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>  CORPORATE PROFILE  <



Southern Missouri Bancorp, Inc. (NASDAQ: SMBC) is the holding company for Southern Missouri Bank & Trust Company (Southern Missouri Bank). While the company's history goes back 117 years, the past 5 years have truly marked a significant change in company focus and performance.


In recent years, the bank's management team has succeeded in generating increased growth and improved profitability by building the bank's core businesses, while successfully introducing new, higher-margin products. This new growth represents a marked departure from past practices.







>  TABLE of CONTENTS  <

Letter to Shareholders 2
Common Share Data 8
Financial Review 9
Report from Independent
   Registered Public Accounting Firm
20
Consolidated Financial Statements 22
Notes to Consolidated Financial Statements 27
Corporate and Investor Information 48
Directors and Officers 49


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>  FINANCIAL HIGHLIGHTS  <

2004 2003 CHANGE(%)
EARNINGS (dollars in thousands)            
   Net interest income $   9,155    $   9,284    (1.4)
   Provision for possible loan losses 275    330    (16.7)
   Other income 1,875    1,415    32.5 
   Other expense 6,445    6,165    4.5 
   Income taxes 1,427    1,466    (2.7)
   Net income 2,883    2,738    5.3 
         
         
         
PER COMMON SHARE          
   Net income:          
      Basic $    1.27    $    1.17    8.5 
      Diluted 1.23    1.14    7.9 
   Tangible book value 10.26    9.58    7.1 
   Closing market price 15.76    12.70    24.1 
Cash dividends declared .36    .28    28.6 
         
AT YEAR-END (dollars in thousands)          
   Total assets $ 311,893    $ 279,455    11.6 
   Loans, net of allowance 248,355    222,840    11.4 
   Reserves as a percent of nonperforming loans 1460.14% 2062.59%  
   Deposits $ 211,959    $ 194,532    9.0 
   Stockholders' equity 25,952    25,108    3.4 
FINANCIAL RATIOS          
   Return on stockholders' equity 11.09% 11.08%  
   Return on assets .98    1.00     
   Net interest margin 3.28    3.57     
   Efficiency ratio 58.40    57.52     
   Allowance for possible loan losses to loans .80    .81     
   Equity to average assets at year-end 8.40    9.02     
OTHER DATA(1)          
   Common shares outstanding 2,262,004    2,306,920     
   Average common and equivalent
      shares outstanding
2,335,300    2,398,360     
   Stockholders of record 288    301     
   Full-time equivalent employees 90    88     
   Assets per employee (in thousands) $ 3,465    $ 3,176     
   Banking offices 8    8     

(1) Other data is as of year-end, except for average shares.
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>  LETTER to SHAREHOLDERS  <





Dear Shareholder,

2004 saw the completion of our transformation from a traditional savings & loan to a full-service commercial bank.

    The five-year transformation to a commercial bank was completed this year, culminating in a charter conversion on June 28, 2004. The Company converted from an OTS holding company to a Federal Reserve holding company and the bank converted to a Missouri chartered trust company with banking powers.
   Earnings increased 5.3% from $2,738,000 to $2,883,000, with diluted earnings per share rising 7.9% from $1.14 to $1.23. These earnings provided a return on average assets of .98% and return on average equity of 11.09%.
    Our core business growth strategies continued to perform very well in another challenging economic year. Loan growth increased from


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$12 million last year to $25 million this year. Deposit growth increased from $6 million to $17 million.
    The Company's ability to achieve steady business growth and increased earnings, even during difficult economic times, gave the Board confidence to authorize the largest dividend increase in the Company's history during the first quarter of the last fiscal year.
    The Board also authorized a two-for-one stock split on September 26, 2003, to encourage more trading volume by making the stock more affordable to small investors.
    The new revenue sources we added in recent years played a critical role in this year's earnings increase. Even as loans and deposits grew this year, net interest income declined due to industry-wide low interest rates that decreased our average interest rate spread 22 basis points. Fortunately, increased non-interest income more than made up the difference.
Non-interest Income More Than Doubled in Two Years
    New bank services introduced over the past few years have created significant new revenue sources. This past year was the first in which all of these new revenue sources generated income for the full 12 months. The combined effect increased non-interest revenue to $1,875,000, which is a 32.5% increase from $1,415,000 in 2003 and a 114.5% increase from 2002's level of $874,000.
    We are especially pleased with this growth in non-interest income because it all comes from recurring sources that should continue to contribute to future earnings.

Interest Earnings Poised to Improve
Our core business remains earning net interest income by attracting deposits and lending those funds to creditworthy businesses and homeowners.
    Good news came in June and August when the

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Federal Reserve increased interest rates at two successive meetings. Management chose to forego some earnings last year to position assets for even better interest earnings when the inevitable rise in interest rates finally arrived.

Protecting Our Profits
    The recent economic climate caused two serious
challenges at many banks - declining loan growth and increasing loan losses. Under the leadership of Jim Duncan, Executive Vice President and Chairman of the Loan Department, I am proud to say our Bank avoided both of those problems.
    Total loans grew 11.4%, even as business owners remained cautious and homeowners continued to refinance, moving loans from the

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Bank's balance sheet to the secondary market. Since Jim joined the Bank in 1999, loans have grown steadily, from $118 million to $248 million.
    Even more important than growth is a bank's ability to avoid loan losses, especially during challenging economic times. I am pleased to report that non-performing loans have dropped from .42% to 0.05% of total loans over the past five years, protecting our hard-won profit gains.
New Ways to Reduce Operating Costs
    We successfully completed our transition from land lines to wireless transmission of both voice and data communications, which should reduce annual operating expenses.
    We also made significant strides in reducing account statement production and delivery costs. Thousands of accounts now receive emailed

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statements, eliminating the printing, manual assembly and postage costs of traditional statements. Several hundred more customers are receiving combined statements that show information for several accounts on one document.
    Both of these programs help shareholders and customers. Shareholder profits increase with lower operating costs. Customers appreciate receiving and storing emailed statements on their computers, and having the information about all of their accounts on one document for easy reference.

A Special Thank You
    Two long-standing members of our Board, Leonard Ehlers and Thadis Seifert, will retire at
this year's annual meeting. Both have made countless contributions to this Company.
    Leonard has served on the Board for 44 years, and was the first Chairman after the Company went public in 1994.
    Thadis has been on the Board for 32 years and has been Chairman since 1999. He also served as CEO of our then-savings & loan from 1970 to 1985, during which time the association grew from $22.5 million to $157 million in assets, and from two offices to eight offices.
    On behalf of the board and our shareholders, we deeply thank these fine gentlemen for their decades of outstanding service and leadership.

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In Summary
    With the successful transformation to a commercial bank completed, we will be able to concentrate all of our energies on increasing business growth and profitability.
    We will continue to seek opportunities to expand our office network by purchasing other institutions, or building new branches, to supplement the growth from our existing eight-office network.
    We wish to thank our officers and employees for an exceptional year. Our strong loan and deposit growth positions us well for the future challenge of measuring our success against the higher standards of commercial banks.
    Our sincere thanks also go out to you, our shareholders and our customers, whose trust in us makes it possible to pursue new opportunities.

Greg Steffens
President, Southern Missouri Bancorp, Inc.

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>  COMMON SHARE DATA  <

The common stock of the Company is listed on the Nasdaq Stock Market under the symbol "SMBC." The following bar graph sets forth the high, low and closing market prices of the common stock, cash dividends and other information for the last three years.

The following table sets forth per share market price and dividend information for the Company's common stock. As of July 22, 2004, there were approximately 289 stockholders of record. This does not reflect the number of persons or entities who hold stock in nominee or "street name."

2004 High Low Close Book
Value At
End Of
Period
Market Price
To Book Value
Dividends
Declared

4th Quarter (6-30-04) $17.50 $14.70 $15.76 $11.52 136.81% $0.09
3rd Quarter (3-31-04) $15.76 $13.61 $15.40 $11.53 133.56% $0.09
2nd Quarter (12-31-03) $14.55 $13.61 $13.85 $11.40 121.49% $0.09
1st Quarter (9-30-03) $14.37 $12.38 $13.76 $11.16 123.30% $0.09
2003

4th Quarter (6-30-03) $12.88 $12.00 $12.70 $10.94 116.09% $0.07
3rd Quarter (3-31-03) $12.50 $10.48 $12.00 $10.69 112.25% $0.07
2nd Quarter (12-31-02) $11.13 $ 9.12 $10.45 $10.59 98.68% $0.07
1st Quarter (9-30-02) $ 9.55 $ 8.73 $ 9.50 $10.39 91.43% $0.07
2002

4th Quarter (6-30-02) $ 9.97 $ 8.47 $ 9.63 $10.17 94.69% $0.0625
3rd Quarter (3-31-02) $ 8.61 $ 7.88 $ 8.50 $ 9.89 85.95% $0.0625
2nd Quarter (12-31-01) $ 8.23 $ 7.35 $ 8.10 $ 9.65 83.94% $0.0625
1st Quarter (9-30-01) $ 7.88 $ 6.88 $ 7.63 $ 9.56 79.81% $0.0625

Any future dividend declarations and payments are subject to the discretion of the Board of Directors of the Company. The ability of the Company to pay dividends depends primarily on the ability of the Bank to pay dividends to the Company. For a discussion of the restrictions on the Bank's ability to pay dividends, see Note 13 of Notes to Consolidated Financial Statements included elsewhere in this report.


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>  FINANCIAL REVIEW  <




BUSINESS OF THE COMPANY AND THE BANK

    Southern Missouri Bancorp, Inc. (Southern Missouri or Company) is a Missouri corporation and owns all of the outstanding stock of Southern Missouri Bank & Trust Co. (SMBT or the Bank). The Company's earnings are primarily dependent on the operations of the Bank. As a result, the following discussion relates primarily to the operations of the Bank.
    The Bank was originally chartered by the State of Missouri in 1887 and converted from a state-chartered stock savings and loan association to a Federally-chartered stock savings bank effective June 1995. Then, effective February 1998, the Bank converted its charter to a state-chartered stock savings bank. On June 28, 2004, the Bank converted to a state chartered trust company with banking powers. The Bank's deposit accounts are insured up to a maximum of $100,000 by the Savings Association Insurance Fund (SAIF), which is administered by the Federal Deposit Insurance Corporation (FDIC).
    The Bank's primary business consists of attracting deposits from the communities it serves and investing those funds in permanent
loans secured by one-to-four family residences, commercial real estate and commercial business loans. The Company's results of operations are primarily dependent on our net interest margin, which is the difference between the average yield on loans, mortgage-related securities and investments and the average rate paid on deposits, securities sold under agreements to repurchase and borrowings. The net interest margin is affected by economic, regulatory and competitive factors that influence interest rates, loan demand and deposits. Lending activities are funded through the attraction of deposit accounts consisting of checking accounts, passbook accounts, money market deposit accounts, certificate of deposit accounts with terms of 60 months or less, advances from the Federal Home Loan Bank of Des Moines, and securities sold under agreements to repurchase. The Bank currently conducts its business through its home office located in Poplar Bluff and seven full service branch facilities in Poplar Bluff, Van Buren, Dexter, Kennett, Doniphan and Qulin, Missouri.


(dollars in thousands)
At June 30
Financial Condition Data: 2004 2003 2002 2001 2000

Total assets $ 311,893 $ 279,455 $ 266,288 $ 240,494 $ 184,391
Loans receivable, net 248,355 222,840 211,212 180,857 138,425
Mortgage-backed securities 20,994 25,019 22,609 26,224 12,957
Cash, interest-bearing deposits
   and investment securities
23,794 13,602 18,763 19,607 26,425
Deposits 211,959 194,532 188,947 173,281 123,920
Borrowings 64,698 58,734 51,311 41,115 37,000
Stockholders' equity 25,952 25,108 24,511 23,582 21,457
(dollars in thousands)
For The Year Ended June 30
Operating Data: 2004 2003 2002 2001 2000

Interest income $  15,700 $  16,404 $  16,993 $  16,161 $  12,290
Interest expense 6,545 7,120 8,139 9,490 6,919

Net interest income 9,155 9,284 8,854 6,671 5,371
Provision for loan losses 275 330 350 510 215

Net interest income after
   provision for loan losses
8,880 8,954 8,504 6,161 5,156
Noninterest income 1,875 1,415 874 1,447 612
Noninterest expense 6,445 6,165 5,872 5,219 3,758

Income before income taxes 4,310 4,204 3,506 2,389 2,010
Income tax expense 1,427 1,466 1,197 840 690

Net income $   2,883 $   2,738 $   2,309 $   1,549 $   1,320

Basic earnings per common share $    1.27 $    1.17 $      .97 $      .63 $      .52
Diluted earnings per common share $    1.23 $    1.14 $      .95 $      .63 $      .51
Dividends per share $      .36 $      .28 $      .25 $      .25 $      .25

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>  FINANCIAL REVIEW (continued)  <



At June 30

Other Data: 2004 2003 2002 2001 2000

Number of:               
   Real estate loans 2,877   2,842   2,952   2,910   2,811  
   Deposit accounts 16,995   16,455   15,975   15,630   12,887  
   Full service offices 8   8   8   8   8  
              
At Or For The Year Ended June 30
Key Operating Ratios: 2004 2003 2002 2001 2000

Return on assets (net income
   divided by average assets)
.98% 1.00% .91% .71% .77%
Return on average equity (net
   income divided by average equity)
11.09   11.08   9.77   6.86   5.98  
              
Average equity to average assets 8.82   9.02   9.29   10.29   12.84  
              
Interest rate spread (spread between
   weighted average rate on all interest-
   earning assets and all interest-
   bearing liabilities)
3.06   3.29   3.33   2.76   2.60  
              
Net interest margin (net interest
   income as a percentage of average
   interest-earning assets)
3.28   3.57   3.67   3.22   3.22  
              
Noninterest expense to average assets 2.19   2.25   2.31   2.38   2.16  
              
Average interest-earning assets to
   average interest-bearing liabilities
109.42   110.67   110.15   110.26   115.02  
              
Allowance for loan losses to total
   loans (1)
.80   .81   .73   .79   .91  
              
Allowance for loan losses to
   nonperforming loans (1)
1,460.14   2,062.59   466.22   299.08   237.79  
              
Net charge-offs to average out-
   standing loans during the period
.06   .03   .12   .35   .10  
              
Ratio of nonperforming assets
   to total assets(1)
.10   .11   .27   .69   .59  
              
Dividend payout ratio 28.50   23.97   25.46   39.72   48.53  


(1) At end of period



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>  FINANCIAL REVIEW (continued)  <

Management's Discussion and Analysis of Financial Condition and Results of Operations



   Southern Missouri Bancorp, Inc. is a Missouri corporation originally organized for the principal purpose of becoming the holding company of Southern Missouri Savings Bank. The Bank converted from a Federally-chartered stock savings bank to a state-chartered stock savings bank effective February 17, 1998, and subsequently changed its name to Southern Missouri Bank & Trust Co. The Company's state of incorporation changed from Delaware to Missouri effective April 1, 1999. On June 25, 2004, the Bank converted to a state chartered trust company with banking powers, and the Company became a bank holding company supervised by the Federal Reserve.
   The principal business of SMBT consists primarily of attracting deposits from the general public and using such deposits along with wholesale funding from the Federal Home Loan Bank of Des Moines (FHLB) to finance mortgage loans secured by one-to four-family residences, commercial real estate loans and commercial business loans. These funds have also been used to purchase investment securities, mortgage-backed securities, (MBS) U.S. government and federal agency obligations and other permissible securities.
   Southern Missouri's results of operations are primarily dependent on the level of its net interest margin, noninterest income, and its ability to control operating expenses. Net interest margin is dependent primarily on the difference or spread between the average yield earned on interest-earning assets and the average rate paid on interest-bearing liabilities, as well as the relative amounts of these assets and liabilities. Southern Missouri is subject to interest rate risk to the degree that its interest-earning assets mature or reprice at different times, or on a varying basis, from its interest-bearing liabilities.
   Southern Missouri's noninterest income consists primarily of fees charged on transaction and loan accounts and increased cash surrender value of bank owned life insurance ("BOLI"). Southern Missouri's operating expenses include: employee compensation and benefits, occupancy expenses, legal and professional fees, federal deposit insurance premiums, amortization of intangible assets and other general and administrative expenses.
   Southern Missouri's operations are significantly influenced by general economic conditions including monetary and fiscal policies of the U.S. government and the Federal Reserve Board. Additionally, Southern Missouri is subject to policies and regulations issued by financial institution regulatory agencies, including the Federal Deposit Insurance Corporation, the Federal Reserve and the Missouri Division of Finance. Each of these factors may influence interest rates, loan demand, prepayment rates and deposit flows. Interest rates available on competing investments as well as general market interest rates influence the Bank's cost of funds. Lending activities are affected by the demand for financing real estate and other types of loans, which in turn is affected by the interest rates at which such financing may be offered. The Bank intends to continue to focus on its lending programs for one-to four-family residential real estate, commercial real estate, commercial business and consumer financing on loans secured by properties or collateral located primarily in Southeastern Missouri.

