Edgar Filing: SIMMONS FIRST NATIONAL CORP

SIMMONS FIRST NATIONAL CORPORATION 10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For Quarter Ended September 30, 2005

Commission File Number 0-6253

SIMMONS FIRST NATIONAL CORPORATION

(Exact name of registrant as specified in its charter)

Arkansas	71-0407808
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)

501 Main Street, Pine Bluff, Arkansas	71601
(Address of principal executive offices)	(Zip Code)

870-541-1000

(Registrant's telephone number, including area code)

Not Applicable

Former name, former address and former fiscal year, if changed since last report

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. x Yes o No

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). x Yes o No

The number of shares outstanding of the registrant’s common stock as of October 24, 2005 was 14,329,603.

SIMMONS FIRST NATIONAL CORPORATION

INDEX

		Page No.

Part I:	Financial Information

Item 1.	Consolidated Balance Sheets --
	September 30, 2005 and December 31, 2004	3-4

	Consolidated Statements of Income --
	Three months and nine months ended
	September 30, 2005 and 2004	5

	Consolidated Statements of Cash Flows --
	Nine months ended September 30, 2005 and 2004	6

	Consolidated Statements of Stockholders' Equity
	Nine months ended September 30, 2005 and 2004	7

	Condensed Notes to Consolidated Financial Statements	8-18

	Report of Independent Registered Public Accounting Firm	19

Item 2.	Management's Discussion and Analysis of Financial
	Condition and Results of Operations	20-43

Item 3.	Quantitative and Qualitative Disclosure About Market Risk	44-47

Item 4.	Controls and Procedures	47

Part II:	Other Information

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	48

Item 6.	Exhibits	49-50


Signatures		51

Part I: Financial Information

Item 1: Consolidated Financial Statements and Condensed Notes to Financial Statements

Simmons First National Corporation

Consolidated Balance Sheets

September 30, 2005 and December 31, 2004

ASSETS

	September 30,			December 31,
(In thousands, except share data)	2005			2004
	(Unaudited)
Cash and non-interest bearing balances due from banks	$	83,088		$	72,032
Interest bearing balances due from banks		48,206			36,249
Federal funds sold		16,825			45,450
Cash and cash equivalents		148,119			153,731

Investment securities		539,970			542,058
Mortgage loans held for sale		9,417			9,246
Assets held in trading accounts		4,730			4,916
Loans		1,709,371			1,571,376
Allowance for loan losses		(27,329	)		(26,508	)
Net loans		1,682,042			1,544,868

Premises and equipment		61,354			57,211
Foreclosed assets held for sale, net		2,120			1,839
Interest receivable		18,555			14,248
Bank owned life insurance		32,952			7,316
Goodwill		60,454			60,454
Core deposit premiums		5,207			5,829
Other assets		12,122			12,228

TOTAL ASSETS	$	2,577,042		$	2,413,944

See Condensed Notes to Consolidated Financial Statements.

Simmons First National Corporation

Consolidated Balance Sheets

September 30, 2005 and December 31, 2004

LIABILITIES AND STOCKHOLDERS’ EQUITY

	September 30,			December 31,
(In thousands, except share data)	2005			2004
	(Unaudited)
LIABILITIES
Non-interest bearing transaction accounts	$	305,506		$	293,137
Interest bearing transaction accounts and savings deposits		758,906			769,296
Time deposits		983,315			896,762
Total deposits		2,047,727			1,959,195
Federal funds purchased and securities sold
under agreements to repurchase		92,320			104,785
Short-term debt		92,747			2,373
Long-term debt		86,996			94,663
Accrued interest and other liabilities		16,081			14,706
Total liabilities		2,335,871			2,175,722

STOCKHOLDERS’ EQUITY
Capital stock
Class A, common, par value $0.01 a share, authorized
30,000,000 shares, 14,337,803 issued and outstanding
at 2005 and 14,621,707 at 2004		143			146
Surplus		54,429			62,826
Undivided profits		190,047			176,374
Accumulated other comprehensive income (loss)
Unrealized appreciation (depreciation) on available-for-sale securities,
net of income tax credits of $2,067 at 2005 and $673 at 2004		(3,448	)		(1,124	)
Total stockholders’ equity		241,171			238,222

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	2,577,042		$	2,413,944

See Condensed Notes to Consolidated Financial Statements.

Simmons First National Corporation

Consolidated Statements of Income

Three Months and Nine Months Ended September 30, 2005 and 2004

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
(In thousands, except per share data)	2005		2004		2005			2004
	(Unaudited)				(Unaudited)
INTEREST INCOME
Loans	$	29,225	$	24,956	$	81,813		$	71,490
Federal funds sold		262		140		863			445
Investment securities		4,693		4,494		13,926			12,951
Mortgage loans held for sale		168		159		421			445
Assets held in trading accounts		25		2		74			6
Interest bearing balances due from banks		119		34		418			228
TOTAL INTEREST INCOME		34,492		29,785		97,515			85,565

INTEREST EXPENSE
Deposits		9,046		5,824		23,889			16,942
Federal funds purchased and securities sold
under agreements to repurchase		815		302		2,088			756
Short-term debt		646		94		790			134
Long-term debt		1,113		1,448		3,306			4,351
TOTAL INTEREST EXPENSE		11,620		7,668		30,073			22,183

NET INTEREST INCOME		22,872		22,117		67,442			63,382
Provision for loan losses		1,736		1,932		5,895			6,095

NET INTEREST INCOME AFTER PROVISION
FOR LOAN LOSSES		21,136		20,185		61,547			57,287

NON-INTEREST INCOME
Trust income		1,430		1,388		4,164			4,021
Service charges on deposit accounts		4,154		3,928		11,721			10,922
Other service charges and fees		472		536		1,511			1,528
Income on sale of mortgage loans, net of commissions		826		814		2,221			2,610
Income on investment banking, net of commissions		146		101		364			514
Credit card fees		2,619		2,544		7,543			7,371
Premiums on sale of student loans		295		417		1,572			1,867
Bank owned life insurance income		312		23		551			50
Other income		486		633		2,163			1,868
Gain (loss) on sale of securities, net of taxes		--		--		(168	)		--
TOTAL NON-INTEREST INCOME		10,740		10,384		31,642			30,751

NON-INTEREST EXPENSE
Salaries and employee benefits		12,703		12,091		38,231			36,176
Occupancy expense, net		1,483		1,431		4,314			4,126
Furniture and equipment expense		1,421		1,445		4,277			4,202
Loss on foreclosed assets		57		49		160			230
Deposit insurance		72		76		214			216
Other operating expenses		5,490		5,468		16,412			15,799
TOTAL NON-INTEREST EXPENSE		21,226		20,560		63,608			60,749

INCOME BEFORE INCOME TAXES		10,650		10,009		29,581			27,289
Provision for income taxes		3,316		3,102		9,444			8,683
NET INCOME	$	7,334	$	6,907	$	20,137		$	18,606
BASIC EARNINGS PER SHARE	$	0.51	$	0.47	$	1.40		$	1.28
DILUTED EARNINGS PER SHARE	$	0.50	$	0.47	$	1.37		$	1.26

See Condensed Notes to Consolidated Financial Statements.

Simmons First National Corporation

Consolidated Statements of Cash Flows

Nine Months Ended September 30, 2005 and 2004

		September 30,			September 30,
(In thousands)		2005			2004
OPERATING ACTIVITIES		(Unaudited)
Net income	$	20,137		$	18,606
Items not requiring (providing) cash
Depreciation and amortization		4,052			4,025
Provision for loan losses		5,895			6,095
Net accretion of investment securities		247			540
Deferred income taxes		(1,227	)		2,675
Provision for losses on foreclosed assets		--			35
(Gain) loss on sale of securities, net of taxes		168			--
Cash surrender value of bank owned life insurance		(636	)		(191	)
Changes in
Interest receivable		(4,307	)		(1,888	)
Mortgage loans held for sale		(171	)		1,058
Assets held in trading accounts		186			(2,059	)
Other assets		106			4,731
Accrued interest and other liabilities		4,224			1,799
Income taxes payable		(1,515	)		(4,585	)
Net cash provided (used) by operating activities		27,159			30,841

INVESTING ACTIVITIES
Net originations of loans		(144,918	)		(119,922	)
Purchase of branch location, net funds received		--			4,892
Purchase of Alliance Bancorporation, Inc., net		--			(7,835	)
Purchase of premises and equipment, net		(7,573	)		(6,874	)
Proceeds from sale of foreclosed assets		1,568			2,425
Proceeds from sale of securities		1,225			--
Proceeds from maturities of available-for-sale securities		58,757			145,636
Purchases of available-for-sale securities		(60,671	)		(166,600	)
Proceeds from maturities of held-to-maturity securities		24,071			37,334
Purchases of held-to-maturity securities		(24,140	)		(22,162	)
Purchases of bank owned life insurance		(25,000	)		(2,216	)
Net cash provided (used) by investing activities		(176,681	)		(135,322	)

FINANCING ACTIVITIES
Net increase (decrease) in deposits		88,532			21,818
Net proceeds (repayments) of short-term debt		90,374			6,930
Dividends paid		(6,464	)		(6,071	)
Proceeds from issuance of long-term debt		1,821			9,050
Repayment of long-term debt		(9,488	)		(8,258	)
Net increase (decrease) in federal funds purchased and securities
sold under agreements to repurchase		(12,465	)		(12,524	)
Repurchase of common stock, net		(8,400	)		(1,562	)
Net cash provided (used) by financing activities		143,910			9,383

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS		(5,612	)		(95,098	)
CASH AND CASH EQUIVALENTS,
BEGINNING OF YEAR		153,731			201,615
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	148,119		$	106,517

See Condensed Notes to Consolidated Financial Statements.

Simmons First National Corporation

Consolidated Statements of Stockholders’ Equity

Nine Months Ended September 30, 2005 and 2004

								Accumulated
								Other
		Common						Comprehensive			Undivided
(In thousands, except share data)		Stock			Surplus			Income (loss)			Profits			Total

Balance, December 31, 2003	$	14,102		$	35,988		$	(286	)	$	160,191		$	209,995
Comprehensive income
Net income		--			--			--			18,606			18,606
Change in unrealized depreciation on
available-for-sale securities, net of
income taxes of $126		--			--			209			--			209
Comprehensive income														18,815
Stock issued as bonus shares - 2,000 shares		2			50			--			--			52
Change in the par value of common stock		(14,523	)		14,523			--			--			--
Stock issued in connection with the merger
of Alliance Bancorporation		545			13,732			--			--			14,277
Exercise of stock options - 42,297 shares		36			591			--			--			627
Securities exchanged under stock option plan		(15	)		(442	)		--			--			(457	)
Repurchase of common stock - 73,456 shares		(1	)		(1,783	)		--			--			(1,784	)
Dividends paid - $0.42 per share		--			--			--			(6,071	)		(6,071	)

Balance, September 30, 2004 (Unaudited)		146			62,659			(77	)		172,726			235,454
Comprehensive income
Net income		--			--			--			5,840			5,840
Change in unrealized depreciation on
available-for-sale securities, net of
income tax credit of $629		--			--			(1,047	)		--			(1,047	)
Comprehensive income														4,793
Exercise of stock options - 26,700 shares		--			338			--			--			338
Securities exchanged under stock option plan		--			(171	)		--			--			(171	)
Dividends paid - $0.15 per share		--			--			--			(2,192	)		(2,192	)

Balance, December 31, 2004		146			62,826			(1,124	)		176,374			238,222
Comprehensive income
Net income		--			--			--			20,137			20,137
Change in unrealized depreciation on
available-for-sale securities, net of
income tax credit of $1,394		--			--			(2,324	)		--			(2,324	)
Comprehensive income														17,813
Stock issued as bonus shares - 5,620 shares		--			141			--			--			141
Exercise of stock options - 80,460 shares		1			1,112			--			--			1,113
Securities exchanged under stock option plan		(1	)		(775	)		--			--			(776	)
Repurchase of common stock - 341,995 shares		(3	)		(8,875	)		--			--			(8,878	)
Dividends paid - $0.45 per share		--			--			--			(6,464	)		(6,464	)

Balance, September 30, 2005 (Unaudited)	$	143		$	54,429		$	(3,448	)	$	190,047		$	241,171

See Condensed Notes to Consolidated Financial Statements.

