SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 --------------------------- FORM 10-QSB (Mark One) [ ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2000 ----------------- OR [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________. Commission File No. 0-23763 Quitman Bancorp, Inc. - ----------------------------------------------------------------------------- (Exact name of Small Business Issuer as Specified in Its Charter) Georgia 58-2365866 - ----------------------------------------------------------------------------- (State or Other Jurisdiction of Incorporation (I.R.S. Employer or Organization) Identification No.) 602 East Screven Street, Quitman, Georgia 31643 ----------------------------------------------- (Address of Principal Executive Offices) (912) 263-7538 - ----------------------------------------------------------------------------- Issuer's Telephone Number, Including Area Code Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES X NO ------ ------ Number of shares of Common Stock outstanding as of December 31, 2000: 507,262 Transitional Small Business Disclosure Format (check one) YES NO X ------ ------ -1- QUITMAN BANCORP, INC. Contents -------- Page(s) ------- PART I - FINANCIAL INFORMATION Item 1. Financial Statements......................................... 3 Item 2. Management's Discussion and Analysis or Plan of Operation.... 10 PART II - OTHER INFORMATION Item 1. Legal Proceedings............................................ 14 Item 2. Changes in Securities and Use of Proceeds.................... 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- PART I. FINANCIAL INFORMATION QUITMAN BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION ---------------------------------------------- ASSETS ------- DECEMBER 31, SEPTEMBER 30, 2000 2000 ------------ ------------- (Unaudited) Cash and Cash Equivalents: Cash and amounts due from depository institutions $ 2,572,697 598,471 Interest-bearing deposits in other bank 52,880 1,064,984 Federal funds sold 800,000 0 ----------- ----------- Total Cash and Cash Equivalents 3,425,577 1,663,455 Investment securities: Available-for-sale 6,097,788 6,546,404 Loans receivable - net of allowance for loan losses and deferred origination fees 50,021,866 49,052,004 Office properties and equipment, at cost, net of accumulated depreciation 1,455,573 1,483,607 Real estate and other property acquired in settlement of loans 19,500 0 Accrued interest receivable 522,807 583,330 Investment required by law-stock in Federal Home Loan Bank, at cost 320,300 320,300 Cash value of life insurance 635,040 626,638 Other assets 146,261 193,195 ----------- ----------- Total Assets $62,644,712 60,468,933 =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY ------------------------------------ Liabilities: Deposits $49,398,118 47,336,018 Advances from Federal Home Loan Bank 5,000,000 5,000,000 Accrued interest payable 431,918 337,586 Income taxes payable 1,727 14,770 Dividends payable 1,481,205 0 Other liabilities 39,513 156,446 ----------- ----------- Total Liabilities 56,352,481 52,844,820 =========== =========== Stockholders' Equity: Common stock, $.10 par value, 4,000,000 shares authorized, 661,250 shares issued and 507,262 shares outstanding 66,125 66,125 Preferred stock, no par value, 1,000,000 shares authorized, no shares issued or outstanding 0 0 Additional paid in capital 5,410,028 6,135,412 Retained Earnings 2,936,675 3,662,836 Accumulated other comprehensive income (loss) (5,323) (72,086) ----------- ----------- 8,407,505 9,792,287 Receivable from employee stock ownership plan (396,750) (449,650) Treasury stock, 153,988 shares at cost (1,718,524) (1,718,524) ----------- ----------- Total Stockholders' Equity 6,292,231 7,624,113 ----------- ----------- Total Liabilities and Stockholders' Equity $62,644,712 60,468,933 =========== =========== -3- QUITMAN BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF INCOME --------------------------------- QUARTER ENDED DECEMBER 31, --------------------------- 2000 1999 ----------- ------------ (Unaudited) (Unaudited) Interest Income: Loans receivable: First mortgage loans $1,044,299 883,821 Consumer and other loans 95,411 70,323 Interest on FHLMC Pool 18 31 Investment securities 105,384 99,109 Interest-bearing deposits 19,793 5,590 ----------- ---------- Total Interest Income 1,264,905 1,058,874 ----------- ---------- Interest Expense: Deposits 741,316 575,614 Interest on Federal Home Loan Bank advances 88,299 41,446 ----------- ---------- Total Interest Expense 829,615 617,060 ----------- ---------- Net Interest Income 435,290 441,814 Provision for loan losses 15,000 15,000 ----------- ---------- Net Interest Income After Provision for Losses 420,290 426,814 ----------- ---------- Non-Interest