SECURITIES AND EXCHANGE COMMISSION

FOR THE FISCAL YEAR ENDED DECEMBER 31, 2004

FIRSTMERIT CORPORATION

III CASCADE PLAZA, 7TH FLOOR, AKRON, OHIO 44308-1103

Securities Registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act:

COMMON STOCK NO PAR VALUE
PREFERRED SHARE PURCHASE RIGHTS
(Title of Class)

     Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES þ NO o

     Indicate by check mark if disclosure of delinquent filer pursuant to Item 405 of Regulation S-K (Section 229.405 of this chapter) contained herein and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this form 10-K. o

     Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act). YES þ NO o

     State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter: $2,236,937,090.

     Indicate number of shares outstanding of registrant’s common stock as of February 21, 2005: 84,131,110 shares of common stock, no par value.

DOCUMENTS INCORPORATED BY REFERENCE

     Portions of the Proxy Statement of FirstMerit Corporation, dated March 17, 2005 are incorporated by reference in Part III.

Table of Contents

PART I

ITEM 1. BUSINESS

BUSINESS OF FIRSTMERIT

Overview

     Registrant, FirstMerit Corporation (“FirstMerit” or the “Corporation”), is a $10.1 billion bank holding company organized in 1981 under the laws of the State of Ohio and registered under the Bank Holding Company Act of 1956, as amended (the “BHCA”). FirstMerit’s principal business consists of owning and supervising its affiliates. Although FirstMerit directs the overall policies of its affiliates, including lending practices and financial resources, most day-to-day affairs are managed by their respective officers. The principal executive offices of FirstMerit are located at III Cascade Plaza, Akron, Ohio 44308, and its telephone number is (330) 996-6300.

     At December 31, 2004, FirstMerit Bank, N.A., one of the Corporation’s principal subsidiaries, operated a network of 162 full service banking offices and 176 automated teller machines. Its offices span a total of 24 counties in Ohio, including Ashland, Ashtabula, Crawford, Cuyahoga, Delaware, Erie, Franklin, Geauga, Holmes, Huron, Knox, Lake, Lorain, Lucas, Madison, Medina, Portage, Richland, Seneca, Stark, Summit, Wayne and Wood Counties, and Lawrence County in Pennsylvania. In its principal market in Northeastern Ohio, FirstMerit serves nearly 500,000 households and businesses in the 16^th largest consolidated metropolitan statistical area in the country (which combines the primary metropolitan statistical areas for Cleveland, Lorain/Elyria and Akron, Ohio). FirstMerit and its direct and indirect subsidiaries had approximately 3,100 employees at December 31, 2004.

Subsidiaries and Operations

     Through its affiliates, FirstMerit operates primarily as a regional banking organization, providing a wide range of banking, fiduciary, financial, insurance and investment services to corporate, institutional and individual customers throughout northern and central Ohio, and western Pennsylvania. FirstMerit’s banking subsidiary is FirstMerit Bank N.A. (“FirstMerit Bank”)

     FirstMerit Bank engages in commercial and consumer banking in its respective geographic markets. Commercial and consumer banking generally consists of the acceptance of a variety of demand, savings and time deposits and the granting of commercial and consumer loans for the financing of both real and personal property. As part of its supercommunity banking philosophy, FirstMerit Bank has divided its markets into seven geographic regions designated as follows: Akron, Cleveland, North Shore, Northeast, Central Ohio, Mid-West Ohio and Toledo. This strategy allows FirstMerit Bank to deliver a broad line of financial products and services with a community orientation and a high level of personal service. FirstMerit therefore can offer a wide range of specialized services tailored to specific markets in addition to the full range of customary banking products and services. These services include personal and corporate trust services, personal financial services, cash management services and international banking services.

     Other services provided by FirstMerit Bank or its affiliates include automated banking programs, credit and debit cards, rental of safe deposit boxes, letters of credit, leasing, securities brokerage and life insurance products. FirstMerit Bank also operates a trust department which offers estate and trust services. The majority of its customers is comprised of consumers and small and medium size businesses. FirstMerit Bank is not engaged in lending outside the continental United States and is not dependent upon any one significant customer or specific industry.

1

     FirstMerit’s non-banking direct and indirect subsidiaries provide insurance sales services, credit life, credit accident and health insurance, securities brokerage services, equipment lease financing and other financial services.

     FirstMerit’s principal direct operating subsidiaries other than FirstMerit Bank include FirstMerit Credit Life Insurance Company and FirstMerit Community Development Corporation. FirstMerit Credit Life Insurance Company was formed in 1985 to underwrite credit life and credit accident and health insurance in connection with the extension of credit to its customers. FirstMerit Community Development Corporation was organized in 1994 to further FirstMerit’s efforts in identifying the credit needs of its lending communities and meeting the requirements of the Community Reinvestment Act (“CRA”). Congress enacted the CRA to ensure that financial institutions meet the deposit and credit needs of their communities. Through a community development corporation, financial institutions can fulfill these requirements by nontraditional activities such as acquiring, rehabilitating or investing in real estate in low to moderate income neighborhoods, and promoting the development of small business.

     FirstMerit Bank is the parent corporation of 16 wholly-owned subsidiaries. In 1995, FirstMerit Mortgage Corporation (“FirstMerit Mortgage”), which is located in Canton, Ohio, was organized and capitalized. FirstMerit Mortgage originates residential mortgage loans and provides mortgage loan servicing for itself and FirstMerit Bank. In 1993, FirstMerit Leasing Company (“FirstMerit Leasing”) and FirstMerit Securities, Inc. (“FirstMerit Securities”) were organized. FirstMerit Leasing provides equipment lease financing and related services, while FirstMerit Securities offers securities brokerage services to customers of FirstMerit Bank and other FirstMerit subsidiaries.

     FirstMerit Bank is the parent corporation of Mobile Consultants, Inc. (“MCI”), a broker and servicer of manufactured housing finance contracts. MCI was acquired in connection with FirstMerit’s acquisition of Signal Corp in 1999. FirstMerit Bank announced in 2001 that it had ceased making new manufactured housing loan originations through MCI, and, in 2003, FirstMerit Bank sold its remaining portfolio of manufactured housing loans and assigned all related servicing obligations to Vanderbilt Mortgage and Finance, Inc. (“Vanderbilt”). MCI continues to provide servicing for a diminishing pool of contracts issued previously in connection with certain correspondent bank relationships and programs.