FORWARD-LOOKING STATEMENTS
   This document, including information incorporated by reference, contains forward-looking statements about the Company and its subsidiaries which we believe are within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, without limitation, statements with respect to anticipated future operating and financial performance, growth opportunities, interest rates, cost savings and funding advantages expected or anticipated to be realized by management. Words such as "may," "could," "should," "would," "believe," "anticipate," "estimate," "expect," "intend," "plan" and similar expressions are intended to identify these forward looking statements. Forward-looking statements by the Company and its management are based on beliefs, plans, objectives,
goals, expectations, anticipations, estimates and the intentions of management and are not guarantees of future performance. The important factors we discuss below, as well as other factors discussed under the caption "Management's Discussion and Analysis of Financial Condition and Results of Operations" and identified in our filings with the SEC and those presented elsewhere by our management from time to time, could cause actual results to differ materially from those indicated by the forward-looking statements made in this document:
  • the strength of the United States economy in general and the strength of the local economies in which we conduct operations;
  • the effects of, and changes in, trade, monetary and fiscal policies and laws, including interest rate policies of the Federal Reserve Board;
  • inflation, interest rate, market and monetary fluctuations;
  • the timely development and acceptance of our new products and services and the perceived overall value of these products and services by users, including the features, pricing and quality compared to competitors' products and services;
  • the willingness of users to substitute our products and services for products and services of our competitors;
  • the impact of changes in financial services' laws and regulations (including laws concerning taxes, banking, securities and insurance);
  • the impact of technological changes;
  • acquisitions;
  • changes in consumer spending and saving habits; and
  • our success at managing the risks involved in the foregoing.
   The Company disclaims any obligation to update or revise any forward-looking statements based on the occurrence of future events, the receipt of new information, or otherwise.

CRITICAL ACCOUNTING POLICIES
   The Company has established various accounting policies, which govern the application of accounting principles generally accepted in the United States of America in the preparation of our financial statements. Our significant accounting policies are described in the footnotes to the Consolidated Financial Statements. Certain accounting policies involve significant judgments and assumptions by management that have a material impact on the carrying value of certain assets and liabilities; management considers such accounting policies to be critical accounting policies. The judgments and assumptions used by management are based on historical experience and other factors, which are believed to be reasonable under the circumstances. Because of the nature of the judgments and assumptions made by management, actual results could differ from these judgments and estimates that could have a material impact on the carrying values of assets and liabilities and the results of operations of the Company.
   The allowance for losses on loans represents management's best estimate of probable losses in the existing loan portfolio. The allowance for losses on loans is increased by the provision for losses on loans charged to expense and reduced by loans charged off, net of recoveries. The provision for losses on loans is determined based on management's assessment of several factors: reviews and evaluations of specific loans, changes in the nature and volume of the loan portfolio, current economic conditions and the related impact on specific borrowers and industry groups, historical loan loss experience, the level of classified and nonperforming loans and the results of regulatory examinations.
   Integral to the methodology for determining the adequacy of the allowance for loan losses is portfolio segmentation and impairment measurement. Under the Company's methodology, loans are first segmented


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>  FINANCIAL REVIEW (continued)  <



into 1) those comprising large groups of smaller-balance homogeneous loans, including single-family mortgages and installment loans, that are collectively evaluated for impairment and 2) all other loans that are individually evaluated. Those loans in the second category are further segmented utilizing a defined grading system which involves categorizing loans by severity of risk based on conditions that may affect the ability of the borrowers to repay their debt, such as current financial information, collateral valuations, historical payment experience, credit documentation, public information, and current trends. The loans subject to credit classification represent the portion of the portfolio subject to the greatest credit risk and where adjustments to the allowance for losses on loans as a result of provisions and charge-offs are most likely to have a significant impact on operations.
    A periodic review of selected credits (based on loan size and type) is conducted to identify loans with heightened risk or probable losses and to assign risk grades. The primary responsibility for this review rests with the loan administration personnel. This review is supplemented with periodic examination of both selected credits and the credit review process by the applicable regulatory agencies and external auditors. The information from these reviews assists management in the timely identification of problems and potential problems and provides a basis for deciding whether the credit represents a probable loss or risk that should be recognized.
    Loans are considered impaired if, based on current information and events, it is probable that Southern Missouri will be unable to collect the scheduled payments of principal or interest when due according to the contractual terms of the loan agreement. The measurement of impaired loans is generally based on the fair value of the collateral for collateral-dependent loans. If the loan is not collateral-dependent, the measurement of impairment is based on the present value of expected future cash flows discounted at the historical effective interest rate or the observable market price of the loan. In measuring the fair value of the collateral, management uses the assumptions (e.g., discount rates) and methodologies (e.g., comparison to the recent selling price of similar assets) consistent with those that would be utilized by unrelated third parties. Impairment identified through this evaluation process is a component of the allowance for loan losses. If a loan that is individually evaluated for impairment is found to have none, it is grouped together with loans having similar characteristics (e.g., the same risk grade), and an allowance for loan losses is based upon historical average charge-offs for similar loans over the past five years, the historical average charge-off rate for developing trends in the economy, in industries and other factors. For portfolio loans that are evaluated for impairment as part of homogenous pools, an allowance in maintained based upon the average charge-offs for the past five years.
    Changes in the financial condition of individual borrowers, in economic conditions, in historical loss experience and in the conditions of the various markets in which collateral may be sold may all affect the required level of the allowance for losses on loans and the associated provision for losses on loans.

FINANCIAL CONDITION
    General. The Company's total assets increased $32.4 million, or 11.6%, to $311.9 million at June 30, 2004, when compared to $279.5 million at June 30, 2003. The growth was primarily due to increases in the loan and investment portfolios of $25.5 million, or 11.4%, and $9.2 million, or 29.7%, respectively, partially offset by a $3.0 million decline in cash balances. Asset growth was primarily funded by deposit growth of $17.4 million, or 9.0%, from the issuance of junior subordinated debt of $7.0 million and the increase in FHLB advances of $5.8 million, or 10.8%.
    Loans. Loans increased $25.5 million, or 11.4%, to $248.4 million at June 30, 2004 from the $222.8 million at June 30, 2003. The growth in the loan portfolio exceeded the Company's growth targets and was comprised
principally of commercial business loans, commercial real estate loans, and one-to-four family real estate loans of $8.9 million, $9.9 million and $5.9 million, respectively.
    Allowance for Loan Losses. Allowance for loan losses increased $143,000 or 7.8%, from $1.8 million at June 30, 2003, to $2.0 million at June 30, 2004. The allowance for loan losses represented 0.8% of loans receivable at June 30, 2004, and June 30, 2003. At June 30, 2004, nonperforming loans, which includes loans past due greater than 90 days, and nonaccruing loans was $136,000 compared to $89,000 at June 30, 2003. (see Provision for Loan Losses)
    Investments. The investment portfolio increased $9.2 million, or 29.7% to $40.2 million at June 30, 2004 from the $31.0 million at June 30, 2003. The growth in the investment portfolio was comprised principally of agency bonds, equity securities and other investments of $8.0 million, $3.5 million and $3.1 million, respectively, partially offset by a reduction in the CMO portfolio.
    Premises and Equipment. Premises and equipment decreased $134,000 to $6.1 million at June 30, 2004, from $6.2 million at June 30, 2003, due to depreciation expense, partially offset by expenditures for enhancements in our information technology systems.
    Bank Owned Life Insurance. The Bank purchased "key person" life insurance policies on six employees for a cash surrender value of $4.0 million in February, 2003. At June 30, 2004, the cash surrender value had increased to $4.3 million, which resulted in after tax earnings of $188,000 during fiscal 2004.
    Intangible Assets. Intangible assets generated through branch acquisitions in 2000 decreased $255,000 to $2.9 million as of June 30, 2004, and will continue to be amortized in accordance with Statement of Financial Accounting Standards (SFAS) No. 142.
    Deposits. Deposits increased $17.4 million, or 9.0%, to $212.0 million at June 30, 2004 from $194.5 million at June 30, 2003. The deposit growth was comprised of increases in savings accounts, MMDAs and checking accounts of $8.3 million, $5.0 million, and $7.8 million, respectively, partially offset by the decline in CDs of $3.7 million.
    Borrowings. FHLB advances increased $5.8 million, or 10.7%, to $59.3 million at June 30, 2004 from $53.5 million at June 30, 2003. Of the outstanding advances, $52.0 million have fixed interest rates and $37.0 million of such advances are subject to early redemption from the issuer. The remaining $7.3 million was borrowed overnight and reprices daily. At June 30, 2004, the fixed rate advances had a weighted average cost of 4.84% and a weighted average maturity of 4.1 years when compared to a weighted average cost of 5.18% and a weighted average maturity of 4.7 years at June 30, 2003.
    Subordinated Debt. In March, 2004, the Company issued $7.0 million of Floating Rate Capital Securities of Southern Missouri Statutory Trust I with a liquidation value of $1,000 per share. The securities are due in 30 years, redeemable after five years and bear interest at a floating rate based on three month LIBOR.
    Stockholders' Equity. The Company's stockholders' equity increased by $844,000, or 3.4%, to $26.0 million at June 30, 2004, from $25.1 million at June 30, 2003. This increase was primarily due to net income of $2.0 million, partially offset by the repurchase of $1.3 million in common stock and the payment of cash dividends of $822,000. On September 26, 2003, the Company effected a two-for-one split of the Company's common stock in the form of a stock dividend of one additional share of Southern Missouri Bancorp, Inc. common stock for each share held. Share and per share data for all periods presented have been adjusted to give effect to the stock split. The Company has approximately 65,000 shares of common stock remaining to be purchased under its current stock repurchase program of approximately 115,000 shares announced on April 22, 2004.


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>  FINANCIAL REVIEW (continued)  <



COMPARISON OF THE YEARS ENDED JUNE 30, 2004 AND 2003

    Net Income. Southern Missouri's net income increased $145,000, or 5.3%, to $2.9 million for fiscal 2004 when compared to the results of the prior fiscal year. The improvement in net income was primarily due to increased noninterest income, partially offset by higher noninterest expense and decreased net interest income.

    Net Interest Income. Net interest income decreased $129,000, or 1.4%, to $9.2 million for fiscal 2004 when compared to the prior fiscal year. The decrease was primarily due to the 22 basis point decrease in the average interest rate spread, partially offset by a 7% increase in average interest- earning assets. The decrease in interest rate spread was a result of interest-earning assets repricing downward at a faster pace than interest-bearing liabilities. For fiscal 2004, the average interest rate spread was 3.06% when compared to 3.28% over the same period of the prior year.

    Interest Income. Interest income decreased $704,000, or 4.3%, to $15.7 million for fiscal 2004 when compared to the prior fiscal year. The decrease was primarily due to the 69 basis point decline in the average yield earned on these assets, from 6.32% to 5.63%, partially offset by the $18.3 million increase in the average balance of interest-earning assets. Interest income on loans receivable decreased by $641,000, or 4.2%, to $14.6 million for fiscal 2004 when compared to the prior fiscal year. The decrease was primarily due to a 75 basis point decline in the average yield on the loans partially offset by a $16.7 million increase in average loans receivable. The 75 basis point decline in average interest yield on loans was primarily due to the combination of new loans originated at lower rates, repayments of higher yielding loans and downward repricing of adjustable rate loans.
    Interest income on the investment and MBS portfolio decreased by $42,000, or 3.6%, to $1.2 million for fiscal 2004 when compared to the prior fiscal year. The decrease was primarily due to a 53 basis point decrease in the average yield on these investments, partially offset by a $3.7 million increase in the average balance outstanding. The decline was due to rapid prepayment rates causing increased premium amortization on MBSs during the first half of the fiscal year and the general decline in interest rates.
    Other interest income decreased $21,000 in fiscal 2004 when compared to the prior year due to lower average balances and lower yields earned on these assets.

    Interest Expense. Interest expense decreased $575,000, or 8.1%, to $6.5 million for fiscal 2004 when compared to the prior fiscal year. The decrease was primarily due to the 45 basis point decrease in the average rate paid on interest-bearing liabilities from 3.03% in fiscal 2003 to 2.58% in fiscal 2004, partially offset by the $19.4 million increase in the average balance of interest-bearing liabilities.
    Interest expense on deposits declined $800,000, or 18.3%, to $4.4 million for fiscal 2004 when compared to the prior fiscal year. The decline in interest expense was due to a decline in the average rate paid on interest-bearing deposits to 1.89% for fiscal 2004 from 2.42% for the year ended June 30, 2003. The decline was primarily due to downward repricing of deposits and from growth in lower yielding checking accounts. Partially offsetting the decline in the average rate paid on deposits was the $8.5 million increase in the average balance of interest-bearing deposits to $189.4 million in fiscal 2004 from $180.9 million for the year ended June 30, 2003.
    Interest expense on FHLB advances increased $142,000, or 5.3%, to $2.8 million for fiscal 2004 when compared to the prior fiscal year. The increase in interest expense was primarily due to the $7.9 million increase in the average balance of FHLB advances for fiscal 2004, partially offset by the 53 basis point decrease in average rate paid on advances. The increase in average balances was attributed to increased loan funding and investment purchases in fiscal 2004.
    The Company issued $7.0 million of Floating Rate Capital Securities in March, 2004, with an interest rate of three month LIBOR plus 275 basis points and reprices quarterly. Interest expense was $85,000 for fiscal 2004.

