FORM 11-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
ANNUAL REPORT
Pursuant to Section 15(d) of the
Securities Exchange Act of 1934
For the fiscal year ended December 31, 2002
Commission File No. 0-15950 (First Busey Corporation)
Commission File No. 33-30095 (First Busey Corporation Profit Sharing Plan and
Trust)
Commission File No. 33-60402 (First Busey Corporation Employee Stock Ownership
Plan and Trust)
A. Full Title of the plans and the address of the plans, if different from
that of the issuer named before:
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
FIRST BUSEY CORPORATION EMPLOYEE STOCK OWNERSHIP PLAN AND TRUST
B. Name of the issuer of the securities held pursuant to the plans and the
address of its principle executive officer:
FIRST BUSEY CORPORATION
201 WEST MAIN STREET
URBANA, IL 61801
FIRST BUSEY CORPORATION
PROFIT SHARING PLAN AND TRUST
FINANCIAL REPORT
DECEMBER 31, 2002
FIRST BUSEY CORPORATION
PROFIT SHARING PLAN AND TRUST
CONTENTS
INDEPENDENT AUDITOR'S REPORT 1
FINANCIAL STATEMENTS
Statements of net assets available for benefits 2
Statements of changes in net assets available for benefits 3
Notes to financial statements 4 - 8
SUPPLEMENTAL SCHEDULES
Schedule of assets held for investment purposes at end of year 9 - 13
Party in interest transactions 14
(MCGLADREY & PULLEN LOGO)
INDEPENDENT AUDITOR'S REPORT
To the Profit Sharing Committee and Participants
First Busey Corporation Profit Sharing Plan and Trust
Urbana, Illinois
We have audited the accompanying statements of net assets available for benefits
of First Busey Corporation Profit Sharing Plan and Trust as of December 31, 2002
and 2001, and the related statements of changes in net assets available for
benefits for each of the years in the three-year period ended December 31, 2002.
These financial statements are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of First Busey
Corporation Profit Sharing Plan and Trust as of December 31, 2002 and 2001, and
the changes in net assets available for benefits for each of the years in the
three-year period ended December 31, 2002, in conformity with accounting
principles generally accepted in the United States of America.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplementary schedules of assets
held for investment purposes and party in interest transactions as of or for the
year ended December 31, 2002 are presented for purposes of additional analysis
and are not a required part of the basic financial statements, but are
supplementary information required by the United States Department of Labor
Rules and Regulations for Reporting and Disclosure under the Employee Retirement
Income Security Act of 1974. These supplemental schedules are the responsibility
of the Plan's management. The supplemental schedules have been subjected to the
auditing procedures applied in the audits of the basic financial statements and,
in our opinion, are fairly stated in all material respects in relation to the
basic financial statements taken as a whole.
/s/ MCGLADREY & PULLEN, LLP
Champaign, Illinois
April 8, 2003
McGladrey & Pullen, LLP is an independent member firm of
RSM International, an affiliation of independent accounting
and consulting firms.
1
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2002 AND 2001
2002 2001
-------------- --------------
ASSETS
Investments at fair value:
Common stocks $ 9,840,674 $ 11,335,899
Preferred stocks -- 46,500
Shares of mutual funds 12,625,489 13,230,469
Corporate bonds, notes and commercial paper 1,206,362 1,561,402
Short-term investments 3,512,844 3,038,732
Notes receivable, participants 275,717 249,471
U.S. Treasuries 51,516 --
Other -- 4,624
-------------- --------------
27,512,602 29,467,097
-------------- --------------
Receivables:
Accrued interest and dividends 46,210 52,226
Participants' contributions 1,660 40,866
-------------- --------------
47,870 93,092
-------------- --------------
TOTAL ASSETS 27,560,472 29,560,189
LIABILITIES -- --
-------------- --------------
NET ASSETS AVAILABLE FOR BENEFITS $ 27,560,472 $ 29,560,189
============== ==============
See Notes to Financial Statements.
2
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEARS ENDED DECEMBER 31, 2002, 2001 AND 2000
2002 2001 2000
------------- ------------- -------------
Additions (deductions) to net assets attributed to:
Investment income (loss):
Net (depreciation) in fair value
of investments $ (3,182,856) $ (2,008,059) $ (2,756,679)
Interest and dividends 576,688 715,414 609,041
------------- ------------- -------------
(2,606,168) (1,292,645) (2,147,638)
------------- ------------- -------------
Contributions:
Employers' 858,517 677,540 494,725
Participants' 1,041,535 1,006,812 927,801
Participants' contribution rollovers 292,982 85,089 39,113
------------- ------------- -------------
2,193,034 1,769,441 1,461,639
------------- ------------- -------------
TOTAL ADDITIONS (DEDUCTIONS) (413,134) 476,796 (685,999)
------------- ------------- -------------
Other deductions from net assets attributed to:
Benefits paid to participants 1,437,146 1,645,515 1,141,046
Administrative expenses 149,437 154,949 181,739
------------- ------------- -------------
TOTAL OTHER DEDUCTIONS 1,586,583 1,800,464 1,322,785
------------- ------------- -------------
NET (DECREASE) (1,999,717) (1,323,668) (2,008,784)
Net assets available for benefits:
Beginning of year 29,560,189 30,883,857 32,892,641
------------- ------------- -------------
End of year $ 27,560,472 $ 29,560,189 $ 30,883,857
============= ============= =============
See Notes to Financial Statements.
3
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
NOTE 1. PLAN DESCRIPTION
The following description of the First Busey Corporation (the Corporation)
Profit Sharing Plan and Trust (the Plan) provides only general information.
Participants should refer to the Plan agreement for a more complete description
of the Plan's provisions.
General:
The Plan is a multiple-employer defined contribution plan.
Participating employers are First Busey Corporation and its
subsidiaries (the Employers).
