SecProbe.io

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

DIVISION OF
  CORPORATION FINANCE

        February  28, 2011

 Mr. C. Randall Sims
Chief Executive Officer
Home Banc shares, Inc.
719 Harkrider, Suite 100 Conway , Arkansas 72032

Re:  Home Bancshares, Inc.
Form 1 0-K for the year ended December 31, 2009, filed March 5, 2010
Schedule 1 4A, filed March 8 , 2010
Form 10- Q for the quarterly period ended March 31, 2010, filed May 10,
2010 Form 10- Q for the quarterly period ended June 30, 2010, filed August 9 , 2010
Form 10- Q for the quarterly period ended September 30,  2010, filed
November 8 , 2010
Form 8 -K, Filed January 3, 2011
File No. 000 -51904

Dear Mr.  Sims:

We have reviewed your letter that you filed on August 28, 2010 in response to our
comment letter to you.  We have comments set forth below.  In some of our comments, we may ask you to provide us with information so we may better understand your disclosure.
 Please respond to this letter within ten business days by amending your filing, by
providing the requested information, or by advising us when you will provide the requested response .  If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your response.
 After reviewing any amendment to your filing and the information you provide in
response to t hese comments, we may have additional comments.

Mr. C. Randall Sims
Home Banc shares, Inc.
February 2 8, 2011
Page 2

 Form 10- K for the Fiscal Year ended December 31, 2009

Business, page 3
Overview, page 3

1. We acknowledge your proposed response to comment 1.  In futurefilings, please
delete or disclose the basis for your claim , on page 5 of your response letter, that
central Arkansas is “one of the strongest metropolitan area in the country .”
Define what you mean by “stronges t.”  We note that according to the U.S. Bureau
of Labor Statistics the Pine Bluff metropo litan area  has an unemployment rate of
9.8 percent and it ranks 251 of 372 metropolitan areas based on unemployment
rates in Decemb er 2010 (with the areas with lowest rates being ranked highest) .

Lending Activities, page 7
2. We acknowledge your proposed response to comment 3.  Please include in your future filings,  revisi on of your proposed disclosure on page 9 on your response
letter , as follow s:

• revise your claim that you “focus on the primary and secondary methods of
repayment ”  to describe t ypes of collateral which you accept  and disc uss
whether or not you independently apprais e the value of collateral before
approving each loan;
• as we requested, describe your policy on making additional loans to borrowers
to a borrower or any related interest of the borrower who is past due in principal or interest more than 90 days ;
• revise your discussion of loans that exceed your lending limit to di sclose the
maximum amount outstanding to a single borrower ; and
• revise your discussion of modifications/restructurings to quantify , if material,
the extent to which you cancel single existing loans and replace  them with
multiple new loans .

Form 10- Q for the Quarterly Period ended March 31, 2010

Business Combinations, page 11

3. We acknowledge your proposed response to comment 14.  As we requested in the
last bullet point, include in your future filings di scussion and analysis in the
MD&A of how you are or may be affected by the underlying findings of the
following:

• the Cease and Desi st Order issued by the U.S. Office of Thrift Supervision

Mr. C. Randall Sims
Home Banc shares, Inc.
February 2 8, 2011
Page 3

 against Key West Bank entered on November 12, 2009; and
• the Written Agreement between Old Southern Bank, the Federal Reserve
Bank and the State of Florida, Office of Financial Regulat ion, dated
September 23, 2009.

For instance, discuss the impact on Home BancShares, from the finding that Key
West Bank was operating with “an excessive concentration of interest only and
nonresidential real estate loans” and with “a heavy reliance on sho rt-term
potentially volatile deposits as a source for funding longer -term investments.”
Please discuss the status of the O rder and the Agreement  and your efforts and
accomplishments to address the various violations and non compliance found by
the banking  regulators .

Schedule 14A

Certain Relationships and Related Transactions, page 40

4. We acknowledge your proposed response , on page 39 of your response letter, to
comment 20.  In future filings, add to your disclosure proposed in your response
that required by Instruction 4c (iii) of Item 404(a).