    Provision for Loan Losses. A provision for loan losses is charged to earnings to bring the total allowance for loan losses to a level considered adequate by management to provide for probable loan losses based on prior loss experience, type and amount of loans in the portfolio, adverse situations that may affect the borrower's ability to repay, the estimated value of any underlying collateral and current economic conditions. Management also considers other factors relating to the collectibility of the loan portfolio.
    The provision for loan losses was $275,000 for fiscal 2004 when compared to $330,000 for the prior fiscal year. The decrease in the loan loss provision was primarily due to declines in non-performing assets, loan delinquencies, and classified assets. At June 30, 2004, classified assets totaled $2.2 million when compared to $3.7 million at June 30, 2003. The improvement in classified assets was primarily due to receiving cash payments of $2.2 million on previously classified assets.
    The above provision was made based on management's analysis of the various factors which affect the loan portfolio and management's desire to maintain the allowance at a level considered adequate. Management performed a detailed analysis of the loan portfolio, including types of loans, the charge-off history and an analysis of the allowance for loan losses. Management also considered the continued origination of loans secured by commercial businesses and commercial real estate. These loans bear an inherently higher level of credit risk than one-to four-family residential real estate loans. While management believes the allowance for loan losses at June 30, 2004, is adequate to cover all losses inherent in the portfolio, there can be no assurance that, in the future, the Bank's regulators will not require further increases in the allowance or actual losses will not exceed the allowance.


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    Noninterest Income. Noninterest income increased $460,000, or 32.5%, to $1.9 million for fiscal 2004, when compared to the $1.4 million earned during fiscal 2003. Bank service charges increased $273,000, or 31.6%, for fiscal 2004 when compared to the prior year. The increase of 32.5% was primarily due to the implementation of an overdraft privilege program in February, 2003, which resulted in increased banking service charges as well as increased cash surrender value on BOLI and an expanded customer base. The number of checking accounts increased 632 or 8.4% to 8,175 for fiscal 2004 when compared to the prior year.

    Noninterest Expense. Noninterest expense increased $280,000, or 4.6%, to $6.4 million for fiscal 2004, when compared to the $6.2 million expensed during fiscal 2003. The increased expense resulted primarily from higher compensation and benefits, professional services and other expenses.
    Compensation expense increased $168,000, or 5.2%, for fiscal 2004 when compared to the prior year. The increase was due to increased salaries, higher employee stock ownership plan expenses and increased incentive bonuses. Professional services increased $84,000 to $179,000 for fiscal 2004 when compared to the prior year as a result of the Company's strategic planning process. Other expense increased $65,000 to $863,000 for fiscal 2004 when compared to the prior year as a result of an increase in expenses associated with the increased customer base.

    Provision for Income Taxes. Provision for income taxes decreased $39,000 to $1.4 million for fiscal 2004, when compared to the prior fiscal year. The decrease was attributed to the change in charters from a Missouri savings bank to a Missouri chartered trust company with banking powers which resulted in a net tax benefit of $109,000.

COMPARISON OF THE YEARS ENDED JUNE 30, 2003 AND 2002

    Net Income. Southern Missouri's net income increased $429,000, or 18.6%, to $2.7 million for fiscal 2003 when compared to the results of the prior fiscal year. The improvement in net income was primarily due to increased net interest income, increased noninterest income and the reduction in provision for loan losses, partially offset by higher noninterest expense and provisions for income taxes.

    Net Interest Income. Net interest income increased $431,000, or 4.9%, to $9.3 million for fiscal 2003 when compared to the prior fiscal year. The increase was primarily due to the $18.3 million increase in average interest-earning assets, partially offset by a $15.5 million increase in average interest-bearing liabilities. The average interest rate spread between interest-earning assets and interest bearing liabilities decreased four basis points from the prior year.
    This past fiscal year, the banking industry as a whole experienced a declining net interest spread due to declining interest rates and a flattening of the yield curve as short-term interest rates dropped at a slower pace than longer-term interest rates. During fiscal 2003, the Federal Reserve Bank dropped its targeted federal fund rate75 basis
points from 1.75% to the current 1.00%, while the ten-year treasury rate dropped 129 basis points from 4.81% at June 30, 2002 to 3.52% at June 30, 2003.

    Interest Income. Interest income decreased $589,000, or 3.5%, to $16.4 million for fiscal 2003 when compared to the prior fiscal year. The decrease was primarily due to the 72 basis point decline in the average yield earned on these assets, from 7.04% to 6.32%, partially offset by the $18.3 million increase in the average balance of interest-earning assets.
    Interest income on loans receivable increased by $227,000, or 1.5%, to $15.2 million for fiscal 2003 when compared to the prior fiscal year. The increase was primarily due to a $25.4 million increase in average loans receivable, partially offset by a 77 basis point decline in the average yield on the loans. Interest income on the investment and MBS portfolio decreased by $721,000, or 38.0%, to $1.2 million for fiscal 2003 when compared to the prior fiscal year. The decrease was primarily due to a 133 basis point decrease in the average yield on these investments, and a $4.3 million decrease in the average balance outstanding. The decline was due to rapid prepayment rates causing increased premium amortization on MBSs, the relative short average life of the investment portfolio and the general decline in interest rates. Other interest income decreased $95,000 in fiscal 2003 when compared to the prior year due to lower average balances and lower yields earned on these assets.

    Interest Expense. Interest expense decreased $1.0 million, or 12.5%, to $7.1 million for fiscal 2003 when compared to the prior fiscal year. The decrease was primarily due to the 68 basis point decrease in the average rate paid on interest-bearing liabilities from 3.71% in fiscal 2002 to 3.03% in fiscal 2003, partially offset by the $15.5 million increase in the average balance of interest-bearing liabilities used to fund loan growth and the purchase of BOLI.

    Provision for Loan Losses. The provision for loan losses was $330,000 for fiscal 2003 when compared to $350,000 for the prior fiscal year. The decrease in loan loss provision was primarily due to the decline in non-performing assets and loan delinquencies. At June 30, 2003, classified assets totaled $3.7 million when compared to $5.2 million at June 30, 2002. The improvement in classified assets was primarily due to receiving cash payments of $1.3 million on previously classified assets. The largest classified assets were two loans to one borrower secured by commercial real estate property, which totaled $2.0 million as of June 30, 2003, and both of which were current at that date.


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    Noninterest Income. Noninterest income increased $541,000, or 61.8%, to $1.4 million for fiscal 2003, when compared to the $874,000 earned during fiscal 2002. Bank service charges increased $375,000, or 76.9%, for fiscal 2003 when compared to prior year, which was primarily due to an expanded customer base, structural changes in the assessment of overdraft fees and the implementation in the third quarter of the overdraft privilege program(ODP). The ODP allows our non-business checking account customers to overdraw their accounts up to $400. The customer is charged a fee for each check that is presented for payment while the account balance is negative. Other income increased $160,000, or 57.9%, which was primarily from additional sources of revenue, including increased cash surrender values on bank owned life insurance policies, fee income and miscellaneous services offered to customers. In February, 2003, the Bank purchased "key person" life insurance policies on six employees for a cash surrender value of $4.0 million. At June 30, 2003, the value of the cash surrender value had increased to $4.1 million, which resulted in earnings of $73,000 during fiscal 2003.

    Noninterest Expense. Noninterest expense increased $293,000, or 5.0%, to $6.2 million for fiscal 2003, when compared to the prior fiscal year. The increased expense resulted primarily from higher compensation and benefits and occupancy and equipment expenses, partially offset by a decline in professional services expenses. The decrease in professional fees was primarily due to the internal audit function being outsourced in 2002 and during 2003, an internal auditor was added to our staff.
    Compensation expense increased $242,000, or 8.1%, for fiscal 2003 when compared to prior year. The increase was a result of higher health insurance costs, incentive bonuses, increased salaries and higher employee stock ownership plan expenses. Occupancy and equipment expense increased $171,000, or 15.0%, for fiscal 2003 when compared to prior year. The increase was a result of higher depreciation expense on recent capital expenditures. The Company continues to invest in new technology to enhance the efficiency of the Bank and provide customers with a variety of new products. Capital improvements to the home office were completed in the first quarter of fiscal 2003.

    Provision for Income Taxes. Provision for income taxes increased $269,000 to $1.5 million for fiscal 2003, when compared to the prior fiscal year. The increase was attributed to increased pre-tax income.

ASSET/LIABILITY MANAGEMENT

    The goal of the Company's asset/liability management strategy is to manage the interest rate sensitivity of both interest-earning assets and interest-bearing liabilities in order to maximize net interest income without exposing the Company to an excessive level of interest-rate risk. The Company employs various strategies intended to manage the potential effect that changing interest rates may have on future operating results. The primary asset/liability management strategy has been to focus on matching the anticipated repricing intervals of interest-earning assets and interest-bearing liabilities. At times, however, depending on the level of general interest rates, the relationship between long- and short-term interest rates, market conditions and competitive factors, the Company may determine to increase its interest rate risk position somewhat in order to maintain its net interest margin.
    In an effort to manage the Bank's interest rate risk resulting from its fixed rate lending, the Bank has utilized long-term (up to 10 year maturities) callable FHLB advances, and has promoted long-term CDs. Other elements of the Bank's current asset/liability strategy include: (i) increasing loans receivable through the origination of adjustable-rate residential loans, when available; (ii) increasing originations of commercial real estate and commercial business loans, which typically provide higher yields and shorter repricing periods, but inherently increased credit risk, (iii) expanding the consumer loan portfolio, (iv) limiting the price volatility of the investment portfolio by maintaining a weighted average maturity of less than five years, (v) actively soliciting less rate-sensitive deposits, and (vi) offering competitively priced money market accounts and CDs with maturities of up to five years. The degree to which each segment of the strategy is achieved will affect profitability and exposure to interest-rate risk.
    

The Bank continues to generate long term, fixed-rate residential loans. During the twelve month period ended June 30, 2004, fixed rate residential loan originations totaled $30.6 million when compared to $24.7 million during the same period of the prior year. At June 30, 2004, the fixed-rate residential loan portfolio totaled $81.3 million with a weighted average maturity of 188 months when compared to $73.0 million at June 30, 2003 with a weighted average maturity of 199 months. At June 30, 2004, fixed rate loans with remaining maturities in excess of 10 years totaled $76.4 million, or 30.8%, of loans receivable when compared to $64.2 million, or 28.4%, of loans receivable at June 30, 2003. The Company originated $31.8 million in fixed rate commercial loans during the twelve month period ended June 30, 2004 when compared to $18.8 million during the same period of the prior year. The Company also originated $81.8 million in adjustable rate commercial loans during the twelve month period ended June 30, 2004 when compared to $55.4 million during the same period of the prior year. At June 30, 2004, CDs with original terms of two years or more totaled $40.5 million when compared to $29.9 million at June 30, 2003. At June 30, 2004, the Bank increased demand deposit accounts by 25.4% to $45.1 million when compared to $36.0 million at June 30, 2003.

AVERAGE BALANCE, INTEREST AND AVERAGE YIELDS AND RATES

The following table sets forth certain information relating to the Company's average interest-earning assets and interest-bearing liabilities and reflects the average yield on assets and the average cost of liabilities for the periods indicated. These yields and costs are derived by dividing income or expense by the average month-end balance of assets or liabilities, respectively, for the years indicated. Nonaccrual loans are included in the net loan category.
    The table also presents information with respect to the difference between the weighted-average yield earned on interest-earning assets and the weighted-average rate paid on interest-bearing liabilities, or interest rate spread, which financial institutions have traditionally used as an indicator of profitability. Another indicator of an institution's net interest income is its net yield on interest-earning assets, which is its net interest income divided by the average balance of interest-earning assets. Net interest income is affected by the interest rate spread and by the relative amounts of interest-earning assets and interest-bearing liabilities. When interest-earning assets approximate or exceed interest-bearing liabilities, any positive interest rate spread will generate net interest income.



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(dollars in thousands)

2004
2003
2002
Year Ended June 30 Average
Balance
Interest
and
Dividends
Yield/
Cost
Average
Balance
Interest
and
Dividends
Yield/
Cost
Average
Balance
Interest
and
Dividends
Yield/
Cost
  
  
  
Interest-earning assets:
   Mortgage loans(1) $ 175,554 $ 10,910 6.21% $ 169,440 $ 11,753 6.94% $ 158,032 $ 12,026 7.61%
   Other loans (1) 62,996 3,653 5.80   52,395 3,452 6.59   38,404 2,952 7.69  
      Total net loans 238,550 14,563 6.10   $ 221,835 15,205 6.85   196,436 14,978 7.62  
Mortgage-backed securities 21,865 604 2.76   22,348 737 3.30   26,421 1,393 5.27  
Investment securities (2) 14,413 492 3.41   10,700 436 4.07   10,964 501 4.57  
Other interest-earning assets 3,137 4 .14   4,833 26 .54   7,578 121 1.60  
TOTAL INTEREST-
EARNING ASSETS (1)
277,965 15,663 5.63   259,716 16,404 6.32   241,399 16,993 7.04  
Other noninterest-earning assets (3) 16,702 37    14,143 -    12,976 -   
  
  
  
TOTAL ASSETS $ 294,667 $ 15,700    $ 273,859 $ 16,404    $ 254,375 $ 16,993   
  
  
  
Interest-bearing liabilities:         
   Savings accounts $ 56,825 $    764 1.34   $ 55,514 $   1,074 1.93   $ 55,461 $   1,509 2.72  
   Now accounts 29,181 270 .92   20,746 169 .81   19,012 191 1.00  
   Money market accounts 19,244 230 1.19   17,434 323 1.85   19,143 467 2.44  
   Certificates of deposit 84,118 2,307 2.74   87,198 2,805 3.22   78,830 3,463 4.39  
TOTAL INTEREST-
BEARING DEPOSITS
189,368 3,571 1.89   180,892 4,371 2.42   172,446 5,630 3.26  
Borrowings:         
   Securities sold under
      agreements to repurchase
        
6,341 73 1.15   5,480 73 1.33   4,122 88 2.13  
   FHLB advances 56,234 2,818 5.01   48,309 2,676 5.54   42,583 2,421 5.69  
   Junior subordinated debt 2,093 84 4.02        
  
  
  
TOTAL INTEREST-
BEARING LIABILITIES
254,036 6,546 2.58   234,681 7,120 3.03   219,151 8,139 3.71  
   Noninterest-bearing
      demand deposits
11,570 -    10,871 -    8,258 -   
   Other liabilities 3,057 -    3,604 -    3,342 -   
TOTAL LIABILITIES 268,663 -    249,156 7,120    230,751 8,139   
Stockholders' equity 26,004 -    24,703 -    23,624 -   
  
  
  
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY
$ 294,667 $ 6,546    $ 273,859 $ 7,120    $ 254,375 $ 8,139   
  
  
  
Net interest income $ 9,155    $ 9,284    $ 8,854   
Interest rate spread (4) 3.06% 3.29% 3.33%
Net interest margin (5) 3.28% 3.57% 3.67%
Ratio of average interest-earning
   assets to average interest-bearing
   liabilities
109.42%    110.67%    110.15%   
(1) Calculated net of deferred loan fees, loan discounts and loans-in-process. Nonaccrual loans are included in average loans.
(2) Includes FHLB stock and related cash dividends.
(3) Includes equity securities and related cash dividends.
(4) Net interest spread represents the difference between the average rate on interest-earning assets and the average cost of interest-bearing liabilities.
(5) Net yield on average interest-earning assets represents net interest income divided by average interest-earning assets.