The Plan is a defined contribution plan covering all employees of the
Company who have attained the minimum age of twenty-one, have worked at
least 1,000 hours during such plan year and who have completed one year
of service. It is subject to the provisions of the Employee Retirement
Income Security Act of 1974 (ERISA).
Contributions:
Each year, participants may contribute a percentage of pretax annual
compensation, as defined in the plan subject to limitations of the
Internal Revenue Code. Participants may also contribute amounts
representing distributions from other qualified defined benefit or
defined contribution plans.
Participants direct the investment of their contributions into various
investment options offered by the Plan. The Plan offers eight
investment options to participants.
The Employers' contributions to the profit sharing portion of the Plan
are determined by the Board of Directors. The Employers also make
matching contributions to the Plan equal to a percentage of the first
6% of total compensation that a participant contributes to the Plan.
The Employers' matching contribution is dependent upon the earnings per
share attained by First Busey Corporation. The Board of Directors
approves the level of matching contributions each year. Contributions
are subject to certain limitations.
Participant accounts:
Each participant's account is credited with the participant's
contributions and allocations of (a) the Employers' contribution, (b)
Plan earnings, and (c) charged with an allocation of administrative
expenses. Allocations are based on participant earnings or account
balances, as defined. The benefit to which a participant is entitled is
the benefit that can be provided from the participant's vested account.
Vesting:
Participants are immediately vested in their voluntary contributions,
the employers' matching contributions and the respective Plan earnings
on those contributions.
Vesting in the Employers' profit sharing contributions portion of their
accounts is based on years of continuous service. A participant is 100
percent vested after seven years of credited service.
4
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
Notes receivable, participants:
Participants may borrow from their fund accounts a minimum of $1,000 up
to a maximum equal to the lesser of $50,000 or 50 percent of their
vested account balance whichever is less. The loans are secured by the
balance in the participant's account and bear interest at the prime
rate as set by Bank One. Interest rates range from 4.25 percent to 9.5
percent and are fixed over the term of the loan. Principal and interest
is paid ratably through monthly payroll deductions.
Payment of benefits:
Upon termination of service, a participant may elect to receive either
a lump-sum amount equal to the value of a participant's vested interest
in his or her account, or installments over a period not longer than
the life expectancy of the participant.
Forfeited accounts:
Forfeited nonvested accounts totaled $10,193 and $4,920 as of December
31, 2002 and 2001, respectively. These accounts will be used to reduce
future contributions. Employers' contributions were not reduced by
forfeited nonvested accounts for the year ended December 31, 2002.
NOTE 2. SIGNIFICANT ACCOUNTING POLICIES
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 changes therein, and disclosure
of contingent assets and liabilities. Actual results could differ from
those estimates.
Investment valuation and income recognition:
The Plan's investments are stated at fair value. Shares of mutual funds
are valued at quoted market prices which represent the net asset value
of shares held by the Plan at year-end. Securities traded on any
recognized stock exchange are valued at the last reported sales price
at the valuation date. Securities not listed on an exchange and
securities for which no sale has been reported on that day are valued
at the closing bid price, or at fair value as determined by the
Trustee. Certificates of deposit and participant and other notes
receivable are valued at cost which approximates fair value.
5
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
Purchases and sales of securities are recorded on a trade-date basis.
Interest income is recorded on the accrual basis. Dividends are
recorded on the ex-dividend date.
Payment of benefits:
Benefits are recorded when paid.
NOTE 3. INVESTMENTS
The following table presents the fair values of investments as of December 31,
2002 and 2001. Investments that represent 5 percent or more of the Plan's net
assets as of December 31, 2002 are separately identified.
2002 2001
------------- -------------
Investments at fair value:
Common and preferred stock:
First Busey Corporation Common Stock $ 8,144,216 $ 9,057,579
Other 1,696,458 2,324,820
Shares of mutual funds:
Northern Institutional Small Company Index A 2,199,827 2,189,370
Northern Institutional Small Company Index A 1,398,491 --
Vanguard Index 500 Trust 2,821,389 3,134,708
Other 6,205,782 7,906,391
Corporate bonds, notes and commercial paper 1,206,362 1,561,402
Short-term investments:
Certificate of deposit, Busey Bank 2,477,525 2,258,492
Other short-term investments 1,035,319 780,240
Notes receivable, participants 275,717 249,471
U.S. Treasuries 51,516 --
Other -- 4,624
------------- -------------
$ 27,512,602 $ 29,467,097
============= =============
6
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
During the years ended December 31, 2002, 2001 and 2000 the Plan's investments
(including investments bought, sold and held during the year) (depreciated) in
value by $(3,182,856), $(2,008,059) and $(2,756,679) respectively, as follows:
2002 2001 2000
------------- ------------- -------------
Common stocks $ (3,409) $ 312,000 $ (1,434,264)
Preferred stock (16,500) (3,000) 7,800
Shares of mutual funds (3,182,819) (2,378,583) (1,381,626)
Corporate bonds, notes and commercial paper 18,184 61,483 50,433
Taxable municipal bonds -- 41 742
U. S. Treasury and federal agency securities 1,688 -- (26)
Other -- -- 262
------------- ------------- -------------
$ (3,182,856) $ (2,008,059) $ (2,756,679)
============= ============= =============
NOTE 4. SHORT-TERM INVESTMENTS
Short-term investments at December 31, 2002 and 2001 include certificates of
deposit at Busey Bank, a subsidiary of First Busey Corporation with an interest
rate of 1.75% and a three month maturity. These deposits include approximately
$2,400,000 and $2,200,000 which are in excess of federally insured limits at
December 31, 2002 and 2001, respectively.
NOTE 5. PARTY IN INTEREST TRANSACTIONS
Parties in interest include fiduciaries or employees of the Plan, any person who
provides services to the Plan, an employer whose employees are covered by the
Plan, an employee association whose members are covered by the Plan, a person
who owns 50 percent or more of such an employer or employee association, or
relatives of such persons just listed.
