<Page>

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

              ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
                 SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED)

                   For the fiscal year ended DECEMBER 31, 2001
                          Commission file number 0-8597

                            THE REPUBLIC CORPORATION
          ------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

            TEXAS                                                74-0911766
-------------------------------                             -------------------
(State or other jurisdiction of                               (IRS Employer
incorporation or organization)                              Identification No.)

   5340 Weslayan, P.O. Box 270462
          Houston, Texas                                            77277
----------------------------------------                    -------------------
(Address of principal executive offices)                          (Zip Code)

       Registrant's telephone number, including area code: (713) 993-9200

          Securities registered pursuant to Section 12(b) of the Act:

     Title of Each Class          Name of Each Exchange on Which Registered
     -------------------          -----------------------------------------
           NONE                                      NONE


          Securities registered pursuant to Section 12(g) of the Act:


          750,000 shares Common stock, par value $1 per share, of which 356,844
               are outstanding including 23,119 held in treasury.

     Indicate by check mark whether this registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

                           Yes /X/      No / /

     Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K (&229.405 of this chapter) is not contained herein, and
will not be contained, to the best of registrant's knowledge, in definitive
proxy or information statements incorporated by reference in Part III of this
Form 10-K or any amendment to this Form 10-K. (X)

     State the aggregate market value of the voting stock held by non-affiliates
of the registrant: $624,115 as of January 31, 2002

     Indicate the number of shares outstanding of each of the registrant's
classes of common stock as of the latest practicable date:

                      Common Stock par value $1 per share
              333,725 shares outstanding as of December 31, 2001

                       DOCUMENTS INCORPORATED BY REFERENCE
                                      NONE
<Page>

                              REPUBLIC CORPORATION
                                    FORM 10-K
                                      INDEX

<Table>
<Caption>
                                                                                PAGE
                                                                                ----
<S>                                                                             <C>
IMPORTANT TERMS.................................................................

PART I
     ITEM 1.  BUSINESS..........................................................  1-12

     ITEM 2.  PROPERTIES........................................................    12

     ITEM 3.  LEGAL PROCEEDINGS.................................................    12

     ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS.............    12

PART II

     ITEM 5.  MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED
              STOCKHOLDER MATTERS...............................................    12

     ITEM 6.  SELECTED FINANCIAL DATA...........................................    13

     ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
              AND RESULTS OF OPERATIONS......................................... 14-19

     ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK........    19

     ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA....................... 20-40

     ITEM 9.  CHANGES AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
              AND FINANCIAL DISCLOSURE..........................................    41

PART III

     ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT................    42

     ITEM 11. EXECUTIVE COMPENSATION............................................    43

     ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.... 44-45

     ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS....................    46

PART IV

     ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND
              REPORTS ON FORM 8-K............................................... 46-47

     SIGNATURES.................................................................    48

     SUPPLEMENTAL INFORMATION...................................................    49
</Table>


<Page>

                                 IMPORTANT TERMS


"Registrant" - THE REPUBLIC CORPORATION, a Texas Corporation whose sole purpose
is the holding and managing of The First National Bank in Trinidad.

"Bank" - The First National Bank in Trinidad is a commercial bank located in
Trinidad, Colorado and Walsenburg, Colorado, also referred to as the
"Subsidiary Bank".

"FRB" - The Board of Governors of the Federal Reserve System, the Agency which
has responsibility for administering the Bank Holding Company Act of 1956, as
amended.


<Page>

                                     PART I

ITEM I. Business


                            THE REPUBLIC CORPORATION

     GENERAL. On January 11, 1955, the Registrant was chartered under the laws
of the State of Texas as Columbia General Investment Corporation, conducting
business in mortgage banking until 1963. In 1960, Columbia General Investment
Corporation acquired The Republic Corporation. Shortly thereafter, the name
Columbia General Investment Corporation was changed to The Republic Corporation.
Also in 1960, the Registrant acquired 75% of the outstanding stock of the First
National Bank in Trinidad, Colorado. In 1961, an additional 23% of the stock was
purchased, and since then, only qualifying shares for directors and officers of
the Bank have been held by other than the Registrant.

     Since discontinuing mortgage banking operations in 1963, the Registrant has
carried on no significant operations other than as an advisor to the Bank. In
this advisory position, the Registrant coordinates general policies and
activities, and assumes primary responsibility for all major decisions of the
Bank.

     SUPERVISION AND REGULATION. THE REGISTRANT is a registered bank holding
company under the Bank Holding Company Act of 1956 (the "Act"), and is subject
to the supervision of, and regulation by, the Board of Governors of the Federal
Reserve System (the "Board"). Under the Act, a bank holding company may engage
in banking, managing or controlling banks, furnishing or performing services for
banks it controls, and conducting activities that the Board has determined to be
closely related to banking. The Registrant must obtain approval of the Board
before acquiring control of a bank or acquiring more than 5 percent of the
outstanding voting shares of a company engaged in a "bank-related" business.
Under the Act and state laws, the Registrant is subject to certain restrictions
as to states in which the Registrant can acquire a bank. National banks are
subject to the supervision of, and are examined by the Comptroller of the
Currency. State banks are subject to the supervision of the regulatory
authorities of the states in which they are located. The subsidiary bank of the
Registrant is a member of the Federal Deposit Insurance Corporation, and as such
is subject to examination thereby. In private, the primary federal regulator
makes regular examinations of the subsidiary bank subject to its regulatory
review or participates in joint examinations with other federal regulators.
Areas subject to regulation by federal and state authorities include the
allowance for credit losses, investments, loans, mergers, issuance of
securities, payment of dividends, establishment of branches and other aspects of
operations.

                                       1
<Page>

     BUSINESS. The Registrant is a holding company whose sole business purpose
is to hold the stock of the Bank. The operation of the Bank is described as
follows:

                         FIRST NATIONAL BANK IN TRINIDAD
                                 SUBSIDIARY BANK


BUSINESS.

     OPERATION OF THE SUBSIDIARY BANK. The Board of Directors and officers of
the subsidiary bank are responsible for its operation. However, the Republic
Corporation, as the controlling stockholder, coordinates the establishment of
goals, objectives and policies for the entire organization, assists the
subsidiary bank in the attainment of these objectives and monitors adherence to
established policies. The company also monitors adherence to lending and
accounting policies, budgetary goals and long-range plans.

     The bank provides the following services:

     COMMERCIAL BANKING SERVICES. The Bank provides a broad range of financial
services to a diversified group of commercial, industrial and financial
customers in Southern Colorado. Services provided to commercial customers
include short and medium term loans, revolving credit arrangements, trade
financing, energy related financing, real estate construction lending, capital
equipment financing and letters of credit.

     CONSUMER SERVICES. The Bank provides a diverse range of personal services
to individuals including savings and time deposit accounts, installment lending,
bank check guarantee cards, checking accounts, N.O.W. accounts, mortgage loans,
safe deposit facilities, IRA services, money market deposits, and automatic
teller facilities.

EMPLOYEES. The Bank had 67 full time equivalent employees on December 31, 2001.

                                       2
<Page>

COMPETITION

     The Bank's primary market area is Trinidad, Colorado, Walsenburg, Colorado,
Raton, New Mexico and the surrounding communities. In this market are two other
bank charters, five branch offices, and a savings and loan association. The
deposits of the Bank are larger than those of the savings and loan and larger
than those of each of the other bank offices. The Bank competes with these
institutions in obtaining new deposits, making loans, and providing additional
banking services.

     The principal methods of competition in the industry are price (i.e.
interest rates and fees) and service. Inasmuch as rate and fee structures at all
local competitors are somewhat similarly constrained by net interest income
objectives, competitive pressure and the restraint that must necessarily be
exercised in smaller communities of modest means, the primary arena for
competition is service. Community banks are uniquely able to provide the type of
personal service that is typically of greatest value in smaller, less populated
markets such as Las Animas, Huerfano and Colfax Counties. The ability of the
bank to successfully market this type of service delivery, along with a
reasonable selection of more modern and less personal means of access, will
determine its ultimate competitive success.

MONETARY POLICY.

     The earnings and growth of the banking industry and of the Bank are
affected not only by general economic conditions, but also by the credit
policies of monetary authorities, particularly the Federal Reserve System. An
important function of the Federal Reserve System is to regulate the national
supply of bank credit in order to combat recession and curb inflationary
pressures. Among the instruments of monetary policy used by the Federal Reserve
System to implement these objectives are open market operations in U.S.
Government securities, changes in the discount rate on member bank borrowings
and changes in reserve requirements against member bank deposits. These means
are used in varying combinations to influence overall growth of bank loans,
investments and deposits and may also affect interest rates charged on loans or
paid for deposits.

     The monetary policies of the Federal Reserve System have had a significant
effect on the operating results of commercial banks in the past and are expected
to continue to do so in the future. Because of changing conditions in the
national and international economy and in the money markets, and as a result of
actions by monetary and fiscal authorities, including the Federal Reserve
System, interest rates, credits and availability and deposit levels may change
due to circumstances beyond the control of The Republic Corporation or the Bank.

STATISTICAL DATA. The following sets forth certain statistical data regarding
the Republic Corporation.


I.   DISTRIBUTION OF ASSETS, LIABILITIES AND STOCKHOLDERS' EQUITY: INTEREST
     RATES AND DIFFERENTIAL

BALANCE SHEET ANALYSIS

     The following three tables present the consolidated monthly average balance
sheet, taxable equivalent interest revenue, interest expense, and average yields
and rates.

                                       3
<Page>

     Interest income on non-taxable investment securities has been adjusted to
reflect the tax benefit of tax exempt income at a marginal rate of 38% for each
year presented.

     Non-accruing loans are included for purposes of the analysis of interest
earnings on loans.

                                    TABLE #1

<Table>
<Caption>
                                                                    Average
Year Ended December 31, 2001                                     InterestYield/
(Dollars in Thousands)                                               Balance        Rev./Exp.         Rate
<S>                                                              <C>                <C>              <C>
ASSETS
        Investment securities:
               Taxable ......................................      $  25,550        $   1,518         5.9%
               Tax exempt ...................................          2,295              189         8.2%
        Loans ...............................................        116,050           10,541         9.1%
               Less: Reserve for loan loss ..................         (1,607)
        Funds sold ..........................................         16,879              610         3.6%
                                                                   ---------        ---------       -----
               Total Earnings Assets ........................        159,167           12,858         8.1%
                                                                   ---------        ---------       -----
        Cash and due from banks .............................          5,269
        Other assets ........................................          5,425
                                                                   ---------
               TOTAL ASSETS .................................      $ 169,861
                                                                   =========

LIABILITIES AND STOCKHOLDERS' EQUITY
        Interest bearing demand and money market deposits ...      $  46,317        $   1,403         3.0%
        Savings deposits Other ..............................          9,005              216         2.4%
        Time deposit ........................................         76,097            4,108         5.4%
                                                                   ---------        ---------       -----
               TOTAL INTEREST BEARING
               LIABILITIES ..................................        131,419            5,727         4.4%
                                                                   ---------        ---------       -----
NET INTEREST REVENUE ........................................                       $   7,131         3.7%
                                                                                    =========
NET INTEREST REVENUE TO EARNING ASSETS ......................                                         4.5%

        Demand deposits (non-interest
               bearing) .....................................      $  21,906
        Other liabilities ...................................          1,607
        Stockholders' Equity ................................         14,929
                                                                   ---------
               TOTAL LIABILITIES AND
               STOCKHOLDERS' EQUITY .........................      $ 169,861
                                                                   =========
</Table>

                                       4
<Page>

                                    TABLE #2

<Table>
<Caption>
Year Ended December 31, 2000                                            Average         Interest          Yield/
(Dollars in Thousands)                                                  Balance         Rev./Exp.          Rate
<S>                                                                    <C>              <C>               <C>
ASSETS
        Investment securities:
               Taxable ..........................................      $  27,087        $   1,765         6.5%
               Tax exempt .......................................             73                6         8.2%
        Loans ...................................................        108,445            9,615         8.9%
               Less: Reserve for loan loss ......................         (1,441)
        Funds sold ..............................................         21,752            1,356         6.2%
                                                                       ---------        ---------       -----
               Total Earning Assets .............................        155,916           12,742         8.2%
                                                                       ---------        ---------       -----
        Cash and due from banks .................................          4,940
        Other assets ............................................          4,454
                                                                       ---------
               TOTAL ASSETS .....................................      $ 165,310
                                                                       =========

