UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 1998
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 Number 1-13842
Texarkana First Financial Corporation
_______________________________________________________________________
(Exact name of registrant as specified in its charter)
Texas 71-0771419
_________________________________ ________________________
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
3rd & Olive Streets
Texarkana, Arkansas 71854
_________________________________________ ________________________
(Address of principal executive office) (Zip Code)
(870) 773-1103
_______________________________________________________________________
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 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 ___
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date. As of
December 31, 1998, there were issued and outstanding 1,629,392 shares of
the Registrant's Common Stock, par value $0.01 per share.
TEXARKANA FIRST FINANCIAL CORPORATION
TABLE OF CONTENTS
Page
Part I. Financial Information
Item 1. Consolidated Financial Statements:
Consolidated Statements of Financial Condition as of
December 31, 1998 (unaudited) and September 30, 1998 1
Consolidated Statements of Income for the three months
ended December 31, 1998 and 1997 (unaudited) 2
Consolidated Statements of Cash Flows for the three months
ended December 31, 1998 and 1997 (unaudited) 3
Notes to Unaudited Consolidated Financial Statements 5
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 6
Part II. Other Information
Item 1. Legal Proceedings 11
Item 2. Changes in Securities 11
Item 3. Defaults Upon Senior Securities 11
Item 4. Submission of Matters to a Vote of Security Holders 11
Item 5. Other Information 11
Item 6. Exhibits and Reports on Form 8-K 11
Signatures 12
TEXARKANA FIRST FINANCIAL CORPORATION
AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(In Thousands)
Unaudited
December 31, September 30,
1998 1998
ASSETS
Cash and cash equivalents
Cash & due from banks.......................... $ 2,583 $ 2,341
Interest bearing deposits in other banks....... 3,996 249
Federal funds sold............................. 2,775 45
________ ________
Total cash and cash equivalents.............. 9,354 2,635
Investment securities available-for-sale......... 21,100 25,651
Mortgage-backed securities held-to-maturity...... 770 849
Federal Home Loan Bank stock..................... 1,202 1,185
Loans receivable, net of unearned income......... 155,519 155,781
Allowance for loan losses........................ (1,001) (1,003)
Accrued interest receivable...................... 1,311 1,331
Foreclosed real estate, net...................... 8 56
Premises and equipment, net...................... 2,415 2,387
Other assets..................................... 623 579
________ ________
Total assets................................... $191,301 $189,451
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits......................................... $151,536 $151,955
Advances from borrowers for taxes & insurance.... 980 2,070
Borrowed funds................................... 10,000 6,600
Accrued federal income tax....................... 714 330
Accrued state income tax......................... 261 194
Accrued expenses and other liabilities........... 896 886
________ ________
Total liabilities.............................. 164,387 162,035
________ ________
Commitments and contingencies.................... -- --
________ ________
Common stock, $0.01 par value;
15,000,000 shares authorized;
1,983,750 shares issued........................ 20 20
Additional paid-in capital....................... 13,655 13,627
Common stock acquired by stock benefit plans..... (1,786) (1,831)
Treasury stock, at cost, 354,358 shares and
307,758 shares September 30, 1998.............. (7,063) (5,996)
Retained earnings-substantially restricted....... 22,049 21,469
Accumulated other comprehensive income........... 39 127
________ ________
Total stockholders' equity................... 26,914 27,416
________ ________
Total liabilities and stockholders' equity... $191,301 $189,451
======== ========
The accompanying notes are an integral part of this statement.
Page 1
TEXARKANA FIRST FINANCIAL CORPORATION
AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME
(In Thousands, Except Per Share Data)
(Unaudited)
Three Months Ended
December 31,
1998 1997
Interest income:
Loans:
First mortgage loans........................... $ 2,923 $ 2,834
Consumer and other loans....................... 365 330
Investments - taxable............................ 333 301
Mortgage-backed and related securities........... 121 129
_______ _______
Total interest income.......................... 3,742 3,594
_______ _______
Interest expense:
Deposits......................................... 1,923 1,837
Borrowed funds................................... 116 86
_______ _______
Total interest expense......................... 2,039 1,923
_______ _______
Net interest income............................ 1,703 1,671
Provision for loan losses........................ -- --
_______ _______
Net interest income after provision............ 1,703 1,671
_______ _______
Noninterest income:
Gain on sale of investments, net................. 10 --
Gain on sale of loans, net....................... 74 65
Loan origination and commitment fees............. 118 86
Other............................................ 138 105
_______ _______
Total noninterest income....................... 340 256
_______ _______
Noninterest expense:
Compensation and benefits........................ 552 511
Occupancy and equipment.......................... 56 54
SAIF deposit insurance premium................... 22 22
Other............................................ 133 144
_______ _______
Total noninterest expense...................... 763 731
_______ _______
Income before income taxes......................... 1,280 1,196
Income tax expense................................. 459 440
_______ _______
Net income......................................... $ 821 $ 756
======= =======
Other comprehensive income, net of tax:
Unrealized gain (loss) on securities............. (82) 11
Reclassification of gain included in net income.. (6) --
_______ _______
Comprehensive income............................... 733 767
======= =======
Earnings per common share - basic................ $ 0.536 $ 0.459
Earnings per common share - diluted.............. $ 0.514 $ 0.439
Weighted average shares - basic................ 1,531,409 1,646,292
Weighted average shares - diluted.............. 1,598,156 1,722,761
The accompanying notes are an integral part of this statement.
