Ameris Bancorp S-3ASR, filed Aug 8, 2023

Ameris Bancorp (ABCB)

S-3ASR 2023-08-08

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Added on October 22, 2026

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	Large accelerated filer ☒			Accelerated filer ☐
	Non-accelerated filer ☐			Smaller reporting company ☐
				Emerging growth company ☐

	Page
ABOUT THIS PROSPECTUS		1
WHERE YOU CAN FIND MORE INFORMATION		1
FORWARD-LOOKING STATEMENTS		3
THE COMPANY		4
RISK FACTORS		5
USE OF PROCEEDS		5
DESCRIPTION OF COMMON STOCK		5
DESCRIPTION OF PREFERRED STOCK		9
DESCRIPTION OF DEBT SECURITIES		11
DESCRIPTION OF DEPOSITARY SHARES		18
DESCRIPTION OF WARRANTS		21
DESCRIPTION OF PURCHASE CONTRACTS AND PURCHASE UNITS		22
DESCRIPTION OF UNITS		23
PLAN OF DISTRIBUTION		23
LEGAL MATTERS		26
EXPERTS		26

	SEC registration fee					(1)
	Legal fees and expenses					(2)
	Printing expenses					(2)
	Accounting fees and expenses					(2)
	Trustee and depositary fees and expenses					(2)
	Warrant agent fees and expenses					(2)
	Blue sky fees and expenses					(2)
	Rating agency fees					(2)
	Listing fees					(2)
	Miscellaneous					(2)
	Total					(2)

	Exhibit No.			Description
	1.1			Form of Underwriting Agreement*
	3.1			Restated Articles of Incorporation of Ameris Bancorp, dated February 23, 2023 (incorporated by reference to Exhibit 3.1 to Ameris Bancorp’s Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on February 28, 2023)
	3.2			Bylaws of Ameris Bancorp, as amended and restated through February 23, 2023 (incorporated by reference to Exhibit 3.2 to Ameris Bancorp’s Quarterly Report on Form 10-Q filed with the SEC on May 8, 2023)
	4.1			See Exhibits 3.1 through 3.2 for provisions of the Restated Articles of Incorporation of Ameris Bancorp, dated February 23, 2023, and Bylaws of Ameris Bancorp, as amended and restated through February 23, 2023, which define the rights of securityholders
	4.2			Indenture between Ameris Bancorp and Wilmington Trust Company, dated September 20, 2006 (incorporated by reference to Exhibit 4.4 to Ameris Bancorp’s Registration Statement on Form S-4 (Registration No. 333-138252) filed with the SEC on October 27, 2006)
	4.3			Floating Rate Junior Subordinated Deferrable Interest Debenture, dated September 20, 2006 to Ameris Statutory Trust I (incorporated by reference to Exhibit 4.7 to Ameris Bancorp’s Registration Statement on Form S-4 (Registration No. 333-138252) filed with the SEC on October 27, 2006)