LIABILITIES AND STOCKHOLDERS' EQUITY
        Interest bearing demand and money market deposits .......      $  45,091        $   1,925         4.3%
        Savings deposits - Other ................................          9,037              291         3.2%
        Time deposits ...........................................         74,905            4,331         5.8%
                                                                       ---------        ---------       -----
               TOTAL INTEREST BEARING
               LIABILITIES ......................................        129,033            6,547         5.1%
                                                                       ---------        ---------       -----
NET INTEREST REVENUE ............................................                       $   6,195         3.1%
                                                                                        =========
NET INTEREST REVENUE TO EARNING ASSETS ..........................                                         4.0%

        Demand deposits (non-interest bearing) ..................      $  21,487
        Other liabilities .......................................          1,572
        Stockholders' equity ....................................         13,218
                                                                       ---------
               TOTAL LIABILITIES AND
               STOCKHOLDERS' EQUITY .............................      $ 165,310
                                                                       =========
</Table>

                                       5
<Page>

                                    TABLE #3

<Table>
<Caption>
Year Ended December 31, 1999                                         Average         Interest         Yield/
(Dollars in Thousands)                                               Balance         Rev./Exp.        Rate
<S>                                                                 <C>              <C>              <C>
ASSETS
        Investment securities:
               Taxable .......................................      $  27,856        $   1,442         5.2%
               Tax exempt ....................................             --               --          --
        Loans ................................................         96,033            8,249         8.6%
               Less: Reserve for loan loss ...................         (1,305)
        Funds sold ...........................................         12,640              636         5.0%
                                                                    ---------        ---------       -----
               Total Earning Assets ..........................        135,244           10,327         7.6%
                                                                    ---------        ---------       -----

        Cash and due from banks ..............................          5,488
        Other assets .........................................          4,267
                                                                    ---------
               TOTAL ASSETS ..................................      $ 144,979
                                                                    =========

LIABILITIES AND STOCKHOLDERS' EQUITY
        Interest bearing demand and money market deposits ....      $  44,448        $   1,775         3.9%
        Savings deposits - Other .............................          9,391              261         2.8%
        Time deposits ........................................         61,871            3,110         5.0%
                                                                    ---------        ---------       -----
               TOTAL INTEREST BEARING
               LIABILITIES ...................................        115,710            5,146         4.4%
                                                                    ---------        ---------       -----

NET INTEREST REVENUE .........................................                       $   5,181         3.2%
                                                                                     =========
NET INTEREST REVENUE TO EARNING ASSETS .......................                                         3.8%
        Demand deposits (non-interest bearing) ...............      $  15,375
        Other liabilities ....................................          1,350
        Stockholders' equity .................................         12,544
                                                                    ---------
               TOTAL LIABILITIES AND
               STOCKHOLDERS' EQUITY ..........................      $ 144,979
                                                                    =========

</Table>

                                       6
<Page>

     The following table presents statistical information regarding the
components of net interest income of the Registrant and an analysis of the
changes in net interest income due to changes in volume and rates.

Analysis of Changes in Components of Net Interest Income
(Dollars in thousands)

                                    TABLE #4

<Table>
<Caption>
                                                                  2001 vs 2000                            2000 vs 1999
                                                      -----------------------------------       ----------------------------------
                                                                    Yield/                                    Yield/
                                                      Volume         Rate          Total        Volume          Rate        Total
                                                      -------       -------       -------       -------       -------      -------
<S>                                                   <C>           <C>           <C>           <C>           <C>          <C>
Increase (decrease) in interest income on:
Loans ..........................................      $   690       $   236       $   926       $   721       $   645      $ 1,366
Investment securities ..........................           40          (173)         (133)           37           289          326
Federal funds sold .............................         (122)         (624)         (746)          606           114          720
                                                      -------       -------       -------       -------       -------      -------
                                                          608          (561)           47         1,364         1,048        2,412
                                                      -------       -------       -------       -------       -------      -------
Increase (decrease) in interest expense on:
Demand deposits ................................           33          (555)         (522)           18           132          150
Savings ........................................           (1)          (74)          (75)           (8)           38           30
Time deposits ..................................           64          (287)         (223)          714           507        1,221
                                                      -------       -------       -------       -------       -------      -------
                                                           96          (916)         (820)          724           677        1,401
                                                      -------       -------       -------       -------       -------      -------
Net interest income ............................      $   512       $   355       $   867       $   640       $   371      $ 1,011
                                                      =======       =======       =======       =======       =======      =======
</Table>

     The volume/rate variance was allocated to rate based on the percentage
increase or decrease in relation to the total previous year rates with the
remainder allocated to volume.

                                       7
<Page>

II.  INVESTMENT PORTFOLIO

     The following table shows the classification of investment securities with
fixed maturities held at December 31, in each of the past three years (including
investments available for sale):

                                    TABLE #5

<Table>
<Caption>
December 31
(Dollars in thousands)                          2001         2000         1999
                                              -------      -------      -------
<S>                                           <C>          <C>          <C>
U.S. Treasury Securities ...............      $    --      $    --      $    --
Government Sponsored Agencies ..........       30,344       29,666       23,639
US States and Political Subdivisions ...        2,295        2,295           --
Other bonds, notes and securities ......           24           24           24
                                              -------      -------      -------
         TOTAL .........................      $32,663      $31,985      $23,663
                                              =======      =======      =======
</Table>

     The following is a table which shows the maturity distribution of
investment securities and the average taxable equivalent yield by each range.
Dollars presented are in thousands.

                                    TABLE #6

<Table>
<Caption>
                                                              U.S. States             Government               Federal
                                        U.S. Treasury         and Political           Sponsored             Reserve Bank
                                         Securities          Subdivisions               Agencies                Stock
                                        -------------      -------------------    -------------------    -----------------
                                        Amount/Yield           Amount/Yield          Amount/Yield           Amount/Yield
                                        -------------      -------------------    -------------------    -----------------
<S>                                     <C>       <C>      <C>          <C>       <C>          <C>       <C>          <C>
Within one year ..................      $ --      --%      $    --         --%    $ 9,987        6.5%    $    --       --%
After one year through five years         --      --%           --         --%     20,357        4.6%         --       --%
After five years through ten years        --      --%          278        7.8%         --         --%         --       --%
After ten years ..................        --      --%        2,017        8.3%         --         --%         24      7.5%
                                        ----     ---       -------      -----     -------      -----     -------      ---
         TOTAL ...................      $ --      --%      $ 2,295        8.2%    $30,344        5.3%    $    24      7.5%
                                        ====     ===       =======      =====     =======      =====     =======      ===
</Table>

III. LOAN PORTFOLIO

     Domestic loans by category are listed below (dollars in thousands):

                                    TABLE #7

<Table>
<Caption>
                                             December 31,     December 31,
                                                2001             2000
                                             ------------     ------------
<S>                                          <C>              <C>
Commercial ...........................         $  7,424         $  7,361
Agricultural .........................            1,754            3,029
Real Estate - Construction ...........            3,262            8,122
Real Estate - Mortgage ...............           89,617           84,256
Installment loans to Individuals .....           11,233           11,210
                                               --------         --------
     TOTAL ...........................         $113,290         $113,978
                                               ========         ========
</Table>

     There were no foreign loans at December 31, 2001 or December 31, 2000.

                                       8
<Page>

     Commercial, agricultural and real estate - construction loans at December
31, 2001 are presented by maturity as follows (dollars in thousands):

                                    TABLE #8
<Table>
<Caption>
                                                            Due After
                                          Due in One         One Year         Due After
                                         Year or Less    Through Five Years   Five Years
                                         ------------    ------------------   ----------
<S>                                      <C>             <C>                  <C>
Commercial:
   Fixed rates .................            $1,588            $   13            $   --
   Adjustable rates ............             5,778                45                --
Agricultural:
   Fixed rates .................               118               392               190
   Adjustable rates ............             1,041                --                13
Real Estate - Construction:
   Fixed rates .................             2,979                --                --
   Adjustable rates ............               283                --                --
</Table>

     Within the loan portfolio are loans which are considered non-performing.
Included in the table below are past due loans which are defined as past due (1)
single payment notes - these are considered past due 15 days or more after
maturity; (2) single payment loans, with interest payable at stated intervals,
and demand notes - these are considered past due when an interest payment is due
and unpaid for 15 days; (3) consumer, mortgage, or term business installment
loans - these loans are past due in whole after one installment is due and
unpaid for 30 days or one month. When an installment payment is past due, the
entire unpaid balance is past due; (4) overdrafts are considered past due when
not paid in 15 days. Such loans remain in past due status until all past due
payments are made.

                                    TABLE #9

<Table>
<Caption>
December 31 (Dollars in Thousands)                                 2001        2000
                                                                  ------      ------
<S>                                                               <C>         <C>
Non-accrual loans ..........................................      $1,007      $1,076
Loans which are contractually past due 90 days or more
   as to interest or principal, but have not been put
   on a non-accrual basis (See discussion below) ...........          --         149
Loans restructured to provide concessions to the
   borrower in order to maximize the recovery
   possibility of the bank .................................      $   81         781
</Table>

     There was no interest foregone on restructured loans in 2001. Recognized
income was $6 thousand. Interest recognized in 2000 was $58 thousand with no
foregone interest.

     Past due and renegotiated loans as described above are defined as
non-performing loans for purposes of this discussion.

     Non-accrual loans are defined as loans on which, in the opinion of
management, the collection of interest has become uncertain. Management places
loans on non-accrual status when loans become past due thirty days or if, in
their judgment, the ability of the borrower to service the debt has become
impaired.

                                       9
<Page>

     Interest is not taken into income unless received in cash or until such
time as the borrower demonstrates the ability to pay interest and principal.
Placing a loan on non-accrual status for the purpose of income recognition is
not by itself a reliable indicator of potential loss of principal. Other
factors, such as the value of the collateral securing the loan and the financial
condition of the borrower, serve as more reliable indicators of potential loss.

     Management has no information that would indicate that any loans on hand at
December 31, 2001 that are not currently included as non-performing loans have
possible credit problems that would cause serious doubts as to their ability to
comply with the current repayment terms or contain uncertainties which would
have a material impact on future operations or financial position.

IV.  SUMMARY OF LOAN LOSS EXPERIENCE

     The table below presents selected information analyzing the allowance for
loan losses (dollars in thousands):

                                    TABLE #10

<Table>
<Caption>
                                                2001           2000
                                              --------       --------
<S>                                           <C>            <C>
Balance - Beginning of year ............      $  1,579       $  1,379
                                              --------       --------
Charge-offs:
   Commercial ..........................            70             19
   Agricultural ........................            --            111
   Real Estate - Construction ..........            --             --
   Real Estate - Mortgage ..............            12             --
   Installment loans to Individuals ....           226            144
                                              --------       --------
                                              $    308       $    274
                                              --------       --------
Recoveries:
   Commercial ..........................      $     20       $     15
   Agricultural ........................            --            110
   Real Estate - Construction ..........            --             --
   Real Estate - Mortgage ..............             7              7
   Installment loans to individuals ....            32             28
                                              --------       --------
                                              $     59       $    160
                                              --------       --------
Net Charge-offs (recoveries) ...........      $    249       $    114
                                              --------       --------
Provision - Charged to operations ......      $    282       $    314
                                              --------       --------
Balance - End of Year ..................      $  1,612       $  1,579
                                              ========       ========
Average loan balance outstanding .......      $116,050       $108,445
                                              ========       ========
Percentage of net charge offs to
average loans outstanding ..............            .2%            .1%
                                              ========       ========
</Table>

     The provision for 2001 was lower than in 2000 as non-accrual loans and
restructured loans were lower. No loan growth was experienced in 2001.

     In 2000, the provision was higher than 1999 due to higher non-accrual loans
and higher loan totals.

                                       10
<Page>

     The allocation of the allowance is as follows (dollars in thousands):

                                    TABLE #11

<Table>
<Caption>
                                              December 31,                           December 31,
                                                 2001                                    2000
                                    --------------------------------       ----------------------------------
                                                    Percent of Loans                       Percent of Loans
                                                    in Each Category                       in Each Category
                                     Amount          to Total Loans        Amount           to Total Loans
                                    -------         ----------------       ------          -----------------
<S>                                 <C>             <C>                    <C>             <C>
Commercial .............            $    9                 6.6%            $    3                 6.5%
Agricultural ...........                --                 1.5%                --                 2.7%
Real Estate-Construction                --                 2.9%                --                 7.1%
Real Estate-Mortgage ...               329                79.1%               187                73.9%
Installment Loans ......               161                 9.9%                79                 9.8%
Unallocated ............             1,113                 N/A              1,310                 N/A
                                    ------               -----             ------               -----
                                    $1,612                 100%            $1,579                 100%
                                    ======               =====             ======               =====
</Table>

     The large, unallocated allowance for loan losses is being maintained in
recognition of several risk factors inherent in the bank's loan portfolio.
Foremost among these is the large concentration of loans of all types secured by
real property. While the vast majority of these loans are performing and not in
need of an allocated allowance, there has been significant growth in this area
and a noticeable increase in appraised values has occurred. (Please see Table
#7, P-8). Another significant area of concern is agricultural purpose loans.
This grouping consists largely of livestock growers in the bank's market area
and is uniquely vulnerable to adverse weather, crop or livestock disease and
market price decline. Borrowers of this type that have required restructured
terms or that have been non-performing receive an allocation of the bank's
allowance. Those remaining, however, still represent a significant potential for
loss should circumstances in that sector deteriorate further. At the time of
this writing, estimated charge-offs for the coming year are not expected to
exceed $200,000 and will be concentrated in the commercial and installment
areas.

