U. S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10-Q
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15 (D)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED: MARCH 31, 2005
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OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D)
OF THE SECURITIES EXCHANGE ACT OF 1934
COMMISSION FILE NUMBER: 000-50224
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SECURITY CAPITAL CORPORATION
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(EXACT NAME OF SMALL BUSINESS ISSUER AS SPECIFIED IN ITS CHARTER)
MISSISSIPPI 64-0681198
(STATE OF INCORPORATION) (I. R. S. EMPLOYER IDENTIFICATION NO.)
295 HIGHWAY 6 WEST/ P. O. BOX 690
BATESVILLE, MISSISSIPPI 38606
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(ADDRESS OF PRINCIPAL (ZIP CODE)
EXECUTIVE OFFICES)
662-563-9311
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(ISSUER'S TELEPHONE NUMBER, INCLUDING AREA CODE)
NONE
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(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. [ X ] YES [ ] NO
INDICATE BY CHECK MARK WHETHER THE REGISTRANT IS AN ACCELERATED FILER AS DEFINED IN THE SECURITIES AND EXCHANGE
ACT OF 1934 RULE 12B-2: [ ] YES [ X ] NO
INDICATE THE NUMBER OF SHARES OUTSTANDING OF EACH OF THE ISSUER'S CLASSES OF COMMON STOCK AS OF MARCH 31, 2004.
TITLE OUTSTANDING
COMMON STOCK, $5.00 PAR VALUE 2,486,317
SECURITY CAPITAL CORPORATION
FIRST QUARTER 2005 INTERIM FINANCIAL STATEMENTS
TABLE OF CONTENTS
PART I. FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements
Consolidated Statements of Condition
March 31, 2005 and December 31, 2004
Consolidated Statements of Income
Three months ended March 31, 2005 and 2004
Consolidated Statements of Comprehensive Income
Three months ended March 31, 2005 and 2004
Consolidated Statements of Cash Flows
Three months ended March 31, 2005 and 2004
Notes to Consolidated Financial Statements
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operation
Item 3. Quantitative and Qualitative Disclosures about Market Risk
Item 4. Controls and Procedures
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Item 3. Defaults upon Senior Securities
Item 4. Submission of Matters to a Vote of Security Holders
Item 5. Other Information
Item 6. Exhibits
PART I - FINANCIAL INFORMATION ITEM NO. 1. FINANCIAL STATEMENTS
SECURITY CAPITAL CORPORATION
CONSOLIDATED BALANCE SHEETS
(dollar amounts presented in thousands)
Unaudited
March 31, Dec. 31,
2005 2004
---- ----
ASSETS
Cash and due from banks $20,958 $15,662
Interest-bearing deposits with banks 592 426
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Total cash and cash equivalents 21,550 16,088
Federal funds sold 14,000 14,000
Term deposits with other banks 591 591
Securities available-for-sale 95,930 96,669
Securities held-to-maturity, estimated fair value of 2,049 2,050
$2,050 in 2005 and $2,052 in 2004
Securities, other 1,267 1,259
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Total securities 99,246 99,978
Loans, less allowance for loan losses of
$3,743 in 2005 and $3,598 in 2004 249,912 230,805
Interest receivable 3,029 3,138
Premises and equipment 15,526 14,959
Intangible assets 3,874 3,874
Cash surrender value of life insurance 5,509 3,476
Other assets 7,294 3,365
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Total Assets $420,531 $390,274
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LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
Noninterest-bearing deposits $57,751 $53,502
Time deposits of $100,000 or more 45,860 48,684
Other interest-bearing deposits 258,531 231,272
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Total deposits 362,142 333,458
Interest payable 709 595
Borrowed funds 8,913 10,131
Other liabilities 3,714 2,220
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Total Liabilities 375,478 346,404
Shareholders' equity:
Common stock - $5 par value, 5,000,000 shares
authorized, 2,498,504 shares issued in 2005
and 2004 12,493 12,493
Surplus 27,855 27,826
Retained Earnings 4,733 3,106
Accumulated other comprehensive income 33 510
Treasury stock, at par, 12,187 shares and 13,087
shares in 2005 and 2004, respectively (61) (65)
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Total Shareholders' Equity 45,053 43,870
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Total Liabilities and Shareholders' Equity $420,531 $390,274
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SECURITY CAPITAL CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
(dollar amounts presented in thousands)
(Unaudited)
For the three months
ended March 31,
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2005 2004
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INTEREST INCOME
Interest and fees on loans $4,252 $3,451
Interest and dividends on securities 962 868
Federal funds sold 49 25
Other 69 48