Page 2
TEXARKANA FIRST FINANCIAL CORPORATION
AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands)
(Unaudited)
Three Months Ended
December 31,
1998 1997
Cash Flows From Operating Activities:
Interest and dividends received...................... $ 3,754 $ 3,495
Miscellaneous income received........................ 341 256
Interest paid........................................ (671) (719)
Cash paid to suppliers and employees................. (689) (527)
Cash from loans sold................................. 3,944 2,877
Cash paid for loans originated to sell............... (3,669) (2,160)
Income taxes paid.................................... (9) 8
_______ _______
Net Cash Provided By Operating Activities.......... 3,001 3,230
_______ _______
Cash Flows From Investing Activities:
Proceeds from call and maturity of
investment securities.............................. 3,250 4,376
Proceeds from sale of securities
available for sale................................. 500 --
Purchases of investment securities
available for sale................................. -- (2,750)
Purchases of mortgage-backed securities.............. -- (2,841)
Principal collected on mortgage-backed securities.... 784 347
Purchase of fixed assets............................. (55) (98)
Net (increase) in loans.............................. (95) (567)
Cash paid for REO held for resale.................... (8) (3)
Proceeds from sale of REO and other REO recoveries... 80 72
_______ _______
Net Cash Provided (Used) By Investing Activities... 4,456 (1,464)
_______ _______
Cash Flows From Financing Activities:
Net increase (decrease) in savings,
demand deposits, and certificates of deposit....... (1,723) (600)
Net increase (decrease) in escrow funds.............. (1,089) (999)
Net increase (decrease) in funds borrowed............ 3,400 1,483
Purchase of treasury stock........................... (1,068) (701)
Stock options exercised.............................. 8 8
Cash dividends paid on common stock.................. (266) (250)
_______ _______
Net Cash (Used) By Financing Activities............ (738) (1,059)
_______ _______
Net Increase (Decrease) In Cash and Cash Equivalents 6,719 707
_______ _______
Cash and Cash Equivalents, beginning of period......... 2,635 6,053
_______ _______
Cash and Cash Equivalents, end of period............... $ 9,354 $ 6,760
======= =======
The accompanying notes are an integral part of this statement.
Page 3
TEXARKANA FIRST FINANCIAL CORPORATION
SUPPLEMENTAL INFORMATION CONCERNING CASH FLOWS
Three Months Ended
December 31,
1998 1997
Reconciliation of net income to cash provided
by operating activities:
Net income............................................. $ 821 $ 756
_______ _______
Adjustments to reconcile net income to cash provided
by operating activities:
Depreciation......................................... 28 26
Amortization of discounts and premiums............... 20 6
Amortization of deferred loan fees................... (13) (5)
Amortization of common stock acquired
by benefit plans................................... 137 150
(Gain) loss on sales of real estate owned............ 1 (2)
(Gain) loss on sales of securities available for sale (10) --
Interest expense credited to saving accounts......... 1,304 1,221
Dividend and interest income added to investments.... (31) (29)
Loan fees deferred................................... 15 11
Changes in assets and liabilities:
(Increase) decrease in interest receivable........... 20 (82)
Increase (decrease) in accrued interest payable...... 64 (17)
Increase (decrease) in income tax payable............ 451 448
Net increase (decrease) in other
receivables and payables........................... 194 747
_______ _______
Total adjustments.................................. 2,180 2,474
_______ _______
Net cash provided by operations........................ $ 3,001 $ 3,230
======= =======
Supplemental schedule of noncash investing
and financing activities:
FHLB stock dividends not redeemed.................. $ 17 $ 17
Acquisition of real estate in settlement of loans.. 22 70
Loans made to finance sale of REO.................. 79 76
Page 4
TEXARKANA FIRST FINANCIAL CORPORATION
Notes to Unaudited Consolidated Financial Statements
Basis of Presentation
Texarkana First Financial Corporation (the "Company") was incorporated
in March 1995 under Texas law for the purpose of acquiring all of the
capital stock issued by First Federal Savings and Loan Association of
Texarkana (the "Association") in connection with the Association's
conversion from a federally chartered mutual savings and loan
association to a stock savings and loan association (the "Conversion").