     FirstMerit Bank is also the parent corporation of Abell & Associates, Inc. (“Abell & Associates”) and FirstMerit Insurance Agency, Inc.(“First Merit Insurance Agency”) Abell & Associates, a life insurance and financial consulting firm acquired in May 1997, assists in the design and funding of estate plans, corporate succession plans and executive compensation plans. FirstMerit Insurance Agency became a subsidiary of FirstMerit Bank when FirstMerit acquired Great Northern Financial Corporation in 1994. FirstMerit Insurance Agency’s license to sell life insurance products and annuities was activated in 1997.

     Although FirstMerit is a corporate entity legally separate and distinct from its affiliates, bank holding companies such as FirstMerit, which are subject to the BHCA, are expected to act as a source of financial strength for their subsidiary banks. The principal source of FirstMerit’s income is dividends from its subsidiaries. There are certain regulatory restrictions on the extent to which financial institution subsidiaries can pay dividends or otherwise supply funds to FirstMerit.

Recent Transactions

     FirstMerit engages in discussions concerning possible acquisitions of other financial institutions and financial services companies on a regular basis. FirstMerit also periodically acquires branches and deposits in its principal markets. FirstMerit’s strategy for growth includes strengthening market share in its existing markets, expanding into complementary markets and broadening its product offerings.

     FirstMerit believes strategic acquisitions have strengthened and will continue to further strengthen its competitive position in the northern and central Ohio and western Pennsylvania markets and have broadened

2

the financial services it can offer to its customers. FirstMerit believes it has significant experience in integrating acquired businesses and continues to explore acquisition opportunities that would meet its objectives.

Competition

     The financial services industry remains highly competitive. FirstMerit and its subsidiaries compete with other local, regional and national providers of financial services such as other bank holding companies, commercial banks, savings associations, credit unions, consumer and commercial finance companies, equipment leasing companies, brokerage institutions, money market funds and insurance companies. Primary financial institution competitors include National City Bank, Key Bank, Sky Bank, U.S. Bancorp and Fifth Third Bank.

     Under the Gramm-Leach-Bliley Act, effective March 11, 2000 (“GLBA”), securities firms and insurance companies that elect to become financial holding companies may acquire banks and other financial institutions. GLBA continues to change the competitive environment in which FirstMerit and its subsidiaries conduct business. The financial services industry is also likely to become more competitive as further technological advances enable more companies to provide financial services. These technological advances may diminish the importance of depository institutions and other financial intermediaries in the transfer of funds between parties.

     Mergers between financial institutions within Ohio and in other states have added competitive pressure, which pressure has intensified due to continued growth in interstate banking. FirstMerit competes in its markets by offering high quality personal services at a competitive price.

PROMPT FILINGS

     This report on Form 10-K has been posted on the Company’s website, www.firstmerit.com, on the date of filing with the Securities and Exchange Commission (“SEC”), and the Company intends to post all future filings of its reports on Forms 10-K, 10-Q and 8-K on its website on the date of filing with the SEC in accordance with the prompt notice requirements of the SEC.

REGULATION AND SUPERVISION

Introduction

     FirstMerit, its banking subsidiary and many of its nonbanking subsidiaries are subject to extensive regulation by federal and state agencies. The regulation of bank holding companies and their subsidiaries is intended primarily for the protection of depositors, federal deposit insurance funds and the banking system as a whole and not for the protection of security holders. This regulatory environment, among other things, may restrict FirstMerit’s ability to diversify into certain areas of financial services, acquire depository institutions in certain markets and pay dividends on its capital stock. It also may require FirstMerit to provide financial support to its banking subsidiary, maintain capital balances in excess of those desired by management and pay higher deposit insurance premiums as a result of the deterioration in the financial condition of depository institutions in general.

Regulatory Agencies

     Bank Holding Company. FirstMerit, as a bank holding company, is subject to regulation under the BHCA and to inspection, examination and supervision by the Board of Governors of the Federal Reserve System (“Federal Reserve Board”) under the BHCA.

     Subsidiary Bank. FirstMerit’s national banking subsidiary, FirstMerit Bank, is subject to regulation and examination primarily by the Office of the Comptroller of the Currency (“OCC”) and secondarily by the Federal Deposit Insurance Corporation (“FDIC”).

3

     Nonbank Subsidiaries. Many of FirstMerit’s nonbank subsidiaries also are subject to regulation by the Federal Reserve Board and other applicable federal and state agencies. FirstMerit’s brokerage subsidiary is regulated by the SEC, the National Association of Securities Dealers, Inc. and state securities regulators. FirstMerit’s insurance subsidiaries are subject to regulation by applicable state insurance regulatory agencies. Other nonbank subsidiaries of FirstMerit are subject to the laws and regulations of both the federal government and the various states in which they conduct business.

     Securities and Exchange Commission and Nasdaq. FirstMerit is also under the jurisdiction of the SEC and certain state securities commissions for matters relating to the offering and sale of its securities. FirstMerit is subject to the disclosure and regulatory requirements of the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended, as administered by the SEC. FirstMerit is listed on The Nasdaq Stock Market (“Nasdaq”) under the trading symbol “FMER,” and is subject to the rules of Nasdaq.

Bank Holding Company Activities

     The BHCA requires prior approval by the Federal Reserve Board for a bank holding company to acquire more than a 5% interest in any bank. Factors taken into consideration in making such a determination include the effect of the acquisition on competition, the public benefits expected to be received from the acquisition, the projected capital ratios and levels on a post-acquisition basis, and the acquiring institution’s record of addressing the credit needs of the communities it serves.

     The BHCA, under the Riegle-Neal Interstate Banking and Branching Act (“Riegle-Neal Act”), also governs interstate banking. The BHCA allows interstate bank acquisitions and interstate branching by acquisition and mergers in those states that had not opted out of such transactions January 1, 1997.