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YIELDS EARNED AND RATES PAID

    The following table sets forth for the periods and at the dates indicated, the weighted average yields earned on the Company's
assets, the weighted average interest rates paid on the Company's liabilities, together with the net yield on interest-earning assets.


At
June 30,

For
Year Ended June 30,
2004 2004 2003 2002
  

Weighted-average yield on loan portfolio 5.87% 6.10% 6.85% 7.62%
Weighted-average yield on mortgage-backed
   securities
3.44   2.76   3.30   5.27  
Weighted-average yield on investment
   securities (1)
3.21   3.41   4.07   4.57  
Weighted-average yield on other
   interest-earning assets
.09   .14   .54   1.60  
Weighted-average yield on all
   interest-earning assets
5.49   5.63   6.32   7.04  
Weighted-average rate paid on deposits 1.99   1.89   2.42   3.26  
Weighted-average rate, paid on securities
   sold under agreements to repurchase
1.12   1.15   1.33   2.13  
Weighted-average rate paid on FHLB
   advances
4.84   5.01   5.54   5.69  
Weighted-average rate paid on all
   interest-bearing liabilities
2.61   2.58   3.03   3.71  
Interest rate spread (spread between weighted
   average rate on all interest-earning assets
   and all interest-bearing liabilities)
2.88   3.06   3.29   3.33  
Net interest margin (net interest income
   as a percentage of average interest-
   earning assets)
3.13   3.28   3.57   3.67  

(1) Includes Federal Home Loan Bank stock.






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RATE/VOLUME ANALYSIS

    The following table sets forth the effects of changing rates and volumes on net interest income of the Company. Information is provided with respect to (i) effects on interest income attributable to changes in volume (changes in volume multiplied by prior rate); (ii)
effects on interest income attributable to changes in rate (changes in rate multiplied by prior volume); and (iii) changes in rate/volume (change in rate multiplied by change in volume).


Years Ended June 30,
2004 Compared to 2003
Increase (Decrease) Due to

Years Ended June 30,
2003 Compared to 2002
Increase (Decrease) Due to

(dollars in thousands) Rate Volume Rate/
Volume
Net Rate Volume Rate/
Volume
Net


Interest-earning assets:                        
   Loans receivable (1) (1,664) 1,145  (122) (641) $ (1,512) $ 1,935  $ (196) $ 227 
   Mortgage-backed
      securities
(121) (16) (133) (520) (215) 78  (657)
   Investment securities (2) (71) 152  (25) 56  (53) (12) (64)
   Other interest-
      earning deposits
(18) (9) 41  14  (81) (44) 30  (95)


Total net change in
   income on interest-
   earning assets
(1,874) 1,272  (102) (704) (2,166) 1,664  (87) (589)


Interest-bearing liabilities:                
   Deposits (835) 28  (801) (1,515) 344  (88) (1,259)
   Securities sold under
      agreements to repurchase
(10) 11  (2) (1) (33) 29  (11) (15)
   Subordinated debt 85  85         
   FHLB advances (256) 439  (41) 142  (64) 326  (8) 254 


Total net change in expense on
   interest-bearing liabilities
(1,101) 478  48  (575) (1,612) 699  (107) (1,020)


Net change in net
   interest income
(773) 794  (185) (129) $ (554) $ 965  $ 20  $ 431 


(1) Does not include interest on loans placed on nonaccrual status.
(2) Does not include dividends earned on equity securities.

INTEREST RATE SENSITIVITY ANALYSIS

    The following table sets forth as of June 30, 2004, and 2003 management's estimates of the projected changes in net portfolio value and net interest income in the event of 1%, 2% and 3%, instantaneous, permanent increases or decreases in market interest rates.

June 30, 2004
June 30, 2003
Net Portfolio NPV as % of
PV of Assets
Net Portfolio NPV as % of
PV of Assets
$ Amount $ Change % Change NPV Ratio Change $ Amount $ Change % Change NPV Ratio Change
Change in Rates (dollars in thousands) Change in Rates (dollars in thousands)


+300 bp $ 27,291 (4,166) (13) 8.69 -.70 +300 bp $ 21,037 (4,364) (17) 8.31 -1.33
+200 bp 28,673 (2,784) (9) 8.86 -.53 +200 bp 23,063 (2,338) (9) 8.99 -.65
+100 bp 29,796 (1,661) (5) 9.01 -.38 +100 bp 24,284 (1,117) (4) 9.34 -.30
   0 bp 31,457   9.39    0 bp 25,401 9.64 -
-100 bp 32,284 827  9.90 .51 -100 bp 25,474 73  9.54 -.10
-200 bp 34,164 2,707  10.23 .84 -200 bp 24,492 (909) (4) 9.04 -.60
-300 bp 34,073 2,616  10.54 1.15 -300 bp 25,208 (193) (1) 9.25 -.39


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   Computations in the table above are based on prospective effects of hypothetical changes in interest rates and are based on an internally generated model using the actual maturity and repricing schedules for Southern Missouri's loans and deposits, adjusted by management's assumptions for prepayment rates and deposit runoff. Further, the computations do not consider any reactions that the Bank may undertake in response to changes in interest rates. These projected changes should not be relied upon as indicative of actual results in any of the aforementioned interest rate changes.
   Management cannot accurately predict future interest rates or their effect on the Bank's NPV and net interest income in the future. Certain shortcomings are inherent in the method of analysis presented in the computation of NPV and net interest income. For example, although certain assets and liabilities may have similar maturities or periods of repricing, they may react in different degrees to changes in market interest rates. Also, the interest rates on certain types of assets and liabilities may fluctuate in advance of changes in market interest rates, while interest rates on other types of assets and liabilities may lag behind changes in market interest rates. Additionally, most of Southern Missouri's loans have features which restrict changes in interest rates on a short-term basis and over the life of the asset. Further, in the event of a change in interest rates, prepayment and early withdrawal levels would likely deviate significantly from those assumed in calculating the foregoing table. Finally, the ability of many borrowers to service their debt may decrease in the event of an interest rate increase.

LIQUIDITY AND CAPITAL RESOURCES

    Southern Missouri's primary potential sources of funds include deposit growth, securities sold under agreements to repurchase, FHLB advances, amortization and prepayment of loan principal, investment maturities and sales, and ongoing operating results. While scheduled repayments on loans and securities as well as the maturity of short-term investments are a relatively predictable source of funding, deposit flows, FHLB advance redemptions and loan and security prepayment rates are significantly influenced by factors outside of the Bank's control, including general economic conditions and market competition. The Bank has relied on FHLB advances as a source for funding cash or liquidity needs.
    Southern Missouri uses its liquid assets as well as other funding sources to meet ongoing commitments, to fund loan commitments, to repay maturing certificates of deposit and FHLB advances, to make investments, to fund other deposit withdrawals and to meet operating expenses. At June 30, 2004, the Bank had outstanding commitments to extend credit of $37.0 million (including $28.3 million on lines of credit). Total commitments to originate fixed-rate loans with terms in excess of one year were $3.9 million at interest rates ranging from 4.5% to 7.5%. Management anticipates that current funding sources will be adequate to meet foreseeable liquidity needs.
    The primary sources of funding for the Company are deposits, securities sold under agreements to repurchase and FHLB advances. For the year ended June 30, 2004, Southern Missouri increased deposits, FHLB advances and securities sold under agreements to repurchase by $17.4 million, $5.8 million and $1.2 million, respectively. During the prior year, Southern Missouri increased deposits, FHLB advances and securities sold under agreements to repurchase by $5.6 million, $6.5 million and $923,000, respectively. At June 30, 2004, the Bank had additional borrowing capacity from the FHLB of $32.9 million when compared to $26.4 million at June 30, 2003. In addition, the Bank has the ability to pledge several of its loan portfolios including commercial real estate, home equity and commercial business, which could provide additional borrowing capacity of approximately $56.4 million at June 30, 2004.
    Liquidity management is an ongoing responsibility of the Bank's management. The Bank adjusts its investment in liquid assets based upon a variety of factors including (i) expected loan demand and deposit flows, (ii) anticipated investment and FHLB advance maturities, (iii) the impact on profitability, and (iv) asset/liability management objectives.
    At June 30, 2004, the Bank had $53.9 million in CDs maturing within one year and $158.1 million in other deposits without a specified maturity. Management believes that most maturing interest-bearing liabilities will be retained or replaced by new interest-bearing liabilities. Also at June 30, 2004, the Bank had $27.0 million in FHLB advances eligible for early redemption within one year.




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REGULATORY CAPITAL

    Federally insured savings banks are required to maintain a minimum level of regulatory capital. FDIC regulations established capital requirements, including a leverage (or core capital) requirement and a risk-based capital requirement. The FDIC is also authorized to impose capital requirements in excess of these standards on individual institutions on a case-by-case basis.
    At June 30, 2004, the Bank exceeded regulatory capital requirements with core and risk-based capital of $23.5 million and $25.5 million, or 7.8% and 11.8% of adjusted total assets and risk-weighted assets, respectively. These capital levels exceeded minimum requirements of 4.0% and 8.0% for adjusted total assets and risk-weighted assets. Under regulatory guidelines, SMBT was considered well-capitalized at June 30, 2004.
IMPACT OF INFLATION

    The consolidated financial statements and related data presented herein have been prepared in accordance with U.S. generally accepted accounting principles, which require the measurement of financial position and operating results in historical dollars without considering changes in the relative purchasing power of money over time due to inflation. The primary impact of inflation on the operations of the Company is reflected in increased operating costs. Unlike most industrial companies, virtually all of the assets and liabilities of a financial institution are monetary in nature. As a result, changes in interest rates generally have a more significant impact on a financial institution's performance than does inflation. Interest rates do not necessarily move in the same direction or to the same extent as the prices of goods and services. In the current interest rate environment, liquidity and maturity structure of the Company's assets and liabilities are critical to the maintenance of acceptable performance levels.

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>  REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM  <




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>  CONSOLIDATED BALANCE SHEETS  <
JUNE 30, 2004 AND 2003
Southern Missouri Bancorp, Inc. and Subsidiary



Assets 2004 2003

Cash and cash equivalents $ 4,582,225 $ 7,617,740
Available for sale securities (Note 2) 40,205,907 31,002,858
Federal Home Loan Bank stock 3,171,000 2,675,000
Loans, less allowance for loan losses
   of $1,978,491 and $1,835,705 at
   June 30, 2004 and 2003, respectively
248,354,980 222,840,345
Accrued interest receivable 1,357,325 1,270,334
Foreclosed assets, net (Note 4) 162,653 217,403
Premises and equipment, net (Note 5) 6,069,506 6,203,385
Bank owned life insurance - cash surrender value 4,260,466 4,072,617
Intangible assets, net 2,858,933 3,114,191
Prepaid expenses and other assets 869,747 440,785

TOTAL ASSETS $ 311,892,742 $ 279,454,658

Liabilities and Stockholders' Equity
Deposits (Note 6) $ 211,958,597 $ 194,531,956
Securities sold under agreements to repurchase (Note 7) 6,447,819 5,234,392
Advances from FHLB of Des Moines (Note 8) 59,250,000 53,500,000
Accounts payable and other liabilities 730,885 686,032
Accrued interest payable 336,023 393,841
Subordinated debt (Note 9) 7,217,000 -

TOTAL LIABILITIES 285,940,324 254,346,221

Commitments and contingencies (Note 14)
Preferred stock, $.01 par value; 500,000 shares
   authorized; none issued or outstanding
- -
Common stock, $.01 par value; 4,000,000 shares
   authorized; 2,957,226 shares issued
29,572 29,572
Additional paid-in capital 17,287,099 17,486,168
Retained earnings 21,236,686 19,175,369
Treasury stock of 695,222 shares in 2004 and
   650,306 shares in 2003, at cost
(12,253,732) (11,538,218)
Unearned employee benefits (109,051) (180,905)
Accumulated other comprehensive income (loss) (238,156) 136,451

TOTAL STOCKHOLDERS' EQUITY 25,952,418 25,108,437

TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY
$ 311,892,742 $ 279,454,658



See accompanying notes to consolidated financial statements.

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>  CONSOLIDATED STATEMENTS OF INCOME  <
YEARS ENDED JUNE 30, 2004, 2003 AND 2002
Southern Missouri Bancorp, Inc. and Subsidiary



Interest income:
2004 2003 2002

Loans receivable $ 14,563,974 $ 15,204,984 $ 14,978,086
Investment securities 527,664 436,366 500,637
Mortgage-backed securities 603,965 737,116 1,393,518
Other interest-earning assets 4,511 25,896 121,181

TOTAL INTEREST INCOME 15,700,114 16,404,362 16,993,422

Interest expense:
   Deposits 3,570,700 4,371,163 5,630,403
   Securities sold under agreements
      to repurchase
72,968 73,060 88,092
   Advances from FHLB 2,817,568 2,676,044 2,421,396
   Subordinated debt 84,152 - -

TOTAL INTEREST EXPENSE 6,545,388 7,120,267 8,139,891

NET INTEREST INCOME 9,154,726 9,284,095 8,853,531
Provision for loan losses (Note 3) 275,000 330,000 350,000

NET INTEREST INCOME AFTER
PROVISION FOR LOAN LOSSES
8,879,726 8,954,095 8,503,531

Noninterest income:
   Net (losses) gains on sales of
      available for sale securities
(19,186) - 1,366
   Customer service charges 1,135,736 862,862 487,682
   Loan late charges 121,932 116,741 109,534
   Other 636,784 435,309 275,759

TOTAL NONINTEREST INCOME 1,875,266 1,414,912 874,341

Noninterest expense:
   Compensation and benefits 3,408,432 3,240,085 2,997,782
   Occupancy and equipment 1,286,651 1,305,241 1,134,642
   SAIF deposit insurance premium 30,251 31,452 31,255
   Professional fees 178,922 94,965 211,374
   Advertising 161,357 159,212 161,422
   Postage and office supplies 261,120 280,187 255,646
   Amortization of intangible assets 255,258 255,258 255,258
   Other 863,100 798,489 824,890

TOTAL NONINTEREST EXPENSE 6,445,091 6,164,889 5,872,269

INCOME BEFORE INCOME TAXES 4,309,901 4,204,118 3,505,603

Income taxes (Note 11)
   Current 1,448,000 1,695,900 1,126,700
Deferred (21,000) (230,000) 70,000

1,427,000 1,465,900 1,196,700

NET INCOME $ 2,882,901 $ 2,738,218 $ 2,308,903

Basic earnings per common share $ 1.27 $ 1.17 $ .97
Diluted earnings per common share $ 1.23 $ 1.14 $ .95


See accompanying notes to consolidated financial statements.

