##### 



Exhibit
99.4
 
 Independent Auditors Report
 
    
 
 
 1




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##### 



The First National Bank of Bryan
 Balance Sheet
December 31, 2006
 2006ASSETSCash and due
from banks (Notes 2 and 11)
    
    $
    15,273,192Federal funds sold (Note 11)
    
    
    4,200,000Cash and cash equivalents
    
    
    19,473,192Securities
available for sale (Note 3)
    
    
    136,719,844Federal Home Loan Bank stock, at cost
    
    
    1,327,100Loans, net (Note 4)
    
    
    342,897,798Bank
premises and equipment, net (Note 5)
    
    
    9,177,860Accrued interest receivable
    
    
    4,500,674Cash
surrender value of life insurance contracts
    
    
    12,119,368Other assets
    
    
    3,651,812Total assets
    
    $
    529,867,648LIABILITIES AND STOCKHOLDERS EQUITYDeposits (Note 6):Noninterest bearing
    
    $
    135,274,584Interest bearing
    
    
    330,597,877Total deposits
    
    
    465,872,461Accrued interest payable
    
    
    769,576Other liabilities
    
    
    2,844,921Federal Home Loan Bank advances (Note 7)
    
    
    9,000,000Total liabilities
    
    
    478,486,958Commitments and contingencies (Notes 10 and 12)Stockholders equity (Note 15):Capital stock
    
    
    487,282Capital surplus
    
    
    750,840Retained earnings
    
    
    50,712,963Treasury stock, at cost
    
    
    (139,620
    )Accumulated other comprehensive loss
    
    
    (430,775
    )Total
stockholders equity
    
    
    51,380,690Total
liabilities and stockholders equity
    
    $
    529,867,648
  2




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##### 



The First National Bank of Bryan
 Statement of Income
Year Ended December 31, 2006
 2006Interest income:Loans including fees
    
    $
    23,989,681Securities:Taxable
    
    
    3,573,101Tax-exempt
    
    
    2,410,544Federal
funds sold
    
    
    238,477Total interest income
    
    
    30,211,803Interest expense:Deposits
    
    
    10,580,799Short-term borrowings
    
    
    780,253Total interest expense
    
    
    11,361,052Net Interest income
    
    
    18,850,751Provision for loan losses (Note 4)
    
    
    360,000Net interest income after provision for loan losses
    
    
    18,490,751Noninterest income:Service charges and other fees
    
    
    3,414,731Trust income
    
    
    831,500Increase in value of bank owned life insurance
    
    
    440,860Gain on sale of loan
    
    
    893,642Other
    
    
    1,770,095Total noninterest income
    
    
    7,350,828Noninterest
expense:Salaries and employee benefits (Note 9)
    
    
    8,025,094Occupancy
expense
    
    
    1,138,296Data processing
    
    
    948,251Professional fees
    
    
    779,784Equipment
and network expense
    
    
    1,154,472Student loan
expense
    
    
    827,327Advertising and marketing
    
    
    621,263Other
    
    
    1,927,167Total noninterest expense
    
    
    15,421,654Income before income taxes
    
    
    10,419,925Provision
for income taxes (Note 8)
    
    
    2,500,485Net income
    
    $
    7,919,440Earnings per
share (basic and diluted)
    
    $
    16.25Weighted average common shares outstanding
    
    
    492,412
  3




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##### 



The First National Bank of Bryan
 Statement of Changes in Stockholders Equity
Year Ended December 31, 2006
 Capital Stock
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Accumulated$1 Par Value;
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Other550,000 Shares Authorized
    
    Capital
    
    Retained
    
    Treasury Stock
    
    ComprehensiveShares
    
    Amount
    
    Surplus
    
    Earnings
    
    Shares
    
    Amount
    

Income (loss)
    
    TotalBalance at
December 31, 2005
    
    
    497,541
    
    
    
    497,541
    
    
    
    750,840
    
    
    
    44,686,018
    
    
    
    10,130
    
    
    
    (814,944
    )
    
    
    (58,420
    )
    
    
    45,061,035Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    7,919,440
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    7,919,440Other comprehensive income:Net change in fair value of securities available
for sale, net of taxes of $113,194
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    219,730
    
    
    
    219,730Minimum liability on defined benefit retirement
plan, net of taxes of $(305,013)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (592,085
    )
    
    
    (592,085
    )Total comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    7,547,085Cash dividends ($2.20 per share)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,071,040
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,071,040
    )Purchase of treasury stock
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,203
    
    
    
    (156,390
    )
    
    
    
    
    
    
    (156,390
    )Retirement of treasury stock
    
    
    (10,259
    )
    
    
    (10,259
    )
    
    
    
    
    
    
    (821,455
    )
    
    
    (10,259
    )
    
    
    831,714
    
    
    
    
    
    
    
