SecProbe.io

CORRESP
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corresp

    John K. Baker

M.
Samuel Jones III

425
West Capitol Avenue, Suite 1800

    Trav Baxter

    Counsel

    W. Christopher Barrier

    John Alan Lewis

    Little
Rock, Arkansas 72201-3525

    Cory D. Childs

    11Catherine M. Corless

    Sherry P. Bartley

    Walter E. May

Telephone
501-688-8800

    Courtney C. Crouch, III

    Jeffrey H. Dixon

    Steve Bauman

    Lance R. Miller

    Fax 501-688-8807

    Megan Gammill

    8Karen P. Freeman

    R. T. Beard, III

    Stuart P. Miller

    9Jenny T. Garrett

    12Anton L. Janik, Jr.

    C. Douglas Buford, Jr.

    T. Ark Monroe, III2

    Alex T. Gray

    13Bruce McCandless III

    Burnie Burner1

    Marshall S. Ney

    John K. Harriman

    Todd L. Newton

    Frederick K. Campbell2

    Anne S. Parker

    8Kathy M. Heffernan

    Christopher D. Plumlee

    Michelle H. Cauley

    Larry Parks1

    10Delena c. Hurst

    14Julie M. Pomerantz

Charles B. Cliett, Jr.3

    Jennifer Pierce

    Ben D. Jackson

    15Randi Reichel

    Ken Cook

    Lyn P. Pruitt

    Margaret A. Johnston

    J. Scott Schallhorn

    Elisabeth S. DeLargy4

    Christopher T. Rogers

    Tony Juneau

    Brian A. Vandiver

    Jill Grimsley Drewyor5

    Jeffrey L. Singleton

    Christopher A. McNulty

    Of Counsel

    Doak Foster2

    Barry G. Skolnick7

    Katie M. Papasan

    Joseph W. Gelzine

    Byron Freeland

    Derrick W. Smith2

    Brian A. Pipkin

    16Hermann Ivester

    Allan Gates2

    Stan D. Smith

    Jeffrey L. Spillyards

    2H. Maurice Mitchell

    Kathlyn Graves

    Marcella J. Taylor

    Zachary T. Steadman

    John S. Selig

    Harold W. Hamlin

    Jeffrey Thomas2

Mary
Catherine Way

    Richard A. Williams

    Jeffrey W. Hatfield

William
H.L. Woodyard, III, P.A.

    L. Kyle Heffley6

    Walter G. Wright, Jr.

    Donald H. Henry

    Leigh Anne Yeargan

    Tod Yeslow8

    1 Only Admitted in Texas

    2 Admitted in District of Columbia
and Arkansas

    3 Admitted in Arizona, Texas and
Arkansas

    4 Admitted in Tennessee and Texas

    5 Admitted in Oklahoma and
Arkansas

    6 Admitted in Missouri and
Arkansas

    7 Only Admitted in New York

    8 Admitted in Texas and Arkansas

    9 Admitted in Louisiana and
Arkansas

    10 Admitted in Texas, Colorado and
Arkansas

    11 Admitted in Tennessee and
Arkansas

    12 Admitted in Colorado and
Arkansas

    13 Admitted in New York,

    Writer’s Direct Dial

    Washington, D.C. and Texas

    501-688-8866

    14 Admitted in Georgia and Texas

    15 Admitted in Maryland and
Washington, D.C.

    April 18, 2011

    16 Admitted in the U.S. Patent

    and Trademark Office and Arkansas

    All Others Admitted Only in
Arkansas

Mr. Michael R. Clampitt

Senior Attorney

United States Securities and Exchange Commission

100 F Street, NE

Washington, D.C. 20549

    Re:

     Home BancShares, Inc.

Form 10-K for the year ended December 31, 2009, filed March 5, 2010

Schedule 14A, 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. Clampitt:

     The following is the response of Home BancShares, Inc. (“Home BancShares” or the “Company”) to
the staff’s comments contained in your letter to Mr. C. Randall Sims dated February 28, 2011. For
convenient reference, this response letter duplicates the text of the enumerated staff comment, as
well as the heading contained in your letter.