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>  CONSOLIDATED STATEMENTS OF STOCKHOLDER'S EQUITY  <
YEARS ENDED JUNE 30, 2004, 2003 and 2002
Southern Missouri Bancorp, Inc. and Subsidiary



Common
Stock
Additional
Paid-in
Capital
Retained
Earnings
Treasury
Stock
Unearned
Employee
Benefits
Accumulated
Other
Comprehensive
Income (Loss)
Total
Stockholders'
Equity

          BALANCE AT JULY 1, 2001 $ 18,032 $ 17,450,851  $ 15,372,440  $ (9,164,892) $ (341,287) $ 247,344  $ 23,582,488 
Net income   2,308,903        2,308,903 
Change in unrealized gain (loss)
   on available for sale securities
        73,540      73,540 
     TOTAL COMPREHENSIVE INCOME            2,382,443 
Purchase of treasury stock     (1,142,399)     (1,142,399)
Dividends paid ($.25 per share)   (587,945)       (587,945)
Release of ESOP awards 45,282      71,891    117,173 
MRP expense       14,035    14,035 
Exercise of stock options (39,261)   184,671      145,410 

          BALANCE AT JUNE 30, 2002 18,032 17,456,872  17,093,398  (10,122,620) (255,361) 320,884  24,511,205 
Net income   2,738,218        2,738,218 
Change in unrealized gain (loss)
   on available for sale securities
        (184,433)    (184,433)
     TOTAL COMPREHENSIVE INCOME            2,553,785 
Purchase of treasury stock     (1,641,518)     (1,641,518)
Dividends paid ($.28 per share)   (656,247)       (656,247)
Release of ESOP awards 79,763      67,190    146,953 
MRP expense       7,266    7,266 
Tax benefit of MRP 2,500          2,500 
Exercise of stock options (41,427)   225,920      184,493 

          BALANCE AT JUNE 30, 2003 18,032 17,497,708  19,175,369  (11,538,218) (180,905) 136,451  25,108,437 
Net income   2,882,901        2,882,901 
Change in unrealized gain (loss)
   on available for sale securities
        (374,607)   (374,607)
     TOTAL COMPREHENSIVE INCOME            2,508,294 
Two for one stock split effective
   in the form of 100% stock dividend
11,540 (11,540)        
Purchase of treasury stock     (1,297,366)     (1,297,366)
Dividends paid ($.36 per share)   (821,584)       (821,584)
Release of ESOP awards 121,348      62,740    184,088 
MRP expense       9,114    9,114 
Tax benefit of MRP 2,250          2,250 
Exercise of stock options (322,667)   581,852      259,185 

          BALANCE AT JUNE 30, 2004 $ 29,572 $ 17,287,099  $ 21,236,686  $ (12,253,732) $ (109,051) $(238,156) $25,952,418



See accompanying notes to consolidated financial statements.

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>  CONSOLIDATED STATEMENTS OF CASH FLOWS  <
YEARS ENDED JUNE 30, 2004, 2003 AND 2002
Southern Missouri Bancorp, Inc. and Subsidiary



Cash flows from operating activities: 2004   2003   2002

Net income $ 2,882,901    $ 2,738,218    $ 2,308,903 
Items not requiring (providing) cash:          
   Depreciation 654,859    677,138    551,668 
   MRP expense and ESOP expense 193,202    154,219    131,208 
   Net realized losses(gains)on sale
      of available for sale securities
19,186      (1,366)
   Loss on sale of foreclosed assets 32,273     
   Amortization of intangible assets 255,258    255,258    255,258 
   Increase in cash surrender value
      of bank owned life insurance
(187,849)   (72,617)  
   Provision for loan losses 275,000    330,000    350,000 
   Amortization of premiums and discounts on securities 450,317    592,761    345,408 
   Deferred income taxes (21,000)   (230,000)   70,000 
Changes in:          
   Accrued interest receivable (86,991)   289,340    42,156 
   Prepaid expenses and other assets 31,295    (242,503)   180 
Accounts payable and other liabilities 44,853    250,336    (432,416)
   Accrued interest payable (57,818)   (177,327)   (567,966)

          net cash provided by operating activities 4,485,486    4,564,823    3,053,033 

         
         
Cash flows from investing activities:          
Net increase in loans (25,809,510)   (11,952,333)   (30,392,626)
Proceeds from sales of
   available for sale securities
2,932,500      3,389,315 
Proceeds from maturities of
   available for sale securities
24,157,837    28,259,798    24,696,318 
Purchase of available for
   sale securities
(37,357,504)   (27,389,311)   (25,950,446)
Purchase of Federal Home Loan Bank stock (496,000)   (325,000)   (200,000)
Purchase of premises and equipment (520,980)   (955,523)   (1,326,540)
Purchase of bank owned life insurance   (4,000,000)  
Purchase of investment in statutory trust (217,000)     
Proceeds from sale of foreclosed real estate 42,352    78,199    466,442 

          NET CASH USED IN INVESTING ACTIVITIES $ (37,268,305)   $ (16,284,170)   $ (29,317,537)

         



See accompanying notes to consolidated financial statements.



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>  CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)  <
YEARS ENDED JUNE 30, 2004, 2003 AND 2002
Southern Missouri Bancorp, Inc. and Subsidiary



Cash flows from financing activities: 2004   2003   2002

Net increase in demand
   deposits and savings accounts
$ 21,134,872    $ 3,441,910    $ 11,997,393 
Net (decrease)increase in
   certificates of deposit
(3,708,230)   2,143,190    3,668,044 
Net increase in securities sold under
   agreements to repurchase
1,213,427    923,155    196,095 
Proceeds from Federal Home Loan Bank advances 121,900,000    24,200,000    11,000,000 
Repayments of Federal Home Loan Bank advances (116,150,000)   (17,700,000)   (1,000,000)
Net decrease in advances from
   borrowers for taxes and insurance
  (170,610)   (109,502)
Proceeds from issuance of subordinated debt 7,217,000     
Dividends on common stock (821,584)   (656,247)   (587,945)
Exercise of stock options 259,185    184,493    145,410 
Payments to acquire treasury stock (1,297,366)   (1,641,518)   (1,142,399)

          NET CASH PROVIDED BY FINANCING ACTIVITIES 29,747,304    10,724,373    24,167,096 

Decrease in cash and cash equivalents (3,035,515)   (994,974)   (2,097,408)
Cash and cash equivalents at beginning of year 7,617,740    8,612,714    10,710,122 

          CASH AND CASH EQUIVALENTS AT END OF YEAR $ 4,582,225    $ 7,617,740    $ 8,612,714 

         
         
Supplemental disclosures of cash flow information:          
Noncash investing and financing activities          
Conversion of loans to foreclosed real estate $ 94,500    $ 147,370    $ 94,408 
Conversion of foreclosed real estate to loans 74,625    123,662    177,600 
Cash paid during the period for          
Interest (net of interest credited) 3,731,297    3,725,562    3,723,833 
Income taxes 1,280,000    1,540,899    1,258,040 
         








See accompanying notes to consolidated financial statements.




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>  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  <
Southern Missouri Bancorp, Inc. and Subsidiary



NOTE 1: Organization and Summary of Significant Accounting Policies

Organization. Southern Missouri Bancorp, Inc., a Missouri corporation (the Company) was organized in 1994 and is the parent company of Southern Missouri Bank & Trust (the Bank). Substantially all of the Company's consolidated revenues are derived from the operations of the Bank, and the Bank represents substantially all of the Company's consolidated assets and liabilities.

Basis of Financial Statement Presentation. The financial statements of the Company have been prepared in conformity with U.S. generally accepted accounting principles and general practices within the banking industry. In the normal course of business, the Company encounters two significant types of risk: economic and regulatory. Economic risk is comprised of interest rate risk, credit risk, and market risk. The Company is subject to interest rate risk to the degree that its interest-bearing liabilities reprice on a different basis than its interest-earning assets. Credit risk is the risk of default on the Company's loan portfolio that results from the borrowers' inability or unwillingness to make contractually required payments. Market risk reflects changes in the value of collateral underlying loans receivable and the value of the Company's investment in real estate.

Principles of Consolidation. The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, the Bank. All significant intercompany accounts and transactions have been eliminated.

Use of Estimates. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures 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 loan losses. In connection with the determination of the allowance for loan losses, management obtains independent appraisals for significant properties.

Cash and Cash Equivalents. For purposes of reporting cash flows, cash and cash equivalents include cash, due from depository institutions and interest-bearing deposits in other depository institutions with original maturities of three months or less. Interest-bearing deposits in other depository institutions were $2,339,727 and $5,505,308 at June 30, 2004 and 2003, respectively.

Available for sale securities. Available for sale securities, which include any security for which the Company has no immediate plan to sell but which may be sold in the future are carried at fair value. Unrealized gains and
losses, net of tax, are reported in accumulated other comprehensive income, a component of stockholders' equity. All securities have been classified as available for sale.
    Premiums and discounts on debt securities are amortized or accreted as adjustments to income over the estimated life of the security using the level yield method. Realized gains or losses on the sale of securities is based on the specific identification method. The fair value of securities is based on quoted market prices or dealer quotes. If a quoted market price is not available, fair value is estimated using quoted market prices for similar securities.
    The Company does not invest in collateralized mortgage obligations that are considered high risk.

Federal Home Loan Bank stock. The Bank is a member of the Federal Home Loan Bank (FHLB) system. Capital stock of the FHLB is a required investment based upon a predetermined formula and is carried at cost.

Loans. Loans are stated at unpaid principal balances, less the allowance for loan losses and net deferred loan origination fees.
    Interest on loans is accrued based upon the principal amount outstanding. The accrual of interest on loans is discontinued when, in management's judgment, the collectibility of interest or principal in the normal course of business is doubtful. A loan is considered delinquent when a payment has not been made by the contractual due date. Interest income previously accrued but not collected at the date a loan is placed on nonaccrual status is reversed against interest income. Cash receipts on a nonaccrual loan are applied to principal and interest in accordance with its contractual terms unless full payment of principal is not expected, in which case cash receipts, whether designated as principal or interest, are applied as a reduction of the carrying value of the loan. A nonaccrual loan is generally returned to accrual status when principal and interest payments are current, full collectibility of principal and interest is reasonably assured and a consistent record of performance has been demonstrated.
The allowance for losses on loans represents management's best estimate of losses probable in the existing loan portfolio. The allowance for losses on loans is increased by the provision for losses on loans charged to expense and reduced by loans charged off, net of recoveries. Loans are charged off in the period deemed uncollectible. Recoveries of loans previously charged off are recorded when received. The provision for losses on loans is determined based on management's assessment of several factors: reviews and evaluations of specific loans, changes in the nature and volume of the loan portfolio, current economic conditions and the related impact on specific borrowers and industry groups, historical loan loss experience, the level of classified and nonperforming loans and the results of regulatory examinations.




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>  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)  <
Southern Missouri Bancorp, Inc. and Subsidiary



    Valuation allowances are established for impaired loans for the difference between the loan amount and fair value of collateral less estimated selling costs. Impairment losses are recognized through an increase in the allowance for loan losses.
    Loans are considered impaired if, based on current information and events, it is probable that the company will be unable to collect the scheduled payments of principal or interest when due according to the contractual terms of the loan agreement.
    Loan fees and certain direct loan origination costs are deferred, and the net fee or cost is recognized as an adjustment to interest income using the interest method over the contractual life of the loans.

Foreclosed Real Estate. Real estate acquired by foreclosure or by deed in lieu of foreclosure is initially recorded at the lower of cost or fair value less estimated selling costs. Costs for development and improvement of the property are capitalized.
    Valuations are periodically performed by management, and an allowance for losses is established by a charge to operations if the carrying value of a property exceeds its estimated fair value, less estimated selling costs.
    Loans to facilitate the sale of real estate acquired in foreclosure are discounted if made at less than market rates. Discounts are amortized over the fixed interest period of each loan using the interest method.

Premises and Equipment. Premises and equipment are stated at cost less accumulated depreciation and include expenditures for major betterments and renewals. Maintenance, repairs, and minor renewals are expensed as incurred. When property is retired or sold, the retired asset and related accumulated depreciation are removed from the accounts and the resulting gain or loss taken into income. The Company reviews property and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If such assets are considered to be impaired, the impairment loss recognized is measured by the amount by which the carrying amount exceeds the fair value of the assets.
    Depreciation is computed by use of straight-line and accelerated methods over the estimated useful lives of the assets. Estimated lives are generally twenty to forty years for premises, and five to seven years for equipment.

Intangible Assets. The Bank adopted the provisions of SFAS No. 142, Goodwill and Other Intangible Assets, effective July 1, 2002. Intangible assets acquired through the purchase of branches were excluded from the scope of SFAS No. 142. In October 2002, the FASB issued SFAS No. 147, Acquisitions of Certain Financial Institutions. SFAS No. 147 clarified that the carrying amount of an unidentified intangible asset continue to be amortized. The Bank's gross amount of this intangible asset at June 30, 2004 and 2003 was $3,837,416 and $3,837,416, respectively, with accumulated amortization of $978,484 and $723,226, respectively. The intangible asset is being amortized over 15 years with amortization expense over the next five years expected to be $255,258 per year.
Income Taxes. The Company and its subsidiary file consolidated income tax returns. Deferred assets and liabilities are recognized for the tax effects of differences between the financial reporting bases and income tax bases of the Company's assets and liabilities.

Stock Options. The Company has elected not to adopt the recognition provisions of SFAS No. 123, Accounting for Stock-Based Compensation, which requires a fair-value-based method of accounting for stock options. As permitted under SFAS No. 123, the Company continues to apply APB Opinion No. 25, Accounting for Stock Issued to Employees, and related interpretations in accounting for its stock option plan, and accordingly, does not recognize compensation cost for its stock option plan. Had compensation cost for the Company's stock option plan been consistently expensed based upon the fair value at the grant date for awards under the methodology prescribed under SFAS No. 123, the Company's net income and earnings per share would have been reduced as shown in the table below. Detailed information for activity in the Company's stock plan and the assumptions used in the fair-value-based method can be found in Note 10.

Employee Stock Ownership Plan. The Company accounts for its employee stock ownership plan (ESOP)in accordance with American Institute of Certified Public Accountants (AICPA) Statement of Position 93-6. The cost of shares issued to the ESOP but not yet allocated to participants are presented in the consolidated balance sheet as a reduction of stockholders' equity. Compensation expense is recorded based on the market price of the shares as they are committed to be released for allocation to participant accounts. The difference between the market price and the cost of shares committed to be released is recorded as an adjustment to additional paid-in capital. Dividends on allocated ESOP shares are recorded as a reduction of retained earnings; dividends on unallocated ESOP shares are reflected as a reduction of debt.
    Shares are considered outstanding for earnings per share calculations when they are committed to be released; unallocated shares are not considered outstanding.

Earnings Per Share. Basic income per share is computed using the weighted-average number of common shares outstanding. ESOP shares which have been committed to be released are considered outstanding. Diluted income per share includes the effect of all dilutive potential common shares (primarily stock options) outstanding during each year. The two for one stock split effected as a 100% stock dividend in September, 2003 has been reflected retroactively for all per share data.

