Quantitative and Qualitative Disclosures About Market Risk - ------- ---------------------------------------------------------- Although the Company files a Form 10-K in lieu of Form 10-KSB, the Company qualifies as a small business issuer. Therefore, Item 7A is not required under Section 229.305 of Regulation S-K. Part II - Other Information Item 1. Legal Proceedings. - ------- ------------------ None. Item 2. Changes in Securities. - ------- ---------------------- None. Item 3. Defaults upon Senior Securities. - ------- -------------------------------- Not applicable. Item 4. Submission of Matters to a Vote by Security Holders. - ------- ---------------------------------------------------- None. Item 5. Other Information. - ------- ------------------ None. Item 6. Exhibits and Reports on Form 8-K. - ------- -------------------------------- (a) Exhibit 27 Financial Data Schedule. (b) No reports were filed on Form 8-K during the quarter ended March 31, 2000. 14 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. FIRST COMMUNITY BANCSHARES, INC. Date: May ,2000 By: /s/ Albert R. Jackson III ---------------- ---------------------------------- Albert R. Jackson III Chief Executive Officer and Director Date: May , 2000 By: /s/ Randy J. Sizemore --------------- ---------------------------------- Randy J. Sizemore, Vice President of Finance 15