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First Financial Corporation
Annual Report 2006

THFF · NASDAQ Financial Services
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Industry Banks - Regional
Employees 937
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FY2006 Annual Report · First Financial Corporation
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@W MISSION 

The mission of First Financial Corporation is 

3  be  the FIRST choice 

for all your financial needs. 

VISION 

First  Financial Corporation will strive to be  the premier  financial 

services organization  providing the highest quality customer service in 

our market area. We will work consistently  to provide an exceptional 

customer experience and to make customer satisfaction our number 

one priority. 

To  that end, we will employ and retain  a well-trained, highly motivated 

work force whose focus is  superior customer service. We will seek to 

understand customers as individuals, know them  by  name and develop 

long-term relationships with each one of them. 

As  an independent, locally managed organization,  we will  provide 

financial products, services, technologies and delivery channels that 

revolve around the needs of customers  in the communities we serve. 

We will reinvest our customers’ assets first and foremost within our 

market area. 

We will maintain our long tradition of being  an involved community 

partner,  supporting programs and projects that contribute to the 

growth, vitality and qualiry of life in the communities we serve. We 

will encourage all of our employees to give their  time, talents and 

leadership to local civic and charitable efforts and activities. 

We will continue to earn the trust and respect of our customers, 
employees and shareholders by operating in  a safe and sound manner 

that promotes long-term  profitability, prudent growth and equitable 

return on investment. 

02007 First  Financial Corporation 

lo our SbmhLdm mid Friends: 

2006 WAS A  YMK  ~ I L L ~ L I  wsn I  SIGNIFICANT ACCOMPLISHMENTS and the 
promise  of iiiore to corne. Highlights include exp:itision  into new markets 
through the construction and opening of new banking centers i n  Vincenncs 
and Greencastle, Indiana. In J d y  we were recognized by  U.S. Banker maga- 
zine for our outstattding Community Reinvestment Act rating and  through- 
out the year we enjoyed a significant increase in the price of our stock. 

Dcspite a flattening a n d  sometimes inverted yield curvc, net income 
increased 2.1 Yo  in  2006 to $23.5 million.  Income pcr share of $1.77 was a 
2 . W o  incrcase over 2005. Retui-n on assets rose to  1.10% from 1.07%. At 
year end, the Corporation's  total assers were $2.2 billion, a $37 million 
increase largely funded by a $37.8 tnillion growth in deposits. 

O u r  dedication to cost control and operating efficiency continued in 2006. 
Overall, the Corporition experienced a rnodest  $1 .1  million or  1.76% 
increase in non-interest  expense. Emphasis on managing expenses allowed us 
to open two new full-servicc banking centers m d  at the same time, reduce by 
10 the number of fdl-time equivalent employees. 

During the year, we continued our focus on credit quality. That effort result- 
ed in an  $8.7 million decrease in net charge-ofk, down  56% from 2005, 
allowing us to reduce the provision for loan losses by $4.7 million  or 40%. 
Overall the Corporation's  loan portfolio decreased slightly to $1.39 billion  as 
demand for constirncr loans arid residential mortgages dirninished due to 
higher  interest rates. An increase in conimcrcial and real estate construction 
loans mitigated  this shorthall. 

A flat yield curve was  a matter of industry concern in 2006. Despite compres- 
sion of  interest rate spreads nationwide, the net interest margin at First 
Financial Bank increased for the third consecutive year.  Discipline and adher- 
cnce to sound pricing strategies allowed LIS to increase our margin  to 3.93%. 
By comparison, according to the Federal Deposit Insurance Corporation, the 
average net  interest margin for all  FDIC-insured banks fcll to 3.31% in 2006. 

Strong performance allows us to continue to return capital to our shareholders. 
2006 marked the  18th consecutive year our Board of Directors has declared 
higher dividends. T h e  cash dividend  increased to 85 cents per share, com- 
pared  to 82 cents per share in  2005, an increase of 3.66%). 

A bottom-line indicator of our performance is our stock price. Several factors 
werc at work in  2006 which irnpactcd stock prices of financial institutions 
nationwide. An uncertain  economy, the war in Iraq and the impact of the 
yield curve are the most prominent. Despite these factors, the market price of 
our stock climbed  31.396, from $27.00 per share on Decernbcr 31, 2005, to 
$35.45  per share on December 31, 2006. Coupled with a dividend yield of 
3.15%  our shareholders received a total return of 34.4%. 

F I R S T   F I N A N C I A L   C O R P O R A T I O N  

We are committed to attracting, retaining and dcepening the personal rela- 
tionships we enjoy with our customers. We  bclicvc this approach  is valued by 
our custoniers and provides our company with a competitive advantage. 
Long-term relationships with our customers, whosc personal and financial 
needs change over time, are the basis of our consistent results. These multi- 
product relationships, coupled  with  convenience,  unparallclcd service and 
focus on the customer produce loyalty arid satisfaction, which  are essential for 
the growth of our company. 

We  arc coininitted to expansion of our core businesses, organically and 
through acquisition. As a company, we have the vision, skills and financial 
ability to pursuc growth opportunities that make sense and create value. We 
believe strategic branch expansion is an acceptable avenue for growth  where 
and when  attractive acquisition  opportunities are not present. In February 
and December 2006, we pursued this strategy, opening new banking centers 
in Vincennes and Greencastle, Indiana.  In both communities, we were fortu- 
nate to hire strong bankers whose standing, knowledge and experience have 
placed us well ahead of projections,  leading us  to expect an expcdited  break- 
even time frame. 

