##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-Q
 MARK ONE
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2007
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 FOR THE TRANSITION PERIOD FROM  TO
 Commission File Number 2-90200
 FIRST MCMINNVILLE CORPORATION
  Tennessee
    
    62-1198119(State or Other Jurisdiction of 
Incorporation or Organization)
    
    (IRS Employer Identification
Number)
 
  
   þ o
  o o þ
  o þ




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FIRST MCMINNVILLE CORPORATION
 FORM 10-Q
 PART I  FINANCIAL INFORMATIONItem 1.
    
    Financial StatementsThe unaudited consolidated financial statements of the registrant and its wholly-owned subsidiary,
First National Bank of McMinnville (Bank) and the Banks wholly-owned subsidiary, First Community
Title & Escrow Company, are as follows:Consolidated Balance Sheets  June 30, 2007 and December 31, 2006.Consolidated Statements of Earnings  For the three months and six months ended June 30, 2007
and 2006.Consolidated Statements of Comprehensive Earnings  For the three months and six months ended
June 30, 2007 and 2006.Consolidated Statements of Cash Flows  For the six months ended June 30, 2007 and 2006.Item 2.
    
    Managements Discussion and Analysis of Financial Condition and
Results of OperationsItem 3.
    
    Quantitative and Qualitative Disclosures About Market Risk** Certain of the Disclosures required by Item 3 are incorporated by
reference to Item 2, Managements Discussion and Analysis of Financial Condition
and Results of Operations.Item 4.
    
    Controls and ProceduresPART II  OTHER INFORMATIONItem 1.
    
    Legal ProceedingsItem 1A.
    
    Risk FactorsItem 2.
    
    Unregistered Sales of Equity Securities and Use of ProceedsItem 3.
    
    Defaults Upon Senior SecuritiesItem 4.
    
    Submission of Matters to a Vote of Security HoldersItem 5.
    
    Other InformationItem 6.
    
    ExhibitsSignaturesEx-31.1 Section 302 Certification of the CEOEx-31.2 Section 302 Certification of the CFOEx-32.1 Section 906 Certification of the CEOEx-32.2 Section 906 Certification of the CFO
  2




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##### Table of Contents



FIRST MCMINNVILLE CORPORATION
 
 Consolidated Balance Sheets
 June 30, 2007 and December 31, 2006
 (Unaudited)
 June 30,
    
    
    December 31,2007
    
    
    2006(In Thousands)AssetsLoans, less allowance for loan losses of $1,836,000 and
$1,812,000, respectively
    
    $
    156,034
    
    
    
    160,425Securities:Held-to-maturity, at cost (market value $41,624,000 and
$50,170,000, respectively)
    
    
    41,498
    
    
    
    49,672Available-for-sale, at market (amortized cost $100,285,000
and $85,484,000, respectively)
    
    
    98,077
    
    
    
    84,277Total securities
    
    
    139,575
    
    
    
    133,949Federal funds sold
    
    
    17,000
    
    
    
    10,000Interest-bearing deposits in financial institutions
    
    
    45
    
    
    
    60Restricted equity securities
    
    
    1,454
    
    
    
    1,434Total earning assets
    
    
    314,108
    
    
    
    305,868Cash and due from banks
    
    
    7,358
    
    
    
    7,828Premises and equipment, net
    
    
    1,615
    
    
    
    1,705Accrued interest receivable
    
    
    2,191
    
    
    
    2,048Deferred tax asset, net
    
    
    788
    
    
    
    405Foreclosed assets
    
    
    93
    
    
    
    221Other assets
    
    
    616
    
    
    
    370Total assets
    
    $
    326,769
    
    
    
    318,445Liabilities and Stockholders EquityDeposits
    
    $
    244,381
    
    
    
    239,231Securities sold under repurchase agreements
    
    
    24,254
    
    
    
    20,828Advances from Federal Home Loan Bank
    
    
    1,000
    
    
    
    1,000Accrued interest and other liabilities
    
    
    2,089
    
    
    
    3,563Total liabilities
    
    
    271,724
    
    
    