Treasury Stock. Treasury stock is stated at cost. Cost is determined by the first-in, first-out method.

Reclassification. Certain amounts included in the 2004 and 2003 consolidated financial statements have been reclassified to conform to the 2004 presentation. These reclassifications had no effect on net income.



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>  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)  <
Southern Missouri Bancorp, Inc. and Subsidiary



June 30
2004   2003   2002
Net income as reported $ 2,882,900    $ 2,738,218    $ 2,308,903 
Add: Stock-based employee compensation
   expense included in reported income,
   net of related tax effects
193,202    154,219    131,208 
Deduct: Total stock-based employee
   compensation expense determined under
   fair-value-based method for all awards,
   net of related tax effects
(203,702)   (159,219)   (138,208)

Pro forma net income $ 2,872,400    $ 2,733,218    $ 2,301,903 

Earnings per share          
   Basic as reported $ 1.27    $ 1.17    $ .97 
   Basic pro forma 1.26    1.17    .97 
   Diluted as reported 1.23    1.14    .95 
   Diluted pro forma 1.23    1.14    .95 

The following paragraphs summarize the impact of new accounting pronouncements:

    In December 2003, the FASB issued FASB Interpretation No. 46 (revised December 2003), Consolidation of Variable Interest Entities, which addresses how a business enterprise should evaluate whether it has a controlling financial interest in an entity through means other than voting rights and accordingly should consolidate the entity. FIN 46R replaces FASB Interpretation No. 46, Consolidation of Variable Interest Entities, which was issued in January 2003. The Company will be required to apply FIN 46R to all entities subject to this Interpretation no later than the end of the first reporting period that ends after December 15, 2004. This interpretation must be applied to those entities that are considered to be special-purpose entities no later than as of the end of the first reporting period that ends after December 15, 2003.

    For any variable interest entities (VIE's) that must be consolidated under FIN 46R that were created before January 1, 2004, the assets, liabilities and non-controlling interests of the VIE initially would be measured at their carrying amounts with any difference between the net amount added to the balance sheet and previously recognized interest being recognized as the cumulative effect of an accounting change. If determining the carrying amounts is not practicable, fair value at the date FIN 46R first applies may be used to measure the assets, liabilities, and non-controlling interest of the VIE. The application of this Interpretation is not expected to have a material effect on the Company's consolidated financial statements.

    In May 2003, the FASB issued FASB Statement No. 150, Accounting for Certain Financial Instruments with Characteristics of both Liabilities and Equity. This Statement establishes standards for how an issuer classifies and measures certain financial instruments with characteristics of both liabilities and equity. It requires that an issuer classify a financial instrument that is within its scope as a
liability (or an asset in some circumstances). Many of those instruments were previously classified as equity. The provisions of this Statement are effective for financial instruments entered into or modified after May 31, 2003, and otherwise are effective at the beginning of the first interim period beginning after June 15, 2003. It is to be implemented by reporting the cumulative effect of a change in an accounting principle for financial instruments created before May 15, 2003 and still existing at the beginning of the interim period of adoption. The adoption of this new standard is not expected to have an impact on the consolidated financial position or results of operations of the Company.

In May 2004, the Securities and Exchange Commission (the "SEC") issued Staff Accounting Bulletin ("SAB")No. 105, Loan Commitments Accounted for as Derivative Instruments, providing guidance on the accounting for loan commitments that relate to the origination of mortgage loans that will be held for resale pursuant to FASB Statement No. 133, "Accounting for Derivative Instruments and Hedging Activities" which was released in 1998 and FASB Statement No. 149, "Amendment of Statement 133 on Derivative Instruments and Hedging Activities" which was issued in 2003. The SEC staff have expressed their view that loan commitments that relate to the origination of mortgage loans that will be held for resale are written options from the perspective of the prospective lender. Thus, upon the origination of a loan commitment, the SEC staff believes that the fair value of the loan commitment should be recorded as a liability with the offset to expense to the extent consideration has not been received. The written option would remain a liability until the expiration or culmination of the contract. The provisions of SAB 105 are effective for derivatives entered into after March 31, 2004. Retroactive application is not required. The Company does not expect the adoption of this staff accounting bulletin to materially impact the Company's financial statements or results of operations.


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>  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)  <
Southern Missouri Bancorp, Inc. and Subsidiary



NOTE 2: Securities

    The amortized cost, gross unrealized gains, gross unrealized losses and estimated market value of securities available for sale consisted of the following:
  June 30, 2004
  Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Estimated
Market
Value
 
Investment securities:          
   U.S. government and Federal
      agency obligations
  $ 11,420,348  $ 11,940  $(118,095) $ 11,314,193 
   Obligations of states and
      political subdivisions
  726,870  50,006    776,876 
   FNMA preferred stock   1,000,000  3,500  (1,300) 1,002,200 
   Equity securities   3,357,227  119,959  (62,332) 3,414,854 
   Other securities   2,712,723  8,315  (17,000) 2,704,038 
 
TOTAL INVESTMENT SECURITIES 19,217,168  193,720  (198,727) 19,212,161 
 
Mortgage-backed securities:          
   FHLMC certificates 3,633,352  14,062  (95,127)  3,552,287 
   GNMA certificates   350,103  (2,134) 347,969 
   FNMA certificates   9,225,163  56,780  (188,236) 9,093,707 
   CMOs issued by government agencies   8,158,177  14,675  (173,069) 7,999,783 
 
TOTAL MORTGAGE-BACKED SECURITIES 21,366,795  85,517  (458,566) 20,993,746 
 
TOTAL $ 40,583,963  $ 279,237  $(657,293) $ 40,205,907 
 
         
         
  June 30, 2003
  Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Estimated
Market
Value
 
Investment securities:          
   U.S. government and Federal
      agency obligations
  $ 3,617,453  $ 44,610  $    -  $ 3,662,063 
   Obligations of states and
      political subdivisions
  1,206,630  96,915  1,303,545 
   FNMA preferred stock   1,000,000  18,500  1,018,500 
 
TOTAL INVESTMENT SECURITIES 5,824,083  160,025  5,984,108 
 
Mortgage-backed securities:          
   FHLMC certificates   5,978,033  21,050  5,999,083 
   GNMA certificates   592,475  9,997  602,472 
   FNMA certificates   6,544,806  85,689  6,630,495 
   CMOs issued by government agencies   11,552,300  62,178  11,490,122 
   CMOs issued by private issuer   294,572  2,006  296,578 
 
TOTAL MORTGAGE-BACKED SECURITIES 24,962,186  118,742  62,178  25,018,750 
 
TOTAL $ 30,786,269  $ 278,767  $ 62,178  $ 31,002,858 
 
         


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>  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)  <
Southern Missouri Bancorp, Inc. and Subsidiary



   The amortized cost and estimated market value of investment and mortgage-backed securities, excluding equity securities, by contractual maturity, are shown below. Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.
June 30, 2004
Available for Sale Amortized
Cost
Estimated
Market
Value

Within one year $ 1,380,000 $ 1,380,430
One to five years 12,708,010 12,637,746
After 10 years 1,771,931 1,779,131

     Total investment securities 15,859,941 15,797,307
Mortgage-backed securities 21,366,795 20,993,746
Equities 3,357,227 3,414,854

TOTAL $ 40,583,963 $ 40,205,907

    The carrying value of investment and mortgage-backed securities pledged as collateral to secure public deposits and securities sold under agreements to repurchase amounted to $27,051,040 and $22,201,527 at June 30, 2004 and 2003, respectively.
    Certain investments in debt and marketable equity securities are reported in the financial statements at an amount less than their historical cost. Total fair value of these investments at June 30, 2004,
was $27.8 million, which is approximately 69.2% of the Bank's available-for-sale investment portfolio. These declines primarily resulted from recent increases in market interest rates and failure of certain investments to maintain consistent credit quality ratings.
    Adjustable rate mortgage loans included in mortgage-backed securities at June 30, 2004 and 2003 amounted to $1,717,999 and $2,789,026, respectively.


    Based on evaluation of available evidence, including recent changes in market interest rates, credit rating information and information obtained from regulatory filings, management believes the declines in fair value for these securities are temporary.
    Should the impairment of any of these securities become other than temporary, the cost basis of the investment will be reduced and
the resulting loss recognized in net income in the period the other-than-temporary impairment is identified.
    The following table shows our investments' gross unrealized losses and fair value, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position at June 30, 2004.

Less than 12 months 12 months or more Total
Description of
Securities
Fair Value Unrealized
Losses
Fair Value Unrealized
Losses
Fair Value Unrealized
Losses

U.S. Treasury $ 541,093 $ 5,203 $ 541,093 $ 5,203
U.S. government
   agencies
7,765,930 112,892 7,765,930 112,892
Mortgage-backed
   securities
17,777,655 458,279 112,386 287 17,890,041 458,566
FNMA preferred
   stock
498,700 1,300 498,700 1,300
Equity services 1,044,250 62,332 1,044,250 62,332
Other securities 108,000 17,000 108,000 17,000

Total temporarily
   impaired
   securities
$ 27,735,628 $ 657,006 $ 112,386 $ 287 $ 27,848,014 $ 657,293



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>  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)  <
Southern Missouri Bancorp, Inc. and Subsidiary



NOTE 3: Loans

    Loans are summarized as follows:


June 30
2004 2003

Real estate loans:
   Conventional $ 122,392,028 $ 116,806,457
   Construction 7,533,011 3,373,874
   Commercial 56,111,695 48,648,914
Loans secured by deposit accounts 1,061,844 981,684
Consumer loans 20,417,060 19,559,284
Commercial 45,922,527 37,060,199

253,438,165 226,430,412
Loans in process (3,093,210) (1,717,118)
Deferred loan fees, net (11,484) (37,244)
Allowance for loan losses (1,978,491) (1,835,705)

TOTAL $ 248,354,980 $ 222,840,345



    Adjustable rate loans included in the loan portfolio amounted to $118,321,901 and $105,446,620 at June 30, 2004 and 2003, respectively.
    One-to four-family residential real estate loans amounted to $120,995,684 and $115,077,899 at June 30, 2004 and 2003, respectively.
    Real estate construction loans are secured principally by single and multi-family dwelling units.
    Commercial real estate loans are secured principally by commercial buildings, motels, medical centers, churches, fast food restaurants and farmland.





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>  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)  <
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    Following is a summary of activity in the allowance for loan losses:

June 30
2004 2003 2002

Balance, beginning of period $ 1,835,705 $ 1,569,266 $ 1,461,684

Loans charged-off (158,557) (125,862) (280,464)
Recoveries of loans previously charged-off 26,343 62,301 38,046

Net charge-offs (132,214) (63,561) (242,418)

Provision charged to expense 275,000 330,000 350,000

Balance, end of period $ 1,978,491 $ 1,835,705 $ 1,569,266



   Total loans past due ninety days or more and still accruing interest amounted to $131,000, $82,000 and $202,000 at June 30, 2004, 2003, and 2002, respectively. The Company ceased recognition of interest income on loans with a book value of $4,332, $7,099, and $133,585 at June 30, 2004, 2003 and 2002, respectively. The average balance of nonaccrual loans for the years ended June 30, 2004, 2003 and 2002 was $6,000, $52,000, and $80,000 respectively. Allowance for losses on nonaccrual loans amounted to $0, $0, and $13,350 at June 30, 2004, 2003 and 2002. Interest income of approximately $200, $400, and $1,000 was recognized on these loans for the years ended June 30, 2004, 2003 and 2002, respectively. Gross interest income would have been approximately $700, $800, and $13,000 for the years ended June 30, 2004, 2003 and 2002, respectively, if the interest payments had been received in accordance with the original terms. The Bank is not committed to lend additional funds to customers whose loans have been placed on nonaccrual status.
    Of the above nonaccrual loans at June 30, 2004, 2003, and 2002, none were considered to be impaired. There were no impaired loans during the years ended June 30, 2004, 2003, and 2002.


Following is a summary of loans to directors, executive officers and loans to corporations in which executive officers and directors have a substantial interest:
Balance, June 30, 2003 $ 4,834,673 
   Additions 8,945,769 
   Repayments (8,722,819)
Balance, June 30, 2004 $ 5,057,623 

    These loans were made on substantially the same terms as those prevailing at the time for comparable transactions with unaffiliated persons.




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>  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)  <
Southern Missouri Bancorp, Inc. and Subsidiary



NOTE 4: Foreclosed Assets

    Foreclosed assets consist of the following:

June 30
2004 2003

Foreclosed assets $ 162,563  $ 217,403 
Allowance for losses

$ 162,563 $ 217,403



NOTE 5: Premises and Equipment

    Following is a summary of premises and equipment:


June 30
2004 2003

Land $ 1,235,380  $ 1,185,355 
Buildings and improvements 4,739,754  4,755,694 
Furniture, fixtures and equipment 3,451,994  3,153,732 
Automobiles 31,388 38,768

9,458,516  9,133,549 
Less accumulated depreciation (3,389,010) (2,930,164)

$ 6,069,506  $ 6,203,385 






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>  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)  <
Southern Missouri Bancorp, Inc. and Subsidiary



NOTE 6: Deposits

    Deposits are summarized as follows:

June 30
2004 2003

Noninterest-bearing accounts $ 14,143,212 $ 12,710,925
NOW accounts 30,578,091 23,997,100
Money market deposit accounts 19,731,193 14,743,438
Savings accounts 64,913,463 56,779,625

TOTAL TRANSACTION ACCOUNTS $ 129,365,959 $ 108,231,088
Certificates:
   0.00 - 0.99% 12,925 -
   1.00 - 1.99% 40,380,538 32,137,690
   2.00 - 2.99% 9,209,074 21,162,585
   3.00 - 3.99% 14,629,028 10,208,704
   4.00 - 4.99% 14,262,299 15,342,655
   5.00 - 5.99% 3,834,289 5,854,234
   6.00 - 6.99% 264,485 1,595,000
Total certificates, 2.69%
   and 2.94%, respectively
82,592,638 86,300,868

TOTAL DEPOSITS $ 211,958,597 $ 194,531,956



    The aggregate amount of certificates of deposit with a minimum denomination of $100,000 was $23,978,176 and $26,060,825 at June 30, 2004 and 2003, respectively.


    Certificate maturities at June 30, 2004 are summarized as follows:

July 1, 2004 to June 30, 2005 $ 53,919,115
July 1, 2005 to June 30, 2006 5,704,426
July 1, 2006 to June 30, 2007 17,221,574
July 1, 2007 to June 30, 2008 3,808,244
July 1, 2008 to June 30, 2009 1,856,248
Thereafter 83,031

$ 82,592,638




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>  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)  <
Southern Missouri Bancorp, Inc. and Subsidiary



NOTE 7: Securities Sold Under Agreements to Repurchase

    Securities sold under agreements to repurchase, which are classified as borrowings, generally mature within one to four days.
The following table presents balance and interest rate information on the securities sold under agreements to repurchase.

June 30
2004 2003

Year-end balance $ 6,447,819   $ 5,234,392  
Average balance during the year 6,340,861   5,480,000  
Maximum month-end balance during the year 8,073,994   7,444,437  
Average interest during the year 1.15% 1.33%
Year-end interest rate 1.00% 1.25%


    The market value of the securities underlying the agreements at June 30, 2004 and 2003, was $7,395,583 and $5,755,414, respectively. The securities sold under agreements to repurchase are under the Company's control.