We  take our individual and corporate responsibilities seriously. O u r  cmploy- 
ees are encouraged to take an active role in community dcvclopment and 
philanthropy. Irivesttnent comes in two forms: money and time. In  2006 
First faniily menibers spent thousands of hours strciigthening and growing 
corntnunities, civic and charitable organizations.  Chrporately, we con- 
tributed thousands of dollars to support their work, In J d y  2006 we were 
pleased to learn  U.S. Hanker magazine recognized First Financial Bank as one 
of four banks  in thc United States which received an  outstanding 
Community licinvcstinent Act rating frorn the Ofice  of the Comptroller of 
the Currency+ This recognition  is an indication of the commitment of our 
eiiiployees and company to the betterment and success of the communities 
and customers we serve. 

In 2006 we were saddened by the loss of Dr. George Mitchell, who joined  the 
Board of Directors of First National Bank of Marshall on March  25,  1943. 
When the Bank becamc a part  of the First family, Dr. Mitchell rcniained on 
the Cornrnunity Hoard continuing his dedicued service, not only to our 
bank, but also to his hometown of Marshall,  Illinois. Perhaps no one better 
demonstrated “the spirit of communiry” than Dr. Mitchell, who guidcd the 
bank and served as a community leader for over 57  years. 

In closing, we would  like to thank our customers for their business, our 
investors for their  trust and all of our employees and directors for what they 
do to ensure our success. We  sincerely value and appreciate your support. 

DONALD E. SMITH 
Presidcnt and Chairman 

CEO and Vice Chairman 

2 0 0 6   ANNUAL  R E P O R T  

(above)  Destroyed by arson in 
2005, the historic Bridgeton 
covered bridge was rebuilt in 
2006 through the efforts of the 
Parke County community. First 
Financial Bank Parke Region 
was proud to  be a partner in the 
process by serving as a collec- 
tion point for donations, provid- 
ing public relations support and 
raising funds through auctions 
and other community events. 

(rigbt) For the second year in a 
row, First Financial Bank was a 
proud sponsor of the Fairbanks 
Park Arts and Music Festival in 
Terre Haute. A sell-out crowd 
gathered in the park’s outdoor 
amphitheater to see America in 
a concert that was underwritten 
in part by the bank. 

SPIRIT IS THE  LSLNCC  OF  WIG) WF. ARE.  T h e  spirit of community has always 
guided First Financial Corporation  in  achieving our goals, whether it’s 
building stronger relationships with the custoiners we serve today or building 
stronger communities for the future. By putting local families, businesses, 
neigh borhoods, towns and cities first, we create opportunities that have a 
positive impact o n  our growth. 

Ow community spirit was demonstrated in March with the grand opening 
of the 47th First  Financial banking center in Vilicclines, Ind. As  corririiuriity 
leaders, ernployees and guests gathered to parricipate in the ribbon cutting i ti 
Vincennes, p e p r a t i o n s  were already underway for our 48 th banking center 
to be built in Grccncastle, Tnd. Ground was broken for the ncw bank iri July 
and it oneried in December, with its grand opening celebration scheduled for 
spring 2007. 

1 

When the Bridgeton 
Covered  I in thou=iands) 

Unreal izcd holding gains and  (losses) on securities availablc-for-sale 
Reclassification adjustments for (gains) arid losses later 

recognized in income 
Net unrealized gains and losse 
Tax cffect 
Otlicr comprehensive income  loss) 

16. REGULATORY MATTERS: 

December 31, 

2006 

200s 

2004 

$  1,938 

$(10,186)  $(5,347) 

(6 1 
1,932 
(771 \ 
li161’ 

!b 

57 1 

165 
(10,757)  (5,182) 

4.303 

2.076 
$  (6[454)  $(3,106) 

The Corporation  and  its  bank  affiliates are subject to various  regulatory capital requirements  admiriistcrcd by  the 
fedcral banking agcncies. Failure to  meet minimum capital requiretncnts can iriitiatc certain mandatory-and 
possi- 
bly  additional discretionary-actions by  regulators that,  if  undertaken,  could  have  a  direct  material  effect  on  the 
Corporation’s financial statements. 
i:urrher, the Corporation’s primary  source of funds to pay dividends  to sharcholders is dividends from its subsidiary 
banks and compliance with  these capital requirements  can affect the abiliry of the Corporation and its banking affili- 
ates  to  pay  dividends.  At  December  31,  2006,  approxiniatcly  $21.5 million  of  undisrributed earnings  of  the  sub- 
sidiary banks,  included  in consolidated  retained carnings, were available for distribution to the Corporation without 
regulatory approval. 
Under capital adequacy guidelines and the rcgulatory frarnework for prompt corrective action, the Corporation and 
Banks  must meet specific capital guidelines that irivolvc quantitative measures of the Corporation’s assets, liabilities, 
and  certain  off-balance-sheet  itenis  as  calculated  iiridcr  regulatory  accounting practices.  The Corporation’s and 
Ranks‘  capital amounts and classification are also subject to  qualitative judgnicnts by  the  regulators about compo- 
nents, risk weightings and other factors. 
Quantitative measures establishcd by regulation to ctisure capital adequacy require the Corporation and Banks to main- 
tain minimum  amounts  arid  ratios of‘lhtal and Tier I  Capital to risk-wcighted assets, and of’l’ier I  Capital to average 
assets. Management  believes,  as  of  December  31,  2006  and  2005,  tllat  the  Corporation  meets  all  capital  adequacy 
rcquirements to which it is subject. 
As  of December  31, 2006, the  most recent notification from the rcspcctive regulatory agencies categorizcd the sub- 
sidiary banks  as well  capitalized under the regulatory  framework  for prompt  corrective action. To  be categorized  as 
wcll capitalized, the banks  must maintain minimum total risk-based, Tier I risk-bascd and Tier I leveragc ratios as set 
forth  in  the table. Therc are nn conditions or cvents since that  notification that managcment believes havc changed 
the banks‘ category. 

