PRIVATEBANCORP, INC - FORM 8-K - EX-99.1 - THIRD QUARTER 2011 EARNINGS RELEASE

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8-K - FORM 8-K - PRIVATEBANCORP, INC	d246690d8k.htm

Exhibit 99.1

LOGO

For further information:

Media Contact:

Amy Yuhn

312-564-1378

ayuhn@theprivatebank.com

Investor Relations Contact:

Tracy Kessner

312-564-1467

tkessner@theprivatebank.com

For Immediate Release

PrivateBancorp Reports Third Quarter 2011 Results

Net income of $0.14 per share; increased net revenue and operating profit

and continued asset quality improvement

CHICAGO, October 25, 2011 – PrivateBancorp, Inc. (NASDAQ: PVTB) today reported net income available to common shareholders of $10.0 million, or $0.14 per diluted share, for the third quarter 2011, compared to $4.5 million, or $0.06 per diluted share, for the third quarter 2010, and $5.5 million, or $0.08 per diluted share for the second quarter 2011. For the nine months ended September 30, 2011, the Company had net income available to common shareholders of $23.1 million, or $0.32 per diluted share, compared to a net loss of $20.6 million, or $0.29 loss per diluted share, for the nine months ended September 30, 2010.

“Our third quarter results reflected the continued success in attracting new middle market commercial clients and reshaping the composition of our loan portfolio,” said Larry D. Richman, President and Chief Executive Officer, PrivateBancorp, Inc. “We continue to make progress improving asset quality. We disposed of $115 million of problem assets this quarter and we are seeing improved performance in the portfolio as evidenced by the 20 percent reduction in special mention and potential problem loans. While total loans outstanding were relatively flat, commercial loans grew by 3 percent and we funded over $500 million in loans to new relationships in the third quarter and more than $950 million year-to-date. We are pleased with our net interest margin this quarter in the face of a very competitive commercial lending environment.”

Third Quarter Results

•

Net revenue was $129.4 million, up 5 percent from the second quarter 2011, and operating profit was $54.4 million, up 15 percent from the second quarter 2011. Net interest margin increased from the prior quarter to 3.49 percent for the third quarter 2011.

•

Non-interest income increased 28 percent from the prior quarter to $27.6 million for the quarter ended September 30, 2011. Excluding net securities gains of $4.4 million for the third quarter 2011 and $670,000 for the second quarter 2011, non-interest income increased 11 percent from last quarter primarily due to strength in capital markets and mortgage banking activity.

•

As the Company continues to reposition the loan portfolio, commercial and industrial loans have grown 11 percent to 59 percent of the total loan portfolio at September 30, 2011, compared to 52 percent of the portfolio a year ago. Commercial real estate and construction loans were 33 percent of the total loan portfolio at September 30, 2011, compared to 39 percent of the portfolio a year ago.

•

Special mention and potential problem loans decreased 20 percent from June 30, 2011 and non-performing loans declined 8 percent from the prior quarter to $304.7 million.

•

Non-performing assets at quarter-end decreased 7 percent from last quarter to $421.1 million reflecting ongoing progress in resolution activity. Other real estate owned (OREO) declined 6 percent from the prior quarter. Disposition activity for the quarter included $83.8 million in problem loans and $30.8 million in OREO.

Operating Performance

Net revenue and operating profit results for the third quarter 2011 were favorably impacted by an increase in non-interest income of 18 percent from the third quarter 2010 and 28 percent from the second quarter 2011. Net revenue was $129.4 million for the third quarter 2011, an increase from $123.2 million in the third quarter 2010 and $122.8 million in the second quarter 2011. Operating profit was $54.4 million in the third quarter 2011, compared to $55.1 million in the third quarter 2010 and $47.1 million in the second quarter 2011. Non-interest income included $4.4 million of net securities gains for the third quarter 2011, compared to $3.0 million net securities gains for the third quarter 2010 and $670,000 net securities gains for the second quarter 2011.

Net interest income was $101.1 million for the third quarter 2011, up from $99.0 million for the third quarter 2010 and $100.5 million in the second quarter 2011. Net interest margin was 3.49 percent for the third quarter 2011, compared to 3.28 percent in the third quarter 2010 and 3.36 percent in the second quarter 2011. The third quarter 2011 net interest margin benefited from an improved loan mix as higher-yielding commercial and industrial loans replaced commercial real estate exposure and non-performing loan balances. Additionally net interest margin benefited from an increase in short-term LIBOR during the quarter. A portion of the net interest margin improvement, approximately 7 basis points, was due to one-time items recorded through interest income during the quarter related to two transactions. Deposits continued to reprice downward during the quarter, though at a slowing pace, and the Company increased non-interest bearing demand accounts.

Non-interest income was $27.6 million in the third quarter 2011, compared to $23.4 million in the third quarter 2010 and $21.6 million in the second quarter 2011. Treasury management income

increased 14 percent from the third quarter 2010 and 3 percent from the second quarter 2011, reflecting ongoing cross-sell into our new and existing commercial client base. Trust and investment fee income was up 3 percent from third quarter 2010 and was down 6 percent compared to the second quarter 2011. The third quarter 2011 trust and investment income was affected by market conditions at the end of the quarter impacting fees earned on assets under management and administration. Seasonal tax and one-time fees occurring in the second quarter 2011 also led to the decline in trust and investment income compared to last quarter. Increased client demand, in part due to loan origination activity, drove capital markets revenue to increase to $5.5 million from $3.1 million in the third quarter 2010 and $3.9 million in the second quarter 2011. The credit valuation adjustment included in capital markets revenue was a negative $1.2 million in the third quarter 2011, compared to a negative $830,000 adjustment in the third quarter 2010 and a negative $573,000 adjustment in the second quarter 2011.

Mortgage banking income was $1.6 million for the third quarter 2011, compared to $2.8 million for the third quarter 2010 and $704,000 for the second quarter 2011. Declining mortgage interest rates led to increased refinancing activity in the second half of the third quarter 2011.

Expenses

Non-interest expense was $75.0 million in the third quarter 2011, compared to $68.1 million in the third quarter 2010 and $75.7 million in the second quarter 2011. Loan and collection costs and net foreclosed property expense continue to be heavily impacted by our work-out activity and the level of non-performing assets and will continue to have some variability as problem credits move through the work-out process. Third quarter salary and employee benefits expense was flat compared to the prior quarter but was up compared to a year ago primarily due to lower incentive compensation accruals in the third quarter 2010.