NOTE 8: Advances from Federal Home Loan Bank

    Advances from Federal Home Loan Bank are summarized as follows:


June 30
Maturity Call Date or
Quarterly
Thereafter
Interest
Rate
2004 2003

Overnight borrowings - 1.50% -   $ 5,500,000  
Overnight borrowings - 1.46% 7,250,000   -  
06-19-06 - 4.33% 1,000,000   1,000,000  
09-08-06 - 5.00% 5,000,000   5,000,000  
12-18-06 - 3.01% 2,000,000   -  
01-08-07 - 2.65% 2,000,000   -  
06-11-07 - 4.89% 1,000,000   1,000,000  
06-19-07 - 4.63% 1,000,000   1,000,000  
08-30-07 - 3.91% 1,000,000   1,000,000  
10-17-07 - 4.84% 2,000,000   2,000,000  
02-06-08 08-06-03 5.17% 3,000,000   3,000,000  
10-26-09 09-01-03 5.50% 10,000,000   10,000,000  
01-20-10 07-20-03 5.77% 5,000,000   5,000,000  
10-27-10 10-27-03 5.86% 9,000,000   9,000,000  
12-09-10 12-09-05 5.93% 10,000,000   10,000,000  

$ 59,250,000   $ 53,500,000  

Weighted-average rate 4.84% 5.18%



    In addition to the above advances, the Bank had an available line of credit amounting to $32,108,000, $26,427,000, and $48,716,000 with the FHLB at June 30, 2004, 2003 and 2002, respectively.
    Advances from FHLB of Des Moines are secured by FHLB stock and one-to four-family mortgage loans of $71,100,000 and $64,200,000 at June 30, 2004 and 2003, respectively. The principal maturities of FHLB advances at June 30, 2004, are as follows:
July 1, 2004 to June 30, 2005 $ 7,250,000
July 1, 2005 to June 30, 2006 1,000,000
July 1, 2006 to June 30, 2007 11,000,000
July 1, 2007 to June 30, 2008 6,000,000
July 1, 2008 to June 30, 2009 -
Thereafter 34,000,000
$ 59,250,000


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>  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)  <
Southern Missouri Bancorp, Inc. and Subsidiary



Note 9: Subordinated Debt

    Southern Missouri Statutory Trust I issued $7.0 million of Floating Rate Capital Securities (the "Trust Preferred Securities") with a liquidation value of $1,000 per share. The securities are due in 30 years, redeemable after five years and bear interest at a floating rate based on LIBOR. At June 30, 2004, the current rate was 4.31%. The securities represent undivided beneficial interests in the trust, which was established by Southern Missouri for the purpose of issuing the securities. The Trust Preferred Securities were sold in a private transaction exempt from registration under the Securities Act of 1933, as amended (the "Act") and have not been registered under the Act. The securities may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
    Southern Missouri Statutory Trust I used the proceeds from the sale of the Trust Preferred Securities to purchase Junior Subordinated Debentures of Southern Missouri Bancorp. Southern Missouri Bancorp intends to use its net proceeds for working capital and investment in its subsidiaries.

NOTE 10: Employee Benefits

    401(k). The Bank has adopted a 401(k) profit sharing plan that covers substantially all eligible employees. Contributions to the plan are at the discretion of the Board of Directors of the Bank. During 2004, 2003, and 2002, there were no contributions made to the plan.
    Employee Stock Ownership Plan (ESOP). The Bank established a tax-qualified ESOP in April 1994. The plan covers substantially all employees who have attained the age of 21 and completed one year of service.
    The Bank makes contributions to the ESOP equal to the ESOP's debt service less dividends on unallocated ESOP shares used to repay the ESOP loan. Dividends on allocated ESOP shares are paid to participants of the ESOP. The ESOP shares are pledged as collateral on the ESOP loan.
    Shares are released from collateral and allocated to participants based on pro-rata compensation as the loan is repaid over seven years. Effective July 1, 1998, the loan terms were modified and principal payments were extended an additional four years. Benefits are vested over five years. Forfeitures are allocated on the same basis as other contributions. Benefits are payable upon a participant's retirement, death, disability or separation of service. The purchase of the shares of the ESOP has been recorded in the consolidated financial statements through a credit to common stock and additional paid-in capital with a corresponding charge to a contra equity account for the unreleased shares. As shares are committed to be released from collateral, the Bank reports compensation expense equal to the average fair value of the ESOP shares committed to be released. The ESOP expense for 2004, 2003, and 2002 was $184,088, $146,953, and $117,173, respectively.

    The number of ESOP shares at June 30, 2004 and 2003 were as follows:
    Management Recognition Plan (MRP). The Bank adopted an (MRP) for the benefit of non-employee directors and two MRPs for officers and key employees (who may also be directors) in April 1994. During 2004, the Bank granted 5,000 MRP shares to employees. The shares granted are in the form of restricted stock payable at the rate of 20% of such shares per year. Compensation expense, in the amount of the fair market value of the common stock at the date of grant, will be recognized pro-rata over the five years during which the shares are payable.
    The Board of Directors can terminate the MRPs at any time, and if it does so, any shares not allocated will revert to the Company. The MRP expense for 2004, 2003 and 2002 was $9,114, $7,266, and $14,035, respectively.
    Stock Option Plan. The Company sponsors a stock option plan adopted in April 1994. The purpose of the plan is to provide additional incentive to certain directors, officers and key employees of the Bank. In October 1999, the stockholders voted to increase the number of shares reserved for options by 67,932 shares. The stock options are granted at the fair market value of the common stock on the date of the grant. Through June 30, 1999, all options granted were 100% vested at the grant date. For shares granted since June 30, 1999, the vesting period ranged from the grant date up to a five year period. All options expire ten years from the date of the grant. The 1994 stock option plan expired in April 2004. In October 2003, a new stock option and incentive plan was adopted ("2003 Plan"). Under the 2003 plan, the Company has granted 66,000 options to employees.
2004 2003

Allocated shares 137,554 124,876
Unreleased shares 11,828 24,506

TOTAL ESOP SHARES 149,382 149,382

The fair value of unreleased ESOP shares at June 30, 2004 was $186,409.


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> NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued) <
Southern Missouri Bancorp, Inc. and Subsidiary



Changes in options outstanding were as follows:

Years Ended June 30,
2004
2003
2002
Weighted
Average
Price
Number Weighted
Average
Price
Number Weighted
Average
Price
Number



Outstanding at beginning of year $ 7.20 162,406  $ 6.84 194,114  $ 6.70 230,114 
Granted 15.23 66,000 
Exercised 6.26 (41,434) 5.00 (31,788) 5.60 (26,000)
Forfeited 7.00 (10,000)



Outstanding at year-end 10.24 186,972  7.20 162,406  6.84 194,114 



Options exercisable at year-end 7.51 116,972  7.24 156,046  6.86 183,114 



Following is a summary of the fair values of options granted using the Black-Scholes pricing model:

2004

Assumptions:
Expected dividend yield 2.36%
Expected volatility 18.93%
Risk-free interest rate 3.87%
Weighted-average expected life 5 years  
Weighted-average fair value of
   options granted during the year
$ 3.71  

The following table summarizes information about stock options under the plan outstanding at June 30, 2004

Options Outstanding
Options Exercisable
Exercise Price Number
Outstanding
Weighted
Average
Remaining
Contractual
Life
Weighted
Average
Exercise
Price
Number
Exercisable
Weighted
Average
Exercise Price


6.5000 21,990 69.6 mo. 6.5000 17,990 6.5000
6.7500 60,000 61.9 mo. 6.7500 60,000 6.7500
7.0000 8,982 61.6 mo. 7.0000 8,982 7.0000
9.9375 30,000 43.1 mo. 9.9375 30,000 9.9375
15.2300 66,000 118.7 mo. 15.2300 - 15.2300


    Outside Directors' Retirement. The Bank adopted a directors' retirement plan in April 1994 for outside directors. The directors' retirement plan provides that each non-employee director (participant) shall receive, upon termination of service on the Board on or after age 60, other than termination for cause, a benefit in equal annual installments over a five year period. The benefit will be based upon the product of the participant's vesting percentage and the total Board fees paid to the participant during the calendar year preceding termination of service on the Board. The vesting percentage shall be determined based upon the participant's years of service on the Board, whether before or after the reorganization date, according to the following schedule:
Full Years of Service
on the Board
Non-Employee Directors'
Vested Percentage

Less than 5 0%
5 to 9 50%
10 to 14 75%
15 or more 100%
   In the event that the participant dies before collecting any or all of the benefits, the Bank shall pay the participant's beneficiary. No benefits shall be payable to anyone other than the beneficiary, and shall terminate on the death of the beneficiary.


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>  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)  <
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    The following items are components of directors retirement plan at June 30 using measurement dates of June 30, 2004, 2003, and 2002:
2004 2003 2002

Service cost - benefits earned
   during the year
$ 4,834 $ 6,571  $ 6,027 
Interest cost on benefit obligation 12,061 11,677  11,916 
Amortization of unrecognized gains - (1,247) (1,015)

               NET PENSION COST $ 16,895 $ 17,001  $ 16,928 



    The following table sets forth the directors' retirement plan's funded status and amounts recognized in the consolidated financial statements at June 30, 2004 and 2003:
2004 2003

Actuarial present value of benefit obligations:
   Vested accumulated benefits $ 152,410 $ 149,745
   Non-vested accumulated benefits 15,739 17,726

   Total accumulated benefits 157,349 167,471
Unrecognized net actuarial gain 29,932 13,715

   Accrued cost included in other liabilities $ 187,281 $ 181,186



    A reconciliation of the projected benefit obligation and fair value of plan assets is summarized as follows at June 30, 2004 and 2003:
2004
2003
Projected
Benefit
Obligation
Plan Assets
at
Fair Value
Projected
Benefit
Obligation
Plan Assets
at
Fair Value


Balance, beginning of year $ 167,471  $     -  $ 160,243  $     - 
Service cost 4,834  6,571 
Interest cost 12,061  11,677 
Actuarial loss (gain) (16,217) 9,380 
Contributions 10,800  20,400 
Benefits paid (10,800) (10,800) (20,400) (20,400)


Balance, end of year $ 157,349  $     -  $ 167,471  $     - 




    The Company's planned contributions to its directors retirement plan in 2005 total approximately $10,000, all of which is required. The Company's expected benefit payments for each of the next five years approximates $25,000, and the next five years aggregate total is $25,000
2004 2003 2002

Weighted-average assumptions as of June 30:
Discount rate 7% 7% 7%
Rate of directors' fees increase 0% 0% 0%


    The above assumptions used to measure benefit obligations as of the plan's measurement date were the same assumptions used to determine the net benefit cost.


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>  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)  <
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NOTE 11: Income Taxes

    The components of net deferred tax assets (liabilities) are summarized as follows:

2004 2003

Deferred tax assets:
   Provision for losses on loans $ 762,104 $ 624,140
   Unrealized loss of available for sale securities 157,978 -
   Accrued compensation and benefits 146,996 126,101

Total deferred tax assets 1,067,078 750,241

Deferred tax liabilities:
   FHLB stock dividends $ 188,612 $ 166,566
   Purchase accounting adjustments 52,832 69,725
   Depreciation 402,842 270,136
   Unrealized gain on available for sale securities - 80,138

Total deferred tax liabilities 644,286 586,565

NET DEFERRED TAX ASSET $ 422,792 $ 163,676

    The provision for income taxes includes these components:

Year Ended June 30
2004 2003 2002

Current:
   Federal $ 1,448,000  $ 1,529,900  $ 1,034,700 
   State 166,000  92,000 

1,448,000  1,695,900  1,126,700 

Deferred:
   Federal (19,000) (224,000) 61,000 
   State (2,000) (6,000) 9,000 

(21,000) (230,000) 70,000 

$ 1,427,000  $ 1,465,900  $ 1,196,700 




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>  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)  <
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    A reconciliation of income tax expense at the statutory rate to the Company's actual income tax expense is shown below:
Year Ended June 30
2004 2003 2002

Tax at statutory Federal rate $ 1,457,423  $ 1,429,411  $ 1,191,905 
Increase (reduction) in taxes
   resulting from:
      Nontaxable municipal income (27,275) (69,174) (79,714)
      State tax, net of Federal benefit 102,300  72,700 
      Nondeductible ESOP expenses 39,218  27,925  17,071 
      Cash surrender value of bank
         owned life insurance
(63,869) (27,376)
      Other, net 21,503  2,814  (5,262)

ACTUAL PROVISION $ 1,427,000  $ 1,465,900  $ 1,196,700 



NOTE 12: Other Comprehensive Income (Loss)

    Other comprehensive income (loss)components are as follows:

Year Ended June 30
2004 2003 2002

Unrealized gains (losses) on
   available for sale securities:
      Unrealized holding gains (losses)
         arising during period
$ (662,773) $ (292,751) $ 118,098 
      Less: reclassification
         adjustments for (gains) losses
         realized in net income
19,186  (1,366)

      Total unrealized gains (losses)
         on securities
(643,587) (292,751) 116,732 
      Income tax expense (benefit) (238,116) (108,318) 43,192 

Other comprehensive income (loss) $ (374,607) $ (184,433) $ 73,540 





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>  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)  <
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NOTE 13: Stockholders' Equity and Regulatory Capital

    The Company and Bank are subject to various regulatory capital requirements administered by the Federal banking agencies. Failure to meet minimum capital requirements can result in certain mandatory -- and possibly additional discretionary -- actions by regulators that, if undertaken, could have a direct material effect on the Company's financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Bank must meet specific capital guidelines that involve quantitative measures of the Bank's assets, liabilities, and certain off-balance-sheet items as calculated under regulatory accounting practices. The Bank's capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings, and other factors.
    Quantitative measures established by regulation to ensure capital adequacy require the Bank to maintain minimum amounts and ratios (set forth in the table below) of total capital and Tier I capital (as defined in the regulations) to risk-weighted assets (as defined) and
of Tier I capital (as defined) to average total assets (as defined). Management believes, as of June 30, 2004, that the Bank meets all capital adequacy requirements to which it is subject.
    As of June 30, 2004, the most recent notification from the Federal Deposit Insurance Corporation categorized the Bank as well capitalized under the regulatory framework for prompt corrective action. To be categorized as well capitalized the Bank must maintain minimum total risk-based, Tier I risk-based, and Tier I leverage ratios as set forth in the table. There are no conditions or events since that notification that management believes have changed the Bank's category. The Company's only significant activity is ownership of the Bank, and, therefore, its capital, capital ratios, and minimum required levels of capital are materially the same as the Bank's.
    The following table summarizes the Bank's actual and required regulatory capital:

(dollars in thousands)
Actual
For Capital
Adequacy Purposes

To Be Well
Capitalized Under
Prompt Corrective
Action Provisions

As of June 30, 2004 Amount Ratio Amount Ratio Amount Ratio



   Total Capital (to Risk-Weighted Assets) $ 25,454 11.8% $ 17,222 ≥8.00% $ 21,527 10.0%
   Tier I Capital (to Risk-Weighted Assets) 23,475 10.9% 8,611 ≥4.00% 12,916 6.0%
   Tier I Capital (to Average Assets) 23,475 7.8% 12,020 ≥4.00% 15,025 5.0%
As of June 30, 2003
   Total Capital (to Risk-Weighted Assets) $ 22,865 12.0% $ 15,246 ≥8.00% $ 19,057 10.0%
   Tier I Capital (to Risk-Weighted Assets) 21,020 11.0% 7,623 ≥4.00% 11,434 6.0%
Tier I Capital (to Average Assets) 21,020 7.6% 11,052 ≥4.00% 13,815 5.0%

    The Bank's ability to pay dividends on its common stock to the Company is restricted to maintain adequate capital as shown in the above table.

