TRUSTMARK CORP - FORM 8-K - EX-99.1

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8-K - TRUSTMARK CORPORATION EARNINGS RELEASE - TRUSTMARK CORP	form8k.htm

News Release

Trustmark Corporation Announces Second Quarter 2011 Financial Results

and Declares $0.23 Quarterly Cash Dividend

Jackson, Mississippi – July 26, 2011 – Trustmark Corporation (NASDAQ:TRMK) reported net income available to common shareholders of $31.6 million in the second quarter of 2011, which represented basic and diluted earnings per common share of $0.49. Earnings include a nonrecurring bargain purchase gain of $4.6 million after-tax, or approximately $0.07 per share, resulting from an FDIC assisted transaction during the second quarter. Trustmark’s performance during the quarter produced a return on average tangible common equity of 14.71% and a return on average assets of 1.32%. During the first six months of 2011, Trustmark’s net income available to common shareholders totaled $55.6 million, which represented basic and diluted earnings per share of $0.87. Trustmark’s performance during the first half of 2011 resulted in a return on tangible common equity of 13.21% and a return on average assets of 1.17%. Trustmark’s Board of Directors declared a quarterly cash dividend of $0.23 per common share. The dividend is payable September 15, 2011, to shareholders of record on September 1, 2011.

Gerard R. Host, President and CEO, stated, “Trustmark continued to produce strong financial results as reflected in growth in net interest income and noninterest income from our traditional banking business as well as expanded profitability of our insurance and mortgage banking businesses. We also continued to experience an improvement in credit quality, which was reflected by reductions in nonperforming loans. Thanks to our solid earnings, strong capital base, and dedicated associates, Trustmark remains well-positioned to meet the needs of our customers and take advantage of opportunities to build shareholder value.”

FDIC Assisted Transaction

On April 15, 2011, Trustmark acquired the banking operations of Heritage Banking Group, Carthage, Mississippi, (“Heritage”) in a FDIC assisted transaction. Substantially all loans and other real estate acquired are covered by a loss share agreement in which the FDIC will reimburse Trustmark for 80% of losses incurred. At June 30, 2011, the carrying value of loans and deposits acquired was $97.2 million and $189.8 million, respectively. Earnings during the quarter reflect a nonrecurring bargain purchase gain of $4.6 million after-tax, or approximately $0.07 per share. In addition, this transaction generated operating net income of approximately $600 thousand, or approximately $0.01 per share, during the quarter. Trustmark is pleased to provide an expanded array of banking and financial services to our new Heritage customers.

Credit Quality

·	Nonperforming loans declined 4.6% while nonperforming assets fell 2.3%

·	Net charge-offs totaled $14.7 million and represented 0.97% of average loans

·	Allowance for loan losses represented 182.0% of nonperforming loans, excluding impaired loans with no specific reserves

During the second quarter, nonperforming loans (excluding covered loans) decreased $5.8 million, or 4.6%, relative to the prior quarter to total $121.0 million, or 2.01% of total loans, marking five consecutive quarters of improvement. Foreclosed other real estate (excluding covered ORE) increased $801 thousand from the prior quarter to total $90.0 million. Collectively, nonperforming assets decreased $5.0 million, or 2.3%, to total $211.0 million at June 30, 2011. Over the past five quarters, nonperforming asset balances have decreased by $40.3 million or 16.0%, mainly in the Florida market with a $40.8 million or 38.2% decline.

Net charge-offs during the second quarter totaled $14.7 million and represented 0.97% of average loans (excluding covered loans). The provision for loan losses totaled $8.1 million. During the second quarter, Trustmark experienced a steady and continued reduction in criticized loans, including a $19.8 million decline in its Florida market, relative to the prior quarter. Over the past five quarters, criticized loan balances have decreased by $85.6 million or 16.2%, mainly in the Florida market with a $63.0 million or 37.0% decline.

Allocation of Trustmark’s $86.8 million allowance for loan losses represented 1.84% of commercial loans and 0.76% of consumer and home mortgage loans, resulting in an allowance to total loans of 1.47% as of June 30, 2011. The allowance for loan losses represented 182.0% of nonperforming loans, excluding impaired loans with no specific reserves. All of these ratios exclude covered assets (covered loans and covered other real estate).

Trustmark continued to make significant progress in the resolution of its construction and land development portfolio in Florida. During the last 12 months, this portfolio was reduced by 36.1% to total $111.1 million. At June 30, 2011, the associated reserve for loan losses on this portfolio totaled $12.4 million, or 11.2%. Trustmark remains focused on managing credit risks resulting from current economic and real estate market conditions.

Capital Strength

·	Tangible common equity to tangible assets expanded to 9.43%

·	Total risk-based capital increased to 16.47%

Trustmark’s consistent profitability and sound balance sheet management continued to be reflected in its solid capital position. Tangible common equity totaled $886.0 million and represented 9.43% of tangible assets at June 30, 2011. Total risk-based capital increased to 16.47%, significantly exceeding the 10% regulatory requirement to be classified as “well-capitalized.” Trustmark’s strong capital base provides flexibility to support organic growth as well as acquisition opportunities that strengthen the value of the franchise.

Balance Sheet Management

·	Average earning assets increased $71.4 million

·	Net interest income (FTE) totaled $91.5 million, resulting in a 4.29% net interest margin

·	Cost of interest-bearing deposits improved to 0.66%

Loans, including loans held for investment and covered loans, totaled $6.0 billion at June 30, 2011, an increase of $30.8 million from the prior quarter. During this period, Trustmark’s single family mortgage portfolio increased $32.9 million while the other loans portfolio expanded by $50.1 million. Trustmark’s efforts to reduce exposure to construction and land development lending as well as the decision to discontinue indirect auto financing continued to be reflected in loan totals as these portfolios declined $33.6 million and $31.4 million, respectively.

Average earning assets during the second quarter totaled $8.6 billion, an increase of $71.4 million from the prior quarter. Growth in average investment securities and average covered loans more than offset a decline in average loans and other earning assets during the second quarter. Average deposits during the quarter increased $512.5 million, or 7.1%, to $7.7 billion, reflecting a 7.5% increase in average interest-bearing deposits and 5.8% growth in noninterest-bearing deposits.

Net interest income (FTE) totaled $91.5 million during the second quarter, an increase of $1.5 million from the prior quarter. Lower deposit costs, coupled with disciplined loan pricing, resulted in a strong net interest margin of 4.29% during the second quarter.

Noninterest Income

·	Noninterest income totaled $46.4 million and represented 33.7% of total revenue

·	Bargain purchase gain of $7.5 million (pre-tax) from Heritage transaction

Service charges on deposit accounts during the second quarter totaled $12.9 million, an increase of $944 thousand from the prior quarter principally due to seasonality and the Heritage transaction. When compared to figures one year earlier, services charges were down $1.4 million, due in large part to a reduction in NSF fees resulting from the impact of regulatory changes. Bank cards and other fees totaled $6.9 million during the second quarter, up $379 thousand from the prior quarter and up $437 thousand from figures one year earlier as a result of increased debit card usage.

Trustmark continued to achieve solid financial performance from its diverse financial services businesses. Mortgage banking income totaled $6.3 million during the second quarter, an increase of 32.8% from the prior quarter, reflecting stable mortgage servicing income, solid secondary marketing gains and successful hedging programs. In addition, insurance revenue totaled $6.9 million, an increase of 5.4%, reflecting a seasonal increase in commercial property and casualty income relative to the prior quarter. Income from wealth management services remained relatively stable at $5.8 million during the quarter.

Noninterest Expense

·	Noninterest expense remained well-controlled

·	FDIC deposit insurance assessment declined 29.5%

During the second quarter of 2011, noninterest expense totaled $81.3 million, an increase of $1.3 million from the prior quarter; approximately $845 thousand of the increase was attributable to the Heritage acquisition. Salary and employee benefits expense totaled $44.2 million during the second quarter and included Heritage related expenses of $513 thousand. Salary and employee benefits expense in the second quarter increased $167 thousand from the prior quarter. Implementation of the FDIC’s revised deposit insurance assessment methodology resulted in an $812 thousand reduction in deposit insurance costs during the second quarter.

ADDITIONAL INFORMATION

As previously announced, Trustmark will conduct a conference call with analysts on Tuesday, July 26, 2011 at 4:00 p.m. Central Time to discuss the Corporation’s financial results. Interested parties may listen to the conference call by dialing (877)317-6789, passcode 446676, or by clicking on the link provided under the Investor Relations section of our website at www.trustmark.com. A replay of the conference call will also be available through Thursday, August 4, 2011, in archived format at the same web address or by calling (877)344-7529, passcode 446676.

Trustmark is a financial services company providing banking and financial solutions through over 150 offices in Florida, Mississippi, Tennessee and Texas.

Forward-Looking Statements

Certain statements contained in this document constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. You can identify forward-looking statements by words such as “may,” “hope,” “will,” “should,” “expect,” “plan,” “anticipate,” “intend,” “believe,” “estimate,” “predict,” “potential,” “continue,” “could,” “future” or the negative of those terms or other words of similar meaning. You should read statements that contain these words carefully because they discuss our future expectations or state other “forward-looking” information. These forward-looking statements include, but are not limited to, statements relating to anticipated future operating and financial performance measures, including net interest margin, credit quality, business initiatives, growth opportunities and growth rates, among other things, and encompass any estimate, prediction, expectation, projection, opinion, anticipation, outlook or statement of belief included therein as well as the management assumptions underlying these forward-looking statements. You should be aware that the occurrence of the events described under the caption “Risk Factors” in Trustmark’s filings with the Securities and Exchange Commission in this report could have an adverse effect on our business, results of operations and financial condition. Should one or more of these risks materialize, or should any such underlying assumptions prove to be significantly different, actual results may vary significantly from those anticipated, estimated, projected or expected.