The efficiency ratio was 58.0 percent in the third quarter 2011, compared to 55.3 percent in the third quarter 2010, and 61.6 percent in the second quarter 2011.

Credit Quality

Consistent with the Company’s expectations, problem assets continued to decline during the quarter. Continued problem loan disposition activity and ongoing workout efforts drove the reduction in special mention and potential problem loans, down 20 percent compared to last quarter and 51 percent compared to a year ago. The Company expects these efforts to lead to further asset quality improvement. Non-performing loans reduced 8 percent and OREO reduced 6 percent from last quarter. The amount of non-performing loan inflows composed of primarily potential problem loans moving through the workout process were $68.3 million, compared to inflows averaging over $100.0 million for the last four quarters. Non-performing loan inflows have moderated as expected with the reduction of potential problem loans. During the quarter, the Company continued to execute a value driven approach to problem asset disposition and disposed of $83.8 million in problem loans and $30.8 million in OREO at a net incremental charge of 18 percent. During the past three quarters the Company disposed of approximately $300 million in problem assets with a net incremental charge of 14 percent.

The third quarter 2011 provision for loan losses was $32.3 million, excluding covered loan provision, compared to $40.0 million in the third quarter 2010 and $31.7 million in the second quarter 2011. At September 30, 2011, the allowance for loan losses was $200.0 million, or 2.31 percent of total loans, compared to $223.4 million, or 2.48 percent of total loans, at September 30, 2010, and $206.3 million, or 2.38 percent of total loans, at June 30, 2011. The Company’s reserve coverage continues to decline in alignment with improved asset quality in the portfolio. The allowance for loan losses as a percentage of non-performing loans was 66 percent at September 30, 2011, compared to 60 percent at September 30, 2010, and 62 percent at June 30, 2011.

Net charge-offs were $38.6 million for the quarter ended September 30, 2011, compared to $49.1 million for the third quarter 2010 and $43.7 million for the second quarter 2011. Net charge-offs remain at an elevated level primarily due to ongoing loan sale and disposition activity.

Non-performing assets reduced to $421.1 million at September 30, 2011, compared to $462.1 million at September 30, 2010, and $454.4 million at June 30, 2011. Non-performing assets to total assets were 3.50 percent at September 30, 2011, compared to 3.67 percent at September 30, 2010, and 3.75 percent at June 30, 2011. Non-performing loans were $304.7 million at quarter-end, down from $371.2 million at the end of third quarter 2010, and $330.4 million at the end of the second quarter 2011. OREO totaled $116.4 million at September 30, 2011, compared to $90.9 million at September 30, 2010, and $124.0 million at June 30, 2011.

Restructured loans accruing interest were $106.3 million at the end of third quarter 2011, compared to $53.4 million at the end of the third quarter 2010 and $124.6 million at the end of second quarter 2011. The reduction this quarter in restructured loans accruing interest was due primarily to a large transaction that was repaid. The Company utilizes loan restructuring as a way to maximize economic recovery.

Credit quality results exclude $319.0 million in covered assets as of the end of the third quarter, referring to certain assets acquired through an FDIC-assisted transaction that are subject to a loss-sharing agreement, compared to $419.9 million in the third quarter 2010 and $346.5 million in the second quarter 2011.

Balance Sheet

The Company continued to reshape the loan portfolio and focus on its commercial middle market expertise growing commercial and industrial loans to 59 percent of the total portfolio and reducing commercial real estate and construction loans to 33 percent of the total loan portfolio. Commercial and industrial loans were $5.2 billion at September 30, 2011, an increase of 11 percent from a year ago and an increase of 3 percent from the prior quarter. Total loans were $8.7 billion at quarter-end, compared to $9.0 billion at September 30, 2010 and $8.7 billion at June 30, 2011. Over $500 million in new relationships were funded this quarter. However, total loans were relatively flat due to the low demand environment, strategic reshaping of the loan portfolio and ongoing workout efforts.

Total assets were $12.0 billion at September 30, 2011, compared to $12.6 billion at September 30, 2010, and $12.1 billion at June 30, 2011. Total deposits were $10.1 billion at September 30, 2011, compared to $10.5 billion at September 30, 2010, and $10.2 billion at June 30, 2011. Total deposits have declined predominantly from a reduction of brokered deposits. Client deposits were $10.0 billion at the end of the third quarter 2011, compared to $10.1 billion at the end of third quarter 2010, and up from $9.8 billion at June 30, 2011. Non-interest bearing deposits at September 30, 2011 were 28 percent of total deposits, an increase from 20 percent a year ago.

The Company’s investment securities portfolio was $2.2 billion at September 30, 2011, compared to $2.1 billion at September 30, 2010, and $2.1 billion at June 30, 2011. Net unrealized gains were $74.2 million, compared to $78.7 million at the end of the third quarter 2010 and $52.7 million at the end of the second quarter 2011. The securities portfolio is primarily composed of U.S. government agency backed mortgage pools, agency collateralized mortgage obligations, and investment grade municipal bonds.

Capital

As of September 30, 2011, the Company’s total risk-based capital ratio was 14.89 percent, the Tier 1 risk-based capital ratio was 12.95 percent, and the leverage ratio was 11.48 percent. Tier 1 common capital ratio was 8.38 percent and tangible common equity ratio was 7.86 percent at the end of the third quarter 2011.

Quarterly Conference Call and Webcast Presentation

PrivateBancorp will host a conference call on Tuesday, October 25, 2011, at 10 a.m. CT. The call may be accessed by telephone at (888) 782-9127 (U.S. and Canada) or (706) 634-5643 (International) and entering passcode #11922253. A live webcast of the call can be accessed on the Company website at www.theprivatebank.com by visiting the Investor Relations tab under the About Us section. A rebroadcast will be available beginning approximately two hours after the call until midnight on October 27, 2011, by calling (855) 859-2056 (U.S. and Canada) or (404) 537-3406 (International) and entering passcode #11922253.

About PrivateBancorp, Inc.

PrivateBancorp, Inc., through its subsidiaries, delivers customized business and personal financial services to middle-market companies, as well as business owners, executives, entrepreneurs and families in all of the markets and communities we serve. As of September 30, 2011, the Company had 34 offices in 10 states and $12.0 billion in assets. The Company website is www.theprivatebank.com.