SIMMONS FIRST NATIONAL CORPORATION

CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE 1: ACCOUNTING POLICIES

The consolidated financial statements include the accounts of Simmons First National Corporation and its subsidiaries. Significant intercompany accounts and transactions have been eliminated in consolidation.

All adjustments made to the unaudited financial statements were of a normal recurring nature. In the opinion of management, all adjustments necessary for a fair presentation of the results of interim periods have been made. Certain prior year amounts are reclassified to conform to current year classification. The results of operations for the period are not necessarily indicative of the results to be expected for the full year.

Certain information and note disclosures normally included in the Company’s annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. These consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Form 10-K annual report for 2004 filed with the Securities and Exchange Commission.

Earnings Per Share

Basic earnings per share are computed based on the weighted average number of common shares outstanding during each year. Diluted earnings per share are computed using the weighted average common shares and all potential dilutive common shares outstanding during the period.

Following is the computation of per share earnings for the three and nine months ended September 30, 2005 and 2004.

		Three Months Ended				Nine Months Ended
		September 30,				September 30,
(In thousands, except per share data)		2005		2004		2005		2004

Net income	$	7,334	$	6,907	$	20,137	$	18,606

Average common shares outstanding		14,357		14,608		14,386		14,484
Average potential dilutive common shares		297		328		297		328
Average diluted common shares		14,654		14,936		14,683		14,812

Basic earnings per share	$	0.51	$	0.47	$	1.40	$	1.28
Diluted earnings per share	$	0.50	$	0.47	$	1.37	$	1.26

NOTE 2: ACQUISITIONS

On June 25, 2004, the Company completed the branch purchase in which Cross County Bank sold its Weiner, Arkansas location to Simmons First Bank of Jonesboro, a subsidiary of the Company. The acquisition included approximately $6 million in total deposits and the fixed assets used in the branch operation. No loans were involved in the transaction. As a result of this transaction, the Company recorded additional goodwill and core deposit premiums of $344,000 and $117,000, respectively.

On March 19, 2004, the Company merged with Alliance Bancorporation, Inc. (“ABI”). ABI owned Alliance Bank of Hot Springs, Hot Springs, Arkansas with consolidated assets (including goodwill and core deposit premiums), loans and deposits of approximately $155 million, $70 million and $110 million, respectively. During the second quarter of 2004, Alliance Bank changed its name to Simmons First Bank of Hot Springs and continues to operate as a separate community bank with virtually the same board of directors, management and staff. As a result of this transaction, the Company recorded additional goodwill and core deposit premiums of $14,690,000 and $1,245,000, respectively.

NOTE 3: INVESTMENT SECURITIES

The amortized cost and fair value of investment securities that are classified as held-to-maturity and available-for-sale are as follows:

	September 30, 2005									December 31, 2004
			Gross		Gross			Estimated				Gross		Gross			Estimated
	Amortized		Unrealized		Unrealized			Fair		Amortized		Unrealized		Unrealized			Fair
(In thousands)	Cost		Gains		(Losses)			Value		Cost		Gains		(Losses)			Value

Held-to-Maturity
U.S. Treasury	$	2,007	$	1	$	(20	)	$	1,988	$	4,020	$	12	$	(19	)	$	4,013
U.S. Government
agencies		25,999		1		(329	)		25,671		21,500		18		(76	)		21,442
Mortgage-backed
securities		197		4		--			201		307		7		(1	)		313
State and political
subdivisions		120,424		950		(537	)		120,837		122,457		1,617		(390	)		123,684
Other securities		2,495		--		--			2,495		2,980		--		--			2,980
	$	151,122	$	956	$	(886	)	$	151,192	$	151,264	$	1,654	$	(486	)	$	152,432
Available-for-Sale
U.S. Treasury	$	17,490	$	--	$	(127	)	$	17,363	$	24,218	$	3	$	(125	)	$	24,096
U.S. Government
agencies		352,518		53		(6,262	)		346,309		343,716		226		(2,856	)		341,086
Mortgage-backed
securities		3,469		21		(48	)		3,442		3,919		13		(55	)		3,877
State and political
subdivisions		3,114		55		--			3,169		4,616		130		--			4,746
Other securities		17,890		675		--			18,565		16,154		1,111		(276	)		16,989
	$	394,481	$	804	$	(6,437	)	$	388,848	$	392,623	$	1,483	$	(3,312	)	$	390,794

The carrying value, which approximates the fair value, of securities pledged as collateral, to secure public deposits and for other purposes, amounted to $395,049,000 at September 30, 2005 and $397,311,000 at December 31, 2004.

The book value of securities sold under agreements to repurchase amounted to $73,581,000 and $68,515,000 for September 30, 2005 and December 31, 2004, respectively.

Income earned on securities for the nine months ended September 30, 2005 and 2004, is as follows:

(In thousands)	2005		2004

Taxable
Held-to-maturity	$	773	$	1,101
Available-for-sale		9,542		8,067
Non-taxable
Held-to-maturity		3,460		3,600
Available-for-sale		151		183

Total	$	13,926	$	12,951

Maturities of investment securities at September 30, 2005 are as follows:

	Held-to-Maturity				Available-for-Sale
	Amortized		Fair		Amortized		Fair
(In thousands)	Cost		Value		Cost		Value

One year or less	$	19,768	$	19,767	$	58,940	$	58,423
After one through five years		62,517		62,385		246,717		241,867
After five through ten years		64,231		64,396		69,107		68,162
After ten years		3,041		3,078		1,826		1,831
Other securities		1,565		1,566		17,891		18,565
Total	$	151,122	$	151,192	$	394,481	$	388,848

Gross realized losses of $275,000 and $0 were recognized for the nine-month periods ended September 30, 2005 and 2004, respectively. There were no realized gains over the same periods.

Most of the state and political subdivision debt obligations are non-rated bonds and represent small, Arkansas issues, which are evaluated on an ongoing basis.

NOTE 4: LOANS AND ALLOWANCE FOR LOAN LOSSES

The various categories are summarized as follows:

	September 30,		December 31,
(In thousands)	2005		2004

Consumer
Credit cards	$	138,077	$	155,326
Student loans		89,759		83,283
Other consumer		136,626		128,552
Real Estate
Construction		227,063		169,001
Single family residential		338,458		318,488
Other commercial		462,978		481,728
Commercial
Commercial		177,682		158,613
Agricultural		105,107		62,340
Financial institutions		21,219		1,079
Other		12,402		12,966
Total loans before allowance for loan losses	$	1,709,371	$	1,571,376

As of September 30, 2005, credit card loans, which are unsecured, were $138,077,000 or 8.1% of total loans versus $155,326,000 or 9.9% of total loans at December 31, 2004. The credit card loans are diversified by geographic region to reduce credit risk and minimize any adverse impact on the portfolio. Credit card loans are regularly reviewed to facilitate the identification and monitoring of creditworthiness.

At September 30, 2005 and December 31, 2004, impaired loans totaled $16,869,000 and $16,606,000, respectively. All impaired loans had either specific or general allocations within the allowance for loan losses. Allocations of the allowance for loan losses relative to impaired loans at September 30, 2005, were $4,060,000 and $4,125,000 at December 31, 2004. Approximately $313,000 and $268,000 of interest income were recognized on average impaired loans of $15,984,000 and $19,520,000 as of September 30, 2005 and 2004, respectively. Interest recognized on impaired loans on a cash basis during the first nine months of 2005 and 2004 was immaterial.

Transactions in the allowance for loan losses are as follows:

	September 30,		December 31,
(In thousands)	2005		2004

Balance, beginning of year	$	26,508	$	25,347
Additions
ABI allowance for loan losses		--		1,108
Provision charged to expense		5,895		6,095
		32,403		32,550
Deductions
Losses charged to allowance, net of recoveries
of $3,305 and $1,582 for the first nine months of
2005 and 2004, respectively		5,074		4,948

Balance, September 30	$	27,329		27,602

Additions
Provision charged to expense				1,932

Deductions
Losses charged to allowance, net of recoveries
of $849 for the last three months of 2004				3,026

Balance, end of year			$	26,508

NOTE 5: GOODWILL AND CORE DEPOSIT PREMIUMS

Goodwill is tested annually for impairment. If the implied fair value of goodwill is lower than its carrying amount, goodwill impairment is indicated and goodwill is written down to its implied fair value. Subsequent increases in goodwill value are not recognized in the financial statements.

Core deposit premiums are periodically evaluated as to the recoverability of their carrying value.

The carrying basis and accumulated amortization of core deposit premiums (net of core deposit premiums that were fully amortized) at September 30, 2005 and December 31, 2004, were as follows:

	September 30,			December 31,
(In thousands)	2005			2004

Gross carrying amount	$	7,216		$	7,216
Accumulated amortization		(2,009	)		(1,387)

Net core deposit premiums	$	5,207		$	5,829

Core deposit premium amortization expense recorded for the nine months ended September 30, 2005 and 2004, was $622,000 and $584,000, respectively. The Company’s estimated amortization expense for the remainder of 2005 is $208,000, and for each of the following four years is: 2006 - $827,000; 2007 - $815,000; 2008 - $804,000 and 2009 - $799,000.

NOTE 6: TIME DEPOSITS

Time deposits include approximately $415,302,000 and $356,926,000 of certificates of deposit of $100,000 or more at September 30, 2005 and December 31, 2004 respectively.

NOTE 7: INCOME TAXES

The provision for income taxes is comprised of the following components:

	September 30,			September 30,
(In thousands)	2005			2004

Income taxes currently payable	$	10,671		$	6,008
Deferred income taxes		(1,227	)		2,675
Provision for income taxes	$	9,444		$	8,683

The tax effects of temporary differences related to deferred taxes shown on the balance sheets are shown below:

		September 30,			December 31,
(In thousands)		2005			2004

Deferred tax assets
Allowance for loan losses	$	8,398		$	8,028
Valuation of foreclosed assets		189			189
Deferred compensation payable		1,029			989
FHLB advances		117			168
Vacation compensation		709			689
Loan interest		241			242
Available-for-sale securities		2,067			673
Other		294			202
Total deferred tax assets		13,044			11,180

Deferred tax liabilities
Accumulated depreciation		(520	)		(866)
Deferred loan fee income and expenses, net		(656	)		(503)
FHLB stock dividends		(824	)		(758)
Goodwill and core deposit premium amortization		(2,619	)		(2,655)
Other		(2,487	)		(627)
Total deferred tax liabilities		(7,106	)		(5,409)

Net deferred tax assets included in other
assets on balance sheets	$	5,938		$	5,771

A reconciliation of income tax expense at the statutory rate to the Company's actual income tax expense is shown below:

	September 30,			September 30,
(In thousands)	2005			2004

Computed at the statutory rate (35%)	$	10,353		$	9,551

Increase (decrease) resulting from:
Tax exempt income		(1,422	)		(1,496)
Other differences, net		513			628

Actual tax provision	$	9,444		$	8,683

NOTE 8: SHORT-TERM AND LONG-TERM DEBT

Long-term debt at September 30, 2005 and December 31, 2004, consisted of the following components:

	September 30,		December 31,
(In thousands)	2005		2004

Note Payable, due 2007, at a floating rate of
0.90% above the 30 day LIBOR rate, reset
monthly, unsecured	$	4,000	$	6,000
FHLB advances, due 2004 to 2023, 1.02% to 8.41%
secured by residential real estate loans		52,066		57,733
Trust preferred securities, due 2033,
fixed at 8.25%, callable in 2008 without penalty		10,310		10,310
Trust preferred securities, due 2033,
floating rate of 2.80% above the three-month LIBOR
rate, reset quarterly, callable in 2008 without penalty		10,310		10,310
Trust preferred securities, due 2033,
fixed rate of 6.97% during the first seven years
and at a floating rate of 2.80% above the three-month
LIBOR rate, reset quarterly, thereafter, callable
in 2010 without penalty		10,310		10,310

	$	86,996	$	94,663

At September 30, 2005 the Company had Federal Home Loan Bank (“FHLB”) advances with original maturities of one year or less of $91.3 million with a weighted average rate of 3.66% which are not included in the above table.

