<PAGE>
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: June 30, 2000
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: 0-11671
FIRST CENTURY BANKSHARES, INC.
(Exact name of registrant as specified in its charter)
West Virginia 55-0628089
------------- ----------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
500 Federal Street, Bluefield, WV 24701
--------------------------------- -----
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (304) 325-8181
--------------
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
----- -----
The number of shares outstanding of the registrant's $1.25 par value common
stock, as of August 11, 2000, was 2,000,000 shares.
1
<PAGE>
FIRST CENTURY BANKSHARES, INC.
AND SUBSIDIARY
INDEX
Page
PART I. FINANCIAL INFORMATION
Financial Statements
Consolidated Statements of Financial Condition.............. 3
Consolidated Statements of Income and Comprehensive Income.. 4
Consolidated Statements of Cash Flows....................... 5
Consolidated Statements of Changes in Stockholders' Equity.. 6
Notes to Consolidated Financial Statements..................... 6 - 9
Management's Discussion and Analysis of Financial Condition and
Results of Operations........................................ 9 - 10
PART II. OTHER INFORMATION
Submission of Matters to a Vote of Security Holders............ 11
Exhibits and Reports on Form 8-K............................... 11
SIGNATURES..................................................... 11
The total number of pages of the Form 10-Q Quarterly Report is eleven (11)
pages.
2
<PAGE>
FIRST CENTURY BANKSHARES, INC.
AND SUBSIDIARY
<TABLE>
<CAPTION>
PART I. FINANCIAL INFORMATION
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(Dollars in thousands, except per share data)
June 30, December 31,
2000 1999
(Unaudited) (Audited)
----------------- -----------------
<S> <C> <C>
ASSETS
Cash and due from banks.................................................. $ 13,851 $ 15,372
Interest-bearing balances with banks..................................... 96 3,239
Securities available for sale: (cost approximated $82,270 at
June 30, 2000, and $76,224 at December 31, 1999)...................... 80,292 74,521
Securities held to maturity: (market value approximated $10,273 at
June 30, 2000 and $9,242 at December 31, 1999)....................... 10,423 9,455
Federal Home Loan Bank and Federal Reserve Bank Stock.................... 1,180 1,155
Loans.................................................................... 245,183 243,977
Less allowance for loan losses...................................... 3,180 3,050
------------- -------------
Net loans................................................................ 242,003 240,927
Premises and equipment................................................... 10,479 10,712
Real estate owned other than bank premises............................... 244 104
Other assets............................................................. 6,753 6,017
Goodwill and other intangible assets..................................... 5,851 6,076
------------- -------------
TOTAL ASSETS........................................................ $ 371,172 $ 367,578
============= =============
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits:
Noninterest-bearing................................................. $ 33,931 $ 31,743
Interest-bearing.................................................... 283,891 288,152
------------- -------------
Total deposits................................................. 317,822 319,895
Federal funds purchased and securities sold under
agreements to repurchase.............................................. 21,433 13,918
Demand notes to U. S. Treasury and other
liabilities for borrowed money........................................ 26 3,040
Other liabilities........................................................ 2,174 1,851
------------- -------------
TOTAL LIABILITIES................................................... 341,455 338,704
------------- -------------
STOCKHOLDERS' EQUITY
Common stock - par value per share $1.25
Shares authorized: 10,000,000
Shares issued and outstanding: 2,000,000............................ 2,500 2,500
Paid-in capital.......................................................... 785 785
Retained earnings........................................................ 27,765 26,740
Accumulated other comprehensive loss, net of tax......................... (1,333) (1,151)
------------- -------------
TOTAL STOCKHOLDERS' EQUITY.......................................... 29,717 28,874
------------- -------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY.......................... $ 371,172 $ 367,578
============= =============
</TABLE>
See accompanying notes to consolidated financial statements
3
<PAGE>
FIRST CENTURY BANKSHARES, INC.
AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME
AND COMPREHENSIVE INCOME
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
------------------ ----------------
2000 1999 2000 1999
------------ ------------- ------------- -------------
(Dollars in thousands, except per share data)
<S> <C> <C> <C> <C>
INTEREST INCOME
Interest and fees on loans....................... $ 5,433 $ 4,634 $ 10,750 $ 9,012
Interest on balances with banks.................. 19 66 61 132
Interest and dividends from securities
available for sale:
Taxable..................................... 1,369 887 2,639 1,644
Interest and dividends from securities
held to maturity:
Taxable..................................... 5 55 26 120
Tax-exempt.................................. 97 98 199 185
Interest on federal funds sold................... 13 105 50 195
------------ ------------- ------------- -------------
TOTAL INTEREST INCOME....................... 6,936 5,845 13,725 11,288
INTEREST EXPENSE
Interest on time certificates of $100,000
or more........................................ 447 334 890 645
Interest on other deposits....................... 2,311 2,100 4,619 4,062
Interest on federal funds purchased and
securities sold under agreements to
repurchase..................................... 212 127 372 260
Interest on demand notes to U. S. Treasury
and other liabilities for borrowed money....... 1 14 9 26
------------ ------------- ------------- -------------
TOTAL INTEREST EXPENSE...................... 2,971 2,575 5,890 4,993
------------ ------------- ------------- -------------
Net interest income.............................. 3,965 3,270 7,835 6,295
Provision for loan losses........................ 334 120 508 165
------------ ------------- ------------- -------------
Net interest income after provision for
loan losses.................................... 3,631 3,150 7,327 6,130
NONINTEREST INCOME
Income from fiduciary activities................. 300 300 600 525
Other operating income........................... 490 459 949 850
Securities losses................................ (40) - (40) -
------------ ------------- ------------- -------------
TOTAL NONINTEREST INCOME.................... 750 759 1,509 1,375
NONINTEREST EXPENSE
Salaries, wages, and other employee
benefits....................................... 1,481 1,246 2,966 2,457
Premises and equipment expense................... 439 382 850 751
Other noninterest expense........................ 1,105 928 2,192 1,821
------------ ------------- ------------- -------------
TOTAL NONINTEREST EXPENSE................... 3,025 2,556 6,008 5,029
------------ ------------- ------------- -------------
Income before income taxes....................... 1,356 1,353 2,828 2,476
Provision for income taxes....................... 484 471 1,003 878
------------ ------------- ------------- -------------
NET INCOME....................................... 872 882 1,825 1,598
------------ ------------- ------------- -------------
Other comprehensive income (loss), net
of tax......................................... 70 (648) (182) (915)
------------ ------------- ------------- -------------
COMPREHENSIVE INCOME............................. $ 942 $ 234 $ 1,643 $ 683
============ ============= ============= =============
NET INCOME PER COMMON SHARE:
Basic....................................... $ 0.44 $ 0.44 $ 0.91 $ 0.80
Diluted..................................... $ 0.44 $ 0.44 $ 0.91 $ 0.80
AVERAGE SHARES OUTSTANDING:
Basic....................................... 2,000,000 2,000,000 2,000,000 2,000,000
Diluted..................................... 2,000,000 2,001,954 2,000,000 2,003,815
See accompanying notes to consolidated financial statements
</TABLE>
4
<PAGE>
FIRST CENTURY BANKSHARES, INC.
AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Six Months Ended
June 30,
----------------
(Dollars in thousands)
2000 1999
------------- -------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income............................................................ $ 1,825 $ 1,598
Adjustments to reconcile net income to net cash
provided by operating activities:
Provision for loan losses........................................ 508 165
Depreciation and amortization.................................... 648 444
Securities losses................................................ 40 --
Net investment amortization and accretion........................ 4 100
Increase in interest receivable and other assets................. (777) (1,019)
Increase in interest payable and other liabilities............... 145 442
------------- -------------
NET CASH PROVIDED BY OPERATING ACTIVITIES............................. 2,393 1,730
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of securities held to maturity......................... (1,479) (1,158)
Purchases of securities available for sale....................... (18,417) (35,995)
Purchases of Federal Home Loan Bank Stock........................ (25) (37)
Purchases of Federal Reserve Bank Stock.......................... -- (68)
Proceeds from maturities and calls of securities held to
maturity........................................................ 487 4,380
Proceeds from maturities and calls of securities available for
sale............................................................ 7,385 10,504
Proceeds from sales of securities available for sale............. 4,967 --
Net increase in loans............................................ (1,348) (1,054)
Net cash received from branch acquisition........................ -- 14,727
Acquisition of fixed assets...................................... (255) (237)
------------- -------------
NET CASH USED BY INVESTING ACTIVITIES................................. (8,685) (8,938)
------------- -------------
CASH FLOWS FROM FINANCING ACTIVITIES
Net increase (decrease) in demand and savings deposits........... (2,517) 4,833
Net increase in time deposits.................................... 444 4,804
Net increase in short-term borrowings............................ 4,501 3,609
Cash dividends paid.............................................. (800) (800)
------------- -------------
NET CASH PROVIDED BY FINANCING ACTIVITIES............................. 1,628 12,446
------------- -------------
NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS...................................................... (4,664) 5,238
CASH AND CASH EQUIVALENTS AT JANUARY 1,............................... 18,611 17,748
------------- -------------
CASH AND CASH EQUIVALENTS AT JUNE 30,................................. $ 13,947 $ 22,986
============= =============
Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest......................................................... $ 5,633 $ 4,732
Income taxes..................................................... 1,012 988
See accompanying notes to consolidated financial statements
</TABLE>
5
<PAGE>
FIRST CENTURY BANKSHARES, INC.
AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CHANGES
IN STOCKHOLDERS' EQUITY
(Unaudited)
Six Months Ended
June 30,
--------
(Dollars in thousands)
2000 1999
------- -------
BALANCE, JANUARY 1,............................. $28,874 $28,503
Net income...................................... 1,825 1,598
Cash dividends declared - $0.40 per
share in 2000 and 1999........................ 800 800
Other comprehensive income (loss), net of tax... (182) (915)
------- -------
BALANCE, JUNE 30,............................... $29,717 $28,386
======= =======
See accompanying notes to consolidated financial statements
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2000
NOTE A - BASIS OF PRESENTATION
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-Q and Rule 10-01 of
Rule S-X. 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 considered necessary
for a fair presentation have been included. All such adjustments were of a
normal recurring nature. Certain reclassifications have been made to the prior
period's financial statements to place them on a comparable basis with the
current period's financial statements. Operating results are for the six-month
period ended June 30, 2000, and are not necessarily indicative of the results
that may be expected for the year ending December 31, 2000. For further
information refer to the financial statements and footnotes thereto included as
Exhibit 13 to Corporation's annual report on Form 10-K for the year ended
December 31, 1999.
NOTE B - OTHER COMPREHENSIVE INCOME
Comprehensive income is defined as net income plus transactions and other
occurrences that are the result of nonowner changes in equity. Other
comprehensive income is defined as comprehensive income exclusive of net income.
Unrealized gains and losses on available for sale investment securities
represent the sole component of the Corporation's other comprehensive income.
Information concerning the Corporation's other comprehensive income for the
three and six-month periods ended June 30, 2000 and 1999 is as follows:
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
-------------------- ----------------
(Dollars in thousands)
2000 1999 2000 1999
---- ----- ----- -------
<S> <C> <C> <C> <C>
Unrealized holding gains (losses) arising during
the period........................................ $ 65 $(971) $(315) $(1,371)
Reclassification adjustment for losses
included in net income............................ 40 -- 40 --
---- ----- ----- -------
Other comprehensive income (loss) before tax......... 105 (971) (275) (1,371)
Income tax (expense) benefit related to other
comprehensive income (loss)....................... (35) 323 93 456
---- ----- ----- -------
Other comprehensive income (loss).................... $ 70 $(648) $(182) $ (915)
==== ===== ===== =======
</TABLE>
6
<PAGE>
FIRST CENTURY BANKSHARES, INC.
AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
June 30, 2000
NOTE C - EARNINGS PER SHARE
The following tables reconcile the numerator and denominator of the basic and
diluted computations for income from continuing operations for the three and
six-month periods ended June 30, 2000 and 1999:
<TABLE>
<CAPTION>
For the three months ended June 30,
--------------------------------------------------------------------------------
2000 1999
--------------------------------------- -------------------------------------
Income Shares Per-Share Income Shares Per-Share
(Numerator) (Denominator) Amount (Numerator) (Denominator) Amount
----------- ------------- --------- ----------- ------------- ---------
<S> <C> <C> <C> <C> <C> <C>
Basic EPS
Income available to
common shareholders.............. $872,000 2,000,000 $0.44 $882,000 2,000,000 $0.44
===== =====
Effect of dilutive securities -
Stock options..................... 0 0 0 1,954
-------- --------- -------- ---------
Diluted EPS
Income available to common
shareholders and assumed
conversions...................... $918,000 2,000,000 $0.46 $882,000 2,001,954 $0.44
======== ========= ===== ======== ========= =====
For the six months ended June 30,
--------------------------------------------------------------------------------
2000 1999
--------------------------------------- -------------------------------------
Income Shares Per-Share Income Shares Per-Share
(Numerator) (Denominator) Amount (Numerator) (Denominator) Amount
----------- ------------- --------- ----------- ------------- ---------
Basic EPS
Income available to
common shareholders.............. $1,825,000 2,000,000 $0.91 $1,598,000 2,000,000 $0.80
===== =====
Effect of dilutive securities -
Stock options..................... 0 0 0 3,815
-------- --------- -------- ---------
Diluted EPS
Income available to common
shareholders and assumed
conversions...................... $1,825,000 2,000,000 $0.91 $1,598,000 2,003,815 $0.80
========== ========= ===== ========== ========= =====
</TABLE>
NOTE D - COMPENSATION PLANS
The Corporation has two stock option plans. The 1998 Officer Stock Option Plan
(the "Officer Plan") provides for the issuance of options to purchase shares of
the Corporation's common stock to officers of the Corporation and its
subsidiaries. The options have an original term of ten years with an exercise
price equal to the market price of the common stock on the date of grant, as
defined by the plan. The options vest 20% per year after their date of grant.
During the six months ended June 30, 2000, no options were granted under the
Officer Plan. The weighted average remaining contractual life of currently
outstanding options is 96 months. At June 30, 2000, 58,470 options were
outstanding and options for 111,530 shares of common stock were reserved for
future issuance for the Officer Plan. As of June 30, 2000, no options had been
exercised under the Officer Plan, and 6,250 options had expired unexercised.
7
<PAGE>
FIRST CENTURY BANKSHARES, INC.
AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
June 30, 2000
NOTE D - COMPENSATION PLANS (Continued)
The Corporation's second plan, the 1998 Director Stock Option Plan (the
"Director Plan"), provides for the issuance of options to purchase shares of the
Corporation's common stock to directors of the Corporation and its subsidiaries.
The options have an original term of ten years with an exercise price equal to
the market price of the common stock on the date of grant, as defined by the
plan. The options are fully vested upon their date of grant. During the six
months ended June 30, 2000, no options were granted under the Director Plan.
The weighted average remaining contractual life of currently outstanding options
is 96 months. At June 30, 2000, 18,000 options were outstanding and options for
12,000 shares of common stock were reserved for future issuance for the Director
Plan. As of June 30, 2000, no options had been exercised under the Director
Plan.
The Corporation accounts for the Officer Plan and the Director Plan under the
provision of SFAS No. 123, "Accounting for Stock Based Compensation". As
permitted by SFAS No. 123, the Corporation has chosen to apply APB Opinion No.
25, "Accounting for Stock Issued to Employees" and related interpretations in
accounting for its plans. Accordingly, no compensation cost had been recognized
for options granted under the plans. Had compensation cost for the
Corporation's plans been determined based on the fair value at the grant dates
for awards under the plans consistent with the method of SFAS No. 123, the
Corporation's net income and net income per share would have been decreased to
the pro forma amounts indicated below.
