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Mid-State Bancshares Reports 9.5% Earnings per Share Increase for 2005.


ARROYO GRANDE Gran·de 1   , Rio

A river, about 1,046 km (650 mi) long, flowing from southeast Brazil generally northwest to the Paranaíba River, with which it forms the Paraná River.
, Calif. -- Mid-State Bancshares (the Company) (NASDAQ NASDAQ
 in full National Association of Securities Dealers Automated Quotations

U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on
:MDST MDST Media Studies (college course)
MDST Missile Defense Space-warning Tool
MDST Mountain Daylight Savings Time
MDST Missile Defense Space Tool
MDST Minimum-Degree Spanning Tree
MDST Manpower Decision Support Tool
), the holding company for Mid-State Bank & Trust (the Bank), reported diluted di·lute  
tr.v. di·lut·ed, di·lut·ing, di·lutes
1. To make thinner or less concentrated by adding a liquid such as water.

2. To lessen the force, strength, purity, or brilliance of, especially by admixture.
 earnings of $1.61 per share for 2005, a 9.5% increase over the $1.47 earned in 2004. Net income was $37.5 million in 2005 compared to $35.1 million in the prior year, a 6.8% gain. The larger percentage gain in earnings per share reflected the Company's continuing stock repurchase Stock repurchase

A firm's repurchase of outstanding shares of its common stock.
 program and the lower number of shares outstanding. Additionally, results for 2004 were bolstered bol·ster  
n.
A long narrow pillow or cushion.

tr.v. bol·stered, bol·ster·ing, bol·sters
1. To support or prop up with or as if with a long narrow pillow or cushion.

2.
 by a benefit to the provision for loan losses of $2.7 million pre-tax pre-tax adjanterior al impuesto

pre-tax adjavant impôt(s)

pre-tax adjal lordo d'imposta 
 and a $1.1 million pre-tax non-recurring gain on the sale of other real estate owned Real Estate Owned

Property owned by a lender - usually a bank - after an unsuccessful sale at a foreclosure auction. This is common because most of the properties up for sale at these auctions are worth less than the total amount owed to the bank: the minimum bid in most
. After-tax af·ter-tax also af·ter·tax
adj.
Relating to or being that which remains after payment, especially of income taxes: after-tax profits. 
, these non-recurring benefits contributed $2.2 million to earnings in 2004, or approximately ap·prox·i·mate  
adj.
1. Almost exact or correct: the approximate time of the accident.

2.
 $0.09 per share.

For the three months ended December December: see month.  31, 2005, diluted earnings were $0.41 per share on net income of $9.4 million compared to $0.40 per share on the same level of net income in the 2004 period. Similar to the impact for the full year, the Company's ongoing stock repurchase program resulted in fewer shares in the fourth quarter of 2005 compared to the same quarter of 2004, thus resulting in the increase in earnings per share.

"The Company posted improvements to various key ratios in 2005," said James James, person in the Bible
James, in the Gospel of St. Luke, kinsman of St. Jude. The original does not specify the relationship.
James, rivers, United States
James.
 G. Stathos, executive vice president and chief financial officer. "Return on assets Return on assets (ROA)

Indicator of profitability. Determined by dividing net income for the past 12 months by total average assets. Result is shown as a percentage. ROA can be decomposed into return on sales (net income/sales) multiplied by asset utilization (sales/assets).
 and return on equity were 1.58% and 13.56%, respectively, in 2005 compared to 1.55% and 12.67% last year." Similarly, the Company's net interest margin was 5.32% (5.74% on a taxable equivalent basis) in 2005, up from the prior year's level of 4.95% (5.36% on a taxable equivalent basis). The Company also enjoyed an improvement in its net interest margin in the fourth quarter of 2005 to 5.47% (5.88% on a taxable equivalent basis), up from 5.01% (5.42% taxable equivalent) in the like quarter of 2004. Moreover, the net interest margin for the fourth quarter was also up 25 basis points from the third quarter 2005 level after declining 15 basis points during the third quarter from the second. The recent increases in the Prime Rate, to which many of the Company's loans are tied, have more than offset increased pricing competition for loans and increasing deposit costs.