The trust preferred securities are tax-advantaged issues that qualify for Tier 1 capital treatment. Distributions on these securities are included in interest expense on long-term debt. Each of the trusts is a statutory business trust organized for the sole purpose of issuing trust securities and investing the proceeds thereof in junior subordinated debentures of the Corporation, the sole asset of each trust. The preferred securities of each trust represent preferred beneficial interests in the assets of the respective trusts and are subject to mandatory redemption upon payment of the junior subordinated debentures held by the trust. The common securities of each trust are wholly-owned by the Corporation. Each trust’s ability to pay amounts due on the trust preferred securities is solely dependent upon the Corporation making payment on the related junior subordinated debentures. The Corporation’s obligations under the junior subordinated securities and other relevant trust agreements, in aggregate, constitute a full and unconditional guarantee by the Corporation of each respective trust’s obligations under the trust securities issued by each respective trust.

Aggregate annual maturities of long-term debt at September 30, 2005, are:

			Annual
(In thousands)	Year		Maturities

		2005	$	3,055
		2006		13,188
		2007		11,440
		2008		7,164
		2009		5,396
		Thereafter		46,753

		Total	$	86,996

NOTE 9: CONTINGENT LIABILITIES

The Company and/or its subsidiaries have various unrelated legal proceedings, most of which involve loan foreclosure activity pending, which, in the aggregate, are not expected to have a material adverse effect on the financial position of the Company and its subsidiaries. However, on October 1, 2003, an action in Pulaski County Circuit Court was filed by Thomas F. Carter, Tena P. Carter and certain related entities against Simmons First Bank of South Arkansas and Simmons First National Bank alleging wrongful conduct by the banks in the collection of certain loans. The plaintiffs are seeking $2,000,000 in compensatory damages and $10,000,000 in punitive damages. The Company has filed a Motion to Dismiss. At this time, no basis for any material liability has been identified. The Banks plan to vigorously defend the claims asserted in the suit.

NOTE 10: CAPITAL STOCK

At the Company’s annual shareholder meeting held on March 30, 2004, the shareholders approved an amendment to the Articles of Incorporation reducing the par value of the Class A Common Stock from $1.00 to $0.01 and eliminating the authority of the Company to issue Class B common stock, Class A Preferred Stock and Class B Preferred Stock.

NOTE 11: UNDIVIDED PROFITS

The Company’s subsidiary banks are subject to a legal limitation on dividends that can be paid to the parent company without prior approval of the applicable regulatory agencies. The approval of the Comptroller of the Currency is required, if the total of all dividends declared by a national bank in any calendar year exceeds the total of its net profits, as defined, for that year combined with its retained net profits of the preceding two years. Arkansas bank regulators have specified that the maximum dividend limit state banks may pay to the parent company without prior approval is 75% of current year earnings plus 75% of the retained net earnings of the preceding year. At September 30, 2005, the bank subsidiaries had approximately $14 million available for payment of dividends to the Company, without prior approval of the regulatory agencies.

The Federal Reserve Board's risk-based capital guidelines include the definitions for (1) a well-capitalized institution, (2) an adequately-capitalized institution, and (3) an undercapitalized institution. The criteria for a well-capitalized institution are: a 5% "Tier l leverage capital" ratio, a 6% "Tier 1 risk-based capital" ratio, and a 10% "total risk-based capital" ratio. As of September 30, 2005, each of the eight subsidiary banks met the capital standards for a well-capitalized institution. The Company's “total risk-based capital” ratio was 13.23% at September 30, 2005.

NOTE 12: STOCK OPTIONS AND RESTRICTED STOCK

At September 30, 2005, the Company had stock options outstanding of 634,310 shares and stock options exercisable of 568,173 shares. During the first nine months of 2005, there were 80,460 shares issued upon exercise of stock options, options for 900 shares were forfeited or expired and 39,770 additional stock options of the Company were granted. Also, 5,620 additional shares of common stock of the Company were granted and issued as bonus shares of restricted stock, during the first nine months of 2005.

NOTE 13: ADDITIONAL CASH FLOW INFORMATION

	Nine Months Ended
	September 30,
(In thousands)	2005		2004

Interest paid	$	29,019	$	22,137
Income taxes paid	$	9,732	$	8,770

NOTE 14: CERTAIN TRANSACTIONS

From time to time the Company and its subsidiaries have made loans and other extensions of credit to directors, officers, their associates and members of their immediate families. From time to time directors, officers and their associates and members of their immediate families have placed deposits with the Company’s subsidiary banks. Such loans, other extensions of credit and deposits were made in the ordinary course of business, on substantially the same terms (including interest rates and collateral) as those prevailing at the time for comparable transactions with other persons and did not involve more than normal risk of collectibility or present other unfavorable features.

NOTE 15: COMMITMENTS AND CREDIT RISK

The Company grants agri-business, commercial and residential loans to customers throughout Arkansas, along with credit card loans to customers throughout the United States. Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since a portion of the commitments may expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. Each customer's creditworthiness is evaluated on a case-by-case basis. The amount of collateral obtained, if deemed necessary, is based on management's credit evaluation of the counterparty. Collateral held varies, but may include accounts receivable, inventory, property, plant and equipment, commercial real estate and residential real estate.

At September 30, 2005, the Company had outstanding commitments to extend credit aggregating approximately $202,281,000 and $447,188,000 for credit card commitments and other loan commitments, respectively. At December 31, 2004, the Company had outstanding commitments to extend credit aggregating approximately $188,399,000 and $339,866,000 for credit card commitments and other loan commitments, respectively.

Letters of credit are conditional commitments issued by the Company, to guarantee the performance of a customer to a third party. Those guarantees are primarily issued to support public and private borrowing arrangements, including commercial paper, bond financing, and similar transactions. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loans to customers. The Company had total outstanding letters of credit amounting to $14,926,000 and $16,684,000 at September 30, 2005 and December 31, 2004, respectively, with terms ranging from 90 days to three years. At September 30, 2005 and December 31, 2004 the Company’s deferred revenue under standby letter of credit agreements is approximately $139,000 and $85,000, respectively.

NOTE 16: SUBSEQUENT EVENTS

On November 1, 2005, the Company completed the branch purchase in which Bank of Little Rock sold its Southwest Little Rock, Arkansas location at 8500 Geyer Springs Road to Simmons First National Bank, a subsidiary of the Company. The acquisition included approximately $2.4 million in total deposits in addition to the fixed assets used in the branch operation. No loans were involved in the transaction. As a result of this transaction, the Company recorded additional core deposit premiums of approximately $30,000.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

BKD, LLP

Certified Public Accountants

200 East Eleventh

Pine Bluff, Arkansas

Audit Committee, Board of Directors and Stockholders

Simmons First National Corporation

Pine Bluff, Arkansas

We have reviewed the accompanying consolidated balance sheet of SIMMONS FIRST NATIONAL CORPORATION as of September 30, 2005, and the related consolidated statements of income for the three-month and nine-month periods ended September 30, 2005 and 2004, and stockholders’ equity and cash flows for the nine-month periods ended September 30, 2005 and 2004. These interim financial statements are the responsibility of the Company’s management.

We conducted our reviews in accordance with the standards of the Public Company Accounting Oversight Board (United States). A review of interim financial information consists principally of applying analytical procedures to financial data and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the Public Company Accounting Oversight Board, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

Based on our reviews, we are not aware of any material modifications that should be made to the consolidated financial statements referred to above for them to be in conformity with accounting principles generally accepted in the United States of America.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheet as of December 31, 2004, and the related consolidated statements of income, stockholders' equity and cash flows for the year then ended (not presented herein), and in our report dated February 9, 2005, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying consolidated balance sheet as of December 31, 2004, is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.

	/s/ BKD, LLP
	BKD, LLP

Pine Bluff, Arkansas
Date: October 26, 2005

Item 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

OVERVIEW

Simmons First National Corporation recorded earnings of $7,334,000, or $0.50 diluted earnings per share for the third quarter of 2005, compared to earnings of $6,907,000, or $0.47 diluted earnings per share for same period in 2004. This represents a $427,000, or 6.2% increase in the third quarter 2005 earnings over 2004. From September 30, 2004 to September 30, 2005, quarterly diluted earnings per share increased by $0.03, or 6.4%. Annualized return on average assets and annualized return on average stockholders’ equity for the three-month period ended September 30, 2005, was 1.15% and 12.05%, compared to 1.14% and 11.79%, respectively, for the same period in 2004. On a quarter over quarter basis, the increase in earnings is primarily the result of continued loan growth, an increase in non-interest income, disciplined expense control, and a reduced provision for loan losses resulting from improvements in asset quality.

Earnings for the nine-month period ended September 30, 2005, were $20,137,000, or $1.37 per diluted share. These earnings reflect an increase of $1.5 million, or $0.11 per share, when compared to the nine-month period ended September 30, 2004, earnings of $18,606,000, or $1.26 per diluted share. Annualized return on average assets and annualized return on average stockholders’ equity for the nine-month period ended September 30, 2005, were 1.08% and 11.29%, compared to 1.06% and 10.98%, respectively, for the same period in 2004.

Asset quality strengthened through September 30, 2005, continuing the trend of the past several quarters. Non-performing assets decreased by $2.2 million from December 31, 2004, a 16.2% decrease. The non-performing assets ratio fell to 68 basis points at September 30, 2005, from 89 basis points at December 31, 2004, a 21 basis point improvement. Non-performing loans to total loans improved to 55 basis points at the end of the quarter, compared to 76 basis points at December 31, 2004. The allowance for loan losses improved to 289% of non-performing loans as of September 30, 2005, compared to 221% as of December 31, 2004. At September 30, 2005, the allowance for loan losses equaled 1.60% of total loans, compared to 1.69% at December 31, 2004.

The annualized net charge-off ratio for the third quarter of 2005 was 33 basis points. Excluding credit cards, the annualized net charge-off ratio was 13 basis points. The credit card annualized net charge-offs as a percent of the credit card portfolio was 2.65% for the quarter ended September 30, 2005, approximately 300 basis points below the most recently reported industry average of 5.87%.

Total assets for the Company at September 30, 2005, were $2.577 billion, an increase of $163.1 million from the same figure at December 31, 2004. Stockholders’ equity at the end of the third quarter of 2005 was $241.2 million, a $2.9 million, or 1.2%, increase from December 31, 2004.

Simmons First National Corporation is an Arkansas based financial holding company with eight community banks in Pine Bluff, Lake Village, Jonesboro, Rogers, Searcy, Russellville, El Dorado and Hot Springs, Arkansas. The Company's eight banks conduct financial operations from 79 offices, of which 77 are financial centers, located in 44 communities.

CRITICAL ACCOUNTING POLICIES

Overview

Management has reviewed its various accounting policies. Based on this review management believes the policies most critical to the Company are the policies associated with its lending practices including the accounting for the allowance for loan losses, treatment of goodwill, recognition of fee income, estimates of income taxes and employee benefit plans as it relates to stock options.

Loans

Loans which the Company has the intent and ability to hold for the foreseeable future or until maturity or pay-off are reported at their outstanding principal balance adjusted for any loans charged-off, any deferred fees or costs on originated loans and unamortized premiums or discounts on purchased loans. Interest income is reported on the interest method and includes amortization of net deferred loan fees and costs over the estimated life of the loan. Generally, loans are placed on non-accrual status at ninety days past due and interest is considered a loss, unless the loan is well secured and in the process of collection.

Discounts and premiums on purchased residential real estate loans are amortized to income using the interest method over the remaining period to contractual maturity, adjusted for anticipated prepayments. Discounts and premiums on purchased consumer loans are recognized over the expected lives of the loans using methods that approximate the interest method.

Allowance for Loan Losses

The allowance for loan losses is established as losses are estimated to have occurred through a provision for loan losses charged to income. Loan losses are charged against the allowance when management believes the uncollectibility of a loan balance is confirmed. Subsequent recoveries, if any, are credited to the allowance.

The allowance is maintained at a level considered adequate to provide for potential loan losses related to specifically identified loans as well as probable credit losses inherent in the remainder of the loan portfolio that have been incurred as of period end. This estimate is based on management's evaluation of the loan portfolio, as well as on prevailing and anticipated economic conditions and historical losses by loan category. General reserves have been established, based upon the aforementioned factors and allocated to the individual loan categories. Allowances are accrued on specific loans evaluated for impairment for which the basis of each loan, including accrued interest, exceeds the discounted amount of expected future collections of interest and principal or, alternatively, the fair value of loan collateral. The unallocated reserve generally serves to compensate for the uncertainty in estimating loan losses, including the possibility of changes in risk ratings and specific reserve allocations in the loan portfolio as a result of the Company’s ongoing risk management system.

