U. S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549

FORM 10-Q

COMMISSION FILE NUMBER:       000-50224

SECURITY CAPITAL CORPORATION
SECOND QUARTER 2006 INTERIM FINANCIAL STATEMENTS

TABLE OF CONTENTS
    

SECURITY CAPITAL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

ITEM NO. 1A  RISK FACTORS
There are no material changes to the Company’s risk factors from what was previously disclosed in the Annual Report on Form 10-K for the year ended December 31, 2006. 

ITEM NO. 2  MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion contains "forward-looking statements" relating to, without limitation, future economic performance, plan and objectives of management for future operations, and projections of revenues and other financial items that are based on the beliefs of the Company’s management, as well as assumptions made by and information currently available to the Company’s management. The words "expect," "estimate," "anticipate," and "believe," as well as similar expressions, are intended to identify forward-looking statements. The Company’s actual results may differ and the Company’s operating performance each quarter is subject to various risks and uncertainties that are discussed in detail in the Company’s filing of the Form 10Q with the Securities and Exchange Commission.

The subsidiary Bank represents the primary assets of the Company. On September 30, 2007, First Security Bank had approximately $478.7 million in assets compared to $463.3 million at September 30, 2006. Loans increased to $348.8 million at September 30, 2007, from $329.4 million at September 30, 2006. Deposits increased by $11.1 million from September 30, 2006 to September 30, 2007, for a total of $383.7 million. For the nine months ended September 30, 2007, and September 30, 2006, the Bank reported income of approximately $5,844,631 and $5,687,000, respectively.

CHANGES IN FINANCIAL CONDITION
The cash and cash equivalents of $16.8 million at September 30, 2007, reflected a decrease of $6.6 million from the cash position of $23.4 million at December 31, 2006. This decrease is attributed to a daily fluctuation due to normal bank transactions. The cash management team readily invests available cash and assesses the investment tools for the most desirable yield and the funding needs of the bank.

The earning assets at December 31, 2006, were $404.6 million and at September 30, 2007, were $430.7 million. The increase is attributable mainly to the growth in the loan portfolio. The premises and equipment, net of accumulated depreciation, at September 30, 2007, totaled approximately $23.2 million – reflecting an increase of $1.2 million for the first nine months in 2007. The increase results chiefly from the purchase of the land for expansion into a new market area and the required upgrade in equipment, offset by disposals and depreciation. Investment securities increased from $71.1 million at December 31, 2006, to $76.4 million at September 30, 2007. Other assets increased to $5.2 million at September 30, 2007, from $4.4 million at December 31, 2006.

Deposit liabilities at September 30, 2007, reflected a 4.59% growth or a $16.8 million increase for the first nine months in 2007. The fluctuation in deposits during the first nine months is attributable to a normal seasonal increase and decrease in public funds. An increase in deposits decreases the amount of long-term borrowings and short-term borrowings needed for funding investments in loans and facilities. Short-term borrowings provide a tool in providing the funding for unforeseen deposit withdrawals and seasonal loan demands. The short-term funding of $13.5 million was required at September 30, 2007, reflecting an increase from the borrowings position at December 31, 2006, of $8 million.

The net unrealized loss on available-for-sale securities reflected in accumulated other comprehensive income (loss) in shareholders’ equity at December 31, 2006, was $41 thousand. At September 30, 2007, accumulated other comprehensive income (loss) reflected a net unrealized loss on available-for-sale securities of $214 thousand. The change over these reporting periods reflects the volatile nature of the market. The changes in the market affected accumulated other comprehensive income (loss) with a net decrease of $173 thousand for the nine months ended September 30, 2007 and a decrease of $68 thousand for the nine months ended September 30, 2006.

The consolidated statements of cash flows summarize the changes in the financial condition of the Company. The most prevalent of the changes for the nine months ended September 30, 2007, are: an increase of $20.4 million in loans; purchases of securities of $33.2 million offset by an approximate $26.6 million in maturities and sales; an increase of $16.8 million in deposits; a net decrease of $7.7 million in Federal Home Loan Bank advances attributable to repayments of $40.7 million offset by advances of $33.0 million; and an increase of $5.5 million in federal funds purchased.