Risks that could cause actual results to differ materially from current expectations of Management include, but are not limited to, changes in the level of nonperforming assets and charge-offs, local, state and national economic and market conditions, including the extent and duration of the current volatility in the credit and financial markets, changes in our ability to measure the fair value of assets in our portfolio, material changes in the level and/or volatility of market interest rates, the performance and demand for the products and services we offer, including the level and timing of withdrawals from our deposit accounts, the costs and effects of litigation and of unexpected or adverse outcomes in such litigation, our ability to attract noninterest-bearing deposits and other low-cost funds, competition in loan and deposit pricing, as well as the entry of new competitors into our markets through de novo expansion and acquisitions, economic conditions and monetary and other governmental actions designed to address the level and volatility of interest rates and the volatility of securities, currency and other markets, the enactment of legislation and changes in existing regulations, or enforcement practices, or the adoption of new regulations, changes in accounting standards and practices, including changes in the interpretation of existing standards, that affect our consolidated financial statements, changes in consumer spending, borrowings and savings habits, technological changes, changes in the financial performance or condition of our borrowers, changes in our ability to control expenses, changes in our compensation and benefit plans, greater than expected costs or difficulties related to the integration of acquisitions or new products and lines of business, natural disasters, environmental disasters, acts of war or terrorism and other risks described in our filings with the Securities and Exchange Commission.

Although we believe that the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. Except as required by law, we undertake no obligation to update or revise any of this information, whether as the result of new information, future events or developments or otherwise.

Trustmark Investor Contacts:

Louis E. Greer

Treasurer and Principle Financial Officer

601-208-2310

F. Joseph Rein, Jr.

Senior Vice President

601-208-6898

Trustmark Media Contact:

Melanie A. Morgan

Senior Vice President

601-208-2979

TRUSTMARK CORPORATION AND SUBSIDIARIES

CONSOLIDATED FINANCIAL INFORMATION

June 30, 2011

($ in thousands)

(unaudited)

										Linked Quarter						Year over Year
QUARTERLY AVERAGE BALANCES	6/30/2011			3/31/2011			6/30/2010			$ Change			% Change			$ Change			% Change
Securities AFS-taxable	$	2,142,978		$	2,050,502		$	1,586,165		$	92,476			4.5	%	$	556,813			35.1	%
Securities AFS-nontaxable		151,471			144,921			110,969			6,550			4.5	%		40,502			36.5	%
Securities HTM-taxable		73,739			97,710			162,691			(23,971	)		-24.5	%		(88,952	)		-54.7	%
Securities HTM-nontaxable		25,797			27,099			41,628			(1,302	)		-4.8	%		(15,831	)		-38.0	%
Total securities		2,393,985			2,320,232			1,901,453			73,753			3.2	%		492,532			25.9	%
Loans (including loans held for sale)		6,044,232			6,107,025			6,301,201			(62,793	)		-1.0	%		(256,969	)		-4.1	%
Covered loans		77,858			-			-			77,858			n/m			77,858			n/m
Fed funds sold and rev repos		6,807			8,359			7,478			(1,552	)		-18.6	%		(671	)		-9.0	%
Other earning assets		32,028			47,851			38,764			(15,823	)		-33.1	%		(6,736	)		-17.4	%
Total earning assets		8,554,910			8,483,467			8,248,896			71,443			0.8	%		306,014			3.7	%
Allowance for loan losses		(94,771	)		(96,065	)		(104,814	)		1,294			-1.3	%		10,043			-9.6	%
Cash and due from banks		216,483			222,380			207,670			(5,897	)		-2.7	%		8,813			4.2	%
Other assets		937,503			899,524			898,749			37,979			4.2	%		38,754			4.3	%
Total assets	$	9,614,125		$	9,509,306		$	9,250,501		$	104,819			1.1	%	$	363,624			3.9	%

Interest-bearing demand deposits	$	1,579,894		$	1,465,390		$	1,306,783		$	114,504			7.8	%	$	273,111			20.9	%
Savings deposits		2,277,220			2,045,874			2,066,612			231,346			11.3	%		210,608			10.2	%
Time deposits less than $100,000		1,255,496			1,210,219			1,307,611			45,277			3.7	%		(52,115	)		-4.0	%
Time deposits of $100,000 or more		904,106			876,975			989,397			27,131			3.1	%		(85,291	)		-8.6	%
Total interest-bearing deposits		6,016,716			5,598,458			5,670,403			418,258			7.5	%		346,313			6.1	%
Fed funds purchased and repos		396,618			647,881			495,904			(251,263	)		-38.8	%		(99,286	)		-20.0	%
Short-term borrowings		92,077			254,451			181,669			(162,374	)		-63.8	%		(89,592	)		-49.3	%
Long-term FHLB advances		2,333			-			15,833			2,333			n/m			(13,500	)		-85.3	%
Subordinated notes		49,817			49,809			49,785			8			0.0	%		32			0.1	%
Junior subordinated debt securities		61,856			61,856			70,104			-			0.0	%		(8,248	)		-11.8	%
Total interest-bearing liabilities		6,619,417			6,612,455			6,483,698			6,962			0.1	%		135,719			2.1	%
Noninterest-bearing deposits		1,714,778			1,620,554			1,536,153			94,224			5.8	%		178,625			11.6	%
Other liabilities		98,154			116,399			91,715			(18,245	)		-15.7	%		6,439			7.0	%
Total liabilities		8,432,349			8,349,408			8,111,566			82,941			1.0	%		320,783			4.0	%
Shareholders' equity		1,181,776			1,159,898			1,138,935			21,878			1.9	%		42,841			3.8	%
Total liabilities and equity	$	9,614,125		$	9,509,306		$	9,250,501		$	104,819			1.1	%	$	363,624			3.9	%


										Linked Quarter						Year over Year
PERIOD END BALANCES	6/30/2011			3/31/2011			6/30/2010			$ Change			% Change			$ Change			% Change
Cash and due from banks	$	221,853		$	193,087		$	186,365		$	28,766			14.9	%	$	35,488			19.0	%
Fed funds sold and rev repos		4,576			1,726			5,713			2,850			n/m			(1,137	)		-19.9	%
Securities available for sale		2,399,042			2,309,704			1,786,710			89,338			3.9	%		612,332			34.3	%
Securities held to maturity		87,923			110,054			192,860			(22,131	)		-20.1	%		(104,937	)		-54.4	%
Loans held for sale (LHFS)		123,244			112,981			218,369			10,263			9.1	%		(95,125	)		-43.6	%
Loans held for investment (LHFI), excluding covered loans		5,906,316			5,964,089			6,054,995			(57,773	)		-1.0	%		(148,679	)		-2.5	%
Allowance for loan losses		(86,846	)		(93,398	)		(100,656	)		6,552			-7.0	%		13,810			-13.7	%
Net LHFI, excluding covered loans		5,819,470			5,870,691			5,954,339			(51,221	)		-0.9	%		(134,869	)		-2.3	%
Covered loans		88,558			-			-			88,558			n/m			88,558			n/m
Net LHFI and covered loans		5,908,028			5,870,691			5,954,339			37,337			0.6	%		(46,311	)		-0.8	%
Premises and equipment, net		140,640			141,524			143,536			(884	)		-0.6	%		(2,896	)		-2.0	%
Mortgage servicing rights		50,111			53,598			43,044			(3,487	)		-6.5	%		7,067			16.4	%
Goodwill		291,104			291,104			291,104			-			0.0	%		-			0.0	%
Identifiable intangible assets		15,651			15,532			18,062			119			0.8	%		(2,411	)		-13.3	%
Other real estate, excluding covered other real estate		89,999			89,198			91,400			801			0.9	%		(1,401	)		-1.5	%
Covered other real estate		7,485			-			-			7,485			n/m			7,485			n/m
FDIC indemnification asset		33,327			-			-			33,327			n/m			33,327			n/m
Other assets		325,468			325,263			313,043			205			0.1	%		12,425			4.0	%
Total assets	$	9,698,451		$	9,514,462		$	9,244,545		$	183,989			1.9	%	$	453,906			4.9	%

Deposits:
Noninterest-bearing	$	1,806,908		$	1,668,104		$	1,539,598		$	138,804			8.3	%	$	267,310			17.4	%
Interest-bearing		5,825,426			5,758,170			5,599,796			67,256			1.2	%		225,630			4.0	%
Total deposits		7,632,334			7,426,274			7,139,394			206,060			2.8	%		492,940			6.9	%
Fed funds purchased and repos		539,693			550,919			492,367			(11,226	)		-2.0	%		47,326			9.6	%
Short-term borrowings		90,156			154,585			208,136			(64,429	)		-41.7	%		(117,980	)		-56.7	%
Long-term FHLB advances		2,794			-			-			2,794			n/m			2,794			n/m
Subordinated notes		49,823			49,814			49,790			9			0.0	%		33			0.1	%
Junior subordinated debt securities		61,856			61,856			70,104			-			0.0	%		(8,248	)		-11.8	%
Other liabilities		129,025			110,785			142,374			18,240			16.5	%		(13,349	)		-9.4	%
Total liabilities		8,505,681			8,354,233			8,102,165			151,448			1.8	%		403,516			5.0	%
Common stock		13,359			13,333			13,311			26			0.2	%		48			0.4	%
Capital surplus		263,940			260,297			253,133			3,643			1.4	%		10,807			4.3	%
Retained earnings		911,797			898,222			870,532			13,575			1.5	%		41,265			4.7	%
Accum other comprehensive
income (loss), net of tax		3,674			(11,623	)		5,404			15,297			n/m			(1,730	)		-32.0	%
Total shareholders' equity		1,192,770			1,160,229			1,142,380			32,541			2.8	%		50,390			4.4	%
Total liabilities and equity	$	9,698,451		$	9,514,462		$	9,244,545		$	183,989			1.9	%	$	453,906			4.9	%

n/m - percentage changes greater than +/- 100% are considered not meaningful

See Notes to Consolidated Financials

TRUSTMARK CORPORATION AND SUBSIDIARIES

CONSOLIDATED FINANCIAL INFORMATION

June 30, 2011

($ in thousands except per share data)