Fees paid to First Busey Trust & Investment Co., the Plan's trustee, for
investment management services amounted to $101,357, $106,907 and $137,447 for
the years ended December 31, 2002, 2001 and 2000, respectively.
The Plan invests in certificates of deposit with Busey Bank, a subsidiary of
First Busey Corporation. Purchases and maturities of certificates of deposit
from Busey Bank also qualify as party in interest transactions. Total purchases
and maturities of certificates of deposit from Busey Bank amounted to $546,033
and $327,000 for the year ended December 31, 2002, respectively. Total purchases
and maturities of certificates of deposit from Busey Bank amounted to $771,349
and $13,500 for the year ended December 31, 2001, respectively. Total purchases
and maturities of certificates of deposit from Busey Bank amounted to $690,982
and $55,500 for the year ended December 31, 2000, respectively.
7
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
The Plan invests in common stock of First Busey Corporation. Purchases and
maturities of First Busey common stock also qualify as party in interest
transactions. Total purchases and sales of First Busey Corporation common stock
amounted to $242,735 and $1,712,789 for the year ended December 31, 2002,
respectively. Total purchases and sales of First Busey Corporation common stock
amounted to $724,393 and $770,030 for the year ended December 31, 2001,
respectively. Total purchases and sales of First Busey Corporation common stock
amounted to $507,320 and $1,722,188 for the year ended December 31, 2000,
respectively.
Certain administrative functions are performed by officers or employees of the
Employers. No such officer or employee receives compensation from the Plan.
NOTE 6. INCOME TAX STATUS
The Internal Revenue Service has determined and informed First Busey Corporation
by a letter dated August 30, 2001, that the Plan and related trust are designed
in accordance with applicable sections of the Internal Revenue Code (IRC).
Although the Plan has been amended since receiving the determination letter, the
Plan administrator and the Plan's tax counsel believe that the Plan is designed
and is currently being operated in compliance with the applicable requirements
of the IRC.
NOTE 7. PLAN TERMINATION
Although it has not expressed any intent to do so, the Employers have the right
under the Plan to discontinue their contributions at any time and to terminate
the Plan subject to the provisions of ERISA. In the event of Plan termination,
participants will become 100 percent vested in their accounts.
8
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT END OF YEAR
DECEMBER 31, 2002
Current
Identity of Issue and Description of Investment Cost Value
----------------------------------------------- ------------- -------------
COMMON STOCKS
Abbott Laboratories $ 33,827 $ 42,720
Alcoa, Inc 54,928 39,500
American International Group 71,232 67,279
Amgen, Inc 35,406 24,170
Analog Devices, Inc 49,776 22,915
BP PLC Sponsored ADR 50,460 40,650
Bristol Myers Squibb Co. 29,662 15,742
Cisco Systems, Inc. 6,081 8,384
Citigroup, Inc 77,231 60,703
Disney 52,836 30,924
Duke Energy Corp 49,731 25,402
duPont (E.I.) deNemours & Co. 49,751 36,803
Emerson Electric Co. 52,476 48,816
Expiditors International of Wash 8,475 8,522
Exxon Mobil Corp 32,442 40,321
Federal National Mortgage Association 33,939 43,230
* First Busey Corporation 5,928,695 8,144,216
First Data Corp. 35,429 85,692
FleetBoston Financial Corp. 37,055 25,442
General Dynamics Corp 88,275 85,323
General Electric Co. 42,840 46,168
Home Depot Inc. 21,850 27,575
Intel Corp. 34,006 28,151
International Business Machines 50,940 38,750
Kohl's Corp. 22,101 71,840
Kroger Co. 50,557 30,900
May Department Stores Co. 52,476 33,091
McDonald's Corp. 48,735 33,639
Merck & Co., Inc. 4,471 4,472
Microsoft Corporation 35,338 54,802
Motorola, Inc. 44,209 13,866
National City Corp 51,507 47,100
Noble Energy Inc. 52,536 48,815
Pepsico 53,949 62,232
Pfizer 49,874 33,627
Procter & Gamble 46,573 58,783
Royal Dutch Petroleum 1.25 Guilder Shares 51,516 42,259
Sara Lee Corp 52,301 53,574
Schering-Plough Corp. 23,906 17,760
Smucker J M Co New 353 518
State Street Corp. 31,887 43,134
Travelers Prop Casualty Corp New Class A 1,620 1,084
Travelers Prop Casualty Corp New Class A 3,618 2,241
Wal-Mart Stores, Inc. 46,931 71,724
Wells Fargo & Co New 52,110 74,992
Zimmer Holdings, Inc 1,503 2,823
------------- -------------
TOTAL COMMON STOCKS $ 7,705,414 $ 9,840,674
============= =============
(Continued)
* Represents party in interest transaction.