"We are excited about Mid-State's prospects in 2006 and beyond," said James W. Lokey, president and chief executive officer. "We have streamlined some of our credit processes without sacrificing overall credit quality. We are expanding into the Westlake Westlake, city (1990 pop. 27,018), Cuyahoga co., NE Ohio, a suburb of Cleveland; inc. as a city 1956. A growing city, its various manufactures include ink and plastics.  Village market in Ventura Ventura (vĕnt`rə), city (1990 pop. 92,575), seat of Ventura co., SW Calif., on the Pacific coast in a farm and oil region; inc. 1866.  County early in 2006, where we believe new business opportunities are significant. And the continuing market share gains made by our now profitable trust department bode bode 1  
v. bod·ed, bod·ing, bodes

v.tr.
1. To be an omen of: heavy seas that boded trouble for small craft.

2.
 well for the Bank in the future."

Non-performing asset levels were down to $2.5 million at December 31, 2005 compared to $10.7 million at December 31, 2004. These levels represented 0.1% and 0.5% of total assets, respectively. Specific reserves have been established for potential losses inherent in all of its impaired See assistive technology.  loans, and Management believes the balance is adequate at the present time. Moreover, there are reserves available to absorb absorb

To offset sell orders or a new security offering with buy orders.
 other losses which are inherent in the portfolio as of December 31, 2005. The ratio of the Company's allowances for losses to non-performing loans A non-performing loan is a loan that is in default or close to being in default. Many loans become non-performing after being in default for 3 months, but this can depend on the contract terms.  was 555% compared to 146% one year earlier. The Company's allowances for losses to loans was 0.9% of total gross loans at year-end year-end also year·end
n.
The end of a year.

adj.
Occurring or done at the end of the year: a year-end audit.

Noun 1.
, compared to 1.1% one year earlier.

Total assets of the Company increased 4.2% to $2.39 billion at quarter-end, up from $2.30 billion one year earlier. Deposits increased 3.8% to $2.07 billion at year-end, up from $1.99 billion one year earlier. Demand deposits increased to $567.8 million, up from $517.1 million one year earlier. Time deposits increased to $434.3 million from $394.3 million. Other interest bearing deposit categories, including NOW, money market and savings, were virtually unchanged at year-end compared to the year earlier period.

The loan portfolio was over $1.52 billion at December 31, 2005 compared to $1.43 billion one year ago. The Company saw growth in its loan portfolio in both the residential and non-residential real estate sectors. Real estate secured loans, excluding construction and land development loans and home equity credit lines, total approximately $813 million or 54% of the loan portfolio. Management believes that with the expected slow down in real estate, increased competition and pricing pressure becoming more intense, the growth rates Growth Rates

The compounded annualized rate of growth of a company's revenues, earnings, dividends, or other figures.

Notes:
Remember, historically high growth rates don't always mean a high rate of growth looking into the future.
 enjoyed in this sector of the loan portfolio are likely to slow. Therefore, additional emphasis in 2006 is being placed on growing the Company's commercial industrial loan segment.

Both non-interest income and expense have declined in 2005 compared to the 2004 periods as a result of Management's decision to outsource outsource verb To assign specific work to a 3rd party for a specific length of time at an set price and service level Managed care To use outside labor to perform functions–billing and collections, accounting, janitorial services, ER  its merchant credit card processing activity. The decline in non-interest income for the year also reflected a non-recurring gain on the sale of Other Real Estate Owned of $1.1 million realized in June June: see month.  of 2004. The net effect of outsourcing (1) Contracting with outside consultants, software houses or service bureaus to perform systems analysis, programming and datacenter operations. Contrast with insourcing. See netsourcing, ASP, SSP and facilities management.  the merchant processing activity was relatively neutral to the Company's bottom line, with the Company now receiving a payment for a percentage of the net profit associated with the activity (non-interest expense is approximately $4.5 million lower in 2005 because of this change). Outsourcing this function provides more competitive pricing and products for our customers, while at the same time allowing the Company to reduce costs.

