UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB __X__Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2000 or _____Transition report pursuant to Section 13 or 15(d) of the Exchange Act Commission File Number 333-33350 First Security Bancorp, Inc. (Exact Name of Small Business Issuer as Specified in Its Charter) Kentucky 61-1364206 -------- ---------- (State of other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 400 East Main Street, Lexington, KY 40507 (Address of Principal Executive Offices) (859)- 367-3700 (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 The number of shares outstanding of each of the issuer's classes of common equity as of the latest practicable date: Common stock, no par value - 1,000,000 shares outstanding as of August 11, 2000. Transitional Small Business Disclosure Format (check one): Yes _____ No__X__ FIRST SECURITY BANCORP, INC. TABLE OF CONTENTS PART I - FINANCIAL INFORMATION Item 1. Financial Statements................................................. Item 2. Management's Discussion and Analysis or Plan of Operation............ PART II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K.................................... PART I - Financial Information Item 1. Financial Statements First Security Bancorp, Inc. Consolidated Balance Sheets (Unaudited) (in thousands) June 30 December 31 Assets 2000 1999 Cash & due from banks $ 3,006 $2,219 Federal funds sold 11,688 9,053 ------ ------ Total cash & cash equivalents 14,694 11,272 Securities available for sale 3,738 4,331 Loans 95,678 78,197 Less allowance for loan losses (997) (819) ------ ------ Net loans 94,681 77,378 FHLB stock 216 117 Leasehold improvements & equipment net 793 758 Accrued interest receivable 714 528 Other assets 130 131 ------- ------ $114,966 $94,515 ======= ======= Liabilities & Shareholder's Equity Liabilities Deposits Non-interest bearing $ 6,941 $ 5,157 Time deposits $100,000 and over 19,245 14,397 Other interest bearing 76,494 63,858 ------- ------ Total Deposits 102,680 83,412 Other borrowings 3,158 2,382 Accrued interest payable 516 387 Other liabilities 79 119 ------- ------ Total Liabilities 106,433 86,300 Shareholders equity Common stock no par value 4,901 4,901 Paid-in Capital 4,901 4,901 Accumulated defecit (1,157) (1,492) Accumulated other comprehensive (112) (95) ------- ------ Income (loss) Total Shareholder equity 8533 8215 ------- ------ $114,966 $94,515 ======= ====== First Security Bancorp, Inc. Consolidated Statement of Changes In Stockholders Equity (in thousands, except for share data) (unaudited) Accumulated Additional Other Total --Common Stock-- Paid-In Retained Comprehensive Stockholders Shares Amount Capital Earnings Income (Loss) Equity Balance January 1, 2000 1,000 $4,901 $4,901 $(1,492) $(95) $8,215 Net change in Accumulated (17) (17) Other comprehensive income (Loss) Net Income 335 335 ----- ----- ------ ------ ----- ----- Balance June 30, 2000 1,000 $4,901 $4,901 $(1,157) $(112) $8,533 ===== ===== ====== ======= ====== ====== First Security Bancorp, Inc. Consolidated Statements of Income and Comprehensive Income (Unaudited) Three Months Ended and Six Months Ended June 30, 2000 and 1999 (in thousands, except per share data) Three Months Ended Six Months Ended June 30 June 30 2000 1999 2000 1999 Interest Income Loans, including fees $2,063 $1,024 $3,920 $1,867 Securities - taxable 52 44 115 82 Federal funds sold 162 196 233 237 Other 4 1 6 1 ----- ----- ----- ----- 2,281 1,265 4,274 2,187 Interest Expense Deposits 1,377 748 2,469 1,215 Other Borrowings 13 - 26 - ----- --- ----- ----- 1,390 748 2,495 1,215 ----- --- ----- ----- Net Interest Income 891 517 1,779 972 Provision for loan losses 101 96 201 221 ----- --- ----- ---- Net interest income after Provision for loan loss 790 421 1,578 751 Noninterest Income Service charges and Fees on deposits 30 18 59 31 Other 15 17 27 20 -- -- -- -- 45 35 86 51 Noninterest expense Salaries and employee benefits 323 271 625 541 Occupancy 58 54 114 101 Equipment 25 27 50 55 Advertising 24 24 57 32 Professional Fees 99 15 139 30 Bank franchise tax 19 18 37 35 Other 170 86 307 168 --- --- ---- --- 718 495 1,329 962 --- --- ---- --- Net Income (loss) $117 $(39) $335 $(160) === ==== === === Other Comprehensive Income (Loss) Other comprehensive income (5) (42) (17) (59) ---- ---- ---- ---- Comprehensive income $112 $(81) $318 $(219) === ==== === ===== Weighted average shares common outstanding: Basic 1,000 1,000 1,000 1,000 Diluted 1,028 1,019 1,026 1,019 Earnings per share: Basic .12 (.04) .34 (.16) Diluted .11 (.04) .33 (.16) First Security Bancorp, Inc. Statements of Cash Flows (unaudited) Six Months Ended June 30, 2000 and 1999 (in thousands) 2000 1999 Cash flows from Operating Activities: Net income (loss) $335 $(160) Adjustments to reconcile net income (loss) to net Cash from operating activities Depreciation 62 57 Amortization and accretion on available for sale securities, net 2 4 Provision for loan losses 201 221 Federal Home Loan Bank Stock dividends (6) (1) Change in assets and liabilities: Accrued interest receivable (186) (186) Other assets 1 (16) Accrued Interest payable 129 121 Other liabilities (40) (17) --- ---- Net cash from operating activities 498 23 Cash flows from investing activities Net change in loans (17,504)(17,385) Activity in available for sale securities Prepayments 54 27 Maturities 1,500 2,500 Purchases (980) (2002) Leasehold improvements and net purchases of equipment (97) (42) Purchases Federal Home Loan Bank stock (93) (57) ------ ------ Net cash from investing activities (17,120)(16,959) Cash flows from financing activities Net change in deposits 19,268 26,690 Proceeds from issuance of short term debt 600 - Net changes in repurchase agreements 176 - ----- ----- Net cash from financing activities 20,044 26,690 ====== ====== Net change in cash and cash equivalents 3,422 9,754 Cash and cash equivalents at beginning of period 11,272 6,917 ------ ------ Cash and cash equivalents at end of period $14,694 $16,671 ====== ====== Supplemental Disclosure of Cash Flow Information: Cash paid during the period for: Interest $2,366 $ 1,161 NOTE 1 - BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation: The accounting and reporting policies of First Security Bancorp, Inc. (the "Company") and its wholly-owned subsidiary First Security Bank of Lexington (the"Bank") conform to generally accepted accounting principles and to predominant practices within the banking industry. The significant policies are described below. The Company was formed on February 11, 2000 and on May 31, 2000 became a bank holding company by acquiring all of the outstanding shares of the Bank. Each outstanding share of the Bank was converted into two shares of Company stock. The financial statements are presented as if the Company had existed and owned the Bank for all periods presented. The Bank is a Kentucky corporation incorporated to operate as a commercial bank under a state bank charter. The Bank generates commercial, mortgage, and installment loans, and receives deposits from customers located primarily in the Fayette County, Kentucky area. The majority of the Bank's income is derived from lending activities. The majority of the Bank's loans are secured by specific items of collateral including business assets, real estate, and consumer assets, although borrower cash flow may also be a primary source of repayment. All of the Bank's operations are considered by management to be aggregated into one reportable operating segment. New Accounting Pronouncements: Beginning January 1, 2001, a new standard will require all derivatives to be recorded at fair value. Unless designated as hedges, change in these fair values will be recorded in the income statment. Fair value changes involving hedges will generally be recorded by offsetting gains and losses on the hedge and on the hedged item, even if the fair value of the hedged item is not otherwise recorded. This is not expected to have a material effect, but the effect will depend on derivative holdings when this standard applies. The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB and Item 310 of Regulation S-B. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three-month period ending June 30, 2000 are not necessarily indicative of the results that may be expected for the year ended December 31, 2000. For further information, refer to the consolidated financial statements and footnotes thereto, included in the Company's Form S-4 Registration Statement, No.333-33350. NOTE 2 - SECURITIES Securities were as follows: Gross Gross Amortized Unrealized Unrealized Fair Cost Gains Gains Value --------- ---------- ---------- ----- (in thousands) Available for Sale June 30, 2000 U.S. Treasury securities $ 250 $ - $ (2) $ 248 U.S. Government agency securities 2,498 - (76) 2,422 Mortgage-backed 1,082 - (34) 1,048 ----- --- ---- ----- Total debt securities 3,830 - (112) 3,718 Equity securities 20 - - 20 ------ --- ------ ------ Total $3,850 $ - $(112) $3,738 ===== === ====== ====== December 31, 1999 U.S. Treasury securities $ 250 $ - $ (2) $ 248 U.S. Government agency securities 3,501 - (67) 