SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------ FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 Date of Report: (Date of earliest event reported): August 22, 2003 RAMPART CAPITAL CORPORATION (Exact name of registrant as specified in its charter) TEXAS 1-15277 76-0427502 - ------------------------------------------------------------------------------- (State of Incorporation) (Commission File Number) (IRS Employer Identification No.) 16401 COUNTRY CLUB DRIVE CROSBY, TEXAS (Address of Registrant's principal executive offices) (713) 223-4610 (Registrant's telephone number, including area code) (NOT APPLICABLE) (Former name or former address, if changed since last report) ITEM 5. OTHER EVENTS On August 22, 2003, Rampart Capital Corporation (the "Company") issued a press release announcing a delay in the date of its 2003 annual meeting of shareholders originally scheduled for September 3, 2003. The meeting is being delayed to allow the board of directors and the special committee of the board of directors to evaluate the effect, if any, of the recent foreclosure of two real estate secured notes by one of the Company's subsidiaries on the terms of the previously announced reverse stock split proposal to be presented to the shareholders at the meeting. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (C) EXHIBITS 99.1 Press Release dated August 22, 2003. 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. Date: August 22, 2003 RAMPART CAPITAL CORPORATION By: /s/ J.H. Carpenter ------------------------ J.H. Carpenter, President and Chief Operating Officer INDEX TO EXHIBITS EXHIBIT DESCRIPTION OF EXHIBIT - ----- ------------------------------------ *99.1 Press Release, dated August 22, 2003 *FILED HEREWITH. EXHIBIT 99.1 RAMPART CAPITAL CORPORATION REPORTS A DELAY IN ITS ANNUAL MEETING Houston, Texas, August 22, 2003 -- Rampart Capital Corporation (the "Company") (Amex: RAC) today announced a delay in the date of its 2003 annual meeting of shareholders originally scheduled for September 3, 2003. The meeting is being delayed to allow the board of directors and the special committee of the board of directors to evaluate the effect, if any, of the recent foreclosure of two real estate secured notes by one of the Company's subsidiaries on the terms of the previously announced reverse stock split proposal to be presented to the shareholders at the meeting. More information on the foreclosure is available in the Company's Form 10-QSB for the second quarter of 2003, which is available in the SEC's EDGAR database at www.sec.gov. The board of directors will set a new meeting date, and likely a new record date from our current August 4, 2003 record date, as soon as the date can be set with certainty and the Company will issue a press release announcing the date. THIS PRESS RELEASE CONTAINS FORWARD-LOOKING STATEMENTS UNDER FEDERAL SECURITIES LAWS, INCLUDING STATEMENTS REGARDING RAMPART CAPITAL CORPORATION'S EXPECTED FUTURE BUSINESS AND PROSPECTS. THESE FORWARD-LOOKING STATEMENTS ARE BASED UPON CURRENT EXPECTATIONS AND INVOLVE CERTAIN RISKS THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM ANY SUCH STATEMENT. THESE RISKS AND UNCERTAINTIES INCLUDE (1) TIGHTENING OF CREDIT MARKETS, (2) VOLATILITY IN THE REAL ESTATE MARKETS AND INTEREST RATES, (3) EMERGING COMPETITION, (4) CHANGES IN REGULATIONS IN THE INDUSTRIES WE SERVE, (5) CHANGES IN GENERAL ECONOMIC CONDITIONS, PARTICULARLY WITHIN THE REGIONS IN WHICH WE OPERATE, (6) MARKET VALUATION RISKS, AND (7) TERRORIST ACTIVITIES. CONTACT: RAMPART CAPITAL CORPORATION Chuck Janke, Jim Carpenter, Charles Presley & Eileen Fashoro at 713/223-4610