THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Texas. Regional Bancshares, Inc (TRBS)

3/20/2006 Proxy Information

During 2005, as in prior years, Company officers and directors and their related parties have had banking transactions with Texas State Bank. All such transactions have been made in the ordinary course of business, on substantially the same terms including interest rates and collateral, as those prevailing at the time for comparable transactions with others, and do not involve more than the normal risk of collectibility or present other unfavorable features.

Texas State Bank, along with other banks, sells credit life insurance for Texas State Life Reinsurance, Ltd. Glen E. Roney, Chairman of the Board and Chief Executive Officer of the Company, owns thirty-three percent of Texas State Life Reinsurance, Ltd. Texas State Bank received $370,138 in commission fee income from the insurance company for the year ended December 31, 2005.

Morris Atlas, a Director of the Company, is a partner in the law firm of Atlas & Hall L.L.P. His firm received fees for legal services rendered to the Company and its subsidiaries during 2005 in the amount of $663,427, which exceeded 5% of the firmÕs gross revenues for 2005.

Walter Umphrey, a Director of the Company, is the Managing Partner in the law firm of Provost & Umphrey Law Firm, L.L.P. His firm received fees for legal services rendered to the Company and its subsidiaries during 2005 which did not exceed 5% of the firmÕs or the CompanyÕs gross revenues for 2005.

During 2005, the Company paid $69,263 to an entity owned by the wife of Mr. Umphrey, for purchase and installation of floor coverings and related products used in remodeling of Company facilities. Also during 2005, the Company paid $272,887 to entities partially owned by Mr. Umphrey and Joe Penland, Sr., who is also a Director of the Company, for rental of office space used by the Company as a banking facility.

During 2005, the Company paid $108,254 to the accounting firm of Smith, Fankhauser, Voigt & Watson, PLLC. John A. Martin resigned as partner of this firm effective March 31, 2005 to join the Company as its Chief Financial Officer. Mr. Martin no longer owns any interest in the firm, but is the beneficiary of an arrangement with the firm whereby, over a period of approximately seven years, he will receive payments in discharge of the capital he had invested in the firm at the time of his resignation.

Mark Voss is the Vice President of LandtitleUSA, Inc., and owns an interest in the company. LandtitleUSA, Inc., from time to time provides mortgage insurance products and services in connection with loan transactions for customers of Texas State Bank. Mr. Voss is the stepson of Glen E. Roney, the Chairman of the Board and Chief Executive Officer of the Company and Texas State Bank.

Scott J. Atlas is a partner in the law firm of Vinson & Elkins L.L.P., which provides legal services to the Company. Fees paid by the Company to Vinson & Elkins, L.L.P., did not exceed 5% of either the firmÕs or the CompanyÕs gross revenues for 2005. Scott Atlas is the son of Morris Atlas, who is a Director of the Company.

3/24/2005 Proxy Information

Douglas G. Bready, a Director and Regional President of the McAllen region of Texas State Bank, is the son-in-law of G. E. Roney, the Chairman of the Board and Chief Executive Officer of the Company and Texas State Bank;

Robert F. Boggus, a Director of Texas State Bank and nominee to become director of the Company, is the son of Frank N. Boggus, a member of the Board of Directors of the Company and Texas State Bank, who will not be standing for re-election in 2005;

Robert R. Farris, a Director of Texas State Bank and nominee to become director of the Company, is the son of Robert G. Farris, a member of the Board of Directors of the Company and Texas State Bank, who will not be standing for re-election in 2005; and

Tudor G. Uhlhorn, a Director of Texas State Bank and nominee to become director of the Company, is the son of Julie G. Uhlhorn, a member of the Board of Directors of the Company and Texas State Bank, who will not be standing for re-election in 2005.

During 2004 as in prior years, Company officers and directors and their related parties have had banking transactions with Texas State Bank. All such transactions have been made in the ordinary course of business, on substantially the same terms including interest rates and collateral, as those prevailing at the time for comparable transactions with others, and do not involve more than the normal risk of collectibility or present other unfavorable features.

Texas State Bank, along with other banks in the Rio Grande Valley, sells credit life insurance for Texas State Life Reinsurance, Ltd. G. E. Roney, Chairman of the Board and Chief Executive Officer of the Company, owns thirty-three percent of Texas State Life Reinsurance, Ltd. Texas State Bank received $390,923 in commission fee income from the insurance company for the year ended December 31, 2004.

Mr. Morris Atlas, a Director of the Company, is a partner in the law firm of Atlas & Hall L.L.P. His firm received fees for legal services rendered to the Company and its subsidiaries during 2004 in the amount of $681,246, which exceeded 5% of the firm's gross revenues for 2004.

Mr. Walter Umphrey, a Director of the Company, is the Managing Partner in the law firm of Provost & Umphrey Law Firm, L.L.P. His firm received fees for legal services rendered to the Company and its subsidiaries during 2004, which did not exceed 5% of the firm's or the Company's gross revenues for 2004.