3,434 Mortgage-backed 655 - (26) 629 ----- --- ---- ----- Total debt securities 4,406 - (95) 4,311 Equity securities 20 - - 20 ----- --- ---- ----- Total $4,426 $ - $(95) $4,331 ===== === ==== ===== Securities pledged at June 30, 2000 and year-end 1999 had carrying amounts of $3.7 million, and $3.6 million, and were pledged to secure customer repurchase agreements. There were no securities sales during the first six months of 2000 or during 1999. NOTE 3 - LOANS Loans were as follows: June 30 December 31 2000 1999 ---- ---- (in thousands) Commercial $29,336 $26,596 Mortgage loans on real estate: Commercial 46,668 35,855 Residential 10,166 7,450 Consumer 9,508 8,296 ------ ----- $95,678 $78,197 ====== ====== Changes in the allowance for loan losses were as follows: Three Months Ended Six Months Ended June 30 June 30 2000 1999 2000 1999 ---- ---- ---- ---- (in thousands) Beginning balance $ 918 $ 458 $ 819 $ 335 Loans charged off (22) - (23) (2) Recoveries - - - - Provision for loan losses 101 96 201 221 ---- ---- ---- ---- Ending Balance $ 997 $ 554 $ 997 $ 554 ==== ==== ===== ===== Other than $21,000 of loans past due, 90 or more days at June 30, 1999, the Bank did not have any impaired or non-performing loans during any of the periods presented. NOTE 4 - EARNINGS PER SHARE The factors used in the earnings per share computation follow. Three Months Ended Six Months Ended June 30 June 30 2000 1999 2000 1999 ---- ---- ---- ---- (in thousands, except per share data) Basic Net Income $ 117 $(39) $ 335 $(160) Weighted average common shares 1,000 1,000 1,000 1,000 Basic earnings per common share .12 (.04) $ .34 $(.16) Diluted Net income 117 (39) $ 335 $(160) Weighted average common shares outstanding 1,000 1,000 1,000 1,000 for basic earnings per common share Add: Dilutive effects of assumed exercises of stock warrents 28 19 26 19 ----- ----- ----- ----- Average shares and dilutive potential common shares 1,028 1,019 1,026 1,019 ===== ===== ===== ===== Diluted earnings per common share 11 (.04) $ .33 $(.16) NOTE 5 - STOCK OPTIONS On March 1, 2000 the Bank hired a new President/Chief Executive Officer. In addition to salary, bonus, and other benefits, the five year employment agreement includes annual grants of 4,000 options (at market) to purchase Company stock and severance of 125% of salary upon change in control. Additionally, on July 27, 2000, the Company granted 4,000 options (at market) to purchase stock to an executive officer. Part I Item 2. Management's Discussion and Analysis or Plan of Operation General. First Security Bancorp Inc. (the "Company"), headquartered in Lexington, Kentucky was formed on February 11, 2000 and on May 31, 2000 became a bank holding company by acquiring all of the outstanding shares of common stock of First Security Bank of Lexington, Inc.)(the "Bank") through a 2 for 1 conversion. The transaction, approved by the Board of Governors of the Federal Reserve System, will permit us to offer a broader range of financial products and services than would otherwise be available. The Bank is a commercial banking organization organized under the laws of the Commonwealth of Kentucky, and is a wholly owned subsidiary of the Company. The Bank offers a variety of products and services through two full service offices including the acceptance of deposits for checking, savings and time deposit accounts; extension of secured and unsecured loans to corporations, individuals and others; issuance of letters of credit; and rental of safe deposit boxes. The Bank's lending activities include commercial and industrial loans, real estate, installment, and other consumer loans and revolving credit plans. Operating revenues are derived primarily from interest and fees on loans and from interest on investment securities. We have made, and may continue to make, various forward-looking statements with respect to credit quality (including delinquency trends and the allowance for loan losses), corporate objectives and other financial and business matters. When used in this discussion the words "anticipate," "project," "expect," "believe," and similar expressions are intended to identify forward-looking statements. In addition to factors disclosed by the Company, the following factors, among others, could cause actual results to differ materially from such forward-looking statements: pricing pressures on loan and deposit products; competition; changes in economic conditions both nationally and in our market; the extent and timing of actions of the Federal Reserve Board; customers' acceptance of our products and