##### Table of Contents

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U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



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FORM 10-QSB



(Mark
One)



|x |  | Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of 1934
|- |  | ---------------------------------------------------------------------------------



For the quarterly period ended June 30, 2003





| ̈ |  | Transition report under Section 13 or 15(d) of the Exchange Act
|- |  | ---------------------------------------------------------------



For the transition period from _________ to _________



Commission file number 10-82564



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FIRST COMMUNITY BANK CORPORATION OF AMERICA

(Exact Name of Small Business Issuer as Specified in Its Charter)



|Florida                                                        |  | 65-0623023                          
|-------------------------------------------------------------- |  | ------------------------------------
|(State or Other Jurisdiction of Incorporation or Organization) |  | (I.R.S. Employer Identification No.)



9001 Belcher Road

Pinellas Park, Florida 33782

(Address of Principal Executive Offices)



(727) 520-0987

(Issuers Telephone Number, Including Area Code)





(Former Name, Former Address and Former Fiscal Year, if Changed

Since Last Report)



Check whether the issuer: (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 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 ̈NO x



State the number of shares outstanding of each of the issuers classes of common equity, as of the latest practicable date;



|(Class)                                |  | Outstanding at July 21, 2003
|-------------------------------------- |  | ----------------------------
|Common stock, par value $.10 per share |  | 1,990,069 shares            



Transitional Small Business Format
(Check One): YES ̈NO x



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##### Table of Contents

FIRST COMMUNITY BANK CORPORATION OF AMERICA



INDEX



|PART I. FINANCIAL INFORMATION |  |                                                                                                                         
|----------------------------- |  | ------------------------------------------------------------------------------------------------------------------------
|                             
|Item 1.                       |  | Financial Statements                                                                                                    
|                             
|                              |  | Condensed Consolidated Balance SheetsAt June 30, 2003 (unaudited) and At December 31, 2002                             
|                             
|                              |  | Condensed Consolidated Statements of EarningsThree and Six Months ended June 30, 2003 and 2002 (unaudited)             
|                             
|                              |  | Condensed Consolidated Statements of Changes in Stockholders Equity Six Months Ended June 30, 2003 and 2002 (unaudited)
|                             
|                              |  | Condensed Consolidated Statements of Cash FlowsSix Months Ended June 30, 2003 and 2002 (unaudited)                     
|                             
|                              |  | Notes to Condensed Consolidated Financial Statements (unaudited)                                                        
|                             
|                              |  | Review by Independent Accountants                                                                                       
|                             
|                              |  | Independent Accountants Report                                                                                         
|                             
|Item 2.                       |  | Managements Discussion and Analysis or Plan of Operation                                                               
|                             
|Item 3.                       |  | Controls and Procedures                                                                                                 
|                             
|PART II. OTHER INFORMATION    |  |                                                                                                                         
|                             
|Item 1.                       |  | Legal Proceedings                                                                                                       
|                             
|Item 4.                       |  | Submission of Matters to a Vote of Security Holders                                                                     
|                             
|Item 6.                       |  | Exhibits and Reports on Form 8-K                                                                                        
|                             
|SIGNATURES                    |  | 23                                                                                                                      



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##### Table of Contents

FIRST COMMUNITY BANK CORPORATION OF AMERICA



PART I. FINANCIAL INFORMATION



Item 1. Financial Statements



Condensed Consolidated Balance Sheets

(Dollars in thousands, except share amounts)



|                                                                                                                                  |  | June 30, |             | December 31,
|--------------------------------------------------------------------------------------------------------------------------------- |  | -------- | ----------- | ------------
|                                                                                                                                  |  | 2003     |             | 2002        
|Assets                                                                                                                            |  |          | (Unaudited) |             
|Cash and due from banks                                                                                                           |  | $        | 5,775       |             
|Interest-bearing deposits with banks                                                                                              |  |          | 5,612       |             
|                                                                                                                                  |  |          |             |             
|Cash and cash equivalents                                                                                                         |  |          | 11,387      |             
|                                                                                                                                 
|Securities available for sale                                                                                                     |  |          | 2,382       |             
|Securities held to maturity                                                                                                       |  |          | 4,006       |             
|Loans, net of allowance for loan losses of $1,695 in 2003 and $1,434 in 2002                                                      |  |          | 137,791     |             
|Federal Home Loan Bank stock, at cost                                                                                             |  |          | 522         |             
|Premises and equipment, net                                                                                                       |  |          | 3,982       |             
|Goodwill, net                                                                                                                     |  |          | 428         |             
|Accrued interest receivable                                                                                                       |  |          | 623         |             
|Deferred income taxes                                                                                                             |  |          | 310         |             
|Bank owned life insurance                                                                                                         |  |          | 2,086       |             
|Other assets                                                                                                                      |  |          | 444         |             
|                                                                                                                                  |  |          |             |             
|                                                                                                                                  |  | $        | 163,961     |             
|                                                                                                                                  |  |          |             |             
|Liabilities and Stockholders Equity                                                                                              |  |          |             |             
|Liabilities:                                                                                                                      |  |          |             |             
|                                                                                                                                 
|Noninterest-bearing demand deposits                                                                                               |  |          | 17,410      |             
|Savings, NOW and money-market deposits                                                                                            |  |          | 38,804      |             
|Time deposits                                                                                                                     |  |          | 76,417      |             
|                                                                                                                                  |  |          |             |             
|Total deposits                                                                                                                    |  |          | 132,631     |             
|                                                                                                                                 
|Federal Home Loan Bank advances                                                                                                   |  |          | 8,000       |             
|Other borrowings                                                                                                                  |  |          | 1,288       |             
|Accrued expenses and other liabilities                                                                                            |  |          | 2,672       |             
|                                                                                                                                  |  |          |             |             
|Total liabilities                                                                                                                 |  |          | 144,591     |             
|                                                                                                                                  |  |          |             |             
|Stockholders equity:                                                                                                             |  |          |             |             
|Common stock, $.10 par value, 5,000,000 shares authorized, 1,592,098 and 1,021,748 shares issued and outstanding in 2003 and
2002 |  |          | 159         |             
|Additional paid-in capital                                                                                                        |  |          | 17,874      |             
|Retained earnings                                                                                                                 |  |          | 1,326       |             
|Accumulated other comprehensive income                                                                                            |  |          | 11          |             
|                                                                                                                                  |  |          |             |             
|Total stockholders equity                                                                                                        |  |          | 19,370      |             
|                                                                                                                                  |  |          |             |             
|                                                                                                                                  |  | $        | 163,961     |             
|                                                                                                                                  |  |          |             |             



See Accompanying Notes to Condensed
Consolidated Financial Statements.