A loan is considered impaired when it is probable that the Company will not receive all amounts due according to the contractual terms of the loan. This includes loans that are delinquent 90 days or more, nonaccrual loans and certain other loans identified by management. Certain other loans identified by management consist of performing loans with specific allocations of the allowance for loan losses. Specific allocations are applied when quantifiable factors are present requiring a greater allocation than that established using the classified asset approach, as defined by the Office of the Comptroller of the Currency. Accrual of interest is discontinued and interest accrued and unpaid is removed at the time such amounts are delinquent 90 days, unless management is aware of circumstances which warrant continuing the interest accrual. Interest is recognized for nonaccrual loans only upon receipt and only after all principal amounts are collected.

Goodwill

Goodwill represents the excess of cost over the fair value of net assets of acquired subsidiaries and branches. Financial Accounting Standards Board Statement No. 142 and No. 147 eliminated the amortization for these assets as of January 1, 2002. While goodwill is not amortized, impairment testing of goodwill is performed annually, or more frequently if certain conditions occur. The Company did not record impairment of goodwill in 2005 or 2004.

Core Deposit Premiums

Core deposit premiums are being amortized using both straight-line and accelerated methods over periods ranging from 8 to 15 years. Such assets are periodically evaluated as to the recoverability of their carrying value.

Fee Income

Periodic credit card fees, net of direct origination costs, are recognized as revenue on a straight-line basis over the period the fee entitles the cardholder to use the card. Origination fees and costs for other loans are being amortized over the estimated life of the loan.

Income Taxes

Deferred tax assets and liabilities are recognized for the tax effects of differences between the financial statement and tax bases of assets and liabilities. A valuation allowance is established to reduce deferred tax assets if it is more likely than not that a deferred tax asset will not be realized.

Employee Benefit Plans

The Company has a stock-based employee compensation plan. Presently, the Company accounts for this plan under recognition and measurement principles of APB Opinion No. 25, Accounting for Stock Issued to Employees, and related Interpretations. No stock-based employee compensation cost is reflected in net income, as all options granted under those plans had an exercise price equal to the market value of the underlying common stock on the grant date.

In December 2004, FASB issued SFAS No. 123R, Share-Based Payment, which requires all companies to measure compensation cost for all share-based payments (including employee stock options) at fair value. SFAS 123R becomes effective for public companies at the beginning of their next fiscal year that begins after June 15, 2005. The standard would require companies to expense the fair value of all stock options that have future vesting provisions, are modified, or are newly granted beginning on the grant date of such options. The Company is currently evaluating the impact that this statement will have on its financial statements and the Company will adopt SFAS 123R on the effective date of the statement.

ACQUISITIONS

On March 19, 2004, the Company merged with ABI. ABI owned Alliance Bank of Hot Springs, Hot Springs, Arkansas with consolidated assets (including goodwill and core deposit premiums), loans and deposits of approximately $155 million, $70 million and $110 million, respectively. During the second quarter of 2004, Alliance Bank changed its name to Simmons First Bank of Hot Springs and continues to operate as a separate community bank with virtually the same board of directors, management and staff. As a result of this transaction, the Company recorded additional goodwill and core deposit premiums of $14,690,000 and $1,245,000, respectively.

The systems integration for the 2004 mergers and acquisitions were completed during the second quarter of 2004.

NET INTEREST INCOME

Overview

Net interest income, the Company's principal source of earnings, is the difference between the interest income generated by earning assets and the total interest cost of the deposits and borrowings obtained to fund those assets. Factors that determine the level of net interest income include the volume of earning assets and interest bearing liabilities, yields earned and rates paid, the level of non-performing loans and the amount of non-interest bearing liabilities supporting earning assets. Net interest income is analyzed in the discussion and tables below on a fully taxable equivalent basis. The adjustment to convert certain income to a fully taxable equivalent basis consists of dividing tax-exempt income by one minus the combined federal and state income tax rate (37.5% for September 30, 2005 and 2004).

Net Interest Income Quarter-to-Date Analysis

For the three-month period ended September 30, 2005, net interest income on a fully taxable equivalent basis was $23.7 million, an increase of $738,000, or 3.2%, from the same period in 2004. The increase in net interest income was the result of a $4.7 million increase in interest income offset by a $4.0 million increase in interest expense.

The $4.7 million increase in interest income primarily is the result of a $97 million increase in average interest earning assets due to internal growth, as well as a 56 basis point increase in yield on earning assets associated with the higher interest rate environment. The growth in average interest earning assets resulted in a $1.7 million improvement in interest income. The growth in average loans accounted for a $1.8 million increase, offset by lower averages in other interest earning assets. The higher interest rates accounted for a $3.0 million increase in interest income. The most significant component of this increase was the $2.4 million increase associated with the repricing of the Company’s loan portfolio that resulted from loans that matured during the period or were tied to a rate that fluctuated with changes in market rates. Historically, approximately 75% of the Company’s loan portfolio reprices in one year or less. As a result of this repricing, the average rate paid on the loan portfolio increased 56 basis points from 6.32% to 6.88%.

The $4.0 million increase in interest expense is the result of a $109.9 million increase in average interest bearing liabilities generated through internal growth, coupled with a 70 basis point increase in cost of funds due to competitive repricing during a higher interest rate environment. The higher level of average interest bearing liabilities resulted in a $501,000 increase in interest expense. More specifically, the higher level of average interest bearing liabilities was the result of increases of approximately $69.7 million from internal deposit growth and $63.0 million from fed funds sold and short-term debt, offset by a $22.8 million reduction in average long-term debt due primarily to the payoff of $17.3 million of trust preferred securities in December of 2004. The higher interest rates accounted for a $3.5 million increase in interest expense. The most significant component of this increase was the $2.2 million increase associated with the repricing of the Company’s time deposits that resulted from time deposits that matured during the period or were tied to a rate that fluctuated with changes in market rates. Historically, approximately 85% of the Company’s time deposits reprice in one year or less. As a result of this repricing, the average rate paid on time deposits increased 90 basis points from 2.02% to 2.92%.

Net Interest Income Year-to-Date Analysis

For the nine-month period ended September 30, 2005, net interest income on a fully taxable equivalent basis was $69.9 million, an increase of $4.1 million, or 6.2%, from the same period in 2004. The increase in net interest income was the result of a $12.0 million increase in interest income offset by a $7.9 million increase in interest expense.

The $12.0 million increase in interest income primarily is the result of a $106.0 million increase in average interest earning assets due to internal growth, as well as a 44 basis point increase in yield on earning assets associated with the higher interest rate environment. The growth in average interest earning assets resulted in a $5.8 million improvement in interest income. The growth in average loans accounted for $5.7 million of this increase. The higher interest rates accounted for a $6.2 million increase in interest income. The most significant component of this increase was the $4.6 million increase associated with the repricing of the Company’s loan portfolio that resulted from loans that matured during the period or were tied to a rate that fluctuated with changes in market rates. Historically, approximately 75% of the Company’s loan portfolio reprices in one year or less. As a result of this repricing, the average rate paid on the loan portfolio increased 37 basis points from 6.33% to 6.70%.

The $7.9 million increase in interest expense is the result a $111.3 million increase in average interest bearing liabilities generated through internal growth, coupled with a 45 basis point increase in cost of funds due to competitive repricing during a higher interest rate environment. The higher level of average interest bearing liabilities resulted in an $832,000 increase in interest expense. More specifically, the higher level of average interest bearing liabilities was the result of increases of approximately $100.1 million from internal deposit growth and $30.5 million from fed funds purchased and short-term debt, offset by a $19.3 million reduction in average long-term debt due primarily to the payoff of $17.3 million of trust preferred securities in December of 2004. The higher interest rates accounted for a $7.1 million increase in interest expense. The most significant component of this increase was the $4.1 million increase associated with the repricing of the Company’s time deposits that resulted from time deposits that matured during the period or were tied to a rate that fluctuated with changes in market rates. Historically, approximately 85% of the Company’s time deposits reprice in one year or less. As a result of this repricing, the average rate paid on time deposits increased 59 basis points from 2.02% to 2.61%.

Net Interest Margin

The Company’s net interest margin decreased 6 basis points to 4.10% for the three-month period ended September 30, 2005, when compared to 4.16% for the same period in 2004. The slight compression in margin was primarily driven by an increase in cost of funds resulting from competitive pressures in deposit repricing. This increase in the cost of funds was mitigated somewhat by growth in the loan portfolio and a reduction in interest expense associated with the December 31, 2004 prepayment of $17.3 million of trust preferred securities.

The Company believes that several factors have contributed to the decline in net interest margin, including the increase in the Fed Funds target rate, increasing competitive pressures, and the flattening of the yield curve.

The Company’s net interest margin increased 6 basis points to 4.14% for the nine-month period ended September 30, 2005, when compared to 4.08% for the same period in 2004. The increase in net interest margin can be primarily attributed to the continued growth in the commercial and real estate loan portfolios, combined with the reduction in interest expense resulting from the December 31, 2004 prepayment of $17.3 million of trust preferred securities.

Although, on a year to date basis, the Company’s net interest margin increased from last year, there were primarily two factors that had a negative impact on the margin. First, one of the higher yielding products, credit card loans, decreased approximately $14.1 million from September 30, 2004 to September 30, 2005, resulting in margin compression. Second, the Company experienced an increase in the cost of funds resulting from competitive pressures in deposit repricing.

Net Interest Income Tables

Table 1 and 2 reflect an analysis of net interest income on a fully taxable equivalent basis for the three-month and nine-month periods ended September 30, 2005 and 2004, respectively, as well as changes in fully taxable equivalent net interest margin for the three-month and nine-month periods ended September 30, 2005 versus September 30, 2004.

Table 1: Analysis of Net Interest Income

(FTE =Fully Taxable Equivalent)

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
(In thousands)	2005		2004		2005		2004

Interest income	$	34,492	$	29,785	$	97,515	$	85,565
FTE adjustment		803		820		2,445		2,398

Interest income - FTE		35,295		30,605		99,960		87,963
Interest expense		11,620		7,668		30,073		22,183

Net interest income - FTE	$	23,675	$	22,937	$	69,887	$	65,780

Yield on earning assets - FTE		6.11%		5.55%		5.90%		5.46%
Cost of interest bearing liabilities		2.34%		1.64%		2.08%		1.63%
Net interest spread - FTE		3.77%		3.91%		3.84%		3.83%
Net interest margin - FTE		4.10%		4.16%		4.14%		4.08%

Table 2: Changes in Fully Taxable Equivalent Net Interest Margin

	Three Months Ended			Nine Months Ended
	September 30,			September 30,
(In thousands)	2005 vs. 2004			2005 vs. 2004

Increase due to change in earning assets	$	1,677		$	5,766
Increase due to change in earning asset yields		3,013			6,231
Decrease due to change in interest bearing liabilities		(501	)		(832	)
Decrease due to change in interest rates paid on interest bearing liabilities		(3,451	)		(7,058	)
Increase in net interest income	$	738		$	4,107

Table 3 shows, for each major category of earning assets and interest bearing liabilities, the average (computed on a daily basis) amount outstanding, the interest earned or expensed on such amount and the average rate earned or expensed for the three-month and nine-month periods ended September 30, 2005 and 2004. The table also shows the average rate earned on all earning assets, the average rate expensed on all interest bearing liabilities, the net interest spread and the net interest margin for the same periods. The analysis is presented on a fully taxable equivalent basis. Non-accrual loans were included in average loans for the purpose of calculating the rate earned on total loans.