	Exhibit No.			Description
	4.4			Indenture between Ameris Bancorp (as successor to The Prosperity Banking Company) and U.S. Bank National Association, dated as of March 26, 2003 (incorporated by reference to Exhibit 4.3 to Ameris Bancorp’s Annual Report on Form 10-K for the year ended December 31, 2013, filed with the SEC on March 14, 2014)
	4.5			First Supplemental Indenture, dated as of December 23, 2013, by and among Ameris Bancorp, The Prosperity Banking Company and U.S. Bank National Association (incorporated by reference to Exhibit 4.4 to Ameris Bancorp’s Annual Report on Form 10-K for the year ended December 31, 2013, filed with the SEC on March 14, 2014)
	4.6			Form of Floating Rate Junior Subordinated Deferrable Interest Debenture Due 2033 (included as Exhibit A to the Indenture filed as Exhibit 4.3 to Ameris Bancorp’s Annual Report on Form 10-K filed with the SEC on March 14, 2014)
	4.7			Indenture between Ameris Bancorp (as successor to The Prosperity Banking Company) and Deutsche Bank Trust Company Americas, dated as of June 24, 2004 (incorporated by reference to Exhibit 4.6 to Ameris Bancorp’s Annual Report on Form 10-K for the year ended December 31, 2013, filed with the SEC on March 14, 2014)
	4.8			First Supplemental Indenture, dated as of December 23, 2013, by and among Ameris Bancorp, The Prosperity Banking Company and Deutsche Bank Trust Company Americas (incorporated by reference to Exhibit 4.7 to Ameris Bancorp’s Annual Report on Form 10-K for the year ended December 31, 2013, filed with the SEC on March 14, 2014)
	4.9			Form of Floating Rate Junior Subordinated Deferrable Interest Note Due 2034 (incorporated by reference to Exhibit 4.8 to Ameris Bancorp’s Annual Report on Form 10-K for the year ended December 31, 2013, filed with the SEC on March 14, 2014)
	4.10			Indenture between Ameris Bancorp (as successor to The Prosperity Banking Company) and Wilmington Trust Company, dated as of January 31, 2006 (incorporated by reference to Exhibit 4.9 to Ameris Bancorp’s Annual Report on Form 10-K for the year ended December 31, 2013, filed with the SEC on March 14, 2014)
	4.11			First Supplemental Indenture, dated as of December 23, 2013, by and among Ameris Bancorp, The Prosperity Banking Company and Wilmington Trust Company (pertaining to Indenture, dated as of January 31, 2006) (incorporated by reference to Exhibit 4.10 to Ameris Bancorp’s Annual Report on Form 10-K for the year ended December 31, 2013, filed with the SEC on March 14, 2014)
	4.12			Form of Floating Rate Junior Subordinated Deferrable Interest Debenture Due 2036 (included as Exhibit A to the Indenture filed as Exhibit 4.9 to Ameris Bancorp’s Annual Report on Form 10-K for the year ended December 31, 2013, filed with the SEC on March 14, 2014)
	4.13			Indenture between Ameris Bancorp (as successor to The Prosperity Banking Company) and Wilmington Trust Company, dated as of September 20, 2007 (incorporated by reference to Exhibit 4.18 to Ameris Bancorp’s Annual Report on Form 10-K for the year ended December 31, 2013, filed with the SEC on March 14, 2014)
	4.14			First Supplemental Indenture, dated as of December 23, 2013, by and among Ameris Bancorp, The Prosperity Banking Company and Wilmington Trust Company (pertaining to Indenture dated as of September 20, 2007) (incorporated by reference to Exhibit 4.19 to Ameris Bancorp’s Annual Report on Form 10-K for the year ended December 31, 2013, filed with the SEC on March 14, 2014)
	4.15			Form of Fixed/Floating Rate Junior Subordinated Deferrable Interest Debenture Due 2037 (included as Exhibit A to the Indenture filed as Exhibit 4.18 to Ameris Bancorp’s Annual Report on Form 10-K for the year ended December 31, 2013, filed with the SEC on March 14, 2014)

	Exhibit No.			Description
	4.16			Indenture between Ameris Bancorp (as successor to Coastal Bankshares, Inc.) and Wells Fargo Bank, National Association ,dated as of August 27, 2003 (incorporated by reference to Exhibit 4.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on July 1, 2014)
	4.17			First Supplemental Indenture, dated as of June 30, 2014, by and among Ameris Bancorp and Wells Fargo Bank, National Association (pertaining to Indenture dated as of August 27, 2003) (incorporated by reference to Exhibit 4.2 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on July 1, 2014)
	4.18			Form of Junior Subordinated Debt Security Due 2033 (included as Exhibit A to the Indenture filed as Exhibit 4.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on July 1, 2014)
	4.19			Indenture between Ameris Bancorp (as successor to Coastal Bankshares, Inc.) and U.S. Bank National Association, dated as of December 14, 2005 (incorporated by reference to Exhibit 4.4 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on July 1, 2014)
	4.20			First Supplemental Indenture, dated as of June 30, 2014, by and among Ameris Bancorp, Coastal Bankshares, Inc. and U.S. Bank National Association (pertaining to Indenture dated as of December 14, 2005) (incorporated by reference to Exhibit 4.5 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on July 1, 2014)
	4.21			Form of Junior Subordinated Debt Security Due 2035 (included as Exhibit A to the Indenture filed as Exhibit 4.4 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on July 1, 2014)
	4.22			Indenture between Ameris Bancorp (as successor to Merchants & Southern Banks of Florida, Incorporated) and Wilmington Trust Company, dated as of March 17, 2005 (incorporated by reference to Exhibit 4.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on May 27, 2015)
	4.23			First Supplemental Indenture, dated as of May 22, 2015, by and among Ameris Bancorp, Merchants & Southern Banks of Florida, Incorporated and Wilmington Trust Company (pertaining to Indenture dated as of March 17, 2005) (incorporated by reference to Exhibit 4.2 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on May 27, 2015)
	4.24			Form of Floating Rate Junior Subordinated Deferrable Interest Debenture Due 2035 (included as Exhibit A to the Indenture filed as Exhibit 4.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on May 27, 2015)
	4.25			Indenture between Ameris Bancorp (as successor to Merchants & Southern Banks of Florida, Incorporated) and Wilmington Trust Company, dated as of March 30, 2006 (incorporated by reference to Exhibit 4.4 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on May 27, 2015)
	4.26			First Supplemental Indenture, dated as of May 22, 2015, by and among Ameris Bancorp, Merchants & Southern Banks of Florida, Incorporated and Wilmington Trust Company (pertaining to Indenture dated as of March 30, 2006) (incorporated by reference to Exhibit 4.5 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on May 27, 2015)
	4.27			Form of Floating Rate Junior Subordinated Deferrable Interest Debenture Due 2036 (included as Exhibit A to the Indenture filed as Exhibit 4.4 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on May 27, 2015)

