SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): JULY 28, 2004 FIRST MID-ILLINOIS BANCSHARES, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) DELAWARE (STATE OR OTHER JURISDICTION OF INCORPORATION) 0-13368 37-1103704 (COMMISSION FILE NUMBER) (IRS EMPLOYER IDENTIFICATION NO.) 1515 CHARLESTON AVENUE, MATTOON, IL 61938 (ADDRESS INCLUDING ZIP CODE OF PRINCIPAL EXECUTIVE OFFICES) (217) 234-7454 (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE) Item 5. Other Events Incorporated by reference is the quarterly shareholder report issued by the Registrant on July 28, 2004, attached as Exhibit 99, providing information concerning the Registrant's financial statements as of June 30, 2004. Item 7. Financial Statements and Exhibits (c) Exhibits Exhibit 99 - Quarterly shareholder report issued June 30, 2004 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has dully caused this Report to be signed on its behalf by the undersigned hereunto duly authorized. FIRST MID-ILLINOIS BANCSHARES, INC. Dated: July 28, 2004 By: /s/ William S. Rowland William S. Rowland President and Chief Executive Officer EXHIBIT INDEX Exhibit Number Description -------------------------------------------------------------------------------- 99 Quarterly shareholder report issued July 28, 2004 Exhibit 99 [GRAPHIC OMITTED][GRAPHIC OMITTED] The financial performance of First Mid-Illinois Bancshares, Inc. was solid during the first six months of 2004 with diluted earnings per share increasing to $1.03 as compared to $.93 during the same period in 2003. Net income increased to $4,752,000 for the first half of 2004 as compared to $4,484,000 for the first half of 2003. As a result of the improved performance, the Board of Directors elected to increase the dividend to $.21 per share for the first half of 2004 from $.17 for the first half of 2003. The Board also declared a three-for-two stock split in the form of a 50 percent stock dividend. This stock dividend was declared on June 22, 2004 and was paid on July 16, 2004 to all shareholders of record as of July 6, 2004. As a result of this stock dividend, all share and per share information for current and prior periods presented in this report have been adjusted to reflect the stock split. This is our third stock split since 1997 and is reflective of our long-term commitment to shareholder value. Higher net interest income was the primary factor in 2004 earnings growth. Net interest income before provision for loan losses was $14,074,000 for the first six months of 2004 as compared to $13,105,000 for the same period in 2003, an increase of $969,000. Growth in net average earning assets and an increase in margin contributed to the increase in net interest income. Loan balances increased $23 million in 2004 with growth in commercial real estate and operating loans. Deposit balances also increased by $15.5 million. Net interest margin for the first six months of 2004 increased to 3.89% on a tax equivalent basis from 3.77% for the first six months of 2003 as a result of the loan growth and lower funding costs. Our provision for loan losses amounted to $375,000 for the first six months of 2004 as compared to $500,000 during the same period last year. The reduced provision is primarily due to a decline in the level of non-performing loans. Non-performing loans on June 30, 2004 were $2,205,000 as compared to $5,678,000 on June 30, 2003. Net charge-offs were $296,000 for the first six months of 2004 as compared with $101,000 for the same period last year Non-interest income for the first half of 2004 was $5,841,000 compared to $6,270,000 for the same period last year. Mortgage refinance activity has slowed considerably in 2004 and mortgage banking revenue declined to $246,000 for the first half of 2004 compared to $939,000 for the same period last year. Increases in trust and brokerage fees have partially offset these declines. Trust revenues have increased from $945,000 for the first six months of 2003 to $1,162,000 for the first six months of 2004. The increase in revenues is the result of improvement in equity prices and growth in new business. Trust assets increased from $330 million on June 30, 2003 to $351 million on June 30, 2004. Non-interest expenses increased by $333,000 compared to the first half of 2003 as a result of increased costs for salaries and benefits, marketing costs for deposit promotions, and professional fees incurred in implementing the requirements of the Sarbanes-Oxley Act of 2002. First Mid has undertaken a comprehensive review of all aspects of our corporate governance policies and procedures. Our improved financial performance and the shareholder value we have created is a result of an on-going commitment by management and the Board of Directors to improve the underlying fundamentals of our business. During the second quarter of 2004, we made a number of changes to our retail deposit products to ensure that this phase of our operations meets customer expectations and that our products are competitive in the marketplace. We began advertising our new retail products late in the second quarter and results to date have been encouraging. We also employed a full-time business development officer, Mr. Chris Kirk, to serve our market in the metro-east area of St. Louis. This area has a great deal of growth potential and in the three years since we have entered the market, we have done quite well. Thank you for your continued support and confidence in First Mid-Illinois Bancshares, Inc. Sincerely, /s/ William