1293314--3/16/2006--SNB_Bancshares

related topics

{stock, price, share}

{condition, economic, financial}

{acquisition, growth, future}

{loan, real, estate}

{cost, operation, labor}

{loss, insurance, financial}

Risks Associated with our Pending Merger with Prosperity Bancshares, Inc. Failure to complete the pending merger with Prosperity Bancshares, Inc. could materially and adversely affect our stock price and our results of operations. Fluctuations in market prices of Prosperity common stock will affect the value that our shareholders receive for their shares of our common stock and Class B stock. If the price of Prosperity common stock falls and the decrease exceeds certain pre-agreed levels, and if Prosperity does not elect to alter the exchange ratio to provide more shares and/or alter the amount of the per share cash consideration to provide more cash, we have the right to terminate the merger agreement and the merger will not occur. Prosperity may have difficulty combining our operations with its own operations or realizing the anticipated benefits of the merger. Risks Associated with Our Business A large percentage of our loans are collateralized by real estate, and an adverse change in the real estate market may result in losses and adversely affect our profitability. Our business is subject to interest rate risk and fluctuations in interest rates may adversely affect our financial performance. Our profitability depends significantly on economic conditions in our primary market. Our allowance for loan losses may not be sufficient to cover actual loan losses, which could adversely affect our financial performance. We may not be able to maintain our historical growth rate, which may adversely impact our results of operations and financial condition. Risks Associated with Our Stock

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1293314--3/16/2006--SNB_Bancshares_Inc