9
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT END OF YEAR,
CONTINUED
DECEMBER 31, 2002
Current
Identity of Issue and Description of Investment Cost Value
----------------------------------------------------------------- ------------- -------------
SHARES OF MUTUAL FUNDS
ABN AMRO/Montag & Caldwell Growth Fund N $ 33,340 $ 32,776
ABN AMRO/Montag & Caldwell Growth Fund N 764,840 751,904
American Century Intl Gr Inv Fund 677,274 684,787
Dodge & Cox Stock Fund 28,050 27,688
Dodge & Cox Stock Fund 780,240 770,181
Fidelity Advisor Equity Growth Class I 39,026 37,460
Fidelity Advisor Equity Growth Class I 1,191,621 754,635
Fidelity Advisor Small Cap - Cl I 49,968 65,159
Mutual Shares Fund - Class Z 50,591 48,247
Mutual Shares Fund - Class Z 906,620 757,978
Northern Institutional Small Company Index A 3,015,704 2,199,827
Northern Institutional Small Company Index A 1,340,277 1,398,491
Rainier Core Equity Portfolio 27,580 27,198
Rainier Core Equity Portfolio 756,950 746,473
Scudder International Fund - Cl S 1,151,875 680,483
T Rowe Price Mid Cap Growth 58,000 46,317
T Rowe Price Mid Cap Growth 946,584 774,496
Vanguard Index 500 Trust 4,057,224 2,821,389
------------- -------------
TOTAL SHARES OF MUTUAL FUNDS $ 15,875,764 $ 12,625,489
============= =============
CORPORATE BONDS, NOTES AND COMMERCIAL PAPER
Abbey National PLC Medium Term, 6.690%,
due October 17, 2005 $ 49,292 $ 54,920
Abbott Labs, 5.125%, due July 1, 2004 30,920 31,492
American General Corp., 6.250%, due March 15, 2003 95,916 100,903
AIG SunAmerica Global Finance, 5.850%, due August 1, 2008 50,565 55,450
Bank One Corp. Notes, 6.875%, due August 1, 2006 48,638 56,207
Bear Stearns Co., Inc., 6.700%, due August 1, 2003 50,582 51,306
Chemical Bank, 6.625%, due August 15, 2005 51,271 54,669
Commercial Cr. Group Inc., 5.875%, due January 15, 2003 48,276 50,055
Ford Motor Credit Corp., 6.125%, due January 9, 2006 50,334 49,766
Goldman Sachs Group Inc., 7.625%, due August 17, 2005 50,630 56,388
------------- -------------
CORPORATE BONDS, NOTES AND
COMMERCIAL PAPER SUBTOTAL $ 526,424 $ 561,156
------------- -------------
(Continued)
10
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT END OF YEAR,
CONTINUED
DECEMBER 31, 2002
Number of
Shares or
Principal Current
Identity of Issue and Description of Investment Amount Cost Value
-------------------------------------------------------------- ------------ ------------ ------------
CORPORATE BONDS, NOTES AND
COMMERCIAL PAPER BROUGHT FORWARD $ 526,424 $ 561,156
Household Finance Corp., 5.875%, due September 25, 2004 50,157 51,781
Intervest Bancshares Corp., 8.000%, due July 1, 2008 23,100 24,000
Loews Corp., 6.750%, due December 15, 2006 153,088 162,079
Merrill Lynch & Co. Inc., 6.000%, due July 15, 2005 50,163 53,867
Merrill Lynch & Co. Inc., 6.000%, due November 15, 2004 50,725 53,232
Merrill Lynch & Co. Inc., 6.550%, due August 1, 2004 100,706 106,480
Morgan Stanley Dean Witter, 6.875%, due March 1, 2007 48,857 56,265
NationsBank Corp., 6.125%, due July 15, 2004 50,670 53,143
NationsBank Corp., 6.375%, due February 15, 2008 75,214 84,359
------------ ------------
TOTAL CORPORATE BONDS, NOTES
AND COMMERCIAL PAPER $ 1,129,104 $ 1,206,362
============ ============
SHORT-TERM INVESTMENTS
* Certificate of Deposit, Busey Bank,
1.750%, due April 31, 2003 2,477,525 $ 2,477,525 $ 2,477,525
Northern Institutional Government Select Portfolio 18,076 18,076 18,076
Northern Institutional Government Select Portfolio 7,066 7,066 7,066
Northern Institutional Government Select Portfolio 94,648 94,648 94,648
Northern Institutional Government Select Portfolio 848,991 848,991 848,991
Northern Institutional Government Select Portfolio 1,650 1,650 1,650
Northern Institutional Government Select Portfolio 3,805 3,805 3,805
Northern Institutional Government Select Portfolio 1,635 1,635 1,635
Northern Institutional Government Select Portfolio 2,598 2,598 2,598
Northern Institutional Government Select Portfolio 2,850 2,850 2,850
Northern Institutional Government Select Portfolio 54,000 54,000 54,000
------------ ------------
TOTAL SHORT-TERM INVESTMENTS $ 3,512,845 $ 3,512,844
============ ============
11
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT END OF YEAR,
CONTINUED
DECEMBER 31, 2002
Number of
Shares or
Principal Current
Identity of Issue and Description of Investment Amount Cost Value
-------------------------------------------------- ---------- ---------- ----------
NOTES RECEIVABLE, Participants
Participant, 9.500%, due May 15, 2003 157 $ 157 $ 157
Participant, 9.500%, due July 15, 2003 934 934 934
Participant, 8.500%, due August 15, 2003 1,631 1,631 1,631
Participant, 8.500%, due September 15, 2003 1,070 1,070 1,070
Participant, 9.500%, due September 15, 2003 804 804 804
Participant, 9.500%, due September 15, 2003 277 277 277
Participant, 9.000%, due January 15, 2004 785 785 785
Participant, 9.000%, due January 15, 2004 1,138 1,138 1,138
Participant, 8.000%, due March 15, 2004 847 847 847