    264,622Stockholders equity:Common stock, no par value; authorized 5,000,000 shares, issued
1,263,691 shares and 1,243,683 shares, respectively
    
    
    4,625
    
    
    
    4,040Additional paid-in capital
    
    
    61
    
    
    
    43Retained earnings
    
    
    57,065
    
    
    
    55,759Net unrealized losses on available-for-sale securities, net of
income taxes of $846,000 and $462,000, respectively
    
    
    (1,362
    )
    
    
    (745
    )60,389
    
    
    
    59,097Less cost of treasury stock of 213,015 shares and 211,689 shares,
respectively
    
    
    (5,344
    )
    
    
    (5,274
    )Total stockholders equity
    
    
    55,045
    
    
    
    53,823COMMITMENTS AND CONTINGENT LIABILITIESTotal liabilities and stockholders equity
    
    $
    326,769
    
    
    
    318,445
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##### Table of Contents



FIRST MCMINNVILLE CORPORATION
 
 Consolidated Statements of Earnings
 Three Months and Six Months Ended June 30, 2007 and 2006
 (Unaudited)
 Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2007
    
    
    2006
    
    
    2007
    
    
    2006(Dollars In Thousands, Except Per Share Amounts)Interest income:Interest and fees on loans
    
    $
    2,904
    
    
    
    2,675
    
    
    $
    5,818
    
    
    
    5,319Interest and dividends on securities:Taxable securities
    
    
    1,011
    
    
    
    1,117
    
    
    
    2,057
    
    
    
    2,226Exempt from Federal income taxes
    
    
    439
    
    
    
    339
    
    
    
    763
    
    
    
    692Interest on federal funds sold
    
    
    205
    
    
    
    73
    
    
    
    423
    
    
    
    87Interest on interest-bearing deposits in other banks and
other interest
    
    
    
    
    
    
    1
    
    
    
    1
    
    
    
    1Total interest income
    
    
    4,559
    
    
    
    4,205
    
    
    
    9,062
    
    
    
    8,325Interest expense:Interest on negotiable order of withdrawal accounts
    
    
    73
    
    
    
    72
    
    
    
    137
    
    
    
    139Interest on money market demand and savings accounts
    
    
    150
    
    
    
    153
    
    
    
    304
    
    
    
    309Interest on certificates of deposit
    
    
    1,753
    
    
    
    1,436
    
    
    
    3,472
    
    
    
    2,768Interest on securities sold under repurchase agreements
and short term borrowings
    
    
    192
    
    
    
    95
    
    
    
    337
    
    
    
    209Interest on advances from Federal Home Loan Bank
    
    
    14
    
    
    
    14
    
    
    
    28
    
    
    
    28Total interest expense
    
    
    2,182
    
    
    
    1,770
    
    
    
    4,278
    
    
    
    3,453Net interest income
    
    
    2,377
    
    
    
    2,435
    
    
    
    4,784
    
    
    
    4,872Provision for loan losses
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Net interest income after provision for loan losses
    
    
    2,377
    
    
    
    2,435
    
    
    
    4,784
    
    
    
    4,872Other income:Service charges on deposit accounts
    
    
    128
    
    
    
    103
    
    
    
    234
    
    
    
    202Other fees and commissions
    
    
    56
    
    
    
    60
    
    
    
    99
    
    
    
    100Commissions and fees on fiduciary activities
    
    
    14
    
    
    
    11
    
    
    
    25
    
    
    
    21Securities gains
    
    
    
    
    
    
    11
    
    
    
    
    
    
    
    11198
    
    
    
    185
    
    
    
    358
    
    
    
    334Other expenses:Salaries and employee benefits
    
    
    910
    
    
    
    805
    
    
    
    1,679
    
    
    
    1,522Occupancy expenses, net
    
    
    51
    
    
    
    47
    
    
    
    105
    
    
    
    98Furniture and equipment expense
    
    
    21
    
    
    
    10
    
    
    
    42
    
    
    
    35Data processing expense
    
    
    98
    
    
    
    88
    
    
    
    176
    
    
    
    167FDIC insurance
    
    
    7
    
    
    