Forward-Looking Statements

Statements contained in this press release that are not historical facts may constitute forward-looking statements within the meaning of federal securities laws. Our ability to predict results or the actual effects of future plans, strategies or events is inherently uncertain. Factors which could cause actual results to differ from those reflected in forward-looking statements include, but are not limited to: unforeseen credit quality problems or deterioration in asset quality that could result in charge-offs greater than we have anticipated in our allowance for loan losses; adverse developments impacting one or more large credits; the extent of further deterioration in real estate values in our market areas, particularly in the Chicago area; difficulties in resolving problem credits or slower than anticipated dispositions of OREO which may result in increased losses or higher credit costs; continued uncertainty regarding U.S. and global economic recovery and economic outlook, and ongoing volatility in market conditions, that may impact credit quality or prolong weakness in demand for loans or other banking products and services; weakness in the commercial and industrial sector; unanticipated withdrawals of significant client deposits; lack of sufficient or cost-effective sources of liquidity or funding; the terms and availability of capital when and to the extent necessary or required to repay TARP or otherwise; loss of key personnel or an inability to recruit and retain appropriate talent; potential for significant charges if our deferred tax or goodwill assets suffer impairment; unanticipated changes in interest rates or significant tightening of credit spreads; competitive pricing pressures; uncertainty regarding implications of the Dodd-Frank Act and the rules and regulations to be adopted in connection with implementation of the legislation, including evolving regulatory capital standards; other legislative, regulatory or accounting changes affecting financial services companies and/or the products and services offered by financial services companies; uncertainties related to potential costs associated with pending litigation; or failures or disruptions to our data processing or other information or operational systems. These factors should be considered in evaluating forward-looking statements and undue reliance should not be placed on our forward-looking statements. Forward-looking statements speak only as of the date they are made, and the Company assumes no obligation to update publicly any of these statements in light of future events unless required under the federal securities laws.

Non-GAAP Measures

This press release contains both financial measures based on accounting principles generally accepted in the United States (GAAP) and non-GAAP based financial measures. The Company believes that these non-GAAP financial measures provide information useful to investors in understanding the underlying operational performance of the Company, its business, and performance trends and facilitates comparisons with the performance of others in the banking industry. If non-GAAP financial measures are used, the comparable GAAP financial measure, as well as the reconcilement to the comparable GAAP financial measure, can be found in this press release. These disclosures should not be viewed as a substitute for operating results determined in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other companies.

Editor’s Note: Financial highlights attached.

Consolidated Income Statements

Unaudited

(Amounts in thousands except per share data)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2011		2010		2011		2010
Interest Income
Loans, including fees	$	102,174	$	105,608	$	310,212	$	329,509
Federal funds sold and other short-term investments		231		376		966		1,584
Securities:
Taxable		15,196		16,996		46,154		48,863
Exempt from Federal income taxes		1,293		1,661		4,166		5,131

Total interest income		118,894		124,641		361,498		385,087

Interest Expense
Interest-bearing demand deposits		625		675		1,854		2,446
Savings deposits and money market accounts		5,356		8,512		18,100		26,994
Brokered and time deposits		5,895		8,130		19,115		29,091
Short-term borrowings		466		1,297		1,859		4,126
Long-term debt		5,463		7,068		16,425		21,820

Total interest expense		17,805		25,682		57,353		84,477

Net interest income		101,089		98,959		304,145		300,610
Provision for loan and covered loan losses		32,615		41,435		101,286		159,375

Net interest income after provision for loan and covered loan losses		68,474		57,524		202,859		141,235

Non-interest Income
Trust and investments		4,452		4,306		13,834		13,566
Mortgage banking		1,565		2,790		3,671		6,708
Capital markets products		5,510		3,104		13,870		7,495
Treasury management		5,016		4,406		14,640		12,295
Loan and credit-related fees		5,413		4,236		16,601		11,817
Other income, service charges, and fees		1,309		1,489		4,831		3,627
Net securities gains (losses)		4,370		3,029		5,407		2,873

Total non-interest income		27,635		23,360		72,854		58,381

Non-interest Expense
Salaries and employee benefits		38,841		34,412		116,034		111,286
Net occupancy expense		7,515		7,508		22,592		22,550
Technology and related costs		2,856		2,310		8,246		7,777
Marketing		2,218		2,039		6,661		6,504
Professional services		2,434		2,708		7,080		9,911
Outsourced servicing costs		1,918		2,038		5,924		5,857
Net foreclosed property expenses		7,129		3,075		20,920		8,164
Postage, telephone, and delivery		944		779		2,763		2,610
Insurance		5,393		7,113		17,825		18,186
Loan and collection expense		2,931		3,405		9,731		10,594
Other expenses		2,855		2,690		8,271		14,011

Total non-interest expense		75,034		68,077		226,047		217,450

Income (loss) before income taxes		21,075		12,807		49,666		(17,834	)
Income tax provision (benefit)		7,593		4,786		16,192		(7,656	)

Net income (loss)		13,482		8,021		33,474		(10,178	)
Net income (loss) attributable to noncontrolling interests		33		71		163		217

Net income (loss) attributable to controlling interests		13,449		7,950		33,311		(10,395	)
Preferred stock dividends and discount accretion		3,426		3,405		10,260		10,198

Net income (loss) available to common stockholders	$	10,023	$	4,545	$	23,051	$	(20,593	)

Per Common Share Data
Basic	$	0.14	$	0.06	$	0.32	$	(0.29	)
Diluted	$	0.14	$	0.06	$	0.32	$	(0.29	)
Common dividends per share	$	0.01	$	0.01	$	0.03	$	0.03
Weighted-average shares outstanding		70,479		70,067		70,418		69,999
Weighted-average diluted shares outstanding		70,621		70,097		70,682		69,999

Note 1: Due to the net loss available to common stockholders reported for the nine months ended September 30, 2010, all potentially dilutive common stock equivalents were excluded from the diluted net loss per share computation as their inclusion would have been antidilutive.

Note 2: Certain reclassifications have been made to prior period financial statements to place them on a basis comparable with the current period financial statements.