Those adjustments, along with the increased net interest margin, positively affected the Company's efficiency ratio, which was 57.9% for 2005 compared to 61.3% in 2004. Staff expense, which had declined from $11.0 million in the first quarter of 2005 to $10.7 million in the second quarter of the year, increased to $11.1 million in the third quarter and $11.9 million in the fourth quarter. Part of the increase relates to increases in the necessary accruals Accruals

Accounts on a balance sheet that represent liabilities and non-cash-based assets used in accrual-based accounting. These accounts include, among many others, accounts payable, accounts receivable, goodwill, future tax liability and future interest expense.
 for incentive payouts as a result of the Company's performance (approximately $400,000 in the fourth quarter compared to prior quarters). Additionally, the increase relates to filling a number of open positions throughout the Bank and the Bank's efforts to prepare for its expansion efforts. These efforts include a new branch and commercial lending office expected to open in the Westlake Village area in the spring of 2006.

On June 15, 2005, the Board authorized au·thor·ize  
tr.v. au·thor·ized, au·thor·iz·ing, au·thor·iz·es
1. To grant authority or power to.

2. To give permission for; sanction:
 the repurchase re·pur·chase  
tr.v. re·pur·chased, re·pur·chas·ing, re·pur·chas·es
To buy (something) again.

n.
The act of buying something that one previously sold or owned.

Noun 1.
 of up to five percent of its outstanding shares, or up to 1,141,373 additional shares of the Company's common stock. This authorization The right or permission to use a system resource; the process of granting access. See access control.  does not have an expiration date Expiration Date

The day on which an options or futures contract is no longer valid and, therefore, ceases to exist.

Notes:
The expiration date for all listed stock options in the U.S.
. The Company repurchased 121,863 shares in the fourth quarter of 2005 at an average price of $27.49 per share. For all of 2005, the Company repurchased 845,055 shares at an average price of $27.29 per share. All of these shares were purchased at current market prices on the date of transaction. As of December 31, 2005, the Company is continuing the program and can repurchase up to 816,675 additional shares under the June 2005 authorization. For the three months and year ended December 31, 2004, 285,048 and 658,867 shares were repurchased, respectively, at an average price of $27.47 and $25.26, respectively.

In other matters concerning capital, the Board of Directors approved a quarterly cash dividend of $0.18 per share in the fourth quarter of 2005 compared to $0.16 per share in the like 2004 period. For the full year, this brought the dividends declared de·clare  
v. de·clared, de·clar·ing, de·clares

v.tr.
1. To make known formally or officially. See Synonyms at announce.

2. To state emphatically or authoritatively; affirm.

3.
 to $0.66 in 2005, up from $0.58 declared in the prior year.

Mid-State Bancshares is a $2.39 billion holding company for Mid-State Bank & Trust, an independent, community bank serving California's San Luis Obispo San Luis Obispo (săn l`ĭs ōbĭs`pō), city (1990 pop. 41,958), seat of San Luis Obispo co., S Calif., near San Luis Obispo Bay; inc. 1856. , Santa Barbara Santa Barbara (săn'tə bär`brə, –bərə), city (1990 pop. 85,571), seat of Santa Barbara co., S Calif., on the Pacific Ocean; inc. 1850.  and Ventura Counties. Since opening its doors in 1961, the Bank has grown to 40 offices serving more than 100,000 households.

The financial information presented in this news release represents preliminary financial results.

This Press Release includes "forward-looking statements forward-looking statement

A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections.
" within the meaning of Section 27A of the Securities Act. All of the statements contained in the Press Release, other than statements of historical fact, should be considered forward-looking statements, including, but not limited to, those concerning (i) the Company's strategies, objectives and plans for expansion of its operations, products and services, and growth of its portfolio of loans, investments and deposits; (ii) the Company's beliefs and expectations regarding actions that may be taken by regulatory authorities Noun 1. regulatory authority - a governmental agency that regulates businesses in the public interest
regulatory agency

administrative body, administrative unit - a unit with administrative responsibilities
 having oversight
For Oversight in Wikipedia, see Wikipedia:Oversight.