<TABLE>
<CAPTION>
Three Months Ended June 30,
--------------------------------------------------
2000 1999
----------------------- ------------------------
As Reported Pro Forma As Reported Pro Forma
----------- ---------- ----------- ----------
<S> <C> <C> <C> <C>
Net income..................... $ 872,000 $ 868,000 $ 882,000 $ 878,000
========== ========== ========== ==========
Net income per share - basic... $ 0.44 $ 0.43 $ 0.44 $ 0.44
========== ========== ========== ==========
Six Months Ended June 30,
--------------------------------------------------
2000 1999
----------------------- ------------------------
As Reported Pro Forma As Reported Pro Forma
----------- ---------- ----------- ----------
Net income..................... $1,825,000 $1,817,000 $1,598,000 $1,590,000
========== ========== ========== ==========
Net income per share - basic... $ 0.91 $ 0.91 $ 0.80 $ 0.80
========== ========== ========== ==========
</TABLE>
The fair value of each option grant is estimated on the date of grant using the
Black-Scholes option pricing model with the following weighted-average
assumptions used for the 1998 grants; 8% dividend yield; expected volatility of
3.31%; risk-free interest rate of 5.46%; and expected life of six years for
directors and seven years for officers.
8
<PAGE>
FIRST CENTURY BANKSHARES, INC.
AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
June 30, 2000
NOTE E - REGULATORY CAPITAL REQUIREMENTS
Regulators of the Corporation and its subsidiaries have implemented risk-based
capital guidelines which require the maintenance of certain minimum capital as a
percent of assets and certain off-balance sheet items adjusted for predefined
credit risk factors. The regulatory minimums as defined by regulation for Tier
1 and combined Tier 1 and Tier 2 capital ratios were 4.0% and 8.0% respectively.
Tier 1 capital includes tangible common shareholders' equity reduced by goodwill
and certain other intangibles. Tier 2 capital includes portions of the
allowance for loan losses, not to exceed Tier 1 capital. In addition to the
risk-based guidelines, a minimum leverage ratio (Tier 1 capital as a percentage
of average total consolidated assets) of 4% is required. The following table
contains the capital ratios for the Corporation and each subsidiary as of June
30, 2000 and 1999.
<TABLE>
<CAPTION>
2000 1999
-------------------------------------- ---------------------------------------
Combined Capital Combined Capital
Entity Tier 1 (Tier 1 and Tier 2) Leverage Tier 1 (Tier 1 and Tier 2) Leverage
<S> <C> <C> <C> <C> <C> <C>
Consolidated.............. 9.88% 11.13% 6.89% 9.21% 10.44% 7.20%
First Century Bank, N.A... 9.72% 10.97% 6.76% 9.07% 10.31% 7.07%
</TABLE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
During the second quarter of 2000 net income decreased $10,000 or 1.1% from the
$882,000 earned during the second three months of 1999, to $872,000 earned
during the same period in 2000. During the second quarter of 2000, the interest
margin increased approximately $695,000, or 21.3%, primarily due to having a
full quarter of operations with the addition of the Hinton, West Virginia office
in late June 1999. However, this improvement was offset by an increase in the
provision for loan losses of $214,000, or 178%. This increase included an
addition to the allowance for loan losses of $150,000 due to deterioration in
the past-due status of certain commercial loans. Also, there was an increase in
noninterest expenses of $469,000, or 18.3%. This increase reflected the
additional cost of personnel due to expanding markets and additional costs of
technology and facilities. Earnings per share were $0.44 for both the second
quarters of 2000 and 1999.
When compared to the first quarter of 2000, net income decreased $81,000, from
$953,000 for the quarter ended March 31, 2000, to $872,000 for the quarter ended
June 30, 2000. The net interest margin increased $95,000, or 2.5%. This
increase was offset, as was previously mentioned, by an increase in the
provision for loan losses of $130,000, along with an increase in noninterest
expenses of $42,000 when compared with the first quarter of 2000. Earnings per
share decreased $0.04 per share from $0.48 per share for the quarter ended March
31, 2000, to $0.44 per share for the quarter ended June 30, 2000.
9
<PAGE>
FIRST CENTURY BANKSHARES, INC.