Quarterly Consolidated Income Statements

Unaudited

(Amounts in thousands except per share data)


	3Q11		2Q11		1Q11		4Q10		3Q10
Interest Income
Loans, including fees	$	102,174	$	102,391	$	105,647	$	105,375	$	105,608
Federal funds sold and other short-term investments		231		399		336		366		376
Securities:
Taxable		15,196		15,568		15,390		15,453		16,996
Exempt from Federal income taxes		1,293		1,387		1,486		1,644		1,661

Total interest income		118,894		119,745		122,859		122,838		124,641

Interest Expense
Interest-bearing demand deposits		625		587		642		702		675
Savings deposits and money market accounts		5,356		6,082		6,662		7,437		8,512
Brokered and time deposits		5,895		6,528		6,692		7,367		8,130
Short-term borrowings		466		566		827		962		1,297
Long-term debt		5,463		5,479		5,483		6,023		7,068

Total interest expense		17,805		19,242		20,306		22,491		25,682

Net interest income		101,089		100,503		102,553		100,347		98,959
Provision for loan and covered loan losses		32,615		31,093		37,578		35,166		41,435

Net interest income after provision for loan and covered loan losses		68,474		69,410		64,975		65,181		57,524

Non-interest Income
Trust and investments		4,452		4,720		4,662		4,574		4,306
Mortgage banking		1,565		704		1,402		3,479		2,790
Capital markets products		5,510		3,871		4,489		6,791		3,104
Treasury management		5,016		4,873		4,751		4,625		4,406
Loan and credit-related fees		5,413		5,290		5,898		4,710		4,236
Other income, service charges, and fees		1,309		1,464		2,058		1,377		1,489
Net securities gains (losses)		4,370		670		367		9,309		3,029

Total non-interest income		27,635		21,592		23,627		34,865		23,360

Non-interest Expense
Salaries and employee benefits		38,841		38,636		38,557		38,577		34,412
Net occupancy expense		7,515		7,545		7,532		7,385		7,508
Technology and related costs		2,856		2,729		2,661		2,447		2,310
Marketing		2,218		2,500		1,943		1,997		2,039
Professional services		2,434		2,312		2,334		3,020		2,708
Outsourced servicing costs		1,918		1,852		2,154		1,950		2,038
Net foreclosed property expenses		7,129		7,485		6,306		7,028		3,075
Postage, telephone, and delivery		944		931		888		1,049		779
Insurance		5,393		5,092		7,340		8,348		7,113
Loan and collection expense		2,931		4,247		2,553		4,029		3,405
Other expenses		2,855		2,335		3,081		6,318		2,690

Total non-interest expense		75,034		75,664		75,349		82,148		68,077

Income (loss) before income taxes		21,075		15,338		13,253		17,898		12,807
Income tax provision (benefit)		7,593		6,320		2,279		5,919		4,786

Net income (loss)		13,482		9,018		10,974		11,979		8,021
Net income (loss) attributable to noncontrolling interests		33		58		72		67		71

Net income (loss) attributable to controlling interests		13,449		8,960		10,902		11,912		7,950
Preferred stock dividends and discount accretion		3,426		3,419		3,415		3,409		3,405

Net income (loss) available to common stockholders	$	10,023	$	5,541	$	7,487	$	8,503	$	4,545

Per Common Share Data
Basic	$	0.14	$	0.08	$	0.10	$	0.12	$	0.06
Diluted	$	0.14	$	0.08	$	0.10	$	0.12	$	0.06
Common dividends per share	$	0.01	$	0.01	$	0.01	$	0.01	$	0.01
Weighted-average shares outstanding		70,479		70,428		70,347		70,098		70,067
Weighted-average diluted shares outstanding		70,621		70,663		70,396		70,135		70,097

Note 1: Certain reclassifications have been made to prior period financial statements to place them on a basis comparable with the current period financial statements.

Consolidated Balance Sheets

(Dollars in thousands)


	09/30/11			06/30/11			03/31/11			12/31/10			09/30/10
	unaudited			unaudited			unaudited			audited			unaudited
Assets
Cash and due from banks	$	171,268		$	160,289		$	181,738		$	112,772		$	144,298
Fed funds sold and other short-term investments		248,559			457,422			621,206			541,316			532,637
Loans held for sale		24,126			13,503			22,611			30,758			44,271
Securities available-for-sale, at fair value		1,872,587			2,057,290			1,892,304			1,881,786			2,033,527
Securities held-to-maturity, at amortized cost		273,200			—			—			—			—
Non-marketable equity investments		43,894			20,406			23,490			23,537			25,587
Loans - excluding covered assets, net of unearned fees		8,674,955			8,672,642			9,037,067			9,114,357			8,992,129
Allowance for loan losses		(200,041	)		(206,286	)		(218,237	)		(222,821	)		(223,392	)

Loans, net of allowance for loan losses and unearned fees		8,474,914			8,466,356			8,818,830			8,891,536			8,768,737

Covered assets		318,973			346,452			364,372			397,210			419,865
Allowance for covered loan losses		(16,689	)		(16,904	)		(19,738	)		(15,334	)		(12,174	)

Covered assets, net of allowance for covered loan losses		302,284			329,548			344,634			381,876			407,691

Other real estate owned		116,364			123,997			93,770			88,728			90,944
Premises, furniture, and equipment, net		39,069			38,171			39,019			40,975			42,347
Accrued interest receivable		32,686			32,128			33,960			33,854			34,697
Investment in bank owned life insurance		50,565			50,183			49,799			49,408			48,950
Goodwill		94,584			94,596			94,609			94,621			94,633
Other intangible assets		15,715			16,089			16,464			16,840			17,242
Capital markets derivative assets		111,248			93,453			87,273			100,250			128,891
Other assets		148,798			161,946			177,735			177,364			169,513

Total assets	$	12,019,861		$	12,115,377		$	12,497,442		$	12,465,621		$	12,583,965

Liabilities
Demand deposits:
Non-interest-bearing	$	2,832,481		$	2,527,230		$	2,438,709		$	2,253,661		$	2,173,419
Interest-bearing		611,293			531,107			540,215			616,761			614,049
Savings deposits and money market accounts		4,392,697			4,497,297			4,831,253			4,821,823			5,039,970
Brokered deposits		902,002			1,342,422			1,467,196			1,450,827			1,241,366
Time deposits		1,370,190			1,336,212			1,348,603			1,392,357			1,461,668

Total deposits		10,108,663			10,234,268			10,625,976			10,535,429			10,530,472
Short-term borrowings		59,154			63,311			88,468			118,561			179,651
Long-term debt		379,793			409,793			409,793			414,793			439,566
Accrued interest payable		5,841			5,767			5,529			5,968			7,603
Capital markets derivative liabilities		113,968			95,043			88,351			102,018			132,594
Other liabilities		66,266			46,547			41,193			60,942			48,940

Total liabilities		10,733,685			10,854,729			11,259,310			11,237,711			11,338,826