Table 3: Average Balance Sheets and Net Interest Income Analysis

	Three Months Ended September 30,
	2005						2004
	Average		Income/		Yield/		Average		Income/		Yield/
(In thousands)	Balance		Expense		Rate(%)		Balance		Expense		Rate(%)

ASSETS
Earning Assets
Interest bearing balances due from banks	$	16,384	$	119		2.88	$	13,817	$	34		0.98
Federal funds sold		29,375		262		3.54		36,389		140		1.53
Investment securities - taxable		419,204		3,503		3.32		426,355		3,202		2.99
Investment securities - non-taxable		122,030		1,904		6.19		130,773		2,021		6.15
Mortgage loans held for sale		11,395		168		5.85		10,211		159		6.19
Assets held in trading accounts		4,711		25		2.11		236		2		3.37
Loans		1,689,883		29,314		6.88		1,577,821		25,047		6.32
Total interest earning assets		2,292,982		35,295		6.11		2,195,602		30,605		5.55
Non-earning assets		241,732						206,986
Total assets	$	2,534,714					$	2,402,588

LIABILITIES AND STOCKHOLDERS’ EQUITY
Liabilities
Interest bearing liabilities
Interest bearing transaction and savings accounts	$	751,877	$	2,015		1.06	$	740,559	$	1,269		0.68
Time deposits		956,558		7,031		2.92		898,202		4,555		2.02
Total interest bearing deposits		1,708,435		9,046		2.10		1,638,761		5,824		1.41
Federal funds purchased and securities sold under agreement to repurchase		92,508		815		3.50		91,950		302		1.31
Other borrowed funds
Short-term debt		82,463		646		3.11		19,967		94		1.87
Long-term debt		88,242		1,113		5.00		111,025		1,448		5.19
Total interest bearing liabilities		1,971,648		11,620		2.34		1,861,703		7,668		1.64
Non-interest bearing liabilities
Non-interest bearing deposits		303,387						292,578
Other liabilities		18,120						15,263
Total liabilities		2,293,155						2,169,544
Stockholders’ equity		241,559						233,044
Total liabilities and stockholders’ equity	$	2,534,714					$	2,402,588
Net interest spread						3.77						3.91
Net interest margin			$	23,675		4.10			$	22,937		4.16

	Nine Months Ended September 30,
	2005						2004
	Average		Income/		Yield/		Average		Income/		Yield/
(In thousands)	Balance		Expense		Rate(%)		Balance		Expense		Rate(%)

ASSETS
Earning Assets
Interest bearing balances due from banks	$	22,324	$	418		2.49	$	35,946	$	228		0.85
Federal funds sold		38,768		863		2.97		55,211		445		1.08
Investment securities - taxable		429,258		10,316		3.20		410,123		9,169		2.99
Investment securities - non-taxable		122,857		5,801		6.29		126,284		5,905		6.25
Mortgage loans held for sale		9,794		421		5.73		10,223		445		5.81
Assets held in trading accounts		4,549		74		2.17		531		6		1.51
Loans		1,630,995		82,067		6.70		1,514,252		71,765		6.33
Total interest earning assets		2,258,545		99,960		5.90		2,152,570		87,963		5.46
Non-earning assets		226,599						198,423
Total assets	$	2,485,144					$	2,350,993

LIABILITIES AND STOCKHOLDERS’ EQUITY

Liabilities
Interest bearing liabilities
Interest bearing transaction and savings accounts	$	767,160	$	5,508		0.96	$	717,643	$	3,496		0.65
Time deposits		939,464		18,381		2.61		888,852		13,446		2.02
Total interest bearing deposits		1,706,624		23,889		1.86		1,606,495		16,942		1.41

Federal funds purchased and securities sold under agreement to repurchase		99,673		2,088		2.79		90,206		756		1.12
Other borrowed funds
Short-term debt		32,629		790		3.23		11,626		134		1.54
Long-term debt		90,865		3,306		4.85		110,131		4,351		5.28
Total interest bearing liabilities		1,929,791		30,073		2.08		1,818,458		22,183		1.63
Non-interest bearing liabilities
Non-interest bearing deposits		300,430						290,019
Other liabilities		16,380						16,248
Total liabilities		2,246,601						2,124,725
Stockholders’ equity		238,543						226,268
Total liabilities and stockholders’ equity	$	2,485,144					$	2,350,993
Net interest spread						3.84						3.83
Net interest margin			$	69,887		4.14			$	65,780		4.08

Table 4 shows changes in interest income and interest expense, resulting from changes in volume and changes in interest rates for the three-month and nine-month periods ended September 30, 2005, as compared to the same periods of the prior year. The changes in interest rate and volume have been allocated to changes in average volume and changes in average rates, in proportion to the relationship of absolute dollar amounts of the changes in rates and volume.

Table 4: Volume/Rate Analysis

	Three Months Ended September 30,									Nine Months Ended September 30,
	2005 over 2004									2005 over 2004
(In thousands, on a fully				Yield/									Yield/
taxable equivalent basis)	Volume			Rate			Total			Volume			Rate			Total

Increase (decrease) in

Interest income
Interest bearing balances due from banks	$	7		$	78		$	85		$	(113	)	$	303		$	190
Federal funds sold		(32	)		154			122			(167	)		585			418
Investment securities - taxable		(55	)		356			301			440			706			1,146
Investment securities - non-taxable		(136	)		19			(117	)		(161	)		57			(104	)
Mortgage loans held for sale		18			(9	)		9			(18	)		(6	)		(24	)
Assets held in trading accounts		24			(1	)		23			63			5			68
Loans		1,851			2,416			4,267			5,722			4,581			10,303

Total		1,677			3,013			4,690			5,766			6,231			11,997

Interest expense
Interest bearing transaction and savings accounts		19			727			746			255			1,756			2,011
Time deposits		313			2,163			2,476			803			4,133			4,936
Federal funds purchased and securities sold under agreements to repurchase		2			511			513			87			1,245			1,332
Other borrowed funds
Short-term debt		455			97			552			407			249			656
Long-term debt		(288	)		(47	)		(335	)		(720	)		(325	)		(1,045	)

Total		501			3,451			3,952			832			7,058			7,890
Increase (decrease) in net interest income	$	1,176		$	(438	)	$	738		$	4,934		$	(827	)	$	4,107

PROVISION FOR LOAN LOSSES

The provision for loan losses represents management's determination of the amount necessary to be charged against the current period's earnings, in order to maintain the allowance for loan losses at a level, which is considered adequate, in relation to the estimated risk inherent in the loan portfolio. The level of provision to the allowance is based on management's judgment, with consideration given to the composition of the portfolio, historical loan loss experience, assessment of current economic conditions, past due and non-performing loans and net loan loss experience. It is management's practice to review the allowance on a quarterly basis to determine the level of provision made to the allowance after considering the factors noted above.

The provision for the three-month period ended September 30, 2005, was $1.7 million, compared to the $1.9 million for the three-month period ended September 30, 2004. The provision for the nine-month period ended September 30, 2005, was $5.9 million, compared to the $6.1 million for the nine-month period ended September 30, 2004. While the 2005 provision amounts are comparable to 2004, the decreases reflect the Company’s overall improvement in asset quality ratios offset by the growth in the loan portfolio.

NON-INTEREST INCOME

Total non-interest income was $10.7 million for the three-month period ended September 30, 2005, compared to $10.4 million for the same period in 2004. For the nine-months ended September 30, 2005, non-interest income was $31.6 million compared to the $30.8 reported for the same period ended September 30, 2004. Non-interest income is principally derived from recurring fee income, which includes service charges, trust fees and credit card fees. Non-interest income also includes income on the sale of mortgage loans, investment banking income, premiums on sale of student loans, income from the increase in cash surrender values of bank owned life insurance, and gains (losses) from sales of securities.

Table 5 shows non-interest income for the three-month and nine-month periods ended September 30, 2005 and 2004, respectively, as well as changes in 2005 from 2004.

Table 5: Non-Interest Income

	Three Months Ended Sept. 30,				2005 Change from					Nine Months Ended Sept. 30,					2005 Change from
(In thousands)	2005		2004		2004					2005			2004		2004

Trust income	$	1,430	$	1,388	$	42		3.02	%	$	4,164		$	4,021	$	143		3.56	%
Service charges on deposit accounts		4,154		3,928		226		5.75			11,721			10,922		799		7.31
Other service charges and fees		472		536		(64	)	(11.94	)		1,511			1,528		(17	)	(1.11	)
Income on sale of mortgage loans, net of commissions		826		814		13		1.60			2,221			2,610		(389	)	(14.90	)
Income on investment banking, net of commissions		146		101		45		44.55			364			514		(150	)	(29.18	)
Credit card fees		2,619		2,544		75		2.95			7,543			7,371		172		2.33
Premiums on sale of student loans		295		417		(122	)	(29.26	)		1,572			1,867		(295	)	(15.80	)
Bank owned life insurance income		312		23		289		1125.65			551			50		501		1100.20
Other income		486		633		(148	)	(23.38	)		2,163			1,868		295		15.79
Gain (loss) on sale of securities, net of taxes		--		--		--					(168	)		--		(168	)	(100.00	)

Total non-interest income	$	10,740	$	10,384	$	356		3.43	%	$	31,642		$	30,751	$	891		2.90	%

Recurring fee income for the three-month period ended September 30, 2005, was $8.7 million, an increase of $279,000, or 3.3% from the three-month period ended September 30, 2004. Recurring fee income for the nine-month period ended September 30, 2005, was $24.9 million, an increase of $1.1 million, or 4.6% from the nine-month period ended September 30, 2004. For the three-month period ended September 30, 2005, service charges on deposit accounts increased by $226,000 from the September 30, 2004 level, a 5.7% increase. For the nine-month period ended September 30, 2005, service charges on deposit accounts increased by $799,000 from the September 30, 2004 level, a 7.3% increase. The increase in service charges on deposit accounts for 2005 can be primarily attributed to normal growth in transaction accounts and improvement in the fee structure associated with the Company’s deposit accounts.

Premiums on sale of student loans were $295,000 for the quarter ended September 30, 2005, a decrease of $122,000, or 29.2% from the quarter ended September 30, 2004. Premiums on sale of student loans were $1.6 million for the nine-month period ended September 30, 2005, a decrease of $295,000, or 15.8% from the same period in 2004. These decreases were due to accelerated student loan sales in 2004 due to competitive pressures from consolidation lenders. As expected, student loan sales have returned to a more normal level in 2005.

During the three and nine-month periods ended September 30, 2005, income on the sale of mortgage loans increased $13,000 or 1.6% and decreased $389,000 or 14.9% from the same periods, respectively, during 2004. During the three and nine-month periods ended September 30, 2005, income on investment banking increased $45,000 or 44.5% and decreased $150,000 or 29.2% from the same periods, respectively, during 2004. These year-to-date 2005 decreases were primarily the result of a reduced demand for those products due to the rising interest rate environment.

On April 29, 2005, the Company invested an additional $25 million in Bank Owned Life Insurance (“BOLI”). BOLI income increased by $289,000 and $501,000, respectively, for the three and nine-months ended September 30, 2005, compared to the same periods in 2004. These increases were almost entirely attributable to this purchase.

During the quarter ended June 30, 2005, the Company sold certain available-for-sale investment securities obtained in a prior acquisition that did not fit its current investment portfolio strategy. As a result of this liquidation, the Company recognized an after-tax loss on sale of securities of $168,000 for the nine-months ended September 30, 2005. There were no gains or losses on sale of securities during the same period of 2004.

NON-INTEREST EXPENSE

Non-interest expense consists of salaries and employee benefits, occupancy, equipment, foreclosure losses and other expenses necessary for the operation of the Company. Management remains committed to controlling the level of non-interest expense, through the continued use of expense control measures that have been installed. The Company utilizes an extensive profit planning and reporting system involving all affiliates. Based on a needs assessment of the business plan for the upcoming year, monthly and annual profit plans are developed, including manpower and capital expenditure budgets. These profit plans are subject to extensive initial reviews and monitored by management on a monthly basis. Variances from the plan are reviewed monthly and, when required, management takes corrective action intended to ensure financial goals are met. Management also regularly monitors staffing levels at each affiliate, to ensure productivity and overhead are in line with existing workload requirements.

Non-interest expense for the three-month and nine-month periods ended September 30, 2005, was $21.2 million and $63.6 million, an increase of $666,000 or 3.2% and $2.9 million or 4.7%, respectively, from the same periods in 2004. These increases are primarily the result of an increase in normal ongoing operating expenses and the additional operating expenses associated with the first quarter 2004 acquisition.

Table 6 below shows non-interest expense for the three-month and nine-month periods ended September 30, 2005 and 2004, respectively, as well as changes in 2005 from 2004.