services; and the extent and timing of legislative and regulatory actions and reforms. Overview Net income for the six months ending June 30, 2000 was $335,000, up from a net loss of $160,000 for the same period in 1999. Net income for the quarter ending June 30, 2000 was $117,000 versus a net loss of $39,000 for the same period in 1999. The increase in earnings during 2000 reflects the excellent level of growth in earning assets, increasing from $90.9 million at December 31, 1999 to $110.3 million at June 30, 2000. The mix of earning assets also changed resulting in a greater proportion of higher yielding loans. Net loans grew $17.3 million increasing from $77.4 million at Decmeber 31, 1999 to $94.7 million at June 30, 2000. The largest gains came in the real estate portfolio reflecting total growth of $12.9 million increasing from $43.3 million at December 31, 1999, to $56.2 million at June 30, 2000. Funding for loan growth was primarily derived from deposits which increased to $102.7 million at June 30, 2000, versus $83.4 million at December 31, 1999, an increase of $19.3 million. We desire to expand our presence in the community. A third location, scheduled to open during the fourth quarter of 2000, should significantly expand deposits, establish a broader market area within the community, and support the building of a larger earning asset base. Results of Operations Net interest income. Year-to-date net interest income increased from $972,000 as of June 30, 1999, to approximately $1.8 million as of June 30, 2000. This represents an increase of $807,000 or 83.1%. Net interest income increased from $517,000 for the quarter ending June 30, 1999, to $891,000 for the quarter ending June 30, 2000. The increases in net interest income resulted in part, from a volume increase in loans and, to a lesser degree, an upward movement in interest rates. Net loans increased $17.3 million from December 31, 1999 to June 30, 2000. Total average loan yields for the same period increased by 46 basis points from 8.33% to 8.79%. The net interest spread increased from 2.53% to 2.86% and the net interest margin increased from 3.35% to 3.52%, both for the same period. Return on average assets improved from (.53) as of June 30, 1999, to .64 as of June 30, 2000. Quarterly return on average assets was (.21%) for the quarter ending June 30, 1999 and .42% for the quarter ending June 30, 2000. Return on average shareholder's equity improved from (3.92) to 7.98 for the six month periods ending June 30, 1999, and June 30, 2000, respectively. Non-interest Income and Expenses. Non-interest income is comprised primarily of service charges on deposit accounts. Total noninterest income increased from $51,000 to $86,000 for the six months ending June 30, 1999 and 2000, respectively. Amounts were $45,000 and $35,000 for the quarters ending June 30, 2000 and 1999, respectively. The largest component of noninterest income is deposit service charges. We anticipate that service charge income will continue to grow commensurate with our deposit base. Non interest expense. Total non-interest expense was $1.3 million for the six months ended June 30, 2000, versus $962,000 for the six months ending June 30, 1999. Total non-interest expense for the quarter ending June 30, 2000, was $718,000 versus $495,000 for the quarter ending June 30, 1999. The primary components of non-interest expense are salaries and benefits and costs associated with occupancy and equipment. Salaries and employee benefits were $625,000 and $541,000 for the six months ended June 30, 2000, and 1999 respectively. The quarterly amounts were $323,000 and $271,000, respectively. The number of full time equivalent employees increased from 22 at June 30, 1999, to 24 at June 30, 2000. Occupancy and equipment expenses increased $6,000 for the six month period ended June 30, 2000 versus the six month period ended June 30, 1999, at $164,000 and $156,000, respectively. These expenses were relatively stable for the quarter ending June 30, 2000, and June 30, 1999, at $83,000 and $81,000, respectively. Securities Available For Sale. The investment portfolio reflected a amortized cost of $3.9 million as of June 30, 2000. Approximately $2.7 million was held in US. government securities or government sponsored securities. Approximately $1.1 million or 28% of the portfolio consisted of U.S. government sponsored agency pools. The remaining $20,000, or .5%, consisted of equity securities. The weighted average maturity increased to 4.5 years reflecting the maturity of several securities and the addition