V.   DEPOSITS

     The average amount of deposits and the average rates paid are presented in
the balance sheet analysis shown previously.

     At December 31, 2001, there existed outstanding time certificates of
deposit in amounts of $100,000 or more of $22,888,052. The deposits by time
remaining until maturity were (dollars in thousands):

                                    TABLE #12

<Table>
<S>                                             <C>
     3 months or less                           $  8,011
     Over 3 through 6 months                       7,031
     Over 6 through 12 months                      5,535
     Over 12 months                                2,311
                                                --------
                                                $ 22,888
                                                ========
</Table>

     As required by the Monetary Control Act of 1980, the reserve balance held
against deposits at December 31, 2001 was $2,434,000.

                                       11
<Page>

                                    TABLE #13

<Table>
<Caption>
For the year ended December 31                          2001         2000         1999
                                                        ----         ----         ----
<S>                                                     <C>          <C>          <C>
Return on Assets (Net income divided by
  average total assets) .....................            .7%          .7%          .4%
Return on Equity (Net income divided by
  average equity) ...........................           8.3%         8.7%         4.8%
Dividend Payout Ratio (Dividends declared per
  share divided by net income per share) ....             0%           0%           0%
Equity to Assets Ratio (Average equity
  divided by average total assets ...........           8.8%         8.0%         8.7%
</Table>

ITEM 2. Properties:

     The subsidiary Bank owns a building and annex at 100 East Main Street, and
the motor-bank facility, 122 East First Street, in which the banking operations
are carried on in Trinidad, Colorado. Approximately one-third (1/3) of the
building is utilized by the bank. The remaining space is leased to other
businesses. Additionally, a bank building in Walsenburg, Colorado was acquired
in 1992. Banking operations at this location began in October of 1993. In 1996,
two automatic teller locations were added. One is in Trinidad and the other is
in La Veta, Colorado. A facility with banking operations and automated tellers
was located in a Trinidad retail superstore and became operational in 1998.
Also, an office space in Raton, New Mexico was leased and remodeled in 2000 for
the purpose of conducting loan and deposit production activities. A ground lease
near by the Raton facility was obtained and upon it was constructed a drive-thru
automatic teller machine and automated night depository. Properties held as
other real estate owned consist of real property that has been acquired by the
Bank through foreclosure on real estate pledged as collateral on loans made by
the Bank.

ITEM 3. Legal Proceedings:

     Not applicable.

ITEM 4. Submission of Matters to a Vote of Securities Holders:

     Not applicable.

                                     PART II

ITEM 5. Market for The Republic Corporation's stock.

     (a)  The Articles of Incorporation do not restrict the marketability of the
          Republic Corporation stock. However, due to the limited number of
          shares outstanding, it is not anticipated that an active market for
          the shares will develop. Shares may be purchased by The Republic
          Corporation, but there is no assurance that the Corporation will do
          so.

     (b)  There were approximately 1,750 shareholders as of the date of this
          annual report.

          Holders of Republic Corporation shares are entitled to their pro-rata
          share of any dividends paid on the shares. However, because the
          Corporation has no income other than distributions received on its
          equity in The First National Bank in Trinidad, Colorado, its ability
          to pay dividends depends upon its receipt of Bank distributions.
          Decisions as to the declaration and payment of dividends, subject to
          the availability of funds for this purpose, rest exclusively with The
          Republic Corporation Board of Directors.

     (c)  No dividends have been declared in 2001 or 2000 and management has no
          intention to declare dividends in the immediate future.

                                       12
<Page>

ITEM 6. Selected financial data:

     The following table presents certain key financial information.

                                    TABLE #14

<Table>
<Caption>
Selected Financial Data
Year Ended December 31
(Dollars in thousands)                                  2001            2000            1999            1998            1997
                                                      -------         -------         -------         -------         -------
<S>                                                   <C>             <C>             <C>             <C>             <C>
Interest Income .............................         $12,786         $12,739         $10,328         $ 9,683         $ 9,038
Interest expense ............................           5,727           6,547           5,147           4,571           4,452
                                                      -------         -------         -------         -------         -------
   Net Interest Income ......................           7,059           6,192           5,181           5,112           4,586
Provision for Loan Losses ...................             282             314             238             241             230
                                                      -------         -------         -------         -------         -------
   Net Interest Income after
      Provision for Loan Losses .............           6,777           5,878           4,943           4,871           4,356
Non-Interest Income .........................             853             825             636             597             623
Non-Interest Expense:
   Personnel Expenses .......................           2,514           2,295           2,277           1,872           1,532
   Other Expenses ...........................           3,167           2,505           2,315           2,035           1,587
                                                      -------         -------         -------         -------         -------
Income Before Income Taxes ..................           1,949           1,903             987           1,561           1,860
Applicable Income Taxes .....................             666             722             373             593             699
                                                      -------         -------         -------         -------         -------
Income before Reduction for Minority
   Interest or Security Gains or Losses .....           1,283           1,181             614             968           1,161
Less Minority Interest ......................              38              28              15              23              27
                                                      -------         -------         -------         -------         -------
Net Income ..................................         $ 1,245         $ 1,153         $   599         $   945         $ 1,134
                                                      =======         =======         =======         =======         =======
Net Income per Common Share (2) .............         $  3.73         $  3.46         $  1.80         $  2.83         $  3.40
                                                      =======         =======         =======         =======         =======
Dividends Declared per Common Share(2) ......         $     0         $     0         $     0         $     0         $     0
                                                      =======         =======         =======         =======         =======
</Table>

(2)  Net income per common share and dividends declared per common share are in
     actual dollars, not thousands.

<Table>
<Caption>
Selected Year End Balances:
(Dollars in thousands)      2001          2000          1999          1998          1997
                          --------      --------      --------      --------      --------
<S>                       <C>           <C>           <C>           <C>           <C>
Loans ..............      $113,290      $113,978      $ 98,532      $ 94,569      $ 79,608
Total Assets .......       178,143       165,276       155,606       131,275       125,190
Long-Term Debt .....             0             0             0             0             0
</Table>

                                       13
<Page>

ITEM 7. Management's discussion and analysis of financial condition and results
of operations:

     FINANCIAL CONDITION

     ASSET QUALITY

                                    TABLE #15

<Table>
<Caption>
December 31 (dollars in thousands)                  2001         2000         1999         1998         1997
                                                   ------       ------       ------       ------       ------
<S>                                                <C>          <C>          <C>          <C>          <C>
Nonaccrual Loans ............................      $1,008       $1,076       $  837       $  351       $  809
Past-Due Loans* .............................          --          149           --           --           --

Restructured Loans ..........................          81          781        1,022          714        2,465
                                                   ------       ------       ------       ------       ------
   Total Problem Loans ......................       1,089        2,006        1,859        1,065        3,274

Foreclosed Assets
   Real Estate ..............................         255           38           43           48            9
      In-Substance Foreclosures .............          --           --           --           --           --
   Other ....................................          --           17           23           28            5
                                                   ------       ------       ------       ------       ------
      Total Problem Assets ..................      $1,344       $2,061       $1,925       $1,141       $3,288

Total Problem Loans as a
   Percentage of Total Loans ................         1.0%         1.8%         1.9%         1.1%         4.1%

Total Problem Assets as a Percentage of
   Total Loans and Foreclosed Assets ........         1.2%         1.8%         2.0%         1.2%         4.1%

Reserve Coverage Ratio ** ...................       148.0%        78.7%        74.2%       115.8%        32.7%

</Table>

*    Past due loans which are still accruing interest but are contractually
     ninety or more days delinquent as to principal or interest payments.
     Approximately $110m of the amount shown in 2000 is also included in the
     restructured total for the same year.

**   Allowance for loan losses divided by problem loans

                                       14
<Page>

                                    TABLE #16

                            INTEREST RATE SENSITIVITY

<Table>
<Caption>
December 31, 2001 (dollars in thousands)       3 Mo            3-12           1-3           Over
                                              or Less         Months         Years         3 Years
                                              --------       --------       --------       --------
<S>                                           <C>            <C>            <C>            <C>
Rate Sensitive Assets
(Assets that can be repriced
within x months/years)

Loans* .................................      $ 21,273       $ 38,950       $ 21,015       $ 32,010

Federal Funds Sold .....................        21,975             --             --             --

Taxable Securities** ...................            --         10,000         20,000             --

Municipal Bonds ........................            --             --             --          2,295

        TOTAL ..........................        43,248         48,950         41,015         34,305

Rate Sensitive Liabilities
(Liabilities that can be
repriced within x months/years)

Time Certificates of Deposit ...........        29,399         42,923          8,998             --

NOW Accounts ...........................         1,729             --             --             --

Super NOW Accounts .....................        33,785             --             --             --

Savings Accounts .......................         9,498             --             --             --

MMDA Accounts ..........................        14,220             --             --             --

        TOTAL ..........................        88,631         42,923          8,998             --

Interest Rate Sensitivity Gap ..........       (45,383)         6,027         32,017         34,305

Cumulative Interest Rate
        Sensitivity Gap ................       (45,383)       (39,356)        (7,339)        26,966
</Table>

*    Does not include $30 thousand in overdrafts.

**   Does not include $24 thousand in Federal Reserve Bank Stock.

                                       15
<Page>

INVESTMENT SECURITIES

                                    TABLE #17
                                AND FOOTNOTES 1-2

<Table>
<Caption>
                                               Carrying        Unrealized       Unrealized         Market
                                                 Value           Gains             Losses           Value
                                              -----------      -----------      -----------      -----------
<S>                                           <C>              <C>              <C>              <C>
DECEMBER 31, 2001
(1) Held-to-Maturity:
        U.S. Treasury Securities .......      $        --      $        --      $        --      $        --
        Other ..........................       32,639,115          397,400               --       33,036,515
(2) Available-for-Sale Securities
        Carried at Fair Value:
        U.S. Treasury Securities .......               --               --               --               --
        Other ..........................           24,000               --               --           24,000
                                              -----------      -----------      -----------      -----------
                                               32,663,115          397,400               --       33,060,515
                                              -----------      -----------      -----------      -----------
DECEMBER 31, 2000
(1) Held-to-Maturity:
        U.S. Treasury Securities .......               --               --               --               --
        Other ..........................       31,961,129          270,094               --       32,231,223
(2) Available-for-Sale Securities
        Carried at Fair Value:
        U.S. Treasury Securities .......               --               --               --               --
        Other ..........................           24,000               --               --           24,000
                                              -----------      -----------      -----------      -----------
                                               31,985,129          270,094               --       32,255,223
                                              -----------      -----------      -----------      -----------
DECEMBER 31, 1999
(1) Held-to-Maturity:
        U.S. Treasury Securities .......               --               --               --               --
        Other ..........................       23,639,383               --            9,081       23,630,302
 (2) Available-for-Sale Securities
        Carried at Fair Value:
        U.S. Treasury Securities .......               --               --               --               --
        Other ..........................           24,000               --               --           24,000
                                              -----------      -----------      -----------      -----------
                                               23,663,383               --            9,081       23,654,302
                                              -----------      -----------      -----------      -----------

</Table>

(1)  Securities which the Bank has the ability and intent to hold to maturity.
     These securities are stated at cost, adjusted for amortization of premiums
     and accretion of discounts, computed by the interest method. Because
     securities are purchased for investment purposes and quoted market values
     fluctuate during the investment period, gains and losses are recognized
     upon disposition or at such time as management determines that a permanent
     impairment of value had occurred. Cost of securities sold is determined on
     the specific identification method.

(2)  Securities that the bank may sell in response to changes in market
     conditions or in the balance sheet objectives of the bank. Securities in
     this category will be reported at the fair market value. Unrealized gains
     or losses (net of tax) will be reported as a separate item in the
     shareholders' equity section of the balance sheet. Adjustments will be
     recorded at least quarterly.