Participant, 8.000%, due March 15, 2004 1,373 1,373 1,373
Participant, 8.000%, due April 15, 2004 1,944 1,944 1,944
Participant, 8.000%, due April 15, 2004 945 945 945
Participant, 7.750%, due April 15, 2004 5,746 5,746 5,746
Participant, 7.500%, due May 15, 2004 1,511 1,511 1,511
Participant, 7.000%, due June 15, 2004 737 737 737
Participant, 8.000%, due July 15, 2004 1,817 1,817 1,817
Participant, 6.750%, due August 15, 2004 2,031 2,031 2,031
Participant, 8.250%, due September 15, 2004 9,497 9,497 9,497
Participant, 5.000%, due November 15, 2004 846 846 846
Participant, 5.000%, due November 15, 2004 2,165 2,165 2,165
Participant, 4.750%, due February 15, 2005 884 884 884
Participant, 4.750%, due February 15, 2005 2,945 2,945 2,945
Participant, 4.750%, due March 15, 2005 1,908 1,908 1,908
Participant, 4.750%, due March 15, 2005 1,908 1,908 1,908
Participant, 8.750%, due March 15, 2005 4,788 4,788 4,788
Participant, 9.000%, due March 15, 2005 13,097 13,097 13,097
Participant, 4.750%, due April 15, 2005 1,580 1,580 1,580
Participant, 4.750%, due April 15, 2005 1,817 1,817 1,817
Participant, 9.000%, due April 15, 2005 4,180 4,180 4,180
---------- ----------
NOTES RECEIVABLE, PARTICIPANTS,
SUBTOTAL $ 69,360 $ 69,360
---------- ----------
(Continued)
12
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT END OF YEAR,
CONTINUED
DECEMBER 31, 2002
Number of
Shares or
Principal Current
Identity of Issue and Description of Investment Amount Cost Value
------------------------------------------------ ---------- ---------- ----------
NOTES RECEIVABLE, PARTICIPANTS,
BROUGHT FORWARD $ 69,360 $ 69,360
Participant, 4.750%, due May 15, 2005 1,266 1,266 1,266
Participant, 9.000%, due May 15, 2005 10,784 10,784 10,784
Participant, 4.750%, due June 15, 2005 3,119 3,119 3,119
Participant, 4.750%, due July 15, 2005 2,608 2,608 2,608
Participant, 9.500%, due July 15, 2005 14,383 14,383 14,383
Participant, 9.500%, due July 15, 2005 4,890 4,890 4,890
Participant, 4.750%, due September 15, 2005 1,014 1,014 1,014
Participant, 4.750%, due September 15, 2005 1,106 1,106 1,106
Participant, 9.500%, due November 15, 2005 5,886 5,886 5,886
Participant, 4.250%, due November 15, 2005 1,948 1,948 1,948
Participant, 4.250%, due November 15, 2005 2,922 2,922 2,922
Participant, 8.000%, due March 15, 2006 4,166 4,166 4,166
Participant, 7.000%, due June 15, 2006 8,755 8,755 8,755
Participant, 7.000%, due July 15, 2006 4,882 4,882 4,882
Participant, 4.750%, due December 15, 2006 8,185 8,185 8,185
Participant, 4.750%, due March 15, 2007 13,403 13,403 13,403
Participant, 4.750%, due May 15, 2007 5,371 5,371 5,371
Participant, 4.750%, due June 15, 2007 7,283 7,283 7,283
Participant, 4.750%, due July 15, 2007 9,254 9,254 9,254
Participant, 4.750%, due July 15, 2007 23,413 23,413 23,413
Participant, 4.750%, due July 15, 2007 6,015 6,015 6,015
Participant, 4.750%, due September 15, 2007 9,554 9,554 9,554
Participant, 8.500%, due September 15, 2007 12,516 12,516 12,516
Participant, 4.750%, due October 15, 2007 9,703 9,703 9,703
Participant, 4.250%, due December 15, 2007 9,485 9,485 9,485
Participant, 4.250%, due December 15, 2007 14,500 14,500 14,500
Participant, 8.500%, due July 15, 2008 5,204 5,204 5,204
Participant, 9.500%, due July 15, 2010 2,929 2,929 2,929
Participant, 6.000%, due September 15, 2011 1,811 1,811 1,811
---------- ----------
TOTAL NOTES RECEIVABLE, PARTICIPANTS $ 275,717 $ 275,717
========== ==========
13
FIRST BUSEY CORPORATION PROFIT SHARING PLAN AND TRUST
PARTY IN INTEREST TRANSACTIONS
YEAR ENDED DECEMBER 31, 2002
Transaction
Description of Transaction Amount
---------------------------------------------------------------- -------------
Management fees paid to First Busey Trust & Investment Co. $ 101,357
Purchases of Busey Bank certificates of deposit 546,033
Maturities of Busey Bank certificates of deposit 327,000
Purchases of First Busey Corporation common stock 242,735
Sales of First Busey Corporation common stock 1,712,789
14
FIRST BUSEY CORPORATION
EMPLOYEES' STOCK OWNERSHIP PLAN
FINANCIAL REPORT
DECEMBER 31, 2002
FIRST BUSEY CORPORATION
EMPLOYEES' STOCK OWNERSHIP PLAN
CONTENTS
INDEPENDENT AUDITOR'S REPORT 1
FINANCIAL STATEMENTS
Statements of net assets available for benefits 2
Statements of changes in net assets available for benefits 3 and 4
Notes to financial statements 5 - 10
SUPPLEMENTARY INFORMATION
Schedule of assets held for investment purposes at end of year 11
Party in interest transactions 12
(McGladrey & Pullen Letterhead)
INDEPENDENT AUDITOR'S REPORT
To the Administrative Committee and Participants
FIRST BUSEY CORPORATION EMPLOYEES'
STOCK OWNERSHIP PLAN
Urbana, Illinois
We have audited the accompanying statements of net assets available for benefits
of First Busey Corporation Employees' Stock Ownership Plan as of December 31,
2002 and 2001, and the related statements of changes in net assets available for
benefits for each of the years in the three-year period ended December 31, 2002.