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FIRST COMMUNITY BANK CORPORATION OF AMERICA



Condensed Consolidated Statements of Earnings (Unaudited)

(In thousands, except per share amounts)



|                                                    |  | Three MonthsEnded June 30, |       |      | Six MonthsEnded June 30, |  
|--------------------------------------------------- |  | -------------------------- | ----- | ---- | ------------------------ | -
|                                                    |  | 2003                       |       | 2002 |                          |  
|Interest income:                                    |  |                            |       |      |                          |  
|Loans                                               |  | $                          | 2,203 |      | 1,852                    |  
|Securities                                          |  |                            | 32    |      | 162                      |  
|Other interest earning assets                       |  |                            | 16    |      | 37                       |  
|                                                    |  |                            |       |      |                          |  
|Total interest income                               |  |                            | 2,251 |      | 2,051                    |  
|                                                    |  |                            |       |      |                          |  
|Interest expense:                                   |  |                            |       |      |                          |  
|Deposits                                            |  |                            | 629   |      | 783                      |  
|Other borrowings                                    |  |                            | 86    |      | 79                       |  
|                                                    |  |                            |       |      |                          |  
|Total interest expense                              |  |                            | 715   |      | 862                      |  
|                                                    |  |                            |       |      |                          |  
|Net interest income                                 |  |                            | 1,536 |      | 1,189                    |  
|Provision for loan losses                           |  |                            | 158   |      | 87                       |  
|                                                    |  |                            |       |      |                          |  
|Net interest income after provision for loan losses |  |                            | 1,378 |      | 1,102                    |  
|                                                    |  |                            |       |      |                          |  
|Noninterest income:                                 |  |                            |       |      |                          |  
|Service charges on deposit accounts                 |  |                            | 126   |      | 87                       |  
|Other service charges and fees                      |  |                            | 25    |      | 49                       |  
|Income from bank owned life insurance               |  |                            | 27    |      |                         |  
|Loss on sale of securities available for sale       |  |                            |      |      | (1                       | )
|Other                                               |  |                            | 122   |      | 23                       |  
|                                                    |  |                            |       |      |                          |  
|Total noninterest income                            |  |                            | 300   |      | 158                      |  
|                                                    |  |                            |       |      |                          |  
|Noninterest expenses:                               |  |                            |       |      |                          |  
|Employee compensation and benefits                  |  |                            | 699   |      | 541                      |  
|Occupancy and equipment                             |  |                            | 115   |      | 124                      |  
|Data processing                                     |  |                            | 108   |      | 92                       |  
|Professional fees                                   |  |                            | 32    |      | 44                       |  
|Office supplies                                     |  |                            | 20    |      | 32                       |  
|Insurance                                           |  |                            | 24    |      | 14                       |  
|Advertising                                         |  |                            | 6     |      | 16                       |  
|Other                                               |  |                            | 106   |      | 110                      |  
|                                                    |  |                            |       |      |                          |  
|Total noninterest expenses                          |  |                            | 1,110 |      | 973                      |  
|                                                    |  |                            |       |      |                          |  
|Earnings before income taxes                        |  |                            | 568   |      | 287                      |  
|Income taxes                                        |  |                            | 203   |      | 109                      |  
|                                                    |  |                            |       |      |                          |  
|Net earnings                                        |  | $                          | 365   |      | 178                      |  
|                                                    |  |                            |       |      |                          |  
|Earnings per share:                                 |  |                            |       |      |                          |  
|Basic earnings per share                            |  | $                          | .28   |      | .14                      |  
|                                                    |  |                            |       |      |                          |  
|Diluted earnings per share                          |  | $                          | .26   |      | .13                      |  
|                                                    |  |                            |       |      |                          |  
|Dividends per share                                 |  |                            |      |      |                         |  
|                                                    |  |                            |       |      |                          |  



See Accompanying Notes to Condensed
Consolidated Financial Statements.



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FIRST COMMUNITY BANK CORPORATION OF AMERICA



Condensed Consolidated Statements of Changes in Stockholders Equity



Six Months Ended June 30, 2003 and 2002

(Dollars in thousands)



|                                                                                                |  | Common Stock |     | Additional Paid-in Capital |        | Retained Earnings (Accumulated Deficit) |       |   | Accumulated Other Compre- hensive Income (Loss) |     |   | Total |       
|----------------------------------------------------------------------------------------------- |  | ------------ | --- | -------------------------- | ------ | --------------------------------------- | ----- | - | ----------------------------------------------- | --- | - | ----- | ------
|Balance at December 31, 2001                                                                    |  | $            | 102 |                            | 10,477 |                                         | (108  | ) |                                                 | 21  |   |       | 10,492
|                                                                                                |  |              |     |                            |        |                                         |       |   |                                                 |     |   |       |       
|                                                                                                |  |              |     |                            |       
|Comprehensive income:                                                                           |  |              |     |                            |        |                                         |       |   |                                                 |     |   |       |       
|Net earnings (unaudited)                                                                        |  |              |    |                            |       |                                         | 343   |   |                                                 |    |   |       | 343   
|                                                                                                |  |              |     |                            |       
|Net change in unrealized gain on securities available for sale, net of taxes of $29 (unaudited) |  |              |    |                            |       |                                         |      |   |                                                 | 50  |   |       | 50    
|                                                                                                |  |              |     |                            |        |                                         |       |   |                                                 |     |   |       |       
|Comprehensive income (unaudited)                                                                |  |              |    |                            |       |                                         |      |   |                                                 |    |   |       | 393   
|                                                                                                |  |              |     |                            |        |                                         |       |   |                                                 |     |   |       |       
|Balance at June 30, 2002 (unaudited)                                                            |  | $            | 102 |                            | 10,477 |                                         | 235   |   |                                                 | 71  |   |       | 10,885
|                                                                                                |  |              |     |                            |        |                                         |       |   |                                                 |     |   |       |       
|                                                                                                |  |              |     |                            |       
|Balance at December 31, 2002                                                                    |  | $            | 102 |                            | 10,477 |                                         | 645   |   |                                                 | 37  |   |       | 11,261
|                                                                                                |  |              |     |                            |        |                                         |       |   |                                                 |     |   |       |       
|                                                                                                |  |              |     |                            |       
|Comprehensive income:                                                                           |  |              |     |                            |        |                                         |       |   |                                                 |     |   |       |       
|Net earnings (unaudited)                                                                        |  |              |    |                            |       |                                         | 681   |   |                                                 |    |   |       | 681   
|                                                                                                |  |              |     |                            |       
|Net change in unrealized gain on securities available for sale, net of taxes of $17 (unaudited) |  |              |    |                            |       |                                         |      |   |                                                 | (26 | ) |       | (26   
|                                                                                                |  |              |     |                            |        |                                         |       |   |                                                 |     |   |       |       
|Comprehensive income (unaudited)                                                                |  |              |     |                            |        |                                         |       |   |                                                 |     |   |       | 655   
|                                                                                                |  |              |     |                            |        |                                         |       |   |                                                 |     |   |       |       
|Exercise of common stock options (350 shares) (unaudited)                                       |  |              |    |                            | 4      |                                         |      |   |                                                 |    |   |       | 4     
|                                                                                                |  |              |     |                            |       
|Sale of common stock (570,000 shares), net of offering costs of $530 (unaudited)                |  |              | 57  |                            | 7,393  |                                         |      |   |                                                 |    |   |       | 7,450 
|                                                                                                |  |              |     |                            |        |                                         |       |   |                                                 |     |   |       |       
|Balance at June 30, 2003 (unaudited)                                                            |  | $            | 159 |                            | 17,874 |                                         | 1,326 |   |                                                 | 11  |   |       | 19,370
|                                                                                                |  |              |     |                            |        |                                         |       |   |                                                 |     |   |       |       



See Accompanying Notes to Condensed
Consolidated Financial Statements.