(unaudited)

	Quarter Ended									Linked Quarter						Year over Year
INCOME STATEMENTS	6/30/2011			3/31/2011			6/30/2010			$ Change			% Change			$ Change			% Change
Interest and fees on loans-FTE	$	80,202		$	79,116		$	84,362		$	1,086			1.4	%	$	(4,160	)		-4.9	%
Interest on securities-taxable		20,374			19,992			19,626			382			1.9	%		748			3.8	%
Interest on securities-tax exempt-FTE		2,115			2,128			2,151			(13	)		-0.6	%		(36	)		-1.7	%
Interest on fed funds sold and rev repos		7			8			7			(1	)		-12.5	%		-			0.0	%
Other interest income		333			332			366			1			0.3	%		(33	)		-9.0	%
Total interest income-FTE		103,031			101,576			106,512			1,455			1.4	%		(3,481	)		-3.3	%
Interest on deposits		9,936			9,719			12,785			217			2.2	%		(2,849	)		-22.3	%
Interest on fed funds pch and repos		216			338			260			(122	)		-36.1	%		(44	)		-16.9	%
Other interest expense		1,420			1,553			1,597			(133	)		-8.6	%		(177	)		-11.1	%
Total interest expense		11,572			11,610			14,642			(38	)		-0.3	%		(3,070	)		-21.0	%
Net interest income-FTE		91,459			89,966			91,870			1,493			1.7	%		(411	)		-0.4	%
Provision for loan losses		8,116			7,537			10,398			579			7.7	%		(2,282	)		-21.9	%
Net interest income after provision-FTE		83,343			82,429			81,472			914			1.1	%		1,871			2.3	%
Service charges on deposit accounts		12,851			11,907			14,220			944			7.9	%		(1,369	)		-9.6	%
Insurance commissions		6,862			6,512			6,884			350			5.4	%		(22	)		-0.3	%
Wealth management		5,760			5,986			5,558			(226	)		-3.8	%		202			3.6	%
Bank card and other fees		6,854			6,475			6,417			379			5.9	%		437			6.8	%
Mortgage banking, net		6,269			4,722			8,910			1,547			32.8	%		(2,641	)		-29.6	%
Other, net		7,785			762			1,103			7,023			n/m			6,682			n/m
Nonint inc-excl sec gains, net		46,381			36,364			43,092			10,017			27.5	%		3,289			7.6	%
Security gains, net		51			7			1,855			44			n/m			(1,804	)		-97.3	%
Total noninterest income		46,432			36,371			44,947			10,061			27.7	%		1,485			3.3	%
Salaries and employee benefits		44,203			44,036			43,282			167			0.4	%		921			2.1	%
Services and fees		10,780			10,270			10,523			510			5.0	%		257			2.4	%
Net occupancy-premises		5,050			5,073			4,917			(23	)		-0.5	%		133			2.7	%
Equipment expense		4,856			5,144			4,247			(288	)		-5.6	%		609			14.3	%
FDIC assessment expense		1,938			2,750			3,035			(812	)		-29.5	%		(1,097	)		-36.1	%
ORE/Foreclosure expense		4,704			3,213			9,278			1,491			46.4	%		(4,574	)		-49.3	%
Other expense		9,817			9,532			9,146			285			3.0	%		671			7.3	%
Total noninterest expense		81,348			80,018			84,428			1,330			1.7	%		(3,080	)		-3.6	%
Income before income taxes and tax eq adj		48,427			38,782			41,991			9,645			24.9	%		6,436			15.3	%
Tax equivalent adjustment		3,629			3,591			3,384			38			1.1	%		245			7.2	%
Income before income taxes		44,798			35,191			38,607			9,607			27.3	%		6,191			16.0	%
Income taxes		13,196			11,178			12,446			2,018			18.1	%		750			6.0	%
Net income available to common shareholders	$	31,602		$	24,013		$	26,161		$	7,589			31.6	%	$	5,441			20.8	%


Per common share data
Earnings per share - basic	$	0.49		$	0.38		$	0.41		$	0.11			28.9	%	$	0.08			19.5	%

Earnings per share - diluted	$	0.49		$	0.37		$	0.41		$	0.12			32.4	%	$	0.08			19.5	%

Dividends per share	$	0.23		$	0.23		$	0.23		$	-			0.0	%	$	-			0.0	%

Weighted average common shares outstanding
Basic		64,072,047			63,950,461			63,872,879

Diluted		64,281,348			64,181,752			64,054,171

Period end common shares outstanding		64,119,235			63,987,064			63,885,403

OTHER FINANCIAL DATA
Return on common equity		10.73	%		8.40	%		9.21	%
Return on average tangible common equity		14.71	%		11.65	%		12.92	%
Return on equity		10.73	%		8.40	%		9.21	%
Return on assets		1.32	%		1.02	%		1.13	%
Interest margin - Yield - FTE		4.83	%		4.86	%		5.18	%
Interest margin - Cost		0.54	%		0.56	%		0.71	%
Net interest margin - FTE		4.29	%		4.30	%		4.47	%
Efficiency ratio		62.39	%		63.34	%		62.56	%
Full-time equivalent employees		2,575			2,489			2,527

COMMON STOCK PERFORMANCE
Market value-Close	$	23.41		$	23.42		$	20.82
Common book value	$	18.60		$	18.13		$	17.88
Tangible common book value	$	13.82		$	13.34		$	13.04

n/m - percentage changes greater than +/- 100% are considered not meaningful

See Notes to Consolidated Financials

TRUSTMARK CORPORATION AND SUBSIDIARIES

CONSOLIDATED FINANCIAL INFORMATION

June 30, 2011

($ in thousands)

(unaudited)

	Quarter Ended									Linked Quarter						Year over Year
NONPERFORMING ASSETS (1)	6/30/2011			3/31/2011			6/30/2010			$ Change			% Change			$ Change			% Change
Nonaccrual loans
Florida	$	30,752		$	44,548		$	74,954		$	(13,796	)		-31.0	%	$	(44,202	)		-59.0	%
Mississippi (2)		47,802			40,226			39,924			7,576			18.8	%		7,878			19.7	%
Tennessee (3)		17,564			13,886			9,778			3,678			26.5	%		7,786			79.6	%
Texas		24,900			28,130			35,222			(3,230	)		-11.5	%		(10,322	)		-29.3	%
Total nonaccrual loans		121,018			126,790			159,878			(5,772	)		-4.6	%		(38,860	)		-24.3	%
Other real estate
Florida		35,223			31,339			31,814			3,884			12.4	%		3,409			10.7	%
Mississippi (2)		21,221			22,084			28,020			(863	)		-3.9	%		(6,799	)		-24.3	%
Tennessee (3)		15,960			16,920			12,493			(960	)		-5.7	%		3,467			27.8	%
Texas		17,595			18,855			19,073			(1,260	)		-6.7	%		(1,478	)		-7.7	%
Total other real estate		89,999			89,198			91,400			801			0.9	%		(1,401	)		-1.5	%
Total nonperforming assets	$	211,017		$	215,988		$	251,278		$	(4,971	)		-2.3	%	$	(40,261	)		-16.0	%

LOANS PAST DUE OVER 90 DAYS (4)
LHFI	$	6,993		$	5,010		$	6,057		$	1,983			39.6	%	$	936			15.5	%

LHFS-Guaranteed GNMA serviced loans
(no obligation to repurchase)	$	24,708		$	19,808		$	49,712		$	4,900			24.7	%	$	(25,004	)		-50.3	%

	Quarter Ended									Linked Quarter						Year over Year
ALLOWANCE FOR LOAN LOSSES	6/30/2011			3/31/2011			6/30/2010			$ Change			% Change			$ Change			% Change
Beginning Balance	$	93,398		$	93,510		$	101,643		$	(112	)		-0.1	%	$	(8,245	)		-8.1	%
Provision for loan losses		8,116			7,537			10,398			579			7.7	%		(2,282	)		-21.9	%
Charge-offs		(17,505	)		(11,132	)		(14,297	)		(6,373	)		57.2	%		(3,208	)		22.4	%
Recoveries		2,837			3,483			2,912			(646	)		-18.5	%		(75	)		-2.6	%
Net charge-offs		(14,668	)		(7,649	)		(11,385	)		(7,019	)		91.8	%		(3,283	)		28.8	%
Ending Balance	$	86,846		$	93,398		$	100,656		$	(6,552	)		-7.0	%	$	(13,810	)		-13.7	%