    Balance at December 31, 2006
    
    
    487,282
    
    
    $
    487,282
    
    
    $
    750,840
    
    
    $
    50,712,963
    
    
    
    1,074
    
    
    $
    (139,620
    )
    
    $
    (430,775
    )
    
    $
    51,380,690
  4




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##### 



The First National Bank of Bryan
 Statements of Cash Flow
Year Ended December 31, 2006
 2006Cash flows
from operating activities:Net income
    
    $
    7,919,440Adjustments to reconcile net income to net cash provided
by operating activities:Depreciation
    
    
    589,308Provision for loan losses
    
    
    360,000Deferred tax benefit
    
    
    (161,513
    )Net amortization of securities
    
    
    301,423Gain on sale of loans
    
    
    (893,642
    )Proceeds from sale of student loans
    
    
    133,996,256Originations of student loans
    
    
    (120,429,776
    )Increase in cash surrender value of life insurance
    
    
    (440,860
    )Increase in accrued interest receivable
    
    
    (923,736
    )Increase in other assets
    
    
    (1,258,093
    )Increase in
accrued interest payable
    
    
    251,127Increase in other liabilities
    
    
    557,630Net cash
provided (used) by operating activities
    
    
    19,867,564Cash flows from investing activities:Proceeds from maturities of securities available for sale
    
    
    16,826,424Proceeds from maturities of securities held to maturity
    
    
    60,000Purchases of
securities available for sale
    
    
    (40,215,859
    )Purchases of securities held to maturity
    
    
    Redemptions (purchases) of FHLB stock
    
    
    986,000Capital expenditures
    
    
    (3,266,078
    )Purchase of life insurance policies
    
    
    Net loans originated
    
    
    (22,691,165
    )Net cash used in investing activities
    
    
    (48,300,678
    )Cash flows from financing activities:Net increase in demand deposits, NOW and savings accounts
    
    
    28,202,865Net increase in certificates of deposit
    
    
    6,369,018Purchase of treasury stock
    
    
    (156,390
    )Dividends paid
    
    
    (1,071,040
    )Advances from FHLB
    
    
    9,000,000Repayment of FHLB advances
    
    
    (16,000,000
    )Net cash provided by financing activities
    
    
    26,344,453Net (decrease) increase in cash and cash equivalents
    
    
    (2,088,661
    )Cash and cash equivalents at beginning of year
    
    
    21,561,853Cash and cash equivalents at end of year
    
    $
    19,473,192Supplemental disclosures:Cash
transactions:Income taxes paid
    
    $
    2,601,000Interest expense paid
    
    $
    11,109,925
  5




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##### 



The First National Bank of Bryan
 Notes to Financial Statements
 Note 1. Summary of Significant Accounting Policies
 Nature of Business
   Use of Estimates
  Cash
and Cash Equivalents and Cash Flows
  Securities Available for Sale
    Securities Held to Maturity
  6




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##### 



The First National Bank of Bryan
 Notes to Financial Statements
  Federal Home Loan Bank Stock
  Loans
     Allowance for Loan Losses
  7




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##### 



The First National Bank of Bryan
 Notes to Financial Statements
  Bank Premises and Equipment
  Buildings and improvements
    
    20 - 30 yearsFurniture and equipment
    
    3 -10 years
 Noninterest Income
  Comprehensive Income
  Federal Income Taxes
  8




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##### 



The First National Bank of Bryan
 Notes to Financial Statements
 Recent Accounting Pronouncements
 Accounting for Uncertainty in income Taxes-an interpretation of FASB Statement 109. Accounting for Income Taxes
 Employers Accounting for
Defined Benefit Pension and Other Postretirement Plans 
an amendment of FASB Statements No.
87, 88, 106 and 132(R).
 Note 2. Restrictions on Cash and Due From Banks
  9




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##### 



The First National Bank of Bryan
 Notes to Financial Statements
 Note 3. Securities
  Gross
    
    GrossAmortized
    
    Unrealized
    
    Unrealized
    
    FairCost
    
    Gains
    
    Losses
    
    ValueSecurities Available for SaleDecember 31, 2006:U.S. government agency
obligations
    
    $
    11,502,513
    
    
    $
    44,371
    
    
    $
    
    
    
    $
    11,546,884Mortgage-backed securities and
collateralized mortgage
obligations
    
    
    67,809,721
    
    
    
    101,753
    
    
    
    935,274
    
    
    
    66,976,200State and political subdivisions
    
    
    56,857,232
    
    
    
    1,110,782
    
    
    
    77,223
    
    
    
    57,890,791Other
    
    
    305,969
    
    
    
    
    
    
    
    
    
    
    
    305,969$
    136,475,435
    
    
    $
    1,256,906
    
    
    $
    1,012,497
    
    
    $
    136,719,844
 10




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##### 



The First National Bank of Bryan
 Notes to Financial Statements
  Continuous Unrealized
    