NONPERFORMING ASSETS AND RISK ELEMENTS
Diversification within the loan portfolio is an important means of reducing inherent lending risks. The loan portfolio is represented by the following mix: Commercial 5.68%; Agricultural 2.38%; Real Estate 83.96%; Consumer 7.57% and Other .41%. The major components of the real estate loans are 44.28% for construction and land development property, 21.88% for first liens on 1-4 family residential property and 28.99% for nonfarm and nonresidential property.

At September 30, 2007, the subsidiary Bank had loans past due as follows:

The accrual of interest is discontinued on loans which become ninety days past due unless the loans are adequately secured and in the process of collection. The non-accrual loans at September 30, 2007, totaled $961 thousand. Any other real estate owned is carried at lower of cost or current appraised value less cost to dispose. Other real estate at September 30, 2007, totaled $659 thousand. A loan is classified as a restructured loan when the interest rate is materially reduced or the term is extended beyond the original maturity date because of the inability of the borrower to service the debt under the original terms. The subsidiary Bank had no restructured loans at September 30, 2007.

For the nine months ended September 30, 2007, the Company experienced $1,525 thousand in charge-offs of loans and $1,063 thousand in recoveries of loans for a net decrease effect to the Allowance for Loan Losses of $462 thousand. The net charge-offs represent .18% of average loans. Of the $1,525 thousand charge to the Allowance for Loan Losses, the breakdown, per loan category, is: 6.30% for construction and land development; 4.0% for 1-4 family residential loans; 5.1% for commercial and industrial and 84.6% for consumer loans. Consumer loan collections of $1,008 thousand represent the major component of the $1,063 thousand in recoveries.
 

LIQUIDITY
The Company has an asset and liability management program that assists management in maintaining net interest margins during times of both rising and falling interest rates and in maintaining sufficient liquidity. The asset and liability reports for September 30, 2007, substantiate that the Company remains in a neutral position to changes in rates. A 1% increase or decrease in market rates will basically not affect net interest income. The Company’s policy allows for no more than a 10% movement in NII (net interest income) in a 200 basis point ramp of market rates over a one-year period. When funds exceed the needs for reserve requirements or short-term liquidity needs, the Company will increase its security investments or invest in federal funds. It is management’s policy to maintain an adequate portion of its portfolio of assets and liabilities on a short-term basis to insure rate flexibility and to meet loan funding and liquidity needs.

The financial status at September 30, 2007, reflects a net interest margin of 4.36%, a return on average assets of 1.65%, and a return on equity of 14.82%. These ratios are consistent with prior periods and represent the continuing effort of management in managing the rates and the funding. At September 30, 2007, the regulatory liquidity ratio of 16.89 and the volatile dependency ratio of 15.68% are well within the bank’s policy requirement of a minimum liquidity ratio of 15% and 20%, respectively. In addition, the core deposits represent 62.37% of total assets and temporary investments represent 2.05% of total assets and volatile liabilities represent 16.73% of total assets.

At September 30, 2007, the tools to meet these needs are the secured and unsecured lines of credit with the correspondent banks totaling $43.5 million (to borrow federal funds) and the line of credit with the Federal Home Loan Bank that exceeded $140 million. At September 30, 2007, the Company had available (unused) lines of credit of approximately $112.3 million.
 

CAPITAL RESOURCES
Total consolidated equity capital at September 30, 2007, was $57.6 million or approximately 11.98% of total assets. The main source of capital for the Corporation has been the retention of net income.

Quantitative measures established by regulation to ensure capital adequacy require the Company to maintain minimum amounts and ratios of Total Capital, Tier 1 Capital and Leverage Capital. The Company and the Bank have adequate capital positions as of September 30, 2007, as reflected below:

RESULTS OF OPERATIONS - QUARTERLY
The consolidated net income of the Company for the three months ended September 30, 2007, was $2.3 million, which reflected an increase of $405 thousand or a 21.2% increase from the same period in 2006.

Interest income increased to $8.8 million for the three months ended September 30, 2007, which was a $733 thousand increase from the $8.1 million for the three months ended September 30, 2006. Other Income for the three months ended September 30, 2007, was $1.7 million reflecting an $11 thousand increase from the three months ended September 30, 2006.

Interest expense reflects an increase of $261 thousand to $3.5 million for the three months ended September 30, 2007, from $3.2 million for the same period in 2006. The increase in interest expense can be attributed to the competitive pricing of the deposit accounts in a rising rate market. Other expenses, consisting primarily of salaries, employee benefits and occupancy expense, for the three months ended September 30, 2007, reveal an increase of $100 thousand from the same period in 2006.