Equity
Preferred stock		240,020			239,642			239,270			238,903			238,542
Common stock		71,220			71,155			71,036			70,972			70,657
Treasury stock		(20,680	)		(20,615	)		(20,312	)		(20,054	)		(19,023	)
Additional paid-in capital		965,640			963,156			959,135			954,977			950,721
Accumulated deficit		(16,075	)		(25,388	)		(30,223	)		(36,999	)		(44,784	)
Accumulated other comprehensive income, net of tax		46,051			32,535			19,121			20,078			48,776

Total stockholders’ equity		1,286,176			1,260,485			1,238,027			1,227,877			1,244,889

Noncontrolling interests		—			163			105			33			250

Total equity		1,286,176			1,260,648			1,238,132			1,227,910			1,245,139

Total liabilities and equity	$	12,019,861		$	12,115,377		$	12,497,442		$	12,465,621		$	12,583,965

Selected Financial Data

Unaudited

(Amounts in thousands except per share data)


	3Q11			2Q11			1Q11			4Q10			3Q10
Selected Statement of Income Data:
Net interest income	$	101,089		$	100,503		$	102,553		$	100,347		$	98,959
Net revenue ^{(1) (2)}	$	129,404		$	122,811		$	126,970		$	136,088		$	123,210
Operating profit ^{(1) (2)}	$	54,370		$	47,147		$	51,621		$	53,940		$	55,133
Provision for loan and covered loan losses	$	32,615		$	31,093		$	37,578		$	35,166		$	41,435
Income (loss) before taxes	$	21,075		$	15,338		$	13,253		$	17,898		$	12,807
Net income (loss) available to common stockholders	$	10,023		$	5,541		$	7,487		$	8,503		$	4,545

Per Common Share Data:
Basic earnings (loss) per share	$	0.14		$	0.08		$	0.10		$	0.12		$	0.06
Diluted earnings (loss) per share	$	0.14		$	0.08		$	0.10		$	0.12		$	0.06
Dividends	$	0.01		$	0.01		$	0.01		$	0.01		$	0.01
Book value (period end) ⁽¹⁾	$	14.57		$	14.22		$	13.98		$	13.87		$	14.10
Tangible book value (period end) ^{(1) (2)}	$	13.04		$	12.68		$	12.43		$	12.30		$	12.53
Market value (close)	$	7.52		$	13.80		$	15.29		$	14.38		$	11.39
Book value multiple		0.52	x		0.97	x		1.09	x		1.04	x		0.81	x

Share Data:
Weighted average common shares outstanding		70,479			70,428			70,347			70,098			70,067
Diluted average common shares outstanding		70,621			70,663			70,396			70,135			70,097
Common shares issued (at period end)		72,491			72,497			72,096			71,979			71,964
Common shares outstanding (at period end)		71,789			71,808			71,428			71,327			71,386

Performance Ratios:
Return on average assets		0.44	%		0.29	%		0.35	%		0.38	%		0.25	%
Return on average common equity		3.80	%		2.18	%		3.03	%		3.31	%		1.77	%
Net interest margin ^{(1) (2)}		3.49	%		3.36	%		3.46	%		3.33	%		3.28	%
Covered asset accretion contribution to net interest margin		0.03	%		0.03	%		0.05	%		0.05	%		0.03	%
Net interest margin, excluding impact of covered asset accretion		3.46	%		3.33	%		3.41	%		3.28	%		3.25	%
Fee revenue as a percent of total revenue ⁽¹⁾		18.71	%		17.23	%		18.49	%		20.30	%		17.04	%
Non-interest income to average assets		0.91	%		0.69	%		0.77	%		1.11	%		0.74	%
Non-interest expense to average assets		2.46	%		2.43	%		2.44	%		2.61	%		2.16	%
Net overhead ratio ⁽¹⁾		1.56	%		1.74	%		1.68	%		1.50	%		1.42	%
Efficiency ratio^{(1) (2)}		57.98	%		61.61	%		59.34	%		60.36	%		55.25	%

Selected Information:
Assets under management and administration ⁽¹⁾	$	4,161,614		$	4,395,516		$	4,313,843		$	4,271,602		$	4,023,821
Credit valuation adjustment on capital markets derivatives⁽¹⁾	$	(1,207	)	$	(573	)	$	817		$	1,826		$	(830	)

Balance Sheet Ratios:
Loans to Deposits (period end)⁽³⁾		85.82	%		84.74	%		85.05	%		86.51	%		85.39	%
Average interest-earning assets to average interest-bearing liabilities		145.30	%		139.77	%		134.88	%		134.76	%		133.96	%

Capital Ratios (period end):
Total risk-based capital ⁽¹⁾		14.89	%		15.12	%		14.55	%		14.18	%		14.40	%
Tier 1 risk-based capital ⁽¹⁾		12.95	%		12.95	%		12.41	%		12.06	%		12.25	%
Leverage⁽¹⁾		11.48	%		11.00	%		10.91	%		10.78	%		10.71	%
Tier 1 common capital ^{(1) (2)}		8.38	%		8.34	%		7.97	%		7.69	%		7.79	%
Tangible common equity to tangible assets ^{(1) (2)}		7.86	%		7.58	%		7.17	%		7.10	%		7.17	%
Total equity to total assets		10.70	%		10.41	%		9.91	%		9.85	%		9.89	%

(1)	Refer to Glossary of Terms for definition.

(2)

This is a non-U.S. GAAP measure, refer to Non-U.S. GAAP Measures for a reconciliation from non-U.S. GAAP to U.S. GAAP.

(3)

Excludes covered assets. Refer to Glossary of Terms for definition.

Loan Composition (excluding covered assets⁽¹⁾)

(Dollars in thousands)


			% of					% of					% of					% of					% of
	09/30/11		Total			06/30/11		Total			03/31/11		Total			12/31/10		Total			09/30/10		Total
	unaudited					unaudited					unaudited					audited					unaudited
Commercial and industrial	$	4,071,840		47	%	$	3,993,619		46	%	$	4,079,874		45	%	$	4,015,257		44	%	$	3,850,498		43	%
Commercial - owner-occupied CRE		1,084,212		12	%		988,540		11	%		990,342		11	%		897,620		10	%		774,678		9	%

Total commercial		5,156,052		59	%		4,982,159		57	%		5,070,216		56	%		4,912,877		54	%		4,625,176		52	%

Commercial real estate		2,054,925		24	%		2,191,127		25	%		2,289,259		25	%		2,400,923		26	%		2,534,600		28	%
Commercial real estate - multi-family		421,045		5	%		397,291		5	%		451,685		5	%		457,246		5	%		471,989		5	%