PROVISION FOR LOAN LOSSES
Florida	$	5,633		$	3,024		$	2,432		$	2,609			86.3	%	$	3,201			n/m
Mississippi (2)		1,331			1,071			3,430			260			24.3	%		(2,099	)		-61.2	%
Tennessee (3)		157			1,619			3,560			(1,462	)		-90.3	%		(3,403	)		-95.6	%
Texas		995			1,823			976			(828	)		-45.4	%		19			1.9	%
Total provision for loan losses	$	8,116		$	7,537		$	10,398		$	579			7.7	%	$	(2,282	)		-21.9	%

NET CHARGE-OFFS
Florida	$	7,880		$	5,478		$	5,880		$	2,402			43.8	%	$	2,000			34.0	%
Mississippi (2)		3,401			410			3,885			2,991			n/m			(484	)		-12.5	%
Tennessee (3)		324			979			1,031			(655	)		-66.9	%		(707	)		-68.6	%
Texas		3,063			782			589			2,281			n/m			2,474			n/m
Total net charge-offs	$	14,668		$	7,649		$	11,385		$	7,019			91.8	%	$	3,283			28.8	%

CREDIT QUALITY RATIOS (1)
Net charge offs/average loans		0.97	%		0.51	%		0.72	%
Provision for loan losses/average loans		0.54	%		0.50	%		0.66	%
Nonperforming loans/total loans (incl LHFS)		2.01	%		2.09	%		2.55	%
Nonperforming assets/total loans (incl LHFS)		3.50	%		3.55	%		4.01	%
Nonperforming assets/total loans (incl LHFS) +ORE		3.45	%		3.50	%		3.95	%
ALL/total loans (excl LHFS)		1.47	%		1.57	%		1.66	%
ALL-commercial/total commercial loans		1.84	%		1.98	%		2.10	%
ALL-consumer/total consumer and home mortgage loans		0.76	%		0.76	%		0.82	%
ALL/nonperforming loans		71.76	%		73.66	%		62.96	%
ALL/nonperforming loans -
(excl impaired loans with no specific reserves)		181.95	%		215.40	%		148.86	%

CAPITAL RATIOS
Total equity/total assets		12.30	%		12.19	%		12.36	%
Common equity/total assets		12.30	%		12.19	%		12.36	%
Tangible common equity/tangible assets		9.43	%		9.27	%		9.32	%
Tangible common equity/risk-weighted assets		13.51	%		13.06	%		12.51	%
Tier 1 leverage ratio		10.18	%		10.10	%		10.07	%
Tier 1 common risk-based capital ratio		13.55	%		13.32	%		12.51	%
Tier 1 risk-based capital ratio		14.46	%		14.24	%		13.53	%
Total risk-based capital ratio		16.47	%		16.25	%		15.53	%

(1) - Excludes Covered Assets (Loans and Other Real Estate)
(2) - Mississippi includes Central and Southern Mississippi Regions
(3) - Tennessee includes Memphis, Tennessee and Northern Mississippi Regions
(4) - Excludes Covered Loans
n/m - percentage changes greater than +/- 100% are considered not meaningful

See Notes to Consolidated Financials

TRUSTMARK CORPORATION AND SUBSIDIARIES

CONSOLIDATED FINANCIAL INFORMATION

June 30, 2011

($ in thousands)

(unaudited)

	Quarter Ended															Six Months Ended
AVERAGE BALANCES	6/30/2011			3/31/2011			12/31/2010			9/30/2010			6/30/2010			6/30/2011			6/30/2010
Securities AFS-taxable	$	2,142,978		$	2,050,502		$	1,817,996		$	1,654,335		$	1,586,165		$	2,096,995		$	1,550,296
Securities AFS-nontaxable		151,471			144,921			140,139			111,959			110,969			148,214			108,034
Securities HTM-taxable		73,739			97,710			121,278			143,124			162,691			85,658			170,838
Securities HTM-nontaxable		25,797			27,099			33,138			37,703			41,628			26,444			44,226
Total securities		2,393,985			2,320,232			2,112,551			1,947,121			1,901,453			2,357,311			1,873,394
Loans (including loans held for sale)		6,044,232			6,107,025			6,199,875			6,230,961			6,301,201			6,075,455			6,356,628
Covered loans		77,858			-			-			-			-			39,144			-
Fed funds sold and rev repos		6,807			8,359			10,766			8,418			7,478			7,579			8,950
Other earning assets		32,028			47,851			41,359			33,615			38,764			39,896			42,461
Total earning assets		8,554,910			8,483,467			8,364,551			8,220,115			8,248,896			8,519,385			8,281,433
Allowance for loan losses		(94,771	)		(96,065	)		(96,559	)		(102,528	)		(104,814	)		(95,415	)		(105,503	)
Cash and due from banks		216,483			222,380			207,874			214,736			207,670			219,415			211,964
Other assets		937,503			899,524			888,666			885,600			898,749			918,620			904,543
Total assets	$	9,614,125		$	9,509,306		$	9,364,532		$	9,217,923		$	9,250,501		$	9,562,005		$	9,292,437

Interest-bearing demand deposits	$	1,579,894		$	1,465,390		$	1,347,252		$	1,363,377		$	1,306,783		$	1,522,958		$	1,288,904
Savings deposits		2,277,220			2,045,874			1,794,352			1,888,121			2,066,612			2,162,186			2,010,473
Time deposits less than $100,000		1,255,496			1,210,219			1,235,529			1,276,088			1,307,611			1,232,982			1,331,905
Time deposits of $100,000 or more		904,106			876,975			932,744			957,148			989,397			890,615			1,001,644
Total interest-bearing deposits		6,016,716			5,598,458			5,309,877			5,484,734			5,670,403			5,808,741			5,632,926
Fed funds purchased and repos		396,618			647,881			701,978			522,523			495,904			521,555			548,075
Short-term borrowings		92,077			254,451			254,442			202,017			181,669			172,815			190,560
Long-term FHLB advances		2,333			-			-			-			15,833			1,173			45,253
Subordinated notes		49,817			49,809			49,801			49,793			49,785			49,813			49,781
Junior subordinated debt securities		61,856			61,856			64,546			70,104			70,104			61,856			70,104
Total interest-bearing liabilities		6,619,417			6,612,455			6,380,644			6,329,171			6,483,698			6,615,953			6,536,699
Noninterest-bearing deposits		1,714,778			1,620,554			1,706,089			1,629,122			1,536,153			1,667,926			1,535,683
Other liabilities		98,154			116,399			117,741			104,576			91,715			107,229			88,866
Total liabilities		8,432,349			8,349,408			8,204,474			8,062,869			8,111,566			8,391,108			8,161,248
Shareholders' equity		1,181,776			1,159,898			1,160,058			1,155,054			1,138,935			1,170,897			1,131,189
Total liabilities and equity	$	9,614,125		$	9,509,306		$	9,364,532		$	9,217,923		$	9,250,501		$	9,562,005		$	9,292,437




PERIOD END BALANCES	6/30/2011			3/31/2011			12/31/2010			9/30/2010			6/30/2010
Cash and due from banks	$	221,853		$	193,087		$	161,544		$	196,136		$	186,365
Fed funds sold and rev repos		4,576			1,726			11,773			6,655			5,713
Securities available for sale		2,399,042			2,309,704			2,177,249			1,968,624			1,786,710
Securities held to maturity		87,923			110,054			140,847			168,849			192,860
Loans held for sale (LHFS)		123,244			112,981			153,044			268,137			218,369
Loans held for investment (LHFI), excluding covered loans		5,906,316			5,964,089			6,060,242			5,998,704			6,054,995
Allowance for loan losses		(86,846	)		(93,398	)		(93,510	)		(94,458	)		(100,656	)
Net LHFI, excluding covered loans		5,819,470			5,870,691			5,966,732			5,904,246			5,954,339
Covered loans		88,558			-			-			-			-
Net LHFI and covered loans		5,908,028			5,870,691			5,966,732			5,904,246			5,954,339
Premises and equipment, net		140,640			141,524			142,289			143,393			143,536
Mortgage servicing rights		50,111			53,598			51,151			41,972			43,044
Goodwill		291,104			291,104			291,104			291,104			291,104
Identifiable intangible assets		15,651			15,532			16,306			17,181			18,062
Other real estate, excluding covered other real estate		89,999			89,198			86,704			84,722			91,400
Covered other real estate		7,485			-			-			-			-
FDIC indemnification asset		33,327			-			-			-			-
Other assets		325,468			325,263			355,159			325,886			313,043
Total assets	$	9,698,451		$	9,514,462		$	9,553,902		$	9,416,905		$	9,244,545

Deposits:
Noninterest-bearing	$	1,806,908		$	1,668,104		$	1,636,625		$	1,709,311		$	1,539,598
Interest-bearing		5,825,426			5,758,170			5,407,942			5,316,025			5,599,796
Total deposits		7,632,334			7,426,274			7,044,567			7,025,336			7,139,394
Fed funds purchased and repos		539,693			550,919			700,138			633,065			492,367
Short-term borrowings		90,156			154,585			425,343			318,457			208,136
Long-term FHLB advances		2,794			-			-			-			-
Subordinated notes		49,823			49,814			49,806			49,798			49,790
Junior subordinated debt securities		61,856			61,856			61,856			70,104			70,104
Other liabilities		129,025			110,785			122,708			161,353			142,374
Total liabilities		8,505,681			8,354,233			8,404,418			8,258,113			8,102,165
Common stock		13,359			13,333			13,318			13,311			13,311
Capital surplus		263,940			260,297			256,675			254,288			253,133
Retained earnings		911,797			898,222			890,917			881,545			870,532
Accum other comprehensive
income (loss), net of tax		3,674			(11,623	)		(11,426	)		9,648			5,404
Total shareholders' equity		1,192,770			1,160,229			1,149,484			1,158,792			1,142,380
Total liabilities and equity	$	9,698,451		$	9,514,462		$	9,553,902		$	9,416,905		$	9,244,545