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FIRST COMMUNITY BANK CORPORATION OF AMERICA



Condensed Consolidated Statements of Cash Flows (Unaudited)

(In thousands)



|                                                                                              |  | Six Months EndedJune 30, |        
|--------------------------------------------------------------------------------------------- |  | ------------------------ | -------
|                                                                                              |  | 2003                     |        
|Cash flows from operating activities:                                                         |  |                          |        
|Net earnings                                                                                  |  | $                        | 681    
|Adjustments to reconcile net earnings to net cash provided by (used in) operating activities: |  |                          |        
|Provision for loan losses                                                                     |  |                          | 281    
|Depreciation                                                                                  |  |                          | 128    
|Net amortization of deferred loan fees                                                        |  |                          | (18    
|Income from bank owned life insurance                                                         |  |                          | (53    
|Loss on sale of securities available for sale                                                 |  |                          |       
|Origination of loans held for sale                                                            |  |                          | (9,124 
|Proceeds from sale of loans held for sale                                                     |  |                          | 8,795  
|Gain on sale of loans                                                                         |  |                          | (141   
|Increase in accrued interest receivable                                                       |  |                          | (25    
|Increase in other assets                                                                      |  |                          | (108   
|Decrease in accrued expenses and other liabilities                                            |  |                          | (306   
|                                                                                              |  |                          |        
|Net cash provided by (used in) operating activities                                           |  |                          | 110    
|                                                                                              |  |                          |        
|Cash flows from investing activities:                                                         |  |                          |        
|Purchase of securities available for sale                                                     |  |                          | (1,546 
|Principal payments on securities available for sale                                           |  |                          | 5,674  
|Proceeds from maturities, calls and sales of securities available for sale                    |  |                          | 1,500  
|Purchase of securities held to maturity                                                       |  |                          | (5,497 
|Proceeds from calls of securities held to maturity                                            |  |                          | 2,000  
|Net increase in loans                                                                         |  |                          | (13,652
|Purchase of premises and equipment, net                                                       |  |                          | (73    
|Redemption of Federal Home Loan Bank stock                                                    |  |                          | 103    
|                                                                                              |  |                          |        
|Net cash used in investing activities                                                         |  |                          | (11,491
|                                                                                              |  |                          |        
|Cash flows from financing activities:                                                         |  |                          |        
|Increase in deposits                                                                          |  |                          | 11,999 
|Repayment of Federal Home Loan Bank advances                                                  |  |                          | (11,500
|Proceeds from Federal Home Loan Bank advances                                                 |  |                          | 9,500  
|Net repayment of line of credit                                                               |  |                          | (1,100 
|Net increase in repurchase agreements with customers                                          |  |                          | 21     
|Net proceeds from sale of common stock                                                        |  |                          | 7,450  
|Proceeds from exercise of stock options                                                       |  |                          | 4      
|                                                                                              |  |                          |        
|Net cash provided by financing activities                                                     |  |                          | 16,374 
|                                                                                              |  |                          |        
|Net increase in cash and cash equivalents                                                     |  |                          | 4,993  
|Cash and cash equivalents at beginning of period                                              |  |                          | 6,394  
|                                                                                              |  |                          |        
|Cash and cash equivalents at end of period                                                    |  | $                        | 11,387 
|                                                                                              |  |                          |        



(continued)





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FIRST COMMUNITY BANK CORPORATION OF AMERICA



Condensed Consolidated Statements of Cash Flows (Unaudited), Continued

(In thousands)



|                                                                                                                            |  | Six Months Ended June 30,
|--------------------------------------------------------------------------------------------------------------------------- |  | -------------------------
|                                                                                                                            |  | 2003                     
|Supplemental disclosure of cash flow information:                                                                           |  |                          
|Cash paid during the period for:                                                                                            |  |                          
|Interest                                                                                                                    |  | $                        
|                                                                                                                            |  |                          
|Income taxes                                                                                                                |  | $                        
|                                                                                                                            |  |                          
|Noncash transaction-                                                                                                        |  |                          
|Accumulated other comprehensive income, net change in unrealized gain on securities available for sale, net of income
taxes |  | $                        
|                                                                                                                            |  |                          









See Accompanying Notes to Condensed Consolidated Financial Statements.





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FIRST COMMUNITY BANK CORPORATION OF AMERICA



Notes to Condensed Consolidated Financial Statements (Unaudited)



|1. |  | General.    First Community Bank Corporation of America (the Holding Company) owns all of the outstanding common stock of First
Community Bank of America (the Bank) and First Community Lender Services, Inc. (FCLS) (collectively, the Company). The Holding Companys primary business activity is the operations of the Bank. The Bank is a
federally-chartered stock savings bank that provides a variety of banking services to small and middle market businesses and individuals through its two banking offices located in Pinellas County and one banking office located in Charlotte County,
Florida. FCLS was incorporated during 2001 and had minimal activity through June 30, 2003.
|-- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



In the opinion of the management of the Company, the accompanying condensed consolidated financial statements contain all adjustments (consisting
principally of normal recurring accruals) necessary to present fairly the financial position at June 30, 2003, the results of operations for the three-and six-month periods ended June 30, 2003 and 2002 and cash flows for the six-month periods
ended June 30, 2003 and 2002. The results of operations and other data for the three-and six-month periods ended June 30, 2003 are not necessarily indicative of results that may be expected for the year ending December 31, 2003.



|2. |  | Loan Impairment and Loan Losses.    There were no loans identified as impaired during the six months ended June 30, 2003 or 2002.
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------



The activity in the allowance for
loan losses is as follows (in thousands):





|                               |  | Three MonthsEnded June 30, |       | Six MonthsEnded June 30, |     
|------------------------------ |  | -------------------------- | ----- | ------------------------ | ----
|                               |  | 2003                       |       |                          | 2002
|Balance at beginning of period |  | $                          | 1,539 |                          |     
|Provision for loan losses      |  |                            | 158   |                          |     
|Charge-offs                    |  |                            | (2    | )                        |     
|Recoveries                     |  |                            |      |                          |     
|                               |  |                            |       |                          |     
|Balance at end of period       |  | $                          | 1,695 |                          |     
|                               |  |                            |       |                          |     



Nonaccrual and past
due loans were as follows (in thousands):



|                                             |  | At June 30,
|-------------------------------------------- |  | -----------
|                                             |  | 2003       
|Nonaccrual loans                             |  | $          
|Past due ninety days or more, still accruing |  |            
|                                             |  |            
|                                             |  | $          
|                                             |  |            



At June 30, 2003 and
December 31, 2002 loans held for sale approximated $1.5 million and $1.0 million, respectively and are included in net loans on the condensed consolidated balance sheet.