Oversight may refer to:
  • Government regulation — The role of an official authority in regulating a separate authority.
 of its operation and interest rates; (iii) the Company's beliefs as to the adequacy of its existing and anticipated allowances for loan and real estate losses; (iv) the Company's beliefs and expectations concerning future operating results; (v) the growth of its loan portfolio and its net interest margin; and (vi) the strength of the economy in its service area. Although the Company believes the expectations reflected in those forward-looking statements are reasonable, it can give no assurance that those expectations will prove to have been correct. All subsequent written and oral forward-looking statements by or attributable attributable

emanating from or pertaining to attribute.


attributable proportion
see attributable risk (below).

attributable risk
 to the Company or persons acting on its behalf are expressly qualified in their entirety The whole, in contradistinction to a moiety or part only. When land is conveyed to Husband and Wife, they do not take by moieties, but both are seised of the entirety.  by this qualification. Investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof here·of  
adv.
Of this.


hereof
Adverb

Formal or law of or concerning this

Adv. 1. hereof - of or concerning this; "the twigs hereof are physic"
 and are not intended to give any assurance as to future results. The Company undertakes no obligation to publicly release any revisions ReVisions is a 2004 anthology of alternate history short-stories. It is edited by Julie E. Czerneda and Isaac Szpindel. Contents

Title Author
The Resonance of Light James Alan Gardner
Out of China Julie E.
 to these forward-looking statements to reflect events or circumstances CIRCUMSTANCES, evidence. The particulars which accompany a fact.
     2. The facts proved are either possible or impossible, ordinary and probable, or extraordinary and improbable, recent or ancient; they may have happened near us, or afar off; they are public or
 after the date hereof or to reflect the occurrence of unanticipated events.

Please See Pertinent PERTINENT, evidence. Those facts which tend to prove the allegations of the party offering them, are called pertinent; those which have no such tendency are called impertinent, 8 Toull. n. 22. By pertinent is also meant that which belongs. Willes, 319.  Financial Data Below.
Consolidated Financial Data -- Mid-State Bancshares

(Unaudited)                 Quarter Ended           Year-to-Date
---------------------- ----------------------- -----------------------
(In thousands)          Dec. 31,    Dec. 31,    Dec. 31,    Dec. 31,
                           2005        2004        2005        2004
---------------------- ----------- ----------- ----------- -----------

Interest Income (not
 taxable equivalent)   $   34,267  $   28,843  $  128,326  $  109,936
Interest Expense            4,772       2,301      15,503       8,450
----------------------  ----------  ----------  ----------  ----------
Net Interest Income        29,495      26,542     112,823     101,486
(Benefit)/Provision
 for Loan Losses                -           -           -      (2,700)
----------------------  ----------  ----------  ----------  ----------
Net Interest Income
 after provision for
 loan losses               29,495      26,542     112,823     104,186
Non-interest income         5,397       5,604      21,441      27,764
Non-interest expense       20,655      18,458      77,674      79,294
----------------------  ----------  ----------  ----------  ----------
Income before income
 taxes                     14,237      13,688      56,590      52,656
Provision for income
 taxes                      4,840       4,290      19,099      17,547
----------------------  ----------  ----------  ----------  ----------
Net Income             $    9,397  $    9,398  $   37,491  $   35,109
======================  ==========  ==========  ==========  ==========

                            Quarter Ended           Year-to-Date
---------------------- ----------------------- -----------------------
(In thousands, except   Dec. 31,    Dec. 31,    Dec. 31,    Dec. 31,
 per share data)           2005        2004        2005        2004
---------------------- ----------- ----------- ----------- -----------
Per share:
Net Income -- basic    $     0.42  $     0.41  $     1.65  $     1.50
Net Income -- diluted  $     0.41  $     0.40  $     1.61  $     1.47
Weighted average
 shares used in Basic
 E.P.S. calculation        22,546      23,201      22,788      23,422
Weighted average
 shares used in
 Diluted E.P.S.
 calculation               23,038      23,741      23,300      23,897
Cash dividends         $     0.18  $     0.16  $     0.66  $     0.58
Book value at period-
 end                                           $    12.10  $    11.89
Tangible book value at
 period-end                                    $     9.69  $     9.48
Ending Shares                                      22,520      23,099