     The BHCA restricts the nonbanking activities of FirstMerit to those determined by the Federal Reserve Board to be financial in nature, or incidental or complementary to such financial activity, without regard to territorial restrictions. Transactions among FirstMerit’s banking subsidiary and its affiliates are also subject to certain limitations and restrictions of the Federal Reserve Board.

     The Sarbanes-Oxley Act of 2002 effected broad reforms to areas of corporate governance and financial reporting for public companies under the jurisdiction of the SEC. Significant additional corporate governance and financial reporting reforms have since been implemented by Nasdaq, as applicable to FirstMerit. At the February, 2003 Board of Directors meeting of FirstMerit, a series of actions were adopted to enhance the Company’s corporate governance practices, including the adoption of an Audit Committee Charter, a Compensation Committee Charter, Corporate Governance Guidelines, a Corporate Governance and Nominating Committee and Charter, and a Code of Business Conduct and Ethics. These corporate policies have been provided previously to Company shareholders and are available, along with other information on the Company’s corporate governance practices, on the FirstMerit website at www.firstmerit.com.

     The adoption of GLBA also represented a significant change in the financial services industry. GLBA repealed many of the provisions of the Glass-Steagall Act in order to permit commercial banks, among other things, to have affiliates that engage in securities brokerage activities and make merchant banking investments in accordance with certain restrictions. GLBA authorizes bank holding companies that meet certain requirements to operate as a new type of financial holding company and offer a broader range of financial products and services than are generally permitted by banks themselves. FirstMerit has not elected to become a financial holding company under this new regulatory framework.

Dividends and Transactions with Affiliates

     FirstMerit is a legal entity separate and distinct from its subsidiary bank and other subsidiaries. FirstMerit’s principal source of funds to pay dividends on its common and preferred stock and service its debt is

4

dividends from these subsidiaries. Various federal and state statutory provisions and regulations limit the amount of dividends that FirstMerit Bank may pay to FirstMerit without regulatory approval. The ability of FirstMerit Bank to pay dividends in the future is currently influenced, and could be further influenced, by bank regulatory policies and capital guidelines.

     Under current Federal Reserve Board policy, FirstMerit is expected to act as a source of financial and managerial strength to its subsidiary bank and, under appropriate circumstances, to commit resources to support such subsidiary bank. This support could be required at times when FirstMerit might not have the resources to provide it. In addition, the OCC may order the pro rata assessment of FirstMerit if the capital of its national bank subsidiary were to become impaired. If FirstMerit failed to pay the assessment timely, the OCC could order the sale of its stock in the national bank subsidiary to cover the deficiency.

     FirstMerit’s banking subsidiary is subject to restrictions under federal law that limit the transfer of funds or other items of value from this subsidiary to FirstMerit and its nonbanking subsidiaries, including affiliates, whether in the form of loans and other extensions of credit, investments and asset purchases, or as other transactions involving the transfer of value from a subsidiary to an affiliate or for the benefit of an affiliate. Moreover, loans and extensions of credit to affiliates generally are required to be secured in specified amounts. A bank’s transactions with its nonbank affiliates also are generally required to be on arm’s-length terms.

     Capital loans from FirstMerit to its subsidiary bank are subordinate in right of payment to deposits and certain other indebtedness of the subsidiary bank. In the event of FirstMerit’s bankruptcy, any commitment by FirstMerit to a federal bank regulatory agency to maintain the capital of a subsidiary bank will be assumed by the bankruptcy trustee and entitled to a priority of payment.

     The Federal Deposit Insurance Act provides that, in the event of the “liquidation or other resolution” of an insured depository institution such as FirstMerit Bank, the insured and uninsured depositors, along with the FDIC, will have priority in payment ahead of unsecured, nondeposit creditors, including FirstMerit, with respect to any extensions of credit they have made to such insured depository institution.

Capital Requirements

     General. FirstMerit is subject to risk-based capital requirements and guidelines imposed by the Federal Reserve Board. These are substantially similar to the capital requirements and guidelines imposed by the OCC and the FDIC on the depository institutions under their jurisdictions. For this purpose, a depository institution’s or holding company’s assets, and some of its specified off-balance sheet commitments and obligations, are assigned to various risk categories. A depository institution’s or holding company’s capital, in turn, is classified in one of three tiers, depending on type: core (“Tier 1”) capital, supplementary (“Tier 2”) capital, and market risk (“Tier 3”) capital. Tier 1 capital includes common equity, qualifying perpetual preferred equity, and minority interests in the equity accounts of consolidated subsidiaries less certain intangible assets (including goodwill) and certain other assets. Tier 2 capital includes qualifying hybrid capital instruments and mandatory convertible debt securities, perpetual preferred equity not meeting Tier 1 capital requirements, qualifying term subordinated debt, medium-term preferred equity, certain unrealized holding gains on certain equity securities, and the allowance for loan and lease losses. Tier 3 capital includes qualifying unsecured subordinated debt. Information concerning FirstMerit’s regulatory capital requirements is set forth in Note 23 to the consolidated financial statements, and in “Capital Resources” under Item 7.

     Federal Reserve Board, FDIC and OCC rules require FirstMerit to incorporate market and interest rate risk components into its risk-based capital standards. Under these market risk requirements, capital is allocated to support the amount of market risk related to a financial institution’s ongoing trading activities.

5

     The Federal Reserve Board may set capital requirements higher than the minimums described previously for holding companies whose circumstances warrant it. For example, holding companies experiencing or anticipating significant growth may be expected to maintain capital positions substantially above the minimum supervisory levels without significant reliance on intangible assets. The Federal Reserve Board has also indicated that it will consider a “tangible Tier 1 capital leverage ratio” (deducting all intangibles) and other indications of capital strength in evaluating proposals for expansion or new activities.

     FirstMerit Bank is subject to similar risk-based and leverage capital requirements adopted by its applicable federal banking agency. FirstMerit’s management believes that FirstMerit Bank meets all capital requirements to which it is subject.

     Failure to meet capital requirements could subject a bank to a variety of enforcement remedies, including the termination of deposit insurance by the FDIC, and to restrictions on its business, which are described under the next paragraph.