Total commercial real estate		2,475,970		29	%		2,588,418		30	%		2,740,944		30	%		2,858,169		31	%		3,006,589		33	%

Construction		315,858		4	%		366,061		4	%		464,253		5	%		530,733		6	%		556,960		6	%
Residential real estate		307,705		3	%		301,250		4	%		314,082		4	%		319,146		4	%		324,434		4	%
Home equity		186,914		2	%		190,691		2	%		188,900		2	%		197,179		2	%		197,977		2	%
Personal		232,456		3	%		244,063		3	%		258,672		3	%		296,253		3	%		280,993		3	%

Total loans	$	8,674,955		100	%	$	8,672,642		100	%	$	9,037,067		100	%	$	9,114,357		100	%	$	8,992,129		100	%

LOGO

Commercial Real Estate and Construction Loans Portfolio by Collateral Type

Unaudited


	09/30/11								06/30/11								12/31/10
			% of			%					% of			%					% of
	Amount		Total			Nonperforming			Amount		Total			Nonperforming			Amount		Total
Commercial Real Estate Portfolio
Land	$	239,778		10	%		9	%	$	247,580		10	%		11	%	$	311,464		11	%
Residential 1-4 family		116,007		5	%		23	%		126,554		5	%		31	%		139,689		5	%
Multi-family		421,045		17	%		1	%		397,291		15	%		4	%		457,246		16	%
Industrial/warehouse		340,968		14	%		6	%		351,836		14	%		6	%		391,694		14	%
Office		515,442		21	%		2	%		509,758		20	%		2	%		531,193		18	%
Retail		395,001		16	%		11	%		427,397		16	%		12	%		450,135		16	%
Health care		87,377		3	%		0	%		79,651		3	%		0	%		114,545		4	%
Mixed use/other		360,352		14	%		10	%		448,351		17	%		4	%		462,203		16	%

Total commercial real estate	$	2,475,970		100	%		6	%	$	2,588,418		100	%		7	%	$	2,858,169		100	%

Construction Portfolio
Land	$	51,394		16	%		1	%	$	48,035		13	%		12	%	$	46,036		9	%
Residential 1-4 family		24,812		8	%		27	%		27,475		8	%		28	%		30,698		6	%
Multi-family		50,064		16	%		0	%		59,825		16	%		2	%		77,685		15	%
Industrial/warehouse		26,488		8	%		0	%		26,322		7	%		3	%		34,703		7	%
Office		41,253		13	%		1	%		55,544		15	%		3	%		92,369		17	%
Retail		60,035		19	%		26	%		64,985		18	%		20	%		92,268		17	%
Mixed use/other		61,812		20	%		11	%		83,875		23	%		8	%		156,974		29	%

Total construction	$	315,858		100	%		9	%	$	366,061		100	%		10	%	$	530,733		100	%

(1)	Refer to Glossary of Terms for definition.

*	- Less than 1%.

Asset Quality (excluding covered assets⁽¹⁾)

Unaudited

(Dollars in thousands)


	3Q11			2Q11			1Q11			4Q10			3Q10
Credit Quality Key Ratios
Net charge-offs (annualized) to average loans		1.76	%		1.95	%		1.83	%		1.54	%		2.17	%
Nonperforming loans to total loans		3.51	%		3.81	%		3.95	%		4.01	%		4.13	%
Nonperforming loans to total assets		2.54	%		2.73	%		2.86	%		2.94	%		2.95	%
Nonperforming assets to total assets		3.50	%		3.75	%		3.61	%		3.65	%		3.67	%
Allowance for loan losses to:
total loans		2.31	%		2.38	%		2.41	%		2.44	%		2.48	%
nonperforming loans		66	%		62	%		61	%		61	%		60	%

Nonperforming assets
Loans past due 90 days and accruing	$	—		$	—		$	—		$	—		$	—
Nonaccrual loans		304,747			330,448			356,932			365,880			371,156
OREO		116,364			123,997			93,770			88,728			90,944

Total nonperforming assets	$	421,111		$	454,445		$	450,702		$	454,608		$	462,100

Restructured loans accruing interest	$	106,330		$	124,614		$	100,895		$	87,576		$	53,397

Special mention loans	$	218,561		$	227,413		$	275,519		$	398,834		$	558,757
Potential problem loans	$	277,125		$	392,019		$	518,144		$	507,590		$	448,766
Nonperforming Loans Rollforward
Beginning balance	$	330,448		$	356,932		$	365,880		$	371,156		$	370,179
Additions:
New nonaccrual loans		68,298			110,438			95,275			108,526			123,557
Reductions:
Return to performing status		(1,608	)		(2,781	)		(11,059	)		(6,564	)		(5,969	)
Paydowns and payoffs, net of advances		(13,166	)		(7,941	)		(16,301	)		(18,852	)		(18,208	)
Net sales		(20,432	)		(38,129	)		(11,288	)		(10,595	)		(3,200	)
Transfer to OREO		(24,373	)		(49,667	)		(23,655	)		(39,795	)		(44,979	)
Charge-offs, net		(34,420	)		(38,404	)		(41,920	)		(37,996	)		(50,224	)

Total reductions		(93,999	)		(136,922	)		(104,223	)		(113,802	)		(122,580	)

Balance at end of period	$	304,747		$	330,448		$	356,932		$	365,880		$	371,156

OREO Rollforward
Beginning balance	$	123,997		$	93,770		$	88,728		$	90,944		$	68,693
New foreclosed property		24,373			49,667			23,661			40,178			44,979
Valuation adjustments		(1,175	)		(5,483	)		(4,762	)		(1,994	)		(1,385	)
Disposals:
Sales proceeds		(25,921	)		(13,615	)		(12,277	)		(40,076	)		(20,277	)
Net (loss) gain on sale		(4,910	)		(342	)		(1,580	)		(324	)		(1,066	)

Balance at end of period	$	116,364		$	123,997		$	93,770		$	88,728		$	90,944

Restructured Loans Accruing Interest Rollforward
Beginning balance	$	124,614		$	100,895		$	87,576		$	53,397		$	4,030
Additions:
New restructured loans accruing interest		8,592			54,663			19,328			45,582			49,404
Return to performing status		1,029			—			—			—			—
Reductions:
Paydowns and payoffs, net of advances		(20,545	)		(7,915	)		(1,535	)		1,034			(37	)
Move to nonperforming loans		(4,716	)		(9,930	)		(4,474	)		(12,437	)		—
Net sales		(2,260	)		(9,600	)		—			—			—
Charge-offs, net		(44	)		(3,499	)		—			—			—
Removal of restructured loan status		(340	)		—			—			—			—

Balance at end of period	$	106,330		$	124,614		$	100,895		$	87,576		$	53,397

(1)

Refer to Glossary of Terms for definition.