See Notes to Consolidated Financials

TRUSTMARK CORPORATION AND SUBSIDIARIES

CONSOLIDATED FINANCIAL INFORMATION

June 30, 2011

($ in thousands except per share data)

(unaudited)

	Quarter Ended															Six Months Ended
INCOME STATEMENTS	6/30/2011			3/31/2011			12/31/2010			9/30/2010			6/30/2010			6/30/2011			6/30/2010
Interest and fees on loans-FTE	$	80,202		$	79,116		$	82,664		$	83,374		$	84,362		$	159,318		$	168,489
Interest on securities-taxable		20,374			19,992			19,076			18,641			19,626			40,366			39,361
Interest on securities-tax exempt-FTE		2,115			2,128			2,169			2,080			2,151			4,243			4,331
Interest on fed funds sold and rev repos		7			8			12			9			7			15			15
Other interest income		333			332			328			332			366			665			749
Total interest income-FTE		103,031			101,576			104,249			104,436			106,512			204,607			212,945
Interest on deposits		9,936			9,719			10,359			11,609			12,785			19,655			26,689
Interest on fed funds pch and repos		216			338			403			294			260			554			486
Other interest expense		1,420			1,553			1,535			1,631			1,597			2,973			3,189
Total interest expense		11,572			11,610			12,297			13,534			14,642			23,182			30,364
Net interest income-FTE		91,459			89,966			91,952			90,902			91,870			181,425			182,581
Provision for loan losses		8,116			7,537			11,794			12,259			10,398			15,653			25,493
Net interest income after provision-FTE		83,343			82,429			80,158			78,643			81,472			165,772			157,088
Service charges on deposit accounts		12,851			11,907			13,493			14,493			14,220			24,758			27,197
Insurance commissions		6,862			6,512			6,224			7,746			6,884			13,374			13,721
Wealth management		5,760			5,986			5,760			5,199			5,558			11,746			10,913
Bank card and other fees		6,854			6,475			6,482			6,235			6,417			13,329			12,297
Mortgage banking, net		6,269			4,722			4,502			9,861			8,910			10,991			14,982
Other, net		7,785			762			2,070			441			1,103			8,547			1,982
Nonint inc-excl sec gains, net		46,381			36,364			38,531			43,975			43,092			82,745			81,092
Security gains, net		51			7			101			4			1,855			58			2,224
Total noninterest income		46,432			36,371			38,632			43,979			44,947			82,803			83,316
Salaries and employee benefits		44,203			44,036			44,412			44,034			43,282			88,239			86,136
Services and fees		10,780			10,270			10,462			10,709			10,523			21,050			20,778
Net occupancy-premises		5,050			5,073			4,896			4,961			4,917			10,123			9,951
Equipment expense		4,856			5,144			4,229			4,356			4,247			10,000			8,550
FDIC assessment expense		1,938			2,750			2,942			3,037			3,035			4,688			6,182
ORE/Foreclosure expense		4,704			3,213			3,310			8,728			9,278			7,917			12,339
Other expense		9,817			9,532			10,186			8,598			9,146			19,349			16,853
Total noninterest expense		81,348			80,018			80,437			84,423			84,428			161,366			160,789
Income before income taxes and tax eq adj		48,427			38,782			38,353			38,199			41,991			87,209			79,615
Tax equivalent adjustment		3,629			3,591			3,400			3,335			3,384			7,220			6,677
Income before income taxes		44,798			35,191			34,953			34,864			38,607			79,989			72,938
Income taxes		13,196			11,178			9,793			9,004			12,446			24,374			23,322
Net income available to common shareholders	$	31,602		$	24,013		$	25,160		$	25,860		$	26,161		$	55,615		$	49,616

Per common share data
Earnings per share - basic	$	0.49		$	0.38		$	0.39		$	0.40		$	0.41		$	0.87		$	0.78

Earnings per share - diluted	$	0.49		$	0.37		$	0.39		$	0.40		$	0.41		$	0.87		$	0.78

Dividends per share	$	0.23		$	0.23		$	0.23		$	0.23		$	0.23		$	0.46		$	0.46

Weighted average common shares outstanding
Basic		64,072,047			63,950,461			63,892,362			63,885,647			63,872,879			64,011,590			63,808,448

Diluted		64,281,348			64,181,752			64,105,064			64,066,798			64,054,171			64,230,216			63,993,460

Period end common shares outstanding		64,119,235			63,987,064			63,917,591			63,885,959			63,885,403			64,119,235			63,885,403


OTHER FINANCIAL DATA
Return on common equity		10.73	%		8.40	%		8.60	%		8.88	%		9.21	%		9.58	%		8.85	%
Return on average tangible common equity		14.71	%		11.65	%		11.96	%		12.38	%		12.92	%		13.21	%		12.45	%
Return on equity		10.73	%		8.40	%		8.60	%		8.88	%		9.21	%		9.58	%		8.85	%
Return on assets		1.32	%		1.02	%		1.07	%		1.11	%		1.13	%		1.17	%		1.08	%
Interest margin - Yield - FTE		4.83	%		4.86	%		4.94	%		5.04	%		5.18	%		4.84	%		5.19	%
Interest margin - Cost		0.54	%		0.56	%		0.58	%		0.65	%		0.71	%		0.55	%		0.74	%
Net interest margin - FTE		4.29	%		4.30	%		4.36	%		4.39	%		4.47	%		4.29	%		4.45	%
Efficiency ratio		62.39	%		63.34	%		61.65	%		62.59	%		62.56	%		62.86	%		60.98	%
Full-time equivalent employees		2,575			2,489			2,490			2,501			2,527


COMMON STOCK PERFORMANCE
Market value-Close	$	23.41		$	23.42		$	24.84		$	21.74		$	20.82
Common book value	$	18.60		$	18.13		$	17.98		$	18.14		$	17.88
Tangible common book value	$	13.82		$	13.34		$	13.17		$	13.31		$	13.04

See Notes to Consolidated Financials

TRUSTMARK CORPORATION AND SUBSIDIARIES

CONSOLIDATED FINANCIAL INFORMATION

June 30, 2011

($ in thousands)

(unaudited)

	Quarter Ended
NONPERFORMING ASSETS (1)	6/30/2011			3/31/2011			12/31/2010			9/30/2010			6/30/2010
Nonaccrual loans
Florida	$	30,752		$	44,548		$	53,773		$	65,759		$	74,954
Mississippi (2)		47,802			40,226			39,803			48,962			39,924
Tennessee (3)		17,564			13,886			14,703			9,207			9,778
Texas		24,900			28,130			34,644			35,388			35,222
Total nonaccrual loans		121,018			126,790			142,923			159,316			159,878
Other real estate
Florida		35,223			31,339			32,370			31,665			31,814
Mississippi (2)		21,221			22,084			24,181			24,548			28,020
Tennessee (3)		15,960			16,920			16,407			16,456			12,493
Texas		17,595			18,855			13,746			12,053			19,073
Total other real estate		89,999			89,198			86,704			84,722			91,400
Total nonperforming assets	$	211,017		$	215,988		$	229,627		$	244,038		$	251,278

LOANS PAST DUE OVER 90 DAYS (4)
LHFI	$	6,993		$	5,010		$	3,608		$	5,795		$	6,057

LHFS-Guaranteed GNMA serviced loans
(no obligation to repurchase)	$	24,708		$	19,808		$	15,777		$	50,246		$	49,712


	Quarter Ended															Six Months Ended
ALLOWANCE FOR LOAN LOSSES	6/30/2011			3/31/2011			12/31/2010			9/30/2010			6/30/2010			6/30/2011			6/30/2010
Beginning Balance	$	93,398		$	93,510		$	94,458		$	100,656		$	101,643		$	93,510		$	103,662
Provision for loan losses		8,116			7,537			11,794			12,259			10,398			15,653			25,493
Charge-offs		(17,505	)		(11,132	)		(15,883	)		(21,942	)		(14,297	)		(28,637	)		(34,072	)
Recoveries		2,837			3,483			3,141			3,485			2,912			6,320			5,573
Net charge-offs		(14,668	)		(7,649	)		(12,742	)		(18,457	)		(11,385	)		(22,317	)		(28,499	)
Ending Balance	$	86,846		$	93,398		$	93,510		$	94,458		$	100,656		$	86,846		$	100,656

PROVISION FOR LOAN LOSSES
Florida	$	5,633		$	3,024		$	7,473		$	4,520		$	2,432		$	8,657		$	7,933
Mississippi (2)		1,331			1,071			2,673			4,398			3,430			2,402			7,178
Tennessee (3)		157			1,619			910			(172	)		3,560			1,776			4,874
Texas		995			1,823			738			3,513			976			2,818			5,508
Total provision for loan losses	$	8,116		$	7,537		$	11,794		$	12,259		$	10,398		$	15,653		$	25,493

