`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, 2007
                                                                       ----------------------
                                                        OR

[   ]    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE
         ACT OF 1934


         COMMISSION FILE NUMBER:                                             000-50224
                                                                       ---------------------

                                           SECURITY CAPITAL CORPORATION
-------------------------------------------------------------------------------------------------------------------
                         (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
 --------------------------------------------------------          ------------------------------------------------
                (ADDRESS OF PRINCIPAL                                            (ZIP CODE)
                   EXECUTIVE OFFICES)


                                                   662-563-9311
-------------------------------------------------------------------------------------------------------------------
                                 (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.

[ X ]  YES   [    ]   NO

INDICATE BY CHECK MARK WHETHER THE REGISTRANT IS A LARGE ACCELERATED FILER, OR A  NON-ACCELERATED FILER.  SEE
DEFINITION OF "ACCELERATED FILER AND LARGE ACCELERATED FILER" IN RULE 12B-2 OF THE EXCHANGE ACT.  (CHECK ONE):

LARGE ACCELERATED FILER [    ]     ACCELERATED FILER [ X  ]       NON-ACCELERATED FILER [   ]`

<HR SIZE=5>

`INDICATE BY CHECK MARK WHETHER THE REGISTRANT IS A SHELL COMPANY (AS DEFINED IN RULE 12B-2 OF THE ACT.)

[  ] YES      [ X ] NO


INDICATE THE NUMBER OF SHARES OUTSTANDING OF EACH OF THE ISSUER'S CLASSES OF COMMON STOCK AS OF MARCH 31, 2007.

                           TITLE                                                   OUTSTANDING
               COMMON STOCK, $5.00 PAR VALUE                                        2,744,570`

---

`SECURITY CAPITAL CORPORATION
                                  FIRST QUARTER 2007 INTERIM FINANCIAL STATEMENTS

TABLE OF CONTENTS

PART I.        FINANCIAL INFORMATION

Item 1.        Consolidated Financial Statements

               Consolidated Statements of Condition
               March 31, 2007 and December 31, 2006

               Consolidated Statements of Income
               Three months ended March 31, 2007 and 2006

               Consolidated Statements of Comprehensive Income
               Three months ended March 31, 2007 and 2006

               Consolidated Statements of Cash Flows
               Three months ended March 31, 2007 and 2006

               Notes to Consolidated Financial Statements

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

Item 3.        Quantitative and Qualitative Disclosures about Market Risk

Item 4.        Controls and Procedures


PART II.       OTHER INFORMATION

Item 1.        Legal Proceedings

Item 1A.       Risk Factors

Item 2.        Changes in Securities

Item 3.        Defaults upon Senior Securities

Item 4.        Submission of Matters to a Vote of Security Holders

Item 5.        Other Information

Item 6.        Exhibits and Reports on Form 8-K`

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`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,
                                                                                     2007             2006
                                                                                ---------------    ------------
                                                        ASSETS
         Cash and due from banks                                                       $21,512         $23,073
         Interest-bearing deposits with banks                                            5,599             374
                                                                                ---------------    ------------
            Total cash and cash equivalents                                             27,111          23,447
         Federal funds sold                                                              3,000               -
         Term deposits with other banks                                                    198             198
         Securities held for trading                                                    19,251               -
         Securities available-for-sale                                                  45,291          61,028
         Securities held-to-maturity, estimated fair value of                            7,235           7,850
            $7,523 in 2007 and $8,150 in 2006
         Securities, other                                                               2,273           2,250
                                                                                ---------------    ------------
            Total securities                                                            74,050          71,128
         Loans, less allowance for loan losses of
         $4,582 in 2007 and $4,334 in 2006                                             331,715         322,324
         Interest receivable                                                             5,239           5,091
         Premises and equipment                                                         21,910          21,969
         Intangible assets                                                               3,874           3,874
         Cash surrender value of life insurance                                          5,919           5,869
         Other assets                                                                    3,922           4,429
                                                                                ---------------    ------------
         Total Assets                                                                 $476,938        $458,329
                                                                                ===============    ============