NOTES 'ro CONSOLIDATED 

FINANCIAL STATEMENTS 

F I R S T   F I N A N C I A L  CORPORATION 

'The following table presents thc actual arid  required capital anwunts and related  ratios  for thc Corporation attd  First 
lhancial Hank, N.A., at year cnd 2006 and 2005. 

(i)ollar  ariiouiiis i n  thous;inds) 
Total risk-based capital 
Corporation - 2006 
Corporation - 2005 
First Financial  Rank - 2006 
First Financial  Bank - 2005 

Tier T risk-based capital 
Corporation - 2006 
Corporation - 2005 
First Finaiicial Bank - 2006 
First Financial Rank - 2005 
, ,. Iier 1 levcrage capital 
Corporation - 2006 
Corporation - 2005 
First Financial  Bank - 2006 
First Financial  Bank - 2005 

Actual 

For Capital 
Adequacy Purposes 

To  Be Well Capitalized 
Under Prompt Corrective 
Actlon Provlslons 

Amount 

Ratio 

Amount 

Ratio 

Amount 

Ratio 

$283,226  17.78% 
273,207  16.99% 
272,455  17.74% 
262,282  17.09% 

$127,423  8.00%) 
128,637  8.00% 
122,834  8.00'%) 
122,804 
8.00(Yo 

NIA 
NIA 
153,542 
153,506 

NIA 
NIA 
10.00% 
10.00% 

$267,057  16.77?44 
257,165  15.33% 
259,43 1 
I 6.90'%) 
16.20% 
248,727 

$63,71 1 
4.00% 
64,319  4.00% 
61,417  4.00% 
61,402  4.00%) 

NIA 
NIA 
92,125 
92, 103 

$267,057  12.43% 
257,165  11.89%) 
25O,43 1 
12.48% 
248,727  11.94% 

$85,319  4.00(% 
86,532  4.00% 
83,146  4.00% 
83,355  4.00'%) 

NIA 
NIA 
103,932 
1 04,194 

NIA 
NIA 
6.00% 
6.00% 

NIA 
N I A  
5.00% 
5.00% 

17.  PARENT COMPANY CONDENSED FINANCIAL STATEMENTS: 

The parcnt company's condensed balance sheers AS of December 3 1 ,  2006 arid 2005, and thr related condcnsed state- 
tnents of inconie and cash flows for each ofthe three ycm in  the period ended Deceiiihcr 3 I ,   2006, are AS  follows: 

CONDENSED BALANCE SHEETS 

( n O l h  ~ I l l O l l I l ~ S  
ASSETS 

I11 dKJLlSat1dS) 

Cash deposits in afiliated baiiks 
Investments in subsidiaries 
T ~ n d  arid headquarters huildjng, net 
Other 

TO'IAL ASSETS 

LIABILITIES AND SHAREHOLDERS' EQUITY 

Liahilities 

Borrowings  (including $4.0  rnillion from subsidiary) 
Dividends payahlc 
Other liabilitics 

TO'IAL. LIARICITIES 

Shareholders' equity 

'TOTAL LIAI~II.I'I~~F~S 

AND  SIIAKEHC)I.I)F.RS' EQUITY 

December 31, 

2006 

2005 

$  7,730 
270,693 
6,043 
9,120 
$293,586 

$  1.0,636 
5,708 
5,982 
22,326 

27 1,260 

$293,586 

$  8,364 
267,335 
6,244 
8,613 
$290,556 

$  10,636 
5,603 
4,994 
2 1,233 

269,323 

$290,556 

NOTES TO  CONSOL1 DATED  FINANCIAL STATEMENTS 

2 0 0 6 A N N U A L   R E P O R T  

CONDENSED STATEMENTS OF INCOME 

(uollal , I f l l O l l l l t \   I f 1   t h O l l \ d t l d S )  
Dividend s from subsid i aries 
Other income 
Interest on borrowings 
Other operating expenses 

Income before income taxes and equity 

in  undistrihuted earnings of subsidiaries 

Income tax benefit 

Income bcfore equity in undistrihuted 
earnings of subsidiaries 

Equity in undistributed  (dividends in excess of) earnings ofsiiLlsidiaries 

Net income 

CONDENSED STATEMENTS OF CASH FLOWS 

(Dollar artioiiiits iri  thousands) 

CASH FLOWS FROM OPERATING ACTIVITIES: 
Net income 

Adjustments to reconcile net  income to  net cash 

provided by operating activities: 

Provision for depreciation and amortization 
Equity in unciisrrihuted earnings 

(dividends in exccss of) of subsidiaries 

Contribution of shares to ES01' 
Increase  (decrease) in other liabilities 
(Increase) decrease in other Lissct5 

NET CASH FROM  OPERA'IING AC'I'IVITIES 

CASH FLOWS FROM INVESTING ACTIVITIES: 

Purchasc of furniture and fixtures 

N u  CASH  PROM INVESTING ACTIVITIES 

CASH FLOWS FROM FINANCING ACTIVITIES: 

l'rincipal  payments on long-term borrowings 
Purchase of treasury stock 
Dividends paid 

NET CAS11  PROM  FINANCING AcTlvl'l'les 
NET (DECREASE) 
CASH, BEGINNING OF YEAR 
CASH,  END OF YkAR 

INC:KLASE IN CASH 

Supplemenral disclosures of' cash flow information: 
Cash  j x d  during the year for: 

I nteres t 

Income taxcs 

Years Ended December 31, 
200s 
$33,828 
1,013 
(343) 
(3,017) 

2006 
$14,192 
984 
(615) 
(3,074 1 

2004 
$13,670 
967 
(703) 
(2,931) 

I I ,4X7 
1121 

3 0 3 8  1 
1,177 

1 1,003 
309 

L 

12,608 

32,058 

11,912 

1 0,93 1 
$23,539 

(9,004) 

$23,054 

16,037 
$28,009 

Years Ended December 31. 