These financial statements are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of First Busey
Corporation Employees' Stock Ownership Plan as of December 31, 2002 and 2001,
and the changes in net assets available for benefits for each of the years in
the three-year period ended December 31, 2002, in conformity with accounting
principles generally accepted in the United States of America.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplementary schedules of assets
held for investment purposes at end of year and party in interest transactions
as of or for the year ended December 31, 2002 are presented for purposes of
additional analysis and are not a required part of the basic financial
statements, but are supplementary information required by the United States
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. The supplemental schedules
are the responsibility of the Plan's management. The supplemental schedules have
been subjected to the auditing procedures applied in the audits of the basic
financial statements and, in our opinion, are fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
/s/ McGladrey & Pullen, LLP
Champaign, Illinois
April 8, 2003
1
FIRST BUSEY CORPORATION EMPLOYEES' STOCK OWNERSHIP PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2002 AND 2001
--------------------------------------------------------------------------------
2002 2001
ALLOCATED UNALLOCATED TOTAL Allocated Unallocated Total
----------- ----------- ----------- ----------- ----------- -----------
ASSETS
Accrued
interest
receivable $ 24 $ -- $ 24 $ -- $ -- $ --
Employer
contributions
receivable 27 -- 27 -- -- --
Money market
fund -- -- -- 1,355 -- 1,355
Investments in
First Busey
Corporation
common
stock, at
fair value 17,940,772 1,798,680 19,739,452 17,435,896 1,933,200 19,369,096
TOTAL ASSETS 17,940,823 1,798,680 19,739,503 17,437,251 1,933,200 19,370,451
LIABILITIES
Notes payable -- 1,759,000 1,759,000 -- 2,021,000 2,021,000
TOTAL LIABILITIES -- 1,759,000 1,759,000 -- 2,021,000 2,021,000
NET ASSETS
(DEFICIT)
AVAILABLE
FOR PLAN
BENEFITS $17,940,823 $ 39,680 $17,980,503 $17,437,251 $ (87,800) $17,349,451
See Notes to Financial Statements.
2
FIRST BUSEY CORPORATION EMPLOYEES' STOCK OWNERSHIP PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEARS ENDED DECEMBER 31, 2002, 2001 AND 2000
--------------------------------------------------------------------------------
2002
Allocated Unallocated Total
----------- ----------- -----------
Investment income:
Net unrealized appreciation (depreciation)
in market value of investments $ 1,212,260 $ 142,200 $ 1,354,460
Interest 250 -- 250
Dividends 528,038 -- 528,038
Commissions refund -- -- --
Employer contributions 81,147 262,000 343,147
Allocation of First Busey Corporation
common stock, at market value
2002 - 12,000 shares 276,720 -- 276,720
2001 - 12,000 shares -- -- --
----------- ----------- -----------
2000 - 18,000 shares -- -- --
----------- ----------- -----------
TOTAL ADDITIONS (DEDUCTIONS) 2,098,415 404,200 2,502,615
Interest expense 78,633 -- 78,633
Administrative expenses 57,511 -- 57,511
Distributions to participants:
Cash 1,585 -- 1,585
Stock 2002 - 45,723 shares 984,103 -- 984,103
Stock 2001 - 9,411 shares -- -- --
Stock 2000 - 39,953 shares -- -- --
Dividend distributions to participants 473,011 -- 473,011
Allocation of First Busey Corporation
common stock, at market value
2002 - 12,000 shares -- 276,720 276,720
2001 - 12,000 shares -- -- --
2000 - 18,000 shares -- -- --
----------- ----------- -----------
Total deductions 1,594,843 276,720 1,871,563
----------- ----------- -----------
NET INCREASE (DECREASE) 503,572 127,480 631,052
Net assets (deficit) available for benefits:
Beginning of year 17,437,251 (87,800) 17,349,451
----------- ----------- -----------
End of year $17,940,823 $ 39,680 $17,980,503
=========== =========== ===========
3
2001 2000
Allocated Unallocated Total Allocated Unallocated Total
------------ ------------ ------------ ------------ ------------ ------------
$ 1,219,080 $ 157,335 $ 1,376,415 $ (2,126,183) $ (322,500) $ (2,448,683)
1,211 -- 1,211 2,415 -- 2,415
469,639 -- 469,639 443,886 -- 443,886
4,464 -- 4,464 -- -- --
162,000 262,000 424,000 170,000 337,000 507,000
257,760 -- 257,760 -- -- --
-- -- -- 358,875 -- 358,875
------------ ------------ ------------ ------------ ------------ ------------
2,114,154 419,335 2,533,489 (1,151,007) 14,500 (1,136,507)
------------ ------------ ------------ ------------ ------------ ------------
156,021 -- 156,021 208,569 -- 208,569
65,318 -- 65,318 49,672 -- 49,672
818 -- 818 1,297 -- 1,297
173,132 -- 173,132 -- -- --
-- -- -- 903,937 -- 903,937
416,213 -- 416,213 391,144 -- 391,144
-- 257,760 257,760 -- -- --
-- -- -- -- 358,875 358,875
------------ ------------ ------------ ------------ ------------ ------------
811,502 257,760 1,069,262 1,554,619 358,875 1,913,494
------------ ------------ ------------ ------------ ------------ ------------
1,302,652 161,575 1,464,227 (2,705,626) (344,375) (3,050,001)
16,134,599 (249,375) 15,885,224 18,840,225 95,000 18,935,225
------------ ------------ ------------ ------------ ------------ ------------
$ 17,437,251 $ (87,800) $ 17,349,451 $ 16,134,599 $ (249,375) $ 15,885,224
============ ============ ============ ============ ============ ============
4
FIRST BUSEY CORPORATION EMPLOYEES' STOCK OWNERSHIP PLAN
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
NOTE 1. PLAN DESCRIPTION AND BASIS OF PRESENTATION
The following brief description of the First Busey Corporation Employees' Stock
Ownership Plan (the Plan) is provided for general information purposes only.
Participants should refer to the Plan Agreement for complete information.