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Total interest income 5,332 4,392
INTEREST EXPENSE
Interest on deposits 1,192 864
Interest on borrowings 95 83
Interest on federal funds purchased - 2
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Total interest expense 1,287 949
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Net Interest Income 4,045 3,443
Provision for loan losses 185 163
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Net interest income after provision
for loan losses 3,860 3,280
OTHER INCOME
Service charges on deposit accounts 960 948
Trust Department income 261 204
Securities net gain 7 -
Other income 271 161
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Total other income 1,499 1,313
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OTHER EXPENSES
Salaries and employee benefits 2,037 1,833
Occupancy expense 380 286
Other operating expense 658 597
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Total other expenses 3,075 2,716
INCOME BEFORE PROVISION
FOR INCOME TAXES 2,284 1,877
PROVISION FOR INCOME TAXES 657 485
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NET INCOME $1,627 $1,392
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BASIC NET INCOME PER SHARE $0.65 $0.56
SECURITY CAPITAL CORPORATION
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(dollar amounts presented in thousands)
(Unaudited)
For the three months
ended March 31,
2005 2004
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Net income $ 1,627 $ 1,392
Other comprehensive income, net of tax:
Reclassification adjustment for gains
included in net income 5 -
Unrealized holding gains/(losses) (477) 126
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Comprehensive income $ 1,155 $ 1,518
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SECURITY CAPITAL CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(dollar amounts presented in thousands)
(Unaudited)
Three months ended
March 31,
2005 2004
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CASH FLOWS FROM OPERATING ACTIVITIES:
NET INCOME $ 1,627 $ 1,392
Adjustments to reconcile net income to
net cash provided by operating activities:
Provision for loan losses 185 163
Amortization of premiums and discounts on securities, net 186 186
Depreciation and amortization 214 164
FHLB stock dividend (7) (4)
Loss (gain)on sale of securities (7) -
Loss (gain) on sale/disposal of other assets (30) -
Changes in:
Interest receivable 109 (210)
Other assets 658 236
Interest payable (114) 107
Other liabilities 1,494 1,156
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Net cash provided by operating activities 4,315 3,190
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CASH FLOWS FROM INVESTING ACTIVITIES
(Increase) decrease in loans (19,185) (5,406)
Purchase of securities available for sale (15,390) (32,134)
Proceeds of maturities and calls of securities available for sale 15,184 7,979
Additions to premises and equipment (2,430) (1,056)
Proceeds of sale of other assets 30 -
Increase in life insurance (2,033) (36)
Changes in:
Federal funds sold - 19,025
Certificates of deposits and term deposits with other banks - (20,000)
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Net cash provided by (used in) investing activities (23,824) (31,628)
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CASH FLOWS FROM FINANCING ACTIVITIES
Changes in:
Deposits 26,156 23,587
Federal Funds purchased - 3,000
Purchase of treasury stock - -
Reissuance of treasury stock 33 102
Repayment of debt (1,218) (4,413)
Proceeds from issuance of debt - 3,000
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Net cash provided by financing activities 24,971 25,276
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Net increase (decrease) in cash and cash equivalents 5,462 (3,162)
Cash and cash equivalents at beginning of year 16,088 15,082
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Cash and cash equivalents at end of period $21,550 $11,920
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The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial statements. 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 fair presentation have been included. Operating results for the three months ended March 31, 2005, are not necessarily indicative of the results that may be expected for the year ending December 31, 2004. For further information, please refer to the Company’s Form 10-K filed March 31, 2005, which will include the consolidated financial statements and footnotes for the year ended December 31, 2004.
NOTE B - SUMMARY OF ORGANIZATIONSecurity Capital Corporation (the “Company) was incorporated September 16, 1982, under the laws of the State of Mississippi for the purpose of acquiring First Security Bank and serving as a one-bank holding company.
First Security Bank and Batesville Security Building Corporation are wholly owned subsidiaries of the Company.
