U. S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED: June 30, 2003 ------------------ OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT OF 1934 COMMISSION FILE NUMBER: 33-94288 ------------- THE FIRST BANCSHARES, INC. ----------------------------------- (EXACT NAME OF SMALL BUSINESS ISSUER AS SPECIFIED IN ITS CHARTER) MISSISSIPPI 64-0862173 (STATE OF INCORPORATION) (I.R.S. EMPLOYER IDENTIFICATION NO.) 6480 U.S. HIGHWAY 98 WEST HATTIESBURG, MISSISSIPPI 39404-5549 ---------------------------------- ------------------------------------ (ADDRESS OF PRINCIPAL (ZIP CODE) EXECUTIVE OFFICES) (601) 268-8998 ------------------------------------------------ (ISSUER'S TELEPHONE NUMBER, INCLUDING AREA CODE) NONE -------------------------------------------------------------------- (FORMER NAME, ADDRESS AND FISCAL YEAR, IF CHANGED SINCE LAST REPORT) INDICATE BY CHECK MARK WHETHER THE ISSUER: (1) HAS FILED ALL REPORTS REQUIRED TO BE FILED BY SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT OF 1934 DURING THE PRECEDING 12 MONTHS (OR FOR SUCH SHORTER PERIOD THAT THE REGISTRANT WAS REQUIRED TO FILE SUCH REPORTS), AND (2) HAS BEEN SUBJECT TO SUCH FILING REQUIREMENTS FOR THE PAST 90 DAYS. YES X NO --- --- ON JUNE 30, 2003, 1,188,779 SHARES OF THE ISSUER'S COMMON STOCK, PAR VALUE $1.00 PER SHARE, WERE ISSUED AND OUTSTANDING. TRANSITIONAL SMALL BUSINESS DISCLOSURE FORMAT (CHECK ONE): YES NO X --- --- PART I - FINANCIAL INFORMATION Item 1. FINANCIAL STATEMENTS THE FIRST BANCSHARES, INC. CONDENSED CONSOLIDATED BALANCE SHEETS ($ amounts in thousands) (Unaudited) June 30, December 31, ASSETS 2003 2002 ________ ________ Cash and due from banks $ 7,813 $ 6,638 Interest-bearing deposits with banks 526 653 Federal funds sold 4,379 4,810 ________ ________ Total cash and cash equivalents 12,718 12,101 Securities held-to-maturity, at amortized cost 15 25 Securities available-for-sale, at fair value 23,693 25,721 Loans held for sale 8,567 7,091 Loans 104,772 100,678 Allowance for loan losses (1,216) (1,228) ________ ________ LOANS, NET 103,556 99,450 Premises and equipment 8,382 7,986 Accrued income receivable 883 944 Cash surrender value 3,099 3,019 Other assets 1,087 1,090 ________ ________ $162,000 $157,427 ======== ======== LIABILITIES AND SHAREHOLDERS' EQUITY Liabilities: Deposits: Noninterest-bearing $ 19,927 $ 16,604 Time, $100,000 or more 31,302 33,551 Interest-bearing 74,564 67,966 ________ ________ TOTAL DEPOSITS 125,793 118,121 Interest payable 198 240 Borrowed funds 12,973 16,637 Guaranteed preferred beneficial interests in Company's subordinated debentures 7,000 7,000 Other liabilities 308 506 ________ ________ TOTAL LIABILITIES 146,272 142,504 SHAREHOLDERS' EQUITY: Common stock, $1 par value. Authorized 10,000,000 shares; 1,188,779 and 1,165,165 shares issued and outstanding at June 30, 2003 and December 31, 2002, respectively. 1,189 1,165 Preferred stock, par value $1 per share, 10,000,000 shares authorized; no shares issued and outstanding - - Additional paid-in capital 12,902 12,512 Retained earnings 1,502 1,060 Accumulated other comprehensive income 135 186 ________ ________ TOTAL SHAREHOLDERS' EQUITY 15,728 14,923 ________ ________ $162,000 $157,427 ======== ======== THE FIRST BANCSHARES, INC. CONDENSED CONSOLIDATED STATEMENTS OF INCOME ($ amounts in thousands except earnings per share) (Unaudited) (Unaudited) Three Months Ended Six Months Ended June 30, June 30, ___________________ ___________________ 2003 2002 2003 2002 ________ ________ ________ ________ INTEREST INCOME: Loans, including fees $ 2,517 $ 2,137 $ 4,949 $ 4,140 Securities: Taxable 133 217 292 419 Tax exempt 24 15 49 16 Federal funds sold 10 14 22 32 Other 20 29 41 45 ________ ________ ________ ________ TOTAL INTEREST INCOME 2,704 2,412 5,353 4,652 INTEREST EXPENSE: Deposits 601 740 1,198 1,538 Other borrowings 219 222 443 325 ________ ________ ________ ________ TOTAL INTEREST EXPENSE 820 962 1,641 1,863 ________ ________ ________ ________ NET INTEREST INCOME 1,884 1,450 3,712 2,789 PROVISION FOR LOAN LOSSES 125 120 211 209 ________ ________ ________ ________ NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 1,759 1,330 3,501 2,580 NONINTEREST INCOME: Service charges on deposit accounts 345 342 673 611 Other service charges, commissions and fees 103 74 203 156 ________ ________ ________ ________ TOTAL OTHER INCOME 448 416 876 767 ________ ________ ________ ________ NONINTEREST EXPENSES: Salaries and