An increase of $32 thousand in the provision for loan losses was warranted as revealed by the quarterly Loan Loss Reserve analysis that measures inherent risk in the loan portfolio on a loan by loan basis.
 

RESULTS OF OPERATIONS - YEAR TO DATE
The consolidated net income for the Company for the nine months ended September 30, 2007, was $5.7 million which reflects an increase of $208 thousand in consolidated net income for the same period in 2006. The net increase in the consolidated net income can be attributed to a combination of factors, which include the growth of the entity and the loss recognition of $273 thousand in the restated quarter ended March 31, 2007, for the other-than-temporary impairment on available-for-sale securities, net of allocated tax benefit.

Interest income increased to $25.6 million for the nine months ended September 30, 2007, indicating an increase of $2.8 million from the $22.8 million for the nine months ended September 30, 2006. The increase in interest income signifies an increase in the pricing of the loan products as well as the growth in the loan portfolio.

Interest expense reflects an increase of $2.0 million to $10.2 million for the nine months ended September 30, 2007, from $8.2 million for the same period in 2006. The increase in interest expense can be attributed to the continued competitive pricing of the deposit accounts to attract new customers and maintain existing customers.

The decrease in the provision for loan losses of $17 thousand is attributed to the evaluation of the quality of the loan portfolio and the quarterly analysis of the Allowance for Loan Losses, which determine the requirements for and the adequacy of the provision.

Non-interest income for the nine months ended September 30, 2007, was $4.8 million, which is a decrease of $43 thousand from the income for the same period in 2006. The main component of the decrease in the non-routine income in 2007 is attributable to the recognition of the loss of $448 thousand in the restated quarter ended March 31, 2007, for the other-than-temporary impairment of securities. The service charges on deposit accounts, for the nine months ended September 30, 2007, and September 30, 2006, totaled $4.0 million and $3.4 million, respectively.

Other expenses, consisting primarily of salaries, employee benefits and occupancy expense, for the nine months ended September 30, 2007, reveal an increase of $887 thousand or 8.39% from the same period in 2006. Salaries and employee benefits of $7.6 million for the nine months ended September 30, 2007, represent the largest component of other expenses and steadily increase with the development of the market area and the training of future bank management, in both areas of commercial banking and trust.

Income tax expense of $2.3 million for the nine months ended September 30, 2007, reflects a decrease of $315 thousand from the same period in 2006.

The net interest margin for the nine months ended September 30, 2007, is 4.36%. The return on equity for the six month period ended September 30, 2007 is 14.82%. For the nine months ended September 30, 2007, the return on average assets is 1.65%. These ratios, reflecting the financial status of the Company, are consistent with the ratios for prior reporting periods.

RECENT ACCOUNTING PRONOUNCEMENTS
The following accounting standards, issued recently have been considered:

Financial Accounting Standards Board Statement (FASB) No. 159, Fair Value Option for Financial Assets and Financial Liabilities; FASB No. 158, Employers’ Accounting for Defined Benefit Pension and Other Retirement Plans; FASB No. 157, Fair Value Measurements; FASB No. 48, Accounting for Uncertainty in Income Taxes; FASB No. 156, Accounting for Servicing of Financial Assets; FASB No. 155, Accounting for Certain Hybrid Financial Instruments; and Staff Accounting Bulletin (SAB) No. 108, Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements.

Of these standards, FASB No. 159, Fair Value Option for Financial Assets and Financial Liabilities, and FASB No. 157, Fair Value Measurements, were adopted but due to the adoption not being in substantive compliance with the intent and spirit of FASB No. 159, the identification of selected financial assets and financial liabilities has been reversed.

In September 2006, the consensus reached in EITF Issue No. 06-4, "Accounting for Deferred Compensation and Postretirement Benefit Aspects of Endorsement Split-Dollar Life Insurance Arrangements" (EITF 06-4) was ratified by the FASB. EITF 06-4 requires that a liability be recognized for contracts written to employees which provide future postretirement benefits that are covered by endorsement split-dollar life insurance arrangements because such obligations are not considered to be effectively settled upon entering into the related insurance arrangements. EITF 06-4 is effective for fiscal years beginning after December 15, 2007, with the guidance applied using either a retrospective approach or through a cumulative-effect adjustment to beginning undivided profits. The Company is currently assessing the financial impact of adopting EITF 06-4.