First Security Bank was originally chartered under the laws of the State of Mississippi on October 25, 1951 and engages in a wide range of commercial banking activities and emphasizes it local management, decision-making and ownership. The Bank offers 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 Bank also offers a wide range of personal and corporate trust services and commercial, agricultural, mortgage and personal loans. It’s full-service banking locations expanded to eleven with the October 31, 2001 opening in Olive Branch, Mississippi, the July 1, 2002 opening in Hernando, Mississippi and the August 2003 opening in Pope, Mississippi. In 2004, land was purchased and construction was initiated for the projected 2005 opening of a branch in Southaven, Mississippi. With the first quarter of 2005, plans were unveiled to open and locate a branch on the corner of Goodman Road and Pleasant Hill Road in Desoto County and to improve the housing of the branch located in Robinsonville with a state of the art facility. Construction of both facilities is expected to be completed in 2006.
Batesville Security Building Corporation, the non-bank subsidiary, was chartered under the laws of the State of Mississippi on June 23, 1971, generally, to deal and manage real estate and personal property and is currently inactive.
The Company filed the initial registration, Form 10-SB, with the Securities and Exchange Commission on March 28, 2003 having reached and exceeded 500 shareholders in 2002.
NOTE C - EARNINGS PER COMMON SHAREBasic 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 periods presented below, there were no potential dilutive common shares. All weighted average, actual shares or per share information in the financial statements have been adjusted retroactively for the effect of stock dividends.
For the Three Months Ended
March 31, 2005
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Net Income Shares Per Share
(Numerator) (Denominator) Data
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Basic per Share 1,627,288 2,485,880 $0.65
For the Three Months Ended
March 31, 2004
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Net Income Shares Per Share
(Numerator) (Denominator) Data
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Basic per Share 1,391,632 2,482,661 $0.56
ITEM NO. 2 MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The following discussion contains “forward-looking statements” relating to, without limitation, future economic performance, plan 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 and the Company’s operating performance each quarter is subject to various risks and uncertainties that are discussed in detail in the Company’s filing of the Form 10-SB with the Securities and Exchange Commission.
The subsidiary Bank represents the primary assets of the Company. On March 31, 2005, First Security Bank had approximately $419 million in assets compared to $368 million at March 31, 2004. Loans increased to $254.8 million at March 31, 2005 from $210.1 million at March 31, 2004. Deposits increased by $49 million from March 31, 2004 to March 31, 2005 for a total of $362.6 million. For the three months ended March 31, 2005 and March 31, 2004, the Bank reported income of approximately $1,677,000 and $1,432,000, respectively.
CHANGES IN FINANCIAL CONDITIONThe cash and due from banks of $21.5 million at March 31, 2005 reflected an increase from the cash position of $16.1 million at December 31, 2004. This increase is attributed to growth and a daily fluctuation due to normal bank transactions. The cash management team readily invests available cash and assesses the investment tools for the most desirable yield as displayed in the reduction in the federal funds sold from the position at December 31, 2004 and an increase in securities available for sale.
The earning assets at December 31, 2004 were $352.9 million and at March 31, 2005 were $373.5 million. The investments in fixed assets continue to increase with the expansion of the banking services into the Southaven area and with the purchase of real estate adjacent to the main office location to provide offices for the trust services, mortgage lending and information technology departments. The premises and equipment, net of the accumulated depreciation, at December 31, 2004 was $15.0 million as compared to $15.5 million at March 31, 2005. Other assets increased to $7.3 million at March 31, 2005 from $3.4 million at December 31, 2004, with the major components of the increase attributed to an increase in the customer liability acceptances and the classification of the March 31, 2005 unposted deposit debits as other assets.
Deposit liabilities at March 31,2005 reflected an 8.6% growth or a $28.7 million increase for the first three months in 2005. The rise in deposits decreases the need for increments on long-term borrowings. Short-term borrowings are a tool in providing funding for deposit withdrawals and customer loan advances. At March 31, 2005, short-term funding was not needed as demonstrated by no liability existing for federal funds purchased.
The net unrealized gain on available-for-sale securities reflected in the shareholder’s equity section on December 31, 2003 was approximately $1.3 million and the first quarter in 2004 showed an increase of $126 thousand for an unrealized gain of $1.4 million. On December 31, 2004, the net unrealized gain on available-for-sale securities was $510 thousand and on March 31, 2005, the net unrealized gain on available-for-sale securities was $33 thousand, with both reporting periods reflecting the volatile nature of the market. The first quarter changes in the market affected the comprehensive income with an increase of $126 thousand for the three months ending March 31, 2004 and a decrease of $477 thousand for the three months ending March 31, 2005.