Financial Ratios
Return on assets             1.54%       1.60%       1.58%       1.55%
Return on tangible
 assets                      1.58%       1.64%       1.62%       1.59%
Return on equity            13.41%      13.40%      13.56%      12.67%
Return on tangible
 equity                     16.67%      16.75%      16.92%      15.90%
Net interest margin
 (not taxable
 equivalent)                 5.47%       5.01%       5.32%       4.95%
Net interest margin
 (taxable equivalent
 yield)                      5.88%       5.42%       5.74%       5.36%
Net loan (recoveries)
 losses to avg. loans      (0.10%)       0.03%       0.13%     (0.03%)
Efficiency ratio             59.2%       57.4%       57.9%       61.3%

Period Averages
Total Assets           $2,421,219  $2,330,364  $2,367,764  $2,269,873
Total Tangible Assets   2,366,807   2,274,646   2,312,889   2,213,639
Total Loans (includes
 loans held for sale)   1,478,550   1,403,478   1,472,885   1,310,842
Total Earning Assets    2,138,788   2,107,007   2,120,123   2,050,218
Total Deposits          2,099,061   2,026,945   2,049,280   1,970,248
Common Equity             278,092     278,924     276,412     277,054
Common Tangible Equity    223,679     223,206     221,537     220,820

Balance Sheet -- At
 Period-End
Cash and due from
 banks                                         $  109,791  $  112,669
Investments and Fed
 Funds Sold                                       619,332     650,817
Loans held for sale                                10,176      12,988
Loans, net of deferred
 fees, before allowance
 for loan losses                                1,519,014   1,421,894
Allowance for Loan
 Losses                                           (11,896)    (13,799)
Goodwill and other
 intangibles (excl
 OMSR's)                                           54,323      55,572
Other assets (incl
 OMSR's)                                           90,759      55,946
---------------------- ----------- -----------  ----------  ----------
     Total Assets                              $2,391,499  $2,296,087
====================== =========== ===========  ==========  ==========

Non-interest bearing
 deposits                                      $  567,782  $  517,139
Interest bearing
 deposits                                       1,501,824   1,477,406
Other borrowings                                   25,903       6,582
Allowance for losses --
 unfunded commitments                               1,761       1,783
Other liabilities                                  21,667      18,550
Shareholders' equity                              272,562     274,627
---------------------- ----------- -----------  ----------  ----------
     Total Liabilities
      and
      Shareholders'
      Equity                                   $2,391,499  $2,296,087
====================== =========== ===========  ==========  ==========

Asset Quality &
 Capital -- At Period-
 End
Non-accrual loans                              $    2,463  $   10,700
Loans past due 90 days
 or more                                                -           -
Other real estate
 owned                                                  -           -
---------------------- ----------- -----------  ----------  ----------
     Total non-
      performing
      assets                                   $    2,463  $   10,700
====================== =========== ===========  ==========  ==========

Allowance for losses
 to loans, gross(1)                                   0.9%        1.1%
Non-accrual loans to
 total loans, gross                                   0.2%        0.8%
Non-performing assets
 to total assets                                      0.1%        0.5%
Allowance for losses to non-
 performing loans(1)                                554.5%      145.6%

Equity to average
 assets (leverage
 ratio)                                               9.2%        9.3%
Tier One capital to
 risk-adjusted assets                                11.6%       12.1%
Total capital to risk-
 adjusted assets                                     12.3%       13.0%

(1) Includes allowance for loan losses and allowance for losses --
    unfunded commitments


Consolidated Financial Data -- Mid-State Bancshares

(Unaudited)                                   Quarter Ended
---------------------------------- -----------------------------------
(In thousands, except per share     Dec. 31,   Sept. 30,    June 30,
 data)                                 2005        2005        2005
---------------------------------- ----------- ----------- -----------

Interest Income (not taxable
 equivalent)                       $   34,267  $   32,923  $   31,654
Interest Expense                        4,772       4,324       3,694
----------------------------------  ----------  ----------  ----------
Net Interest Income                    29,495      28,599      27,960
(Benefit)/Provision for Loan
 Losses                                     -           -           -
----------------------------------  ----------  ----------  ----------
Net Interest Income after
 provision for loan losses             29,495      28,599      27,960
Non-interest income                     5,397       5,271       5,378
Non-interest expense                   20,655      19,473      19,211
----------------------------------  ----------  ----------  ----------
Income before income taxes             14,237      14,397      14,127
Provision for income taxes              4,840       4,905       4,615
----------------------------------  ----------  ----------  ----------
Net Income                         $    9,397  $    9,492  $    9,512
==================================  ==========  ==========  ==========