                                       16
<Page>

ASSET QUALITY

     Nonaccrual loans continue to hover in the range of 1% of total loans, a
result of a small number of chronically past due or financially impaired,
commercial aggregations and a much larger population of smaller consumer
installment loans. The latter category is historically the most problematic in
terms of the expenditure of administrative time and money and represents, in its
aggregation, a larger exposure to loss due to either the absence of collateral
or the more frangible nature of the collateral most typically taken with loans
of this type. (Please see Table #15, P-14)

     Restructured loans ended 2001 at low ebb, but this category, most
particularly in the midst of the current economic circumstance, remains a
potentially active one. The probability that the bank will find it necessary to
modify terms to suit an environment that portends diminished repayment ability,
whether in the small business or consumer sectors, will remain elevated until
there is tangible improvement in the national economy. (Please see Table #15,
P-14)

     Net charge offs in 2001, both in absolute terms and when expressed as a
percentage of average loans, was over twice the 2000 levels, once again
evidencing the economic slowdown occurring most prominently during the latter
half of 2001. Quantitatively, these charge offs continue to be dominated by
consumer installment loans, with a 77% experience in 2001, compared with 97% in
2000. (Please see Table 10, P-10)

     Loan growth in modest proportion was experienced in the first half of 2001,
but leveled off in the third quarter, and actually fell in the last quarter with
total loans ending the year slightly lower than the year-end, 2000 level. This
decline, a byproduct of the national recession and slowing conditions locally,
was a direct result of much diminished commercial loan demand and a much
elevated level of refinancing of home mortgages formerly held on the bank's
books. The total concentration of real estate loans of all types remains similar
to the year-end, 2000 level at approximately 82% of total loans but, as might be
expected, the construction loan component is substantially lower at 3% of total
loans compared to 7% at year-end, 2000. At year end 2001, approximately 65% of
total real estate loans consisted of properties secured by completed, 1-4 family
residences, 31% secured by commercial real estate and .5% secured by
agricultural property. (Please see Table #7, P-8)

     The economic climate in the bank's market areas, while certainly showing
the negative effects of the national malaise, continues to exhibit performance
characteristics that seem to be more closely tied to the more readily
identifiable local and regional micro-economies. Of the latter, those that
continue to have positive influence include the coal bed methane extraction
activity which is benefiting primarily Las Animas County, Colorado and Colfax
County, New Mexico. The spin off effect of this industry has greatly benefited
this region but it has also created a degree of concentration risk that must be
considered when evaluating current and future credit exposure. Other, positive
activity includes the opening in 2002 of the State Prison facility outside of
Trinidad, a project that will initially employ approximately 160. The region
also continues to attract new residents who are drawn to the healthy climate,
mountain scenery and historic, uncluttered surroundings. At present, Huerfano
County, Colorado appears to lead in this category, particularly with regard to
the construction of higher dollar value residences. Las Animas County, Colorado
follows, with a more significant level of higher-density, lower dollar value
homes situated in tract developments. Colfax County, New Mexico trails but
represents the best opportunity at present when comparing affordability. Other,
positive developments include the new coal mine in the western portion of Las
Animas County and the possibility of a power plant in the eastern part of Las
Animas County. This is offset by the announced closure in 2002 of a coal mine in
Western Colfax County, and the continued closure of the ski area in western
Huerfano County.

                                       17
<Page>

SOURCES AND USES OF FUNDS

     Deposit growth in 2001 of $11,976,438, netted with other, less significant
sources, accounted substantially for the $12,102,193 growth in cash and cash
equivalents (currency, due from banks and federal funds sold). Loan growth was
virtually nil in the absence of significant demand and was in stark contrast
with year 2000 loan growth of $15,568,281. The deposit growth experienced in
2001 was only moderately higher than the 2000 growth and all of it occurred
during the second half of the year, largely a result of our bank's deposit
offering rates consistently exceeding those of local competitors during the same
period. (Please see Statement of Cash Flows, P 24-25)

LIQUIDITY

     The absence of loan growth and the placement of substantially all deposit
growth into liquid assets has raised the percentage of total liabilities held in
cash and due from banks, readily marketable securities and federal funds sold to
approximately 38% at year-end, 2001. This contrasts with 32% at year-end, 2000.
Current, taxable securities consist of six FEDERAL HOME LOAN BANK DEBENTURES in
par amounts of $5,000,000 each, maturing in May and November of 2002, July and
November of 2003 and June and November of 2004. Approximately 60% of the
$30,000,000 par amount was necessary to satisfy the pledging requirements of the
State of Colorado and the Federal Reserve Bank. It is management's opinion that
liquidity is adequate in light of the realistic potential, going forward into
2002, for increased loan demand or withdrawal activity. (Please see Balance
Sheet, P-22 and Note 2, P 29-30)

MARKET RISK

     In the ordinary course of business, the company is exposed to the risk of
loss from changes in interest rates. The majority of this risk has to do with
timing differences related to the repricing of assets and liabilities. The
company, through its ALCO committee, analyzes and compares these repricing
differences and basis point spreads so as to effectively monitor and adjust the
inevitable earnings impact of rate change. The objective, over time, is to
minimize this earnings impact in all interest rate environments and not to
attempt to anticipate or time the market. The primary tools to accomplish this
are absolute pricing level decisions on both sides of the balance sheet, so as
to address the inbedded "basis risk", as well as overt adjustment to the timing
of repricing events, so as to address "term risk" as a matter of policy. The
modeling used internally consists of 100 basis point and 400 basis point
earnings impact estimates. The instruments that the company typically adjusts in
this regard are loans, securities held to maturity, federal funds sold and
deposit liabilities. Based on the current repricing structure, it is anticipated
that the company has sufficient tools in place to minimize or eliminate any
adverse earning impact caused by interest rate change. The company does not
invest in derivative financial instruments such as futures, forwards, swaps,
options and other financial instruments with similar characteristics and there
is negligible direct risk of adverse impacts resulting from changes in foreign
currency exchange rates, commodity prices or prices of equity securities.
(Please see Table 16, P-15 and Table 17, P-16)

CAPITAL

     Estimated Tier I and total, risk-based capital ratios in the subsidiary
bank at year-end, 2001 were 14.67% and 15.93%, respectively. This compares with
13.79% and 15.04% at year-end, 2000. The increases were primarily a result of
all asset growth going into relatively low risk, liquid asset categories rather
than higher risk loan categories. The Tier I leverage ratio at year-end, 2001
was estimated at 8.30%, up from the year-end, 2000 level of 8.04%. This increase
was a result of a year 2001, retained earnings growth rate that slightly
exceeded the rate of asset growth during the same period.

                                       18
<Page>

RESULTS OF OPERATIONS

NET INTEREST INCOME

     Net interest income grew in 2001 in comparison with the year-ago period.
This occurred in spite of the historic declines in market interest rates to
levels unseen in 40 years and is confirmation of the bank's ability to buffer
the effects of, if not profit from, such drastic swings in rates. Clearly, the
bank's mission statement in this area, going forward, will be to similarly
protect earnings in a very different environment where rates go back up, perhaps
as rapidly as they fell. While the latter is not management's current
expectation, preparedness for the eventuality is certainly prudent in light of
the historical context. The key element of that preparedness is the maintenance
of appropriate discretionary control over as many interest rate pricing events
as possible, the antithesis of the more frequently seen and often unduly
emphasized dependence on market indices over which the bank exerts no control.
The near term cost of this preparedness, in management's opinion, is indeed
justified in light of where the markets could move longer term. (Please see
Table 14, P-13, Tables 1 & 2, P 4-5 and Table 4, P-7)

OTHER INCOME AND EXPENSE

     Fee income growth slowed in 2001, primarily a result of diminished
operating levels during the latter half of the year. Loan demand and deposit
account transaction volume markedly slowed as a result of the economic slowdown
and the events occurring on September 11, thereby reducing that which creates
the fee based activity. (Please see Statement of Income, P-23)

     Non-interest expense grew significantly in 2001, a result of growth
phenomena and technological upgrades. Computer related expenses more than
doubled as a result of a bank wide conversion to improved software and the
implementation of imaging technology. Higher health insurance costs as well as
higher costs associated with foreclosed real estate and repossessed autos and
higher printing costs also played roles in the higher expense total. (Please see
Statement of Income, P-23)

     Management is not aware of any regulatory recommendations or other trends,
events or uncertainties that would have or would reasonably be likely to have a
material effect on liquidity, capital resources or operations of the company.

     Estimates and forward-looking statements are included in this discussion
and as such are subject to certain risks, uncertainties and assumptions. These
statements are based on current financial and economic data and management's
expectations for the future. Actual results could differ materially from
management's current expectations. Factors that could cause material differences
in actual operating results include, but are not limited to, loan demand, the
ability of customers to repay loans, consumer savings habits, employment cost
and interest rate changes.

ITEM 7A. Quantitative and qualitative disclosures about market risk.

     Information required by this item is included in ITEM 7, Management's
discussion and analysis of financial condition and results of operations.

                                       19
<Page>

ITEM 8. Financial statements and supplementary data.

<Table>
<Caption>
                                                                            PAGE
<S>                                                                         <C>
   Index to Financial Statements of
      The Republic Corporation and Subsidiary

   Accountant's Report....................................................    21

   Balance Sheets as of December 31, 2001 and 2000........................    22

   Statement of Income for the three years ended
      December 31, 2001...................................................    23

   Statement of Cash Flows for the three years ended
      December 31, 2001................................................... 24-25

   Statement of Changes in Stockholders' Equity
      for the three years ended December 31, 2001 ........................    26

   Notes to Financial Statements.......................................... 27-40

</Table>


                                       20
<Page>

[DIXON, WALLER & CO., INC. LETTERHEAD]


                          INDEPENDENT AUDITOR'S REPORT



The Board of Directors
The Republic Corporation


We have audited the consolidated balance sheets of The Republic Corporation as
of December 31, 2001 and 2000, and the related consolidated statements of income
and stockholders' equity and cash flows for each of the three years in the
period ending December 31, 2001. These financial statements are the
responsibility of the Corporation's management. Our responsibility is to express
an opinion on these financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of The Republic Corporation at
December 31, 2001 and 2000, and the results of its operations and its cash
flows, for each of the three years in the period ending December 31, 2001, in
conformity with accounting principles generally accepted in the United States of
America.


/s/ Dixon, Waller & Co., Inc.
Dixon, Waller & Co., Inc.
Trinidad, Colorado
January 31, 2002


                                       21
<Page>

                       REPUBLIC CORPORATION AND SUBSIDIARY
                                  Balance Sheet

<Table>
<Caption>
December 31                                                           2001                 2000
                                                                  -------------       -------------
<S>                                                               <C>                 <C>
Assets
Cash and Due from Banks (Demand) ...........................      $   6,740,872       $   5,813,679
Investment Securities:
        Held to Maturity
               Market Value at 12-31-01 - 33,036,515
               Market Value at 12-31-00 - 32,231,223 .......         32,639,115          31,961,129
        Available for Sale .................................             24,000              24,000
                                                                  -------------       -------------
                                                                     39,403,987          37,798,808
                                                                  -------------       -------------
Loans ......................................................        113,289,960         113,978,399
        Plus:  Uncollected Earned Interest .................            815,911             903,442
        Less:  Allowance or Losses .........................         (1,612,000)         (1,578,694)
                                                                  -------------       -------------
               Net Loans and Other Receivables .............        112,493,871         113,303,147
                                                                  -------------       -------------
Federal Funds Sold .........................................         21,975,000          10,800,000
Property, Equipment and Vehicles (Net) .....................          3,175,287           2,633,874
Other Real Estate ..........................................            254,732              37,716
Goodwill ...................................................            436,079             436,079
Other Assets ...............................................            403,645             266,361
                                                                  -------------       -------------
        Total Assets .......................................        178,142,601         165,275,985
                                                                  =============       =============
Liabilities and Stockholders' Equity
Deposits (Domestic):
        Demand (Noninterest Bearing) .......................         21,085,881          18,184,083
        Savings, Time and Demand (Interest Bearing) ........        140,557,986         131,483,346
                                                                  -------------       -------------
                                                                    161,643,867         149,667,429
                                                                  -------------       -------------
Accounts Payable and Accrued Interest Payable ..............          1,002,190           1,459,527
Accrued Taxes Payable ......................................             57,357              58,996
                                                                  -------------       -------------
        Total Liabilities ..................................        162,703,414         151,185,952
                                                                  -------------       -------------
Minority Interest in Consolidated Subsidiary ...............            408,681             304,376
                                                                  -------------       -------------
Stockholders' Equity
        Common Stock (par Value $1; 750,000 Shares
               Authorized, 356,844 Shares Issued
               Including Stock Held in Treasury ............            356,844             356,844
        Additional Paid-In Capital .........................            234,931             234,931
        Less Cost of Treasury Stock (23,119 Shares
               at 12/31/01, 23,119 Shares at 12/31/00) .....            (91,303)            (91,303)
                                                                  -------------       -------------
                   Total Contributed Capital ...............            500,472             500,472
                                                                  -------------       -------------
Retained Earnings ..........................................         14,530,034          13,285,185
                                                                  -------------       -------------
        Stockholders' Equity ...............................         15,030,506          13,785,657
                                                                  -------------       -------------
               Total Liabilities and
                   Stockholders' Equity ....................      $ 178,142,601       $ 165,275,985
                                                                  =============       =============
</Table>

The accompanying notes are an integral part of these financial statements.