Income: Gain (loss) on sale of securities (7,582) (7,060) Gain on sale of other real estate 0 1,576 Service charges 29,571 22,619 Insurance commissions 3,122 3,377 Other income 21,374 13,779 ----------- ---------- Total Non-Interest Income 46,485 34,291 ----------- ---------- Non-Interest Expense: Compensation 142,966 126,852 Other personnel expenses 73,347 63,190 Occupancy expenses of premises 14,075 12,206 Furniture and equipment expenses 52,307 53,320 Federal deposit insurance 2,327 6,069 Advertising 6,978 11,475 Office supplies 9,388 11,577 Legal expense 6,649 14,699 Charitable contributions 5,810 11,973 Accounting and auditing 17,085 13,150 Other operating expenses 83,960 75,671 ----------- ---------- Total Non-Interest Expense 414,892 400,182 ----------- ---------- Income Before Income Taxes 51,883 60,923 Provision for Income Taxes 22,223 28,690 ----------- ---------- Net Income $ 29,660 32,233 =========== ========== Earnings Per Share (Basic and Diluted) $.06 .07 ============ ========== Dividends Per Share $2.92 .00 =========== ========== -4- QUITMAN BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY ----------------------------------------------- ACCUMULATED OTHER ADDITIONAL COMPREHENSIVE RECEIVABLE COMMON PAID IN RETAINED INCOME FROM TREASURY STOCK CAPITAL EARNINGS (LOSS) ESOP STOCK TOTAL --------- --------- ---------- ------------ ----------- ---------- ---------- Balance, September 30, 1999 $66,125 6,135,412 3,491,984 (77,699) (502,550) (1,438,272) 7,675,000 Net income 0 0 32,233 0 0 0 32,233 Other comprehensive income (loss) 0 0 0 (38,103) 0 0 (38,103) Change in receivable from employee stock ownership plan 0 0 0 0 52,900 0 52,900 Treasury stock acquired, 26,698 shares 0 0 0 0 0 (280,252) (280,252) ------- --------- ---------- ------------ ----------- ---------- ---------- Balances, December 31, 1999, (Unaudited) 66,125 6,135,412 3,524,217 (115,802) (449,650) (1,718,524) 7,441,778 ======= ========= ========== ============ =========== ========== ========== Balance, September 30, 2000 66,125 6,135,412 3,662,836 (72,086) (449,650) (1,718,524) 7,624,113 Net income 0 0 29,660 0 0 0 29,660 Dividends 0 (725,384) (755,821) 0 0 0 (1,481,205) Other comprehensive income (loss) 0 0 0 66,763 0 0 66,763 Change in receivable from employee stock ownership plan 0 0 0 0 52,900 0 52,900 ------- --------- ---------- ------------ ----------- ---------- ---------- Balances, December 31, 2000 (Unaudited) $66,125 5,410,028 2,936,675 (5,323) (396,750) (1,718,524) 6,292,231 ======= ========= ========== ============ =========== ========== ========== -5- QUITMAN BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CASH FLOWS ------------------------------------- QUARTER ENDED DECEMBER 31, --------------------------- 2000 1999 ---------- --------- (Unaudited) (Unaudited) Cash Flows From Operating Activities: - ------------------------------------- Net income $ 29,660 32,233 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 35,463 37,192 Provision for loan losses 15,000 15,000 Amortization (Accretion) of securities 2,398 2,659 Gain on sale of foreclosed assets 0 (1,576) (Gain) loss on sale of securities 7,582 7,060 Deferred income taxes (3,926) 33 Change in Assets and Liabilities: (Increase) Decrease in accrued interest receivable 60,523 68,639 Increase (Decrease) in accrued interest payable 94,332 55,351 Increase (Decrease) in other liabilities (116,933) (119,600) Increase (Decrease) in income taxes payable (13,043) (860) (Increase) Decrease in other assets 16,467 11,570 --------- --------- Net cash provided (used) by operating activities 127,523 107,701 --------- --------- Cash Flows From Investing Activities: - ------------------------------------- Capital expenditures (7,429) (6,836) Purchase of available-for-sale securities (248,828) (319,977) Proceeds from sale of foreclosed property 0 12,500 Proceeds from sale of available-for-sale securities 740,156 342,634 Net (increase) decrease in loans (1,004,362) (1,080,488) Principal collected on mortgage-backed securities 48,464 29,621 Increase in cash value of life insurance (8,402) (62,401) ---------- ----------- Net cash provided (used) by investing activities (480,401) (1,084,947) ---------- ----------- Cash Flows From Financing Activities: - ------------------------------------- Net increase (decrease) in deposits 2,062,100 482,802 Proceeds from Federal Home Loan Bank advances 0 1,000,000 Principal collected on receivable from ESOP 52,900 52,900 Purchase of treasury stock 0 (280,252) ---------- ----------- Net cash provided (used) by financing activities 2,115,000 1,255,450 ---------- ----------- Net Increase (Decrease) in cash and cash equivalents 1,762,122 278,204 Cash and Cash Equivalents at Beginning of Period 1,663,455 