    7
    
    
    
    14
    
    
    
    15Other operating expenses
    
    
    273
    
    
    
    240
    
    
    
    516
    
    
    
    4871,360
    
    
    
    1,197
    
    
    
    2,532
    
    
    
    2,324Earnings before income taxes
    
    
    1,215
    
    
    
    1,423
    
    
    
    2,610
    
    
    
    2,882Income taxes
    
    
    351
    
    
    
    404
    
    
    
    778
    
    
    
    886Net earnings
    
    $
    864
    
    
    
    1,019
    
    
    $
    1,832
    
    
    
    1,996Basic earnings per common share
    
    $
    .83
    
    
    
    .99
    
    
    $
    1.76
    
    
    
    1.94Diluted earnings per common share
    
    $
    .82
    
    
    
    .97
    
    
    $
    1.75
    
    
    
    1.90Dividends per share
    
    $
    .50
    
    
    
    .43
    
    
    $
    .50
    
    
    
    .43
  4




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FIRST MCMINNVILLE CORPORATION
 
 Consolidated Statements of Comprehensive Earnings
 Three Months and Six Months Ended June 30, 2007 and 2006
 (Unaudited)
 Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2007
    
    
    2006
    
    
    2007
    
    
    2006(In Thousands)Net earnings
    
    $
    864
    
    
    
    1,019
    
    
    $
    1,832
    
    
    
    1,996Other comprehensive earnings (loss), net of tax:Unrealized gains (losses) on available-for-sale
securities arising during period, net of income
taxes of $82,000, $146,000, $383,000 and
$193,000, respectively
    
    
    (132
    )
    
    
    (236
    )
    
    
    (617
    )
    
    
    (312
    )Reclassification adjustment for gains included in
net earnings, net of taxes of $7,000 and $7,000,
respectively
    
    
    
    
    
    
    (11
    )
    
    
    
    
    
    
    (11
    )Other comprehensive earnings (loss)
    
    
    (132
    )
    
    
    (247
    )
    
    
    (617
    )
    
    
    (323
    )Comprehensive earnings
    
    $
    732
    
    
    
    772
    
    
    $
    1,215
    
    
    
    1,673
  5




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FIRST MCMINNVILLE CORPORATION
 
 Consolidated Statements of Cash Flows
 Six Months Ended June 30, 2007 and 2006
 Increase (Decrease) in Cash and Cash Equivalents
 (Unaudited)
 2007
    
    
    2006(In Thousands)Cash flows from operating activities:Interest received
    
    $
    8,708
    
    
    
    7,889Fees and commissions received
    
    
    358
    
    
    
    323Interest paid
    
    
    (4,471
    )
    
    
    (3,377
    )Cash paid to suppliers and employees
    
    
    (2,605
    )
    
    
    (2,065
    )Income taxes paid
    
    
    (714
    )
    
    
    (833
    )Net cash provided by operating activities
    
    
    1,276
    
    
    
    1,937Cash flows from investing activities:Proceeds from maturities and calls of held-to-maturity securities
    
    
    8,420
    
    
    
    6,840Proceeds from maturities and calls of available-for-sale securities
    
    
    6,000
    
    
    
    6,823Purchase of available-for-sale securities
    
    
    (20,855
    )
    
    
    (6,985
    )Advances on loans, net of repayments from customers
    
    
    
    
    
    
    (5,221
    )Repayment of loans, net of advances to customers
    
    
    4,440
    
    
    
    Decrease (increase) in interest bearing deposits in financial
institutions
    
    
    15
    
    
    
    (8
    )Proceeds from sale of foreclosed assets
    
    
    65
    
    
    
    Purchases of premises and equipment
    
    
    (34
    )
    
    
    (97
    )Net cash provided by (used in) investing activities
    
    
    (1,949
    )
    
    
    1,352Cash flows from financing activities:Net increase (decrease) in non-interest bearing, savings and
NOW deposit accounts
    
    
    2,565
    
    
    
    (970
    )Net increase in time deposits
    
    
    2,585
    
    
    
