Condensed Financial Statements of Parent Company (Tables)

12 Months Ended

Dec. 31, 2012

Schedule of Condensed Balance Sheets

Condensed Balance Sheets
	December 31,
	2012		2011
Assets:
Cash	$	8,601	$	11,509
Resell agreements		222,460		177,680
Total cash and cash equivalents		231,061		189,189
Investment in subsidiaries		2,410,227		2,322,712
Other assets		6,260		7,775
Total assets	$	2,647,548	$	2,519,676
Liabilities:
Junior subordinated deferrable interest debentures	$	123,712	$	123,712
Subordinated notes payable		100,000		100,000
Accrued interest payable and other liabilities		6,354		12,427
Total liabilities		230,066		236,139
Shareholders’ Equity		2,417,482		2,283,537
Total liabilities and shareholders’ equity	$	2,647,548	$	2,519,676

Schedule of Condensed Statements of Income

Condensed Statements of Income

	Year Ended December 31,
	2012		2011		2010
Income:
Dividend income paid by Frost Bank	$	143,623	$	128,666	$	108,061
Dividend income paid by non-banks		3,077		2,069		1,680
Interest and other income		308		101		165
Total income		147,008		130,836		109,906
Expenses:
Interest expense		8,512		12,653		12,852
Salaries and employee benefits		1,167		1,163		1,141
Other		6,727		4,468		5,138
Total expenses		16,406		18,284		19,131
Income before income taxes and equity in undistributed earnings of subsidiaries		130,602		112,552		90,775
Income tax benefit		7,463		8,295		8,000
Equity in undistributed earnings of subsidiaries		99,887		96,688		109,989
Net income	$	237,952	$	217,535	$	208,764

Schedule of Condensed Statements of Cash Flows

Condensed Statements of Cash Flows

	Year Ended December 31,
	2012			2011			2010
Operating Activities:
Net income	$	237,952		$	217,535		$	208,764
Adjustments to reconcile net income to net cash provided by operating activities:
Equity in undistributed earnings of subsidiaries		(99,887	)		(96,688	)		(109,989	)
Stock-based compensation		330			330			300
Excess tax benefits from stock-based compensation		(133	)		(213	)		(614	)
Net change in other assets and other liabilities		(2,256	)		2,916			9,891
Net cash from operating activities		136,006			123,880			108,352
Investing Activities:
Redemption of capital trusts		-			-			372
Net cash from investing activities		-			-			372
Financing Activities:
Redemption of junior subordinated deferrable interest debentures		-			-			(12,372	)
Proceeds from stock option exercises		10,516			7,438			38,807
Proceeds from stock-based compensation activities of subsidiaries		12,506			15,633			14,625
Excess tax benefits from stock-based compensation		133			213			614
Purchase of treasury stock		(436	)		(2,029	)		(986	)
Treasury stock sold to the 401(k) stock purchase plan		-			-			3,539
Cash dividends paid		(116,853	)		(112,210	)		(108,027	)
Net cash from financing activities		(94,134	)		(90,955	)		(63,800	)
Net change in cash and cash equivalents		(41,872	)		32,925			44,924
Cash and cash equivalents at beginning of year		189,189			156,264			111,340
Cash and cash equivalents at end of year	$	231,061		$	189,189		$	156,264