                                         LIABILITIES AND SHAREHOLDERS' EQUITY
         Liabilities:
            Noninterest-bearing deposits                                               $58,026         $59,380
            Time deposits of $100,000 or more                                           79,845          77,169
            Other interest-bearing deposits                                            264,398         230,150
                                                                                ---------------    ------------
               Total deposits                                                          402,269         366,699
            Interest payable                                                             1,557           1,591
            Federal Funds Purchased                                                          -           8,000
            Borrowed funds                                                              15,853          27,380
            Other liabilities                                                            3,393           2,675
                                                                                ---------------    ------------
         Total Liabilities                                                             423,072         406,345
         Shareholders' equity:
            Common stock - $5 par value, 5,000,000 shares
            authorized, 2,753,557 shares issued in 2007
            and 2006                                                                    13,768          13,768
         Surplus                                                                        35,677          35,654
         Retained Earnings                                                               4,304           2,651
         Accumulated other comprehensive income                                            162            (41)
         Treasury stock, at par, 8,987 shares and 9,487
            shares in 2007 and 2006, respectively                                         (45)            (48)
                                                                                ---------------    ------------
         Total Shareholders' Equity                                                     53,866          51,984
                                                                                ---------------    ------------

         Total Liabilities and Shareholders' Equity                                   $476,938        $458,329
                                                                                ===============    ============`

---

`SECURITY CAPITAL CORPORATION
                                                CONSOLIDATED STATEMENTS OF INCOME
                                             (dollar amounts presented in thousands)

                                                                                      (Unaudited)
                                                                                   For the three months
                                                                                    ended March 31,
                                                                         -----------------------------------
                                                                             2007                     2006
                                                                         -----------              ----------
INTEREST INCOME
Interest and fees on loans                                                   $ 7,199                $ 6,095
Interest and dividends on securities                                             796                    819
Federal funds sold                                                                61                     34
Other                                                                             91                     58
                                                                         -----------              ----------

   Total interest income                                                       8,147                  7,006

INTEREST EXPENSE
Interest on deposits                                                           2,934                  2,136
Interest on borrowings                                                           286                    159
Interest on federal funds purchased                                               22                     24
                                                                         -----------              ----------

    Total interest expense                                                     3,242                  2,319
                                                                         -----------              ----------

Net Interest Income                                                            4,905                  4,687

Provision for loan losses                                                        273                    241
                                                                         -----------              ----------

Net interest income after provision
  for loan losses                                                              4,632                  4,446

OTHER INCOME
Service charges on deposit accounts                                            1,262                  1,112
Trust Department income                                                          271                    258
Securities net gain                                                               (7)                   (13)
Other income                                                                     238                    227
                                                                         -----------              ----------

   Total other income                                                          1,764                  1,584

OTHER EXPENSES
Salaries and employee benefits                                                 2,501                  2,274
Occupancy expense                                                                592                    421
Other operating expense                                                          646                    756
                                                                         -----------              ----------
   Total other expenses                                                        3,739                  3,451

INCOME BEFORE PROVISION
   FOR INCOME TAXES                                                            2,657                  2,579

PROVISION FOR INCOME TAXES                                                       875                    797
                                                                         -----------              ----------

NET INCOME                                                                   $ 1,782                $ 1,782
                                                                         ===========              ==========

BASIC NET INCOME PER SHARE                                                    $ 0.65                 $ 0.65`

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`SECURITY CAPITAL CORPORATION
                                             CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
                                                   (dollar amounts presented in thousands)

                                                                                   (Unaudited)
                                                                              For the three months
                                                                                   ended March 31,
                                                                            2007                 2006
                                                                         -----------         ------------

                       Net income                                         $   1,782           $    1,782

Other comprehensive income, net of tax:

  Unrealized holding gains/(losses)                                             (69)                 (85)
                                                                         -----------         ------------

Comprehensive income                                                      $   1,713           $    1,697
                                                                         ===========         ============


                                                       SECURITY CAPITAL CORPORATION
                                                  CONSOLIDATED STATEMENTS OF CASH FLOWS
                                                  (dollar amounts presented in thousands)

                                                                                     (Unaudited)
                                                                                 Three months ended
                                                                                       March 31,
                                                                           2007                     2006
                                                                      -------------             ------------