employee benefits 992 753 1,975 1,462 Occupancy and equipment expense 306 246 593 469 Other operating expenses 540 505 967 862 ________ ________ ________ ________ TOTAL OTHER EXPENSES 1,838 1,504 3,535 2,793 ________ ________ ________ ________ INCOME BEFORE INCOME TAXES 369 242 842 554 INCOME TAXES 124 87 282 191 ________ ________ ________ ________ NET INCOME $ 245 $ 155 $ 560 $ 363 ======== ======== ======== ======== EARNINGS PER SHARE - BASIC $ .21 $ .13 $ .48 $ .31 EARNINGS PER SHARE - ASSUMING DILUTION $ .20 $ .13 $ .46 $ .30 DIVIDENDS PER SHARE $ - $ - $ .10 $ .10 THE FIRST BANCSHARES, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS ($ Amounts in Thousands) (Unaudited) Six Months Ended June 30, __________________ 2003 2002 ________ ________ CASH FLOWS FROM OPERATING ACTIVITIES: NET INCOME $ 560 $ 363 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 339 244 Provision for loan losses 211 209 (Increase) decrease in accrued income receivable 61 (78) Increase in loans held-for-sale (1,476) (1,004) Decrease in interest payable (42) (97) Other, net (211) 693 ________ ________ NET CASH USED BY OPERATING ACTIVITIES (558) 330 ________ ________ CASH FLOWS FROM INVESTING ACTIVITIES: Maturities and calls of securities available for sale 11,765 10,248 Maturities and calls of securities held-to- maturity 10 7 Purchases of securities available-for-sale (9,817) (12,012) Net increase in loans (4,317) (13,455) Purchases of premises and equipment (691) (556) Increase in cash surrender value (80) (1,782) ________ ________ NET CASH USED BY INVESTING ACTIVITIES (3,130) (17,550) ________ ________ CASH FLOWS FROM FINANCING ACTIVITIES: Increase in deposits 7,672 3,028 Net increase (decrease) in borrowed funds (3,663) 6,238 Issuance of trust preferred securities - 7,000 Issuance of common stock 413 - Dividends paid on common stock (117) (117) Exercise of stock options - 110 ________ ________ NET CASH PROVIDED BY FINANCING ACTIVITIES 4,305 16,259 ________ ________ NET INCREASE (DECREASE) IN CASH 617 (961) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 12,101 9,334 ________ ________ CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 12,718 $ 8,373 ======== ======== CASH PAYMENTS FOR INTEREST $ 1,683 $ 1,960 CASH PAYMENTS FOR INCOME TAXES 248 245 THE FIRST BANCSHARES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE A -- BASIS OF PRESENTATION The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial statements and with the instructions to Form 10-QSB and Item 310(b) of Regulation S-B of the Securities and Exchange Commission. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. However, in the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the six months ended June 30, 2003, are not necessarily indicative of the results that may be expected for the year ended December 31, 2003. For further information, please refer to the consolidated financial statements and footnotes thereto included in the Company's Form 10-KSB for the year ended December 31, 2002. NOTE B -- SUMMARY OF ORGANIZATION The First Bancshares, Inc., Hattiesburg, Mississippi (the "Company"), was incorporated June 23, 1995, under the laws of the State of Mississippi for the purpose of operating as a bank holding company with respect to a then proposed de novo bank, The First National Bank of South Mississippi, Hattiesburg, Mississippi (the "Hattiesburg Bank"). The Hattiesburg Bank opened for business on August 5, 1996, with a total capitalization of $5.2 million. On August 10, 1998, the Company filed a registration statement on Form SB-2 relating to the issuance of up to 533,333 shares of Common Stock in connection with the formation of the First National Bank of the Pine Belt (Laurel Bank). The offering was closed on December 31, 1998, with 428,843 shares subscribed with an aggregate purchase price of $6.4 million. On January 19, 1999, the Laurel Bank received approval from its banking regulator to begin banking operations, and the Company used $5 million of the net proceeds to purchase 100% of the capital stock of the Laurel Bank. Simultaneously, the 428,843 shares subscribed to in the offering were issued. Subsequent to June 30, 2003, the Banks petitioned the Office of the Comptroller of Currency to merge the two banks. Approval is pending after a period of required publication of legal notices. The Hattiesburg and Laurel Banks are wholly-owned subsidiaries of the Company. The Company's strategy is for the