                                       22
<Page>

                       REPUBLIC CORPORATION AND SUBSIDIARY
                               Statement of Income

<Table>
<Caption>
Year Ended December 31                                      2001              2000                1999
                                                        ------------       ------------       ------------
<S>                                                     <C>                <C>                <C>
Interest Income:
        Interest and Fees on Loans ...............      $ 10,541,196       $  9,614,879       $  8,249,415
        Interest on Federal Funds Sold ...........           610,031          1,355,545            635,926
        Interest on Federal Funds Sold............
        Interest and Dividends on Investments:
               Securities of U.S. Treasury and
               Government Sponsored Agencies .....         1,518,374          1,764,632          1,442,426
        Obligations of States, Political
               Subdivisions and other Obli-
               gations Secured By the
               Government ........................           116,966              3,577                 --
                                                        ------------       ------------       ------------
               Total Interest on Investments .....         1,635,340          1,768,209          1,442,426
                                                        ------------       ------------       ------------
                      Total Interest Income ......        12,786,567         12,738,633         10,327,767
                                                        ------------       ------------       ------------
Interest Expense:
        Interest on Deposits .....................         5,727,105          6,546,851          5,146,630
                                                        ------------       ------------       ------------
               Total Interest Expense ............         5,727,105          6,546,851          5,146,630
                                                        ------------       ------------       ------------
               Net Interest Income ...............         7,059,462          6,191,782          5,181,137
Provision for Loan Losses ........................           282,263            314,410            237,694
                                                        ------------       ------------       ------------
        Net Interest Income after
               Provision for Loan Losses .........         6,777,199          5,877,372          4,943,443
Other Income:
        Service Charges on Deposit Accounts ......           203,475            227,240            216,222
        Other Service Charges, Commissions
        and Fees .................................           482,318            414,443            302,401
        Gain on Sale of Securities ...............                --                 --                 --
        Gain on Sale - Other Real Estate .........                --              2,728             24,541
        Other Income .............................           167,422            180,878             93,283
                                                        ------------       ------------       ------------
               Total Other Income ................           853,215            825,289            636,447
                                                        ------------       ------------       ------------
Other Expenses:
        Salaries and Wages .......................         2,145,417          1,959,087          1,960,142
        Payroll Taxes ............................           163,540            149,568            149,308
        Employee Benefits ........................           368,526            336,014            316,727
        Occupancy Expenses .......................           314,616            260,940            213,147
        Equipment Expense ........................           180,050            150,987            144,999
        Depreciation .............................           332,232            346,162            375,543
        Printing and Supplies ....................           233,814            155,935            178,425
        Computer Service Center ..................           494,599            240,598            210,804
        FDIC Assessment ..........................            27,679             29,408             14,351
        Professional Services ....................           145,256            179,240            130,373
        Advertising ..............................           207,005            215,294            183,037
        Other Operating Expenses .................         1,068,789            776,404            715,846
                                                        ------------       ------------       ------------
               Total Other Expenses ..............         5,681,523          4,799,637          4,592,702
                                                        ------------       ------------       ------------
               Income Before Income Taxes ........         1,948,891          1,903,024            987,188
                                                        ------------       ------------       ------------
Less Applicable Income Taxes (Current) ...........           665,837            721,987            373,282
                                                        ------------       ------------       ------------
        Income Before Reduction for Minority
        Interest .................................         1,283,054          1,181,037            613,906
Less Minority Interest in Income .................           (38,205)           (27,667)           (14,858)
                                                        ------------       ------------       ------------
        Net Income ...............................      $  1,244,849       $  1,153,370       $    599,048
                                                        ============       ============       ============
        Earnings per Share .......................      $       3.73       $       3.46       $       1.80
                                                        ============       ============       ============
</Table>

The accompanying notes are an integral part of these financial statements.


                                       23
<Page>

                       REPUBLIC CORPORATION AND SUBSIDIARY
                             STATEMENT OF CASH FLOWS

<Table>
<Caption>
December 31                                               2001                2000                 1999
                                                      -------------       -------------       -------------
<S>                                                   <C>                 <C>                 <C>
Cash Flows and Operating Activities:
Net Income (Loss) ..............................      $   1,244,849       $   1,153,370       $     599,048
Adjustments to Reconcile Net Income
to Net Cash Provided by Operating Activities:
        Depreciation ...........................            332,232             346,162             375,543
        Provision for Loan Losses ..............            282,263             314,410             237,694
        Amortization (Accretion) of
               Discounts and Premiums ..........           (247,894)         (1,159,025)         (1,409,744)
        Other Real Estate Gains/Net ............                 --              (2,728)            (24,541)
        Re-Appraisal - Other Real Estate .......                 --                  --                  --
        Gain on Sale of Securities .............                 --                  --                  --
        (Decrease) Increase in
               Interest Payable ................           (457,337)            340,262              72,260
        (Increase) Decrease in
               Interest Receivable .............             87,531            (156,023)            100,550
        (Increase) Decrease in
               Other Assets ....................           (137,284)             (7,195)            (76,076)
        Increase (Decrease) in
               Other Liabilities ...............            102,666              27,467              23,379
                                                      -------------       -------------       -------------
                    Total Adjustments ..........            (37,823)           (296,670)           (700,935)
                                                      -------------       -------------       -------------
Net Cash Provided By (Used In)
Operating Activities ...........................          1,207,026             856,700            (101,887)
                                                      -------------       -------------       -------------
Cash Flows from Investing Activities:
Proceeds from Sales of Investment Securities ...                 --                  --                  --
Proceeds from Maturities of
        Investment Securities ..................         20,000,000          40,050,000         118,000,000
Purchase of Investment Securities ..............        (20,430,092)        (47,212,721)       (116,365,082)
Loans Made to Customers-Net Cash Activity ......            210,192         (15,568,281)         (4,100,712)
Capital Expenditures ...........................           (873,645)           (354,759)           (390,091)
Proceeds from Sale of Other Real Estate ........             12,274              15,578              74,842
                                                      -------------       -------------       -------------
Net Cash Provided by
(Used In) Investing Activities .................         (1,081,271)        (23,070,183)         (2,781,043)
                                                      -------------       -------------       -------------
Cash Flows from Financing Activities:
Net Increase in Demand Deposits, NOW
Accounts, Savings Accounts and
Certificates of Deposit ........................         11,976,438           8,148,710          24,229,251
Purchase of Treasury Stock .....................                 --                  --                  --
                                                      -------------       -------------       -------------
Net Cash Provided by
(Used In) Financing Activities .................         11,976,438           8,148,710          24,229,251
                                                      -------------       -------------       -------------
Net Increase (Decrease) in Cash
and Cash Equivalents ...........................         12,102,193         (14,064,773)         21,346,321
</Table>

(Continued)

The accompanying notes are an integral part of these financial statements.


                                       24
<Page>

                       REPUBLIC CORPORATION AND SUBSIDIARY
                             STATEMENT OF CASH FLOWS

<Table>
<Caption>
December 31                                      2001             2000             1999
                                              -----------      -----------      -----------
<S>                                           <C>              <C>              <C>
Cash and Cash Equivalents
at Beginning of Year:
        Cash and Due from Banks ........      $ 5,813,679      $ 8,178,452      $ 3,682,131
        Federal Funds Sold .............       10,800,000       22,500,000        5,650,000
                                              -----------      -----------      -----------
Cash and Cash Equivalents
        at Beginning of Year ...........       16,613,679       30,678,452        9,332,131
                                              -----------      -----------      -----------
Cash and Cash Equivalents
at End of Year:
        Cash and Due from Banks ........        6,740,872        5,813,679        8,178,452
        Federal Funds Sold .............       21,975,000       10,800,000       22,500,000
                                              -----------      -----------      -----------
Cash and Cash Equivalents
        at End of Year .................      $28,715,872      $16,613,679      $30,678,452
                                              -----------      ===========      ===========
Supplemental Disclosures of
Cash Flow Information
        Cash Paid for Interest .........      $ 6,184,442      $ 6,206,589      $ 5,074,370
                                              ===========      ===========      ===========
        Cash Paid for Income Tax .......      $   667,579      $   648,952      $   409,168
                                              ===========      ===========      ===========
</Table>

The accompanying notes are an integral part of these financial statements.


                                       25
<Page>

                       REPUBLIC CORPORATION AND SUBSIDIARY
                  Statement of Changes in Stockholders' Equity

<Table>
<Caption>
For Three                                 Additional
Years Ended                Capital          Paid in         Treasury         Contributed       Retained            Total
December 31,                Stock           Capital          Stock             Capital         Earnings           Equity
------------             -----------      -----------      -----------       -----------      -----------      -----------
<S>                      <C>              <C>              <C>               <C>              <C>              <C>
Balance at 12-31-98      $   356,844      $   234,931      $   (91,303)      $   500,472      $11,532,767      $12,033,239

Net Income                        --               --               --                --          599,048          599,048
                         -----------      -----------      -----------       -----------      -----------      -----------
Balance at 12-31-99          356,844          234,931          (91,303)          500,472       12,131,815       12,632,287

Net Income                        --               --               --                --        1,153,370        1,153,370
                         -----------      -----------      -----------       -----------      -----------      -----------
Balance at 12-31-00          356,844          234,931          (91,303)          500,472       13,285,185       13,785,657

Net Income                        --               --               --                --        1,244,849        1,244,849
                         -----------      -----------      -----------       -----------      -----------      -----------
Balance at 12-31-01      $   356,844      $   234,931      $   (91,303)      $   500,472      $14,530,034      $15,030,506
                         ===========      ===========      ===========       ===========      ===========      ===========
</Table>

The accompanying notes are an integral part of these financial statements.


                                       26
<Page>

                     THE REPUBLIC CORPORATION AND SUBSIDIARY
                   Notes to Consolidated Financial Statements

1.   Summary of Significant Accounting Policies.

          PRINCIPLES OF CONSOLIDATION. The consolidated financial statements
     include The Republic Corporation, (Company) and its majority-owned
     subsidiary, The First National Bank in Trinidad (Bank). All major items of
     income and expense are recorded on the accrual basis of accounting, and all
     significant intercompany accounts and transactions have been eliminated.

          INVESTMENT SECURITIES. The investment securities are classified and
     accounted for as follows:

          Held to Maturity - investment debt securities for which the Bank has
     the ability and intent to hold to maturity. These securities are stated at
     cost, adjusted for amortization of premiums and accretion of discounts,
     computed by the interest method.

          Available for sale - securities not classified as securities to be
     held to maturity. Unrealized holding gains or losses, net of tax, are
     reported as a separate component of shareholders' equity until realized.

          LOANS. Interest on all loans is credited to interest income as earned
     on the principal amount outstanding. Loans to individuals for household,
     family and other consumer expenditures are principally written at the
     amount disbursed, and interest income is accrued on the outstanding
     principal balance.

          USE OF ESTIMATES. The preparation of financial statements in
     conformity with generally accepted accounting principles requires
     management to make estimates and assumptions that affect the reported
     amounts of assets and liabilities and disclosure of contingent assets and
     liabilities at the date of the financial statements and the reported
     amounts of revenues and expenses during the reporting period. Actual
     results could differ from those estimates.

          Material estimates that are particularly susceptible to significant
     change relate to the determination of the allowance for losses on loans and
     the valuation of foreclosed real estate. In connection with the
     determination of the estimated losses on loans and foreclosed real estate,
     management obtains independent appraisals for significant properties.

          While management uses available information to recognize losses on
     loans and foreclosed real estate, further reductions in the carrying
     amounts of loans and foreclosed assets may be necessary based on changes in
     local economic conditions. In addition, regulatory agencies, as an integral
     part of their examination process, periodically review the estimated losses
     on loans and foreclosed real estate. Such agencies may require the Company
     to recognize additional losses based on their judgments about information
     available to them at the time of their examination. Because of these
     factors, it is reasonably possible that the estimated losses on loans and
     foreclosed real estate may change materially in the near term. However, the
     amount of the change that is reasonably possible cannot be estimated.