1,968,695 ---------- ----------- Cash and Cash Equivalents at End of Period $3,425,577 2,246,899 ========== =========== Supplemental Disclosures of Cash Flows Information: - --------------------------------------------------- Cash Paid During The Period: Interest $ 735,283 561,709 Income taxes 31,600 26,680 Non-Cash Investing Activities: Increase (Decrease) in unrealized gains on available-for-sale securities 101,156 (57,732) -6- QUITMAN BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME ----------------------------------------------- QUARTER ENDED DECEMBER 31, --------------------------- 2000 1999 ---------- ---------- (Unaudited) (Unaudited) Net Income $ 29,660 32,233 ----------- ---------- Other Comprehensive Income, Net of Tax: Unrealized gains (losses) on securities: Unrealized holding gains (losses) arising during the period 59,181 (45,163) Reclassification adjustment for (gains) losses included in net income 7,582 7,060 ----------- ---------- Other Comprehensive Income (Loss) 66,763 (38,103) ----------- ---------- Comprehensive Income (Loss) $ 96,423 (5,870) =========== ========== -7- QUITMAN BANCORP, INC. AND SUBSIDIARY Notes to Financial Statements (Unaudited) Note 1 - Basis of Preparation - ----------------------------- The accompanying unaudited financial statements were prepared in accordance with instructions for Form 10-QSB and therefore do not include all disclosures necessary for a complete presentation of the statements of financial condition, statements of income, statements of comprehensive income and statements of cash flow in conformity with generally accepted accounting principles. However, all adjustments which are, in the opinion of management, necessary for the fair presentation of the interim financial statements have been included. All such adjustments are of a normal recurring nature. The statement of income for the three-month period ended December 31, 2000 is not necessarily indicative of the results which may be expected for the entire year. It is suggested that these unaudited financial statements be read in conjunction with the audited consolidated financial statements and notes thereto for Quitman Bancorp, Inc. and Subsidiary for the year ended September 30, 2000. Note 2 - Plan of Conversion - --------------------------- On October 14, 1997, the Bank's Board of Directors approved a plan ("Plan") to convert from a federally chartered mutual savings bank to a federally chartered stock savings bank subject to approval by the Bank's members. The Plan, which included formation of the holding company, Quitman Bancorp, Inc., was subject to approval by the Office of Thrift Supervision (OTS) and included the filing of a registration statement with the SEC. The conversion was completed on April 2, 1998. Actual conversion costs were accounted for as a reduction in gross proceeds. The Plan called for the common stock of the Bank to be purchased by the holding company and for the common stock of the holding company to be offered to various parties in an offering at a price of $10.00 per share. The stockholders of the holding company approved a proposed stock option plan and a proposed restricted stock plan at a meeting of the stockholders on April 13, 1999. Shares issued to directors and employees under these plans may be from authorized but unissued shares of common stock or they may be purchased in the open market. In the event that options or shares are issued under these plans, such issuances will be included in the earnings per share calculation; thus, the interests of existing stockholders would be diluted. The Bank may not declare or pay a cash dividend if the effect thereof would cause its net worth to be reduced below either the amounts required for the liquidation account discussed below or the regulatory capital requirements imposed by federal regulations. At the time of conversion, the Bank established a liquidation account (which is a memorandum account that does not appear on the balance sheet) in an amount equal to its retained income as reflected in the latest balance sheet used in the final conversion prospectus. The liquidation account will be maintained for the benefit of eligible account holders who continue to maintain their deposit accounts in the Bank after the conversion. In the event of a complete liquidation of the Bank (and only in such an event), eligible depositors who continue to maintain accounts shall be entitled to -8- receive a distribution from the liquidation account before any liquidation may be made with respect to common stock. Note 3 - Stock Repurchase - ------------------------- The Company has adopted a stock repurchase program that allows for the repurchase, from time to time, of up to 153,988 shares of common stock. Any