Hattiesburg Bank and the Laurel Bank to operate on a decentralized basis, emphasizing each Bank's local board of directors and management and their knowledge of their local community. Each Bank's local board of directors acts to promote its Bank and introduce prospective customers. The Company believes that this autonomy will allow each Bank to generate high-yielding loans and to attract and retain core deposits. In 2002, the Hattiesburg Bank received approval from banking regulators to operate a branch in Picayune, Mississippi. Picayune operations consisted of a "Loan Production Office" in the first quarter of 2003. Branch operations began in June, 2003. On February 11, 2003, the Company filed a registration statement on Form S-2 relating to the issuance of up to 45,000 shares of Common Stock in connection with the opening of a branch in Picayune, Mississippi. The maximum offering price per share of the $1 par value stock is $17.50 with an offering period that terminated July 31, 2003, after a total of 26,494 shares were sold. The Hattiesburg Bank and the Laurel Bank engage in general commercial banking business, emphasizing in its marketing the Bank's local management and ownership. The Banks offer a full range of banking services designed to meet the basic financial needs of its customers. These services include checking accounts, NOW accounts, money market deposit accounts, savings accounts, certificates of deposit, and individual retirement accounts. The Banks also offer short- to medium-term commercial, mortgage, and personal loans. At June 30, 2003, the Company had approximately $162.0 million in consolidated assets, $104.8 million in consolidated loans, $125.8 million in consolidated deposits, and $15.7 million in consolidated shareholders' equity. For the six months ended June 30, 2003, the Company reported a consolidated net income of $560,000. For the same period, the Hattiesburg Bank reported net income of $586,000 and the Laurel Bank reported net income of $83,000. In the first quarter of 2002 and 2003, the Company declared and paid dividends of $.10 per common share. NOTE C -- EARNINGS PER COMMON SHARE Basic per share data is calculated based on the weighted-average number of common shares outstanding during the reporting period. Diluted per share data includes any dilution from potential common stock outstanding, such as exercise of stock options. For the Three Months Ended June 30, 2003 _____________________________________ Net Income Shares Per Share (Numerator) (Denominator) Data _________ ___________ __________ Basic per share $ 245,000 1,180,784 $.21 ==== Effect of dilutive shares: Stock options - 38,445 _________ ___________ Diluted per share $ 245,000 1,219,229 $.20 ========= =========== ==== For the Six Months Ended June 30, 2003 _____________________________________ Net Income Shares Per Share (Numerator) (Denominator) Data _________ ___________ __________ Basic per share $ 560,000 1,172,938 $.48 ==== Effect of dilutive shares: Stock options - 38,445 _________ ___________ Diluted per share $ 560,000 1,211,383 $.46 ========= =========== ==== For the Three Months Ended June 30, 2002 _____________________________________ Net Income Shares Per Share (Numerator) (Denominator) Data _________ ___________ __________ Basic per share $ 155,000 1,165,165 $.13 ==== Effect of dilutive shares: Stock options - 35,130 _________ ___________ Diluted per share $ 155,000 1,200,295 $.13 ========= =========== ==== For the Six Months Ended June 30, 2002 _____________________________________ Net Income Shares Per Share (Numerator) (Denominator) Data _________ ___________ __________ Basic per share $ 363,000 1,165,165 $.31 ==== Effect of dilutive shares: Stock options - 35,130 _________ ___________ Diluted per share $ 363,000 1,200,295 $.30 ========= =========== ==== NOTE D - STOCK-BASED COMPENSATION The Company has a stock-based employee compensation plan which is accounted for under the recognition and measurement principles of Accounting Principles Board ("APB") Opinion No. 25, Accounting for Stock Issued to Employees, and related Interpretations. No stock-based employee compensation cost is reflected in net income, as all stock options granted under these plans had an exercise price equal to the market value of the underlying common stock on the date of grant. The following table illustrates the effect on net income and earnings per share as if the Company had applied the