Per share:
Net Income -- basic                $     0.42  $     0.42  $     0.42
Net Income -- diluted              $     0.41  $     0.41  $     0.41
Weighted average shares used in
 Basic E.P.S. calculation              22,546      22,709      22,884
Weighted average shares used in
 Diluted E.P.S. calculation            23,038      23,231      23,381
Cash dividends                     $     0.18  $     0.16  $     0.16
Book value at period-end           $    12.10  $    12.01  $    12.04
Tangible book value at period-end  $     9.69  $     9.60  $     9.63
Ending Shares                          22,520      22,623      22,810

Financial Ratios
Return on assets                         1.54%       1.57%       1.63%
Return on tangible assets                1.58%       1.60%       1.67%
Return on equity                        13.41%      13.65%      13.87%
Return on tangible equity               16.67%      17.03%      17.34%
Net interest margin (not taxable
 equivalent)                             5.47%       5.22%       5.37%
Net interest margin (taxable
 equivalent yield)                       5.88%       5.63%       5.79%
Net loan losses (recoveries) to
 average loans                         (0.10%)       0.49%       0.06%
Efficiency ratio                         59.2%       57.5%       57.6%

Period Averages
Total Assets                       $2,421,219  $2,401,998  $2,339,887
Total Tangible Assets               2,366,807   2,347,308   2,284,853
Total Loans (includes loans held
 for sale)                          1,478,550   1,517,357   1,460,506
Total Earning Assets                2,138,788   2,172,310   2,088,566
Total Deposits                      2,099,061   2,082,464   2,022,691
Common Equity                         278,092     275,854     275,100
Common Tangible Equity                223,679     221,164     220,067

Balance Sheet -- At Period-End
Cash and due from banks            $  109,791  $  130,602  $  116,891
Investments and Fed Funds Sold        619,332     649,815     606,462
Loans held for sale                    10,176      10,391      10,871
Loans, net of deferred fees,
 before allowance for loan losses   1,519,014   1,497,704   1,490,366
Allowance for Loan Losses             (11,896)    (11,532)    (13,403)
Goodwill and other intangibles
 (excl OMSR's)                         54,323      54,541      54,885
Other assets (incl OMSR's)             90,759      90,852      85,024
----------------------------------  ----------  ----------  ----------
     Total Assets                  $2,391,499  $2,422,373  $2,351,096
==================================  ==========  ==========  ==========

Non-interest bearing deposits      $  567,782  $  589,601  $  561,435
Interest bearing deposits           1,501,824   1,516,361   1,464,293
Other borrowings                       25,903      23,680      25,331
Allowance for losses -- unfunded
 commitments                            1,761       1,839       1,759
Other liabilities                      21,667      19,206      23,623
Shareholders' equity                  272,562     271,686     274,655
----------------------------------  ----------  ----------  ----------
     Total Liabilities and
      Shareholders' equity         $2,391,499  $2,422,373  $2,351,096
==================================  ==========  ==========  ==========

Asset Quality & Capital -- At
 Period-End
Non-accrual loans                  $    2,463  $    8,323  $    5,152
Loans past due 90 days or more              -           -           -
Other real estate owned                     -           -           -
----------------------------------  ----------  ----------  ----------
Total non-performing assets        $    2,463  $    8,323  $    5,152
==================================  ==========  ==========  ==========

Allowance for losses to loans,
 gross(1)                                 0.9%        0.9%        1.0%
Non-accrual loans to total loans,
 gross                                    0.2%        0.6%        0.3%
Non-performing assets to total
 assets                                   0.1%        0.3%        0.2%
Allowance for losses to non-
 performing loans(1)                    554.5%      160.7%      294.3%

Equity to average assets (leverage
 ratio)                                   9.2%        9.2%        9.4%
Tier One capital to risk-adjusted
 assets                                  11.6%       11.5%       11.6%
Total capital to risk-adjusted
 assets                                  12.3%       12.2%       12.5%