     The Federal Deposit Insurance Corporation Improvement Act of 1991 (“FDICIA”), among other things, identifies five capital categories for insured depository institutions: well capitalized, adequately capitalized, undercapitalized, significantly undercapitalized and critically undercapitalized. It requires U.S. federal bank regulatory agencies to implement systems for “prompt corrective action” for insured depository institutions that do not meet minimum capital requirements based on these categories. FDICIA imposes progressively more restrictive constraints on operations, management and capital distributions, depending on the category in which an institution is classified.

     FirstMerit believes that its bank subsidiary was well capitalized at December 31, 2004, based on these prompt corrective action ratios and guidelines. A bank’s capital category is determined solely for the purpose of applying the OCC’s (or the FDIC’s) prompt corrective action regulations, and the capital category may not constitute an accurate representation of the bank’s overall financial condition or prospects for other purposes.

Deposit Insurance Assessments

     The FDIC insures the deposits of FirstMerit’s depository institution subsidiary through the Bank Insurance Fund (“BIF”) up to prescribed limits for each depositor. The amount of FDIC assessments paid by each BIF member institution is based on its relative risk of default as measured by regulatory capital ratios and other factors. Specifically, the assessment rate is based on the institution’s capitalization risk category and supervisory subgroup category. An institution’s capitalization risk category is based on the FDIC’s determination of whether the institution is well capitalized, adequately capitalized or less than adequately capitalized. An institution’s supervisory subgroup category is based on the FDIC’s assessment of the financial condition of the institution and the probability that FDIC intervention or other corrective action will be required.

     The BIF assessment rate currently ranges from zero to 27 cents per $100 of domestic deposits (27 basis points). The FDIC may increase or decrease the assessment rate schedule on a semi-annual basis, based on its evaluation of an institution’s financial condition. An increase in the BIF assessment rate could have a material adverse effect on FirstMerit’s earnings, depending on the amount of the increase. The FDIC is also authorized to terminate a depository institution’s deposit insurance upon a finding by the FDIC that the institution’s financial condition is unsafe or unsound or that the institution has engaged in unsafe or unsound practices or has violated any applicable rule, regulation, order or condition enacted or imposed by the institution’s regulatory agency. The termination of deposit insurance for FirstMerit’s subsidiary depository institutions could have a material adverse effect on FirstMerit’s earnings.

     All FDIC-insured depository institutions must pay an annual assessment to provide funds for the payment of interest on bonds issued by the Financing Corporation, a federal corporation chartered under the authority of the Federal Housing Finance Board. The bonds, commonly referred to as FICO bonds, were issued to capitalize the Federal Savings and Loan Insurance Corporation.

6

The FICO assessments are adjusted quarterly to reflect changes in the assessment bases of the FDIC’s insurance funds and do not vary regardless of a depository institution’s capitalization or supervisory evaluations.

Fiscal And Monetary Policies

     FirstMerit’s business and earnings are affected significantly by the fiscal and monetary policies of the federal government and its agencies. FirstMerit is particularly affected by the policies of the Federal Reserve Board, which regulates the supply of money and credit in the United States. Among the instruments of monetary policy available to the Federal Reserve are (a) conducting open market operations in United States government securities, (b) changing the discount rates of borrowings of depository institutions, (c) imposing or changing reserve requirements against depository institutions’ deposits, and (d) imposing or changing reserve requirements against certain borrowing by banks and their affiliates. These methods are used in varying degrees and combinations to affect directly the availability of bank loans and deposits, as well as the interest rates charged on loans and paid on deposits. For that reason alone, the policies of the Federal Reserve Board have a material effect on the earnings of FirstMerit.

Privacy Provisions of Gramm-Leach-Bliley Act

     Under GLBA, federal banking regulators were required to adopt rules that limit the ability of banks and other financial institutions to disclose non-public information about consumers to nonaffiliated third parties. These limitations require disclosure of privacy policies to consumers and, in some circumstances, allow consumers to prevent disclosure of certain personal information to a nonaffiliated third party.

Future Legislation

     Various legislation affecting financial institutions and the financial industry is from time to time introduced in Congress. Such legislation may change banking statutes and the operating environment of FirstMerit and its subsidiaries in substantial and unpredictable ways, and could increase or decrease the cost of doing business, limit or expand permissible activities or affect the competitive balance depending upon whether any of this potential legislation will be enacted, and if enacted, the effect that it or any implementing regulations, would have on the financial condition or results of operations of FirstMerit or any of its subsidiaries.

Summary

     To the extent that the previous information describes statutory and regulatory provisions, it is qualified in its entirety by reference to the full text of those provisions. Also, such statutes, regulations and policies are continually under review by Congress and state legislatures and federal and state regulatory agencies and are subject to change at any time. Any such change in statutes, regulations or regulatory policies applicable to FirstMerit could have a material effect on the business of FirstMerit.

ITEM 2. PROPERTIES

FirstMerit Corporation

     FirstMerit’s executive offices and certain holding company operational facilities, totaling approximately 101,096 square feet, are located in a seven-story office building at III Cascade in downtown Akron, Ohio. In early 2001, FirstMerit Bank sold its interest in the partnership which owned this building and entered into a five-year lease for the building with the new, third party owner. As part of the transaction, FirstMerit Bank was granted an option to acquire the building. The building is the subject of a ground lease with the City of Akron as the lessor of the land. During 2003, the Corporation consolidated the variable interest entity that holds the

7

leasehold rights. Note 1 to the consolidated financial statements more fully describes this accounting change.

     The facilities owned or leased by FirstMerit and its subsidiaries are considered by management to be adequate, and neither the location nor unexpired term of any lease is considered material to the business of FirstMerit.

FirstMerit Bank

     The principal executive offices of FirstMerit Bank are located in a 28-story office building at 106 South Main Street, Akron, Ohio, which is owned by FirstMerit Bank. FirstMerit Bank Akron is the principal tenant of the building, occupying approximately 101,620 square feet of the building, with the remaining portion leased to tenants unrelated to FirstMerit Bank. The properties occupied by 100 of FirstMerit Bank’s other branches are owned by FirstMerit Bank, while the properties occupied by its remaining 62 branches are leased with various expiration dates. There is no mortgage debt owing on any of the property owned by FirstMerit Bank. FirstMerit Bank also owns automated teller machines, on-line teller terminals and other computers and related equipment for use in its business.