fair value recognition provisions of Financial Accounting Standards Board ("FASB") SFAS No. 123, Accounting for Stock- Based Compensation, to stock-based employee compensation. ($ amounts in thousands except for per share data) Quarter Ended June 30, ________________ 2003 2002 _____ _____ Net income, as reported $ 245 $ 155 Deduct: Total stock-based employee compensation expense determined under fair value based method for all awards, net of related tax effects (11) (27) _____ _____ Pro forma net income $ 234 $ 128 ===== ===== Earnings per share: Basic - as reported $ .21 $ .13 Basic - pro forma .20 .11 Diluted - as reported .20 .13 Diluted - pro forma .19 .11 Six Months Ended June 30, ________________ 2003 2002 _____ _____ Net income, as reported $ 560 $ 363 Deduct: Total stock-based employee compensation expense determined under fair value based method for all awards, net of related tax effects (40) (53) _____ _____ Pro forma net income $ 520 $ 310 ===== ===== Earnings per share: Basic - as reported $ .48 $ .31 Basic - pro forma .44 .27 Diluted - as reported .46 .30 Diluted - pro forma .43 .26 NOTE E - COMPREHENSIVE INCOME The following table discloses Comprehensive Income for the periods reported in the Consolidated Statements of Income: (In thousands) Quarter Ended June 30, ______________ 2003 2002 ____ ____ Net Income $245 $155 Other Comprehensive Income (loss) net of tax: Unrealized holding gains (losses) on securities during the period, net of taxes (37) 88 ____ ____ Comprehensive Income $208 $243 ==== ==== Accumulated Comprehensive Income $135 $145 ==== ==== Six Months Ended June 30, _____________ 2003 2002 ____ ____ Net Income $560 $363 Other Comprehensive Income (Loss) net of tax: Unrealized holding gains (losses) on securities during the period, net of taxes (51) 34 ____ ____ Comprehensive Income $509 $397 ==== ==== Accumulated Comprehensive Income $135 $145 ==== ==== ITEM NO. 2 MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FINANCIAL CONDITION The following discussion contains "forward-looking statements" relating to, without limitation, future economic performance, plans and objectives of management for future operations, and projections of revenues and other financial items that are based on the beliefs of the Company's management, as well as assumptions made by and information currently available to the Company's management. The words "expect," "estimate," "anticipate," and "believe," as well as similar expressions, are intended to identify forward-looking statements. The Company's actual results may differ materially from the results discussed in the forward-looking statements, and the Company's operating performance each quarter is subject to various risks and uncertainties that are discussed in detail in the Company's filings with the Securities and Exchange Commission, including the "Risk Factors" section in the Company's Registration Statement on Form SB-2 (Registration Number 333-61081) as filed with and declared effective by the Securities and Exchange Commission. The Hattiesburg Bank completed its first full year of operations in 1997 and has grown substantially since opening on August 5, 1996. The Laurel Bank has been in operation since January 19, 1999. Comparisons of the Company's results for the periods presented should be made with an understanding of the subsidiary Banks' short histories. The subsidiary Banks represent virtually all of the assets of the Company. The Hattiesburg Bank reported total assets of $110.2 million at June 30, 2003, compared to $107.1 million at December 31, 2002. Loans increased $3.1 million, or 4.0%, during the first six months of 2003. Deposits at June 30, 2003, totaled $89.5 million compared to $83.0 million at December 31, 2002. For the six month period ended June 30, 2003, the Hattiesburg Bank reported net income of $586,000, compared to $341,000 at June 30, 2002. At June 30, 2003, the Laurel Bank had total assets of $50.2 million compared to $48.8 million at December 31, 2002. Total loans increased $2.4 million, or 8.1% during the first six months of 2003. Deposits at June 30, 2003, totaled $41.0 million compared to the December 31, 2002, balance of $40.1 million. For the six month period ended June 30, 2003, the Laurel Bank reported net income of $83,000, compared to $101,000 for the six months ended June 30, 2002. NONPERFORMING ASSETS AND RISK ELEMENTS. Diversification within the loan portfolio is an important