    2,740Net increase (decrease) in securities sold under repurchase agreements
    
    
    3,426
    
    
    
    (1,224
    )Repayment of Federal funds purchased
    
    
    
    
    
    
    (2,800
    )Dividends paid
    
    
    (1,887
    )
    
    
    (1,802
    )Payments to acquire treasury stock
    
    
    (70
    )
    
    
    (254
    )Proceeds from sales of common stock
    
    
    584
    
    
    
    61Net cash provided by (used in) financing activities
    
    
    7,203
    
    
    
    (4,249
    )Net increase (decrease) in cash and cash equivalents
    
    
    6,530
    
    
    
    (960
    )Cash and cash equivalents at beginning of period
    
    
    17,828
    
    
    
    5,649Cash and cash equivalents at end of period
    
    $
    24,358
    
    
    
    4,689
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FIRST MCMINNVILLE CORPORATION
 Consolidated Statements of Cash Flows, Continued
 Six Months Ended June 30, 2007 and 2006
 Increase (Decrease) in Cash and Cash Equivalents
 (Unaudited)
 2007
    
    
    2006(In Thousands)Reconciliation of net earnings to net cash provided by
operating activities:Net earnings
    
    $
    1,832
    
    
    
    1,996Adjustments to reconcile net earnings to net cash
provided by operating activities:Depreciation
    
    
    124
    
    
    
    121Amortization and accretion, net
    
    
    (191
    )
    
    
    (232
    )Securities gains
    
    
    
    
    
    
    (11
    )Loss (gain) on sale of foreclosed assets
    
    
    14
    
    
    
    (6
    )FHLB dividend reinvestment
    
    
    (20
    )
    
    
    (37
    )Stock-based compensation expense
    
    
    18
    
    
    
    Increase in interest receivable
    
    
    (143
    )
    
    
    (167
    )Decrease (increase) in other assets, net
    
    
    (246
    )
    
    
    66Increase (decrease) in interest payable
    
    
    (193
    )
    
    
    76Increase in other liabilities
    
    
    81
    
    
    
    131Total adjustments
    
    
    (556
    )
    
    
    (59
    )Net cash provided by operating activities
    
    $
    1,276
    
    
    
    1,937Supplemental schedule of non-cash activities:Unrealized loss in value of securities available-for-sale,
net of income taxes of $383,000 and $200,000, respectively
    
    $
    (617
    )
    
    
    (323
    )Non-cash transfers from loans to foreclosed assets
    
    $
    80
    
    
    
    143Foreclosed assets transferred to loans
    
    $
    129
    
    
    
    74
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FIRST MCMINNVILLE CORPORATION
 Notes to Consolidated Financial Statements
 (Unaudited)
 Basis of Presentation
    8




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FIRST MCMINNVILLE CORPORATION
 FORM 10-Q, CONTINUED
 
 Item 2.
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations
  Cautionary Note Concerning Forward-Looking Statements
  Liquidity and Interest Rate Sensitivity Management
  9




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FIRST MCMINNVILLE CORPORATION
 FORM 10-Q, CONTINUED
 Item 2.
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations, Continued
 Liquidity and Interest Rate Sensitivity Management, Continued
      10




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FIRST MCMINNVILLE CORPORATION
 FORM 10-Q, CONTINUED
 Item 2.
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations, Continued
 Liquidity and Interest Rate Sensitivity Management, Continued
     Capital Resources
  11




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FIRST MCMINNVILLE CORPORATION
 FORM 10-Q, CONTINUED
 Item 2.
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations, Continued
 Capital Resources, Continued
    12




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FIRST MCMINNVILLE CORPORATION
 FORM 10-Q, CONTINUED
 Item 2.
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations, Continued
 Results of Operations
       June 30,
    
    
    December 31,2007
    
    
    2006(In Thousands)Commercial, financial and agricultural
    
    $
    22,332
    
    
    
    23,767Real estate construction
    
    
    6,957
    
    
    
    7,106Real estate mortgage
    
    
    126,082
    
    
    
    125,016Consumer
    
    
    2,499
    
    
    
