REPUBLIC SECURITY FINANCIAL CORP
DEFA14A, 1999-04-13
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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                                  SCHEDULE 14A
                                 (Rule 14a-101)

                     INFORMATION REQUIRED IN PROXY STATEMENT

                            SCHEDULE 14A INFORMATION

                    Proxy Statement Pursuant to section 14(a)
                     of the Securities Exchange Act of.1934
                                (Amendment No. )

Filed by the Registrant [XI Filed by a Party other than the Registrant I I Check
the appropriate box:
[  ]     Preliminary Proxy Statement
[  ]     Definitive Proxy Statement
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[ ]      Soliciting material Pursuant to Rule 14a-11(c) or Rule 14a-12
[ ]      Confidential, For Use of the Commission Only
         (as permitted by Rule 14a-6(e)(2))

                     REPUBLIC SECURITY FINANCIAL CORPORATION
                (Name of Registrant as Specified in Its Charter)


                     REPUBLIC SECURITY FINANCIAL CORPORATION
            (Name of Person(s) Filing Proxy Statement, if other Than
                                 the Registrant)
Payment of Filing Fee (Check the appropriate box):
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[GRAPHIC OMITTED]



                                                     
For further information call:
                                                     Carla Pollard, Controller
                                                     (561) 863-2554



News Release
For:       Republic Security Financial Corporation
           West Palm Beach, Florida, 33401


                    Republic Security Financial Corporation
                           FIRST QUARTER NET INCOME UP
================================================================================

         West Palm  Beach,  FL.  April 12,  1999 - Republic  Security  Financial
Corporation  (NASDAQ:RSFC),  today,  announced that reported  income,  excluding
merger  related  expenses,  was $7.9  million or $0.16 per common  share for the
quarter  ended March 31, 1999 compared to $5.4 million or $0.12 per common share
for the quarter ended March 31, 1998,  which results are  consistent  with "Wall
Street's" consensus earnings estimate for RSFC in the first quarter of 1999. Net
income was $5.6  million or $0.11 per common  share for the quarter  ended March
31, 1999 which includes $2.4 million, net of taxes, in merger and other expenses
related  primarily to the  acquisition of Northside Bank of Tampa  ("Northside")
which  closed  on  February  26,  1999 and was  accounted  for as a  pooling  of
interests transaction.  The quarter ended March 31, 1999 included the results of
operations of Northside from January 1, 1999,  however,  prior periods presented
herein have not been restated for the results of Northside's operations.

         Total restructuring  expenses associated with the Northside acquisition
and the remaining  merger  integration  expenses related to the First Palm Beach
Bancorp  ("FPBB")  merger were  consistent  with the Company's  1998  estimates.
Pretax  merger  expenses  related to the  Northside  acquisition  included  $1.0
million in severance and change of control  payments,  $845,000 in  professional
fees and  $170,000 in contract  buyouts and other  merger  expenses.  Additional
merger related expenses  associated with Northside include $300,000 in provision
for loan losses to conform accounting and valuation  policies,  $300,000 related
to the  write-off  of  certain  assets not useful to the  combined  company  and
$60,000 of  expense  incurred  related  to the  integration  of  Northside  into
Republic  Security  Bank  ("Republic").  In accordance  with current  accounting
practices, RSFC recognized pretax merger related period expenses associated with
the remaining integration of First Palm Beach Bancorp which totaled $1.1 million
for the quarter ended March 31, 1999.

         Net interest income  increased $1.3 million or 6% for the quarter ended
March 31, 1999  compared to net interest  income for the quarter ended March 31,
1998 due to a  decrease  in the  cost of  interest-bearing  liabilities  and net
interest income from Northside included in the quarter ended March 31, 1999. The
increase of $2.9  million or 14% in net  interest  income for the quarter  ended
March 31, 1999 compared to the quarter ended December 31,


<PAGE>


1998 demonstrates the effectiveness of the Bank's strategy to induce deposit and
loan mix changes in the assets and liabilities  acquired in the FPBB transaction
which  closed on October 29, 1998.  The increase in net interest  income for the
quarter ended March 31, 1999 compared to the quarter ended  December 31, 1998 is
due to a decrease  of $1.2  million  in  interest  expense  and an  increase  of
$945,000  in  interest  income,  as  well as  $708,000  in net  interest  income
contributed  from  Northside in the quarter  ended March 31, 1999.  Net interest
margin  increased  approximately  30 basis points to 3.42% for the quarter ended
March 31, 1999 compared to the prior quarter ended December 31, 1998.

         "The  accomplishments  in 1998 provided the  foundation for Republic to
pursue  its goal of being  the  best  bank in  Florida  and for the  Company  to
continue to provide increased shareholder value", said Rudy Schupp, Chairman and
Chief  Executive  Officer  of  Republic  Security  Bank  and  Republic  Security
Financial Corporation.  "The achievements in the first quarter 1999 of increased
net interest income,  realized cost savings,  additions to senior  management as
well as the cost  effective  cash  purchase of nine  in-store  branches  and the
completion of the Northside acquisition, demonstrates Management's commitment to
the Company's strategic  objectives.  We believe the Company is poised for solid
performance in 1999", said Schupp.

         Republic  Security  Financial  Corporation,  with total  assets of $3.0
billion,  operates  ninety-seven  full  service  banking  offices in Palm Beach,
Broward, Dade, Martin, St. Lucie, Lee, Marion, Alachua,  Hillsborough and Orange
counties and is headquartered in Palm Beach County, Florida.



NASDAQ Symbol:             Common           -       RSFC
Republic Web Site Address                   -       www.republicsecuritybank.com

def14a99.sub
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