The consolidated statements of cash flows summarize the changes in the financial condition of the Company. The most prevalent of the changes for the three months ending March 31, 2005 are: an increase of $19.2 million in loans; purchases of available-for-sale securities of $15.4 million with an approximate offset of maturities and sales of available-for-sale securities of $15.2 million; investment in premises and equipment of $2.4 million; an increase of $26.1 million in deposits; investment in bank owned life insurance of $2 million and a decrease in debt of $1.2 million.
Diversification within the loan portfolio is an important means of reducing inherent lending risks. The loan portfolio is represented of the following mix: Commercial 7.31%; Agricultural 1.31%; Real Estate 78.77%; Consumer 11.95% and Other .66%. The major components of the real estate loans are 28.33% for construction and land development property, 27.86% for first liens on 1-4 family residential property and 35.71% for nonfarm and nonresidential property.
At March 31, 2005 the subsidiary bank had loans past due as follows:
(in thousands)
Past due 30 days through 89 days $4,741
Past due 90 days or more and still accruing $1,041
The accrual of interest is discontinued on loans which become ninety days past due unless the loans are adequately secured and in the process of collection. Nonaccrual loans totaled $69 thousand at March 31, 2005. Any other real estate owned is carried at lower of cost or current appraised value less cost to dispose. Other real estate at March 31, 2005 totaled $359 thousand. 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 bank had no restructured loans at March 31, 2005.
For the three months ended March 31, 2005, the Company experienced $214 thousand in charge-offs of loans and $174 thousand in recoveries of loans for a net decrease effect to the Allowance for Loan Losses of $40 thousand. The net charge-offs represent .02 % of loans. Of the $214 thousand charge to the Allowance for Loan Losses, the breakdown is 30.37% for 1-4 family residential properties with junior liens, 9.35% for commercial and industrial loans, 58.88% for consumer loans and 1.40% for construction and land development loans. Consumer loan collections of $144 thousand represent the major component of the $174 thousand in recoveries.
LIQUIDITYThe Company has an asset and liability management program that assists management in maintaining net interest margins during times of both rising and falling interest rates and in maintaining sufficient liquidity. As of March 31, 2005, Security Capital Corporation had a positive gap of 17.23% in a 12-month time frame. The regulatory liquidity ratio reflected 19.1%, within the policy requirement of a minimum liquidity ratio of 15%. A 1% increase in market rates will increase net interest income by approximately 1.1% while a decrease in market rates will reduce net interest income by 1.6%. The Company’s policy allows for no more than a 10% movement in NII (net interest income), in a 200 basis point ramp of market rates over a one-year period. Currently, a 200 basis point movement down would reduce NII by 2.6% while an upward movement of the same amount would increase NII by 1.7%. When funds exceed the needs for reserve requirements or short-term liquidity needs, the company will increase its security investments or sell federal funds. It is management’s policy to maintain an adequate portion of its portfolio of assets and liabilities on a short-term basis to insure rate flexibility and to meet loan funding and liquidity needs.
At March 31, 2005, the tools to meet these needs are the secured and unsecured lines of credit with the correspondent banks totaling $20.5 million (to borrow federal funds) and the line of credit with the Federal Home Loan Bank that exceeds $92.4 million. At March 31, 2005, the Company had available (unused) line of credit of approximately $92.5 million.
CAPITAL RESOURCESTotal consolidated equity capital at March 31, 2005 was $45.1 million or approximately 10.71% of total assets. The main source of capital for the Corporation has been the retention of net income.
Quantitative measures established by regulation to ensure capital adequacy require the Company to maintain minimum amounts and ratios of Total Capital, Tier 1 Capital and Leverage Capital. Currently, the Company and the Bank have adequate capital positions as of March 31, 2005 as reflected below:
Corporation Bank
Risk-Based Capital Ratio Ratio Ratio Requirements
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Total Capital 15.44% 14.84% 8%
Tier 1 Capital 14.20% 13.59% 4%
Leverage Capital 10.42% 9.96% 3%
RESULTS OF OPERATIONS
The Company had a consolidated net income for $1.63 million for the three months ending March 31, 2005, compared with consolidated net income of $1.39 million for the three months ending March 31, 2004.
Total interest income increased to $5.3 million for the three months ending March 31, 2005 from $4.4 million for the three months ending March 31, 2004, or an increase of 21.4 %. Earning assets through March 31, 2005 increased $40.3 million and interest-bearing liabilities increased $9.0 million compared to March 31, 2004, reflect-ing an increase of 25.76% and 11.21%, respectively.