Asset Quality (excluding covered assets⁽¹⁾)

Unaudited

(Dollars in thousands)


Credit Quality Indicators ⁽¹⁾
	Special Mention		% of Loan Type			Potential Problem Loans		% of Loan Type			Non- Performing Loans		% of Loan Type			Total Loans
As of September 30, 2011
Transformational ⁽¹⁾
Commercial	$	44,086		0.9	%	$	102,460		2.2	%	$	52,865		1.1	%	$	4,659,930
Commercial real estate		53,069		4.1	%		38,808		3.0	%		36,316		2.8	%		1,281,591
Construction		10,129		4.8	%		9,283		4.4	%		12,579		6.0	%		210,904
Residential real estate		—		—			8,212		6.7	%		403		0.3	%		121,913
Home equity		—		—			424		1.0	%		—		—			43,965
Personal		3,934		3.1	%		810		0.6	%		346		0.3	%		127,483

Total transformational	$	111,218		1.7	%	$	159,997		2.5	%	$	102,509		1.6	%	$	6,445,786

Legacy ⁽¹⁾
Commercial	$	10,718		2.2	%	$	25,558		5.2	%	$	15,824		3.2	%	$	496,122
Commercial real estate		88,396		7.4	%		70,111		5.9	%		124,472		10.4	%		1,194,379
Construction		—		—			342		0.3	%		17,418		16.6	%		104,954
Residential real estate		5,427		2.9	%		12,163		6.5	%		17,604		9.5	%		185,792
Home equity		1,595		1.1	%		8,145		5.7	%		13,440		9.4	%		142,949
Personal		1,207		1.1	%		809		0.8	%		13,480		12.8	%		104,973

Total legacy		107,343		4.8	%		117,128		5.3	%		202,238		9.1	%		2,229,169

Total	$	218,561		2.5	%	$	277,125		3.2	%	$	304,747		3.5	%	$	8,674,955

As of June 30, 2011
Transformational ⁽¹⁾
Commercial	$	23,805		0.5	%	$	141,998		3.2	%	$	48,429		1.1	%	$	4,459,172
Commercial real estate		73,216		5.7	%		71,531		5.6	%		38,208		3.0	%		1,274,904
Construction		14,171		6.2	%		15,243		6.7	%		12,580		5.5	%		229,184
Residential real estate		1,205		1.1	%		6,055		5.7	%		306		0.3	%		105,406
Home equity		—		—			346		0.9	%		—		—			39,110
Personal		—		—			810		0.6	%		365		0.3	%		128,648

Total transformational	$	112,397		1.8	%	$	235,983		3.8	%	$	99,888		1.6	%	$	6,236,424

Legacy ⁽¹⁾
Commercial	$	10,326		2.0	%	$	29,784		5.7	%	$	12,968		2.5	%	$	522,987
Commercial real estate		95,038		7.2	%		100,943		7.7	%		144,807		11.0	%		1,313,514
Construction		—		—			3,076		2.2	%		24,560		17.9	%		136,877
Residential real estate		7,069		3.6	%		10,683		5.5	%		18,190		9.3	%		195,844
Home equity		1,536		1.0	%		10,501		6.9	%		12,706		8.4	%		151,581
Personal		1,047		0.9	%		1,049		0.9	%		17,329		15.0	%		115,415

Total legacy		115,016		4.7	%		156,036		6.4	%		230,560		9.5	%		2,436,218

Total	$	227,413		2.6	%	$	392,019		4.5	%	$	330,448		3.8	%	$	8,672,642

(1)

Refer to Glossary of Terms for definition.

Asset Quality (excluding covered assets⁽¹⁾)

Unaudited

(Dollars in thousands)

Nonaccrual Loans Stratification


	$10.0 Million or More		$5.0 to $9.9 Million		$3.0 to $4.9 Million		$1.5 to $2.9 Million		Under $1.5 Million		Total
As of September 30, 2011
Amount:
Commercial	$	24,511	$	28,173	$	—	$	1,793	$	14,212	$	68,689
Commercial real estate		47,643		26,941		19,031		31,557		35,616		160,788
Construction		12,490		—		7,866		5,183		4,458		29,997
Residential real estate		—		—		—		7,789		10,218		18,007
Personal and home equity		—		7,869		—		2,165		17,232		27,266

Total	$	84,644	$	62,983	$	26,897	$	48,487	$	81,736	$	304,747

Number of borrowers:
Commercial		2		4		—		1		40		47
Commercial real estate		3		5		5		15		64		92
Construction		1		—		2		2		8		13
Residential real estate		—		—		—		2		21		23
Personal and home equity		—		1		—		1		37		39

Total		6		10		7		21		170		214

As of June 30, 2011
Amount:
Commercial	$	35,062	$	9,763	$	3,201	$	2,260	$	11,111	$	61,397
Commercial real estate		36,600		33,966		35,122		29,486		47,841		183,015
Construction		12,490		5,351		4,808		5,226		9,265		37,140
Residential real estate		—		—		7,789		—		10,707		18,496
Personal and home equity		11,040		—		—		2,165		17,195		30,400

Total	$	95,192	$	49,080	$	50,920	$	39,137	$	96,119	$	330,448

Number of borrowers:
Commercial		3		1		1		1		38		44
Commercial real estate		2		6		9		14		83		114
Construction		1		1		1		2		14		19
Residential real estate		—		—		2		—		19		21
Personal and home equity		1		—		—		1		40		42

Total		7		8		13		18		194		240

Restructured Loans Accruing Interest Stratification


	$10.0 Million or More		$5.0 to $9.9 Million		$3.0 to $4.9 Million		$1.5 to $2.9 Million		Under $1.5 Million		Total
As of September 30, 2011
Amount:
Commercial	$	15,540	$	24,650	$	3,563	$	1,692	$	4,708	$	50,153
Commercial real estate		21,415		5,187		—		7,778		6,703		41,083
Construction		—		—		—		—		—		—
Residential real estate		—		—		—		—		1,063		1,063
Personal and home equity		12,788		—		—		—		1,243		14,031

Total	$	49,743	$	29,837	$	3,563	$	9,470	$	13,717	$	106,330

Number of borrowers:
Commercial		1		4		1		1		14		21
Commercial real estate		1		1		—		3		11		16
Construction		—		—		—		—		—		—
Residential real estate		—		—		—		—		2		2
Personal and home equity		1		—		—		—		3		4