means of reducing inherent lending risks. At June 30, 2003, the subsidiary Banks had no concentrations of ten percent or more of total loans in any single industry nor any geographical area outside their immediate market areas. At June 30, 2003, the subsidiary banks had loans past due as follows: ($ In Thousands) Past due 30 through 89 days $583 Past due 90 days or more and still accruing 617 The accrual of interest is discontinued on loans which become ninety days past due (principal and/or interest), unless the loans are adequately secured and in the process of collection. There were no nonaccrual loans at June 30, 2003. Any other real estate owned is carried at fair value, determined by an appraisal. Other real estate owned totaled $221,000 at June 30, 2003. A loan is classified as a restructured loan when the interest rate is materially reduced or the term is extended beyond the original maturity date because of the inability of the borrower to service the debt under the original terms. The subsidiary Banks had no restructured loans at June 30, 2003. LIQUIDITY AND CAPITAL RESOURCES Liquidity is considered adequate with cash and cash equivalents of $12.7 million as of June 30, 2003. In addition, loans and investment securities repricing or maturing within one year or less exceed $49.1 million at June 30, 2003. Approximately $11.3 million in loan commitments are expected to be funded within the next six months and other commitments, primarily standby letters of credit, totaled $121,000 at June 30, 2003. There are no known trends or any known commitments of uncertainties that will result in the subsidiary banks' liquidity increasing or decreasing in a material way. In addition, the Company is not aware of any recommendations by any regulatory authorities which would have a material effect on the Company's liquidity, capital resources or results of operations. Total consolidated equity capital at June 30, 2003, is $15.7 million, or approximately 9.7% of total assets. The Hattiesburg Bank and Laurel Bank currently have adequate capital positions to meet the minimum capital requirements for all regulatory agencies. Their capital ratios as of June 30, 2003, are as follows: Hattiesburg Laurel Bank Bank _____ _____ Tier 1 leverage 10.6% 10.3% Tier 1 risk-based 13.7% 12.7% Total risk-based 14.7% 13.6% On March 26, 2002, The First Bancshares Statutory Trust 1 (the Trust), a wholly-owned subsidiary trust of the Company, issued $7,000,000 of redeemable cumulative trust preferred securities. The Trust used the funds to acquire floating rate subordinated debentures from the Company. The debentures bear an initial interest rate of 5.59% which is adjusted annually at June 26 to the 3-month LIBOR plus 3.60%. The debentures have a maturity of 30 years. These debentures qualify as Tier 1 capital up to 25% of other components of Tier 1 capital. RESULTS OF OPERATIONS The Company had a consolidated net income of $560,000 for the six months ending June 30, 2003, compared with consolidated net income of $363,000 for the same period last year. Net interest income increased to $3,712,000 from $2,789,000 for the first six months ending June 30, 2003, or an increase of 33.1%. Earning assets through June 30, 2003, increased $7.3 million and interest-bearing liabilities also increased $6.8 million compared to June 30, 2002, reflecting increases of 5.4% and 5.7%, respectively. Noninterest income for the six months ending June 30, 2003, was $876,000 compared to $767,000 for the same period in 2002, reflecting an increase of $109,000 or 14.2% Noninterest income consists mainly of service charges, commissions, and fees. Service charges on deposit accounts for the six months ending June 30, 2003, totaled $673,000 compared with $611,000 for the same period in 2002 and is a reflection of the continuing growth of the deposit base. The provision for loan losses was $211,000 in the first six months of 2003 compared with $209,000 for the same period in 2002. The allowance for loan losses of $1.2 million at June 30, 2003 (approximately 1.2% of loans) is considered by management to be adequate to cover losses inherent in the loan portfolio. The level of this allowance is dependent upon a number of factors, including the total amount of past due loans, general economic conditions, and management's assessment of potential losses. This evaluation is inherently subjective as it requires estimates that are susceptible to