of a mortgage pool security. Loans. Net loans increased $17.3 million from December 31, 1999 to June 30, 2000. The largest growth, $12.8 million, occurred in the real estate portfolios. Please refer to note 3 of the financial statements to see the outstanding loans, by type, at June 30, 2000 and December 31, 1999. We have a significant amount of our loans to commercial and commercial real estate borrowers. At June 30, 2000, approximately 79% of our loan portfolio was in loans to commercial businesses and commercial real estate borrowers. The growth of commercial loans and commercial real estate loans is a result of increased marketing and competitive pricing in our primary market. We expect to continue attracting new commercial and commercial real estate borrowers, but future loan growth in these areas of our portfolio will likely not be at a pace consistant with past increases. Our loan portfolio is primarily to customers within the Fayette County area. We wish to increase our penetration in the consumer loan market and believe that our third location will build new consumer relationships. Allowance Provision for Loan Losses. The provision for loan losses was $201,000 in the first six months of 2000, compared to $221,000 in the first six months of 1999. Net loan charge-offs remained low at $23,000. The allowance for loan losses increased to $997,000 at June 30, 2000, from $819,000 at December 31, 1999. We believe, based on information presently available, that it has adequately provided for the inherent loan losses in existance at June 30, 2000. Please refer to Note 3 of the financial statements for a summary of the changes in the allowance for loan losses account for the six months and three months ended June 30, 2000 and 1999. Asset Quality. As of June 30, 2000 and December 31, 1999, there were no loans 90 or more days past due. The level of delinquent loans increased from .01% at December 31, 1999, to .02% at June 30, 2000. We consider the delinquency levels to be of nominal level and not reflective of any adverse trends in overall asset quality. Deposit and Other Borrowings The deposit base provides the major funding source for earning assets. The following table shows that the deposit growth we have experienced has been consistent across all categories of deposits. We operate in a highly competitive market for deposits. As is often the case with newly chartered banks, in order to attract depositors, we sometimes pay above market rates on a portion of transaction deposit accounts, savings deposits and time deposits. The table below illustrates our deposits by major categories as of June 30, 2000 and December 31, 1999; DEPOSITS June 30 December 31 2000 1999 --------- ------------ (in thousands) Interest-bearing demand deposits $18,209 $17,499 Savings deposits 6,731 6,598 Time deposits 51,554 39,772 Time deposits $100,000 and over 19,245 14,397 -------- ----------- Total interest-bearing deposits 95,739 78,255 Total noninterest-bearing deposits 6,941 5,157 -------- ----------- Total $102,680 $83,412 ======== =========== Liquidity. The Company maintains sufficient liquidity in order to fund loan demand and routine deposit withdrawal activity. Liquidity is managed by retaining sufficient liquid assets in the form of investment securities and core deposits to meet demand. Funding and cash flows can also be realized from the available- for-sale portion of the securities portfolio and paydowns from the loan portfolio. We have established a limited number of alternative or secondary sources to provide additional liquidity and funding sources when needed to support lending activity. These alternative funding sources currently include unsecured federal funds lines of credit from two correspondent banks aggregating approximately $5,500 million; secured repurchase agreement line of credit from a correspondent bank based upon the market value of pledged securities; and a secured line of credit in the amount of approximately $1 million from the Federal Reserve Bank of Cleveland. Additionally, the Bank became a member of the Federal Home Loan Bank of Cincinnati ("FHLB") in 1999. Although the Bank has not, as yet, borrowed from the FHLB, the Bank has the ability to borrow approximately $6.7 million based on the level of residential loans in the Bank's portfolio as of June 30, 2000 which serve as collateral for this type of borrowing. The only borrowings on our balance sheet at December 31, 1999 were in the form of customer repurchase agreements totaling $2.4 million. Borrowings at June 30, 2000, totaled approximately $3.2 