NET CHARGE-OFFS
Florida	$	7,880		$	5,478		$	4,830		$	8,951		$	5,880		$	13,358		$	14,869
Mississippi (2)		3,401			410			4,422			3,879			3,885			3,811			10,662
Tennessee (3)		324			979			1,646			3,475			1,031			1,303			1,457
Texas		3,063			782			1,844			2,152			589			3,845			1,511
Total net charge-offs	$	14,668		$	7,649		$	12,742		$	18,457		$	11,385		$	22,317		$	28,499

CREDIT QUALITY RATIOS (1)
Net charge offs/average loans		0.97	%		0.51	%		0.82	%		1.18	%		0.72	%		0.74	%		0.90	%
Provision for loan losses/average loans		0.54	%		0.50	%		0.75	%		0.78	%		0.66	%		0.52	%		0.81	%
Nonperforming loans/total loans (incl LHFS)		2.01	%		2.09	%		2.30	%		2.54	%		2.55	%
Nonperforming assets/total loans (incl LHFS)		3.50	%		3.55	%		3.70	%		3.89	%		4.01	%
Nonperforming assets/total loans (incl LHFS) +ORE		3.45	%		3.50	%		3.64	%		3.84	%		3.95	%
ALL/total loans (excl LHFS)		1.47	%		1.57	%		1.54	%		1.57	%		1.66	%
ALL-commercial/total commercial loans		1.84	%		1.98	%		1.94	%		1.97	%		2.10	%
ALL-consumer/total consumer and home mortgage loans		0.76	%		0.76	%		0.78	%		0.81	%		0.82	%
ALL/nonperforming loans		71.76	%		73.66	%		65.43	%		59.29	%		62.96	%
ALL/nonperforming loans -
(excl impaired loans with no specific reserves)		181.95	%		215.40	%		188.11	%		140.94	%		148.86	%

CAPITAL RATIOS
Total equity/total assets		12.30	%		12.19	%		12.03	%		12.31	%		12.36	%
Common equity/total assets		12.30	%		12.19	%		12.03	%		12.31	%		12.36	%
Tangible common equity/tangible assets		9.43	%		9.27	%		9.11	%		9.34	%		9.32	%
Tangible common equity/risk-weighted assets		13.51	%		13.06	%		12.62	%		12.78	%		12.51	%
Tier 1 leverage ratio		10.18	%		10.10	%		10.14	%		10.26	%		10.07	%
Tier 1 common risk-based capital ratio		13.55	%		13.32	%		12.87	%		12.72	%		12.51	%
Tier 1 risk-based capital ratio		14.46	%		14.24	%		13.77	%		13.75	%		13.53	%
Total risk-based capital ratio		16.47	%		16.25	%		15.77	%		15.75	%		15.53	%


(1) - Excludes Covered Assets (Loans and Other Real Estate)
(2) - Mississippi includes Central and Southern Mississippi Regions
(3) - Tennessee includes Memphis, Tennessee and Northern Mississippi Regions
(4) - Excludes Covered Loans

See Notes to Consolidated Financials

TRUSTMARK CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL INFORMATION

June 30, 2011

($ in thousands)

(unaudited)

Note 1 – Business Combinations

On April 15, 2011, the Mississippi Department of Banking and Consumer Finance closed the Heritage Banking Group (Heritage), a 90-year old financial institution headquartered in Carthage Mississippi, and appointed the Federal Deposit Insurance Corporation (FDIC) as receiver. On the same date, Trustmark National Bank (TNB) entered into a purchase and assumption agreement with the FDIC in which TNB agreed to assume all of the deposits and purchased essentially all of the assets of Heritage. The FDIC and TNB entered into a loss-share transaction on approximately $151.9 million of Heritage assets, which covers substantially all loans and other real estate. Under the loss share agreement, the FDIC will cover 80% of covered loan and other real estate losses incurred. Because of the loss protection provided by the FDIC, the risk characteristics of the Heritage loans and other real estate are significantly different from those assets not covered by this agreement. As a result, Trustmark will refer to loans and other real estate subject to the loss share agreements as “covered” while loans and other real estate that are not subject to the loss share agreement will be referred to as “excluding covered.” The loss share agreements applicable to single family residential mortgage loans and related foreclosed real estate provide for FDIC loss sharing and TNB’s reimbursement to the FDIC for recoveries of covered losses for ten years from the date on which the loss share agreement was entered. The loss share agreements applicable to commercial loans and related foreclosed real estate provide for FDIC loss sharing for five years from the date on which the loss share agreement was entered and TNB’s reimbursement to the FDIC for recoveries of covered losses for an additional three years thereafter.

The assets purchased and liabilities assumed for the Heritage acquisition have been accounted for under the acquisition method of accounting (formerly the purchase method). The assets and liabilities, both tangible and intangible, are recorded at their estimated fair values as of the acquisition date. The fair value amounts are subject to change for up to one year after the closing date as additional information relating to closing date fair values becomes available. The amounts are also subject to adjustments based upon final settlement with the FDIC.

The statement of assets purchased and liabilities assumed in the Heritage acquisition are presented below at their estimated fair values as of the acquisition date of April 15, 2011 ($ in thousands):

Assets
Cash and due from banks	$	50,447
Federal funds sold		1,000
Securities available for sale		6,389
LHFI, excluding covered loans		9,644
Covered loans		97,770
Premises and equipment, net		55
Identifiable intangible assets		902
Covered other real estate		7,485
FDIC indemnification asset		33,333
Other assets		218
Total Assets		207,243

Liabilities
Deposits		204,349
Short-term borrowings		23,157
Other liabilities		730
Total Liabilities		228,236

Net assets acquired at fair value		(20,993	)

Cash received on acquisition		28,449

Bargain purchase gain		7,456

Income taxes		2,852

Bargain purchase gain, net of taxes	$	4,604

The bargain purchase gain represents the net of the estimated fair value of the assets acquired and liabilities assumed and is influenced significantly by the FDIC-assisted transaction process. Under the FDIC-assisted transaction process, only certain assets and liabilities are transferred to the acquirer and, depending on the nature and amount of the acquirer's bid, the FDIC may be required to make a cash payment to the acquirer. The pretax gain of $7.5 million recognized by Trustmark is considered a bargain purchase transaction under FASB ASC Topic 805, “Business Combinations.” The gain was recognized as other noninterest income in Trustmark’s consolidated statements of income for the three and six months ended June 30, 2011.

The operations of Heritage are included in Trustmark’s operating results from April 15, 2011, and added revenue of $9.2 million and net income available to common shareholders of $5.2 million for the second quarter of 2011. Such operating results are not necessarily indicative of future operating results.

TRUSTMARK CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL INFORMATION

June 30, 2011

($ in thousands)

(unaudited)

Note 2 - Securities Available for Sale and Held to Maturity

The following table is a summary of the estimated fair value of securities available for sale and the amortized cost of securities held to maturity ($ in thousands):

	6/30/2011		3/31/2011		12/31/2010		9/30/2010		6/30/2010
SECURITIES AVAILABLE FOR SALE
U.S. Government agency obligations
Issued by U.S. Government agencies	$	7	$	10	$	12	$	14	$	16
Issued by U.S. Government sponsored agencies		102,940		136,168		122,023		149,588		124,566
Obligations of states and political subdivisions		186,034		161,909		159,637		148,772		125,234
Mortgage-backed securities
Residential mortgage pass-through securities
Guaranteed by GNMA		14,990		12,079		12,442		13,273		13,390
Issued by FNMA and FHLMC		413,493		417,022		426,504		243,220		142,900
Other residential mortgage-backed securities
Issued or guaranteed by FNMA, FHLMC, or GNMA		1,556,676		1,486,872		1,400,816		1,366,373		1,333,725
Commercial mortgage-backed securities
Issued or guaranteed by FNMA, FHLMC, or GNMA		124,902		95,644		55,815		41,359		40,789
Corporate debt securities		-		-		-		6,025		6,090
Total securities available for sale	$	2,399,042	$	2,309,704	$	2,177,249	$	1,968,624	$	1,786,710

SECURITIES HELD TO MATURITY
Obligations of states and political subdivisions	$	46,931	$	49,129	$	53,246	$	61,139	$	64,517
Mortgage-backed securities
Residential mortgage pass-through securities
Guaranteed by GNMA		5,547		5,650		6,058		6,462		6,591
Other residential mortgage-backed securities
Issued or guaranteed by FNMA, FHLMC, or GNMA		32,456		52,272		78,526		98,217		118,708
Commercial mortgage-backed securities
Issued or guaranteed by FNMA, FHLMC, or GNMA		2,989		3,003		3,017		3,031		3,044
Total securities held to maturity	$	87,923	$	110,054	$	140,847	$	168,849	$	192,860

Management continues to focus on asset quality as one of the strategic goals of the securities portfolio, which is evidenced by the investment of approximately 91% of the portfolio in U.S. Government agency-backed obligations and other AAA rated securities. None of the securities owned by Trustmark are collateralized by assets which are considered sub-prime. Furthermore, outside of membership in the Federal Home Loan Bank of Dallas, Federal Reserve Bank and Depository Trust and Clearing Corporation, Trustmark does not hold any equity investment in government sponsored entities.