                                       27
<Page>

                     THE REPUBLIC CORPORATION AND SUBSIDIARY
                   Notes to Consolidated Financial Statements

          INCOME RECOGNITION ON IMPAIRED LOANS. Interest income generally is not
     recognized on specific impaired loans unless the likelihood of further loss
     is remote. Interest payments received on such loans are applied as a
     reduction of the loan principal balance. Interest income on other impaired
     loans is recognized only to the extent of interest payments received.

          ALLOWANCE FOR LOAN LOSSES. The allowance for loan losses is
     established through charges to earnings in the form of provisions for loan
     losses. Loan losses or recoveries are charged or credited directly to the
     allowance. In general, the amount charged to earnings each year by the Bank
     is based on management's judgment which takes into consideration a number
     of factors, including (1) loss experience in relation to outstanding loans
     and the existing level of the valuation allowance, (2) a continuing review
     of problem loans and overall portfolio quality, (3) regular examinations
     and appraisals of loan portfolios conducted by Federal supervisory
     authorities, and (4) current and expected economic conditions.

          GOODWILL. The excess of the purchase cost over the net assets of the
     Bank purchased represents goodwill. APB 17, which addresses the
     amortization of intangible assets such as goodwill, is not to be applied
     retroactively to assets acquired before November 1, 1970. Since the
     acquisition of the Bank was made prior to November 1, 1970, the goodwill
     acquired is considered to have continuing value over an indefinite period
     and, therefore, is not being amortized.

          LONG-LIVED ASSETS. The undiscounted future net cash flows of the
     Company are expected to be greater than the net book value of long-lived
     assets (including goodwill) so that recoverability is not determined to be
     impaired.

          PROPERTY AND EQUIPMENT. Bank property and equipment are stated at cost
     less accumulated depreciation. The building and improvements are
     depreciated on the straight-line, declining balance, ACRS and MACRS methods
     over estimated useful lives of 30 years. There is not a material difference
     between the expense recognized using the ACRS and MACRS methods and the
     expense that would be recognized using a method acceptable under generally
     accepted accounting principles. Automobiles are depreciated primarily on
     the straight-line basis over estimated useful lives of 3-4 years. Other
     equipment is depreciated on the straight-line, ACRS and MACRS methods over
     estimated useful lives of 5-10 years.

          The accounting policy is to charge maintenance, repairs, minor
     renewals and betterments of property and equipment to expense in the year
     incurred. Major expenditures for renewals and betterments are capitalized
     and depreciated or amortized over their estimated useful lives. On disposal
     or retirement, the related cost and accumulated depreciation are eliminated
     from the accounts and gain or loss on the transaction is reflected in the
     statement of income.

                                       28
<Page>

                     THE REPUBLIC CORPORATION AND SUBSIDIARY
                   Notes to Consolidated Financial Statements

          FORECLOSED REAL ESTATE. Foreclosed real estate includes formally
     foreclosed properties.

          At the time of foreclosure, foreclosed real estate is recorded at the
     lower of the carrying amount or fair value less cost to sell, which becomes
     the property's new basis.

          LOAN ORIGINATION FEES AND COSTS. Loan origination fees are of an
     immaterial nature and are recognized as income upon receipt.

          INCOME TAXES. The Company files a consolidated federal income tax
     return with the Bank. The corresponding amount of income tax expense has
     been reflected in the financial statements. All expense recognized is
     current due to the fact that temporary differences in the recognition of
     income and expense for tax and financial statement purposes have created an
     immaterial deferred credit not reflected in the accompanying financial
     statements.

          EMPLOYEE BENEFIT PLANS. The Bank makes payments into a 401K employee
     benefit plan. All employees of the bank are covered, with the Bank paying a
     discretionary percentage of the employee's earnings to the plan. An
     employee can contribute an additional percentage of his/her earnings if so
     desired. The plan is overseen by a board of trustees composed of Bank
     officers.

          EARNINGS PER SHARE COMPUTATIONS. Earnings per share computations are
     based on the weighted average number of common shares outstanding during
     each year.

          EFFECT OF RECENTLY ISSUED ACCOUNTING STANDARDS. In June 1998, the
     Financial Accounting Standards Board issued statement No. 133 "Accounting
     for Derivatives and Hedging Activities" (SFAS No.133) which was
     subsequently amended by SFAS No. 138 "Accounting for Certain Derivatives
     and Certain Hedging Activities". The standards were effective for adoption
     on or before January 1, 2001 (SFAS No. 137 deferred the original effective
     date in SFAS No. 138). The adoption of these statements did not have an
     impact on the Company's results of operations or financial position as the
     Company does not trade in derivative financial instruments.

2.   Investment Securities, including investments held for sale.

          A schedule of securities is as follows:

<Table>
<Caption>
                                         December 31, 2001                                   December  31, 2000
                           ---------------------------------------------      ---------------------------------------------
                              Par              Book            Market             Par             Book             Market
                             Value             Value            Value            Value            Value             Value
                           -----------      -----------      -----------      -----------      -----------      -----------
<S>                        <C>              <C>              <C>              <C>              <C>              <C>
Government Securities      $30,000,000      $30,344,040      $30,687,644      $30,000,000      $29,665,849      $29,871,820

Obligations of States
and Political Sub-
Divisions                    2,295,000        2,295,075        2,348,871        2,295,000        2,295,280        2,359,403

Other                      $    24,000           24,000           24,000      $    24,000           24,000           24,000
                                            -----------      -----------                       -----------      -----------
                                            $32,663,115      $33,060,515                       $31,985,129      $32,255,223
                                            ===========      ===========                       ===========      ===========
</Table>

                                       29
<Page>

                     THE REPUBLIC CORPORATION AND SUBSIDIARY
                   Notes to Consolidated Financial Statements

          The approximate amortized cost of investment securities pledged by the
     Bank to secure public funds on deposit amounted to $32,389,314 at December
     31, 2001 and $29,416,649 at December 31, 2000. Additionally, $249,801 was
     pledged to the Federal Reserve Bank in order to secure treasury, tax and
     loan remittances at December 31, 2001.

               Net gains on the sale of securities were as follows:

<Table>
<Caption>
                                                2001    2000
                                                ----    ----
<S>                                             <C>     <C>
GAINS
   U.S. Government Securities                    --      --
   U.S. State and Political Subdivisions         --      --
                                                ----    ----
LOSSES
     U.S. Government Securities                  --      --
     U.S. States and Political Subdivisions      --      --
                                                ----    ----
NET GAINS ON SALE OF SECURITIES                  --      --
                                                ====    ====
</Table>

          Unrealized gains and losses in the securities portfolio were as
     follows:

<Table>
<Caption>
                                                    Carrying        Unrealized       Unrealized         Market
                                                      Value            Gain             Loss             Value
                                                   -----------      -----------      -----------      -----------
<S>                                                <C>              <C>              <C>              <C>
DECEMBER 31, 2001
U.S. Treasury Securities ....................      $        --      $        --      $        --      $        --
U.S. States and Political Subdivisions ......        2,295,075           53,796               --        2,348,871
Government Sponsored Agencies ...............       30,344,040          343,604               --       30,687,644
Other .......................................           24,000               --               --           24,000
                                                   -----------      -----------      -----------      -----------
                                                   $32,663,115      $   397,400      $        --      $33,060,515
                                                   ===========      ===========      ===========      ===========
DECEMBER 31, 2000
U.S. Treasury Securities ....................      $        --      $        --      $        --               --
U.S. States and Political Subdivisions ......        2,295,280           64,123               --      $ 2,359,403
Government Sponsored Agencies ...............       29,665,849          205,971               --       29,871,820
Other .......................................           24,000               --               --           24,000
                                                   -----------      -----------      -----------      -----------
                                                   $31,985,129      $   270,094      $        --      $32,255,223
                                                   ===========      ===========      ===========      ===========
</Table>

3.   Loans and Other Receivables

               Loans and other receivables are summarized as follows:

<Table>
<Caption>
                                                       December 31,
                                              ------------------------------
TYPE                                              2001              2000
----                                          ------------      ------------
<S>                                           <C>               <C>
Real Estate ............................      $ 92,878,842      $ 92,377,587
Commercial and Industrial ..............         7,423,759         7,361,097
Agriculture ............................         1,753,651         3,028,952
Loans to Individuals for Household,
   Family and Other Consumer Goods .....        11,218,675        11,205,127
Other ..................................            15,033             5,636
                                              ------------      ------------
   TOTAL ...............................      $113,289,960      $113,978,399
                                              ============      ============
</Table>

                                       30
<Page>

                     THE REPUBLIC CORPORATION AND SUBSIDIARY
                   Notes to Consolidated Financial Statements

          The changes in the allowance for loan losses are as follows:

<Table>
<Caption>
                                                                       December 31,
                                                        ------------------------------------------
                                                          2001             2000            1999
                                                        ----------      ----------      ----------
<S>                                                     <C>             <C>             <C>
Balance at Beginning of Year .....................      $1,578,694      $1,379,000      $1,233,000
   Provision Charged to Operating Expenses .......         282,263         314,410         237,694
   Loans Charged Off .............................         308,149         274,204         138,074
   Recoveries on Loans Previously Charged Off ....          59,192         159,488          46,380
                                                        ----------      ----------      ----------
Balance at End of Year ...........................      $1,612,000      $1,578,694      $1,379,000
                                                        ==========      ==========      ==========
</Table>

     At December 31, 2001 and 2000, the total recorded investment in impaired
     loans, all of which had allowances determined in accordance with SFAS No.
     114 and No. 118, amounted to approximately $1,213,000 and $2,007,000
     respectively. The average recorded investment in impaired loans amounted to
     approximately $1,213,000 and $1,472,000 for the years ended December 31,
     2001 and 2000, respectively. The allowance for loan losses related to
     impaired loans amounted to approximately $1,500 and $16,393 at December 31,
     2001 and 2000, respectively. Interest income on impaired loans of $5,956
     and $57,957 was recognized for cash payments received in 2001 and 2000
     respectively.

4.   Property and Equipment.

               Property and equipment are summarized as follows:

<Table>
<Caption>
                                                         December 31,
                                         ------------------------------------------
                                            2001            2000            1999
                                         ----------      ----------      ----------
<S>                                      <C>             <C>             <C>
Land ..............................      $  134,750      $  134,750      $  134,750
Buildings .........................       3,700,383       3,164,931       2,970,234
Furniture and Equipment ...........       2,736,018       2,397,825       2,237,763
                                         ----------      ----------      ----------
                                          6,571,151       5,697,506       5,342,747
Less Accumulated Depreciation .....       3,395,864       3,063,632       2,717,470
                                         ----------      ----------      ----------
      Net .........................      $3,175,287      $2,633,874      $2,625,277
                                         ==========      ==========      ==========
</Table>

          Depreciation expense for 2001, 2000 and 1999 was $332,232, $346,162
     and $375,543, respectively.

5.   Income Taxes.

          The components of the income tax provisions (benefits) are as follows:


                                       31
<Page>

                     THE REPUBLIC CORPORATION AND SUBSIDIARY
                   Notes to Consolidated Financial Statements

5.   (Continued)

<Table>
<Caption>
                                               December 31,
                               ----------------------------------------
                                  2001           2000           1999
                               ---------      ---------      ---------
<S>                            <C>            <C>            <C>
Federal Provision:
     Current ............      $ 654,439      $ 709,654      $ 384,952
     Deferred ...........             --             --             --
                               ---------      ---------      ---------
                                 654,439        709,654        384,952
State Provision .........         11,398         12,333        (11,670)
                               ---------      ---------      ---------
          Total .........      $ 665,837      $ 721,987      $ 373,282
                               =========      =========      =========
</Table>

          The difference between the total expected income tax expense applying
     the Federal tax rates and the effective tax rate applicable to income are
     as follows (dollars in thousands):

<Table>
<Caption>
                                            2001                    2000                   1999
                                     ------------------      ------------------     -------------------
                                                 % of                   % of                    % of
                                                 Pretax                 Pretax                  Pretax
                                     Amount      Income      Amount     Income      Amount      Income
                                     ------      ------      ------     ------      ------      ------
<S>                                  <C>         <C>         <C>        <C>         <C>         <C>
Statutory Tax Rate Federal .....      $ 663          34       $ 647          34      $ 336          34
State Income Tax ...............         11          .5          12           1        (12)         (1)
Tax Exempt Revenue .............        (40)         (2)         (2)         --         (2)         --
Provision for Loan Loss ........         11          .5          68           3         49           5
Book Loss-Sales of Sub-Stock ...         20           1          --          --         --          --
Other (Net) ....................          1          --          (3)         --          2          --
                                      -----       -----       -----      -----       -----       -----
       Total ...................      $ 666          34       $ 722         38       $ 373          38
                                      =====       =====       =====      =====       =====       =====
</Table>

6.   Service Commitments.

          Computer and data processing services are provided to the Bank by an
     outside service center. Expenses incurred for such services during 2001,
     2000 and 1999 were $494,599, $240,598 and $210,804, respectively.