million. Of this amount $2.6 million was in the form of customer repurchase agreements. The remainder of the borrowings consisted of a $600,000 unsecured note in the name of the Company utilized to meet the Bank's short-term capital needs (See also "Capital"). These repurchase agreements provide our customers cash management services. The need for future borrowing arrangements above current levels will be evaluated by management, with consideration given to the growth prospects of our loan portfolio, liquidity needs, cost of deposits, market conditions and other factors. We believe that we have adequate sources of funds to meet existing commitments to both borrowers and to depositors. Capital. Regulatory agencies measure capital adequacy within a framework that makes capital requirements, in part, dependent on the individual risk profiles of financial institutions. The Company's capital to assets ratio was 7.42% at June 30, 2000, compared to 8.69% at December 31, 1999. The order of Federal Deposit Insurance Corporation Insurance, dated October 14, 1997 authorizing deposit issuance for the Bank, was approved subject to the capital condition that beginning paid in capital funds of not less than $7.7 million be provided, and that a ratio of "Tier 1" capital to "total assets" of not less than 8 percent, in addition to a fully funded loan loss reserve, shall be maintained during the first three years of operation. We have enjoyed significant growth during our nearly three years of operation. Total assets have grown over $20 million or 21.6% from December 31, 1999 to June 30, 2000. The growth in deposits has provided the necessary volume to fund new loans. Loan demand has remained consistently good over the past 6 months. In order for the Bank to maintain the required "Tier i" Capital to total assets of 8% as stipulated by this order, the Company borrowed $600,000 from a correspondent bank and has injected these funds as a capital addition to the Bank. This capital injection moved the the Bank Tier 1 capital ratio above the 8% level, thus meeting the requirements of the FDIC order of insurance. The indebtedness is evidenced by a note at the prime rate of interest, maturing December 30, 2000, and on an unsecured basis. We are currently seeking alternative and more permanent sources of capital to retire the Company debt and to support the continued growth in total assets of the Bank. Asset/Liability Management and Market Risk Asset liability management control is designed to insure safety and soundness, maintain liquidity and regulatory capital standards and achieve acceptable net interest income. We consider interest rate risk to be our most significant market risk. Interest rate risk is the exposure to adverse changes in the net interest income as a result of market fluctuations in interest rates. Our interest rate sensitivity position is influenced by the distribution of interest-earning assets and interest-bearing liabilities among the maturity categories. Changes in interest rates can affect the rate at which pre-payments occur. Should interest rates risem the rate of pre-payments, particularly on fixed rate loans, may slow, whereas a falling rate environment could have the opposite effect. We regularly monitor interest rate risk in relation to prospective market and business conditions. Our board of directors sets policy guidelines establishing minimum limits on our interest rate risk exposure. The Asset/Liability Management Committee of our board of directors monitors and manages interest rate risk to maintain an acceptable level of change to net interest income resulting from market interest rate changes. We monitor and adjust exposure to interest rate fluctations as influenced by our loan and deposit protfolios. On a quarterly basis, we use an earnings simulation model to analyze net interest income sensitivity and the resulting net interest margin. Net interest margin ("NIM") expresses net interest income as a percentage of average earning assets. This model projects the effect of instantaneous movements in interest rates (rate shock) to the extent of a 400 basis point movement in either direction. Rate shock is a method for stress testing the net interest spread and NIM over the next four quarters using certain growth assumptions under several rate change levels. These levels span four 100 basis point increments un either direction from the current interest rates. Potential changes in market interest rates and their subsequent effect on interest income are the evaluated. We use these financial models to