Form 8 -K filed January 3, 2011

5. We note the disclosure of your decision to record material impairment charges totaling approximately $53 million relating to certain loans. Additionally, you disclose that approximately half of the amount charged off related to extensions of credit to several borrowers in the Florida market with the remaining amount in the Arkansas market, primarily involving one borrowing relationship. Please provide us with a comprehensive analysis which supports your historical and current accounting, including key deter minations and judgments made by management
for the following specific points below:

• Tell us the relevant origination information (borrower, amount, type of loan,
date originated, collateral support, borrower guarantees, etc.) and subsequent
payment histor y, loan -to-value statistics including how you determined the
value of collateral and when you classified these loans as nonperforming (non- accrual and/or impaired);
• Tell us how you determined the amount of provisions and charge -offs to
record at each quarter, specifically identifying the triggering events and key information management considered as a basis for determining the relevant amounts, as applicable; and

Mr. C. Randall Sims
Home Banc shares, Inc.
February 2 8, 2011
Page 4

 • Tell us if you consider these loans to be collateral dependent, and if so,
whether you obt ained independent appraisals that supported the provisions
recorded and the current carrying value of these loans.   If you obtained
appraisals, please provide us with the relevant information provided in these
reports which supports your accounting.  Addit ionally, please tell us the last
appraisal dates and the type of appraisals obtained (new full appraisal, update of a prior full appraisal, etc.).  If no appraisals were obtained, please tell us
how you determined the amounts of the provisions recorded and the remaining carrying value of these loans.  Also revise future filings to present a summary of this information to allow investors to understand the timing and reasons for recording material provisions for loan losses.

6. We also note that with respect  to the one borrowing relationship in Arkansas, the
board determined that the terms and conditions of the loan documents are unlikely
to be met due to a recent change in circumstances regarding the collectability of pledged collateral. To the extent that s uch information is not provided with
respect to our previous comment and noting the information provided in your Press Conference held on January, 4, 2011, please address the following:

• Please tell us whether this borrower was considered a related party;
• Provide us with a detail of all of the current and previous loans outstanding to
this borrower
 and any parties rel ated to or affiliated with this  borrower,
including any extensions of maturity dates ;
• Further explain the term “co -makers” as referenced in yo ur Press Conference
made in reference to other parties to the borrower’s loans and whether you can
or will pursue litigation in order to collect the outstanding balance of loans owed for which have been charged -off;
• Further explain the terms and conditions  of the loan documents that would not
be met and the reasons why;
• We note from your Press Conference that the underlying collateral were receivable loans. Please explain in further detail the type of receivables, how you originally and subsequently valued this collateral, how you perfected your security interest in these receivables, and whether these receivables were cross -collateralized with any of the other loans to this particular borrower;
• We also note from your Press Conference that you disclosed liti gation that
occurred in New York which changed your estimated proceeds to be received from $10- $12 million down to an offer of $2- $4 million. Please explain to us
in further detail the background of this litigation, including why litigation commenced in New York and how your initial and current estimated proceeds were affected by the litigation, specifically addressing your position in the
underlying collateral;
• We also note from your Press Conference that you state that these loans were
considered to be a ccrual loans until late December 2010. Please tell us what

Mr. C. Randall Sims
Home Banc shares, Inc.
February 2 8, 2011
Page 5

 transpired in December 2010 that resulted in the loans changing from accrual
to “not getting as much” to being completely charged -off; and
• Please also further explain how you monitored the loans t o this borrower
subsequent to origination to ensure they were appropriately classified (accrual, nonaccrual, impaired) in addition to when you recorded provisions and related charge -offs.

7. As a related matter, please provide for us a detail of all curren t loans outstanding
which are similarly secured by receivable loans. In this regard and as a result of the significant charge -offs recorded, please tell us whether you have revised any
of your accounting policies. If so, please provide us with a comprehens ive detail
of these changes.

You may contact John A. Spitz at 202- 551-3484 or John P. Nolan, Senior
Assistant Chief Accountant at 202- 551-8415 if you have questions regarding comments
on the financial statements and related matters.  Please contact either Jonathan E. Gottlieb at (202) 551- 3416 or me at (202) 551- 3434 with any other questions.

      Sincerely,

       Michael R. Clampitt
      Senior Attorney