	Exhibit No.			Description
	4.28			Indenture between Ameris Bancorp (as successor to Jacksonville Bancorp, Inc.) and Wilmington Trust Company, dated as of June 17, 2004 (incorporated by reference to Exhibit 4.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 14, 2016)
	4.29			First Supplemental Indenture, dated as of March 11, 2016, by and among Ameris Bancorp, Jacksonville Bancorp, Inc. and Wilmington Trust Company (incorporated by reference to Exhibit 4.2 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 14, 2016)
	4.30			Form of Floating Rate Junior Subordinated Deferrable Interest Debenture Due 2034 (included as Exhibit A to the Indenture filed as Exhibit 4.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 14, 2016)
	4.31			Indenture between Ameris Bancorp (as successor to Jacksonville Bancorp, Inc.) and Wilmington Trust Company, dated as of September 15, 2005 (incorporated by reference to Exhibit 4.4 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 14, 2016)
	4.32			Second Supplemental Indenture, dated as of March 11, 2016, by and among Ameris Bancorp, Jacksonville Bancorp, Inc. and Wilmington Trust (incorporated by reference to Exhibit 4.5 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 14, 2016)
	4.33			Form of Fixed/Floating Rate Junior Subordinated Deferrable Interest Debenture Due 2035 (included as Exhibit A to the Indenture filed as Exhibit 4.4 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 14, 2016)
	4.34			Indenture between Ameris Bancorp (as successor to Jacksonville Bancorp, Inc.) and Wilmington Trust Company, dated as of December 14, 2006 (incorporated by reference to Exhibit 4.7 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 14, 2016)
	4.35			First Supplemental Indenture, dated as of March 11, 2016, by and among Ameris Bancorp, Jacksonville Bancorp, Inc. and Wilmington Trust Company (incorporated by reference to Exhibit 4.8 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 14, 2016)
	4.36			Form of Floating Rate Junior Subordinated Deferrable Interest Debenture Due 2036 (included as Exhibit A to the Indenture filed as Exhibit 4.7 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 14, 2016)
	4.37			Indenture between Ameris Bancorp (as successor to Jacksonville Bancorp, Inc.) and Wells Fargo Bank, National Association, dated as of June 20, 2008 (incorporated by reference to Exhibit 4.10 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 14, 2016)
	4.38			First Supplemental Indenture, dated as of March 11, 2016, by and between Ameris Bancorp and Wells Fargo Bank, National Association (incorporated by reference to Exhibit 4.11 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 14, 2016)
	4.39			Form of Junior Subordinated Debt Security Due 2038 (included as Exhibit A to the Indenture filed as Exhibit 4.10 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 14, 2016)
	4.40			Subordinated Debt Indenture, dated as of March 13, 2017, by and between Ameris Bancorp and Wilmington Trust, National Association (incorporated by reference to Exhibit 4.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 13, 2017)