     FirstMerit Bank also owns 15.5 acres near downtown Akron, on which is located FirstMerit’s primary Operations Center. The Operations Center is occupied and operated by FirstMerit Services Division, an operating division of FirstMerit Bank. The Operations Center primarily provides computer and communications technology-based services to FirstMerit and its subsidiaries, and also markets its services to non-affiliated institutions. There is no mortgage debt owing on the Operations Center property. In connection with its Operations Center, the Services Division has a disaster recovery center at a remote site on leased property, and leases additional space for activities related to its operations. Certain of FirstMerit Bank's loan operations and documentation preparation activities are conducted out of 17,813 square feet of leased space on Exeter Road in Akron.

     FirstMerit Mortgage Corporation operates out of 37,683 square feet of owned space in Canton, Ohio. The Trust Department of FirstMerit Bank is located in Main Place, a four-story office building located in downtown Akron. This department occupies approximately 19,296 square feet of leased space in Main Place.

ITEM 3. LEGAL PROCEEDINGS

     In the normal course of business, FirstMerit is at all times subject to pending and threatened legal actions, some for which the relief or damages sought are substantial. Although FirstMerit is not able to predict the outcome of such actions, after reviewing pending and threatened actions with counsel, management believes that the outcome of such actions will not have a material adverse effect on the results of operations or stockholders’ equity of FirstMerit.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

     No matters were submitted to a vote of security holders in the fourth quarter of 2004.

8

EXECUTIVE OFFICERS OF THE REGISTRANT

     The following persons were the executive officers of FirstMerit as of December 31, 2004. Unless otherwise stated, each listed position was held since January 1, 2000.

9

PART II

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

     The outstanding shares of FirstMerit Common Stock are quoted on The Nasdaq Stock Market under the trading symbol FMER. The following table contains bid and cash dividend information for FirstMerit common stock for the two most recent fiscal years:

Stock Performance and Dividends (1)

     On February 1, 2005, there were approximately 22,203 shareholders of record of FirstMerit common stock.

     On January 15, 2004, the Corporation granted 18,000 unregistered restricted shares of common stock to Terri L Cable in connections with her employment by the Corporation as an Executive Vice President in reliance on Section 4(2) of the Securities Act of 1933.

The following table provides information with respect to purchases FirstMerit made of its shares of common stock during the fourth quarter of the 2004 fiscal year:

10

ITEM 6. SELECTED FINANCIAL DATA

SELECTED FINANCIAL DATA
FIRSTMERIT CORPORATION AND SUBSIDIARIES

(a) - - Included in the 2003 results are the sale of the Company’s $621 million portfolio of manufactured housing loans and prepayment of $221 million in Federal Home Loan Bank (FHLB) borrowings, as well as the sale of $22.6 million of commercial loans. As a result, after-tax earnings for 2003 were

11

reduced by a total of $22.6 million or $0.27 per share which include an after-tax charge of $18.4 million, or $0.22 per share, related to the sale of the manufactured housing portfolio and prepayment of FHLB borrowings, and a $4.2 million or $0.05 per share increase in the provision for loan losses related to the sale of commercial loans. Results for 2003 also include an accounting charge of $688,000 after-tax, or $0.01 per share, representing the cumulative effect of application of Financial Interpretation No.46 (“FIN 46”), a new accounting interpretation that requires consolidation of the special purpose entity that holds FirstMerit’s headquarters building.

(b) - The 2001 net income, provision for loan losses, other income, other expenses, and profitability ratios shown include the effects of a one-time restructuring charge related to the exit of the manufactured housing finance business of $41.1 million, after taxes. The specific income statement classifications affected by the charge, as shown in the preceding table, were as follows: other income $2.6 million, other expenses $41.9 million and the provision for loan losses $14.5 million. Net income for 2001 was also reduced by a cumulative effect of a change in accounting for securitized retained interest assets of $6.3 million, after taxes.

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FOR THE YEARS 2004, 2003 AND 2002

     The following commentary presents a discussion and analysis of the Corporation’s financial condition and results of operations by its management (“Management”). The review highlights the principal factors affecting earnings and the significant changes in balance sheet items for the years 2004, 2003 and 2002. Financial information for prior years is presented when appropriate. The objective of this financial review is to enhance the reader’s understanding of the accompanying tables and charts, the consolidated financial statements, notes to financial statements, and financial statistics appearing elsewhere in this report. Where applicable, this discussion also reflects Management’s insights of known events and trends that have or may reasonably be expected to have a material effect on the Corporation’s operations and financial condition.

     All financial data has been restated to give effect to acquisitions accounted for on a pooling interests basis and stock splits in previous periods. The results of other bank and branch acquisitions, accounted for as purchases, have been included effective with the respective dates of acquisition.

Earnings Summary

     The Corporation recorded net income of $103.2 million, or $1.21 per diluted share for the 2004 fiscal year. This compares with $121.0 million, or $1.42 per diluted share, for 2003. For the fourth quarter of 2004, FirstMerit reported net income of $28.4 million, or $0.33 per diluted share, compared with $6.5 million or $0.07 per share, for the prior-year quarter.

     Return on average common equity (“ROE”) and average assets (“ROA”) for the full year were 10.49 % and 1.00%, respectively, compared with 12.4% and 1.14% for 2003. Fourth quarter 2004 ROE and ROA were 11.49% and 1.12%, respectively, compared with 2.6% and 0.24% for the same period in 2003.

12

     Total revenue, defined as net interest income on a fully tax-equivalent (“FTE”) basis plus noninterest income net of securities transactions, totaled $530.8 million for 2004, compared with $588.9 million reported in 2003. FTE net interest income was $353.5 million for 2004, a decline of 10.8% from $396.2 million in 2003, reflecting the impact of a 31 basis point decline in the net interest margin to 3.71% as well as a reduction in earning assets from the sale of the manufactured housing portfolio during the fourth quarter of 2003. For the fourth quarter of 2004, FTE net interest income was $88.0 million, a decline of 7.5% from the prior-year quarter, due to 10 basis points of compression in the net interest margin to 3.76%, and a 4.7% reduction in average earning assets from $9.8 billion to $9.3 billion.