shares repurchased may be used for general and other corporate purposes, including the issuance of shares upon the exercise of stock options. On December 9, 1999, the Company completed its stock repurchase program, having repurchased 153,988 shares of its common stock at a cost of $1,718,524. Note 4 - Earnings Per Share - --------------------------- The following table sets forth the reconciliation of the numerators and denominators of the basic and diluted earnings per share (EPS) computations: THREE MONTHS ENDED DECEMBER 31, --------------------- 2000 1999 ------- ------- (a) Net income available to shareholders 29,660 32,233 ------- ------- Denominator: Weighted-average shares outstanding 507,262 526,447 Less: ESOP weighted-average shares Unallocated 46,741 50,255 ------- ------- (b) Basic EPS weighted-average shares outstanding 460,521 476,192 Effect of dilutive securities 0 1,524 ------- ------- (c) Diluted EPS weighted-average shares outstanding 460,521 474,668 ======= ======= Basic earnings per share (a/b) .06 .07 ======= ======= Diluted earnings per share (a/c) .06 .07 ======= ======= -9- ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION Comparison of Financial Condition at December 31, 2000 and September 30, 2000 Quitman Bancorp, Inc. (the "Company") may from time to time make written or oral "forward-looking statements" including statements contained in the Company's filings with the Securities and Exchange Commission (including this report on Form 10-QSB), in its reports to stockholders and in other communications by the Company, which are made in good faith by the Company pursuant to the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve risks and uncertainties, such as statements of the Company's plans, objectives, expectations, estimates and intentions, that are subject to change based on various important factors (some of which are beyond the Company's control). The following factors, among others, could cause the Company's financial performance to differ materially from the plans, objectives, expectations, estimates and intentions expressed in forward-looking statements: the strength of the United States economy in general and the strength of the local economies in which the Company conducts operations; the effect of, and changes in, trade, monetary and fiscal policies and laws, including interest rate policies of the Board of Governors of the Federal Reserve System, inflation, interest rate and market and monetary fluctuations; the timely development of and acceptance of new products and services of the Company and the perceived overall value of these products and services by users, including the features, pricing and quality compared to competitors' products and services; the willingness of users to substitute competitors' products and services for the Company's products and services; the success of the Company in gaining regulatory approval of its products and services, when required; the impact of changes in financial services' laws and regulations (including laws concerning taxes, banking, securities and insurance); technological changes, acquisitions; changes in consumer spending and saving habits; and the success of the Company at managing the risks described above involved in the foregoing. The Company cautions that these important factors are not exclusive. The Company does not undertake to update any forward-looking statement, whether written or oral, that may be made from time to time by or on behalf of the Company. Total assets increased by $2.2 million or 3.6% due primarily to the increase in cash and cash equivalents and loans resulting from funds received from an increase in deposits. Total equity decreased by $1,331,822 as result of net income for the three months ended December 31, 2000, changes in other comprehensive income, reduction of a guaranty of a loan to the Bank's employee stock ownership plan and declaration of a special distribution of $2.92 per share, $1,481,205, to the Company's stockholders. Non-Performing Assets and Delinquencies Loans accounted for on a non-accrual basis decreased to $173,055 at December 31, 2000 from $193,819 at September 30, 2000. The decrease was the result of eight loans being reclassified to performing loans and five loans being added to non- accrual. The allowance for loan losses was $441,572 at December 31, 2000. -10- Comparison of the Results of Operations for the Three Months Ended December 31, 2000 and 1999 Net Income. Net income decreased by $2,753 or 8% from net income of $32,233 for the three months ended December 31, 1999 to net income of $29,660 for the three months ended December 31, 2000. This decrease is primarily the result of increased non-interest expense and increased interest income that was