ITEM NO. 3   QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
There have been no material changes in market risk exposures that affect the quantitative and qualitative disclosures presented as of December 31, 2006, in the Company’s Form 10-K and Annual Report.

ITEM NO. 4   CONTROLS AND PROCEDURES
Within 90 days prior to the filing of this report, an evaluation under the direction and with the participation of our principal executive officer and principal financial officer was performed to determine the effectiveness of the design and operation of the disclosure controls and procedures. The principal executive officer and the principal financial officer concluded that our disclosure controls and procedures are effective in timely alerting them to material information required to be included in our periodic SEC reports. There have been no significant changes in the Corporation’s internal controls or in other factors subsequent to the date of the evaluation that could significantly affect these controls.
  

ITEM 1.   LEGAL PROCEEDINGS
Out of the normal course of business, First Security Bank may be defendant in a lawsuit. In regard to any legal proceedings, which occurred during the reporting period, management expects no material impact on the Company’s consolidated financial position or results of operation.

ITEM NO. 1A RISK FACTORS
There are no material changes to the Company’s risk factors from what was previously disclosed in the Annual Report on Form 10-K for the year ended December 31, 2006.

ITEM 2. CHANGES IN SECURITIES
Not Applicable

ITEM 3. DEFAULT UPON SENIOR SECURITIES
Not Applicable
    

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Not Applicable

ITEM 5. OTHER INFORMATION
Not Applicable
    

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

SIGNATURES
    

SECURITY CAPITAL CORPORATION

Exhibit No. 31.1

Certificate pursuant to Rule 13a-14(a) or 15d-14(a) of Securities Exchange Act of 1934 as adopted pursuant to section 302 of Sarbanes-Oxley Act of 2002 – Chief Executive Officer.

I, Frank West certify that:

1.  I have reviewed this Form 10Q of Security Capital Corporation;
    
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to
   state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
    
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
    
4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e))and internal control over financial reporting (as defined in Exchange Act Rules 13a – 15(f) and 15d – 15(f)) for the registrant and have:

1. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
    
2. Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
    
3. Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):

1. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
    
2. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

EXHIBIT 31.2

Certificate pursuant to Rule 13a-14(a) or 15d-14(a) of Securities Exchange Act of 1934 as adopted pursuant to section 302 of Sarbanes-Oxley Act of 2002 – Cashier and Chief Financial Officer.

I, Connie Woods Hawkins certify that:

1.  I have reviewed this Form 10Q of Security Capital Corporation;
    
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to
   state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
    
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
    
4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e))and internal control over financial reporting (as defined in Exchange Act Rules 13a – 15(f) and 15d – 15(f)) for the registrant and have:

1. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
    
2. Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
    
3. Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):

1. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
    
2. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

EXHIBIT 32.1

CERTIFICATION PURSUANT TO 18 U. S. C., SECTION 1350
AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10Q, filed pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, of Security Capital Corporation (the "Company") for the period ended September 30, 2007, as filed with the Securities Exchange Commission on the date hereof (the "Report"), I, Frank West, the Chief Executive Officer of the Company, certify, pursuant to 18 U. S. C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

1. the Report fully complies with the requirements of Section 13 (a) or 15 (d) of the Securities Exchange Act of 1934, as amended; and
    
2. the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to Security Capital Corporation and will be retained by Security Capital Corporation and furnished to the Securities and Exchange Commission or its staff upon request.

EXHIBIT 32.2

CERTIFICATION PURSUANT TO 18 U. S. C., SECTION 1350
AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002)

In connection with the Quarterly Report on Form 10Q, filed pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, of Security Capital Corporation (the "Company") for the period ended September 30, 2007, as filed with the Securities Exchange Commission on the date hereof (the "Report"), I, Connie Woods Hawkins, the Chief Financial Officer of the Company, certify, pursuant to 18 U. S. C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

1. the Report fully complies with the requirements of Section 13 (a) or 15 (d) of the Securities Exchange Act of 1934, as amended; and
    
2. the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to Security Capital Corporation and will be retained by Security Capital Corporation and furnished to the Securities and Exchange Commission or its staff upon request.