PO06 

2005 

2004 

$23,539 

$23,054 

$28,009 

260 

258 

206 

(1 0,931) 
1,164 
872 
(227) 

14,677 

9,004 
1,144 
479 
(392) 

33,547 

(16,097) 
1,163 
416 
869 
14,566 

(43 1 
(43 1 

(325 ) 
(325 ) 

- 

(4,087) 
( 1   1,181) 
(1 5,268) 
(634) 
8,364 
$  7,730 

( 1  8,000 ) 
(5,783 ) 
(10,779) 
(34,568) 
( 1,346 ) 
9,7 10 
$  8,364 

- 
- 

- 

(2,330) 
(1 0,155 ) 
(12,485) 
2,08 1 
7,629 
$  9,710 

$ 

943 

$11,202 

$ 

938 

$  678 

$  5,413 

$  6,501 

NOTES TO  C0NSOLII)ATED  FINANCIAL STATEMENTS 

F I R S T   F I N A N C I A L  C O R P O R A T I O N  

18. SELECTED QUARTERLY DATA (UNAUDITED) 

(1 >oll:t r  ;i niou n ts in thousands) 
March 31 
June 30 
September 30 
December 3 1 

(nollai- amounts in thousands) 
March3 1 
June 30 
Scpterriber 30 
Deceinher 3 1 

interest 
Income 
$31,423 
$32,777 
$33,012 
$33,620 

Interest 
Expense 
$13,027 
$14,266 
$14,768 
$15,068 

Interest 
Income 
$29,365 
$23,776 
$30,893 
$31,613 

Interest 
Expense 
$1 1,022 
$11,498 
$12,208 
$12,741 

2006 

Net 
Interest 
Income 
$18,396 
$18,511 
$18,244 
$18,552 

Provision 
for Loan 
Losses 
$2,203 
$  645 
$2,495 
$1,640 

2005 

Net 
Interest 
Income 
$18,343 
$  8,278 
!$  8,685 
$  8,872 

Provision 
for Loan 
Losses 
$2,223 
$3,783 
$2,608 
$3,084 

Net 
Income 
$5,503 
$6,425 
$5,455 
$6,150 

Net Income 
Per Share 
$  .41 
$  .48 
$  .41 
.47 
!$ 

Net 

Net Income 
Income  Per Share 
$6,311 
$4,992 
$6,323 
$5,428 

$  .48 
$  3 7  
$  .46 
$  -41 

REPORT OF INDEPENDENT REGISTEKED PUBLIC ACCOUNTING FIRM 
ON FINANCIAL STATEMENTS 

To  the Sharcholders and Board of Ilircctors of First Financial  Corporation: 

We  have audited  thc accorripanying consolidared  balance sheets of  First  Financial Corporation  as  of Decerriber 31, 
2006 and 2005, and  the  related  consolidated  srarenients of income, changes in shareholders‘ equity, and  cash flows for 
each of the three ycars in die period ended Dccettiber  31, 2006. These  financial statements are  the  rcsporisibility of the 
Corporation’s management.  Our responsibility is  to express an opinion on  these financial statements based on our audits. 
Wc  conducred  our audits  i n   accorclance with  the  standards of  the  Public  Company Accounting (hcrsighr  Board 
(United States). ‘I’hose standards require that we plan and perform  the audit to obtain reasonable assuratice about whether 
the financial statements are free of material misstatement.  An audit includes examining, on a test basis, evidence support- 
ing the amounts  arid  disclosures i t i   the  finaricial statements. An  audit also  includes assessing the  accounting principles 
used and significant estimates  made by  management, as well as evaluating thc overall financial statement presentation. We 
believe that our audits provide a reasonable basis for our opinion. 

I n   our opinion,  the  consolidated  financial statements referred  to  above  prcscnt  f-airly, in  all  matcrial  respects,  the 
financial position o f  I . h t  Financial Corporation as of Deccrnber 31, 2006 and 2005, and  tlie results of its opcrarions and 
its  cash  flows  for  each  of  the  three years  in  the  period  ended  December  3 1,  2006,  in conformity with  U.S.  generally 
accepted accounting principles. 

We have also audi red, in accordance with tlie standards of thc Public Company Accoun ring Oversight  Board  (United 
States), the  effectiveness  of  First  Financial Corporation’s  internal  control  over  financial reporting  as  of  Decerriber  31, 
2006,  based  on  criteria csrablished in  lnternal  Control-Integrated  Framework issued  by  thc  Corrirriittee of  Sponsoring 
Organizations of the Treadway Commission, arid our report, dated  February 23, 2007, expressed an unqualjfied  opinion 
thereon. 

Indianapolis, Indiana 
February 23,2007 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOLJNIING FIKM 
ON IN’I’ERNAL C O N T R O L  O V E R  FINANCIAL REPORTING 

2 0 0 6   A N N U A L   R E P O R T  

To  thc Sharcholders and Board  of Directors of First Financial Corporation: 

We  have audited  management’s assessnient, includcd in  the accompanying “Keport on  Internal Control Over  Financial 
Keporting,” that First  Financial Corporation  (Chporation) maintained  effective internal control ovcr financial reporting as 
of Lkcember 3 1, 2006, hascd  on criteria established in  “Internal Control-Integrated  Framcwork  issucd by the Cornmittee 
of Sponsoring  Organizations  of the Treadway Coinniissioii  (COSO). Firs1 1:inancial Corporation’s management  is responsi- 
ble  for  rriairitairiing effective internal  control  over  f;nancial  reporting  and for  its  assesslnent  of the  cffcctivcncss of internal 
coritrol over financial reporting.  Our rcsponsibility is  to express an opinion on nianagcnicnt’s asscssnicnt  and  an  opinion  on 
the effectiveness of thc Corporation’s internal control over financial rcporting bascd on our audit. 