    2,829$
    157,870
    
    
    
    158,718
 13




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FIRST MCMINNVILLE CORPORATION
 FORM 10-Q, CONTINUED
 Item 2.
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations, Continued
 Results of Operations, Continued
      14




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##### Table of Contents



FIRST MCMINNVILLE CORPORATION
 FORM 10-Q, CONTINUED
 Item 2.
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations, Continued
 Results of Operations, Continued
      (In Thousands)June 30, 2007
    
    December 31, 2006Recorded investment
    
    $
    4,343
    
    
    $
    5,192Allowance for loan losses
    
    $
    550
    
    
    $
    700
   15




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##### Table of Contents



FIRST MCMINNVILLE CORPORATION
 FORM 10-Q, CONTINUED
 Item 2.
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations, Continued
 Results of Operations, Continued
  June 30, 2007
    
    
    December 31, 2006Past Due
    
    
    
    
    
    
    Past Due90 Days
    
    
    Non-Accrual
    
    
    90 Days
    
    
    Non-Accrual(In Thousands)
    
    
    (In Thousands)Real estate loans
    
    $
    96
    
    
    
    
    
    
    
    78
    
    
    
    Consumer
    
    
    3
    
    
    
    
    
    
    
    
    
    
    
    Commercial
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    99
    
    
    
    
    
    
    
    78
    
    
    
    Renegotiated loans
    
    $
    
    
    
    
    
    
    
    
    
    
    
    
    
  Six Months EndedJune 30,2007
    
    
    2006(In Thousands)Balance, January 1, 2007 and 2006, respectively
    
    $
    1,812
    
    
    
    1,816Add (deduct):Losses charged to allowance
    
    
    (1
    )
    
    
    (10
    )Recoveries credited to allowance
    
    
    23
    
    
    
    17Reclassification of allowance for off-balance sheet
credit losses
    
    
    2
    
    
    
    (7
    )Provision for loan losses
    
    
    
    
    
    
    Balance, June 30, 2007 and 2006, respectively
    
    $
    1,836
    
    
    
    1,816
  16




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##### Table of Contents



FIRST MCMINNVILLE CORPORATION
 FORM 10-Q, CONTINUED
 Item 2.
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations, Continued
 Results of Operations, Continued
   June 30, 2007(In Thousands)SpecialTotal
    
    
    Mention
    
    
    Substandard
    
    
    DoubtfulCommercial, financial and
agricultural
    
    $
    37
    
    
    
    25
    
    
    
    12
    
    
    
    Real estate mortgage
    
    
    12,960
    
    
    
    5,194
    
    
    
    7,766
    
    
    
    Real estate construction
    
    
    189
    
    
    
    189
    
    
    
    
    
    
    
    Consumer
    
    
    36
    
    
    
    
    
    
    
    36
    
    
    
    $
    13,222
    
    
    
    5,408
    
    
    
    7,814
    
    
    
    
 December 31, 2006(In Thousands)SpecialTotal
    
    
    Mention
    
    
    Substandard
    
    
    DoubtfulCommercial, financial and
agricultural
    
    $
    167
    
    
    
    77
    
    
    
    90
    
    
    
    Real estate mortgage
    
    
    13,401
    
    
    
    5,366
    
    
    
    8,035
    
    
    
    Real estate construction
    
    
    19
    
    
    
    19
    
    
    
    
    
    
    
    Consumer
    
    
    46
    
    
    
    
    
    
    
    46
    
    
    
    $
    13,633
    
    
    
    5,462
    
    
    
    8,171
    
    
    
    
 17




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FIRST MCMINNVILLE CORPORATION
 FORM 10-Q, CONTINUED
 Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations,
Continued
 Results of Operations, Continued
    June 30, 2007
    
    
    December 31, 2006Percent of
    
    
    
    
    
    
    Percent ofLoans In
    
    
    
    
    
    
    Loans InIn
    
    
    Each Category
    
    
    In
    
    
    Each CategoryThousands
    
    
    To Total Loans
    
    
    Thousands
    
    
    To Total LoansCommercial, financial and
agricultural
    
    $
    12
    
    
    