7.   Other Real Estate.

          Other real estate consists of properties acquired through foreclosure
     and loans that are classified as in-substance foreclosed for which the
     underlying collateral is real estate.

          For 1999, sales of other real estate resulted in a gain of $24,541.

          During 2000, other real estate was sold at a gain of $2,728.

          Sales of other real estate in 2001 resulted in no gain or loss.

                                       32
<Page>

                     THE REPUBLIC CORPORATION AND SUBSIDIARY
                   Notes to Consolidated Financial Statements

8.   Certificates of Deposit.

          The Bank had time certificates of deposit in amounts of $100,000 or
     more amounting to $22,888,052 and $23,308,289 at December 31, 2001 and
     2000, respectively. Interest expense for the years ended December 31, 2001,
     2000 and 1999 on this type of deposit was $972,324, $1,262,692, and
     $890,921, respectively.

          The deposits by time remaining until maturity were (dollars in
     thousands).

<Table>
<S>                                            <C>
               3 Months or Less                $  8,011
               3 to 6 Months                      7,031
               6 to 12 Months                     5,535
               Over 12 Months                     2,311
                                               --------
                                               $ 22,888
                                               ========
</Table>

9.   Regulatory Matters.

          The Bank, as a National Bank, is subject to the dividend restrictions
     set forth by the Comptroller of the Currency. Under such restrictions, the
     Bank may not, without the prior approval of the Comptroller of the
     Currency, declare dividends in excess of the sum of the current year's
     earnings (as defined) plus the retained earnings (as defined) from the
     prior two years. The dividends, as of December 31, 2001, that the Bank
     could declare, without the approval of the Comptroller of the Currency,
     amounted to approximately $3,100,000. The Bank is also required to maintain
     minimum amounts of capital to total "risk weighted" assets, as defined by
     the banking regulators. As of December 31, 2001, Banks are required to have
     minimum Tier 1 and Total capital ratios of 4.00% and 8.00%, respectively.
     The Bank's estimated ratios at December 31, 2001 were $14.67% and 15.93%,
     respectively. The Bank's estimated Tier 1 leverage ratio at December 31,
     2001 was 8.30%. The minimum required leverage ratio for the Bank at
     December 31, 2001, was 3.00%.


10.  Supplemental Cash Flow Information

          In 2001 and 2000, the Bank recorded amounts of other real estate
     acquired through foreclosure of $328,416 and $37,716. Of total sales of
     other real estate during 2001 and 2000, $99,125 and $30,493 of the purchase
     price was financed by the Bank, taking the other real estate as security.
     Loans charged off due to foreclosure transactions in 2001, 2000 and 1999
     amounted to $328,416, $37,716 and $138,704. These noncash transactions have
     been excluded from the consolidated statement of cash flows.


11.  Financial Position and Results of Operations - Republic Corporation.

          The financial position and results of operations of The Republic
     Corporation (parent only) are as follows:

                                       33
<Page>

                            THE REPUBLIC CORPORATION
                                  Balance Sheet

<Table>
<Caption>
(Note 11 Continued)
December 31                                                            2001               2000
                                                                   ------------       ------------
<S>                                                                <C>                <C>
Assets
Cash in Bank ................................................      $     62,076       $     44,407
Investment in Subsidiary - Equity Method ....................        14,888,514         13,659,546
Vehicles and Equipment (Net) ................................                --                 --
Receivable - Due from Subsidiary ............................            23,312             25,100
Other Assets ................................................            56,604             56,604
                                                                   ------------       ------------
      Total Assets ..........................................        15,030,506         13,785,657
                                                                   ============       ============
Liabilities .................................................                --                 --
                                                                   ------------       ------------
Stockholders' Equity

Common Stock, par Value $1.00; Authorized 750,000 Shares,
   Issued 356,844 Shares Including Stock Held in Treasury
   of 23,119 and 23,119 for 2001 and 2000, Respectively .....           356,844            356,844

Additional Paid in Capital ..................................           234,931            234,931
Less Cost of Treasury Stock (23,119 Shares
   at 12-31-01, 23,119 Shares at 12-31-00) ..................           (91,303)           (91,303)
                                                                   ------------       ------------
      Total Contributed Capital .............................           500,472            500,472
                                                                   ------------       ------------
Retained Earnings ...........................................        14,530,034         13,285,185
                                                                   ------------       ------------
   Total Stockholders' Equity ...............................        15,030,506         13,785,657
                                                                   ------------       ------------
   Total Liabilities and Stockholders' Equity ...............      $ 15,030,506       $ 13,785,657
                                                                   ============       ============
</Table>


                                       34
<Page>

                            THE REPUBLIC CORPORATION
                               Statement of Income

<Table>
<Caption>
(Note 11 Continued)
Year Ended December 31                                                    2001              2000              1999
                                                                       -----------       -----------       -----------
<S>                                                                    <C>               <C>               <C>
Income

Investment Income in Subsidiary
   Dividends Received from
      Subsidiary Bank ...........................................      $    54,460       $    54,740       $    54,740
      Other Income ..............................................               --                --                --
                                                                       -----------       -----------       -----------
      Total Income ..............................................           54,740            54,740            54,740
                                                                       -----------       -----------       -----------
Expenses

Salaries and Employee Benefits ..................................           51,073            54,814            51,073
Loss on Sale of Subsidiary Stock ................................           57,639                --                --
Depreciation ....................................................               --                --                --
Examination and Legal Fees ......................................            8,100             7,700            11,115
Miscellaneous....................................................            2,194                --                --
Office ..........................................................            6,384             6,643             4,035
Taxes ...........................................................            4,140             4,544             4,140
Travel ..........................................................               --                --                --
                                                                       -----------       -----------       -----------
   Total Expenses ...............................................          129,530            73,701            70,363
                                                                       -----------       -----------       -----------
Income (Loss) Before Equity in
   Undistributed Net Income of Subsidiary .......................          (75,070)          (18,961)          (15,623)
      Less Applicable Income (Taxes) Benefit ....................           23,312            25,100            23,900
                                                                       -----------       -----------       -----------
                                                                            51,758             6,139             8,277
Equity in Undistributed Net Income
   (Loss) of Subsidiary .........................................        1,296,607         1,147,231           590,771
                                                                       -----------       -----------       -----------
   Net Income (Loss) ............................................      $ 1,244,849       $ 1,153,370       $   599,048
                                                                       ===========       ===========       ===========
Earnings Per Share
   Weighted Average Number of
      Shares Outstanding ........................................          333,725           333,725           333,725
                                                                       ===========       ===========       ===========
   Net Income (Loss) per Common Share ...........................      $      3.73       $      3.46       $      1.80
                                                                       ===========       ===========       ===========
</Table>

                                       35
<Page>

                            THE REPUBLIC CORPORATION
                             Statement of Cash Flows


<Table>
<Caption>
(Note 11 Continued)
Year Ended December 31                                     2001              2000              1999
                                                        -----------       -----------       -----------
<S>                                                     <C>               <C>               <C>
Cash Flows From Operating Activities:

Net Income .......................................      $ 1,244,849       $ 1,153,370       $   599,048
Adjustments to Reconcile Net Income to
   Net Cash Provided by Operating
   Activities:
   Loss on Sale of Subsidiary Stock ..............           57,639                --                --
   Depreciation ..................................               --                --                --
   Dividends Received - Subsidiary ...............          (54,460)          (54,740)          (54,740)
   (Increase) in Investment in
      Subsidiary-Held on the Equity Method .......       (1,296,607)       (1,147,231)         (590,771)
   (Increase) Decrease in Receivable
      from Subsidiary-Income
      Tax Benefit ................................            1,788            (1,200)           (2,000)
      Increase (Decrease) in Current
      Liabilities ................................               --                --                --
                                                        -----------       -----------       -----------
Net Cash (Used In) Operating Activities ..........          (46,791)          (49,801)          (48,463)
                                                        -----------       -----------       -----------
Cash Flows From Investing Activities-
   Sale of Subsidiary Stock ......................           10,000                --                --
   Dividends Received ............................           54,460            54,740            54,740
                                                        -----------       -----------       -----------
                                                             64,460            54,740            54,740
                                                        -----------       -----------       -----------
Cash Flows From Financing Activities-
   Purchase of Treasury Stock ....................               --                --                --
                                                        -----------       -----------       -----------
   Net Increase (Decrease) in Cash ...............           17,669             4,939             6,277
Cash - Beginning of Year .........................           44,407            39,468            33,191
                                                        -----------       -----------       -----------
Cash - End of Year ...............................      $    62,076       $    44,407       $    39,468
                                                        ===========       ===========       ===========
Supplemental Disclosures of Cash
Flow Information:
   Cash Paid for Interest ........................               --                --                --
                                                        ===========       ===========       ===========
   Cash Paid for Income Taxes ....................               --                --                --
                                                        ===========       ===========       ===========

</Table>


                                       36
<Page>

                            THE REPUBLIC CORPORATION
                  Statement of Changes in Stockholders' Equity

<Table>
<Caption>
(Note 11 Continued)
For the Three                                           Additional                           Total
Years Ended                              Capital         Paid in          Treasury        Contributed       Retained
                                          Stock          Capital           Stock            Capital          Earnings
                                      -----------      -----------      -----------       -----------      -----------
<S>                                   <C>              <C>              <C>               <C>              <C>
Balance at December 31, 1998 ...      $   356,844      $   234,931      $   (91,303)      $   500,472      $11,532,767*

Net Income .....................               --               --               --                --          599,048

Additions to Treasury Stock ....               --               --               --                --               --
                                      -----------      -----------      -----------       -----------      -----------
Balance at December 31, 1999 ...      $   356,844      $   234,931      $   (91,303)      $   500,472      $12,131,815*

Net Income .....................               --               --               --                --        1,153,370

Additions to Treasury Stock ....               --               --               --                --               --
                                      -----------      -----------      -----------       -----------      -----------
Balance at December 31, 2000 ...      $   356,844      $   234,931      $   (91,303)      $   500,472      $13,285,185*

Net Income .....................               --               --               --                --        1,244,849

Additions to Treasury Stock ....               --               --               --                --               --
                                      -----------      -----------      -----------       -----------      -----------
Balance at December 31, 2001 ...      $   356,844      $   234,931      $   (91,303)      $   500,472      $14,530,034*
                                      ===========      ===========      ===========       ===========      ===========
</Table>

     *On December 31, 1998, 1999, 2000 and 2001 the portion of retained earnings
resulting from Republic Corporation's equity in the undistributed income of its
subsidiary was $10,703,465, $11,294,236, $12,441,467 and $13,674,435,
respectively.

12.  Contingent Liabilities and Commitments.

     The consolidated financial statements do not reflect various commitments
and contingent liabilities which arise in the normal course of business and
which involve elements of credit risk, interest rate risk and liquidity risk.
These commitments and contingent liabilities are commitments to extend credit
and standby letters of credit. A summary of the Bank's commitments and
contingent liabilities at December 31, 2001, is as follows:

<Table>
<S>                                                <C>
     Commitments to extend credit                  $ 4,311,000
     Standby letters of credit                         414,000
</Table>

                                       37
<Page>

                     THE REPUBLIC CORPORATION AND SUBSIDIARY
                   Notes to Consolidated Financial Statements

12.  (Continued)

     Commitments to extend credit and standby letters of credit all include
exposure to some credit loss in the event of nonperformance of the customer. The
Bank's credit policies and procedures for credit commitments and financial
guarantees are the same as those for extensions of credit that are recorded on
the consolidated statements of condition. Because these instruments have fixed
maturity dates, and because many of them expire without being drawn upon, they
do not generally present any significant liquidity risk to the Bank.

13.  Disclosures about the Fair Value of Financial Instruments

     The following disclosures of the estimated fair value of financial
instruments are made in accordance with the requirements of SFAS No. 107,
DISCLOSURES ABOUT FAIR VALUE OF FINANCIAL INSTRUMENTS. The estimated fair value
amounts have been determined by the Bank using available market information and
valuation methodologies. The fair value estimates presented are not necessarily
indicative of the amounts the company could realize in a current market
exchange. The use of different market assumptions and/or estimation
methodologies may have a material impact on the estimated fair value amounts.
SFAS No. 107 excludes certain financial instruments and all non-financial
instruments including intangible assets from its disclosure requirements.
Therefore, the aggregate fair value amounts presented herein are not indicative
of the underlying value of the Bank.

     The following methods and assumptions were used to estimate the fair value
of each class of financial instruments for which is it practicable to estimate
that value:

     -    CASH AND DUE FROM BANKS

          The current carrying amount is a reasonable estimate of fair value.