The Conversion was consummated on July 7, 1995 and, as a result, the
Company became a unitary savings and loan holding company for the
Association. Prior to the Conversion, the Company had no material
assets or liabilities and engaged in no business activity. Subsequent
to the acquisition of the Association, the Company has engaged in no
significant activity other than holding the stock of the Association and
engaging in certain passive investment activities.
The accompanying unaudited consolidated financial statements of the
Company have been prepared in accordance with instructions to Form 10-Q.
Accordingly, they do not include all of the information and footnotes
required by generally accepted accounting principles for complete
financial statements. However, such information reflects all
adjustments (consisting solely of normal recurring adjustments) which
are, in the opinion of management, necessary for a fair statement of
results for the interim periods.
The results of operations for the three months ended December 31, 1998
are not necessarily indicative of the results to be expected for the
year ending September 30, 1999. Although net income was consistent for
the first three months, earnings for the full fiscal year will be
impacted by the repurchase of Company stock and various economic
conditions. The unaudited consolidated financial statements and notes
thereto should be read in conjunction with the audited financial
statements and notes thereto for the year ended September 30, 1998,
contained in the Company's annual report to stockholders.
Earnings Per Share
Basic earnings per share is computed on the basis of the weighted-
average number of shares of common stock outstanding. Stock options
outstanding are included in the calculation of fully diluted earnings
per share. Shares acquired by the ESOP are accounted for in accordance
with Statement of Position 93-6 and are not included in the weighted-
average shares outstanding until the shares are committed to be released
for allocation to ESOP participants.
Borrowed Funds
Borrowed funds consist of fixed rate notes from the Federal Home Loan
Bank. At December 31, 1998, the balance was $10.0 million at an average
rate of 4.28%. At September 30, 1998, the balance was $6.6 million at
an average rate of 4.59%.
Page 5
TEXARKANA FIRST FINANCIAL CORPORATION
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Financial Condition
At December 31, 1998, the Company's assets amounted to $191.3 million as
compared to $189.5 million at September 30, 1998. The $1.8 million
(1.0%) increase was primarily due to an increase of $6.7 million
(255.0%) in cash and cash equivalents, partially offset by a decrease of
$4.7 million (16.7%) in investments. Liabilities increased $2.4 million
(1.5%) to $164.4 million at December 31, 1998 compared to $162.0 million
at September 30, 1998 primarily due to an increase of $3.4 million
(51.5%) in borrowed funds, partially offset by a $1.1 million (52.7%)
decrease in borrowers' escrow balances (property tax payments are made
in the first two quarters of the fiscal year).
For the three months ended December 31, 1998, loans decreased $.3
million (.2%) with $4.0 million of loans sold during the quarter.
Deposits decreased $.4 million (.3%) primarily in money market accounts.
Stockholders' equity amounted to $26.9 million (14.1% of total assets)
at December 31, 1998 compared to $27.4 million (14.5% of total assets)
at September 30, 1998. The retained earnings balance reflects the
$821,000 net income from operations, less the $261,000 in dividends
declared. The treasury stock balance reflects the net increase of
46,600 shares of common stock.
Asset quality remains strong with a ratio of nonperforming assets to
total assets of .27% and .18% as of December 31, 1998 and September 30,
1998, respectively, and a ratio of nonperforming loans and debt
restructurings to total loans of .33% and .19%, respectively.
Comparison of Results of Operations for the Three Month Periods Ended
December 31, 1998 and 1997
General
For the three months ended December 31, 1998, net income was $821,000
compared to $756,000 for the same period ended December 31, 1997. The
increase of $65,000 (8.6%) in net income was due to an increase of
$32,000 in net interest income and a decrease of $52,000 in net
noninterest expense, which were partially offset by an increase of
$19,000 in income tax expense.