(continued)





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FIRST COMMUNITY BANK CORPORATION OF AMERICA



Notes to Condensed Consolidated Financial Statements (Unaudited),
Continued



3.Earnings Per Share (EPS).    Earnings per share (EPS) of common stock has been computed on the basis of the weighted- average number of shares of common
stock outstanding. Outstanding stock options are considered dilutive securities for purposes of calculating diluted EPS which is computed using the treasury stock method. All per share amounts have been adjusted to reflect the five-for-four stock
split declared on July 1, 2003. The following tables present the calculations of EPS (dollars in thousands, except per share amounts).

|
|



|                                                                      |  | Earnings |                        | 2003 |                  | 2002
|--------------------------------------------------------------------- |  | -------- | ---------------------- | ---- | ---------------- | ----
|                                                                      |  |          | Weighted-AverageShares |      | Per Share Amount |     
|Three Months Ended June 30:                                           |  |          |                        |      |                  |     
|Basic EPS:                                                            |  |          |                        |      |                  |     
|Net earnings available to common stockholders                         |  | $        | 365                    |      | 1,285,320        |     
|                                                                      |  |          |                        |      |                  |     
|                                                                      |  |          |                        |      |                  |     
|Effect of dilutive securities-                                        |  |          |                        |      |                  |     
|Incremental shares from assumed conversion of options                 |  |          |                       |      | 95,728           |     
|                                                                      |  |          |                        |      |                  |     
|                                                                      |  |          |                        |      |                  |     
|Diluted EPS:                                                          |  |          |                        |      |                  |     
|Net earnings available to common stockholders and assumed conversions |  | $        | 365                    |      | 1,381,048        |     
|                                                                      |  |          |                        |      |                  |     
|                                                                      |  |          |                        |      |                  |     
|Six Months Ended June 30:                                             |  |          |                        |      |                  |     
|Basic EPS:                                                            |  |          |                        |      |                  |     
|Net earnings available to common stockholders                         |  | $        | 681                    |      | 1,281,363        |     
|                                                                      |  |          |                        |      |                  |     
|Effect of dilutive securities-                                        |  |          |                        |      |                  |     
|Incremental shares from assumed conversion of options                 |  |          |                       |      | 96,083           |     
|                                                                      |  |          |                        |      |                  |     
|                                                                      |  |          |                        |      |                  |     
|Diluted EPS:                                                          |  |          |                        |      |                  |     
|Net earnings available to common stockholders and assumed conversions |  | $        | 681                    |      | 1,377,446        |     
|                                                                      |  |          |                        |      |                  |     
|                                                                     



The following options
were excluded from the calculation of EPS due to the exercise price being above the average market price:



|                                                 |  | Number ofOutstanding Options |  | Exercise Price |       | Expire
|------------------------------------------------ |  | ---------------------------- |  | -------------- | ----- | ------
|For the three and six months ended June 30, 2003 |  | 106,250                      |  | $              | 12.00 |       
|For the three and six months ended June 30, 2002 |  | 106,250                      |  | $              | 12.00 |       





(continued)





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FIRST COMMUNITY BANK CORPORATION OF AMERICA



Notes to Condensed Consolidated Financial Statements (Unaudited),
Continued



|4. |  | Stock OptionPlans.    In 2000, the Company adopted stock option plans for directors and employees of the Company. Under the plans, the total number
of options which may be granted to purchase common stock is 300,000, as amended, for directors and 250,000 for employees. At June 30, 2003, no options remain available for grant under the directors plan and 85,000 options remain available for
grant under the employees plan. The directors options vest immediately and have a life of five years. The employees options vest over a range from grant date to eight years and expire six years after vesting is complete, however no
employee option exceeds 10 years. All options and share prices have been adjusted to reflect the five-for-four stock split declared on July 1, 2003 (in thousands, except per share amounts).
|-- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|                                         |  | Number of Shares |   |  | Range of Per Share Option Price |            |   | Weighted Average Per Share Price |       |   | Aggregate Option Price |      
|---------------------------------------- |  | ---------------- | - |  | ------------------------------- | ---------- | - | -------------------------------- | ----- | - | ---------------------- | -----
|Options outstanding at December 31, 2002 |  | 575,000          |   |  | $                               | 8.00-12.00 |   |                                  | 9.00  |   |                        | 5,175
|Options granted                          |  | 25,000           |   |  |                                 | 9.60       |   |                                  | 9.60  |   |                        | 240  
|Options terminated                       |  | (25,000          | ) |  |                                 | (8.00      | ) |                                  | (8.00 | ) |                        | (200 
|Options exercised                        |  | (437             | ) |  |                                 | (9.60      | ) |                                  | (9.60 | ) |                        | (4   
|                                         |  |                  |   |  |                                 |            |   |                                  |       |   |                        |      
|Options outstanding at June 30, 2003     |  | 574,563          |   |  | $                               | 8.00-12.00 |   |                                  | 9.07  |   |                        | 5,211
|                                         |  |                  |   |  |                                 |            |   |                                  |       |   |                        |      



| |  | The Company accounts for their stock option plans under the recognition and measurement principles of APB No. 25. No stock-based employee compensation cost is reflected in net
earnings, as all options granted under those 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 earnings if the Company had applied the fair
value recognition provisions of SFAS No. 123 to stock-based employee compensation. All per share information has been adjusted to reflect the five-for-four stock split declared on July 1, 2003
($            in thousands, except per share amounts).
| |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|                                                                                                                                       |  | Three Months Ended June 30, |   |  | Six Months Ended June 30, |  
|-------------------------------------------------------------------------------------------------------------------------------------- |  | --------------------------- | - |  | ------------------------- | -
|                                                                                                                                       |  | 2003                        |   |  | 2002                      |  
|Net earnings, as reported                                                                                                              |  | $365                        |   |  | 178                       |  
|                                                                                                                                       |  |                             |   | 
|Deduct: Total stock-based employee compensation determined under the fair value based method for all awards, net of related tax effect |  | (21                         | ) |  | (38                       | )
|                                                                                                                                       |  |                             |   |  |                           |  
|Proforma net earnings                                                                                                                  |  | $344                        |   |  | 140                       |  
|                                                                                                                                       |  |                             |   |  |                           |  
|Earnings per share:                                                                                                                    |  |                             |   |  |                           |  
|Basic, as reported                                                                                                                     |  | $.28                        |   |  | .14                       |  
|                                                                                                                                       |  |                             |   |  |                           |  
|Basic, proforma                                                                                                                        |  | $.27                        |   |  | .11                       |  
|                                                                                                                                       |  |                             |   |  |                           |  
|Diluted, as reported                                                                                                                   |  | $.26                        |   |  | .13                       |  
|                                                                                                                                       |  |                             |   |  |                           |  
|Diluted, proforma                                                                                                                      |  | $.25                        |   |  | .11                       |  
|                                                                                                                                       |  |                             |   |  |                           |  



(continued)