	Exhibit No.			Description
	4.41			First Supplemental Indenture, dated as of March 13, 2017, by and between Ameris Bancorp and Wilmington Trust, National Association (incorporated by reference to Exhibit 4.2 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 13, 2017)
	4.42			Form of 5.75% Fixed-to-Floating Rate Subordinated Note due 2027 (included as Exhibit A to the First Supplemental Indenture filed as Exhibit 4.2 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 13, 2017)
	4.43			Indenture, dated as of November 10, 2005, by and between Ameris Bancorp (as successor to Hamilton State Bancshares, Inc.) and Wilmington Trust Company (incorporated by reference to Exhibit 4.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on July 2, 2018)
	4.44			Second Supplemental Indenture, dated as of June 29, 2018, by and among Ameris Bancorp, Hamilton State Bancshares, Inc. and Wilmington Trust Company (incorporated by reference to Exhibit 4.2 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on July 2, 2018)
	4.45			Form of Fixed/Floating Rate Junior Subordinated Deferrable Interest Debenture (included as Exhibit A to the Indenture filed as Exhibit 4.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on July 2, 2018)
	4.46			Indenture between Ameris Bancorp (as successor to Fidelity Southern Corporation) and U.S. Bank National Association, dated as of June 26, 2003 (incorporated by reference to Exhibit 4.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on July 1, 2019)
	4.47			First Supplemental Indenture, among Ameris Bancorp, Fidelity Southern Corporation and U.S. Bank National Association, dated as of July 1, 2019 (incorporated by reference to Exhibit 4.2 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on July 1, 2019)
	4.48			Form of Floating Rate Junior Subordinated Deferrable Interest Debentures due 2033 (incorporated by reference to Exhibit 4.3 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on July 1, 2019)
	4.49			Indenture between Ameris Bancorp (as successor to Fidelity Southern Corporation) and Wilmington Trust Company, dated as of March 17, 2005 (incorporated by reference to Exhibit 4.4 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on July 1, 2019)
	4.50			First Supplemental Indenture, among Ameris Bancorp, Fidelity Southern Corporation and Wilmington Trust Company, dated as of July 1, 2019 (incorporated by reference to Exhibit 4.5 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on July 1, 2019)
	4.51			Form of Floating Rate Junior Subordinated Deferrable Interest Debentures due 2035 (incorporated by reference to Exhibit 4.6 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on July 1, 2019)
	4.52			Indenture between Ameris Bancorp (as successor to Fidelity Southern Corporation) and Wilmington Trust Company, dated as of August 20, 2007 (incorporated by reference to Exhibit 4.7 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on July 1, 2019)
	4.53			First Supplemental Indenture, among Ameris Bancorp, Fidelity Southern Corporation and Wilmington Trust Company, dated as of July 1, 2019 (incorporated by reference to Exhibit 4.8 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on July 1, 2019)

	Exhibit No.			Description
	4.54			Form of Fixed/Floating Rate Junior Subordinated Deferrable Interest Debentures due 2037 (incorporated by reference to Exhibit 4.9 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on July 1, 2019)
	4.55			Second Supplemental Indenture, dated as of December 6, 2019, by and between Ameris Bancorp and Wilmington Trust, National Association, as trustee (incorporated by reference to Exhibit 4.2 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on December 6, 2019)
	4.56			Form of 4.25% Fixed-to-Floating Subordinated Notes due 2029 (incorporated by reference to Exhibit 4.3 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on December 6, 2019)
	4.57			Form of Global Note representing Fixed/Floating Rate Subordinated Notes due 2030 (incorporated by reference to Exhibit 4.56 to Ameris Bancorp’s Annual Report on Form 10-K for the year ended December 31, 2019, filed with the SEC on March 9, 2020)
	4.58			Third Supplemental Indenture, dated as of September 28, 2020, by and between Ameris Bancorp and Wilmington Trust, National Association, as trustee (incorporated by reference to Exhibit 4.2 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on September 28, 2020)
	4.59			Form of 3.875% Fixed-to-Floating Subordinated Notes due 2030 (incorporated by reference to Exhibit 4.3 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on September 28, 2020)
	4.60			Specimen Common Stock Certificate (incorporated by reference to Exhibit 4.9 to Ameris Bancorp’s Registration Statement on Form S-1 filed with the SEC on April 14, 2010)
	4.61			Form of Articles of Amendment Establishing a Series of Preferred Stock*
	4.62			Form of Specimen of Preferred Stock Certificate*
	4.63			Form of Senior Debt Indenture
	4.64			Form of Senior Debt Security*
	4.65			Form of Subordinated Debt Security*
	4.66			Form of Depositary Agreement (including form of Depositary Receipt)*
	4.67			Form of Warrant Agreement (including form of Warrant Certificate)*
	4.68			Form of Purchase Contract Agreement (including form of Purchase Contract and form of Purchase Unit)*
	4.69			Form of Unit Agreement (including form of Unit Certificate) *
	5.1			Opinion of Smith, Gambrell & Russell, LLP
	23.1			Consent of Smith, Gambrell & Russell, LLP (included in Exhibit 5.1)
	23.2			Consent of KPMG LLP
	23.3			Consent of Crowe LLP
	24.1			Powers of Attorney (included on signature page)
	25.1			Statement of Eligibility of Trustee on Form T-1 for the Senior Debt Indenture
	25.2			Statement of Eligibility of Trustee on Form T-1 for the Subordinated Debt Indenture
	107			Filing Fee Table