significant change. Ultimately, losses may vary from current estimates and future additions to the allowance may be necessary. Thus, there can be no assurance that charge-offs in future periods will not exceed the allowance for loan losses or that additional increases in the loan loss allowance will not be required. Management evaluates the adequacy of the allowance for loan losses quarterly and makes provisions for loan losses based on this evaluation. Noninterest expense increased from $2.8 million for the six months ended June 30, 2002, to $3.5 million for the same period in 2003. This increase of 26.6% reflected the continued growth of the subsidiary banks and the related services being offered which resulted in an increase in the number of employees. ITEM NO. 3. CONTROLS AND PROCEDURES Within 90 days prior to the filing of this report, an evaluation under the direction of the Company's Chief Executive Officer and Principal Accounting Officer was performed to determine the effectiveness of the Company's disclosure controls and procedures. These controls and procedures were found to be adequate. There were no significant changes in the Company's internal controls or other factors subsequent to the date of the evaluation that could significantly affect these controls. PART II -- OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS None ITEM 2. CHANGES IN SECURITIES None ITEM 3. DEFAULT UPON SENIOR SECURITIES None ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS At the Company's annual meeting of stockholders held April 24, 2003, the following proposals were approved: The following individuals were elected to serve as Class II directors of the Company for terms that expire at the annual meeting of stockholders to be held in 2006: David E. Johnson Andrew D. Stetelman Trent A. Mulloy Ralph T. Simmons Dawn T. Parker Charles R. Lightsey The following individual was elected to serve as Class I director of the Company for a term that expires at the annual meeting of stockholders to be held in 2005: Gregory H. Mitchell The following individual was elected to serve as Class III director of the Company for a term that expires at the annual meeting of stockholders to be held in 2004: Gerald Claiborne Patch Set forth below is the number of votes cast for, against, or withheld, with respect to each nominee for office: For Against Withheld _______ _______ ________ Gregory H. Mitchell 708,659 0 3,600 David E. Johnson 701,467 0 10,792 Trent A. Mulloy 708,659 0 3,600 Dawn T. Parker 708,659 0 3,600 Andrew D. Stetelman 708,659 0 3,600 Ralph T. Simmons 691,658 0 20,601 Charles R. Lightsey 708,659 0 3,600 Gerald Claiborne Patch 708,659 0 3,600 The terms of the Class II directors expire at the 2006 Annual Shareholders Meeting, the terms of the Class I directors will expire at the 2005 Annual Shareholders Meeting, and the terms of the Class III directors will expire at the 2004 Annual Shareholders Meeting. The directors and their classes are: Class I Class II Class III Perry E. Parker Trent A. Mulloy David W. Bomboy, M.D. Ted E. Parker David E. Johnson E. Ricky Gibson Dennis L. Pierce Dawn T. Parker Fred A. McMurry J. Douglas Seidenburg Andrew D. Stetelman M. Ray (Hoppy) Cole A. L. Smith Ralph T. Simmons Gerald Claiborne Patch Gregory H. Mitchell Charles R. Lightsey ITEM 5. OTHER INFORMATION None ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits Exhibit No. __________ 31.1 Certification of principal executive officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 31.2 Certification of principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 32.1 Certification of principal executive officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 32.2 Certification of principal financial officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (b) The Company did not file any reports on Form 8-K during the quarter ended June 30, 2003. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registration has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. THE FIRST BANCSHARES, INC. -------------------------- (Registrant) August 14, 2003 /S/ DAVID E. JOHNSON ______________________________ _________________________________ (Date) David E. Johnson, President and Chief Executive Officer August 14, 2003 /S/ DAVID O. THOMS, JR. ______________________________ _________________________________ (Date) David O. Thoms, Jr., Senior Vice President and Principal Accounting and Financial Officer