First Busey Corporation (the Corporation) established the First Busey
Corporation Employees' Stock Ownership Plan (the Plan) effective as of January
1, 1984. The Plan operates as a leveraged employee stock ownership plan (ESOP),
and is designed to comply with Section 4975(e)(7) and the regulations thereunder
of the Internal Revenue Code of 1986, as amended (the Code), and is subject to
the applicable provisions of the Employee Retirement Income Security Act of
1974, as amended (ERISA). The Plan is a multiple-employer stock ownership plan
and is administered by the Corporation. First Busey Trust & Investment Co., a
subsidiary of the Corporation, is the Plan's Trustee.
The Plan purchased Corporation common shares using the proceeds of bank
borrowings (see Note 6) guaranteed by the Corporation, and holds the stock in a
trust established under the Plan. The borrowings are to be repaid over a five to
ten year period by fully deductible Corporation contributions to the trust fund.
As the Plan makes each payment of principal, an appropriate percentage of stock
will be allocated to eligible employees' accounts in accordance with applicable
regulations under the Code.
The bank borrowings are collateralized by the unallocated shares of stock and
are guaranteed by the Corporation. The lender has no rights against shares once
they are allocated under the ESOP. Accordingly, the financial statements of the
Plan for the years 2002 and 2001 present separately the assets and liabilities
and changes therein pertaining to:
(a) the accounts of employees with vested rights in allocated stock
(Allocated) and
(b) stock not yet allocated to employees (Unallocated).
Eligibility:
Employees of the Corporation and its participating subsidiaries are
generally eligible to participate in the Plan after attaining the
minimum age of twenty-one and after one year of service providing they
worked at least 1,000 hours during such Plan year. Participants who do
not have at least 1,000 hours of service during such Plan year or are
not employed on the last working day of a Plan year are generally not
eligible for an allocation of Corporation contributions for such year.
Payment of benefits:
No distributions from the Plan will be made until a participant
retires, dies (in which case, payment shall be made to his or her
beneficiary or, if none, his or her legal representatives), or
otherwise terminates employment with the Corporation and its
participating subsidiaries. Distributions are made in the form of
Corporation common stock plus cash for any fractional share.
5
FIRST BUSEY CORPORATION EMPLOYEES' STOCK OWNERSHIP PLAN
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
Voting rights:
Each participant is entitled to exercise voting rights attributable to
the shares allocated to his or her account and is notified by the
Trustee prior to the time that such rights are to be exercised. The
Trustee is not permitted to vote any share for which instructions have
not been given by a participant. The Trustee is required, however, to
vote any unallocated shares on behalf of the collective best interests
of Plan participants and beneficiaries.
Termination:
The Corporation reserves the right to terminate the Plan at any time,
subject to Plan provisions. Upon such termination of the Plan, the
interest of each participant in the trust fund will be distributed to
such participant or his or her beneficiary at the time prescribed by
the Plan, the Plan terms and the Code. Upon termination of the Plan,
the Corporation shall direct the Trustee to pay all liabilities and
expenses of the trust fund and to sell shares of financed stock held in
the loan suspense account to the extent it determines such sale to be
necessary in order to repay the loan. In the event of plan termination,
participants would become 100 percent vested in their accounts.
Participants' accounts:
The Plan is a defined contribution plan under which a separate
individual account is established for each participant. Each
participant's account is credited as of the last day of the Plan year
with an allocation of shares of the Corporation's common stock released
by the Trustee from the unallocated account and forfeitures of
terminated participants' nonvested accounts. Only those participants
who are eligible employees of the Corporation as of the last day of the
Plan year will receive an allocation. Allocations of common stock are
based on the eligible compensation of each participant relative to
total eligible compensation.
Vesting:
Vesting in the participants' accounts is based on years of continuous
service with the Corporation and its subsidiaries. A participant is 100
percent vested after seven years of credited service.
Diversification:
Diversification is offered to participants close to retirement age so
that they may have the opportunity to move part of the value of their
investment in Corporation stock into investments which are more
diversified. Participants who are at least age 55 with at least 10
years of participation in the Plan may elect to diversify a portion of
their account. Diversification is offered to each eligible participant
over a six-year period. In each of the first five years, a participant
may diversify up to 25 percent of the number of post-1986 shares
allocated to his or her account, less any shares previously
diversified. In the sixth year, the percentage changes to 50 percent.
Participants who elect to diversify may receive distributions in the
form of Corporation common stock plus cash for any fractional share,
receive a cash distribution or contribute cash from the sale of
Corporation common stock to another qualified defined contribution
plan.
6
FIRST BUSEY CORPORATION EMPLOYEES' STOCK OWNERSHIP PLAN
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
Dividends:
Dividends on common stock allocated to participants' accounts are
distributed directly to the participant so that the dividends result in
income tax deductions for the Corporation.
Dividends on common stock not allocated to participants' accounts are
distributed directly to the Plan to offset interest and administrative
expenses.
Forfeited accounts and forfeitures:
Employer contributions and Plan forfeitures are allocated to each
participant's account based upon the relation of the participant's
compensation to total compensation for the Plan year. Forfeitures of
terminated nonvested account balances allocated to remaining
participants at December 31, 2002 and 2001 totaled $67,819 and $16,548,
respectively. Plan earnings are allocated to each participant's account
based on the ratio of the participant's beginning of the year account
balance to all participant's beginning of the year account balances.
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of accounting:
The financial statements of the Plan are prepared using the accrual
method of accounting.
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, liabilities, and changes therein, and disclosure of
contingent assets and liabilities. Actual results could differ from
those estimates.
Investment valuation and income recognition:
The common stock of the Corporation is valued at fair value on December
31, 2002 and 2001. The Corporation's common stock is traded on the
NASDAQ. Fair value of the common stock is determined by quoted market
prices.
Dividend income is accrued on the ex-dividend date.
Purchases and sales of securities are recorded on a trade-date basis.
Realized gains and losses from security transactions are reported on
the specific identification cost method.