     -    FEDERAL FUNDS SOLD

          The current carrying amount is a reasonable estimate of fair value.

     -    INVESTMENT SECURITIES

          An estimate of the fair value for investment securities is made
          utilizing quoted market prices for publicly traded securities, where
          available. A third-party pricing service that specializes in "matrix
          pricing" and modeling techniques provides estimated fair values for
          securities not actively traded.

                                       38
<Page>

                     THE REPUBLIC CORPORATION AND SUBSIDIARY
                   Notes to Consolidated Financial Statements

13.  (Continued)

     -    LOANS

          The fair value of loans is estimated by discounting the future cash
          flows using the current rates at which similar loans would be made to
          borrowers with similar credit ratings and for the same remaining
          maturities. Due to the small amount of nonaccrual loans at December
          31, 2001, these loans do not significantly impact the fair value of
          loans.

     -    DEPOSITS

          The fair value of demand deposits, savings accounts and money market
          deposits is the amount payable on demand at the reporting date. The
          fair value of fixed-maturity certificates of deposit is estimated by
          discounting the future cash flows using the rates currently offered
          for deposits of similar remaining maturities.

     -    COMMITMENTS TO EXTEND CREDIT AND STANDBY LETTERS OF CREDIT

          The fair value of commitments is estimated using the fees currently
          charged to enter into similar agreements, taking into account the
          remaining terms of the agreements and the present creditworthiness of
          the customers. For fixed-rate loan commitments, fair value also
          considers the difference between current levels of interest rates and
          the committed rates. The estimated fair value of letters of credit is
          based on the fees currently charged for similar agreements. The
          instruments were determined to have no positive or negative market
          value adjustments and are not listed in the following table.

          The estimated fair value of the Bank's financial instruments is as
          follows:

<Table>
<Caption>
                                               December  31,  2001
                                              -----------------------
                                              Carrying        Fair
                                               Amount         Value
                                              --------      --------
                                                   (In Thousands)
<S>                                           <C>           <C>
Financial assets:
       Cash and Due From Banks .........      $  6,741      $  6,741
       Held-to-Maturity Securities .....        32,639        33,037
       Other Securities ................            24            24
       Federal Funds Sold ..............        21,975        21,975
       Loans, Net of Allowance .........       111,678       112,391
Financial Liabilities:
       Deposits ........................       161,644       161,826
</Table>

                                       39
<Page>

                     THE REPUBLIC CORPORATION AND SUBSIDIARY
                   Notes to Consolidated Financial Statements

13.  (Continued)

          The fair value estimates presented herein are based on pertinent
          information available to management as of December 31, 2001. Although
          management is not aware of any factors that would significantly affect
          the estimated fair value amounts, such amounts have not been
          comprehensively revalued for purposes of the financial statements
          since that date and, therefore, current estimates of fair value may
          differ significantly from the amounts presented.

14.  Selected Quarterly Financial Data (in thousands except per share data)

<Table>
<Caption>
                                                      2001                                            2000
                                   ------------------------------------------      ------------------------------------------
                                   Fourth      Third       Second      First       Fourth      Third       Second      First
                                   ------      ------      ------      ------      ------      ------      ------      ------
<S>                                <C>         <C>         <C>         <C>         <C>         <C>         <C>         <C>
Net Interest Income                $1,916      $1,783      $1,700      $1,660      $1,796      $1,581      $1,493      $1,322

Provision for Loan Losses             109          87          38          48          30          50         113         121

Non-Interest Income                   133         173         337         210         170         221         247         187

Operating Expense                   1,642       1,411       1,337       1,292       1,315       1,124       1,168       1,193

Net Income                            207         310         415         313         388         353         289         123

Earnings per Share                 $  .62      $  .93      $ 1.24      $  .94      $ 1.17      $ 1.06      $  .86      $  .37

</Table>


                                       40
<Page>

ITEM 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure:

     Not applicable.


                                       41
<Page>

                                    PART III

ITEM 10. Directors and executive officers of the Republic Corporation.

     The Republic Corporation's Board of Directors consists of Catherine G.
Eisemann, J.E. Eisemann, IV and Roger Dean Eisemann. All directors and officers
are U.S. citizens. Catherine G. Eisemann is the mother of J.E. and Roger Dean
Eisemann.

<Table>
<Caption>
                              TERM OF        PRINCIPAL OCCUPATIONS FOR THE
NAME AND TITLE           AGE  OFFICE                  LAST FIVE YEARS
--------------           ---  -------        -------------------------------
<S>                      <C>  <C>            <C>
Catherine G. Eisemann    75   38 Years       Catherine G. Eisemann has been a Director of The Republic
                                             Corporation for 38 years. Mrs. Eisemann was elected President of
                                             The Republic Corporation and began serving December 11, 1981.

J.E. Eisemann, IV        54   25 Years       J.E. Eisemann, IV has served as a Director on The Republic
                                             Corporation Board for 25 years. Mr. Eisemann has been the
                                             Vice-President and Director of the Subsidiary Bank for
                                             approximately 24 years. Mr. Eisemann has served as the Chairman
                                             of the Board of The Republic Corporation and Chairman of the
                                             Board for the Subsidiary Bank for approximately 20 years.

Roger Dean Eisemann      47   19 Years       Roger Dean Eisemann was elected Secretary and began serving as a
                                             director of The Republic Corporation in July, 1982.
</Table>

     J.E. Eisemann, III was the President and Chairman of the Board of The
Republic Corporation for 25 years. Mr. Eisemann passed away during 1981.

                                       42
<Page>

ITEM 11. Executive Compensation.

                EXECUTIVE COMPENSATION SUMMARY COMPENSATION TABLE

<Table>
<Caption>
                                                             Annual Compensation
                                                  --------------------------------------
Name & Principal Position                         Year          Salary          Bonus
-------------------------                         ----       -----------     -----------
<S>                                               <C>        <C>             <C>
J.E. Eisemann, IV Chairman of the                 2001       $83,573 (1)     $ 5,438 (2)
   Board of the Company, Vice                     2000        80,073 (1)       3,450 (2)
   President of the Company,                      1999        80,073 (1)       3,450 (2)
   Chairman of the Board & Vice
   President of the Subsidiary Bank

Catherine Eisemann President of the               2001       $30,000             -0-
   Company                                        2000        30,000             -0-
                                                  1999        30,000             -0-
</Table>

<Table>
<Caption>
                                   Restricted      Stock
                                     Stock        Options/         LTIP          All Other
Name & Principal Position            Awards       Sars(#)        Payouts($)     Compensation
-------------------------          ----------     --------       ----------     ------------
<S>                                <C>            <C>            <C>            <C>
J.E. Eisemann, IV                      -0-          -0-             -0-             -0-
   Chairman of the Board               -0-          -0-             -0-             -0-
   of the Company, Vice                -0-          -0-             -0-             -0-
   President of the
   Company, Chairman of
   the Board & Vice
   President of the
   Subsidiary Bank

Catherine Eisemann                     -0-          -0-             -0-             -0-
   President of the                    -0-          -0-             -0-             -0-
   Company                             -0-          -0-             -0-             -0-
</Table>

(1)  Includes amounts deferred under Section 401(K) of the Internal Revenue
     Code. Amounts deferred by Mr. Eisemann were $8,140 in 1999 , $10,066 in
     2000 and $10,422 in 2001.

(2)  Includes amounts deferred under Section 401(K) of the Internal Revenue
     Code. Amounts deferred by Mr. Eisemann were $428 in 1999, $434 in 2000 and
     $0 in 2001.

                      STOCK OPTIONS/SAR GRANTS IN 2001-NONE
         AGGREGATED STOCK OPTIONS/SAR EXERCISES IN 2001 AND OPTIONS/SAR
                      VALUES AS OF DECEMBER 31 2001 - NONE
                LONG-TERM INCENTIVE PLANS - AWARDS IN 2001 - NONE
                            COMPENSATION OF DIRECTORS
                     Director fees are not paid to directors
                                 of the Company.
                     EMPLOYMENT CONTRACTS AND TERMINATION OF
                         EMPLOYMENT ARRANGEMENTS - NONE
                   REPORT ON REPRICING OF OPTIONS/SARS - NONE

                                       43
<Page>

ITEM 12. Security ownership of certain beneficial owners and management.

     (a)  Security ownership of certain beneficial owners and management. The
          following schedule reflects security ownership of persons who are (1)
          the beneficial owners of more than 5% of any class of voting
          securities of The Republic Corporation, (2) each of the Company's
          directors, and (3) all directors and executive officers of the Company
          as a group.

<Table>
<Caption>
                                                                 Amount and
                                                                  Nature of           Percent
Name of                                        Title of            Beneficial            of
Person                                          Class            Ownership (1)         Class
-------                                      ------------        -------------       ----------
<S>                                          <C>                 <C>                 <C>
Catherine G. Eisemann                        Common Stock            193,702            58.0424
3350 McCue, #904
Houston, Texas  77056

Mr. J.E. Eisemann IV                         Common Stock              8,700             2.6069
1103 Victoria Square
Trinidad, Colorado  81082

Mr. R. Dean Eisemann                         Common Stock              6,500             1.9477
3738 Ella Lee Lane
Houston, Texas  77027

All directors and executive
officers as a group                          Common Stock            208,902 (2)        62.5970
</Table>

(1)  Beneficial ownership in accordance with Securities and Exchange Commission
     rules, which generally attribute beneficial ownership to persons who
     possess sale or shared voting and for investment power with respect to
     those securities.

(2)  Shares of The Republic Corporation have not been pledged by the officers or
     directors of the corporation.

(3)  All of the above named directors own 100 shares each of the subsidiary bank
     stock as directors' qualifying shares.


                                       44
<Page>

ITEM 12. (Continued)

     (c)  Changes in control.

          The Republic Corporation has the option of repurchasing its own stock,
          thus increasing the ownership percentages of the remaining
          shareholders.

ITEM 13. Certain relationships and related transactions.

          There have been no transactions with management or other related
     parties that would require disclosure under current Securities and Exchange
     Commission regulations. Additionally, no business relationships that would
     require disclosure exist. No directors were indebted to the subsidiary bank
     during 2001.

                                       45
<Page>

                                     PART IV

ITEM 14. Exhibits, financial statement, schedules, and reports on Form 8-K.

     (a)  1.   The following financial statements and financial statement
               schedules are included in Part II of this report:

               Consolidated statements of the parent and subsidiary bank:

<Table>
<S>                                                                             <C>
                    Accountant's Report.........................................

                    Balance Sheets as of December 31, 2001 and 2000.............

                    Statements of Income - Years Ended
                       December 31, 2001, 2000 and 1999.........................

                    Statement of Cash Flows - Years ended December 31,
                       2001, 2000 and 1999......................................

                    Statement of Changes in Stockholders' Equity-years ended
                       December 31, 2001, 2000 and 1999.........................

                    Notes to Financial Statements...............................
</Table>

          2.   All other schedules are omitted because they are not applicable,
               are not required, or because the required information is included
               in the consolidated financial statements or notes thereto.


                                       46
<Page>

3.   List of Exhibits.

          The following documents were filed as exhibits to Registration
          Statement Form 10 (which was filed with the Securities and Exchange
          Commission under The Securities Exchange Act of 1934) dated August 23,
          1977.

<Table>
<Caption>
          Exhibit
            No.
          -------
          <S>       <C>
             3      The Republic Corporation, Articles of Incorporation and By-Laws

</Table>

          22 (a)    Subsidiary of the Registrant.

          The First National Bank in Trinidad, Colorado.
          Incorporated in Colorado

     (b)  Reports on Form 8-K

          There were no reports on Form 8-K for the three months ended December
          31, 2001.


                                       47
<Page>

                                   SIGNATURES


     Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, Republic Corporation has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.


REPUBLIC CORPORATION


/s/ J.E. Eisemann, IV         Chairman of the Board, Director,          3-8-02
--------------------------    Chief Executive Officer, Chief            ------
J.E. Eisemann, IV             Financial and Accounting Officer           Date


Pursuant to the requirements of the Securities Exchanges Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated:

Signature                     Title                                     Date
---------                     -----                                     ----

/s/ J.E. Eisemann, IV         Chairman of the Board, Director,          3-8-02
--------------------------    Chief Executive Officer, Chief            ------
J.E. Eisemann, IV             Financial and Accounting Officer


/s/ Catherine G. Eisemann     President of the Board and a              3-8-02
--------------------------    Director                                  ------
Catherine G. Eisemann

                                       48
<Page>

                            SUPPLEMENTAL INFORMATION



The Republic Corporation will send the shareholders an annual report and proxy
materials subsequent to the filing of this report.










                                       49