BancorpSouth, Inc. is a bank holding company with commercial banking and financial services operations in Mississippi, Tennessee, Alabama, Arkansas, Texas and Louisiana. Its principal subsidiary is BancorpSouth Bank (the Bank). As of December 31, 2001, the Company and its subsidiaries had total assets of approximately $9.4 billion and total deposits of approximately $7.86 billion. The Bank conducts a general commercial banking and trust business through 247 offices in 129 municipalities or communities. The Bank provides investment services, consumer finance and credit life insurance, and has insurance agency subsidiaries that engage in investment brokerage services, consumer lending, credit life insurance sales and sales of other insurance products. The Bank's trust department offers a variety of services including personal trust and estate services, certain employee benefit accounts and plans, including individual retirement accounts, and limited corporate trust functions.