     The sale of the Corporation’s $621 million manufactured housing portfolio in December 2003 impacts a comparison of net interest income between the fourth quarter of 2004 and the year ago quarter. The sale reduced the level of average earning assets and contributed to a lower-yielding portfolio in the current quarter; however, on a risk-adjusted basis factoring in lower credit-related charges from divesting those loans, FirstMerit’s net interest income after provision for loan loss expenses increased by $16.3 million, or 26.2%, compared with the prior-year quarter.

     Noninterest income excluding securities transactions was $177.3 million for 2004, compared with $192.7 million in 2003. Declining revenue related to loan sales and servicing income from mortgage banking activities and a decrease in credit card fees accounted for a majority of the lower fee income reported this year, primarily due to the interest rate environment. For the fourth quarter, noninterest income excluding securities transactions was $43.9 million, a decline of $3.0 million, or 6.4%, from the prior-year fourth quarter. The decline reflects lower levels of service charges, investment service fees and other income, primarily due to the interest rate environment.

     During the fourth quarter of 2004, the Corporation recorded a non-cash charge of $3.77 million or $0.05 per share after-tax, related to Federal Home Loan Mortgage Corporation (“FHLMC”) and Federal National Mortgage Association (“FNMA”) perpetual preferred stock with a face value of $25.0 million. These investment grade securities are held as part of the available for sale portfolio; therefore, the unrealized losses have already been recorded as a reduction in other comprehensive income and no additional charges to capital are required. In light of recent events at FHLMC and FNMA, and the difficulty in accurately projecting the future recovery period of the securities, the Corporation has recorded this unrealized loss as an other-than-temporary impairment in accordance with SFAS No. 115.

     Noninterest expense totaled $312.2 million for 2004, compared with $315.1 million for 2003. Salary and benefits expense increased 14.9% for the year but were more than offset by a decrease in all other noninterest expenses, down 15.9%, from the prior year. For the fourth quarter of 2004, noninterest expenses declined 19.6% from the prior-year quarter that included $26.2 million of charges related to the manufactured housing portfolio sale.

     Year-over-year, nonperforming assets were reduced by $35.3 million, or 43.5%,to $45.9 million, and loans ninety days past due still accruing interest declined $6.8 million, or 24.8%, to $20.7 million. As a result, nonperforming assets were 0.71% of period-end loans plus other real estate at December 31, 2004, compared with 1.24% at December 31, 2003. Net charge-offs totaled $55.4 million in 2004, compared with $98.0 million for 2003, or 0.85% and 1.37% of loans, respectively.

     As of December 31, 2004, the reserve for unfunded lending commitments of $5.8 million has been reclassified from the allowance for loan losses to other liabilities. Amounts presented prior to December 31, 2004, have been reclassified to conform to the current year’s presentation. In addition, the provision for credit losses associated with the unfunded lending commitments was reclassified from the provision for loan losses to other operating expense to conform to the current year presentation. The Corporation recorded $73.9 million of loan loss provision expenses in 2004, compared with loan loss provision expenses of $102.3 million in 2003. In the fourth quarter, loan loss provision expenses were $9.4 million, compared with $32.8 million in the fourth quarter of 2003.

     The declines in loan loss provision expenses underscore the Corporation’s continued improvement in credit quality. The allowance for loan losses was reduced by $12.7 million for reserves associated with the loan sales in 2004 and $29.4 million in 2003. At December 31 2004, the allowance for loan losses was 1.51% of loans, compared with 1.40% at December 31, 2003. The allowance for credit losses is the sum of the allowance for loan losses and the reserve for unfunded

13

lending commitments. For comparative purposes the allowance for credit losses as a percentage of total loans was 1.60% at December 31, 2004, compared with 1.64% at September 30, 2004, and 1.49% at December 31, 2003.

     Assets at December 31, 2004 totaled $10.1 billion, compared with $10.5 billion at year-end 2003, representing a decrease of 3.4%. Deposits totaled $7.4 billion at December 31, 2004, a decline of 1.8% from $7.5 billion at December 31, 2003. Over the same time period, time deposits declined 8.7%, while lower-cost core deposits increased 2.5%. Core deposits now account for 63.8% of deposits, compared to 61.1% at December 31, 2003.

      Shareholders’ equity was $981.3 million at December 31, 2004. The Company’s capital position remains strong as tangible equity to assets was 8.39% at quarter-end. The common dividend per share paid in 2004 was $1.06, a $0.04 increase from 2003.

Supercommunity Banking Results

     The Corporation’s operations are managed along its major line of business, Supercommunity Banking. Note 15 (Segment Information) to the consolidated financial statements provides performance data for this line of business.

AVERAGE CONSOLIDATED BALANCE SHEETS
FULLY-TAX EQUIVALENT INTEREST RATES AND INTEREST DIFFERENTIAL

FIRSTMERIT CORPORATION AND SUBSIDIARIES

Notes:		Interest income on tax-exempt securities and loans have been adjusted to a fully-taxable equivalent basis.
		Nonaccrual loans have been included in the average balances.

Net Interest Income

     Net interest income, the Corporation’s principal source of earnings, is the difference between interest income generated by earning assets (primarily loans and investment securities) and interest paid on interest-bearing funds (namely customer deposits and wholesale borrowings). Net interest income is affected by market interest rates on both earning assets and interest bearing liabilities, the level of earning assets being funded by interest bearing liabilities, noninterest-bearing liabilities, the mix of funding between interest bearing liabilities, noninterest-bearing liabilities and equity, and the growth in earning assets.

     Net interest income for the year ended December 31, 2004 was $350.8 million compared to $393.6 million for year ended December 31, 2003. The $42.8 million decline in net interest income occurred because the $27.1 million decline in interest expense was less than the $69.9 million decline in interest income during the same period. For the purpose of this remaining discussion, net interest income is presented on a fully-tax equivalent (“FTE”) basis, to provide a comparison among all types of interest earning assets. That is, interest on taxfree securities and tax-exempt loans has been restated as if such interest were taxed at the statutory Federal income tax rate of 35% adjusted for the non-deductible portion of interest expense incurred to acquire the taxfree assets. Net interest income presented on a FTE basis is a non-GAAP financial measure widely used by financial services corporations. The FTE adjustment for full year 2004 was $2.7 million compared with $2.6 million in 2003.