Table 6: Non-Interest Expense

	Three Months Ended Sept. 30				2005 Change from					Nine Months Ended Sept. 30				2005 Change from
(In thousands)	2005		2004		2004					2005		2004		2004

Salaries and employee benefits	$	12,703	$	12,091	$	612		5.06	%	$	38,231	$	36,176		$	2,055		5.68	%
Occupancy expense, net		1,483		1,431		52		3.63			4,314		4,126			188		4.56
Furniture and equipment expense		1,421		1,445		(24	)	(1.66	)		4,277		4,202			75		1.78
Loss on foreclosed assets		57		49		8		16.33			160		230			(70	)	(30.43	)
Other operating expenses
Professional services		512		560		(48	)	(8.57	)		1,655		1,542			113		7.33
Postage		555		572		(17	)	(2.97	)		1,693		1,710			(17	)	(0.99	)
Telephone		442		489		(47	)	(9.61	)		1,328		1,329			(1	)	(0.08	)
Credit card expenses		741		591		150		25.38			2,003		1,774			229		12.91
Operating supplies		399		339		60		17.70			1,190		1,137			53		4.66
FDIC insurance		72		76		(4	)	(5.26	)		214		216			(2	)	(0.93	)
Amortization of intangibles		207		203		4		1.97			622		579			43		7.43
Other expense		2,634		2,714		(80	)	(2.95	)		7,921		7,728			193		2.50
Total non-interest expense	$	21,226	$	20,560	$	666		3.24	%	$	63,608	$	60,749		$	2,859		4.71	%

LOAN PORTFOLIO

The Company's loan portfolio averaged $1.631 billion and $1.514 billion during the first nine months of 2005 and 2004, respectively. As of September 30, 2005, total loans were $1.709 billion, an increase of $138.0 million from December 31, 2004. The most significant components of the loan portfolio were loans to businesses (commercial loans, commercial real estate loans and agricultural loans) and individuals (consumer loans, credit card loans and single-family residential real estate loans).

The Company seeks to manage its credit risk by diversifying its loan portfolio, determining that borrowers have adequate sources of cash flow for loan repayment without liquidation of collateral, obtaining and monitoring collateral, providing an adequate allowance for loan losses and regularly reviewing loans through the internal loan review process. The loan portfolio is diversified by borrower, purpose and industry and, in the case of credit card loans, which are unsecured, by geographic region. The Company seeks to use diversification within the loan portfolio to reduce credit risk, thereby minimizing the adverse impact on the portfolio, if weaknesses develop in either the economy or a particular segment of borrowers. Collateral requirements are based on credit assessments of borrowers and may be used to recover the debt in case of default. The Company uses the allowance for loan losses as a method to value the loan portfolio at its estimated collectible amount. Loans are regularly reviewed to facilitate the identification and monitoring of deteriorating credits.

Consumer loans consist of credit card loans, student loans and other consumer loans. Consumer loans were $364.5 million at September 30, 2005, or 21.3% of total loans, compared to $367.2 million, or 23.4% of total loans at December 31, 2004. The consumer loan decrease from December 31, 2004 to September 30, 2005 is the result of the Company’s lower credit card portfolio.

As a general rule, the Company’s credit card portfolio experiences seasonal fluctuations, reaching its highest level during the fourth quarter. However, the Company continues to experience significant competitive pressure from the credit card industry. Over the last two years, the credit card portfolio has decreased by approximately $10 million per year. In order to reverse this trend, the Company has introduced new initiatives to make the product more competitive. The primary initiative is to move as many qualifying accounts as possible from a standard VISA product to a Platinum VISA Rewards product. The Platinum card compares favorably with similar products in the market, carries a low fixed interest rate of 8.95%, and offers customers competitive rewards based on their purchases. The Company has converted over 9,400 accounts, or approximately 35% of the targeted accounts, to the Platinum card. In addition, the rewards program for the Platinum card has been expanded beyond air miles. As a result, there has been an increase in volume from the expanded rewards program, which, in turn, is having a positive impact on fee income.

Real estate loans consist of construction loans, single-family residential loans and commercial real estate loans. Real estate loans were $1.028 billion at September 30, 2005, or 60.2% of total loans, compared to the $969.2 million, or 61.7% of total loans at December 31, 2004. Construction loans accounted for $58.1 million of the increase in real estate loans, while single-family residential loans increased by $20.0 million from December 31, 2004 to September 30, 2005. These increases are primarily due to increased loan demand in various growth areas of Arkansas.

Commercial loans consist of commercial loans, agricultural loans and loans to financial institutions. Commercial loans were $304.0 million at September 30, 2005, or 17.8% of total loans, compared to $222.0 million, or 14.1% of total loans at December 31, 2004. The commercial loan increase is primarily due to a $42.8 million seasonal increase in agricultural loans, a $20.1 million increase in loans to financial institutions, and a $19.1 million increase in other commercial loans.

The amounts of loans outstanding at the indicated dates are reflected in Table 7, according to type of loan.

Table 7: Loan Portfolio

	September 30,		December 31,
(In thousands)	2005		2004
Consumer
Credit cards	$	138,077	$	155,326
Student loans		89,759		83,283
Other consumer		136,626		128,552
Real Estate
Construction		227,063		169,001
Single family residential		338,458		318,488
Other commercial		462,978		481,728
Commercial
Commercial		177,682		158,613
Agricultural		105,107		62,340
Financial institutions		21,219		1,079
Other		12,402		12,966
Total loans before allowance for loan losses	$	1,709,371	$	1,571,376

ASSET QUALITY

A loan is considered impaired when it is probable that the Company will not receive all amounts due according to the contracted terms of the loans. Impaired loans include non-performing loans (loans past due 90 days or more and nonaccrual loans) and certain other loans identified by management that are still performing.

Non-performing loans are comprised of (a) nonaccrual loans, (b) loans that are contractually past due 90 days and (c) other loans for which terms have been restructured to provide a reduction or deferral of interest or principal, because of deterioration in the financial position of the borrower. The subsidiary banks recognize income principally on the accrual basis of accounting. When loans are classified as nonaccrual, the accrued interest is charged off and no further interest is accrued. Loans, excluding credit card loans, are placed on a nonaccrual basis either: (1) when there are serious doubts regarding the collectability of principal or interest, or (2) when payment of interest or principal is 90 days or more past due and either (i) not fully secured or (ii) not in the process of collection. If a loan is determined by management to be uncollectible, the portion of the loan determined to be uncollectible is then charged to the allowance for loan losses.

Credit card loans are classified as impaired when payment of interest or principal is 90 days past due. Litigation accounts are placed on nonaccrual until such time as deemed uncollectible. Credit card loans are generally charged off when payment of interest or principal exceeds 180 days past due, but are turned over to the credit card recovery department, to be pursued until such time as they are determined, on a case-by-case basis, to be uncollectible.

At September 30, 2005, impaired loans were $16.9 million compared to $16.6 million at December 31, 2004.

Table 8 presents information concerning non-performing assets, including nonaccrual and other real estate owned.

Table 8: Non-performing Assets
	September 30,			December 31,
(In thousands)	2005			2004

Nonaccrual loans	$	8,288		$	10,918
Loans past due 90 days or more (principal or interest payments)		1,181			1,085
Total non-performing loans		9,469			12,003

Other non-performing assets
Foreclosed assets held for sale		2,120			1,839
Other non-performing assets		78			83
Total other non-performing assets		2,198			1,922

Total non-performing assets	$	11,667		$	13,925

Allowance for loan losses to non-performing loans		288.63	%		220.84	%
Non-performing loans to total loans		0.55	%		0.76	%
Non-performing assets to total assets		0.45	%		0.58	%
Non-performing assets ratio*		0.68	%		0.89	%

*(Non-performing loans + foreclosed assets) / (total loans + foreclosed assets)

There was no interest income on the nonaccrual loans recorded for the nine-month periods ended September 30, 2005 and 2004.

ALLOWANCE FOR LOAN LOSSES

Overview

The Company maintains an allowance for loan losses. This allowance is created through charges to income and maintained at a sufficient level to absorb expected losses in the Company’s portfolio. The allowance for loan losses is determined monthly based on management’s assessment of several factors such as 1) historical loss experience based on volumes and types, 2) reviews or evaluations of the loan portfolio and allowance for loan losses, 3) trends in volume, maturity and composition, 4) off balance sheet credit risk, 5) volume and trends in delinquencies and non-accruals, 6) lending policies and procedures including those for loan losses, collections and recoveries, 7) national and local economic trends and conditions, 8) concentrations of credit that might affect loss experience across one or more components of the loan portfolio, 9) the experience, ability and depth of lending management and staff and 10) other factors and trends, which will affect specific loans and categories of loans.

As the Company evaluates the allowance for loan losses, it is categorized as follows: 1) specific allocations, 2) allocations for classified assets with no specific allocation, 3) general allocations for each major loan category and 4) miscellaneous allocations.

Specific Allocations

Specific allocations are made when factors are present requiring a greater reserve than would be required when using the assigned risk rating allocation. As a general rule, if a specific allocation is warranted, it is the result of an analysis of a previously classified credit or relationship. The evaluation process in specific allocations for the Company includes a review of appraisals or other collateral analysis. These values are compared to the remaining outstanding principal balance. If a loss is determined to be reasonably possible, the possible loss is identified as a specific allocation. If the loan is not collateral dependent, the measurement of loss is based on the expected future cash flows of the loan and, when applicable, guarantor capacity.

Allocations for Classified Assets with no Specific Allocation

The Company establishes allocations for loans rated “watch” through “doubtful” in accordance with the guidelines established by the regulatory agencies. This allowance element is determined by an internal grading process in conjunction with associated risk factors. A percentage rate is applied to each category of these loan categories to determine the level of dollar allocation.

General Allocations

The Company establishes general allocations for each major loan category. This section also includes allocations to loans which are collectively evaluated for loss such as credit cards, one-to-four family owner occupied residential real estate loans and other consumer loans. The allocations in this section are based on a historical review of loan loss experience and past due accounts. The Company gives consideration to trends, changes in loan mix, delinquencies, prior losses, and other related information. The Company has the ability to revise the general allowance factors whenever necessary in order to address improving or deteriorating credit quality trends or specific risks associated with a given loan pool classification.

Miscellaneous Allocations

Allowance allocations other than specific, classified and general for the Company are included in the miscellaneous section. These primarily consist of allocations for unfunded loan commitments.

An analysis of the allowance for loan losses is shown in Table 9.

Table 9: Allowance for Loan Losses

(In thousands)	2005		2004

Balance, beginning of year	$	26,508	$	25,347

Loans charged off
Credit card		3,495		3,583
Other consumer		941		1,577
Real estate		786		845
Commercial		3,157		525
Total loans charged off		8,379		6,530

Recoveries of loans previously charged off
Credit card		640		514
Other consumer		505		516
Real estate		205		202
Commercial		1,955		350
Total recoveries		3,305		1,582
Net loans charged off		5,074		4,948
ABI allowance for loan losses		--		1,108
Provision for loan losses		5,895		6,095
Balance, September 30	$	27,329	$	27,602

Loans charged off
Credit card				1,006
Other consumer				567
Real estate				418
Commercial				1,884
Total loans charged off				3,875

Recoveries of loans previously charged off
Credit card				206
Other consumer				167
Real estate				75
Commercial				401
Total recoveries				849
Net loans charged off				3,026
Provision for loan losses				1,932
Balance, end of year			$	26,508

Provision for loan losses

The amount of provision to the allowance during the nine-month periods ended September 30, 2005 and 2004, and for the year ended December 31, 2004, was based on management's judgment, with consideration given to the composition of the portfolio, historical loan loss experience, assessment of current economic conditions, past due and non-performing loans and net loan loss experience. It is management's practice to review the allowance on a quarterly basis to determine the level of provision made to the allowance after considering the factors noted above.

Allocated Allowance for Loan Losses

The Company utilizes a consistent methodology in the calculation and application of its allowance for loan losses. Because there are portions of the portfolio that have not matured to the degree necessary to obtain reliable loss statistics from which to calculate estimated losses, the unallocated allowance is an integral component of the total allowance. Although unassigned to a particular credit relationship or product segment, this portion of the allowance is vital to safeguard against the imprecision inherent when estimating credit losses.

The Company’s allocation of the allowance for loan losses at September 30, 2005 remained relatively consistent with the allocation at December 31, 2004.