We  c o n h c t c d   our  audit  i n   accordatice  with  the  standards  of  thc  Public  Company  Accounting  Oversight  Board 
(United  Statcs). Tliosc  standards  require that we  plan  and  perform  thc audit  to  obiain  rewmahle  assurance about whcthcr 
effective intcrnal control  over  financial reporting was  niaintaincd  in all  rriaterial  respects.  O u r  audit  includcd  obtaining  an 
understanding of intcrnal conirol  over  financial reporting,  cvaluating managernetit’s assessment,  testing  and  evaluating thc 
design and  operating cffcctiveness of internal control,  and pcrforrning  such  other p-ocedures  as  we  considcrcd  ncccssary in 
the circumstances. Wc bclicvc that our audit provides a reasonahlc hasis  for our opinion. 

A company’s intcrnal  control  over  financial reporting  is  a  proccss  designed  to  provide  reasonable assiiraiicc rcgarding 
the  reliability  of  finaiicial  reporting  and  the  preparation  of  financial  statements  for  external  purposcs  in  accordatice with 
U.S. gcncrally accepted accounting principles. A company’s internal  control  over  financial rcporting  includes those policies 
and  procedures  that  (1) pertain  to  thc  iiiai ntenance  of  records  that,  in  rcasonablc dctail,  accurately and  fairly  reflect  thc 
transactions and dispositions of the assets o f  the company; (2) providc reasonalde assurance that transactions  arc rccorded as 
necessary to  pcrnmit  preparation  of financial statcnicnts in accordatice with  U.  S. generally acccptcd accounting principles, 
a n d  that  receipts  and cxpcndiiures  of the  coinpany arc bcing  made  only  in  accordance with  authorizations  or rnariagement 
and  directors of thc  company;  and  (3) provide  reasonablc assurance regarding prevention  or timely  dctection  of’ unautho- 
rized  acquisition, use, or disposition of the company’s assets that could have a rnaterial effect on the f h n c i a l  staternents. 

Bccause  o f  its  inherent  limitations,  intcrnal  control  over  financial rcporting  rnay  not  prevent  or detect  niisstatcnictiis. 
Also, projections of any evaluation of cffcctivetiess to future periods  arc subject to  the risk  that controls may hccorne inade- 
quate because of cliangcs in conditions, or that the dcgrcc of cornpliance with  the policies or proccdurcs  may deteriorate. 

In our  opinion,  managenicnt’s assessrnent  that  First  Financial  Corporation  maintained  effectivc  internal  control  over 
financial  reporting  as  of  December  31, 2006,  is  fairly  stated,  in  all  material  respccts,  hascd  on  criteria  establislicd  in 
“Internal  Control-l  ntegrated  F r a m e w o r k   issued  b y   the  Comniittee  of  Sponsoring  Organizations  of  thc Trcadway 
Commission  (COSO). Also  in o u r  opinion, First  t:inaticial Corporation maintained,  in  all material respects, cffcctivc inter- 
nal control ovcr  financial r e p r t i n g  as  of Dcccrnber  3 1 , 2006, based  on critcria  cstahlished i n   “ Internal Control-Intcgrated 
Framework“ issucd hy  the Committee of Sponsoring Organizations  of the Trcadway Cornrnission  (COSO). 

We  have also audited,  in  accordatice with  the  standards  of the  Public Conipany Accounting Oversight  Board  (Unitcd 
States),  the  coiisolidatcd  balance  sheets as  of  Deccnibcr  31, 2006  a n d   2005,  and  thc  rclated  consoliclated  statenicnts  of 
income, changcs in shareholders’ equity, and cash  flows for  each of the  thrcc ycars  in  the period  ended Dcccmher  31, 2006 
of First Financial Corporation a n d  our rcport  dated  Ikbruai-y 23, 2007 cxprcssed an  urirlu:iJified  opinion. 

Indianapolis,  L ridiana 
February 23,2007 

F I R S T   F I N A N C I A L   C O R P O R A T I O N  

MANAGEMENT’S REPORT O N  INTERNAL CONTROL 
OVER FINANCIAL REPORTING 

The nianagernent  of  First  Financial  Corporation  (die  “Corporation”) has  prepared  and  is  rcsptisible  for  the  preparation 
and accuracy (:if the consolidated financial stateinciits and relatcd  linancial information includcd i n  the Annual  Keport. 
T h e  tnanagcmcni  of the Corporation  is  rcspotisible  for  cslablishing  and  rriaintaining  adequate internal  control  ovcr  (;tian- 
cid reporting  as clefincd  in  Kulrs  13a-l5(f) and  15d-1 5(f) undcr  the  Securitics  Exchange  Act  of  1334. T h c  Corporation’s 
internal  control  ovcr  financial  reporci rig  is  designed  to  providc  reasonablc  assurance  regarding  the  rrliability  of  financial 
reporting  and the prepintion  of f;nancial  statements  for cxtertial  purposes  in  accordance  with  gencrally accepted  accoutit- 
ing principles.  The Corporation’s  interrial  control ovcr  firiancial  rcpori ing  includcs  diose  policies  and  procedures  that:  (i) 
pertain  to the tnaintcnance  of records  ihat, in reasonable detail, accurately and Iiirly  reflect  the iransactions  and dispositions 
of  the  assets  of the  Corporation;  (ii)  providr  reasotiable  assurance  that  transactions  arc  recorded  as  iiccessary  to  pcrrnii 
preparation  of  financial  statements  in  accordancc  with  gencrally  accepted  accounting  principles,  and  that  1-eceipts and 
expenditures of the Corporation arc hcing made only in accordance with authorizations  of rnariagement  and directors  of‘ the 
Corporation;  and  (iii)  provide  reasonablc  assitrancc regarding  prcverition  or  tirnely  detrction  of  unauthorized  acquisition, 
use or disposition of thc Corporation’s  assets that could havc a inaterial effcct on the financial  statemcnts. 
Bccause of its  inherent limitations,  internal  control ovcr  financial reporting  niay  not  prevent  or detect  misstaterrients. Also, 
projections  of  any evaluation  of  effrctivciiess to h t u r e  periods  arc subject  to  the  risk  that controls  may bccome  jnadcquate 
because of changes in conditions, or that  the dcgrce of conipliatice  with thc policies or procedures  may deterioratc. 
Managemcni  assessed the  Corporation’s  system  of  i titernal  control  over  f;nancial  reporting as  of  Decetnber  3 1, 2006,  in 
relation  to  criteria  for  effective  iniernal  control  over  financial  reporting  as  described  in  “Internal  Control-Integrated 
Framework,”  issued  by  the  Conmiittee  of  Sponsoring  Organiutions  of  the Trradway  Commission.  Hased  on  this  assess- 
ment, niariagement  coiicluded  that,  as of December 3 1, 2006, its system o f  internal control  over financial  reporting  is e f k -  
tive and meets the criteria oK the “Intcrnal Control-Integrated  Frarnework.” 
Crowc Chizek  and C::ornpany  LLC,  indcpcndent  registcred  public  accounting firm,  has  issucd  an  attestation  report  dated 
Fchruaty 23, 2007 on managernent’s assessment  of the Corporation’s internal control  over financial rcportirig. 