14

      Net interest income presented on an FTE basis decreased $42.7 million or 10.8% to $353.5 million in 2004 compared to $396.2 million in 2003 and $425.0 million in 2002. The decrease from 2004 to 2003 occurred because the $27.1 million decline in interest expense was less than the $69.7 million decline in interest income during same period. The same occurred between years ended 2003 and 2002 as the decline in interest income outpaced the decline in interest expense. As illustrated in the following rate/volume analysis table, interest income and interest expense both declined due to the historic or near historic low interest rate environment.

     The average yield on earning assets dropped 53 basis points from 5.79% in 2003 to 5.26% in 2004 lowering interest income by $41.7 million. Lower outstanding balances on total average earning assets caused interest income to decrease $28.1 million from year-ago levels. Average balances for investment securities were up from last year increasing interest income by $12.7 million, but lower rates earned on the securities lessened interest income by $2.6 million. Average loan outstandings, down from last year, decreased 2004 interest income by $40.0 million while lower yields earned on the loans, also decreased 2004 loan interest income by $38.8 million.

15

     The cost of funds for the year as a percentage of average earning assets decreased 22 basis points from 1.76% in 2003 to 1.54% in 2004. As discussed in the deposits and wholesale borrowings section of management’s discussion and analysis of financial condition and operating results, the Corporation placed less reliance on certificates of deposits (“CDs”) and wholesale borrowings to fund loans and operations in both 2004 and 2003. Specifically, lower average outstandings for CDs lessened interest expense by $21.4 million.

CHANGES IN NET INTEREST INCOME- FULLY TAX-EQUIVALENT RATE/VOLUME ANALYSIS

The net interest margin is calculated by dividing net interest income FTE by average earning assets. As with net interest income, the net interest margin is affected by the level and mix of earning assets, the proportion of earning assets funded by non- interest bearing liabilities, and the interest rate spread. In addition, the net interest margin is impacted by changes in federal income tax rates and regulations as they affect the tax-equivalent adjustment.

The net interest margin for 2004 was 3.71% compared to 4.02% in 2003. As discussed in the previous section, the decrease in the net interest margin during 2004 was primarily a result of lower yields and volume earned on loans; and securities outpacing reductions in lower interest rates paid on customer deposits and wholesale borrowings.

16

Other Income

     Excluding investment securities gains (losses), other income totaled $177.3 million in 2004, a decrease of $15.5 million or 8.02% from 2003, and an increase of $6.16 million or 3.60% from 2002. Other income as a percentage of net revenue (FTE net interest income plus other income, less gains from securities) was 33.40% compared to 32.73% in 2003. Explanations for the most significant changes in the components of other income are discussed immediately after the following table.

     Trust department income, which had been negatively impacted by lower stock market values in the prior year, has improved by 3.01%, up $0.63 million in 2004 and investment services and insurance improved 5.42%. Manufactured housing income decreased $1.63 million from 2003 and $1.80 million from 2002. On October 31, 2001, the Corporation exited the manufactured housing (“MH”) lending business and stopped originations of new manufactured housing finance contracts. The collection and servicing of existing MH contracts initially was retained. On December 1, 2003, the Corporation sold the remaining MH loans and assigned the related servicing obligations to Vanderbilt. This sale is more fully described in Note 5 of the consolidated financial statements. Investment securities gains decreased $8.57 million. Loan sales and servicing income decreased $6.00 million from 2003 and consisted of: a $0.70 million decrease in origination fees; a $6.71 million decrease in the valuation of mortgage servicing rights, a $13.50 million decrease in the gain on sale of mortgages; offset by a $7.03 decrease in the amortization of mortgage servicing assets and a $7.88 million decrease in net deferred loan costs reclassified. Other operating income decreased $4.32 million. The decrease from 2003 is primarily attributable to a decrease in loan refinancing fees, escrow fees, exam underwriting fees, service fees and recording fees which are also part of mortgage banking activities.

Federal Income Taxes

     Federal income tax expense totaled $36.0 million in 2004 compared to $52.9 million in 2003 and $68.0 million in 2002. The effective federal income tax rate for 2004 was 25.9% compared to 30.3% in 2003 and 30.6% in 2002. During 2004, The Internal Revenue Service completed their examination

17

of the Corporation’s tax return for the years ended December 31, 1999 and 2000. The Corporation was successful in resolving anticipated issues at less than previous expectations. As a result, the Corporation recorded a $4.6 million reduction in income tax expense. Of that amount, $2.5 million related to issues resolved during the 1999 and 2000 year audits; and $2.1 million for reserves no longer required related to bank owned life insurance. Further federal income tax information is contained in Note 11 (Federal Income Taxes) to these consolidated financial statements.

Other Expenses

     Other expenses were $311.9 million in 2004 compared to $315.1 million in 2003, a decrease of $3.14 million or 1.00%. Salary, wages, pension and employee benefits expense totaled $160.1 million in 2004, an increase of 14.86% from 2003. The increase in salaries and wages reflects annual employee merit increases while higher benefit costs are primarily due to increased pension expense and health care costs related to self- insured medical plans. Note 12 (Benefit Plans) to the consolidated financial statements more fully describes the increases in pension and postretirement medical expenses.

     Equipment expense decreased $1.1 million or 7.85% in part due to lower equipment lease costs and reduced costs associated with computer and other equipment repair. As a result of the decline in mortgage banking activity during 2004, loan processing and other fees decreased $3.7 million or 13.3%. Professional services expenses increased $2.2 million in 2004 as the Corporation evaluated its market potential and initiated a risk-based approach to allocate resources to make our balance sheet stronger and reduce our overall risk profile, as well as additional Sarbanes-Oxley compliance expenses.

