| Business Description |
| The company is a bank holding company. The company currently has seven full-service locations and three loan production offices. The Company currently has seven full-service locations and three loan production offices ("LPOs"). The acquisitions of Texas Bank, Baytown, Texas ("Texas Bank"), Texas National Bank of Baytown ("TNB"), and First Bank of Deer Park ("First Bank") (collectively, the "Acquisitions") will give the Company two branch locations in Baytown, one in Deer Park and one in Mont Belvieu. At June 30, 1997, the Company had total assets of $185.1 million, total loans of $115.2 million, total deposits of $169.9 million and total stockholders' equity of $13.8 million. Assuming the successful completion of the Acquisitions and the Offering as of June 30, 1997, total assets, total loans, total deposits and total stockholders' equity on a proforma basis would have been approximately $272.0 million, $153.4 million, $246.9 million and $21.3 million, respectively. |
| Competition |
| The banking business is highly competitive, and the profitability of the
Company depends principally upon the Company's ability to compete in the market areas in which its banking operations are located. The Company competes with other commercial banks, savings banks, savings and loan associations, credit unions, finance companies, mutual funds, insurance companies, brokerage and investment banking firms, asset-based non-bank lenders and certain other nonfinancial institutions, including retail stores which may maintain their own credit programs and certain governmental organizations which may offer more favorable financing than the Company. Many of such competitors may have greater financial and other resources than the Company. The Company has been able to compete effectively with other financial institutions by emphasizing customer service, technology, local office decision-making, by establishing long term customer relationships and building customer loyalty, and by providing products and services designed to address the specific needs of its customers. Although the Company has been able to compete effectively in the past, no assurances may be given that the Company will continue to be able to compete effectively in the future. Various legislative acts in recent years have led to increased competition among financial institutions. There can be no assurance that the United States Congress or the Texas Legislature will not enact legislation that may further increase competitive pressures on the Company. Competition from both financial and nonfinancial institutions is expected to continue. |
| Officer Name | Title | Age |
| Lester A. Marks | Advisory Director of the Bank | 44 |
| Doug Latimer | Chairman of the Board of the Company and the Bank | 54 |
| L. D. Wright | Chief Executive Officer, President and Director of the Company and the Chief Executive Officer and Director of the Bank | 50 |
| Kim E. Love | Controller of the Company and Chief Financial Officer of the Bank | 37 |
| Jerry Cornelius | Director of the Bank | 66 |
| Wayne Slovacek | Director of the Bank | 74 |
| L. H. McKey | Director of the Company and the Bank | 71 |
| Knox W. Askins | Director of the Company and the Bank | 60 |
| Ruede M. Wheeler, D.D.S. | Director of the Company and the Bank | 62 |
| Jay Marks | Director of the Company and the Bank | 73 |
| James N. Wallace | Director of the Company and the Bank | 56 |
| Emery Farkas | Director of the Company and the Bank | 73 |
| Eddie V. gray | Director of the Company and the Bank | 62 |
| W. E. Gwaltney, Jr. | Director of the Company and the Bank | 70 |
| Ken Strum | Director of the Company and the Bank | 63 |
| Alice W. Worthington | Executive Vice President and Secretary of the Company, Chief Operating Officer of the Bank and Director of the Company and the Bank | 44 |
| Harold P. Pfeiffer | Senior Advisory Director of the Company and the Bank | 75 |
| Albert D. Fields | Treasurer of the Company, President of the Bank and Director of the Company and the Bank | 47 |
| Lindsay R. Pfeiffer | Vice Chairman of the Board of the Company and the Bank | 47 |