CASH FLOWS FROM OPERATING ACTIVITIES:
NET INCOME                                                                   1,782                    1,782
 Adjustments to reconcile net income to
   net cash provided by operating
   activities:
   Provision for loan losses                                                   273                      241
   Amortization of premiums and discounts on securities, net                    51                       94
   Depreciation and amortization                                               279                      237
   FHLB stock dividend                                                         (23)                     (13)
   Loss (gain)on sale of securities                                              -                       13
   Loss (gain)on fair value accounting                                           7                        -
   Gain on sale/disposal of other assets                                       (12)                     (18)

Changes in:

   Interest receivable                                                        (148)                    (139)
   Cash value of life insurance, net                                           (50)                     (52)
   Other assets                                                                117                   (1,446)
   Interest payable                                                            (34)                       9
   Other liabilities                                                           929                    2,207
                                                                      -------------             ------------

Net cash provided by operating activities                                    3,171                    2,915
                                                                      -------------             ------------

CASH FLOWS FROM INVESTING ACTIVITIES

Increase in loans                                                           (9,639)                  (7,712)
Purchase of securities available for sale                                   (5,343)                  (3,839)
Proceeds of maturities and calls of securities available for sale            2,060                    5,907
Proceeds of maturities and calls of securities held to maturity                210                        -
Additions to premises and equipment                                           (192)                    (710)
Proceeds of sale of other assets                                               329                      506
Changes in:
   Federal funds sold                                                       (3,000)                  (1,000)
                                                                      -------------             ------------

Net cash used in investing activities                                      (15,575)                  (6,848)
                                                                      -------------             ------------
CASH FLOWS FROM FINANCING ACTIVITIES

Changes in:
   Deposits                                                                 35,570                   20,833
   Federal Funds purchased                                                  (8,000)                 (15,000)
Reissuance of treasury stock                                                    25                       12
Repayment of debt                                                          (30,287)                  (1,244)
Proceeds from issuance of debt                                              18,760                      300
                                                                      -------------             ------------

Net cash provided by financing activities                                   16,068                    4,901
                                                                      -------------             ------------

Net increase in cash and cash equivalents                                    3,664                      968

Cash and cash equivalents at beginning of year                              23,447                   19,677
                                                                      -------------             ------------

Cash and cash equivalents at end of period                                  27,111                   20,645
                                                                      =============             ============`

---

SECURITY CAPITAL
CORPORATION

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. 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, 2007, are not
necessarily indicative of the results that may be expected for the year ending December
31, 2007. For further information, please refer to the Companys Form 10-K filed
March 16, 2007, which includes the consolidated financial statements and footnotes for the
year ended December 31, 2006.

NOTE B  SUMMARY OF
ORGANIZATION

Security 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 its 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. Its 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 April of 2005, a twelfth full service branch opened in Southaven,
Mississippi. Construction was completed in July on a new facility for the Robinsonville
banking location. The facility for a new full-service branch on the corner of Goodman Road
and Pleasant Hill Road in Desoto County was ready for occupancy at the end of September of
2006. Each of the newly constructed buildings represents state of the art facilities and
will meet the needs of the staff and the level of customer activity. To better serve the
customers in the northern Panola County, an additional location in Sardis opened in
October of 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 in and manage real estate and personal
property.

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 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 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 30, 2007
                                  -------------------------------------------------------------------------
                                         Net Income                    Shares                Per Share
                                         (Numerator)               (Denominator)                Data
                                  -------------------------    -----------------------    -----------------

       Basic per Share                         $ 1,782,084                  2,744,248               $ 0.65


                                                         For the Three Months Ended
                                                               March 30, 2006
                                  -------------------------------------------------------------------------
                                                      (as restated for stock dividend)
                                         Net Income                    Shares                Per Share
                                         (Numerator)               (Denominator)                Data
                                  -------------------------    -----------------------    -----------------

       Basic per Share                         $ 1,782,323                  2,742,642               $ 0.65`

NOTE D 
RECLASSIFICATION

Certain amounts in the 2006
consolidated financial statements have been reclassified to conform to the classifications
used in 2007. The reclassifications occurred in the Consolidated Statements of Cash Flows
and had no material effect on the presentation.