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FIRST COMMUNITY BANK CORPORATION OF AMERICA



Notes to Condensed Consolidated Financial Statements (Unaudited),
Continued



|4. |  | Stock OptionPlans, Continued.    The fair value of each option grant is estimated on the date of grant using the minimum value method with the
following assumptions, there were no options granted during the three months ended June 30, 2003 and 2002 (in thousands, except per share amounts):
|-- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------





|                                                          |  | Six Months Ended June 30, |  
|--------------------------------------------------------- |  | ------------------------- | -
|                                                          |  | 2003                      |  
|Risk-free interest rate                                   |  | 4.49                      | %
|Dividend yield                                            |  |                          |  
|Expected volatility                                       |  |                          |  
|Expected life in years                                    |  | 10                        |  
|Grant-date fair value of options issued during the period |  | $65                       |  
|                                                          |  |                           |  



|5. |  | Common Stock.    At December 31, 2002, the Company had three classes of common stock: Class A common stock, Class B redeemable common stock and
Class B common stock. On March 27, 2003, the Company amended its Articles of Incorporation to remove Class A common stock and Class B redeemable common stock. No shares of either class were outstanding. Also, the Class B common stock was converted
to non-designated common stock.
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  | On July 1, 2003 a five-for-four stock split was declared by the Company for shareholders of record as of July 1, 2003, payable July 21, 2003.
| |  | ---------------------------------------------------------------------------------------------------------------------------------------------



|6. |  | Regulatory Capital.    The Bank is required to maintain certain minimum regulatory capital requirements. The following is a summary at June 30,
2003 of the regulatory capital requirements and the Banks actual capital on a percentage basis:
|-- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|                                              |  | Actual |   |  | Regulatory Requirement |  
|--------------------------------------------- |  | ------ | - |  | ---------------------- | -
|Total capital to risk-weighted assets         |  | 13.06  | % |  | 8.00                   | %
|Tier I capital to risk-weighted assets        |  | 11.82  | % |  | 4.00                   | %
|Tier I capital to total assetsleverage ratio |  | 8.89   | % |  | 4.00                   | %



(continued)





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FIRST COMMUNITY BANK CORPORATION OF AMERICA



Review by Independent Accountants



Hacker, Johnson & Smith PA, independent accountants, have made a limited review of the financial data as of June 30, 2003, and for the three- and six- month periods ended June 30, 2003 and 2002 presented in this document, in accordance
with standards established by the American Institute of Certified Public Accountants.



Their report furnished pursuant to Article 10 of Regulation S-X is included herein.



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Independent Accountants Report



The Board of
Directors

First Community Bank Corporation of America

Pinellas Park, Florida:



We have reviewed the
accompanying condensed consolidated balance sheet of First Community Bank Corporation of America (the Company) as of June 30, 2003, the related condensed consolidated statements of earnings for the three- and six- month periods ended
June 30, 2003 and 2002 and the related condensed consolidated statements of changes in stockholders equity and cash flows for the six-month periods ended June 30, 2003 and 2002. These financial statements are the responsibility of the
Companys management.



We conducted our reviews in
accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of applying analytical procedures to financial data and making inquiries of persons
responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with auditing standards generally accepted in the United States of America, the objective of which is the expression of an
opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.



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



We have previously audited, in accordance with auditing standards generally accepted in the United States of America, the consolidated balance sheet of
the Company as of December 31, 2002, and the related consolidated statements of earnings, changes in stockholders equity and cash flows for the year then ended (not presented herein); and in our report dated January 17, 2003, except for Note
10 as to which the date is March 27, 2003, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of December 31, 2002, is
fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.



/s/ Hacker, Johnson & Smith, PA



HACKER, JOHNSON & SMITH PA

Tampa, Florida

July 11, 2003



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FIRST COMMUNITY BANK CORPORATION OF AMERICA



Item 2. Managements Discussion and Analysis

Or Plan of Operation



General



First Community Bank Corporation of America (the Holding Company) owns all of the outstanding common stock of
First Community Bank of America (the Bank) and First Community Lender Services, Inc. (FCLS) (collectively, the Company). The Holding Companys primary business activity is the operations of the Bank. The Bank
is a federally-chartered stock savings bank that provides a variety of banking services to small and middle market businesses and individuals through its two banking offices located in Pinellas County and one banking office located in Charlotte
County, Florida. FCLS was incorporated during 2001 and had minimal activity for the six months ended June 30, 2003 and 2002.



Liquidity and Capital Resources



The Companys primary source of cash during the six months ended June 30, 2003, was from net deposit inflows of approximately $12.0 million,
principle repayments and calls of securities available for sale of approximately $7.2 million and net proceeds from the sale of common stock of $7.5 million. Cash was used primarily to originate net loans of approximately $13.7 million, to purchase
securities of approximately $7.0 million and to repay Federal Home Loan Bank advances of approximately $2.0 million. At June 30, 2003, the Bank exceeded its regulatory liquidity requirements.



Off-Balance Sheet Arrangements and Aggregate Contractual Obligations



The Company is a party to financial instruments with off-balance-sheet risk
in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to extend credit, unused lines of credit and standby letters of credit. These instruments involve, to varying degrees,
elements of credit and interest-rate risk in excess of the amounts recognized in the condensed consolidated balance sheet. The contract or notional amounts of these instruments reflect the extent of the Companys involvement in particular
classes of financial instruments.



The Companys exposure
to credit loss in the event of nonperformance by the other party to the financial instrument for commitments to extend credit, unused lines of credit and standby letters of credit is represented by the contractual amount of those instruments. The
Company uses the same credit policies in making commitments as it does for on-balance-sheet instruments.



Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract.
Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since many of the commitments are expected to expire without being drawn upon, the total committed amounts do not necessarily represent
future cash requirements. The Company evaluates each customers credit worthiness on a case-by-case basis. The amount of collateral obtained, if it is deemed necessary by the Company upon extension of credit, is based on managements
credit evaluation of the counter party.



Standby letters of
credit are conditional commitments issued by the Company to guarantee the performance of a customer to a third party. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loans to customers.



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FIRST COMMUNITY BANK CORPORATION OF AMERICA



Unused lines of credit and commitments to extend credit typically result in
loans with a market interest rate.



A summary of the amounts
of the Companys financial instruments, with off-balance sheet risk at June 30, 2003, follows (in thousands):



|                                                    |  | Contract Amount
|--------------------------------------------------- |  | ---------------
|Commitments to extend credit                        |  | $              
|                                                    |  |                
|Unused lines of credit loans and construction loans |  | $              
|                                                    |  |                
|Standby letters of credit                           |  | $              
|                                                    |  |                



Management believes
that the Company has adequate resources to fund all of its commitments and that substantially all its existing commitments will be funded in 2003.



Selected Financial Information



The following rates are presented for the dates and periods indicated:



|                                                                     |  | SixMonths Ended June 30, 2003 |   |  | Year Ended December 31, 2002 |   |  | SixMonths Ended June 30, 2002 |  
|-------------------------------------------------------------------- |  | ----------------------------- | - |  | ---------------------------- | - |  | ----------------------------- | -
|Average equity as a percentage of average assets                     |  | 7.57                          | % |  | 8.09                         | % |  | 8.38                          | %
|Equity to total assets at end of period                              |  | 11.81                         | % |  | 7.65                         | % |  | 8.19                          | %
|Return on average assets (1)                                         |  | .89                           | % |  | .56                          | % |  | .54                           | %
|Return on average equity (1)                                         |  | 11.76                         | % |  | 6.92                         | % |  | 6.40                          | %
|Noninterest expenses to average assets (1)                           |  | 2.95                          | % |  | 2.92                         | % |  | 2.82                          | %
|Nonperforming loans as a percentage of total assets at end of period |  | .25                           | % |  | .21                          | % |  | .14                           | %



|(1) |  | Annualized for the six months ended June 30.
|--- |  | --------------------------------------------



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FIRST COMMUNITY BANK CORPORATION OF AMERICA



Results of Operations



The following table sets forth, for the periods indicated, information regarding (i) the total dollar amount of interest and
dividend income of the Company from interest-earning assets and the resultant average yields; (ii) the total dollar amount of interest expense on interest-bearing liabilities and the resultant average cost; (iii) net interest income; (iv)
interest-rate spread; and (v) net interest margin.



