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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
COMMISSION FILE NUMBER 0-22423
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NOTIFICATION OF LATE FILING
(Check One): [X] Form 10-K [ ] Form 11-K [ ] Form 20-F
[ ] Form 10-Q [ ] Form N-SAR
For Period Ended: June 30, 1998
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q
[ ] Transition Report on Form N-SAR
For the Transition Period Ended: _______________
Read attached instruction sheet before preparing form. Please
print or type.
Nothing in this Form shall be Construed to imply that the
Commission has verified any information contained herein.
If the notification relates to a portion of the filing checked
above, identify the item(s) to which the notification relates:
_________________________________________________________________
PART I -- REGISTRANT INFORMATION
HCB Bancshares, Inc.
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Full Name of Registrant
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Former Name if Applicable
237 Jackson Street
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Address of Principal Executive Office (Street and Number)
Camden, Arkansas 71701
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City, State and Zip Code
PART II -- RULES 12b-25(b) AND (c)
If the subject report could not be filed without unreasonable
effort or expense and the registrant seeks relief pursuant to
Rule 12b-25(b), the following should be completed. (Check box if
appropriate) [ ]
(a) The reasons described in reasonable detail in Part III
of this form could not be eliminated without unreason-
able effort or expense;
(b) The subject annual report, semi-annual report,
transition report on Form 10-K, Form 20-F, 11-K or Form
N-SAR, or portion thereof, will be filed on or before
the fifteenth calendar day following the prescribed due
date; or the subject quarterly report or transition
report on Form 10-Q, or portion thereof will be filed
on or before the fifth calendar day following the
prescribed due date; and
(c) The accountant's statement or other exhibit required by
Rule 12b-25(c) has been attached if applicable.
PART III -- NARRATIVE
State below in reasonable detail the reasons why Forms 10-K,
11-K, 20-F, 10-Q, N-SAR, or the transition report or portion
thereof could not be filed within the prescribed time period.
See attached press release (Exhibit A)
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PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard
to this notification
Vida H. Lampkin (870) 836-6841
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(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13
or 15(d) of the Securities Exchange Act of 1934 or Section
30 of the Investment Company Act of 1940 during the
preceding 12 months or for such shorter period that the
registrant was required to file such report(s) been filed?
If answer is no, identify report(s). [ X ] YES [ ] NO
___________________________________________________________
(3) Is it anticipated that any significant change in results of
operations from the corresponding period for the last fiscal
year will be reflected by the earnings statements to be
included in the subject report or portion thereof?
[ X ] YES [ ] NO
See Consolidated Financial Statements (Exhibit B)
If so, attach an explanation of the anticipated change, both
narratively and quantitatively, and, if appropriate, state
the reasons why a reasonable estimate of the results cannot
be made.
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HCB BANCSHARES, INC.
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: September 28, 1998 By /s/ Vida H. Lampkin
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Vida H. Lampkin, President
INSTRUCTION: The form may be signed by an executive officer of
the registrant or by any other duly authorized representative.
The name and title of the person signing the form shall be typed
or printed beneath the signature. If the statement is signed on
behalf of the registrant by an authorized representative (other
than an executive officer), evidence of the representative's
authority to sign on behalf of the registrant shall be filed with
the form.
ATTENTION
INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL
CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001).
GENERAL INSTRUCTIONS
1. This form is required by Rule 12b-25 (17 CFR 240.12b-25)
of the General Rules and Regulations under the Securities
Exchange Act of 1934.
2. One signed original and four conformed copies of this form and
amendments thereto must be completed and filed with the
Securities and Exchange Commission, Washington, D.C. 20549, in
accordance with Rule 0-3 of the General Rules and Regulations
under the Act. The information contained in or filed with the
form will be made a matter of public record in the Commission
files.
3. A manually signed copy of the form and amendments thereto
shall be filed with each national securities exchange on which
any class of securities of the registrant is registered.
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4. Amendments to the notifications must also be filed on form
12b-25 but need not restate information that has been
correctly furnished. The form shall be clearly identified as
an amended notification.
5. Electric Filers. This form shall not be used by electronic
filers unable to timely file a report solely due to electronic
difficulties. Filers unable to submit a report within the
time period prescribed due to difficulties in electronic
filing should comply with either Rule 201 or Rule 202 of
Regulation S-T (Subsection 232.201 or Subsection 232.202 of
this chapter) or apply for an adjustment in filing date
pursuant to Rule 13(b) of Regulation S-T (Subsection 232.13(b)
of this chapter).
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EXHIBIT A
PRESS RELEASE FOR IMMEDIATE RELEASE
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For More Information Contact:
Vida H. Lampkin
(870) 836-6841
September 28, 1998
HCB BANCSHARES, INC.
ANNOUNCES FORM 10-K FILING WILL BE LATE
HCB Bancshares, Inc. (the "Company"), headquartered in
Camden, Arkansas, announced today that it will not file its
Annual Report on Form 10-K by its due date of September 28, 1998.
Vida H. Lampkin, President of the Company, stated that the reason
for the filing delay related to the preparation of audited
financial statements at and for the year ended June 30, 1998.