    Continuous UnrealizedLosses Existing for
    
    Losses Existing forLess than 12 Months
    
    Greater than 12 Months
    
    TotalFair
    
    Unrealized
    
    Fair
    
    Unrealized
    
    Fair
    
    UnrealizedDescription of Securities
    
    Value
    
    Losses
    
    Value
    
    Losses
    
    Value
    
    LossesAvailable for SaleDecember 31, 2006:Mortgage-backed securities and
collateralized mortgage
obligations
    
    $
    12,546,987
    
    
    $
    (49,598
    )
    
    $
    40,195,452
    
    
    $
    (885,676
    )
    
    $
    52,742,439
    
    
    $
    (935,274
    )State and political subdivisions
    
    
    2,670,260
    
    
    
    (5,084
    )
    
    
    9,675,735
    
    
    
    (72,139
    )
    
    
    12,345,995
    
    
    
    (77,223
    )$
    15,217,247
    
    
    $
    (54,682
    )
    
    $
    49,871,187
    
    
    $
    (957,815
    )
    
    $
    65,088,434
    
    
    $
    (1,012,497
    )
  11




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##### 



The First National Bank of Bryan
 Notes to Financial Statements
  Securities Available for SaleAmortized
    
    FairCost
    
    ValueDue in one year or less
    
    $
    1,906,631
    
    
    $
    1,904,495Due from one year to five years
    
    
    12,765,049
    
    
    
    12,953,812Due from five years to ten years
    
    
    18,940,448
    
    
    
    19,033,615Due after ten years
    
    
    34,747,617
    
    
    
    35,545,75368,359,745
    
    
    
    69,437,675Mortgage-backed securities and
collateralized mortgage obligations
    
    
    67,809,721
    
    
    
    66,976,200Other
    
    
    305,969
    
    
    
    305,969$
    136,475,435
    
    
    $
    136,719,844
    12




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##### 



The First National Bank of Bryan
 Notes to Financial Statements
 Note 4. Loans and Allowance for Loan Losses
  2006Commercial
    
    $
    36,221,301Consumer
    
    
    14,158,478Real estate:Residential
    
    
    82,603,276Construction and development
    
    
    51,945,866Commercial real estate
    
    
    69,489,226Agriculture
    
    
    5,268,784Student loans
    
    
    87,577,264Other
    
    
    267,090347,531,285Allowance for loan losses
    
    
    (4,633,487
    )$
    342,897,798
  2006Balance at the beginning of the year
    
    $
    4,346,213Provision charged to earnings
    
    
    360,000Loans charged to the allowance
    
    
    (129,084
    )Recoveries on loans previously charged-off
    
    
    56,358$
    4,633,487
   13




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##### 



The First National Bank of Bryan
 Notes to Financial Statements
 Note 5. Bank Premises and Equipment
  2006Land
    
    $
    5,360,019Building and
improvements
    
    
    5,216,180Furniture, equipment and tenant
improvements
    
    
    4,120,482Construction in process
    
    
    439,95815,136,639Less accumulated depreciation
    
    
    (5,958,779
    )$
    9,177,860
 Note 6. Deposits
  2006Amount
    
    PercentNoninterest bearing demand
accounts
    
    $
    135,274,584
    
    
    
    29.0
    %Interest bearing checking accounts
    
    
    82,509,823
    
    
    
    17.7Limited access money market
accounts
    
    
    97,498,691
    
    
    
    20.9Savings accounts
    
    
    23,144,883
    
    
    
    5.0Certificates of deposit,
less than $100,000
    
    
    65,922,150
    
    
    
    14.2Certificates of deposit,
$100,000 and greater
    
    
    61,522,330
    
    
    
    13.2$
    465,872,461
    
    
    
    100.0
    %
  2007
    
    $
    93,709,8562008
    
    
    15,177,6802009
    
    
    10,439,9292010
    
    
    5,828,5962011
    
    
    2,272,026Thereafter
    
    
    16,393$
    127,444,480
 14




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##### 



The First National Bank of Bryan
 Notes to Financial Statements
  1-4
  Note 8. Federal Income Taxes
  2006Current
    
    $
    2,661,998Deferred
    
    
    (161,513
    )$
    2,500,485
  15




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##### 



The First National Bank of Bryan
 Notes to Financial Statements
  2006Deferred tax assets:Allowance for loan losses
    
    $
    1,575,386Bank premises and equipment
    
    
    34,646Litigation accrual
    
    
    40,800Defined benefit plan minimum liability
    
    
    305,014Other
    
    
    13,600Total deferred tax assets
    
    
    1,969,446Deferred tax
liabilities:Securities
    
    
    19,185Unrealized gain on securities available for sale
    
    
    83,099Other
    
    
    27,873Total deferred tax liabilities
    
    
    130,157Net deferred tax asset
    
    $
    1,839,289
 Note
9. Employee Benefit Plans
 Defined Benefit Pension Plan
   2006Benefit obligation
    