|                                                                                 |  |                 |         | Three Months Ended June 30, |  
|-------------------------------------------------------------------------------- |  | --------------- | ------- | --------------------------- | -
|                                                                                 |  |                 |         | 2003                        |  
|                                                                                 |  | Average Balance |         | Interest and Dividends      |  
|                                                                                 |  |                 |         |                             |  
|Interest-earning assets:                                                         |  |                 |         |                             |  
|Loans (1)                                                                        |  | $               | 134,841 |                             |  
|Securities                                                                       |  |                 | 6,248   |                             |  
|Other interest-earning assets (2)                                                |  |                 | 5,438   |                             |  
|                                                                                 |  |                 |         |                             |  
|Total interest-earning assets                                                    |  |                 | 146,527 |                             |  
|                                                                                 |  |                 |         |                             |  
|Noninterest-earning assets                                                       |  |                 | 10,828  |                             |  
|                                                                                 |  |                 |         |                             |  
|Total assets                                                                     |  | $               | 157,355 |                             |  
|                                                                                 |  |                 |         |                             |  
|Interest-bearing liabilities:                                                    |  |                 |         |                             |  
|Savings, NOW, money-market deposit accounts                                      |  |                 | 38,693  |                             |  
|Time deposits                                                                    |  |                 | 75,879  |                             |  
|Other interest-bearing liabilities (3)                                           |  |                 | 11,764  |                             |  
|                                                                                 |  |                 |         |                             |  
|Total interest-bearing liabilities                                               |  |                 | 126,336 |                             |  
|                                                                                 |  |                 |         |                             |  
|Noninterest-bearing liabilities                                                  |  |                 | 19,197  |                             |  
|Stockholders equity                                                             |  |                 | 11,822  |                             |  
|                                                                                 |  |                 |         |                             |  
|Total liabilities and stockholders equity                                       |  | $               | 157,355 |                             |  
|                                                                                 |  |                 |         |                             |  
|Net interest income                                                              |  |                 |         |                             | $
|                                                                                 |  |                 |         |                             |  
|Interest-rate spread (4)                                                         |  |                 |         |                             |  
|                                                                                 |  |                 |         |                             |  
|Net interest margin (5)                                                          |  |                 |         |                             |  
|                                                                                 |  |                 |         |                             |  
|Ratio of average interest-earning assets to average interest-bearing liabilities |  |                 | 1.16    |                             |  
|                                                                                 |  |                 |         |                             |  



|(1) |  | Includes non-performing loans.
|--- |  | ------------------------------

|(2) |  | Includes Federal Home Loan Bank stock and interest-bearing deposits with banks.
|--- |  | -------------------------------------------------------------------------------

|(3) |  | Includes Federal Home Loan Bank advances, repurchase agreements with customers, and the Companys line of credit.
|--- |  | -----------------------------------------------------------------------------------------------------------------

|(4) |  | Interest-rate spread represents the difference between the average yield on interest-earning assets and the average rate of interest-bearing liabilities.
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------

|(5) |  | Net interest margin is net interest income divided by average interest-earning assets.
|--- |  | --------------------------------------------------------------------------------------



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FIRST COMMUNITY BANK CORPORATION OF AMERICA



The following table sets forth, for the periods indicated, information
regarding (i) the total dollar amount of interest and dividend income of the Company from interest-earning assets and the resultant average yields; (ii) the total dollar amount of interest expense on interest-bearing liabilities and the resultant
average cost; (iii) net interest income; (iv) interest-rate spread; and (v) net interest margin.



|                                                                                 |  |                 |         | Six Months Ended June 30, |  
|-------------------------------------------------------------------------------- |  | --------------- | ------- | ------------------------- | -
|                                                                                 |  |                 |         | 2003                      |  
|                                                                                 |  | Average Balance |         | Interest and Dividends    |  
|                                                                                 |  |                 |         |                           |  
|Interest-earning assets:                                                         |  |                 |         |                           |  
|Loans (1)                                                                        |  | $               | 130,819 |                           |  
|Securities                                                                       |  |                 | 6,787   |                           |  
|Other interest-earning assets (2)                                                |  |                 | 5,000   |                           |  
|                                                                                 |  |                 |         |                           |  
|Total interest-earning assets                                                    |  |                 | 142,606 |                           |  
|                                                                                 |  |                 |         |                           |  
|Noninterest-earning assets                                                       |  |                 | 10,324  |                           |  
|                                                                                 |  |                 |         |                           |  
|Total assets                                                                     |  | $               | 152,930 |                           |  
|                                                                                 |  |                 |         |                           |  
|Interest-bearing liabilities:                                                    |  |                 |         |                           |  
|Savings, NOW, money-market deposit accounts                                      |  |                 | 36,554  |                           |  
|Time deposits                                                                    |  |                 | 73,216  |                           |  
|Other interest-bearing liabilities (3)                                           |  |                 | 13,558  |                           |  
|                                                                                 |  |                 |         |                           |  
|Total interest-bearing liabilities                                               |  |                 | 123,328 |                           |  
|                                                                                 |  |                 |         |                           |  
|Noninterest-bearing liabilities                                                  |  |                 | 18,019  |                           |  
|Stockholders equity                                                             |  |                 | 11,583  |                           |  
|                                                                                 |  |                 |         |                           |  
|Total liabilities and stockholders equity                                       |  | $               | 152,930 |                           |  
|                                                                                 |  |                 |         |                           |  
|Net interest income                                                              |  |                 |         |                           | $
|                                                                                 |  |                 |         |                           |  
|Interest-rate spread (4)                                                         |  |                 |         |                           |  
|                                                                                 |  |                 |         |                           |  
|Net interest margin (5)                                                          |  |                 |         |                           |  
|                                                                                 |  |                 |         |                           |  
|Ratio of average interest-earning assets to average interest-bearing liabilities |  |                 | 1.16    |                           |  
|                                                                                 |  |                 |         |                           |  



|(1) |  | Includes non-performing loans.
|--- |  | ------------------------------

|(2) |  | Includes Federal Home Loan Bank stock and interest-bearing deposits with banks.
|--- |  | -------------------------------------------------------------------------------

|(3) |  | Includes Federal Home Loan Bank advances, repurchase agreements with customers, and the Companys line of credit.
|--- |  | -----------------------------------------------------------------------------------------------------------------

|(4) |  | Interest-rate spread represents the difference between the average yield on interest-earning assets and the average rate of interest-bearing liabilities.
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------

|(5) |  | Net interest margin is net interest income divided by average interest-earning assets.
|--- |  | --------------------------------------------------------------------------------------



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FIRST COMMUNITY BANK CORPORATION OF AMERICA



Comparison of the Three-Month Periods Ended June 30, 2003 and 2002



General. Our net earnings for the three
months ended June 30, 2003, increased to $365,000 or $.28 earnings per basic share and $.26 earnings per diluted share compared to $178,000 or $.14 earnings per basic share and $.13 per diluted share for the three months ended June 30, 2002. Net
earnings increased due to an increase in net interest income and noninterest income, which was partially offset by an increase in noninterest expense.