Page 6
For the three months ended December 31, 1998 and December 31, 1997,
basic earnings per share was $.54 and $.46, respectively (diluted EPS of
$.51 and $.44, respectively). Return on average assets (ROA) was 1.69%
and 1.67%, respectively, and return on average equity (ROE) was 11.99%
and 10.88%, respectively. The operating efficiency ratio was 37.3% and
37.9%, respectively.
Net Interest Income
For the three months ended December 31, 1998, net interest income
increased $32,000 (1.9%) compared to the same period in 1997. The
increase was due to an increase of $148,000 (4.1%) in interest income,
partially offset by an increase of $116,000 (6.0%) in interest expense.
For the first quarter of fiscal 1999 compared to the first quarter of
fiscal 1998, the net interest margin was 3.60% and 3.78%, respectively,
and the net interest spread was 2.89% and 2.99%, respectively.
Interest Income
For the three months ended December 31, 1998, interest income increased
$148,000 (4.1%) compared to the same period in 1997. The increase was
the result of higher average balances partially offset by lower rates.
Average earning assets increased to $187.6 million from $175.6 million
and the average yield declined to 7.92% from 8.12%.
Interest Expense
For the three months ended December 31, 1998, interest expense increased
$116,000 (6.0%) compared to the same period in 1997. The increase was
the result of higher average balances partially offset by lower rates.
Average interest bearing liabilities increased to $161.0 million from
$148.6 million and the average rate declined to 5.02% from 5.13%
Provision for Loan Losses
No provisions were made for loan losses during the three months ended
December 31, 1998. During fiscal 1998, the allowance for loan losses
was reduced by $100,000 with a credit to the provision for loan losses.
The adjustment reduced the amount of the unallocated reserve allowance.
No charge has been made to provision for loan losses since March 1995.
During this time, asset quality remained consistently favorable with a
ratio of nonperforming loans to total loans of .33% at December 31,
1998, .19% at September 30, 1998 and .19% at September 30, 1997.
At December 31, 1998 and September 30, 1998, the balance of the
allowance for loan losses was $1.0 million and $1.0 million,
respectively, and the ratio of the allowance for loan losses to
nonperforming loans was 193.99% and 342.32%, respectively. Management
believes that the current allowance for loan losses is adequate based
upon prior loss experience, the volume and type of lending conducted by
the Association, industry standards, past due loans and the current
economic conditions in the market area.
Noninterest Income
For the three months ended December 31, 1998, noninterest income
increased $84,000 (32.8%) compared to the same period in 1997. The
increase was primarily due to increases of $32,000 in loan origination
fees and $24,000 in service charges and fees. The increase in loan
origination fees was the result of increases in the number and amount of
mortgage loans originated and sold.
Page 7
Noninterest Expense
For the three months ended December 31, 1998, noninterest expense
increased $32,000 (4.4%) compared to the same period in 1997. The
increase was primarily due to increases of $41,000 in compensation and
benefits, partially offset by a decrease of $11,000 in other
miscellaneous expenses.
Liquidity and Capital Resources
The Company's assets consist primarily of cash and cash equivalents and
the shares of the Association's common stock. The Company has no
significant liabilities. The Association's deposit retention and growth
has remained steady. With a ratio of loans to deposits of 102.6% at
December 31, 1998 and 102.5% at September 30, 1998, liquidity remains
adequate for current operating needs. At December 31, 1998, the
Association's liquidity ratio was 12.4% compared to the required
regulatory minimum of 4.0%.
The Company's and the Association's regulatory capital remains well in
excess of all applicable regulatory requirements. At December 31, 1998,
the Company's tier 1 leverage, tier 1 risk-based and total risk-based
capital ratios were 14.06%, 23.24% and 23.79%, respectively, and the
Association's tier 1 leverage, tier 1 risk-based and total risk-based
capital ratios were 13.84%, 22.92% and 23.47%, respectively, compared to
regulatory "adequately capitalized" requirements of 4.0%, 4.0% and 8.0%,
respectively.
The Year 2000 Issue
Computer systems which are unable to recognize the year 2000 could fail
or create erroneous results by or at the year 2000 if the problem is not
corrected. Many existing computer programs use only two digits to
identify a year in the date field. Such programs, designed and
developed without considering the impact of a change in the century, are
unable to distinguish the year 2000 from the year 1900. Like most
financial service providers, the Company could be significantly affected
by software and hardware both within the Company and with other
companies with whom it electronically or operationally interfaces.