    14
    %
    
    $
    66
    
    
    
    14
    %Real estate construction
    
    
    20
    
    
    
    4
    
    
    
    3
    
    
    
    5Real estate mortgage
    
    
    1,768
    
    
    
    80
    
    
    
    1,705
    
    
    
    80Consumer
    
    
    36
    
    
    
    2
    
    
    
    38
    
    
    
    1$
    1,836
    
    
    
    100
    %
    
    $
    1,812
    
    
    
    100
    %
     18




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##### Table of Contents



FIRST
MCMINNVILLE CORPORATION
 FORM 10-Q, CONTINUED
 Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations,
Continued
 Results of Operations, Continued
     Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,(In Thousands, except share amounts)
    
    2007
    
    
    2006
    
    
    2007
    
    
    2006Basic EPS Computation:Numerator  income available to common
shareholders
    
    $
    864
    
    
    
    1,019
    
    
    
    1,832
    
    
    
    1,996Denominator  weighted average number
of common shares outstanding
    
    
    1,045,515
    
    
    
    1,028,282
    
    
    
    1,040,026
    
    
    
    1,029,572Basic earnings per common share
    
    $
    .83
    
    
    
    .99
    
    
    
    1.76
    
    
    
    1.94Diluted EPS Computation:Numerator
    
    $
    864
    
    
    
    1,019
    
    
    
    1,832
    
    
    
    1,996Denominator:Weighted average number of common
shares outstanding
    
    
    1,045,515
    
    
    
    1,028,282
    
    
    
    1,040,026
    
    
    
    1,029,572Dilutive effect of stock options
    
    
    9,037
    
    
    
    19,519
    
    
    
    9,037
    
    
    
    19,5191,054,552
    
    
    
    1,047,801
    
    
    
    1,049,063
    
    
    
    1,049,091Diluted earnings per common share
    
    $
    .82
    
    
    
    .97
    
    
    
    1.75
    
    
    
    1.90
 19




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##### Table of Contents



FIRST
MCMINNVILLE CORPORATION
 FORM
10-Q, CONTINUED
 Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations,
Continued
 Stock Option Plan
     Expiration of Shareholder Rights Agreement
  Impact of Inflation
  20




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##### Table of Contents



FIRST
MCMINNVILLE CORPORATION
 FORM
10-Q, CONTINUED
 
 Item 3. Quantitative and Qualitative Disclosures About Market Risk
     
 Item 4. Controls and Procedures
   21




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##### Table of Contents



FIRST
MCMINNVILLE CORPORATION
 FORM
10-Q, CONTINUED
 Item 4. Controls and Procedures, Continued
  22




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##### Table of Contents



PART II. OTHER INFORMATION
 
 Item 1. LEGAL PROCEEDINGS
  
 Item 1A. Risk Factors
  
 Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
 (a)
    
    Shares of the Companys common stock were issued to Directors and/or Employees pursuant to
the Companys Stock Option Plan as follows:
 Date of Sale
    
    Number of Shares of Common Stock Sold
    
    Price Per ShareApril 6, 2007
    
    
    3,000
    
    
    $
    29.08April 25, 2007
    
    
    1,000
    
    
    $
    29.08May 4, 2007
    
    
    3,000
    
    
    $
    29.08June 5, 2007
    
    
    100
    
    
    $
    29.08June 7, 2007
    
    
    1,540
    
    
    $
    29.08June 11, 2007
    
    
    3,210
    
    
    $
    29.08
      (b)
    
    Not Applicable.
 23




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##### Table of Contents



PART II. OTHER INFORMATION, CONTINUED
 Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS, CONTINUED
 (c)
    
    The Issuer repurchased 572 of its common shares in the second quarter of this fiscal year,
which ended June 30, 2007.
 (c)
    
    (d)Total Number
    
    Maximumof Shares
    
    Number (orPeriod Covered
    
    
    
    
    
    
    
    
    
    (or Units)
    
    Approximateby this Report 
    
    (a)
    
    
    
    
    