S. Rowland William S. Rowland Chairman and Chief Executive Officer July 28, 2004 First Mid-Illinois Bancshares, Inc. 1515 Charleston Avenue Mattoon, Illinois 61938 217-234-7454 www.firstmid.com CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands, except share data) (unaudited) June 30, December 31, -------------------------------------------------------------------------------- 2004 2003 Assets Cash and due from banks $18,726 $20,659 Federal funds sold and other interest-bearing deposits 902 4,290 Investment securities: Available-for-sale, at fair value 167,357 176,481 Held-to-maturity, at amortized cost (estimated fair value of $1,604 and $1,687 at June 30, 2004 and December 31, 2003, respectively) 1,567 1,677 Loans 576,041 552,824 Less allowance for loan losses (4,505) (4,426) -------------------------------------------------------------------------------- Net loans 571,536 548,398 Premises and equipment, net 15,797 16,059 Goodwill, net 9,034 9,034 Intangible assets, net 3,646 3,969 Other assets 13,310 13,078 -------------------------------------------------------------------------------- Total assets $801,875 $793,645 ================================================================================ Liabilities and Stockholders' Equity Deposits: Non-interest bearing $78,901 $94,723 Interest bearing 551,617 520,269 -------------------------------------------------------------------------------- Total deposits 630,518 614,992 Repurchase agreements with customers 52,582 59,875 Junior subordinated debentures 10,310 - Other borrowings 36,200 39,925 Other liabilities 6,825 8,258 -------------------------------------------------------------------------------- Total liabilities 736,435 723,050 -------------------------------------------------------------------------------- Stockholders' Equity: Common stock ($4 par value; authorized 6,000,000 shares; issued 3,694,040 shares in 2004 and 3,667,887 shares in 2003) 14,821 14,672 Additional paid-in capital 17,400 15,960 Retained earnings 56,745 52,942 Deferred compensation 2,064 1,881 Accumulated other comprehensive income 60 1,581 Treasury stock at cost, 710,437 shares in 2004 and 534,619 shares in 2003 (25,650) (16,441) -------------------------------------------------------------------------------- Total stockholders' equity 65,440 70,595 -------------------------------------------------------------------------------- Total liabilities and stockholders' equity $801,875 $793,645 ================================================================================ CONDENSED CONSOLIDATED STATEMENTS OF INCOME (In thousands) (unaudited) -------------------------------------------------------------------------------- For the six month period ended June 30, 2004 2003 Interest income: Interest and fees on loans $16,371 $16,083 Interest on investment securities 3,060 3,175 Interest on federal funds sold and other 57 191 -------------------------------------------------------------------------------- Total interest income 19,488 19,449 Interest expense: Interest on deposits 4,294 5,269 Interest on repurchase agreements with customers 134 132 Interest on subordinated debt 140 - Interest on other borrowings 846 943 -------------------------------------------------------------------------------- Total interest expense 5,414 6,344 -------------------------------------------------------------------------------- Net interest income 14,074 13,105 Provision for loan losses 375 500 -------------------------------------------------------------------------------- Net interest income after provision for loan losses 13,699 12,605 Non-interest income: Trust revenues 1,162 945 Brokerage commissions 227 124 Insurance commissions 776 778 Service charges 2,317 2,138 Securities gains, net 92 370 Mortgage banking revenues 246 939 Other 1,021 976 -------------------------------------------------------------------------------- Total non-interest income 5,841 6,270 Non-interest expense: Salaries and employee benefits 6,709 6,560 Net occupancy and equipment expense 2,159 2,123 Amortization of intangible assets 323 365 Other 3,213 3,023 -------------------------------------------------------------------------------- Total non-interest expense 12,404 12,071 -------------------------------------------------------------------------------- Income before income taxes 7,136 6,804 Income taxes 2,384 2,320 -------------------------------------------------------------------------------- Net income $4,752 $4,484 ================================================================================ Per Share Information (unaudited) -------------------------------------------------------------------------------- For the six month period ended June 30, 2004 2003 Basic earnings per share $1.05 $0.94 Diluted earnings per share $1.03 $0.93 Book value per share $14.63 $14.72 Market price of stock $33.33 $22.00 CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (In thousands) (unaudited) -------------------------------------------------------------------------------- For the six month period ended June 30, 2004 2003 Balance at beginning of year $70,595 $66,807 Net income 4,752 4,484 Dividends on stock (949) (791) Issuance of stock 1,589 1,375 Purchase of treasury stock (9,026) (2,075) Changes in accumulated other comprehensive income (loss) (1,521) 193 -------------------------------------------------------------------------------- Balance at end of year $65,440 $69,993 ================================================================================