Management is aware of the potential problems and the costs required to
prevent material adverse consequences. Management has adopted a Year
2000 Plan, approved by the Board of Directors, and has appointed a
committee to implement the plan. The committee has assessed the
Company's exposure; scheduled necessary in-house hardware and software
upgrades and replacements; initiated formal communications with all
major outside vendors, suppliers, creditors and borrowers; scheduled
testing of all operating systems; and provided for a contingency plan
for all critical systems.
Page 8
The Company's core processing systems are outsourced through a contract
with a third party vendor. The Company's and the vendor's Year 2000
readiness is reviewed and monitored by the OTS.
According to the Company's implementation schedule, hardware and
software upgrades and replacements were to be completed by December 31,
1998, and validation testing of software was to be completed by March
31, 1999. Implementation of the Year 2000 Plan is on schedule. In-
house hardware and software upgrades and replacements were completed
November 30, 1998. Vendor software modifications are 100% completed.
The Company has participated in the testing process as part of a user
group which has evaluated testing methodology and prepared its own test
data along with that of other group members. Initial testing was
completed October 16, 1998 and test results are being reviewed. If
necessary, additional testing may be conducted throughout 1999. The
contingency plan for all critical systems has been completed and
approved by management and the Board of Directors.
Implementation of the Year 2000 Plan involves both direct and indirect
costs which are charged to earnings as incurred. Direct costs include
hardware and software upgrades and replacements, potential charges by
third party software vendors, and resulting costs if the contingency
plan for critical systems must be implemented. Indirect costs
principally consist of existing employee time related to implementation
of the Year 2000 Plan. Based on estimated costs within the Year 2000
Plan, such costs will not have a material impact on the Company's
financial condition or results of operations. The incremental costs
associated with the Company's Year 2000 compliance are expected to be
approximately $35,000. At December 31, 1998, $20,000 had been expended.
Recent Legislation
The deposits of the Association are currently insured by the Savings
Association Insurance Fund ("SAIF"). The previously underfunded status
of the SAIF resulted in the introduction of federal legislation intended
to, among other things, recapitalize the SAIF and address the resulting
premium disparity between the SAIF and the Bank Insurance Fund ("BIF"),
the federal deposit insurance fund that covers commercial bank deposits.
In September 1996, the Omnibus Appropriations Act was signed into law.
This legislation authorized a one time charge of SAIF-insured
institutions in the amount of .657 dollars for every one hundred dollars
of assessable deposits. Additional provisions of the Act include new
BIF and SAIF premiums and the merger of BIF and SAIF. The new BIF and
SAIF premiums will include a premium for repayment of the Financing
Corporation ("FICO") bonds plus any regular insurance assessment,
currently nothing for the lowest risk category institutions. Until full
pro-rata FICO sharing is in effect, the FICO premiums for BIF and SAIF
will be 1.3 and 6.4 basis points, respectively, beginning January 1,
1997. Full pro-rata FICO sharing is to begin no later than January 1,
2000. BIF and SAIF are to be merged on January 1, 1999, provided the
bank and savings association charters are merged by that date.
Page 9
Recent Accounting Developments
FASB has issued final standards on earnings per share ("EPS") under two
new pronouncements, Statement of Financial Accounting Standards No. 128
and SFAS 129 which include standards for computing and presenting EPS
and for disclosing information about an entity's capital structure.
Basic EPS would include no dilution and would be computed by dividing
income available to common stockholders by the weighted-average number
of common shares outstanding for the period. Diluted EPS would reflect
the potential dilution that could occur if the potential common shares
were exercised or converted into common stock or resulted in the
issuance of common stock that then shared in the earnings of the entity.
SFAS 128 and SFAS 129 are effective for periods ending after December
15, 1997 and earlier application is not permitted. The standards
require restatement of all prior-period EPS data presented.
In June 1997, the FASB issued SFAS No. 130, "Reporting Comprehensive
Income". This statement establishes standards for reporting and
displaying comprehensive income and its components (revenues, expenses,
gains, and losses) in a full set of general-purpose financial
statements. It requires that all items that are required to be
recognized under accounting standards as components of comprehensive
income (including, for example, unrealized gains and losses on available
for sale securities) be reported in a financial statement that is
displayed with the same prominence as other financial statements. It
requires that an enterprise (a) classify items of other comprehensive
income by their nature in a financial statement, and (b) display the
accumulated balance of other comprehensive income separately from net
worth and additional paid-in capital in the equity section of a
statement of financial position. SFAS No. 130 is effective for fiscal
years beginning after December 15, 1997. Reclassification of financial
statements for earlier periods provided for comparative purposes is
required. Adoption of this statement is not expected to have a material
effect on the Company's consolidated financial statements.