AND SUBSIDIARY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS (Continued)
June 30, 2000
Net income was $1,825,000 for the first six months of 2000 which was an increase
of $227,000, or 14.2%, over the 1999 level of $1,598,000. The interest margin
increased $1,540,000, or 24.5%, from $6,295,000 for the period ended June 30,
1999 to $7,835,000 for the period ended June 30, 2000. This increase was
attributable to a full six months of operations from the Hinton office in 2000,
as well as the repricing that occurred in the loan portfolio as a result of the
rising interest rate environment experienced through the first six months of
2000. Noninterest income, net of securities transactions increased $174,000, or
12.7%. All components of noninterest income improved, reflecting enhanced
pricing strategies for the Corporation's products and services. Noninterest
expenses increased $979,000, or 19.5%, to $6,008,000 for the six months ended
June 30, 2000, from $5,029,000 for the same period in 1999. This included
additional personnel expenses for the Hinton office, as well as, an additional
$158,000 in goodwill amortization attributable to that acquisition.
Earnings per share for the six-month period ended June 30, 2000 were $0.91
compared to $0.80 per share for 1999. The Corporation's performance through
June 30, 2000 reflects an annualized return on average assets of 0.99% and a
return on average equity of 12.50%.
Total assets increased $3,594,000 from December 31, 1999 to June 30, 2000.
Total assets at June 30, 2000 were approximately $371.2 million as compared to
approximately $367.6 million at December 31, 1999. The loan portfolio increased
0.5% during this six-month period, to approximately $245.2 million. The
investment portfolio increased approximately $6.8 million, or 7.9%, during this
same period. During the first quarter of 2000, short-term investments that were
accumulated in anticipation of liquidity concerns surrounding the Year 2000
(Y2K) problem were deployed into more profitable investments. Total deposits
decreased by $2.1 million to $317.8 million at June 30, 2000 from $319.9 million
at December 31, 1999. The decrease in deposits was exclusively in the interest-
bearing category. Competition for deposits remains strong in the Corporation's
primary trade areas between banks and other nontraditional financial service
providers.
10
<PAGE>
FIRST CENTURY BANKSHARES, INC.
AND SUBSIDIARIES
PART II. OTHER INFORMATION
Item 4 - Submission of Matters to a Vote of Security Holders.
The Annual Meeting of Stockholders was held on April 18, 2000. Total
outstanding shares were 2,000,000 at April 18, 2000. Matters brought before the
stockholders and the voting results are as follows:
(1) To elect fourteen (14) nominees for director to serve for a term of one
year.
Nominee Shares For Shares Against Abstentions
---------------------------- ---------- -------------- -----------
Paul Cole, Jr. 1,464,816 1,548 --
Eustace Frederick 1,465,864 500 --
B. L. Jackson, Jr. 1,466,360 4 --
Robert M. Jones, Jr., M.D. 1,466,364 -- --
Marshall S. Miller 1,460,564 5,800 --
Charles A. Peters 1,466,360 4 --
C. E. Richner 1,459,540 6,824 --
Byron K. Satterfield 1,466,360 4 --
John H. Shott 1,466,364 -- --
Scott H. Shott 1,466,364 -- --
Walter L. Sowers 1,466,364 -- --
J. Brookins Taylor, M.D. 1,465,616 748 --
Frank W. Wilkinson 1,466,116 248 --
R. W. Wilkinson 1,466,112 252 --
(2) To ratify the selection of PricewaterhouseCoopers, LLP to serve as
independent auditors for the registrant for the year ending December 31,
2000. Shares for: 1,462,752; Shares against: 0; Abstentions: 3,612.
Item 6 - Exhibits and Reports on Form 8-K.
(a.) Exhibit 27 - Financial Data Schedule
(b.) None
SIGNATURES
Pursuant to the requirements of Section 13 or 15 (d) of the Securities
and Exchange Act of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) First Century Bankshares, Inc.
------------------------------
By: /s/ J. Ronald Hypes
----------------------------------
J. Ronald Hypes, Treasurer
(Principal Accounting and Financial Officer)
Date: August 11, 2000
-------------------------
11