7
FIRST BUSEY CORPORATION EMPLOYEES' STOCK OWNERSHIP PLAN
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
NOTE 3. EMPLOYER CONTRIBUTIONS
The Corporation is obligated to make contributions in cash to the Plan which,
when aggregated with the Plan's dividends and interest earnings, are equal to
the amount necessary to enable the Plan to make its regularly scheduled payments
of principal and interest due on its term loans.
The Corporation may also make discretionary contributions in cash to the Plan.
The Corporation made a discretionary contribution of $81,147, $162,000 and
$170,000 for the Plan years ended December 31, 2002, 2001 and 2000,
respectively.
NOTE 4. ADMINISTRATION OF PLAN ASSETS
The Plan's assets, which consist principally of First Busey Corporation common
stock, are held by the Trustee of the Plan.
Company contributions are held and managed by the Trustee, which invests cash
received, interest, and dividend income and makes distributions to participants.
The Trustee also administers the payment of interest and principal on the loans,
which are reimbursed to the Trustee through contributions as determined by the
Corporation.
Certain administrative functions are performed by officers or employees of the
Corporation or its subsidiaries. No such officer or employee receives
compensation from the Plan. Administrative expenses for the Trustee's fees are
paid directly by the Plan.
NOTE 5. INVESTMENTS
The Plan's investments consist solely of First Busey Corporation common stock as
follows:
December 31,
-----------------------------------------------------------
2002 2001
--------------------------- ---------------------------
Allocated Unallocated Allocated Unallocated
----------- ----------- ----------- -----------
Number of shares 778,004 78,000 811,727 90,000
=========== =========== =========== ===========
Cost $ 4,240,122 $ 425,100 $ 4,825,273 $ 534,950
=========== =========== =========== ===========
Fair value $17,940,772 $ 1,798,680 $17,435,896 $ 1,933,200
=========== =========== =========== ===========
8
FIRST BUSEY CORPORATION EMPLOYEES' STOCK OWNERSHIP PLAN
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
NOTE 6. NOTES PAYABLE
Notes payable consist of:
2002 2001
---------- ----------
Bank One, principal payment of $25,000 due annually on
December 15, final payment due December 15, 2006 $ 100,000 $ 125,000
Bank One, principal payment of $237,000 due annually on
December 15, final payment due December 15, 2009 1,659,000 1,896,000
---------- ----------
$1,759,000 $2,021,000
========== ==========
Shares of First Busey Corporation common stock
secured as collateral 78,000 90,000
========== ==========
As of December 31, 2002, the interest rates on the above notes payable are at
one year LIBOR plus 1.40%. The effective rate was 3.6875% at December 31, 2002
and 6.73% at December 31, 2001. Interest on the above notes is paid quarterly.
As of December 31, 2002, the scheduled maturities of the notes payable are as
follows:
Year ending December 31: Amount
------------------------ ----------
2003 $ 262,000
2004 262,000
2005 262,000
2006 262,000
2007 237,000
Thereafter 474,000
----------
$1,759,000
==========
NOTE 7. TAX STATUS
The Internal Revenue Service has determined and informed the Corporation by a
letter dated March 28, 1996, that the Plan is qualified and the trust
established under the Plan is tax-exempt, under the appropriate sections of the
Code. The Plan has been amended since receiving the determination letter.
However, the Plan administrator and the Plan's tax counsel believe that the Plan
is currently designed and is being operated in compliance with the applicable
requirements of the Code. Therefore, they believe that the Plan was qualified
and the related trust was tax-exempt as of the financial statement date.
9
FIRST BUSEY CORPORATION EMPLOYEES' STOCK OWNERSHIP PLAN
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
NOTE 8. PARTY IN INTEREST TRANSACTIONS
Parties in interest include fiduciaries or employees of the Plan, any person who
provides services to the Plan, an employer whose employees are covered by the
Plan, an employee association whose members are covered by the Plan, a person
who owns 50 percent or more of such an employer or employee association, or
relatives of such persons just listed.
Fees paid to First Busey Trust & Investment Co., the Plan's trustee, for
investment management services amounted to $30,000 for each of the years in the
three year period ended December 31, 2002.
10
FIRST BUSEY CORPORATION EMPLOYEES' STOCK OWNERSHIP PLAN
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT END OF YEAR
December 31, 2002
--------------------------------------------------------------------------------
Number Current
Description of Shares Cost Value
------------------------------------ ----------- ----------- -----------
First Busey Corporation Common Stock 856,004 $ 4,665,222 $19,739,452
=========== ===========
11
FIRST BUSEY CORPORATION EMPLOYEES' STOCK OWNERSHIP PLAN
PARTY IN INTEREST TRANSACTIONS
Year Ended December 31, 2002
Transaction
Description of Transaction Amount
---------------------------------------------------------- -----------
Management fees paid to First Busey Trust & Investment Co. $ 30,000
===========
12
SIGNATURES
The Plan, pursuant to the requirements of the Securities Exchange Act
of 1934, the trustees (or other persons who administer the employee benefit
plan) have duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
June 30, 2003 /s/ R. Scott MacAdam
--------------------------------------
First Busey Corporation Profit Sharing
Plan and Trust
The Plan, pursuant to the requirements of the Securities Exchange Act
of 1934, the trustees (or other persons who administer the employee benefit
plan) have duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
June 30, 2003 /s/ R. Scott MacAdam
--------------------------------------
First Busey Corporation Employee Stock
Ownership Plan
13
Exhibits
--------
23.1 Consent of Independent Public Accountants - First Busey Profit Sharing
Plan and Trust
23.2 Consent of Independent Public Accountants - First Busey Employee Stock
Ownership Plan
99.1 Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant
to Section 906 of the Sarbanes -Oxley Act of 2002 from the Plan
Administrator
99.2 Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant
to Section 906 of the Sarbanes - Oxley Act of 2002 from the Plan
Administrator
14