Page 10
TEXARKANA FIRST FINANCIAL CORPORATION
Part II
Item 1. Legal Proceedings
Neither the Company nor the Association is involved in any
pending legal proceedings other than non-material legal
proceedings occurring in the ordinary course of business.
Item 2. Changes in Securities
None.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders
The Annual Meeting of Stockholders of the Company was held on
January 26, 1999. The Information required herein is
incorporated by reference from the Notice of Annual Meeting of
Stockholders and Proxy Statement dated and filed December 21,
1998. Stockholders elected all directors which were proposed
for nomination and ratified the appointment of Wilf &
Henderson, P.C. as the Company's independent auditors. Voting
results are contained in the Report of Inspector of Election
for the Annual Meeting of Stockholders (Exhibit 99).
Item 5. Other Information
On September 1, 1998, the Company announced a plan to
repurchase up to 85,000 shares (5%) of the Company's
outstanding common stock and 71,400 shares have been
repurchased as of January 29, 1999. The repurchased shares
will be held as treasury stock and will be available for
general corporate purposes.
On December 29, 1998, the Company declared a quarterly dividend
in the amount of $.16 per share, payable January 28, 1999 to
stockholders of record on January 14, 1999.
Item 6. Exhibits and Reports on Form 8-K
Exhibit 11 - Earnings Per Share Computation
Exhibit 99 - Report of Inspector of Election
No reports on Form 8-K were filed during the period.
Page 11
TEXARKANA FIRST FINANCIAL CORPORATION
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.
TEXARKANA FIRST FINANCIAL CORPORATION
/s/ James W. McKinney
Date: February __, 1999 By: _____________________________
James W. McKinney
Chairman and CEO
/s/ James L. Sangalli
Date: February __, 1999 By: _________________________ ___
James L. Sangalli
Chief Financial Officer
Page 12
Form 10-Q
Exhibit 11
EARNINGS PER SHARE COMPUTATION
Three Months Ended
December 31,
______________________
1998 1997
__________ __________
Net Income $ 821,441 $ 756,271
========= =========
Weighted average shares:
Common shares outstanding 1,531,409 1,646,292
Common stock equivalents due to
assumed exercise of stock options 66,747 76,469
_________ _________
Common shares assuming dilution 1,598,156 1,722,761
========= =========
Net income per common share:
Basic $.536 $.459
Assuming dilution .514 .439
E 1
Form 10-Q
Exhibit 99
REPORT OF INSPECTOR OF ELECTION
I, Larry H. Henderson, CPA , the duly appointed
representative of Texarkana First Financial Corporation , the Inspector
of Election of Texarkana First Financial Corporation (the "Company"), do
hereby certify as follows:
That an Annual Meeting of Stockholders of the Company was held at the
main office of First Federal Savings and Loan Association located at
Third and Olive Streets, Texarkana, Arkansas 71854 on Tuesday, January
26, 1999 at 3:00 p.m., Central Time, pursuant to due notice.
That before entering into the discharge of my duty, I was sworn, and the
oath so taken by me is hereto attached.
That I inspected the signed proxies used at the Annual Meeting and found
the same to be in proper form.
That there were 1,642,792 shares of common stock of the Company which
could be voted at the Annual Meeting, and that 1,453,353 shares were
represented at such meeting by the holders thereof or by proxy, which
constituted a quorum.
1. That I did receive the votes of the stockholders by ballot and by
proxy with respect to the election of directors of the Company, as set
forth below:
FOR WITHHOLD NOT VOTED
a. James W. McKinney 1,453,253 100 --
b. Donald N. Morriss 1,453,253 100 --
That each of the nominees received a plurity of the total votes eligible
to be cast at the Annual Meeting and that each of the nominees has been
elected as a director by the stockholders of the Company.
2. That I did receive the votes of the stockholders by ballot and by
proxy to ratify the appointment of Wilf & Henderson, P.C. as the
Company's independent auditors for the fiscal year ending September
30, 1998, as set forth below:
FOR AGAINST ABSTAIN NOT VOTED
1,441,025 -- 11,900 428
That said proposal received a majority of the total votes eligible to be
cast at the Annual Meeting and that this matter has been adopted by the
stockholders of the Company.
IN WITNESS WHEREOF, I have made this certificate and have hereunto set
my hand this 26th day of January, 1999.
INSPECTOR OF ELECTION
/s/ Larry H. Henderson
By:______________________________
Larry H. Henderson, CPA
E 2