Note 3 – Loan Composition

LHFI BY TYPE (excluding covered loans)	6/30/2011			3/31/2011			12/31/2010			9/30/2010			6/30/2010
Loans secured by real estate:
Construction, land development and other land loans	$	510,867		$	552,956		$	583,316		$	615,554		$	737,015
Secured by 1-4 family residential properties		1,737,744			1,737,018			1,732,056			1,672,199			1,630,353
Secured by nonfarm, nonresidential properties		1,457,328			1,488,711			1,498,108			1,531,953			1,463,657
Other real estate secured		208,797			216,986			231,963			203,931			189,118
Commercial and industrial loans		1,082,127			1,082,258			1,068,369			1,016,292			1,040,152
Consumer loans		332,032			357,870			402,165			444,927			492,262
Other loans		577,421			528,290			544,265			513,848			502,438
LHFI, excluding covered loans		5,906,316			5,964,089			6,060,242			5,998,704			6,054,995
Allowance for loan losses		(86,846	)		(93,398	)		(93,510	)		(94,458	)		(100,656	)
Net LHFI, excluding covered loans	$	5,819,470		$	5,870,691		$	5,966,732		$	5,904,246		$	5,954,339


COVERED LOANS BY TYPE	6/30/2011			3/31/2011			12/31/2010			9/30/2010			6/30/2010
Loans secured by real estate:
Construction, land development and other land loans	$	8,477		$	-		$	-		$	-		$	-
Secured by 1-4 family residential properties		32,124			-			-			-			-
Secured by nonfarm, nonresidential properties		35,846			-			-			-			-
Other real estate secured		5,363			-			-			-			-
Commercial and industrial loans		5,570			-			-			-			-
Consumer loans		163			-			-			-			-
Other loans		1,015			-			-			-			-
Covered loans	$	88,558		$	-		$	-		$	-		$	-

TRUSTMARK CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL INFORMATION

June 30, 2011

($ in thousands)

(unaudited)

Note 3 – Loan Composition (continued)
	June 30, 2011
LHFI - COMPOSITION BY REGION (1)	Total		Florida		Mississippi (Central and Southern Regions)		Tennessee (Memphis, TN and Northern MS Regions)		Texas
Loans secured by real estate:
Construction, land development and other land loans	$	510,867	$	111,131	$	231,554	$	37,108	$	131,074
Secured by 1-4 family residential properties		1,737,744		65,532		1,490,992		147,741		33,479
Secured by nonfarm, nonresidential properties		1,457,328		174,655		788,059		171,487		323,127
Other real estate secured		208,797		12,852		151,643		8,006		36,296
Commercial and industrial loans		1,082,127		14,267		769,923		82,891		215,046
Consumer loans		332,032		1,256		301,941		23,180		5,655
Other loans		577,421		27,471		492,889		21,311		35,750
Loans	$	5,906,316	$	407,164	$	4,227,001	$	491,724	$	780,427



CONSTRUCTION, LAND DEVELOPMENT AND OTHER LAND LOANS BY REGION (1)
Lots	$	77,159	$	42,990	$	22,196	$	2,040	$	9,933
Development		129,723		13,086		56,574		5,061		55,002
Unimproved land		193,351		49,910		85,466		23,643		34,332
1-4 family construction		77,860		1,130		55,404		3,998		17,328
Other construction		32,774		4,015		11,914		2,366		14,479
Construction, land development and other land loans	$	510,867	$	111,131	$	231,554	$	37,108	$	131,074




LOANS SECURED BY NONFARM, NONRESIDENTIAL PROPERTIES BY REGION (1)
Income producing:
Retail	$	169,713	$	50,707	$	65,546	$	23,698	$	29,762
Office		150,980		43,528		77,992		11,694		17,766
Nursing homes/assisted living		128,644		-		118,864		4,405		5,375
Hotel/motel		78,530		11,001		29,059		10,908		27,562
Industrial		31,210		9,286		4,828		1,209		15,887
Health care		13,312		-		12,204		53		1,055
Convenience stores		10,045		205		5,056		2,388		2,396
Other		156,833		14,394		66,564		9,946		65,929
Total income producing loans		739,267		129,121		380,113		64,301		165,732

Owner-occupied:
Office		115,345		16,995		63,196		10,237		24,917
Churches		91,345		2,127		51,993		32,232		4,993
Industrial warehouses		92,353		2,391		53,837		511		35,614
Health care		85,854		10,862		53,484		14,190		7,318
Convenience stores		67,574		1,256		38,714		2,767		24,837
Retail		35,119		4,081		21,753		2,553		6,732
Restaurants		30,976		757		22,858		5,634		1,727
Auto dealerships		19,573		586		14,840		1,467		2,680
Other		179,922		6,479		87,271		37,595		48,577
Total owner-occupied loans		718,061		45,534		407,946		107,186		157,395

Loans secured by nonfarm, nonresidential properties	$	1,457,328	$	174,655	$	788,059	$	171,487	$	323,127

(1) Excludes covered loans.

TRUSTMARK CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL INFORMATION

June 30, 2011

($ in thousands)

(unaudited)

Note 3 – Loan Composition (continued)

	June 30, 2011

								Classified (3)
FLORIDA CREDIT QUALITY	Total Loans		Criticized Loans (1)		Special Mention (2)			Accruing		Nonimpaired Nonaccrual		Impaired Nonaccrual (4)
Construction, land development and other land loans:
Lots	$	42,990	$	15,318	$	2,394		$	9,080	$	1,833	$	2,011
Development		13,086		3,315		-			1,747		84		1,484
Unimproved land		49,910		29,629		20,209			2,649		648		6,123
1-4 family construction		1,130		-		-			-		-		-
Other construction		4,015		295		-			295		-		-
Construction, land development and other land loans		111,131		48,557		22,603			13,771		2,565		9,618
Commercial, commercial real estate and consumer		296,033		58,431		7,276			32,586		4,666		13,903

Total Florida loans	$	407,164	$	106,988	$	29,879		$	46,357	$	7,231	$	23,521


FLORIDA LOAN LOSS RESERVES BY LOAN TYPE	Total Loans		Loan Loss Reserves		Loan Loss Reserve % of Total Loans
Construction, land development and other land loans:
Lots	$	42,990	$	4,319		10.05	%
Development		13,086		1,828		13.97	%
Unimproved land		49,910		5,951		11.92	%
1-4 family construction		1,130		18		1.59	%
Other construction		4,015		282		7.02	%
Construction, land development and other land loans		111,131		12,398		11.16	%
Commercial, commercial real estate and consumer		296,033		6,561		2.22	%

Total Florida loans	$	407,164	$	18,959		4.66	%

(1)	Criticized loans equal all special mention and classified loans.

(2)	Special mention loans exhibit potential credit weaknesses that, if not resolved, may ultimately result in a more severe classification.

(3)	Classified loans include those loans identified by management as exhibiting well-defined credit weaknesses that may jeopardize repayment in full of the debt.

(4)

All nonaccrual loans over $500 thousand are individually assessed for impairment. Impaired loans have been determined to be collateral dependent and assessed using a fair value approach. Fair value estimates begin with appraised values, normally from recently received and reviewed appraisals. Appraised values are adjusted down for costs associated with asset disposal. At the time a loan is deemed to be impaired, the full difference between book value and the most likely estimate of the asset’s net realizable value is charged off. However, as subsequent events dictate and estimated net realizable values decline, required reserves are established.

LOAN COMPOSITION -FLORIDA	6/30/2011		3/31/2011		12/31/2010		9/30/2010		6/30/2010
Loans secured by real estate:
Construction, land development and other land loans	$	111,131	$	122,445	$	132,021	$	145,907	$	173,932
Secured by 1-4 family residential properties		65,532		69,552		72,114		73,738		77,680
Secured by nonfarm, nonresidential properties		174,655		177,943		183,250		184,992		178,297
Other real estate secured		12,852		13,472		14,038		12,223		8,062
Commercial and industrial loans		14,267		14,774		16,053		17,512		25,254
Consumer loans		1,256		1,476		1,487		1,636		1,756
Other loans		27,471		27,694		25,488		28,194		29,354
Loans	$	407,164	$	427,356	$	444,451	$	464,202	$	494,335



CONSTRUCTION, LAND DEVELOPMENT AND OTHER LAND LOANS - FLORIDA
Lots	$	42,990	$	44,742	$	46,907	$	48,700	$	54,406
Development		13,086		20,524		21,144		24,060		24,632
Unimproved land		49,910		52,177		57,811		61,676		69,003
1-4 family construction		1,130		1,078		2,277		7,864		9,148
Other construction		4,015		3,924		3,882		3,607		16,743
Construction, land development and other land loans	$	111,131	$	122,445	$	132,021	$	145,907	$	173,932

TRUSTMARK CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL INFORMATION

June 30, 2011

($ in thousands)

(unaudited)

Note 4 – Yields on Earning Assets and Interest-Bearing Liabilities

The following table illustrates the yields on earning assets by category as well as the rates paid on interest-bearing liabilities on a tax equivalent basis:

	Quarter Ended															Six Months Ended
	6/30/2011			3/31/2011			12/31/2010			9/30/2010			6/30/2010			6/30/2011			6/30/2010
Securities – Taxable		3.69	%		3.77	%		3.90	%		4.11	%		4.50	%		3.73	%		4.61	%
Securities – Nontaxable		4.79	%		5.02	%		4.97	%		5.51	%		5.65	%		4.90	%		5.74	%
Securities – Total		3.77	%		3.87	%		3.99	%		4.22	%		4.59	%		3.82	%		4.70	%
Loans		5.25	%		5.25	%		5.29	%		5.31	%		5.37	%		5.25	%		5.35	%
FF Sold & Rev Repo		0.41	%		0.39	%		0.44	%		0.42	%		0.38	%		0.40	%		0.34	%
Other Earning Assets		4.17	%		2.81	%		3.15	%		3.92	%		3.79	%		3.36	%		3.56	%
Total Earning Assets		4.83	%		4.86	%		4.94	%		5.04	%		5.18	%		4.84	%		5.19	%

Interest-bearing Deposits		0.66	%		0.70	%		0.77	%		0.84	%		0.90	%		0.68	%		0.96	%
FF Pch & Repo		0.22	%		0.21	%		0.23	%		0.22	%		0.21	%		0.21	%		0.18	%
Other Borrowings		2.76	%		1.72	%		1.65	%		2.01	%		2.02	%		2.10	%		1.81	%
Total Interest-bearing Liabilities		0.70	%		0.71	%		0.76	%		0.85	%		0.91	%		0.71	%		0.94	%

Net interest margin		4.29	%		4.30	%		4.36	%		4.39	%		4.47	%		4.29	%		4.45	%

During the second quarter of 2011, the net interest margin declined one basis point to 4.29%, from 4.30% for the first quarter of 2011. A modest decline in earning asset yields, primarily securities, was mostly offset by a decrease in interest-bearing deposit costs.