MANAGEMENT’S D J S ~ U S S ~ ~ N  

AN 11 ANALYSIS 

Management’s  discussion  and  analysis reviews  the  financial  condition  of  First  Fiilaiicial  Corporation  at  Deccmber 3 I ,  2006 
and 2005, and the results of its operations  for the three years ended  Ueceinbcr  31, 2006. Where appropriate, factors that  may 
affcct future financial  performance  arc  also  discussed. The discussion  should be  read  in conjunction with  the accorripanying 
consolidated  financial statements, relatcd  f‘ootnotes and  selected t;nancial  data. 
A  cautionary  note a b o ~ t t  forward-looking statcrnents: In its oral aiid written coniniunication,  First  Financial Corporation froni 
time to time includes forward-lookjng staternents, within  the mcanirig of the Private Securities Litigation  Keforni Act of 1395. 
Such  forward-looking  statcrnents can  include  statements  about  estimated  cost  savings, plans  and  objectives  for  future  opera- 
tions and cxpectations abotit perfortnance, as well  as econorriic and market  conditions  and trcnds. They often  can bc identified 
hy  the  usc  of  words such  as “expcct,” “niay,” “could,” “intend,” “project,” “estiriiate,” “believe” or “anticipate.” First  I h n c i a l  
C:orporation  may  include forward-looking statements in filings with the Securitics and  Exchange Commission,  in other written 
materials such  as  this Annual  Keport  arid  in oral statements  rnade  by  senior niailagerrient to analysts, invcstnrs, reprcseritatives 
of the media and others. It is iritendcd ihat thesc forward-looking stateiiiciits  speak only as of thc date thcy are made, and  First 
Financial  Corporation  undertakes  no  obligation  to  upciatc  any  forward-looking  staretilent  to  reflect  events  or circutnstances 
aftcr  die date on whjcli the forward-looking statement is  made or to reflect the occwretice of unanticipatcd events. 
By  their  nature,  forward-looking statenicnts  are bascd  on assumptions  and are subject to  rislrs,  uncertainties and  other  factors. 
Actual  results  rnay  diffcr  rnaterially  from  those  contained  in thc  forward-looking  statement.  The  discussion  in  this 
“Managerncnt‘s Discussion  and Analysis of  Results  of  Operations  a t i d   Financial  Conditiotl”  lists  so~rie of  the  factors which 
could  c ~ u s e  actual  results  to  vary  materially  from  those  in  m y  forward-looking  statciiietits.  Other  uncertainties  which  cotild 
affect First  Financial Chporation’s fiitiire perhmiancc  include the effects of‘competition,  technological  changes and regulatory 
developmcnts;  changes  in  fiscal,  monetary and  tax  policies;  market,  economic,  operational,  liquidity,  credit  and  inwrest  rate 
risks associated with  First  Financial Corporation’s  business; inflation; compciition  in  the financial services industry; changes in 
gcneral econortiic conditions, either  natioiially  or regionally, rcsulting  in, among other  things,  credit  quality deterioration;  aiid 
changes in sccurities markets.  Invcstors  should  consider  these  risks,  uncertainties  and  other  factors  in addition  to  those  incti- 
tioned  by First  Ikancial  Corporation in its other filings from  time to time when  corisiilering any fonvard-looking st-atemcnt. 