Signature	Title	Date
/s/ H. Palmer Proctor, Jr. H. Palmer Proctor, Jr.	Chief Executive Officer and Director (Principal Executive Officer)	August 8, 2023
/s/ Nicole S. Stokes Nicole S. Stokes	Corporate EVP and Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)	August 8, 2023
/s/ William I. Bowen, Jr. William I. Bowen, Jr.	Director	August 8, 2023
/s/ Rodney D. Bullard Rodney D. Bullard	Director	August 8, 2023
/s/ Wm. Millard Choate Wm. Millard Choate	Director	August 8, 2023

Term	Defined in Section
“Bankruptcy Law”		6.1
“Custodian”		6.1
“Event of Default”		6.1
“Legal Holiday”		10.7
“mandatory sinking fund payment”		11.1
“optional sinking fund payment”		11.1
“Paying Agent”		2.4
“Registrar”		2.4
“Service Agent”		2.4
“successor person		5.1

	AMERIS BANCORP

	By:
	Name:
	Title:

	TRUSTEE, not in its individual capacity but solely as Trustee

	By:
	Name:
	Title:

	Sincerely,

	/s/ Smith, Gambrell & Russell, LLP

	Smith, Gambrell & Russell, LLP

Georgia	58-1456434
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

	1.	A copy of the Charter for Wilmington Trust, National Association.
	2.	The authority of Wilmington Trust, National Association to commence business was granted under the Charter for Wilmington Trust, National Association, incorporated herein by reference to Exhibit 1 above.
	3.	The authorization to exercise corporate trust powers was granted under the Charter for Wilmington Trust, National Association, incorporated herein by reference to Exhibit 1 above.
	4.	A copy of the existing By-Laws of Trustee, as now in effect, incorporated herein by reference to Exhibit 4of this Form T-1.
	5.	Not applicable.
	6.	The consent of Wilmington Trust, National Association as required by Section 321(b) of the Trust Indenture Act of 1939, attached hereto as Exhibit 6 of this Form T-1.
	7.	Current Report of the Condition of Wilmington Trust, National Association, published pursuant to law or the requirements of its supervising or examining authority, attached hereto as Exhibit 7 of this Form T-1.
	8.	Not applicable.
	9.	Not applicable.

	WILMINGTON TRUST, NATIONAL ASSOCIATION

	By:	/s/ Michael H. Wass
	Name:	Michael H. Wass
	Title:	Vice President

	1)	Define the duties of the officers, employees, and agents of the association.
	2)	Delegate the performance of its duties, but not the responsibility for its duties, to the officers, employees, and agents of the association.
	3)	Fix the compensation and enter into employment contracts with its officers and employees upon reasonable terms and conditions consistent with applicable law.
	4)	Dismiss officers and employees.
	5)	Require bonds from officers and employees and to fix the penalty thereof.
	6)	Ratify written policies authorized by the association's management or committees of the board.
	7)	Regulate the manner in which any increase or decrease of the capital of the association shall be made, provided that nothing herein shall restrict the power of shareholders to increase or decrease the capital of the association in accordance with law, and nothing shall raise or lower from two-thirds the percentage required for shareholder approval to increase or reduce the capital.
	8)	Manage and administer the business and affairs of the association.
	9)	Adopt initial bylaws, not inconsistent with law or the articles of association, for managing the business and regulating the affairs of the association.
	10)	Amend or repeal bylaws, except to the extent that the articles of association reserve this power in whole or in part to shareholders.
	11)	Make contracts.
	12)	Generally perform all acts that are legal for a board of directors to perform.

	WILMINGTON TRUST, NATIONAL ASSOCIATION

Dated: August 8, 2023	By:	/s/ Michael H. Wass
		Name: Michael H. Wass
		Title: Vice President

	Thousands of Dollars
ASSETS
Cash and balances due from depository institutions:		669,843
Securities:		5,524
Federal funds sold and securities purchased under agreement to resell:		0
Loans and leases held for sale:		0
Loans and leases net of unearned income, allowance:		50,512
Premises and fixed asset		30,423
Other real estate owned:		55
Investments in unconsolidated subsidiaries and associated companies:		0
Direct and indirect investments in real estate ventures:		0
Intangible assets:		0
Other assets:		70,512
Total Assets:		826,814

	Thousands of Dollars
LIABILITIES
Deposits		8,937
Federal funds purchased and securities sold under agreements to repurchase		0
Other borrowed money:		0
Other Liabilities:		7,870
Total Liabilities		87,807

	Thousands of Dollars
EQUITY CAPITAL
Common Stock		1,000
Surplus		342,783
Retained Earnings		395,647
Accumulated other comprehensive income		(423	)
Total Equity Capital		739,007

Total Liabilities and Equity Capital		826,814