While the Company has some concerns over the uncertainty of the economy and the impact of pricing in the catfish and timber industries in Arkansas, management believes the allowance for loan losses is adequate for the period ended September 30, 2005.

An analysis of the allocation of allowance for loan losses is presented in Table 10.

Table 10: Allocation of Allowance for Loan Losses

	Sept. 30, 2005				December 31, 2004
	Allowance		% of		Allowance		% of
(In thousands)	Amount		loans*		Amount		loans*

Credit cards	$	3,991		8.1%	$	4,217		9.9%
Other consumer		1,152		13.2%		1,097		13.5%
Real estate		9,480		60.2%		9,357		61.7%
Commercial		6,316		17.8%		4,820		14.1%
Other		--		0.7%		--		0.8%
Unallocated		6,390				7,017

Total	$	27,329		100.0%	$	26,508		100.0%

*Percentage of loans in each category to total loans.

DEPOSITS

Deposits are the Company’s primary source of funding for earning assets and are primarily developed through the Company’s network of 77 financial centers as of September 30, 2005. The Company offers a variety of products designed to attract and retain customers with a continuing focus on developing core deposits. The Company’s core deposits consist of all deposits excluding time deposits of $100,000 or more. As of September 30, 2005, core deposits comprised 79.7% of the Company’s total deposits.

The Company continually monitors the funding requirements at each affiliate bank along with competitive interest rates in the markets it serves. Because the Company has a community banking philosophy, managers in the local markets establish the interest rates being offered on both core and non-core deposits. This approach ensures that the interest rates being paid are competitively priced for each particular deposit product and structured to meet each affiliate bank’s respective funding requirements. Although interest rates have been at historical lows and are now steadily rising, the Company believes it is paying a competitive rate, when compared with pricing in those markets. As a result, year-to-date internal deposit growth was $88.5 million. More specifically, total deposits as of September 30, 2005, were $2.048 billion versus $1.959 billion on December 31, 2004.

The Company manages its interest expense through deposit pricing. The Company believes that additional funds can be attracted and deposit growth can be accelerated through promotion and deposit pricing if it experiences accelerated loan demand or other liquidity needs beyond its current projections.

Total time deposits increased approximately $49.0 million as a result of a first quarter 2005 deposit promotion and increased $37.5 million through internal deposit growth, to $983.3 million at September 30, 2005, from $896.8 million at December 31, 2004. Non-interest bearing transaction accounts increased $12.4 million to $305.5 million at September 30, 2005, compared to $293.1 million at December 31, 2004. Interest bearing transaction and savings accounts were $758.9 million at September 30, 2005, a $10.4 million increase compared to $769.3 million on December 31, 2004.

LONG-TERM DEBT

During the nine month period ended September 30, 2005, the Company decreased long-term debt by $7.7 million, or 8.1% from December 31, 2004. This decrease is primarily attributable to the Company’s annual $2.0 million payment on its note payable along with scheduled principal pay downs on FHLB long-term advances.

CAPITAL

Overview

At September 30, 2005, total capital reached $241.2 million. Capital represents shareholder ownership in the Company -- the book value of assets in excess of liabilities. At September 30, 2005, the Company’s equity to asset ratio was 9.36% compared to 9.87% at year-end 2004.

Capital Stock

Stock Repurchase

On May 25, 2004, the Company announced the adoption by the Board of Directors of a new stock repurchase program. The program authorizes the repurchase of up to 5% of the outstanding Common Stock, or 733,485 shares. Under the repurchase program, there is no time limit for the stock repurchases, nor is there a minimum number of shares the Company intends to repurchase. The Company may discontinue purchases at any time that management determines additional purchases are not warranted. The shares are to be purchased from time to time at prevailing market prices, through open market or unsolicited negotiated transactions, depending upon market conditions. The Company intends to use the repurchased shares to satisfy stock option exercises, payment of future stock dividends and general corporate purposes.

During the nine-month period ended September 30, 2005, the Company repurchased 91,995 shares of stock under the repurchase plan with a weighted average repurchase price of $25.82 per share. Under the current stock repurchase plan, the Company can repurchase an additional 573,525 shares. During the first quarter, the Company purchased an additional 250,000 shares for $26.00 per share negotiated in a private transaction outside the repurchase plan.

Cash Dividends

The Company declared cash dividends on its common stock of $0.45 per share for the first nine months of 2005 compared to $0.42 per share for the first nine months of 2004. In recent years, the Company increased dividends no less than annually and presently plans to continue with this practice.

Parent Company Liquidity

The primary sources for payment of dividends by the Company to its shareholders and the share repurchase plan are the current cash on hand at the parent company plus the future dividends received from the eight affiliate banks. Payment of dividends by the eight affiliate banks is subject to various regulatory limitations. Reference is made to the Liquidity and Market Risk Management discussion of the MD&A for additional information regarding the parent company’s liquidity.

Risk Based Capital

The Company’s subsidiaries are subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company’s financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company must meet specific capital guidelines that involve quantitative measures of the Company’s assets, liabilities and certain off-balance-sheet items as calculated under regulatory accounting practices. The Company’s capital amounts and classifications are also subject to qualitative judgments by the regulators about components, risk weightings and other factors.

Quantitative measures established by regulation to ensure capital adequacy require the Company to maintain minimum amounts and ratios (set forth in the table below) of total and Tier 1 capital (as defined in the regulations) to risk-weighted assets (as defined) and of Tier 1 capital (as defined) to average assets (as defined). Management believes that, as of September 30, 2005, the Company meets all capital adequacy requirements to which it is subject.

As of the most recent notification from regulatory agencies, the subsidiaries were well capitalized under the regulatory framework for prompt corrective action. To be categorized as well capitalized, the Company and subsidiaries must maintain minimum total risk-based, Tier 1 risk-based and Tier 1 leverage ratios as set forth in the table. There are no conditions or events since that notification that management believes have changed the institutions’ categories.

The Company's risk-based capital ratios at September 30, 2005 and December 31, 2004, are presented in table 11.

Table 11: Risk-Based Capital
	September 30,			December 31
(In thousands)	2005			2004

Tier 1 capital
Stockholders’ equity	$	241,171		$	238,222
Trust preferred securities		30,000			30,000
Intangible assets		(65,271	)		(66,283	)
Unrealized loss on available-for-sale securities		3,448			1,124
Other		--			(738	)

Total Tier 1 capital		209,348			202,325

Tier 2 capital
Qualifying unrealized gain on available-for-sale equity securities		357			392
Qualifying allowance for loan losses		21,952			19,961

Total Tier 2 capital		22,309			20,353

Total risk-based capital	$	231,657		$	222,678

Risk weighted assets	$	1,750,783		$	1,590,373

Assets for leverage ratio	$	2,473,854		$	2,391,149

Ratios at end of period
Leverage ratio		8.46	%		8.46	%
Tier 1 capital		11.96	%		12.72	%
Total risk-based capital		13.23	%		14.00	%

Minimum guidelines
Leverage ratio		4.00	%		4.00	%
Tier 1 capital		4.00	%		4.00	%
Total risk-based capital		8.00	%		8.00	%

FORWARD-LOOKING STATEMENTS

Certain statements contained in this Annual Report may not be based on historical facts and are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements may be identified by reference to a future period(s) or by the use of forward-looking terminology, such as “anticipate,”“estimate,”“expect,”“foresee,”“may,”“might,”“will,”“would,”“could” or “intend,” future or conditional verb tenses, and variations or negatives of such terms. These forward-looking statements include, without limitation, those relating to the Company’s future growth, revenue, assets, asset quality, profitability and customer service, critical accounting policies, net interest margin, non-interest revenue, market conditions related to the Company’s stock repurchase program, allowance for loan losses, the effect of certain new accounting standards on the Company’s financial statements, income tax deductions, credit quality, the level of credit losses from lending commitments, net interest revenue, interest rate sensitivity, loan loss experience, liquidity, capital resources, market risk, earnings, effect of pending litigation, acquisition strategy, legal and regulatory limitations and compliance and competition.

We caution the reader not to place undue reliance on the forward-looking statements contained in this Report in that actual results could differ materially from those indicated in such forward-looking statements, due to a variety of factors. These factors include, but are not limited to, changes in the Company’s operating or expansion strategy, availability of and costs associated with obtaining adequate and timely sources of liquidity, the ability to maintain credit quality, possible adverse rulings, judgments, settlements and other outcomes of pending litigation, the ability of the Company to collect amounts due under loan agreements, changes in consumer preferences, effectiveness of the Company’s interest rate risk management strategies, laws and regulations affecting financial institutions in general or relating to taxes, the effect of pending or future legislation, the ability of the Company to repurchase its Common Stock on favorable terms and other risk factors. Other relevant risk factors may be detailed from time to time in the Company’s press releases and filings with the Securities and Exchange Commission. We undertake no obligation to update these forward-looking statements to reflect events or circumstances that occur after the date of this Report.

Item 3: Quantitative and Qualitative Disclosure About Market Risk

Parent Company

The Company has leveraged its investment in subsidiary banks and depends upon the dividends paid to it, as the sole shareholder of the subsidiary banks, as a principal source of funds for dividends to shareholders, stock repurchase and debt service requirements. At September 30, 2005, undivided profits of the Company's subsidiaries were approximately $131 million, of which approximately $14 million was available for the payment of dividends to the Company without regulatory approval. In addition to dividends, other sources of liquidity for the Company are the sale of equity securities and the borrowing of funds.

Banking Subsidiaries

Generally speaking, the Company's banking subsidiaries rely upon net inflows of cash from financing activities, supplemented by net inflows of cash from operating activities, to provide cash used in investing activities. Typical of most banking companies, significant financing activities include: deposit gathering; use of short-term borrowing facilities, such as federal funds purchased and repurchase agreements; and the issuance of long-term debt. The banks' primary investing activities include loan originations and purchases of investment securities, offset by loan payoffs and investment maturities.

Liquidity represents an institution's ability to provide funds to satisfy demands from depositors and borrowers, by either converting assets into cash or accessing new or existing sources of incremental funds. A major responsibility of management is to maximize net interest income within prudent liquidity constraints. Internal corporate guidelines have been established to constantly measure liquid assets, as well as relevant ratios concerning earning asset levels and purchased funds. The management and board of directors of each bank subsidiary monitor these same indicators and make adjustments as needed. At September 30, 2005, each subsidiary bank was within established guidelines and total corporate liquidity remains strong. At September 30, 2005, cash and cash equivalents, trading and available-for-sale securities and mortgage loans held for sale were 21.4% of total assets, as compared to 23.1% at December 31, 2004.

Liquidity Management

The objective of the Company’s liquidity management is to access adequate sources of funding to ensure that cash flow requirements of depositors and borrowers are met in an orderly and timely manner. Sources of liquidity are managed so that reliance on any one funding source is kept to a minimum. The Company’s liquidity sources are prioritized for both availability and time to activation.

The Company’s liquidity is a primary consideration in determining funding needs and is an integral part of asset/liability management. Pricing of the liability side is a major component of interest margin and spread management. Adequate liquidity is a necessity in addressing this critical task. There are six primary and secondary sources of liquidity available to the Company. The particular liquidity need and timeframe determine the use of these sources.

The first source of liquidity available to the Company is Federal funds. Federal funds, primarily from downstream correspondent banks, are available on a daily basis and are used to meet the normal fluctuations of a dynamic balance sheet. In addition, the Company and its affiliates have approximately $86 million in Federal funds lines of credit from upstream correspondent banks that can be accessed, when needed. In order to ensure availability of these upstream funds, the Company has a plan for rotating the usage of the funds among the upstream correspondent banks, thereby providing approximately $40 million in funds on a given day. Historical monitoring of these funds has made it possible for the Company to project seasonal fluctuations and structure its funding requirements on month-to-month basis.

A second source of liquidity is the retail deposits available through the Company’s network of affiliate banks throughout Arkansas. Although this method can be somewhat of a more expensive alternative to supplying liquidity, this source can be used to meet intermediate term liquidity needs.

Third, the Company’s affiliate banks have lines of credits available with the Federal Home Loan Bank. While the Company uses portions of those lines to match off longer-term mortgage loans, the Company also uses those lines to meet liquidity needs. Approximately $304 million of these lines of credit are currently available, if needed.