ITEM NO. 2    MANAGEMENT'S 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 10Q with the Securities and Exchange Commission.

The subsidiary Bank represents the
primary assets of the Company. On March 31, 2007, First Security Bank had approximately
$475.1 million in assets compared to $442.8 million at March 31, 2006. Loans increased to
$338.0 million at March 31, 2007 from $308.6 million at March 31, 2006. Deposits increased
by $26.7 million from March 31, 2006 to March 31, 2007 for a total of $402.4 million. For
the three months ended March 31, 2007 and March 31, 2006, the Bank reported income of
approximately $1,819,217 and $1,827,750, respectively.

---

CHANGES IN FINANCIAL
CONDITION

The cash and cash equivalents of
$27.1 million at March 31, 2007 reflected an increase of $3.7 million from the cash
position of $23.4 million at December 31, 2006. This increase is attributed to 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 and the
funding needs of the bank.

The earning assets at December 31,
2006 were $404.6 million and at March 31, 2007 were $416.7 million. The increase is
attributable mainly to the growth in the loan portfolio. The premises and equipment, net
of the accumulated depreciation, at December 31, 2006 and at March 31, 2007 totaled
approximately $22.0 million  reflecting a small increase of $59 thousand for the
first three months in 2007. Available-for-sale securities increased from $71.1 million at
December 31, 2006 to $74.1 million at March 31, 2007. Other assets decreased to $3.9
million at March 31, 2007 from $4.4 million at December 31, 2006.

Deposit liabilities at March 31, 2007
reflected a 9.7% growth or a $35.6 million increase for the first three months in 2007.
The rise in deposits which is attributed to the normal first quarter increase in public
funds decreases the amount of long-term borrowings and short-term borrowings needed for
funding investments in loans and facilities. Short-term borrowings provide a tool in
providing the funding for unforeseen deposit withdrawals and seasonal loan demands. The
short-term funding was eliminated during the first three months in 2007 with the payment
of $18 million to the Federal Home Loan Bank. The federal funds purchased at December 31,
2006 of $8 million had been returned.

The net unrealized loss on
available-for-sale securities reflected in the shareholders equity section on
December 31, 2006 was $41 thousand. At March 31, 2007, the shareholders equity
section reflected a net unrealized gain on available-for-sale securities of $162 thousand.
The change reflected over these reporting periods reflect the normal atmosphere of a
friendly market. The change of the market affected the comprehensive income with a net
increase of $203 thousand for the three months ending March 31, 2007 and a decrease of $85
thousand for the three months ending March 31, 2006.

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, 2007 are: an increase of $9.6 million
in loans; an increase in available-for-sale securities and held-to-maturity securities of
$3.1 million resulting from purchases of $5.3 million offset by an approximate $2.3
million in maturities and sales; an increase of $35.6 million in deposits; an increase of
$19.5 million in short-term borrowings followed by a decrease of $30.6 million in
short-term borrowing from the Federal Home Loan Bank; and a decrease of $8 million in
federal funds purchased.

NONPERFORMING ASSETS AND
RISK ELEMENTS

Diversification within the loan
portfolio is an important means of reducing inherent lending risks. The loan portfolio is
represented by the following mix: Commercial 6.09%; Agricultural 2.52%; Real Estate
82.82%; Consumer 8.05% and Other .52%. The major components of the real estate loans are
41.46% for construction and land development property, 18.87% for first liens on 1-4
family residential property and 31.97% for nonfarm and nonresidential property.

At March 31, 2007, the subsidiary
bank had loans past due as follows:

`(in thousands)
Past due 30 days through 89 days                                                      $5,593
Past due 90 days or more and still accruing                                            $912`

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. The nonaccrual loans at March31, 2007 totaled
$809 thousand. 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, 2007 totaled $44
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, 2007.

For the three months ended March 31,
2007, the Company experienced $247 thousand in charge-offs of loans and $222 thousand in
recoveries of loans for a net decrease effect to the Allowance for Loan Losses of $25
thousand. The net charge-offs, annualized, represent .03% of average loans. Of the $247
thousand charge to the Allowance for Loan Losses, the breakdown is 7.29% for 1-4 family
residential loans and 92.71% for consumer loans. Consumer loan collections of $212
thousand represent the major component of the $222 thousand in recoveries.