Hill A. Feinberg, who has been nominated by the Corporate Governance and Nominating Committee to serve as a director of the Company, owns approximately 30% of First Southwest Holdings, Inc. Mr. Feinberg serves as Chairman of the Board and Chief Executive Officer of both First Southwest Holdings, Inc. and its subsidiary, First Southwest Company. First Southwest Company has in the past been engaged from time to time by the Company to perform financial services, including valuations, fairness reviews and other services in connection with Company acquisitions. During 2004, First Southwest Company received fees from the Company aggregating $1,700,000 for performing such services. First Southwest Company is a registered broker dealer and in connection with the brokerage part of its business provides financial services similar to those provided by the Company's subsidiary, TSB Securities, Inc. First Southwest Company also provides clearing services for TSB Securities, Inc. During 2004, First Southwest Company received fees from the Company aggregating $37,448 for performing clearing services for TSB Securities, Inc. In addition, First Southwest Company is from time to time provided with an opportunity to bid in connection with proposed securities purchases for Texas State Bank's securities portfolio. The rates or charges by First Southwest Company in such transactions are determined by competitive bids.

Mark Voss is the Vice President of LandtitleUSA, Inc. and owns an interest in the company. LandtitleUSA, Inc. from time to time provides mortgage insurance products and services in connection with loan transactions for customers of Texas State Bank. Mr. Voss is the stepson of Glen E. Roney, the Chairman of the Board and Chief Executive Officer of the Company and Texas State Bank.

Scott J. Atlas is a partner in the law firm of Vinson & Elkins L.L.P., which firm provides legal services for the Company, which did not exceed 5% of the firm's or the Company's gross revenues for 2004. Mr. Atlas is the son of Morris Atlas, a Director of the Company.

3/19/2004 Proxy Information

Mr. Morris Atlas, a Director of the Company, is a partner in the law firm of Atlas & Hall L.L.P. His firm received fees for legal services rendered to the Company and its subsidiary during 2003 in the amount of $410,776, which exceeded 5% of his firm's gross revenues for 2003.

Prior to June 1994, Frank N. Boggus served as President of the Company and currently serves on the Stock Option and Compensation Committee. However, Mr. Boggus is not now, nor was he at the time of his service as an officer, an employee of the Company.

On April 4, 2003, the Company purchased approximately 15.9 acres of land for $2.8 million from a partnership. The Chairman of the Board of the Company owns a 10 percent interest in the partnership. The property was purchased for development of an operations center and branch facility for the Company.

Douglas G. Bready, a Director and President of the McAllen location of Texas State Bank, is the son-in-law of G. E. Roney, the Chairman of the Board & Chief Executive Officer of the Company and Texas State Bank;

Mark Voss, an Executive Vice President of Texas State Bank, is the stepson of G. E. Roney, the Chairman of the Board & Chief Executive Officer of the Company and Texas State Bank;

Tudor G. Uhlhorn, a Director of Texas State Bank, is the son of Julie G. Uhlhorn, a member of the Board of Directors of the Company and Texas State Bank;

Robert R. Farris, a Director of Texas State Bank, is the son of Robert G. Farris, a member of the Board of Directors of the Company and Texas State Bank; and

Robert F. Boggus, a Director of Texas State Bank, is the son of Frank N. Boggus, a member of the Board of Directors of the Company and Texas State Bank.

3/17/2003 Proxy Information

Douglas G. Bready, a Director and President of the McAllen location of Texas State Bank, is the son-in-law of G. E. Roney, the Chairman of the Board & Chief Executive Officer of the Company and Texas State Bank;

Mark Voss, an Executive Vice President of Texas State Bank, is the stepson of G.E. Roney, the Chairman of the Board & Chief Executive Officer of the Company and Texas State Bank;

Tudor G. Uhlhorn, a Director of Texas State Bank, is the son of Julie G. Uhlhorn, a member of the Board of Directors of the Company and Texas State Bank;

Robert R. Farris, a Director of Texas State Bank, is the son of Robert G. Farris, a member of the Board of Directors of the Company and Texas State Bank; and Robert F. Boggus, a Director of Texas State Bank, is the son of Frank N. Boggus, a member of the Board of Directors of the Company and Texas State Bank.

During 2002 as in prior years, Company officers and directors and their related parties have had banking transactions with Texas State Bank. All such transactions have been in the ordinary course of business, on substantially the same terms including interest rates and collateral, as those prevailing for comparable transactions with others, and have not included more than the normal risk of collectibility or other unfavorable features.

Texas State Bank, along with other banks in the Rio Grande Valley, sells credit life insurance for Texas State Life Reinsurance, Ltd. G.E. Roney, Chairman of the Board and Chief Executive Officer of the Company, owns thirty-three percent of Texas State Life Reinsurance, Ltd. Texas State Bank received $259,591 in commission fee income from the insurance company for the year ended December 31, 2002.

Mr. Morris Atlas, a Director of the Company, is a partner in the law firm of Atlas & Hall L.L.P. His firm received fees for legal services rendered to the Company and its subsidiary during 2002 in the amount of $664,206, which exceeded 5% of his firm's gross revenues for 2002.

On March 12, 2002, the Company entered into an agreement with a company affiliated with David L. Lane, a Director of the Company, to purchase approximately 2.6 acres of land for $1.6 million. The property was purchased for a future branch location. The sale closed on May 28, 2002.

Prior to June 1994, Frank N. Boggus served as President of the Company and currently serves on the Stock Option and Compensation Committee. However, Mr. Boggus is not now, nor was he at the time of his service as an officer, an employee of the Company. Mr. Boggus does not receive compensation from the Company or Texas State Bank (the "Bank") other than director fees and outside director bonuses.