    $
    4,905,000Less plan assets at
fair value
    
    
    4,381,000Funded status
(plan assets less than
obligations)
    
    $
    (524,000
    )Prepaid benefit
cost recognized in the
balance sheet
    
    $
    373,000Accrued
benefit liability recognized
in the balance sheet
    
    $
    (897,000
    )
 16




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##### 



The First National Bank of Bryan
 Notes to Financial Statements
  2006Discount rate
    
    
    4.9
    %Rate of compensation increase
    
    
    N/AExpected return on plan assets
    
    
    7.0
    %
  2006Net periodic benefit cost
    
    $
    (41,000
    )Employer contribution
    
    
    116,000Participant contributions
    
    
    Benefits paid
    
    
    294,000Gain due to curtailment
    
    
    
  2007
    
    $
    4,942,0002008
    
    
    2009
    
    
    2010
    
    
    2011-2015
    
    
    $
    4,942,000
  Percentage of Plan Assetsat December 31,Asset Category
    
    
    2006Equity securities
    
    
    0.00
    %Debt securities
    
    
    30.00
    %Cash
    
    
    70.00
    %100.00
    %
  17




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##### 



The First National Bank of Bryan
 Notes to Financial Statements
 Defined
Contribution Plan
  Employee Stock Ownership Plan
   Note
10. Financial Instruments
   2006Financial Instruments whose contract
amounts represent credit risk:Commitments to extend credit
    
    $
    35,399,713Standby letters of credit
    
    
    1,393,605$
    36,793,318
 18




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##### 



The First National Bank of Bryan
 Notes to Financial Statements
   Note 11. Concentrations of Credit
  2006Bank One, N.A.
    
    Noninterest bearing account
    
    $
    3,881,332Bank One, N.A.
    
    Federal funds sold
    
    
    4,200,000
   19




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##### 



The First National Bank of Bryan
 Notes to Financial Statements
 Note 12. Commitments and Contingencies
  2007
    
    $
    127,9222008
    
    
    106,2122009
    
    
    54,9122010
    
    
    27,456Thereafter
    
    
    $
    316,502
    Note 13. Related Party Transactions
  20




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##### 



The First National Bank of Bryan
 Notes to Financial Statements
 Note 14. Fair Value of Financial Instruments
  Cash and short term instruments
  Securities and FHLB stock
  Loans
  Deposits
  Federal Home Loan Bank advances
  Accrued interest
  Off balance sheet instruments
  21




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##### 



The First National Bank of Bryan
 Notes to Financial Statements
  2006Carrying
    
    FairAmount
    
    ValueFinancial assets:Cash and cash equivalents
    
    $
    19,473,192
    
    
    $
    19,473,192Securities available for sale
    
    
    136,719,844
    
    
    
    136,719,844Securities held to maturity
    
    
    
    
    
    
    Federal Home Loan Bank stock
    
    
    1,327,100
    
    
    
    1,327,100Loans, net
    
    
    342,897,798
    
    
    
    339,687,611Accrued interest receivable
    
    
    4,500,674
    
    
    
    4,500,674Financial liabilities:Deposits
    
    
    465,872,461
    
    
    
    453,576,707Federal Home Loan Bank
advances
    
    
    9,000,000
    
    
    
    9,000,000Accrued interest payable
    
    
    769,576
    
    
    
    769,576Off-balance-sheet assets
(liabilities):Commitments to extend credit
    
    
    
    
    
    
    
 Note 15. Regulatory Matters
     22




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##### 



The First National Bank of Bryan
 Notes to Financial Statements
   To Be WellCapitalized UnderFor Capital
    
    
    Prompt CorrectiveActual
    
    
    Adequacy Purposes
    
    
    Action ProvisionsAmount
    
    
    Ratio
    
    
    Amount
    
    
    Ratio
    
    
    Amount
    
    
    RatioDecember 31, 2006:Total capital to
risk weighted
assets
    
    $
    55,086,000
    
    
    
    17.62
    %
    
    $
    25,011,000
    
    
    
    8.00
    %
    
    $
    31,263,000
    
    
    
    10.00
    %Tier I capital to
risk weighted
assets
    
    
    51,219,000
    
    
    
    16.38
    
    
    
    12,505,000
    
    
    
    4.00
    
    
    
    18,758,000
    
    
    
    6.00Tier I capital to
average assets
    
    
    51,219,000
    
    
    
    9.43
    
    
    
    21,722,000
    
    
    
    4.00
    
    
    
    27,153,000
    
    
    
    5.00
 Note 16. Definitive Sales Agreement
  23