    Purchased as
    
    Dollar Value)Second Fiscal
    
    Total Number
    
    (b)
    
    Part of Publicly
    
    of SharesQuarter of 2007
    
    of Shares
    
    Average Price
    
    Announced
    
    (or Units)(April 1
    
    (or Units)
    
    Paid Per
    
    Plans
    
    that May Yetthrough June 30)
    
    Purchased
    
    Share (or Unit)
    
    or Programs
    
    Be PurchasedApril 1  30
    
    
    572
    *
    
    $
    53.60
    
    
    
    *
    
    
    
    *May 1  31
    
    
    -
    *
    
    
    
    
    
    
    *
    
    
    
    *June 1  30
    
    
    -
    *
    
    
    
    
    
    
    *
    
    
    
    *Total
    
    
    572
    *
    
    $
    53.60
    
    
    
    *
    
    
    
    *
 
 *
    
    The Issuer purchases shares of its stock from time to time in order to provide some liquidity in the
stock. The Issuer does not solicit such purchases. There is no preset number of shares that the Issuer
will purchase and no plan or program of purchases. Because there is no established public trading
market, the Issuer has historically acted as the purchasor of last resort to provide some liquidity in
the shares paying book value, as calculated by it, for shares based on the book value as of the
immediately preceding month end (unaudited). The Issuer does not encourage such sales to it and does
not compete in any manner in effecting such purchases.  
 Item 3. DEFAULTS UPON SENIOR SECURITIES
 (a)
    
    None.(b)
    
    Not Applicable.
 
 Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
 (a)
    
    The annual meeting of stockholders was held April 10, 2007.(b)
    
    The following persons were elected at the annual meeting of stockholders on April 10, 2007:
 Class I Directors
 
 Class II Directors
 
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##### Table of Contents



PART II. OTHER INFORMATION, CONTINUED
 Item 4.
    
    SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS, CONTINUED
 (c)
    
    (1)
    
    The above directors were elected by the following tabulation:
 Numberof Shares
    
    
    
    
    
    
    
    
    
    
    
    
    
    BrokerVoting
    
    For
    
    Against
    
    Withheld
    
    Non-VotesClass I DirectorsMark A. Pirtle
    
    
    667,527
    
    
    
    665,077
    
    
    
    
    
    
    
    2,450
    
    
    
    Thomas D. Vance
    
    
    667,527
    
    
    
    665,077
    
    
    
    
    
    
    
    2,450
    
    
    
    Class II DirectorsJohn Gregory Brock
    
    
    663,123
    
    
    
    658,073
    
    
    
    
    
    
    
    5,050
    
    
    
    Arthur J. Dyer
    
    
    663,123
    
    
    
    658,073
    
    
    
    
    
    
    
    5,050
    
    
    
    Rufus W. Gonder
    
    
    663,123
    
    
    
    658,073
    
    
    
    
    
    
    
    5,050
    
    
    
    G.B. Greene
    
    
    662,723
    
    
    
    657,673
    
    
    
    
    
    
    
    5,050
    
    
    
    Robert W. Jones
    
    
    663,123
    
    
    
    658,073
    
    
    
    
    
    
    
    5,050
    
    
    
    
 (2)
    
    The ratification of the Audit Committees selection of Maggart & Associates, P.C.
as independent auditors for the Company for the year ending December 31, 2007 was as
follows:
 Number of
    
    
    
    
    
    
    
    BrokerShares Voting
    
    For
    
    Against
    
    Withheld
    
    Non-Votes641,543
    
    633,985
    
    
    
    7,558
    
    
 (d)
    
    Not Applicable.
 
 Item 5.
    
    OTHER INFORMATION
 (a)
    
    None.(b)
    
    Not Applicable.
 
 Item 6.
    
    EXHIBITS
   25




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SIGNATURES
  FIRST MCMINNVILLE CORPORATION
(Registrant)DATE: July 24, 2007
    /s/   Thomas D. VanceThomas D. VancePresident and Chief Executive OfficerDATE: July 24, 2007
    /s/   Kenny D. NealKenny D. NealChief Financial and Accounting Officer 26