---

LIQUIDITY

The 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. The asset and liability reports for March 31, 2007 substantiates that the
Company remains in a neutral position to changes in rates. A 1% increase or decrease in
market rates will basically not affect net interest income. 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. When funds exceed the needs for reserve
requirements or short-term liquidity needs, the company will increase its security
investments or invest in 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.

Projections for the next twelve
months are for a net interest margin of 4.24%, a return on assets of 2.16%, and a return
on equity of 18.86%. The net interest income for twelve months ending March 31, 2008 is
projected to be $20.3 million  which represents a yield on earning assets of 7.94%
and a liability cost of 3.70%.

At March 31, 2007, the regulatory
liquidity ratio of 20.8% is well within the policy requirement of a minimum liquidity
ratio of 15%. The earnings at risk and the economic value of equity ratios reflected
compliance with the policy limits of -10.0% and -30.0%, respectively. With a policy
limitation of 20%, the volatile dependency ratio of 14.3% reflected an improvement from
the prior quarters which exposed the effect of the short-term borrowings of federal funds
and advances from the Federal Home Loan Bank.

At March 31, 2007, the tools to meet
these needs are the secured and unsecured lines of credit with the correspondent banks
totaling $37.5 million (to borrow federal funds) and the line of credit with the Federal
Home Loan Bank that exceeded $132 million. At March 31, 2007, the Company had available
(unused) line of credit of approximately $114.4 million.

CAPITAL RESOURCES

Total consolidated equity capital at
March 31, 2007 was $53.7 million or approximately 11.24% 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, 2007 as reflected below:

`Corporation              Bank
Risk-Based Capital Ratio                                 Ratio                 Ratio              Requirements
------------------------                                 -----                 -----              ------------
Total Capital                                            13.95%                13.47%                  8%
Tier 1 Capital                                           12.77%                12.29%                  4%
Leverage Capital                                         10.77%                10.36%                  3%`

RESULTS OF OPERATIONS
 YEAR-TO-DATE

The consolidated net income for the
Company for the three months ending March 31, 2007 was $1.8 million which reflects
approximately the same consolidated net income for the same period in 2006.

Interest income increased to $8.2
million for the three months ending March 31, 2007 indicating an increase of $1.2 million
from the $7.0 million for the three months ending March 31, 2007. The increase in interest
income signifies an increase in the pricing of the loan products.

Interest expense reflects an increase
of $923 thousand to $3.2 million for the three months ending March 31, 2007 from $2.3
million for the same period in 2006. The increase in interest expense can be attributed to
the continuing competitive pricing of the deposit accounts to attract new customers and
maintain existing customers.

The increase in the provision for
loan losses of $32 thousand could be attributed to an increase in loans. However, the
evaluation of the quality of the loan portfolio and the quarterly analysis of the
Allowance for Loan Losses determines the requirements and the adequacy of the provision.

---

Noninterest income for the three
months ending March 31, 2007 was $1.8 million which is an increase from the $1.6 million
for the same period in 2006, reflecting an increase of $167 thousand. The main component
of the increase in the non-routine income in 2007 is attributable to service charges on
deposit accounts. The service charges on deposit accounts, for the three months ended
March 31, 2007 and March 31, 2006, totaled $1.3 million and $1.1 million, respectively.

Other expenses, consisting primarily
of salaries, employee benefits and occupancy expense, for the three months ending March
31, 2007 reveal an increase of $275 thousand or 7.94% from the same period in 2006.
Salaries and employee benefits of $2.5 million for the three months ended March 31, 2007
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 $875 thousand
for the three months ended March 31,2007 is indicative of the applicable tax liability for
the increase in the income for 2007 along with the adjustments for tax-exempt income.

The net interest margin for the three
months ending March 31, 2007 is 4.24%. The return on equity for the three month period
ending March 31, 2007 is 14.31%. For the three months ended March 31, 2007, the return on
assets is reflected at 1.56%. These ratios, reflecting the financial status of the
company, are consistent with the ratios for prior reporting periods.