measure and interpret the degree of interest rate risl rate environments. The reults of these analyses are reported to First Security Bank's board of directors quarterly. New Accounting Pronouncements See NOTE 1 to financial statements for a discussion of recent accounting pronouncements. Part II Other Information Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits The Exhibits listed on the Exhibit Index of this Form 10-QSB are filed as part of this report. (b) Reports on Form 8-K. No reports on Form 8-K were filed during the quarter ended June 30, 2000. SIGNATURES In accordance with the requirements of the Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. First Security Bancorp, Inc. Date: August 14, 2000 John S. Shropshire President and CEO (Principal Executive Officer) Date: August 14, 2000 Ben A. New Vice President/Controller (Principal Financial and Accounting Officer) EXHIBITS 1 Form of Sales Agency Agreement between First Security Bancorp, Inc. and Winebrenner Capital Partners, LLC (incorporated by reference to exhibit 1 of the corporation's registration statement on Form SB-2 [333-43444]) 3.1 Articles of Incorporation of First Security Bancorp, Inc. (incorporated by reference to exhibit 3.1 of the corporation's registration statement on Form SB-2 [333-43444]) 3.2 Articles of Amendment to Articles of Incorporation of First Security Bancorp, Inc (incorporated by reference to exhibit 3.2 of the corporation's registration statement on Form SB-2 [333-43444]) 3.3 Bylaws of First Security Bancorp, Inc.(incorporated by reference to exhibit 3.3 of the corporation's registration statement on Form SB-2 [333-43444]) 4.1 Articles of Incorporation of First Security Bancorp, Inc. (included in Exhibit 3.1)(incorporated by reference to exhibit 4.1 of the corporation's registration statement on Form SB-2 [333-43444]) 4.2 Articles of Amendment of Articles of Incorporation of First Security Bancorp, Inc., (included in Exhibit 3.2)(incorporated by reference to exhibit 4.2 of the corporation's registration statement on Form SB-2 [333-43444]) 10.1 Employment Agreement between First Security Bancorp, Inc. and John S. Shropshire (incorporated by reference to exhibit 10.1 of the corporation's registration statement on Form SB-2 [333-43444]) 10.2 Contract for Electronic Data Processing Services between BSC, Inc. and First Security Bank of Lexington, Inc. (incorporated by reference to exhibit 10.2 of the corporation's registration statement on Form SB-2 [333-43444]) 10.3 Outsource Contract between BSC, Inc. and First Security Bank of Lexington, Inc. (incorporated by reference to exhibit 10.3 of the corporation's registration statement on Form SB-2 [333-43444]) 10.4 Business/Manager(R)License Agreement between Private Business, Inc. and First Security Bank of Lexington, Inc.(incorporated by reference to exhibit 10.4 of the corporation's registration statement on Form SB-2 [333-43444]) 10.5 Agreement for Administration of Credit Card Program between Crittson Financial, LLC and First Security Bank of Lexington, Inc. (incorporated by reference to exhibit 10.5 of the corporation's registration statement on Form SB-2 [333-43444]) 10.6 Lease 400 East Main Street between Isaac and Teresa C. Lawrence and First Security Bank of Lexington, Inc. (incorporated by reference to exhibit 10.6 of the corporation's registration statement on Form SB-2 [333-43444]) 10.7 Lease between THOMCO, Inc.and First Security Bank of Lexington,Inc. (incorporated by reference to exhibit 10.7 of the corporation's registration statement on Form SB-2 [333-43444]) 10.8 Ground lease between Cherrywood Development, LLC and First Security Bank of Lexington, Inc.(incorporated by reference to exhibit 10.8 of the corporation's registration statement on Form SB-2 [No.333-43444]) 10.9 First Security Bank of Lexington, Inc. Stock Award Plan (incorporated by reference to exhibit 10.9 of the corporation's registration statement on Form SB-2 [No.333-43444]) 10.10 Form of Escrow Agreement between First Security Bancorp, Inc. and Peoples Bank and Trust Company, Inc.(incorporated by reference to exhibit 10.10 of the corporation's registration statement on Form SB-2 [No.333-43444]) 11 Statement re Computation of Per Share Earnings 21 Subsidiaries of First Security Bancorp, Inc.(incorporated by reference to exhibit 21 of the corporation's registration statement on Form SB-2 [No.333-43444]) 27 Financial Data Schedule for the six months ended June 30, 2000 Exhibit 11 Statment regarding Computation of Per Share Earnings See Item 1, Note 7 "Earnings Per Share" for calculations