Ms. Lampkin explained, "In a previous filing on June 25, 1998, we
disclosed that we had dismissed our previous independent auditors
and identified a new independent auditor with whom we intended to
commence discussions regarding their possible engagement. Since
that date, we have been unable to reach an agreement with the
proposed independent auditor and have terminated discussions with
them. Prior to engaging a new independent auditing firm, we have
determined to conduct, with the assistance of a consultant, a
review of our internal accounting systems. That review is
expected to be completed within two weeks, at which time we will
engage a new independent auditor. Following the engagement of
the new independent auditor, we expect to complete the audit and
file our Annual Report on Form 10-K, including audited financial
statements, for our fiscal year ended June 30, 1998," continued
Ms. Lampkin. No information has come to the Company's attention
that would lead it to believe that any of the Company's
previously published financial statements are inaccurate in any
material respect.
HCB Bancshares, Inc. is the holding company for Heartland
Community Bank, which conducts business through its main office
located in Camden, Arkansas and four branch offices located in
Camden, Fordyce, Monticello and Sheridan, Arkansas and a loan
production office in Bryant, Arkansas.
At June 30, 1998, the Company had total assets of $250
million, total deposits of $141 million and stockholders' equity
of $37 million. The Company's common stock is listed on the
Nasdaq National Market System under the symbol "HCBB".
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EXHIBIT B
HCB BANCSHARES, INC. AND SUBSIDIARIES
Consolidated Statements of Financial Condition
June 30, 1998 and 1997
(Unaudited)
<TABLE>
<CAPTION>
June 30,
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1998 1997
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<S> <C> <C>
ASSETS
Cash and due from banks $ 1,706,084 1,182,210
Interest-bearing deposits 4,304,236 18,273,882
Loans receivable (net of allowance for
loan losses of $1,475,555 and $1,492,473,
respectively) 104,722,201 98,642,635
Investment securities available for sale 40,775,807 16,155,755
Mortgage-backed securities
Available for sale 58,693,517 20,090,406
Held to maturity (estimated market value
of $27,626,639 and $36,194,353,
respectively) 27,638,593 35,869,295
Stock in FHLB 3,448,900 1,246,500
Interest receivable 2,076,845 1,339,455
Foreclosed assets 24,001 36,179
Land held for resale 130,000 130,000
Premises and equipment 5,070,526 4,963,006
Goodwill -- 1,415,223
Other assets 1,548,804 1,021,232
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Total assets $250,139,514 200,365,778
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LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities
Deposits $141,418,706 151,208,763
Advances from borrowers for
taxes and insurance 203,852 209,140
Advances from FHLB:
Short-term advances 10,092,900 --
Long-term advances 57,992,982 10,000,000
Other borrowings 320,000 400,000
Accrued interest payable 314,425 410,477
Other liabilities 2,568,290 397,885
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Total liabilities 212,911,155 162,626,265
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Stockholders' equity
Common stock, $.01 par value, authorized
10,000,000 shards; issued and outstanding,
2,645,000 shares 26,450 26,450
Additional paid-in capital 25,741,277 25,770,666
Note receivable from ESOP (2,116,000) (2,116,000)
Unearned MRP awards (625,487) --
Retained earnings, substantially restricted 14,148,212 14,091,750
Other comprehensive income:
Unrealized gain(loss) on securities
available for sale, net 53,907 (33,353)
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Total stockholders' equity 37,228,359 37,739,513
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Total liabilities and stockholders'
equity $250,139,514 $200,365,778
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/TABLE
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HCB BANCSHARES, INC. AND SUBSIDIARIES
Consolidated Statements of Earnings
(Unaudited)
<TABLE>
<CAPTION>
For the Year Ended
June 30,
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1998 1997
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<S> <C> <C>
Interest income
Loans $ 8,755,280 8,018,617
Investment securities 1,701,393 862,789
Mortgage-backed securities 3,842,605 3,502,965
Other interest income 1,000,690 663,634
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Total interest income 15,299,968 13,048,005
Interest expense
Deposits 7,267,701 7,534,445
Borrowings from FHLB 1,644,595 636,337
Other borrowings 25,000 25,000
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Total interest expense 8,937,296 8,195,782
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Non interest income 6,362,672 4,852,223
Provision for loan losses 24,000 221,671
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Net interest income after
provision for loan losses 6,338,672 4,630,552
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Noninterest income
Service fees on deposits 284,817 190,135
Other service fees and commissions 34,744 22,690
Gains (losses) on sales of assets
available for sale or held for sale 78,036 (12,445)
Gains on sales of foreclosed assets 12,437 18,911
Insurance fees and commissions 16,916 29,063
Other income, net 378,998 110,382
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Total noninterest income 805,948 358,736
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Noninterest expense
Compensation, payroll taxes and
fringe benefits 3,228,109 2,387,989
Occupancy and equipment 604,305 366,596
Communication, postage, printing and
office supplies 435,332 307,353
Deposit and other insurance premiums 153,912 1,129,823
Marketing 156,433 196,422
Expenses of officers, directors and
employees, including directors' fee 381,399 190,889
Data processing expense 398,595 268,435
Amortization of goodwill 104,383 160,073
Professional fees 486,104 461,355
Foreclosed property expense 5,023 32,857
Other expenses 256,193 77,140
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Total noninterest expense 6,209,788 5,578,932
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Earnings (loss) before income tax
expense (benefit) 934,832 (589,644)
Income tax expense (benefit) 351,295 (166,645)
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Net earnings (loss) $ 583,537 (422,999)
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Earnings per common share $ 0.22 (0.12)
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</TABLE>