Fourth, the Company uses a laddered investment portfolio that ensures there is a steady source of intermediate term liquidity. These funds can be used to meet seasonal loan patterns and other intermediate term balance sheet fluctuations. Approximately 72% of the investment portfolio is classified as available-for-sale. The Company also uses securities held in the securities portfolio to pledge when obtaining public funds.

The fifth source of liquidity is the ability to access large deposits from both the public and private sector to fund short-term liquidity needs.

Finally, the Company has established a $5 million unsecured line of credit with a major commercial bank that could be used to meet unexpected liquidity needs at both the parent company level as well as at any affiliate bank.

The Company believes the various sources available are ample liquidity for short-term, intermediate-term and long-term liquidity.

Market Risk Management

Market risk arises from changes in interest rates. The Company has risk management policies to monitor and limit exposure to market risk. In asset and liability management activities, policies are in place designed to minimize structural interest rate risk. The measurement of market risk associated with financial instruments is meaningful only when all related and offsetting on- and off-balance-sheet transactions are aggregated, and the resulting net positions are identified.

Interest Rate Sensitivity

Interest rate risk represents the potential impact of interest rate changes on net income and capital resulting from mismatches in repricing opportunities of assets and liabilities over a period of time. A number of tools are used to monitor and manage interest rate risk, including simulation models and interest sensitivity gap analysis. Management uses simulation models to estimate the effects of changing interest rates and various balance sheet strategies on the level of the Company’s net income and capital. As a means of limiting interest rate risk to an acceptable level, management may alter the mix of floating and fixed-rate assets and liabilities, change pricing schedules and manage investment maturities during future security purchases.

The simulation models incorporate management’s assumptions regarding the level of interest rates or balance changes for indeterminate maturity deposits for a given level of market rate changes. These assumptions have been developed through anticipated pricing behavior. Key assumptions in the simulation models include the relative timing of prepayments, cash flows and maturities. In addition, the impact of planned growth and anticipated new business is factored into the simulation models. These assumptions are inherently uncertain and, as a result, the models cannot precisely estimate net interest income or precisely predict the impact of a change in interest rates on net income or capital. Actual results will differ from simulated results due to the timing, magnitude and frequency of interest rate changes and changes in market conditions and management strategies, among other factors.

Table A below presents the Company’s interest rate sensitivity position at September 30, 2005. This analysis is based on a point in time and may not be meaningful because assets and liabilities are categorized according to contractual maturities, repricing periods and expected cash flows rather than estimating more realistic behaviors, as is done in the simulation models. Also, this analysis does not consider subsequent changes in interest rate level or spreads between asset and liability categories.

Table A:

Interest Rate Sensitivity

	Interest Rate Sensitivity Period
	0-30			31-90			91-180			181-365			1-2			2-5			Over 5
(In thousands, except ratios)	Days			Days			Days			Days			Years			Years			Years			Total
Earning assets
Short-term investments	$	65,031		$	--		$	--		$	--		$	--		$	--		$	--		$	65,031
Assets held in trading accounts		4,730			--			--			--			--			--			--			4,730
Investment securities		5,407			16,291			10,299			40,255			119,266			186,805			161,647			539,970
Mortgage loans held for sale		9,417			--			--			--			--			--			--			9,417
Loans		599,423			124,852			176,637			313,173			243,930			230,259			21,097			1,709,371
Total earning assets		684,008			141,143			186,936			353,428			363,196			417,064			182,744			2,328,519

Interest bearing liabilities
Interest bearing transaction and savings deposits		340,514			--			--			--			83,678			251,034			83,680			758,906
Time deposits		104,347			138,601			189,856			298,844			133,384			118,283			--			983,315
Short-term debt		185,067			--			--			--			--			--			--			185,067
Long-term debt		11,255			2,073			2,075			6,616			13,950			13,890			37,137			86,996
Total interest bearing liabilities		641,183			140,674			191,931			305,460			231,012			383,207			120,817			2,014,284

Interest rate sensitivity Gap	$	42,825		$	469		$	(4,995	)	$	47,968		$	132,184		$	33,857		$	61,927		$	314,235
Cumulative interest rate sensitivity Gap	$	42,825		$	43,294		$	38,299		$	86,267		$	218,451		$	252,308		$	314,235
Cumulative rate sensitive asset
to rate sensitive liabilities		106.7	%		105.5	%		103.9	%		106.7	%		114.5	%		113.3	%		115.6	%
Cumulative Gap as a % of
earning assets		1.8	%		1.9	%		1.6	%		3.7	%		9.4	%		10.8	%		13.5	%

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

The Company’s Chief Executive Officer and Chief Financial Officer have reviewed and evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in 15 C.F.R. 240.13a-15(e) or 15 C.F.R. 240.15d-15(e)) as of the end of the period covered by this report. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that the Company’s current disclosure controls and procedures are effective.

Changes in Internal Control over Financial Reporting

There were no significant changes in the Company’s internal controls or in other factors that could significantly affect those controls subsequent to the date of evaluation.

Part II: Other Information

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

(a) Recent Sales of Unregistered Securities. The following transactions are sales of unregistered shares of Class A Common Stock of the Company which were issued to executive and senior management officers upon the exercise of rights granted under (i) the Simmons First National Corporation Incentive and Non-qualified Stock Option Plan (ii) the Simmons First National Corporation Executive Stock Incentive Plan, or (iii) the Simmons First National Corporation Executive Stock Incentive Plan - 2001. No underwriters were involved and no underwriter's discount or commissions were involved. Exemption from registration is claimed under Section 4(2) of the Securities Act of 1933 as private placements. The Company received cash or exchanged shares of the Company’s Class A Common Stock as the consideration for the transactions.

Identity⁽¹⁾	Date of Sale	Number of Shares	Price⁽²⁾	Type of Transaction

13 Officers	July, 2005	6,700	10.56	Incentive Stock Option
3 Officers	July, 2005	32,880	12.13 - 12.83	Incentive Stock Option
2 Officers	July, 2005	4,300	16.00 - 16.88	Incentive Stock Option
2 Officers	July, 2005	3,600	21.22 - 23.78	Incentive Stock Option
1 Officer	August, 2005	1,400	15.65	Incentive Stock Option
2 Officers	September, 2005	2,100	12.22 - 12.83	Incentive Stock Option

Notes:

1.	The transactions are grouped to show sales of stock based upon exercises of rights by officers of the registrant or its subsidiaries under the stock plans, which occurred at the same price during a calendar month.
2.	The per share price paid for incentive stock options represents the fair market value of the stock as determined under the terms of the Plan on the date the incentive stock option was granted to the officer.

(c) Issuer Purchases of Equity Securities. The Company made the following purchases of its common stock during the three months ended September 30, 2005:

					Total Number		Maximum
					Number of		Number of
	Total Number		Average		Purchased as		Shares that May
	of Shares		Price Paid		Part of Publicly		Yet be Purchased
Period	Purchased		Per Share		Announced Plans		Under the Plans

July 1 - July 31		11,000		26.88		11,000		607,360
August 1 - August 31		19,465		27.39		19,465		587,895
September 1 - September 30		14,370		27.80		14,370		573,525
Total		44,835	$	27.39		44,835

Item 6. Exhibits

	Exhibit No.	Description

	3.1	Restated Articles of Incorporation of Simmons First National Corporation (incorporated by reference to Exhibit 4 to Simmons First National Corporation’s Quarterly Report on Form 10-Q for the Quarter ended March 31, 2004 (File No. 6253)).

	3.2	Amended By-Laws of Simmons First National Corporation (incorporated by reference to Exhibit 3.2 to Simmons First National Corporation’s Quarterly Report on Form 10-Q for the Quarter ended March 31, 2005 (File No. 6253)).

	10.1	Amended and Restated Trust Agreement, dated as of December 16, 2003, among the Company, Deutsche Bank Trust Company Americas, Deutsche Bank Trust Company Delaware and each of J. Thomas May, Barry L. Crow and Robert A. Fehlman as administrative trustees, with respect to Simmons First Capital Trust II (incorporated by reference to Exhibit 10.1 to Simmons First National Corporation’s Annual Report on Form 10-K for the Year ended December 31, 2003 (File No. 6253)).

	10.2	Guarantee Agreement, dated as of December 16, 2003, between the Company and Deutsche Bank Trust Company Americas, as guarantee trustee, with respect to Simmons First Capital Trust II (incorporated by reference to Exhibit 10.2 to Simmons First National Corporation’s Annual Report on Form 10-K for the Year ended December 31, 2003 (File No. 6253)).

	10.3	Junior Subordinated Indenture, dated as of December 16, 2003, among the Company and Deutsche Bank Trust Company Americas, as trustee, with respect to the junior subordinated note held by Simmons First Capital Trust II (incorporated by reference to Exhibit 10.3 to Simmons First National Corporation’s Annual Report on Form 10-K for the Year ended December 31, 2003 (File No. 6253)).

	10.4	Amended and Restated Trust Agreement, dated as of December 16, 2003, among the Company, Deutsche Bank Trust Company Americas, Deutsche Bank Trust Company Delaware and each of J. Thomas May, Barry L. Crow and Robert A. Fehlman as administrative trustees, with respect to Simmons First Capital Trust III (incorporated by reference to Exhibit 10.4 to Simmons First National Corporation’s Annual Report on Form 10-K for the Year ended December 31, 2003 (File No. 6253)).

	10.5	Guarantee Agreement, dated as of December 16, 2003, between the Company and Deutsche Bank Trust Company Americas, as guarantee trustee, with respect to Simmons First Capital Trust III (incorporated by reference to Exhibit 10.5 to Simmons First National Corporation’s Annual Report on Form 10-K for the Year ended December 31, 2003 (File No. 6253)).

	10.6	Junior Subordinated Indenture, dated as of December 16, 2003, among the Company and Deutsche Bank Trust Company Americas, as trustee, with respect to the junior subordinated note held by Simmons First Capital Trust III (incorporated by reference to Exhibit 10.6 to Simmons First National Corporation’s Annual Report on Form 10-K for the Year ended December 31, 2003 (File No. 6253)).

	10.7	Amended and Restated Trust Agreement, dated as of December 16, 2003, among the Company, Deutsche Bank Trust Company Americas, Deutsche Bank Trust Company Delaware and each of J. Thomas May, Barry L. Crow and Robert A. Fehlman as administrative trustees, with respect to Simmons First Capital Trust IV (incorporated by reference to Exhibit 10.7 to Simmons First National Corporation’s Annual Report on Form 10-K for the Year ended December 31, 2003 (File No. 6253)).

	10.8	Guarantee Agreement, dated as of December 16, 2003, between the Company and Deutsche Bank Trust Company Americas, as guarantee trustee, with respect to Simmons First Capital Trust IV (incorporated by reference to Exhibit 10.8 to Simmons First National Corporation’s Annual Report on Form 10-K for the Year ended December 31, 2003 (File No. 6253)).

	10.9	Junior Subordinated Indenture, dated as of December 16, 2003, among the Company and Deutsche Bank Trust Company Americas, as trustee, with respect to the junior subordinated note held by Simmons First Capital Trust IV (incorporated by reference to Exhibit 10.9 to Simmons First National Corporation’s Annual Report on Form 10-K for the Year ended December 31, 2003 (File No. 6253)).

	14	Code of Ethics, dated December 2003, for CEO, CFO, controller and other accounting officers (incorporated by reference to Exhibit 14 to Simmons First National Corporation’s Annual Report on Form 10-K for the Year ended December 31, 2003 (File No. 6253)).

	31.1	Rule 13a-14(a)/15d-14(a) Certification - J. Thomas May, Chairman, President and Chief Executive Officer.*

	31.2	Rule 13a-14(a)/15d-14(a) Certification - Robert A. Fehlman, Chief Financial Officer.*

	32.1	Certification Pursuant to 18 U.S.C. Sections 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 - J. Thomas May, Chairman, President and Chief Executive Officer.*

	32.2	Certification Pursuant to 18 U.S.C. Sections 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 - Robert A. Fehlman, Chief Financial Officer.*

* Filed herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

SIMMONS FIRST NATIONAL CORPORATION

(Registrant)



Date: November 3, 2005	By:	/s/ J. Thomas May
		J. Thomas May
		Chairman, President and Chief Executive Officer



Date: November 3, 2005	By:	/s/ Robert A. Fehlman
		Robert A. Fehlman
		Senior Vice President and Chief Financial Officer