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 future filings,
please delete or disclose the basis for your claim, on page 5 of your response letter,
that

Mr. Michael R. Clampitt

United States Securities and Exchange Commission

April 18, 2011

Page 2

    central Arkansas is “one of the strongest metropolitan area in the country.”
Define what you mean by “strongest”. We note that according to the U.S. Bureau of
Labor Statistics the Pine Bluff metropolitan area has an unemployment rate of 9.8
percent and it ranks 251 of 372 metropolitan areas based on unemployment rates in
December 2010 (with the areas with lowest rates being ranked highest).

     Response:

     We will delete the phrase “one of the strongest metropolitan areas in the country” from future
filings.

Lending Activities, page 7

    2.

    We acknowledge your proposed response to comment 3. Please include in your
future filings, revision of your proposed disclosure on page 9 on your response letter,
as follows:

    •

    revise your claim that you “focus on the primary and secondary methods of
repayment” to describe types of collateral which you accept and discuss whether
or not you independently appraise the value of collateral before approving each
loan;

     Response:

     We have added discussion in the proposed disclosure on pages 6-8 of our response letter
regarding whether or not it is our general practice to independently appraise the value of that
collateral. For convenient reference, we have underlined the added discussion below.

    Real Estate — Non-farm/Non-residential. Non-farm/non-residential loans consist
primarily of loans secured by real estate loans on income-producing properties, such
as shopping/retail centers, hotel/motel properties, office buildings, and
industrial/warehouse properties. Commercial lending on income-producing property
typically involves higher loan principal amounts, and the repayment of these loans
is dependent, in large part, on sufficient income from the properties
collateralizing the loans to cover operating expenses and debt service. This
category of loans also includes specialized properties such as churches, marinas,
and nursing homes. Additionally, we make commercial mortgage loans to entities to
operate in these types of properties, and the repayment of these loans is dependent,
in large part, on the cash flow generated by these entities in the operations of the
business. Often, a secondary source of repayment will include

Mr. Michael R. Clampitt

United States Securities and Exchange Commission

April 18, 2011

Page 3

    the sale of the subject collateral. When this is the case, it is generally our
practice to obtain an independent appraisal of this collateral within the
Interagency Appraisal and Evaluation Guidelines.

    Real Estate — Construction/Land Development. This category of loans includes loans
to residential and commercial developers to purchase raw land and to develop this
land into residential and commercial land developments. In addition, this category
includes construction loans for all of the types of real estate loans made by the
Bank, including both commercial and residential. These loans are generally secured
by a first lien on the real estate being purchased or developed. Often, the
primary source of repayment will be the sale of the subject collateral. When this is
the case, it is generally our practice to obtain an independent appraisal of this
collateral within the Interagency Appraisal and Evaluation Guidelines.

    Real Estate — Residential. Our residential mortgage loan program primarily
originates loans to individuals for the purchase of residential property. We
generally do not retain long-term, fixed-rate residential real estate loans in our
portfolio due to interest rate and collateral risks. Residential mortgage loans to
individuals retained in our loan portfolio primarily consisted of 52% owner occupied
1-4 family properties and 39% non-owner occupied 1-4 family properties (rental).
The primary source of repayment for these loans is generally the income and/or
assets of the individual to whom the loan is made. Often, a secondary source of
repayment will include the sale of the subject collateral. When this is the case, it
is generally our practice to obtain an independent appraisal of this collateral
within the Interagency Appraisal and Evaluation Guidelines.

    Consumer. While our focus is on service to small and medium-sized businesses, we
also make a variety of loans to individuals for personal, family and household
purposes, including secured and unsecured installment and term loans. The
primary source of repayment for these loans is generally the income and/or assets of
the individual to whom the loan is made. When secured, we may independently assess
the value of the collateral provided using a third-party valuation source.

    Commercial and Industrial. Our commercial and industrial loan portfolio primarily
consisted of 45% inventory/AR financing, 21% equipment/vehicle financing and 34%
other, including letters of credit at less than 1%. This category includes loans to
smaller business ventures, credit lines for working capital and short-term inventory
financing, for example. These loans are typically secured by

Mr. Michael R. Clampitt

United States Securities and Exchange Commission

April 18, 2011

Page 4

    the assets of the business, and are supplemented by personal guaranties of the
principals and often mortgages on the principals’ primary residences. The
primary source of repayment may be conversion of the assets into cash flow, as in
inventory and accounts receivable, or may be cash flow generated by operations, as
in equipment/vehicle financing. Assessing the value of inventory can involve many
factors including, but not limited to, type, age, condition, level of conversion and
marketability, and can involve applying a discount factor or obtaining an
independent valuation, based on the assessment of the above factors. Assessing the
value of accounts receivable can involve many factors including, but not limited to,
concentration, aging, and industry, and can involve applying a discount factor or
obtaining an independent valuation, based on the assessment of the above factors.
Assessing the value of equipment/vehicles may involve a third-party valuation
source, where applicable.