Note 5 – Mortgage Banking

Trustmark utilizes a portfolio of exchange-traded derivative instruments, such as Treasury note futures contracts and exchange-traded option contracts, to achieve a fair value return that offsets the changes in fair value of MSR attributable to interest rates. These transactions are considered freestanding derivatives that do not otherwise qualify for hedge accounting. Changes in the fair value of these exchange-traded derivative instruments are recorded in noninterest income in mortgage banking, net and are offset by the changes in the fair value of MSR. The MSR fair value represents the effect of present value decay and the effect of changes in interest rates. Ineffectiveness of hedging the MSR fair value is measured by comparing the total hedge cost to the changes in the fair value of the MSR asset attributable to interest rate changes. The impact of this strategy resulted in a net positive ineffectiveness of $1.7 million and $3.7 million for the quarters ended June 30, 2011 and 2010, respectively.

The following table illustrates the components of mortgage banking revenues included in noninterest income in the accompanying income statements:

	Quarter Ended															Six Months Ended
	6/30/2011			3/31/2011			12/31/2010			9/30/2010			6/30/2010			6/30/2011			6/30/2010
Mortgage servicing income, net	$	3,713		$	3,614		$	3,577		$	3,406		$	3,495		$	7,327		$	6,944
Change in fair value-MSR from runoff		(1,455	)		(1,291	)		(2,506	)		(2,255	)		(1,374	)		(2,746	)		(2,544	)
Gain on sales of loans, net		1,852			3,101			5,754			3,911			1,897			4,953			5,652
Other, net		448			(965	)		(2,016	)		1,919			1,193			(517	)		191
Mortgage banking income before hedge ineffectiveness		4,558			4,459			4,809			6,981			5,211			9,017			10,243
Change in fair value-MSR from market changes		(4,931	)		257			5,870			(3,115	)		(8,631	)		(4,674	)		(11,698	)
Change in fair value of derivatives		6,642			6			(6,177	)		5,995			12,330			6,648			16,437
Net positive (negative) hedge ineffectiveness		1,711			263			(307	)		2,880			3,699			1,974			4,739
Mortgage banking, net	$	6,269		$	4,722		$	4,502		$	9,861		$	8,910		$	10,991		$	14,982

During the first quarter of 2010, Trustmark completed the final settlement of the sale of approximately $920.9 million in mortgages serviced for others, which reduced Trustmark’s MSR by approximately $8.5 million. In addition, during December of 2010, Trustmark purchased approximately $53.9 million of GNMA serviced loans, which were subsequently sold to a third party. Trustmark will retain the servicing for these loans, which are fully guaranteed by FHA/VA. The effect of these transactions did not have a material impact on Trustmark's results of operations.

Note 6 – Non-GAAP Financial Measures

In addition to capital ratios defined by generally accepted accounting principles (GAAP) and banking regulators, Trustmark utilizes various tangible common equity measures when evaluating capital utilization and adequacy. Tangible common equity, as defined by Trustmark, represents common equity less goodwill and identifiable intangible assets.

Trustmark believes these measures are important because they reflect the level of capital available to withstand unexpected market conditions. Additionally, presentation of these measures allows readers to compare certain aspects of Trustmark’s capitalization to other organizations. These ratios differ from capital measures defined by banking regulators principally in that the numerator excludes shareholders’ equity associated with preferred securities, the nature and extent of which varies across organizations.

These calculations are intended to complement the capital ratios defined by GAAP and banking regulators. Because GAAP does not include these capital ratio measures, Trustmark believes there are no comparable GAAP financial measures to these tangible common equity ratios. Despite the importance of these measures to Trustmark, there are no standardized definitions for them and, as a result, Trustmark’s calculations may not be comparable with other organizations. Also there may be limits in the usefulness of these measures to investors. As a result, Trustmark encourages readers to consider its consolidated financial statements in their entirety and not to rely on any single financial measure. The following table reconciles Trustmark’s calculation of these measures to amounts reported under GAAP.

TRUSTMARK CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL INFORMATION

June 30, 2011

($ in thousands)

(unaudited)

Note 6 - Non-GAAP Financial Measures (continued)
			Quarter Ended															Six Months Ended
			6/30/2011			3/31/2011			12/31/2010			9/30/2010			6/30/2010			6/30/2011			6/30/2010
TANGIBLE COMMON EQUITY
AVERAGE BALANCES
Total shareholders' common equity			$	1,181,776		$	1,159,898		$	1,160,058		$	1,155,054		$	1,138,935		$	1,170,897		$	1,131,189
Less:	Goodwill			(291,104	)		(291,104	)		(291,104	)		(291,104	)		(291,104	)		(291,104	)		(291,104	)
	Identifiable intangible assets			(15,976	)		(16,003	)		(16,835	)		(17,716	)		(18,596	)		(15,989	)		(19,038	)
Total average tangible common equity			$	874,696		$	852,791		$	852,119		$	846,234		$	829,235		$	863,804		$	821,047

PERIOD END BALANCES
Total shareholders' common equity			$	1,192,770		$	1,160,229		$	1,149,484		$	1,158,792		$	1,142,380
Less:	Goodwill			(291,104	)		(291,104	)		(291,104	)		(291,104	)		(291,104	)
	Identifiable intangible assets			(15,651	)		(15,532	)		(16,306	)		(17,181	)		(18,062	)
Total tangible common equity		(a)	$	886,015		$	853,593		$	842,074		$	850,507		$	833,214

TANGIBLE ASSETS
Total assets			$	9,698,451		$	9,514,462		$	9,553,902		$	9,416,905		$	9,244,545
Less:	Goodwill			(291,104	)		(291,104	)		(291,104	)		(291,104	)		(291,104	)
	Identifiable intangible assets			(15,651	)		(15,532	)		(16,306	)		(17,181	)		(18,062	)
Total tangible assets		(b)	$	9,391,696		$	9,207,826		$	9,246,492		$	9,108,620		$	8,935,379

Risk-weighted assets		(c)	$	6,556,690		$	6,536,056		$	6,672,174		$	6,653,479		$	6,658,897

NET INCOME ADJUSTED FOR INTANGIBLE AMORTIZATION
Net income available to common shareholders			$	31,602		$	24,013		$	25,160		$	25,860		$	26,161		$	55,615		$	49,616
Plus:	Intangible amortization net of tax			483			480			538			545			545			963			1,090
Net income adjusted for intangible amortization			$	32,085		$	24,493		$	25,698		$	26,405		$	26,706		$	56,578		$	50,706

Period end common shares outstanding		(d)		64,119,235			63,987,064			63,917,591			63,885,959			63,885,403

TANGIBLE COMMON EQUITY MEASUREMENTS
Return on average tangible common equity 1				14.71	%		11.65	%		11.96	%		12.38	%		12.92	%		13.21	%		12.45	%
Tangible common equity/tangible assets		(a)/(b)		9.43	%		9.27	%		9.11	%		9.34	%		9.32	%
Tangible common equity/risk-weighted assets		(a)/(c)		13.51	%		13.06	%		12.62	%		12.78	%		12.51	%
Tangible common book value		(a)/(d)*1,000	$	13.82		$	13.34		$	13.17		$	13.31		$	13.04

TIER 1 COMMON RISK-BASED CAPITAL
Total shareholders' equity			$	1,192,770		$	1,160,229		$	1,149,484		$	1,158,792		$	1,142,380
Eliminate qualifying AOCI				(3,674	)		11,623			11,426			(9,648	)		(5,404	)
Qualifying tier 1 capital				60,000			60,000			60,000			68,000			68,000
Disallowed goodwill				(291,104	)		(291,104	)		(291,104	)		(291,104	)		(291,104	)
Adj to goodwill allowed for deferred taxes				10,920			10,568			10,215			9,863			9,510
Other disallowed intangibles				(15,651	)		(15,532	)		(16,306	)		(17,181	)		(18,062	)
Disallowed servicing intangible				(5,011	)		(5,360	)		(5,115	)		(4,197	)		(4,304	)
Total tier 1 capital			$	948,250		$	930,424		$	918,600		$	914,525		$	901,016
Less:	Qualifying tier 1 capital			(60,000	)		(60,000	)		(60,000	)		(68,000	)		(68,000	)
Total tier 1 common capital		(e)	$	888,250		$	870,424		$	858,600		$	846,525		$	833,016

Tier 1 common risk-based capital ratio		(e)/(c)		13.55	%		13.32	%		12.87	%		12.72	%		12.51	%

1 Calculation = ((net income adjusted for intangible amortization/number of days in period)*number of days in year)/total average tangible common equity

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