MANAGEMENT’S DISCUSSION AND ANALYSTS 

2 0 0 6   ANNUAL  R E P O R T  

First  1:inancial Corporation  (the (::orporatiori)  is  a  financial  serviccs  cotripany. ‘I’he  Corporation, which  is  hcadquarccrcd  in 
Terre  Haute,  Ind.,  offers  a  wide  variety  of  financial  services including  commercial,  mortgage  and  consiimer  lcnding,  lease 
firiancing, trust  account  services and  depositor  services thrwgh  its  three  subsidiaries.  At  the  close of  business  in  2006  the 
Corporation and its suhsidiaries had 798 full-time equivalent  erriployees. 
First  Jyiriancial Hank  is  the largest bank in Vigo  County, Itid. It operates  12 full-service hanking branches within  the coutity; 
five  in  Clay  Count.y,  Ind.;  one  in  Greenc  County,  I d . ;  ttirec  in  Knox  County,  Itid.; five  in  Parke  Cyounty,  lnd.; one  in 
I’utnani  County, Incl.,  five in Sullivan County, I d . ;  four in Vermillion  County, I d . ;  one in Clark County, Ill.; one in Coles 
County,  111.;  three  in  Crawf‘ord  County,  Ill.;  one  in  Jasper  County,  I l l . ;   two  in  Lawrence  County,  TI].:  two i n   Richland 
County, Ill.;  one in  Vermilion  County, Ill.;  and one in Wayne County, Ill.  In  addition  to  its brandies, it has a main  crfficc in 
downtown ‘Ycrre Haute and a  50,000-square-foot  comrriercial building  on South Third  Street in ’Jtrrc Haute, which serves as 
the  Corporation’s  operations  cetiicr  and  provides  additic-)tial office space.  Morris  Plan  has oiic  ofice and  is  located  in Vigo 
C h i n  ty. 
First  Financial  Bank and Morris  Plan  face cornpctition  from  other fitiaticial  institutions.  These competitors consist ofcom- 
rncrcial  batiks,  a  niuttral  savings  bank  a d  other  financial  institutions,  incluciing  consuiiie1- finance  cornpanics,  insurance 
companies, brokerage f i r m  and credit  unions. 
The Corporation’s business activi tics are cerilercd in west-central  Indiana and east-central Illinois. The Corporation has  no for- 
eign activities other than periodically investing available funds in  time deposits held in foreign brandies of doniestic banlci. 
Forrest Sherer Inc. is  a prcniier  regional supplier of insurance, surety and other  financial products. The Forrest  Shcrer  brand  is 
well  recognized in the  Midwest, wiih  more  than  6 2  professionals and over  85 years  of succcssfill service to both  businesses arid 
households  in their market area. The agcncy has represcntation  agrccments  with  tiiort than  40 regional and national  insurers to 
market their products of property arid casualty insurance, surety lmnds, ernploycc benefit  platis, life irisurancc and arinuitics. 

CRITICAL ACCOUNTING POLICIES AND ESTIMATES 
The Management’s Discussion and Analysis of t;inancial  Condition and  Kesults  of Operations, as well  ;1s  disclosures found else- 
where in this report arc based  upon First Financial Corporation’s consolidated  financial st;iiefiicnts, which  have been prepared  in 
accordance  with  accounting  principles  generally acccptcd  in  the  United  States of America. ‘I’hc preparat.ion of  these  financial 
statements  requires the Corporation to make estimates and  judgments  that  affect  the  reported  amounts of 
enues, and expenses.  Material estirnatcs that are particularly susceptible to significant change i t i   the near term  relate to thc dcter- 
mination of the allowance for loan  losscs and goodwill. Actual results could differ from those estimates. 

Allowance for loan  losses. The allowance  for loan  losscs represents  management’s estimate of losscs inherent  in  the  existing 
loan  portfolio. The allowance for loan losses is  increased by  the provision  for  loan losses charged  to expense and reduced  hy 
loans charged off, net of recoveries. ‘I’he allowa~ice for loan losses  is  determined bascd on managcment’s assessmait  of several 
factors:  reviews and evaluations  of specific loans, changes in the nature and  voluiiic of the  loan portfolic), current econorriic 
condiiions  and the related impact on  scgiiients of the loan portfolio, historical loan loss experience and the level  of classified 
and nonpcrformirig loans. 
I m i i s  are  considered  impaired  if,  based  011  current  information  and  events,  it  is  probable  that  the  Corporation  will  be 
unable  10  collect the schcduled payments  of principal  or  interest according to the contractual  t e r m  of the loan  agreement. 
When a  loan  is  deeinetl  irnpaircd, impairment is meastired  hy using  the fair value o f  underlying collateral,  the presetit  value 
of  the  future  cash  flcrws  discounted  at  the cffcctive interest  rate  stipulated  in  the  loan  agreement,  or  ihc estimated  rnarkct 
value  of  the loan.  In  rrieasuring the  fair  valiic  of  the  collatcral,  man;ige:emcnt uses  assumptions  (e.g.,  discount  rate)  and 
rriethodologies (e.g., comparison  to the  recent  selling price of similar assets) consistent with rhose  that would  be  utilized  by 
unrelatcd  third  parties. 
Changes  i n  the financial condition of iridividual borrowers, ccononiic conditions, historical  loss experience, or the condition 
of the various markets  i n  which collateral  may bc sold  may  affect the  required  level o f  the allowance for  loan  losses and  the 
associated provision for loan  losscs. Should cash  flow assurnpiions or market  conditions  change, a different amount may  be 
recorded  for the allowance for loan losscs and the associated provision  for loan losses. 
Goodwill. ‘I’he carrying value of goodwill requires  management  to use  estimates and assumptions ahout the fair value of the 
reporting  unit  compared  to its book value.  A n  irripairment  analysis is prepared  ~n an annual basis.  Fair values of the report- 
ing units  are detcrmined  by  an  analysis which  considers cash  flows strcams,  profitahility  and estimated  niarkct  values of‘ the 
repctrting m i t .  The majority of the C o r p o r a h i ’ s  goodwill is recorded at Forest Slicrcr, Inc. 

Management bclicves the accoun tirig estimates related  to the allowance for loan losses arid the valuation  of goodwill are “critical 
accounting estimates“  because:  (1 )  the  estimates  are  highly susceptible  to  change  from  period  to period  because  they  require 
management  lo riiakc assuiiiptioris conccrning, among oiher factors,  the changes in  the types atirl volumes of the portlnlios, val- 
uation  assumptions, arid economic conditions,  and (2) the impact of recognizing an irnpairmcnt  or loan loss could have a mate- 
rial effect on the Corporation’s assets reported on the balancc sheet as well as net income. 