more than offset by an increase in interest expense. The annualized return on average assets decreased from .24% to .19% for the three months ended December 31, 1999 and 2000, respectively. Net Interest Income. Net interest income decreased $6,524 or 1.5% from $441,814 for the three months ended December 31, 1999 to $435,290 for the three months ended December 31, 2000. The increase was primarily due to an increase in loans and a moderate increase in rates, offset by an increase in interest expense. Interest Income. Interest income increased $206,000 for the three months ended December 31, 2000 compared to the same three months ended December 31, 1999. The increase in interest income was primarily due to an increase in the average balance of interest-earning assets. The average balance of interest-earning assets increased by 17.5%. This increase in average interest-earning assets added an additional $206,000 of interest income. The average yield on interest- earning assets increased moderately to 8.9% from 8.7% for the three months ended December 31, 2000 and 1999, respectively. Interest Expense. Interest expense increased $213,000 from $617,000 for the three months ended December 31, 1999 to $830,000 for the three months ended December 31, 2000. The increase in interest expense was due to an increase in average interest-bearing liabilities of $7.8 million and an increase in the cost of funds of 79 basis points (100 basis points equals 1%). The average balances of deposits and advances from the Federal Home Loan bank increased by $7.8 million, from the three months ended December 31, 1999 to the three months ended December 31, 2000. Non-Interest Income. Non-interest income increased by $12,000 primarily from an increase in service charges, $7,000 and miscellaneous income, $5,000. Non-Interest Expense. Non-interest expense increased by $15,000 primarily due to increased compensation and other personnel expense, furniture and equipment expense and other operating expenses. Our compensation and other personnel expense increased an aggregate of $26,000 between the periods as a result of year-end pay raises, hiring of additional employees and contributions to the Bank's Restricted Stock Plan approved in April of 1999. Other non-interest expenses, including expenses of the Parent Company in the amount of $17,000, decreased $11,000. Our expenses have increased because of the cost associated with our Employee Stock Ownership Plan, Restricted Stock Plan, and Stock Option Plan, and the cost of being a public company. We also offered checking accounts and the use of an automated teller machine (an "ATM") to our customers during fiscal 1999. Our preparation cost for these products and the cost of soliciting checking account funds has also increased our expenses. Although our checking account funds have increased, we have not yet received sufficient other income from the ATM to offset its additional cost. Although no definite plans have been made, we are exploring whether to purchase land and construct a branch. We would likely hire experts or spend money before we commit to purchasing land or constructing a new branch. If we decided not to build a new branch, any money that we had spent up to that time would be a non- interest expense and would negatively affect our income. Non-interest expense has increased as a result of a staffing and equipping of the new bank building opened in -11- April 1999 and we hope that the new building will ultimately produce higher overall levels of loan and deposit activity to offset the additional expenses. We believe this expansion should enhance shareholder value and hope that the decrease in earnings will not be as great during the remainder of fiscal year 2001. Our statement of beliefs concerning our expansion is a forward-looking statement. The Private Securities Litigation Reform Act of 1995 (the "Act") provides protection to us in making certain forward looking statements that are accompanied by the factors that could cause actual results to differ materially from the forward looking statement. As with any expansion, if the new office or additional personnel do not ultimately result in increased loan and deposit activity and increased net income, these expenses would continue to have an adverse effect on net income. Our non-interest expense would further increase if we built the new branch discussed in the prior paragraph. Income Taxes. Income tax expense amounted to $28,690 for the three months ended December 31, 1999 compared to $22,223 for the three months ended December 31, 2000. Liquidity and Capital Resources Management monitors our risk-based capital and leverage capital ratios in order to assess compliance with regulatory guidelines. At December 31, 2000, the