Net Interest Income. Interest income increased to $2.3 million during the three months ended June 30, 2003, from $2.1 million in 2002.
Interest on loans for the three months ended June 30, 2003 increased to $2.2 million from $1.9 million for the three months ended June 30, 2002. The increase in interest on loans was primarily due to an increase in the average balance of loans to
$134.8 million, during the three months ended June 30, 2003 compared to $102.7 million, during the three months ended June 30, 2002. This was primarily due to the hiring of three new commercial loan officers and the opening of one new banking office
during the year ended December 31, 2002. This increase was partially offset by a decrease in the average yield earned to 6.54% for the three months ended June 30, 2003 from 7.22% for the three months ended June 30, 2002. Interest on securities
decreased to $32,000 during the three months ended June 30, 2003 from $162,000 for the three months ended June 30, 2002. The decrease in interest income on securities was due to a decrease in the average balance of securities from $12.4 million in
2002 to $6.2 million in 2003 and a decrease in the average yield earned from 5.22% in 2002 to 2.05% in 2003. Interest on other interest earning assets decreased to $16,000 during the three months ended June 30, 2003, from $37,000 during the three
months ended June 30, 2002.



Interest expense on interest
bearing deposit accounts decreased to $629,000 during the three months ended June 30, 2003, compared to $783,000 during the three months ended June 30, 2002. The decrease was due to a decrease in the rate paid to 2.20% during the three months ended
June 30, 2003 from 3.23% during the three months ended June 30, 2002, which was partially offset by an increase in the average balance of interest bearing deposits to $114.6 million in 2003 from $96.9 million in 2002 due to the opening of an
additional banking office in 2002. The decline in the average rate paid was the result of managements efforts to increase low cost deposit accounts and the continued decline in overall interest rates.



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FIRST COMMUNITY BANK CORPORATION OF AMERICA



Comparison of the Three-Month Periods Ended June 30, 2003 and 2002



Provision for Loan Losses. Calculating the
allowance for loan losses is divided into two primary allocation groups: (1) specific allocation loans and (2) all other passing grade loans. For specific allocation loans, the Company has determined an allowance amount to set aside which it
believes is sufficient to cover any potential collateral shortfall. Problem loans are identified by the loan officer, loan review, loan committee or by the examiners. Those loans identified as problem loans are assigned a risk grade. Loans graded
special mention are multiplied by an inherent loss factor of 2% to determine the amount to be included in the allowance. Loans graded substandard are generally multiplied by a loss factor of 5%, loans graded doubtful are generally multiplied by a
loss factor of 50% and loans graded loss are multiplied by a loss factor of 100%. In addition to the 5% and 50% on substandard and doubtful loans, respectively, the loans are individually reviewed for any additional reserve that may be necessary.
All other loans, graded pass are multiplied by an historical experience factor to determine the appropriate level of the allowance for loan losses. In addition to historical experience factors, the Company also provides for losses due to economic
factors, concentration of credit risk and portfolio composition changes.



The provision for loan losses was $158,000 for the three months ended June 30, 2003 compared to $87,000 for the three months ended June 30, 2002. While continued economic weakness, rapidly rising interest rates, or
other factors could cause stress on the loan portfolio and affect the levels of nonperforming assets and charge-offs, management believes that the levels of nonperforming assets and the charge-off ratio are stable under the current circumstances.



The allowance for loan losses is $1,695,000 at June 30, 2003.
While management believes that its allowance for loan losses is adequate as of June 30, 2003, future adjustments to the Companys allowance for loan losses may be necessary if economic conditions differ substantially from the assumptions used
in making the initial determination.



Noninterest
Income. Noninterest income increased to $300,000 in 2003 from $158,000 for the three months ended June 30, 2002. The increase is primarily due to an increase in service charges on deposit accounts, loan processing and mortgage banking fees
and income from bank owned life insurance.



Noninterest
Expense. Total noninterest expense increased to $1.1 million for the three months ended June 30, 2003 from $973,000 for the comparable period ended June 30, 2002, primarily due to an increase in employee compensation and benefits of $158,000
due to the addition of three new commercial loan officers and the opening of a new banking office in 2002.



Income Taxes. Income taxes for the three months ended June 30, 2003, was $203,000 or 35.7% compared to $109,000 or 38.0% for the period
ended June 30, 2002.



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##### Table of Contents

FIRST COMMUNITY BANK CORPORATION OF AMERICA



Comparison of the Six-Month Periods Ended June 30, 2003 and 2002



General. Our net earnings for the six months
ended June 30, 2003, increased to $681,000 or $.53 earnings per basic share and $.49 earnings per diluted share compared to $343,000 or $.27 earnings per basic share and $.26 earnings per diluted share for the six months ended June 30, 2002. Net
earnings increased due to an increase in net interest income and noninterest income, which was partially offset by an increase in noninterest expense and the provision for income taxes.



Net Interest Income. Interest income increased to $4.4 million during the six months ended June 30, 2003, from
$4.0 million in 2002. Interest on loans for the six months ended June 30, 2003 increased to $4.3 million from $3.6 million for the six months ended June 30, 2002. The increase in interest on loans was primarily due to an increase in the average
balance of loans to $130.8 million during the six months ended June 30, 2003 when compared to $98.5 million during the six months ended June 30, 2002. This was primarily due to the hiring of three new commercial loan officers and the opening of one
new banking office during the year ended December 31, 2002. This increase was partially offset by a decrease in the average yield earned to 6.57% for the six months ended June 30, 2003 from 7.28% for the six months ended June 30, 2002. Interest on
securities decreased to $105,000 during the six months ended June 30, 2003, from $315,000 for the six month ended June 30, 2002. The decrease in interest income on securities was due to a decrease in the average balance of securities from $11.5
million in 2002 to $6.8 million in 2003 and a decrease in the average yield earned from 5.46% in 2002 to 3.09% in 2003. Interest on other interest earning assets decreased to $30,000 during the six months ended June 30, 2003, from $85,000 during the
six months ended June 30, 2002 primarily due to a decrease in the average yield earned from 1.96% in 2002 to 1.20% in 2003.



Interest expense on interest bearing deposit accounts decreased to $1.2 million during the six months ended June 30, 2003, compared to $1.6 million during
the six months ended June 30, 2002. The decrease was due to a decrease in the rate paid to 2.26% during the six months ended June 30, 2003 from 3.36% during the six months ended June 30, 2002, which was partially offset by an increase in the average
balance of interest bearing deposits to $109.8 million in 2003 from $92.9 million in 2002 due to the opening of an additional banking office in 2002. The decline in the average rate paid was the result of managements efforts to increase low
cost deposit accounts and the continued decline in overall interest rates.



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##### Table of Contents

FIRST COMMUNITY BANK CORPORATION OF AMERICA



Comparison of the Six-Month Periods Ended June 30, 2003 and 2002



Provision for Loan Losses. Calculating the
allowance for loan losses is divided into two primary allocation groups: (1) specific allocation loans and (2) all other passing grade loans. For specific allocation loans, the Company has determined an allowance amount to set aside which it
believes is sufficient to cover any potential collateral shortfall. Problem loans are identified by the loan officer, loan review, loan committee or by the examiners. Those loans identified as problem loans are assigned a risk grade. Loans graded
special mention are multiplied by an inherent loss factor of 2% to determine the amount to be included in the allowance. Loans graded substandard are generally multiplied by a loss factor of 5%, loans graded doubtful are generally multiplied by a
loss factor of 50% and loans graded loss are multiplied by a loss factor of 100%. In addition to the 5% and 50% on substandard and doubtful loans, respectively, the loans are individually reviewed for any additional reserve that may be necessary.
All other loans, graded pass are multiplied by an historical experience factor to determine the appropriate level of the allowance for loan losses. In addition to historical experience factors, the Company also provides for losses due to economic
factors, concentration of credit risk and portfolio composition changes.