(Unaudited)                                         Quarter Ended
---------------------------------------------- -----------------------
(In thousands, except per share data)           Mar. 31,    Dec. 31,
                                                   2005        2004
---------------------------------------------- ----------- -----------

Interest Income (not taxable equivalent)       $   29,482  $   28,843
Interest Expense                                    2,713       2,301
----------------------------------------------  ----------  ----------
Net Interest Income                                26,769      26,542
(Benefit)/Provision for Loan Losses                     -           -
----------------------------------------------  ----------  ----------
Net Interest Income after provision for loan
 losses                                            26,769      26,542
Non-interest income                                 5,395       5,604
Non-interest expense                               18,335      18,458
----------------------------------------------  ----------  ----------
Income before income taxes                         13,829      13,688
Provision for income taxes                          4,739       4,290
----------------------------------------------  ----------  ----------
Net Income                                     $    9,090  $    9,398
==============================================  ==========  ==========

Per share:
Net Income -- basic                            $     0.39  $     0.41
Net Income -- diluted                          $     0.39  $     0.40
Weighted average shares used in Basic E.P.S.
 calculation                                       23,019      23,201
Weighted average shares used in Diluted E.P.S.
 calculation                                       23,557      23,741
Cash dividends                                 $     0.16  $     0.16
Book value at period-end                       $    11.78  $    11.89
Tangible book value at period-end              $     9.38  $     9.48
Ending Shares                                      22,949      23,099

Financial Ratios
Return on assets                                     1.60%       1.60%
Return on tangible assets                            1.64%       1.64%
Return on equity                                    13.33%      13.40%
Return on tangible equity                           16.66%      16.75%
Net interest margin (not taxable equivalent)         5.22%       5.01%
Net interest margin (taxable equivalent yield)       5.65%       5.42%
Net loan losses (recoveries) to average loans        0.05%       0.03%
Efficiency ratio                                     57.0%       57.4%

Period Averages
Total Assets                                   $2,306,314  $2,330,364
Total Tangible Assets                           2,250,937   2,274,646
Total Loans (includes loans held for sale)      1,434,150   1,403,478
Total Earning Assets                            2,079,604   2,107,007
Total Deposits                                  1,991,356   2,026,945
Common Equity                                     276,592     278,924
Common Tangible Equity                            221,215     223,206

Balance Sheet -- At Period-End
Cash and due from banks                        $  127,861  $  112,669
Investments and Fed Funds Sold                    628,634     650,817
Loans held for sale                                 9,927      12,988
Loans, net of deferred fees, before allowance
 for loan losses                                1,456,091   1,421,894
Allowance for Loan Losses                         (13,630)    (13,799)
Goodwill and other intangibles (excl OMSR's)       55,228      55,572
Other assets (incl OMSR's)                         58,070      55,946
----------------------------------------------  ----------  ----------
     Total Assets                              $2,322,181  $2,296,087
==============================================  ==========  ==========

Non-interest bearing deposits                  $  526,597  $  517,139
Interest bearing deposits                       1,478,735   1,477,406
Other borrowings                                   23,621       6,582
Allowance for losses -- unfunded commitments        1,624       1,783
Other liabilities                                  21,228      18,550
Shareholders' equity                              270,376     274,627
----------------------------------------------  ----------  ----------
     Total Liabilities and Shareholders'
      equity                                   $2,322,181  $2,296,087
==============================================  ==========  ==========

Asset Quality & Capital -- At Period-End
Non-accrual loans                              $    5,828  $   10,700
Loans past due 90 days or more                          -           -
Other real estate owned                                 -           -
----------------------------------------------  ----------  ----------
Total non-performing assets                    $    5,828  $   10,700
==============================================  ==========  ==========

Allowance for losses to loans, gross(1)               1.0%        1.1%
Non-accrual loans to total loans, gross               0.4%        0.8%
Non-performing assets to total assets                 0.3%        0.5%
Allowance for losses to non-performing
 loans(1)                                           261.7%      145.6%

Equity to average assets (leverage ratio)             9.5%        9.3%
Tier One capital to risk-adjusted assets             11.9%       12.1%
Total capital to risk-adjusted assets                12.8%       13.0%

(1) Includes allowance for loan losses and allowance for losses --
    unfunded commitments
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