Noninterest income for the three months ending March 31, 2005 was $1.5 million compared to $1.3 million for the same period in 2004, reflecting an increase of $186 thousand or 14.17%. Included in noninterest income are service charges on deposit accounts, which for each of the three months ended March 31, 2005 and March 31, 2004, totaled $960 thousand and $948, respectively
The provision for loan losses was $185 thousand in the first three months of 2005 compared with $163 thousand for the same period in 2004 showing an increase of $22 thousand. The Allowance for Loan Losses of $3.7 million on March 31, 2005 (approximately 1.48% of loans) is considered by management to be adequate to cover losses inherent in the loan portfolio. The Allowance for Loan Losses as of March 31, 2004 was 1.83% of loans. An evaluation of historical loss rates for bankruptcy and agriculture loans resulted in a reduction of the applied allocation rate beginning in the second quarter of 2004. 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 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.
Other income for the three months ending March 31, 2005 reflected $271 thousand, an increase of 68.3% from the three month period ending March 31, 2004. The increase is mainly attributable to a membership fee of $41.2 thousand received on the merger of the ATM network provider with another company and a gain of $30.3 thousand on the sale of an unused strip of property adjacent to a branch location. .
Other expense increased by $359 thousand or 13.22% for the three months ended March 31, 2005, when compared with the same period in 2004. Salaries and employee benefits of $2.04 million for the three months ended March 31, 2005 represent the largest component of other expenses and steadily increases with the development of the market area and the training of future bank management, in both areas of commercial banking and trust.
Income tax expense of $657 thousand for the three months ended March 31, 2005 is indicative of the applicable tax liability for the increase in the income for 2005 along with the adjustments for tax-exempt income and tax deferred income.
The net interest margin forecasted in the Company’s asset liability management analysis for the coming twelve months period is 4.89% based on no change in rates. This forecast is up from the 4.54% as forecasted for the quarter ended December 31, 2004. The increase in the forecast is due to the Company being asset sensitive. With the substantial change in the markets since December 31, 2004, the Company’s ability to reprice the asset side of the balance sheet higher and combined with the lagging impact upward rates typically have on the funding side of the balance sheet attribute to the increase in the forecasted net interest margin. The projected return on assets for the twelve month period ending December 31, 2005 is 1.88%.
For the three months ended March 31, 2005, the return on assets is reflected at 1.55% as compared to the three months ended March 31, 2004 of 1.43%.
ITEM NO. 3 QUANTITIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
There have been no material changes in market risk exposures that affect the quantitative and qualitative disclosures presented as of December 31, 2004 in the Company’s Form 10-K and Annual Report.
ITEM NO. 4 CONTROLS AND PROCEDURES
Within 90 days prior to the filing of this report, an evaluation under the direction and with the participation of our principal executive officer and principal financial officer was performed to determine the effectiveness of the design and operation of the disclosure controls and procedures. The principal executive officer and the principal financial officer concluded that our disclosure controls and procedures are effective in timely alerting them to material information required to be included in our periodic SEC reports. During the fiscal quarter ended March 31, 2005, there was no change in the Corporation’s internal control over financial reporting that materially affected, or is reasonably likely to materially affect, the Corporation's internal control over financial reporting.
PART II -- OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Out of the normal course of business, First Security Bank may be defendant in a lawsuit. In
regard to any legal proceedings, which occurred during the reporting period, management expects
no material impact on the Company's consolidated financial position or results of operation.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
None
ITEM 3. DEFAULT UPON SENIOR SECURITIES
None
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None
ITEM 5. OTHER INFORMATION
None
ITEM 6. EXHIBITS
(a) Exhibits
Exhibit No. 31.1 Certification of principal executive officer pursuant to Section 302
of the Sarbanes-Oxley Act of 2002.
Exhibit No. 31.2 Certification of principal financial officer pursuant to Section 302
of the Sarbanes-Oxley Act of 2002.
Exhibit No. 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.
Exhibit No. 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 March 31,
2005.
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.
SECURITY CAPITAL CORPORATION
BY /s/ Frank West BY /s/ Connie Woods Hawkins
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Frank West Connie Woods Hawkins
President and Chief Executive Officer Executive Vice-President, Cashier
and Chief Financial Officer
DATE: May 13, 2005 DATE: May 13, 2005