The provision for loan losses was $281,000 for the six months ended June 30, 2003 compared to $224,000 for the six months ended June 30, 2002. While continued economic weakness, rapidly rising interest rates, or other
factors could cause stress on the loan portfolio and affect the levels of nonperforming assets and charge-offs, management believes that the levels of nonperforming assets and the charge-off ratio are stable under the current circumstances.



The allowance for loan losses is $1,695,000 at June 30, 2003.
While management believes that its allowance for loan losses is adequate as of June 30, 2003, future adjustments to the Companys allowance for loan losses may be necessary if economic conditions differ substantially from the assumptions used
in making the initial determination.



Noninterest
Income. Noninterest income increased to $589,000 in 2003 from $311,000 for the six months ended June 30, 2002. The increase is primarily due to an increase in service charges on deposit accounts, loan processing and mortgage banking fees and
income from bank owned life insurance.



Noninterest
Expense. Total noninterest expense increased to $2.3 million for the six months ended June 30, 2003 from $1.8 million for the comparable period ended June 30, 2002, primarily due to an increase in employee compensation and benefits of
$438,000 due to the addition of three new commercial loan officers and opening of a new banking office in 2002.



Income Taxes. Income taxes for the six months ended June 30, 2003, was $381,000 or 35.9% compared to $210,000 or 38.0% for the period ended
June 30, 2002.



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FIRST COMMUNITY BANK CORPORATION OF AMERICA



Item 3.    Controls and Procedures



|a. |  | Evaluation of disclosure controls and procedures. The Company maintains controls and procedures designed to ensure that information required to be disclosed in the reports
that the Company files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission. Based upon their
evaluation of those controls and procedures performed within 90 days of the filing date of this report, the Chief Executive and Chief Financial officers of the Company concluded that the Companys disclosure controls and procedures were
adequate.
|-- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|
|

|b. |  | Changes in internal controls. The Company made no significant changes in its internal controls or in other factors that could significantly affect these controls subsequent
to the date of the evaluation of those controls by the Chief Executive and Chief Financial officers.
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



PART II. OTHER INFORMATION



Item 1.    Legal Proceedings



There are no material pending legal proceeding to which First Community Bank Corporation of America and Subsidiaries, is a party or to which any of their property is subject.



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



The Annual Meeting of Shareholders (the Annual Meeting) of First Community Bank Corporation of America, was held on April 21, 2003, to consider the election of eight directors. The shareholders elected
eight directors with terms expiring at the Annual Meeting in 2004.



At the
Annual Meeting 905,739 shares were present in person or by proxy. Listed below are the directors that were elected at the Annual Meeting, their terms, and a summary of the votes cast for each nominee.



|                      |  | Term Expiring |  | For     |  | Against |  | Abstain
|--------------------- |  | ------------- |  | ------- |  | ------- |  | -------
|Kenneth P. Cherven    |  | 2004          |  | 905,739 |  |        |  |       
|                      |  |               |  |         |  |         |  |        
|Edwin C. Hussemann    |  | 2004          |  | 905,739 |  |        |  |       
|                      |  |               |  |         |  |         |  |        
|James Macaluso        |  | 2004          |  | 905,739 |  |        |  |       
|                      |  |               |  |         |  |         |  |        
|David K. Meehan       |  | 2004          |  | 905,739 |  |        |  |       
|                      |  |               |  |         |  |         |  |        
|Robert G. Menke       |  | 2004          |  | 905,739 |  |        |  |       
|                      |  |               |  |         |  |         |  |        
|Robert M. Menke       |  | 2004          |  | 905,739 |  |        |  |       
|                      |  |               |  |         |  |         |  |        
|G. Randaulph Poucher  |  | 2004          |  | 905,739 |  |        |  |       
|                      |  |               |  |         |  |         |  |        
|Ralph P. Stevens, Jr. |  | 2004          |  | 905,739 |  |        |  |       
|                      |  |               |  |         |  |         |  |        



|
|





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FIRST COMMUNITY BANK CORPORATION OF AMERICA



PART II.    OTHER INFORMATION, CONTINUED



Item 6.    Exhibits and Reports on Form 8-K



|(a) |  | Exhibits. The following exhibits are filed with the Securities and Exchange Commission and are incorporated by reference into this Registration Statement.
|--- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------



|Exhibit No. |  | Description of Exhibit                                                                                                                       
|----------- |  | ---------------------------------------------------------------------------------------------------------------------------------------------
|*3.1        |  | Amended and Restated Articles of Incorporation                                                                                               
|*3.2        |  | Bylaws                                                                                                                                       
|*4.1        |  | Specimen Common Stock Certificate                                                                                                            
|*4.2        |  | Stock Order Form                                                                                                                             
|*4.3        |  | Warrant Certificate                                                                                                                          
|*5.1        |  | Opinion of Igler & Dougherty, P.A.                                                                                                           
|**5.2       |  | Amended Opinion of Igler & Dougherty, P.A.                                                                                                   
|**10.1      |  | Employment Agreement of Kenneth P. Cherven                                                                                                   
|*10.2       |  | First Amended and Restated Non-Employee Director Stock Option Plan                                                                           
|*10.3       |  | Long-Term Incentive Plan                                                                                                                     
|*10.4       |  | Incentive Compensation Plan                                                                                                                  
|*10.5       |  | Form of Escrow Agreement                                                                                                                     
|31.1        |  | Certification of Chief Executive Officer required by Rule 13a-14(a)/15d-14(a) under the Exchange Act                                         
|31.2        |  | Certification of Chief Financial Officer required by Rule 13a-14(a)/15d-14(a) under the Exchange Act                                         
|32.1        |  | Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of Sarbanes-Oxley Act of 2002
|32.2        |  | Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of Sarbanes-Oxley Act of 2002
|**99.5      |  | Audit Committee Charter                                                                                                                      



|* |  | Exhibits marked with an asterisk were submitted with the Companys original filing of Form SB-2 on April 7, 2003.
|- |  | -----------------------------------------------------------------------------------------------------------------

|** |  | Exhibits marked with a double asterisk were submitted with the Companys filing of its Amendment One to Form SB-2 on May 8, 2003.
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------



|(b) |  | Reports on Form 8-K.Registrant filed no Form 8-K during the three-month period ended June 30, 2003.
|--- |  | ---------------------------------------------------------------------------------------------------





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FIRST COMMUNITY BANK CORPORATION OF AMERICA



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.





|Date: August 11, 2003 |  | FIRST COMMUNITY BANK CORPORATION OFAMERICA (Registrant)   By: /s/ Kenneth P. ChervenKenneth P. Cherven, President and Chief Executive Officer
|--------------------- |  | ---------------------------------------------------------------------------------------------------------------------------------------------
|Date: August 11, 2003 |  | By: /s/ John A.
Stewart, Jr.John A. Stewart, Jr., Senior Vice President and Chief Financial Officer                                          



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