18

     Other operating expense for 2003 includes the $26.2 million net impact of the sale of the MH portfolio and the prepayment of the FHLB borrowings and is more fully described in Note 5 to the consolidated financial statements.

     The efficiency ratio for 2004 was 58.60% for 2004 compared to 53.35% in 2003. The “lower is better” efficiency ratio indicates the percentage of operating costs that is used to generate each dollar of net revenue—that is during 2004, 58.60 cents was spent to generate each $1 of net revenue. Net revenue is defined as net interest income, on a tax-equivalent basis, plus other income less gains from the sales of securities.

Investment Securities

      The investment portfolio is maintained by the Corporation to provide liquidity, earnings, and as a means of diversifying risk. In accordance with Statement of Financial Accounting Standards No. 115, “Accounting for Certain Investments in Debt and Equity Securities,” investment securities have been classified as available-for-sale. In this classification, adjustment to fair value of the available-for-sale securities in the form of unrealized holding gains and losses is excluded from earnings and reported net of taxes in the other comprehensive income section of shareholders’ equity. At year-end 2004, the investment portfolio had a net unrealized loss of $25.2 million, which compares to a loss of $12.1 million at year-end 2003.

     At year-ends 2004 and 2003, investment securities at carrying value totaled $2.9 billion and $3.1 billion, respectively. The 6.11% decrease in the total portfolio occurred primarily in the mortgage-backed portfolio. This decrease reflects the Corporation’s balance sheet deleverage strategy. Proceeds from the sale of the manufactured housing business were initially placed in short-term investment securities. The Corporation is currently not reinvesting the cash flow from the maturing investment portfolio in order improve its asset/liability position. At the same time the Corporation is repurchasing its own stock. Additional discussion of the increase in investment securities is located in the Liquidity Risk Management section of this report.

     A summary of investment securities’ carrying value is as of year-ends 2004 and 2003 follows this discussion. Presented with the summary is a maturity distribution schedule with corresponding weighted average yields.

Carrying Value of Investment Securities

* Fully tax-equivalent based upon federal income tax structure applicable at December 31, 2004.

19

      Mortgage-backed securities (“MBS”) accounted for 69% of the portfolio at year end with 31% representing fixed rate MBS; 26% adjustable rate MBS; and 12% invested in collateralized mortgage obligations. At year end the fair values of 20 and 30 year MBSs were 2.1% of the portfolio. The estimated effective duration of the portfolio is 2.44% and would shorten to 1.28% given an immediate, parallel decrease of 100 basis points in interest rates. If rates were to increase 100 basis points in a similar fashion, the duration would increase to 3.05%. The investment would be expected to generate $426 million in cash flow over the next twelve months, given no change in interest rates.

     The average yield on the portfolio was 3.85% in 2004 compared to 3.95% in 2003.

Loans

Total loans outstanding at year-end 2004 decreased 1.81% to $6.43 billion compared to one year ago, at $6.55 billion. The following tables breakdown outstanding loans by category and provide a maturity summary of commercial loans.

20

     The manufacturing-based economy in Northeastern Ohio showed continued softness during 2004 with commercial loans declining 2.0%. Single-family mortgage loans continue to be originated by the Corporation’s mortgage subsidiary and then sold into the secondary mortgage market or held in portfolio. The year over year increase in mortgage loans held in portfolio on the Corporation’s balance sheets totaled $25.6 million, or 4.18%.

     Outstanding home equity loan balances increased $38.5 million or 6.03% from December 31, 2003 as a result of continued marketing campaigns. Installment loans decreased $69.8 million or 4.19%.

     There is no predominant concentration of loans in any particular industry or group of industries. Most of the Corporation’s business activities are with customers located within the state of Ohio.

Allowance for Loan Losses and Reserve for Unfunded Lending Commitments

     The Corporation maintains what Management believes is an adequate allowance for loan losses. The Corporation and FirstMerit Bank regularly analyze the adequacy of their allowance through ongoing review of trends in risk ratings, delinquencies, nonperforming assets, charge-offs, economic conditions, and changes in the composition of the loan portfolio. Notes 1, 3 and 4 to the consolidated financial statements provide detailed information regarding the Corporation’s credit policies and practices.

     At December 31, 2004, the allowance for loan losses was $97.3 million or 1.51% of loans outstanding compared to $91.5 million or 1.40% at year-end 2003. The allowance for loan losses equaled 240.14% of nonperforming loans at year-end 2004 compared to 124.20% at year-end 2003.

     Net charge-offs were $55.4 million in 2004 compared to $98.0 million in 2003 and $98.5 million in 2002. As a percentage of average loans outstanding, net charge-offs equaled 0.78% in 2004, 1.37% in 2003 and 1.34% in 2002. As a percentage of average loans outstanding, net charge-offs and allowance related to loans sold equalled 1.05% in 2004, 1.79% in 2003 and 1.34% in 2002. Losses are charged against the allowance for loan losses as soon as they are identified.

     During the first quarter of 2004, the Corporation strengthened the allowance for loan losses by providing an additional $22.7 million above the quarter’s charge-offs. Management observed that rising input costs such as plastic resins, steel and petroleum would impact certain segments of our commercial and industrial loan portfolio. Management also observed a higher level of nonaccrual loans from within previously identified criticized loan levels while the economy was in an early stage of recovery. These observations led us to change some of the assumptions used in the Corporation’s allowance for loan losses methodology by shortening the historical period used for estimating loss migration factors which had the effect of more heavily weighting recent loss history in the portfolio.

     During the fourth quarter of 2004, $5.8 million was reclassified from the allowance for loan losses to a reserve for unfunded lending commitments of the commercial loan portfolio in other liabilities. Amounts presented prior to December 31, 2004 have been reclassified to conform to the current presentation. The reserve for unfunded lending commitments declined $0.3 million from December 31, 2003. The decline was primarily related to the decreasing risk in the portfolio. In addition, the provision for credit losses associated with the unfunded lending commitments was reclassified from the provision for loan losses to other expenses to conform to the current year presentation.

     The allowance for credit losses, which includes both the allowance for loan losses and the reserve for unfunded lending commitments, amounted to $103.1 million at year-end 2004 and $97.6 million at year-end 2003.

21

Allowance for Credit Losses