Bank had tangible capital, leverage, and total risk-based capital of 9.28%, 9.28% and 14.56%, respectively, which exceeded the OTS's minimum requirements of 1.50%, 4.00% and 8.00%, respectively. Holders of the common stock of the Company are entitled to share ratably in dividends, if and when, declared by the Board of Directors of the Company, out of funds legally available therefore. Federal banking law provides that a savings bank may, by providing prior regulatory notice, generally pay dividends during a calendar year in an amount equal to net income for the calendar year plus retained net income for the preceding two years. Any amount in excess of that level requires prior regulatory approval from the Office of Thrift Supervision (the "OTS"). The OTS may disapprove any dividend if the Bank is undercapitalized or the dividend would render the Bank undercapitalized. The OTS may also disapprove any dividend for, among other reasons, safety and soundness concerns. Also, the Bank may not pay a dividend if the payment would cause its net worth to be reduced below the amount required for the liquidation account established at the time of the conversion of the Bank from mutual to stock form. On December 19, 2000 the Board of Directors approved a dividend of $2.92 per share payable January 11, 2001 to shareholders of record on December 29, 2000. This dividend will be partially paid from funds made available by dividends from the subsidiary bank and partially paid from funds held by the Company. Approximately $1.43 per share is deemed to be a return of capital. On April 4, 2000 the Board of Directors approved a dividend of $.20 per share, payable May 31, 2000 to shareholders of record on May 17, 2000. This dividend was paid from funds made available by dividends from the subsidiary bank. On April 20, 1999, the Board of Directors approved a dividend of $.20 per share, payable on May 24, 1999 to shareholders of record on May 10, 1999. While the Company paid this dividend from its cash funds, the primary source of funds available for the payment of cash dividends by the Company are dividends from the subsidiary bank. We are exploring whether to purchase land and construct a branch. Although no definite plans have been made, if a new branch is built, the land and construction cost would total approximately $600,000. We have sufficient liquid assets to pay for these costs. -12- Pursuant to FASB No. 130 the Company is required to record changes in the value of its investment portfolio as regards unrealized gains or losses that may result from movements in interest rates. For the quarter ended December 31, 2000, the savings bank showed unrealized losses, net of tax effect, totaling $5,323 due to increases in interest rates as the National Money Market reacted to actions by the Federal Open Market Committee. Management does not anticipate the realization of the above loss. The unrealized loss does however negatively impact the Company's capital. The unrealized losses, net of applicable taxes, combined with net operating income of $29,660, a reduction in the receivable from the Bank's Employee Stock Ownership Plan of $52,900 and the approval of a $2.92 per share dividend yields a net decrease in the Company's capital of $1,331,882. The book value per share of common stock decreased from $15.03 on September 30, 2000 to $12.40 as of December 31, 2000. The Bank's capital continues to exceed regulatory requirements and continues to be adequate to support future asset growth. -13- PART II. OTHER INFORMATION Item 1. Legal Proceedings ----------------- Not applicable. Item 2. Changes in Securities and Use of Proceeds ----------------------------------------- Not applicable. Item 3. Defaults Upon Senior Securities ------------------------------- Not applicable. Item 4. Submission of Matters to a Vote of Security Holders --------------------------------------------------- Not applicable. Item 5. Other Information ----------------- Not applicable. Item 6. Exhibits and Reports on Form 8-K -------------------------------- (a) None. (b) A Form 8-K (Item 5), dated December 19, 2000, was filed in December 2000 to announce the declaration of a special dividend. -14- SIGNATURES In accordance with the requirements of the Securities Exchange Act of 1934, as amended, the registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. QUITMAN BANCORP, INC. Date: February 8, 2001 By: /s/ Melvin E. Plair ------------------------------------- Melvin E. Plair President and Chief Executive Officer (Principal Executive and Financial Officer) (Duly Authorized Officer) Date: February 8, 2001 By: /s/ Peggy L. Forgione ------------------------------------ Peggy L. Forgione Vice President and Controller (Chief Accounting Officer) -15-