NOTE 14: Commitments and Credit Risk

    Standby Letters of Credit. In the normal course of business, the Bank issues various financial standby, performance standby and commercial letters of credit for its customers. As consideration for the letters of credit, the institution charges letter of credit fees based on the face amount of the letters and the creditworthiness of the counterparties. These letters of credit are stand-alone agreements, and are unrelated to any obligation the depositor has to the Bank.
    Standby letters of credit are irrevocable conditional commitments issued by the Bank to guarantee the performance of a customer to a third party. Financial standby letters of credit are primarily issued to support public and private borrowing arrangements, including
commercial paper, bond financing and similar transactions. Performance standby letters of credit are issued to guarantee performance of certain customers under non-financial contractual obligations. The credit risk involved in issuing standby letters of credit is essentially the same as that involved in extending loans to customers.
    The Bank had total outstanding standby letters of credit amounting to $1,337,000 and $500,000 at June 30, 2004 and 2003, respectively, with terms ranging from 12 to 24 months. At June 30, 2004, the Bank's deferred revenue under standby letters of credit agreements was nominal.


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>  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)  <
Southern Missouri Bancorp, Inc. and Subsidiary



    Off-balance-sheet and credit risk. The Company's Consolidated Financial Statements do not reflect various financial instruments to extend credit to meet the financing needs of its customers. These financial instruments include commitments to extend credit. These instruments involve, to varying degrees, elements of credit and interest-rate risk in excess of the amount recognized in the statements of financial condition. Lines of credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Lines of credit generally have fixed expiration dates. Since a portion of the line may expire without being drawn upon, the total unused lines do not necessarily represent future cash requirements. Each customer's creditworthiness is evaluated on a case-by-case basis. The amount of collateral obtained, if deemed necessary, is based on management's credit evaluation of the counterparty. Collateral held varies but may include accounts receivable, inventory, property, plant and equipment, commercial real estate and residential real estate. Management uses the same credit policies in granting lines of credit as it does for on-balance-sheet instruments.


NOTE 15: Earnings Per Share

    The following table sets forth the computations of basic and diluted earnings per common share:
    The Company had $35.7 million in commitments to extend credit at June 30, 2004 and $29.3 million at June 30, 2003.
    At June 30, 2004, total commitments to originate fixed-rate loans with terms in excess of one year were $3.9 million at interest rates ranging from 4.5% to 7.5%. Commitments to extend credit and standby letters of credit include exposure to some credit loss in the event of nonperformance of the customer. The Company's policies for credit commitments and financial guarantees are the same as those for extension of credit that are recorded in the statements of financial condition. The commitments extend over varying periods of time with the majority being disbursed within a thirty-day period.
    The Company grants collateralized commercial, real estate, and consumer loans to customers in Southeast Missouri. Although the Company has a diversified portfolio, loans aggregating $121,983,915 at June 30, 2004, are secured by single and multi-family residential real estate in the Company's primary lending area.
Year Ended June 30
2004 2003 2002

Net income $ 2,882,901 $ 2,738,218 $ 2,308,903

   Denominator for basic earnings
      per share -
      Weighted-average shares
         outstanding
2,277,757 2,334,892 2,385,224
      Effect of dilutive securities
         Stock options
57,543 63,468 44,794

   Denominator for diluted
      earnings per share
2,335,300 2,398,360 2,430,018

   Basic earnings per common share $ 1.27 $ 1.17 $ .97
   Diluted earnings per common share 1.23 1.14 .95




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>  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)  <
Southern Missouri Bancorp, Inc. and Subsidiary



NOTE 16: Disclosures about Fair Value of Financial Instruments

    The following table presents estimated fair values of the Company's financial instruments. The fair values of certain of these instruments were calculated by discounting expected cash flows, which involves significant judgments by management and uncertainties. Fair value is the estimated amount at which financial assets or liabilities could be exchanged in a current transaction


between willing parties, other than in a forced or liquidation sale. Because no market exists for certain of these financial instruments and because management does not intend to sell these financial instruments, the Company does not know whether the fair values shown below represent values at which the respective financial instruments could be sold individually or in the aggregate.
2004
2003
Carrying
Amount
Fair
Value
Carrying
Amount
Fair
Value


(in thousands) (in thousands)
Financial Assets
   Cash and cash equivalents $ 4,582 $ 4,582 $ 7,618 $ 7,618
   Investment and mortgage-
      backed securities
      available for sale
40,206 40,206 31,003 31,003
   Stock in FHLB 3,171 3,171 2,675 2,675
   Loans receivable, net 248,355 252,982 222,840 232,270
   Bank owned life insurance 4,260 4,260 4,073 4,073
   Accrued interest receivable 1,357 1,357 1,270 1,270
Financial Liabilities
   Deposits 211,959 208,439 194,532 196,474
   Securities sold under
      agreements to repurchase
6,448 6,448 5,234 5,234
   Advances from FHLB 59,250 62,684 53,500 60,658
   Subordinated Debt 7,217 7,217 - -
   Accrued interest payable 336 336 394 394
Unrecognized financial instruments
   (net of contract amount)
      Letters of Credit - - - -
      Lines of Credit - - - -


    The following methods and assumptions were used in estimating the fair values of financial instruments:
    Cash and cash equivalents are valued at their carrying amounts which approximates fair value.
    Fair values of investment and mortgage-backed securities are based on quoted market prices or, if unavailable, quoted market prices of similar securities.
    Stock in FHLB is valued at cost which approximates fair value.
    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. Loans with similar characteristics are aggregated for purposes of the calculations.
    Fair value of bank owned life insurance is equal to the cash surrender value of the underlying life insurance policies.
    The carrying amounts of accrued interest approximate their fair values.
    Deposits with no defined maturities, such as NOW accounts, savings accounts and money market deposit accounts, are valued at their carrying amount which approximates fair value.
    The fair value of fixed-maturity time deposits is estimated using a discounted cash flow calculation that applies the rates currently offered for deposits of similar remaining maturities.
    The carrying amounts of securities sold under agreements to repurchase approximate fair value.
    Fair value of advances from the FHLB is estimated by discounting maturities using an estimate of the current market for similar instruments.
    The fair value of subordinated debt is estimated using rates currently available to the Company for debt with similar terms and maturities.



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>  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)  <
Southern Missouri Bancorp, Inc. and Subsidiary



NOTE 17: Condensed Parent Company Only Financial Statements

    The following condensed balance sheets, statements of income and cash flows for Southern Missouri Bancorp, Inc. should be read in
conjunction with the consolidated financial statements and the notes thereto.


June 30,
Condensed Balance Sheets 2004 2003

Assets
Cash and cash equivalents $ 1,100,569 $ 606,586
Available for sale securities 5,618,892 -
ESOP note receivable 70,566 143,440
Other assets 370,288 135,390
Investment in common stock of Bank 26,064,814 24,270,683

TOTAL ASSETS $ 33,225,129 $ 25,156,099

Liabilities and Stockholders' Equity
Accrued expenses and other liabilities $ 55,711 $ 47,662
Subordinated debt 7,217,000 -

TOTAL LIABILITIES 7,272,711 47,662

Stockholders' equity 25,952,418 25,108,437

TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY
$ 33,225,129 $ 25,156,099



Year Ended June 30
Condensed Statements of Income 2004 2003 2002

Interest income $ 82,178 $ 12,485 $ 27,826
Interest expense 84,152 - -

   Net interest income (1,974) 12,485 27,826
Dividend from Bank 1,100,000 1,800,000 2,125,000
Operating expenses 349,245 263,406 196,524

   Income before income taxes and
      equity in undistributed income
      of the Bank
748,781 1,549,079 1,956,302
Income tax benefit 128,000 90,743 57,300

Income before equity in undistributed
   income of the Bank
876,781 1,639,822 2,013,602
Equity in undistributed income of
   the Bank
2,006,120 1,098,396 295,301

NET INCOME $ 2,882,901 $ 2,738,218 $ 2,308,903




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>  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)  <
Southern Missouri Bancorp, Inc. and Subsidiary



Year Ended June 30
Condensed Statements 2004 2003 2002

Cash flows from operating activities:
   Net income $ 2,882,901  $ 2,738,218  $ 2,308,903 
   Changes in:      
      Equity in undistributed income
         of the Bank
(2,006,120) (1,098,396) (295,301)
      Other adjustments, net (22,635) (50,260) (794)

NET CASH PROVIDED BY
OPERATING ACTIVITIES
854,146  1,589,562  2,012,808 

Cash flows from investing activities:      
   Principal collected on loan to ESOP 72,874  72,873  73,874 
   Purchase of investment security,
      available for sale
(5,573,272)
   Investment in statutory trust (217,000)    
   Proceeds from sales of other assets 4,500 

NET CASH (USED IN) OR PROVIDED BY
INVESTING ACTIVITIES
(5,717,398) 77,373  73,874 

Cash flows from financing activities:      
   Proceeds from issuance of
      subordinated debt
7,217,000 
   Dividends on common stock (821,584) (656,247) (587,945)
Exercise of stock options 259,185  184,493  145,410 
   Payments to acquire treasury stock (1,297,366) (1,641,518) (1,142,399)

NET CASH PROVIDED BY OR USED IN
FINANCING ACTIVITIES
5,357,235  (2,113,272) (1,584,934)

Net (decrease) increase in cash and
   cash equivalents
493,983  (446,337) 501,748 
Cash and cash equivalents at beginning
   of year
606,586  1,052,923  551,175 

CASH AND CASH EQUIVALENTS
AT END OF YEAR
$ 1,100,569  $ 606,586  $ 1,052,923 






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>  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)  <
Southern Missouri Bancorp, Inc. and Subsidiary



NOTE 18: Quarterly Financial Data (Unaudited)

    Quarterly operating data is summarized as follows (in thousands):

June 30, 2004
First
Quarter
Second
Quarter
Third
Quarter
Fourth
Quarter

Interest income $ 3,795 $ 3,935 $ 3,950 $ 4,020
Interest expense 1,608 1,592 1,620 1,725

Net interest income 2,187 2,343 2,330 2,295
Provision for loan losses 30 85 60 100
Noninterest income 451 488 480 456
Noninterest expense 1,526 1,598 1,670 1,651

Income before income taxes 1,082 1,148 1,080 1,000
Income taxes 390 413 377 247

NET INCOME $ 692 $ 735 $ 703 $ 753

June 30, 2003
First
Quarter
Second
Quarter
Third
Quarter
Fourth
Quarter

Interest income $ 4,264 $ 4,194 $ 4,020 $ 3,926
Interest expense 1,878 1,811 1,739 1,692

Net interest income 2,386 2,383 2,281 2,234
Provision for loan losses 120 90 60 60
Noninterest income 247 308 389 471
Noninterest expense 1,468 1,522 1,528 1,647

Income before income taxes 1,045 1,079 1,082 998
Income taxes 384 401 393 288

NET INCOME $ 661 $ 678 $ 689 $ 710






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>  CORPORATE INFORMATION  <



CORPORATE HEADQUARTERS
531 Vine Street
Poplar Bluff, Missouri 63901


INDEPENDENT AUDITORS
BKD, LLP
St. Louis, Missouri 63102


SPECIAL COUNSEL
Silver, Freedman & Taff, LLP
Washington, D.C. 20007

TRANSFER AGENT
Registrar and Transfer Company
10 Commerce Drive
Cranford, New Jersey 07016


COMMON STOCK
Nasdaq Stock Market
Nasdaq Symbol: SMBC
ANNUAL MEETING

The Annual Meeting of Stockholders will be held Monday, October 18, 2004, at 9:00 a.m., Central Time, at the Greater Poplar Bluff Area Chamber of Commerce Building, 1111 West Pine, Poplar Bluff, Missouri 63901.


ANNUAL REPORT ON FORM 10-KSB AND OTHER REPORTS

A copy of the Company's annual report on Form 10-KSB, including financial statement schedules and our quarterly reports as filed with the Securities and Exchange Commission, will be furnished without charge to stockholders as of the record date upon written request to the Secretary, Southern Missouri Bancorp, Inc., 531 Vine Street, Poplar Bluff, Missouri 63901. These documents also may be accessed through the SEC's website at www.sec.gov.





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SOUTHERN MISSOURI BANCORP, INC.
Directors Executive Officers
Thadis R. Seifert
Chairman of the Board - retiring
Retired former executive vice president
  of Bank
Ronald D. Black
Executive Director General Association
  of General Baptists
Greg A. Steffens
President
Cheif Financial Officer
Leonard M. Ehlers
Vice-Chairman - retiring
Retired court reporter of the 36th
  Judicial Circuit
L. Douglas Bagby
City Manager of Poplar Bluff and
  General Manager of Municipal Utilities
  of Poplar Bluff
James W. Tatum
Vice President
Samuel H. Smith
Engineer and majority owner of
  S.H. Smith and Company, Inc.
Sammy A. Schalk
President of Gamblin Lumber Company
James D. Duncan
Executive Vice President
James W. Tatum
Retired certified public accountant
Greg A. Steffens
President
Chief Executive Officer
SOUTHERN MISSOURI BANK AND TRUST
Directors Senior Officers
Samuel H. Smith
Chairman of the Board
Engineer and majority owner of
  S.H. Smith and Company, Inc.
Ronnie D. Black
Executive Director General Association
  of General Baptists
Greg A. Steffens
President
Chief Executive Officer
James W. Tatum
Vice-Chairman
Retired certified public accountant
L. Douglas Bagby
Cityy Manager of Poplar Bluff and
  General Manager of Municipal Utilities
  of Poplar Bluff
James D. Duncan
Executive Vice President
Chairman Loan Dept.
Thadis R. Seifert - retiring
Retired former executive vice president
  of Bank
Sammy A. Schalk
President of Gamblinn Lumber Company
Kimberly A. Capps
Chief Financial Officer
Greg A. Steffens
President
Chief Executive Officer
William D. Hribovsek
Senior Commercial Loan Officer
Adrian Rushing
Senior Vice President


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SOUTHERN MISSOURI BANCORP, INC.


is a single-bank holding company that outperforms peers on ROE and other measures. This has come about through the establishment of a strong management team, continuing emphasis on growing core businesses, and bringing new growth to the Company by adopting technology-based systems and services. Southern Missouri Bancorp, Inc. has become one of the top preforming bank holding companies in Missouri.









SOUTHERN MISSOURI BANCORP, INC.  531 Vine Street   Poplar Bluff, Missouri 63901  (573) 785-1421