RESULTS OF OPERATIONS - SUMMARY FOR  2006 

F I R S T   F I N A N C I A L   C O R P O R A T I O N  

Nct  incornc for  2006 was  $23.5 million,  or  $1.77 per  share. ‘l’his represents a  2.1%) incrcasc  i n   tier  income and  a 
2.9% increase in earnings  per  share, cornpared  to 2005. Keturn  on  asscts  a t  Decernber  31, 2006 increased 2.8%) to 
1.109’0  cornpared  to  1.07% at Dcccmber 31, 2005. 

NET INTEREST INCOME 

‘I‘he primipal  sourcc  of the  Corporation’s earnings  is  net  in terest  income, which  represents thc  difference benveen 
interest earned oti loans and investments and thc interest cost associated with  deposits and other soiirces of funding. 
Net  interest income  declined  slightly in  2006  a t  $73.7 million  coniparcd  to  $74.2 rriilliori  in  2005. Total  avcragc 
intcrest-earning ‘issets remained at $2.01  billion in 2006, which was  unchanged  from 2005. ‘I’he tax equivalent yield 
oti these ‘issets increased to 6.770/0 in 2006 from 6.28%) in 2005. Total civerage interest-bearing liahilities of $1.71 bil- 
lion  in  2005  deueased  to  $1.64 billiori  in  2006.  The  avcragc cost  of  these interest-bearing  liabilities increased to 
3.48% in 2006 from 2.77%  in 2005. 
The net  interest rriargin  increased slightly from 3.92% in 2005 to  3.93% in 2006. This increase was  primarily  the 
rcsult of increased funding provided  by  non-interest bearing  liabilities. Exning asset yield\ incrcascd 49 basis points 
while the rate on i n  tcrcst-bearing liabilities increascd by 71 basis points. 
The following t h l e  sets forth  the comporierirs of net  interest income due to changes in volurnc and  rate. The table 
information compares 2006 to 2005 and 2005 to 2004. 

(Dollar minuiirs  i n  rhousands~ 
lritcrcst  earned o n  

inierest-earning assets: 

Loans  (1) 
(2) 
Taxahle investment 

securities 

‘l’ax-cxcrnpt investment 

securities  ( 2 )  
Federal funds sold 

Total  interest  income 

Interest paid  on 

interest-bcaring liabilities: 
’ I’ransaction accounts 
Time deposits 
Short-term borrowings 
Other borrowings 
Total interest expense 
Nct iritcrcst  income 

2006 Compared to 2005 
Increase (Decrease) Due to 

2005 Compared to 2004 
Increase (Decrease) Due to 

Volume 

Rate 

Volume/ 
Rate 

Total 

Volume 

Rate 

Volume/ 
Rate 

Total 

$(3,842)  $  7,662 

$  (304) $  3,516 

$  (726)  $  4,502 

$ 

( 3 7 )   $  3,829 

1,875 

2,878 

321 

5,074 

(564) 

2,129 

( 7 8 )  

1,487 

(835) 
302 
~  - - -  
88 
21 2 
~~-~ 
(1,577) 
(1,913) 

(1,726) 
446 
4,036 

238 
175 
10,053 

(‘147) 
45 
5,819 

546 
234 
9,430 

56 
189 
130 

6 
31 
54 

(765) 
80 1 
(304) 
(750) 
(1,018) 
$  (553) 
~

5,138 
5,276 
437 
360 
11,211 
$  (258)  $  587 

(559) 
210 
(170) 
( 1 4 )  
(533) 

3,814 
6,287 

(37) 
(404) 

9,660 

206 
16 
( 6 5 3 )  
(1,054) 
( 1 , 4 8 5 )  

$  (230)  $  (428)  $ 

2,804 
314 
1,169 
614 
4,901 
918 

I49 
- 
(750) 
( 3 2 )  
(633) 

$  763 

3 ,  I59 
330 
(234) 
(472) 

2,783 
$  1,253 

~

~

~

~

-

~

-

( I )   For purposes of these comput<\tions, nonaccluing loans are included in thc daily average loan ainourits out3tanding. 
(2)  Interest incorne includes the effect of tax equivalent adjustrnents using a federal cax rate of 35%. 

 
RESULTS OF  OPERA’TIONS - SUMMARY FOR  2006 

2 0 0 6   A N N U A L   R E P O R T  

PROVISION FOR LOAN LOSSES 

The provision  for  loan  losses charged  to  expense is  based  upon  credit loss experience  and  the  results of  a  detailed 
analysis  estimating an  appropriate and  adequate allowmce  for Joan  losscs. The analysis  includes  the cvalucuion of 
impaired  loans a 5  prescribed  under Statement of Financial Accounting Standards (SFAS) Nos.  1 I4 and  I  18, pooled 
l o ~ n s  as prescribed  under SFAS No.  5, and econornic  and other risk factors as  outlined in various Joint Interagency 
Staterncnts issued by  the bank  regulatory  agencies. For  the year  ended December 3 1 ,  2006, the  provision  for loan 
losses waq  $7.0 million,  a n  de~reasc of  $4.7  million,  or 40.3%, umqured to  2005. The decrcw WAS the  result of 
severdl component\ related to the analysis of the Corporation’s Allowmce for Loan and Tmse Losces. 

Net charge-off\ for 2006  were $6.8 million  as compared  to $15.6  tnillion for 2005.  Credit quality concerns were 
addressed  in  2005  and  reduced  charge-off5  and  lower  proviion for  loan  losse5  were  experienced  in  2006.  At 
December  31,  2006,  the  resulting allowilahle at 
these locations 

I 

I 
I 
I 

FRST  FINANCIAL CORPORATION 
ONE FIRST FINANCIAL PLAZA 
TERRE HAUTE,  INDLANA 47807 
812-238-6000  800-5 11-0045 

www. firs t-online. corn 

1 

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