RECENT ACCOUNTING
PRONOUNCEMENTS

The following accounting standards,
issued recently have been considered:

Financial Accounting Standards Board
Statement (FASB) No. 159, Fair Value Option for Financial Assets and Financial
Liabilities; FASB No. 158, Employers Accounting for Defined Benefit Pension and
Other Retirement Plans; FASB No. 157, Fair Value Measurements; FASB No. 48, Accounting for
Uncertainty in Income Taxes; FASB No. 156, Accounting for Servicing of Financial Assets;
FASB No. 155, Accounting for Certain Hybrid Financial Instruments; and Staff Accounting
Bulletin (SAB) No. 108, Considering the Effects of Prior Year Misstatements when
Quantifying Misstatements in Current Year Financial Statements.

Of these standards,  FASB No. 159, Fair Value Option for Financial Assets and Financial
Liabilities,  and FASB No. 157, Fair Value Measurements, have been adopted.

The Board of Directors approved the
adoption of FASB No. 159 and FASB No. 157 with the objective to improve the financial
reporting through the opportunity to mitigate volatility in reported earnings by
recognizing selected assets and liabilities at fair value. Securities selected to
recognize at fair value included agencies, mortgage-backs and municipals. These securities
were reclassified from available-for-sale to the trading account category and are
accounted for under the fair value option. After the close of the quarter, these
securities were subsequently sold and the proceeds were reinvested in securities that
would improve income by approximately 1%. Liquidity also is projected to improve from the
additional cash flows from the purchased mortgage-backed securities. The liability
selected to report at fair value was a Federal Home Loan Bank (FHLB) advance. With the
prepayment of the FHLB advance in the subsequent quarter, net interest income is projected
to increase on an average of 2.5% over the next ten years. In summary, the adoption is
considered to have a positive effect on future financials due to the predicted improved
cash flow, an increase in the average yield of the investment securities, and the
opportunity to redeem the liability and obtain deposits at a lower funding cost. From an
asset-liability management perspective, these projected changes will improve the balance
sheet and the income statement Managements intent regarding future investments in
securities is to classify selected securities at purchase as trading and to account and
evaluate monthly under the fair option of FASB No. 159.

---

In adopting FASB No. 159, an
adjustment of $272 thousand, net of deferred taxes of $162 thousand, was recorded to the
Corporations retained earnings as of January 1, 2007 to reflect the unrealized loss
on the selected securities. The net unrealized loss was previously included in accumulated
other comprehensive income. Also, the adoption of FASB No. 159 reflected the
identification of an advance from the Federal Home Loan Bank (FHLB) to report at fair
value. For the liability recognized, an adjustment of $68 thousand was booked to retained
earnings, net of deferred taxes of $40 thousand as of January 1, 2007.

The following table reflects the
assets and liabilities recorded to be routinely measured at fair value:

`Fair Value at
                                                                                March 31, 2007*
                                                                                ---------------
         Assets:
         Securities held for trading (FASB No. 159)                             $       19,251
         Securities available for sale (FASB No. 115)                                   45.291

         Liabilities:
         FHLB advance (FASB No. 159)                                            $        1,386

*Dollar amounts presented in thousands.`

Using quoted market prices in active
markets, fair values were determined for the securities referenced above. The fair value
for the liability considered the prepayment penalty for the respective valuation date. The
change in the fair values for the securities held for trading and the FHLB advance was
booked to profit or loss from fair value accounting which is recognized in the
Consolidated Income Statements under Other Income. Income and expense on the trading
assets and the trading liabilities are recorded as interest is earned or paid.

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, 2006 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. There have been no
significant changes in the Corporations internal controls or in other factors
subsequent to the date of the evaluation that could significantly affect these controls.

---

`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 NO. 1A       RISK FACTORS

                  There are no material changes to the Company's risk factors from what was previously disclosed in
                  the Annual Report on Form 10-K for the year ended December 31, 2006.

ITEM 2.           CHANGES IN SECURITIES

                  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 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.

                           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,
                           2007.`

---

`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
  ----------------------------------------                     ---------------------------------------
     Frank West                                                  Connie Woods Hawkins
     President and Chief Executive Officer                       Executive Vice-President, Cashier
                                                                  and Chief Financial Officer



DATE:  May 10, 2007                                          DATE:  May 10, 2007`