    •

    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
disclose the maximum amount outstanding to a single borrower; and

     Response:

     We have revised the proposed response on page 9 of the response letter to address the two
bullet points above. For convenient reference, we have underlined the revisions below.

    Lending Policies. We have established common loan documentation procedures and
policies, based on the type of loan, for our Bank subsidiary. The board of directors
periodically reviews these policies for validity. In addition, it has been and will
continue to be our practice to attempt to independently verify information provided
by our borrowers, including assets and income. We have not made loans similar to
those commonly referred to as “no doc” or “stated income” loans. We focus on the
primary and secondary methods of repayment, and prepare global cash flows where
appropriate. There are legal restrictions on the dollar amount of loans available
for each lending relationship. The Arkansas Banking Code provides that no loan
relationship may exceed 20% of a bank’s risk based capital,
and we are in compliance with this restriction. In addition, we are not dependent
upon any single lending relationship for an amount exceeding 10% of our revenues.
As of December 31, 2010, the maximum amount outstanding to a single borrower was
$44.9 million. As a community lender, we believe from time to

Mr. Michael R. Clampitt

United States Securities and Exchange Commission

April 18, 2011

Page 5

    time it is in our best interest to agree to modifications or restructurings. These
modifications/restructurings can take the form of a reduction in interest rate, a
move to interest-only from principal and interest payments, or a lengthening in the
amortization period or any combination thereof. Furthermore, we may make an
additional loan or loans to a borrower or related interest of a borrower who is past
due more than 90 days. These circumstances will be very limited in nature, and when
approved by the appropriate lending authority, will likely involve obtaining
additional collateral that will improve the collectability of the overall
relationship. It is our belief that judicious usage of these tools can improve
the quality of our loan portfolio by providing our borrowers an improved probability
of survival during difficult economic times.

    •

    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.

     Response:

     Occasionally, we will modify/restructure a single loan by splitting it into two loans
following the interagency guidance involving the workout of commercial real estate loans. The loan
representing the portion that is supported by the current cash flow of the borrower or project will
remain on the Bank’s books, while the loan representing the portion that cannot be serviced by
current cash flow is charged off.

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 discussion and analysis in the MD&A
of how you are or may be affected by the underlying findings of the following:

    •

    the Cease and Desist Order issued by the U.S. Office of Thrift Supervision
against Key West Bank entered on November 12, 2009; and

Mr. Michael R. Clampitt

United States Securities and Exchange Commission

April 18, 2011

Page 6

     Response:

     We will include in the footnotes to our 2010 financial statements of our Form 10-K filing for
the year ended December 31, 2010, the following disclosure:

     In the FDIC acquisition transactions, we assume certain assets and liabilities of the
former institution under a loss share agreement with the FDIC. Any regulatory agreements or
orders that existed for the former institution do not apply to the assuming institution.
We, as the assuming institution, are evaluated separately by our regulators and any
weaknesses of the former institution are considered in the separate evaluation. Also, the
loss share agreements help to mitigate any weaknesses that may have existed in the former
institution.

    •

    the Written Agreement between Old Southern Bank, the Federal Reserve Bank
and the State of Florida, Office of Financial Regulation, dated September 23,
2009.

     Response:

     We will include in the footnotes to our 2010 financial statements of our Form 10-K filing for
the year ended December 31, 2010, the following disclosure:

     In the FDIC acquisition transactions, we assume certain assets and liabilities of the
former institution under a loss share agreement with the FDIC. Any regulatory agreements or
orders that existed for the former institution do not apply to the assuming institution.
We, as the assuming institution, are evaluated separately by our regulators and any
weaknesses of the former institution are considered in the separate evaluation. Also, the
loss share agreements help to mitigate any weaknesses that may have existed in the former
institution.

    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 short-term
potentially volatile deposits as a source for funding longer-term investments.”
Please discuss the status of the Order and the Agreeme