Total		3		5		1		4		30		43

As of June 30, 2011
Amount:
Commercial	$	32,780	$	14,313	$	3,462	$	1,734	$	5,744	$	58,033
Commercial real estate		21,435		5,207		8,152		1,985		5,237		42,016
Construction		—		5,936		3,076		—		—		9,012
Residential real estate		—		—		—		—		1,167		1,167
Personal and home equity		12,886		—		—		—		1,500		14,386

Total	$	67,101	$	25,456	$	14,690	$	3,719	$	13,648	$	124,614

Number of borrowers:
Commercial		2		2		1		1		13		19
Commercial real estate		1		1		3		1		9		15
Construction		—		1		1		—		—		2
Residential real estate		—		—		—		—		3		3
Personal and home equity		1		—		—		—		5		6

Total		4		4		5		2		30		45

(1)

Refer to Glossary of Terms for definition.

Loan Portfolio Aging (excluding covered assets⁽¹⁾)

Unaudited

(Dollars in thousands)


As of September 30, 2011	Current			30-59 Days Past Due			60-89 Days Past Due			90 Days Past Due and Accruing		Nonaccrual			Total Loans
Loan balances:
Commercial	$	5,083,733		$	3,529		$	101		$	—	$	68,689		$	5,156,052
Commercial real estate		2,300,497			5,884			8,801			—		160,788			2,475,970
Construction		285,519			342			—			—		29,997			315,858
Residential real estate		286,827			7			2,864			—		18,007			307,705
Personal and home equity		390,312			776			1,016			—		27,266			419,370

Total loans	$	8,346,888		$	10,538		$	12,782		$	—	$	304,747		$	8,674,955

Aging as a percent of loan balance:
Commercial		98.60	%		0.07	%		*			—		1.33	%		100.00	%
Commercial real estate		92.91	%		0.24	%		0.36	%		—		6.49	%		100.00	%
Construction		90.39	%		0.11	%		—			—		9.50	%		100.00	%
Residential real estate		93.22	%		*			0.93	%		—		5.85	%		100.00	%
Personal and home equity		93.07	%		0.19	%		0.24	%		—		6.50	%		100.00	%

Total loans		96.22	%		0.12	%		0.15	%		—		3.51	%		100.00	%


	3Q11			2Q11			1Q11			4Q10			3Q10

Nonaccrual loans:
Commercial	$	68,689		$	61,397		$	78,031		$	82,146		$	87,800
Commercial real estate		160,788			183,015			191,334			202,724			213,975
Construction		29,997			37,140			41,643			33,403			33,589
Residential real estate		18,007			18,496			16,869			14,841			9,101
Personal and home equity		27,266			30,400			29,055			32,766			26,691

Total	$	304,747		$	330,448		$	356,932		$	365,880		$	371,156

Nonaccrual loans as a percent of total loan type:
Commercial		1.33	%		1.23	%		1.54	%		1.67	%		1.90	%
Commercial real estate		6.49	%		7.07	%		6.98	%		7.09	%		7.12	%
Construction		9.50	%		10.15	%		8.97	%		6.29	%		6.03	%
Residential real estate		5.85	%		6.14	%		5.37	%		4.65	%		2.81	%
Personal and home equity		6.50	%		6.99	%		6.49	%		6.54	%		5.57	%

Total		3.51	%		3.81	%		3.95	%		4.01	%		4.13	%
Loans past due 60-89 days and still accruing:
Commercial	$	101		$	3,978		$	139		$	759		$	435
Commercial real estate		8,801			10,292			6,782			12,346			8,864
Construction		—			—			—			1,895			6,200
Residential real estate		2,864			1,000			396			4,098			2,767
Personal and home equity		1,016			1,288			2,935			4,033			1,104

Total	$	12,782		$	16,558		$	10,252		$	23,131		$	19,370

Loans past due 60-89 days and still accruing as a percent of total loan type:
Commercial		*			0.08	%		—			0.02	%		0.01	%
Commercial real estate		0.36	%		0.40	%		0.25	%		0.43	%		0.29	%
Construction		—			—			—			0.36	%		1.11	%
Residential real estate		0.93	%		0.33	%		0.13	%		1.28	%		0.85	%
Personal and home equity		0.24	%		0.30	%		0.66	%		0.80	%		0.23	%

Total		0.15	%		0.19	%		0.11	%		0.27	%		0.22	%
Loans past due 30-59 days and still accruing:
Commercial	$	3,529		$	1,723		$	3,997		$	1,024		$	2,772
Commercial real estate		5,884			3,384			23,409			10,264			18,869
Construction		342			—			4,835			—			3,327
Residential real estate		7			392			753			180			1,174
Personal and home equity		776			2,803			1,921			14,098			2,188

Total	$	10,538		$	8,302		$	34,915		$	25,566		$	28,330


Loans past due 30-59 days and still accruing as a percent of total loan type:
Commercial		0.07	%		0.03	%		0.08	%		0.02	%		0.06	%
Commercial real estate		0.24	%		0.13	%		0.85	%		0.36	%		0.63	%
Construction		0.11	%		—			1.04	%		—			0.60	%
Residential real estate		*			0.13	%		0.24	%		0.06	%		0.36	%
Personal and home equity		0.19	%		0.64	%		0.43	%		2.86	%		0.46	%

Total		0.12	%		0.10	%		0.39	%		0.28	%		0.32	%

(1)

Refer to Glossary of Terms for definition.

*	Less than 0.1%.

Foreclosed Real Estate (OREO), excluding covered assets⁽¹⁾

Unaudited

(Dollars in thousands)

OREO Properties by Type


	September 30, 2011							June 30, 2011							December 31, 2010
	Number of Properties		Amount		% of Total			Number of Properties		Amount		% of Total			Number of Properties		Amount		% of Total
Single family homes		75	$	22,821		19	%		61	$	24,081		19	%		24	$	21,534		24	%
Land parcels		243		55,998		48	%		285		58,403		47	%		320		34,122		38	%
Multi-family		11		5,476		5	%		14		14,393		12	%		14		6,061		7	%
Office/industrial		28		24,243		21	%		21		18,938		15	%		20		26,511		30	%
Retail		7		7,826		7	%		4		8,182		7	%		1		500		1	%

Total		364	$	116,364		100	%		385	$	123,997		100	%		379	$	88,728		100	%

OREO Property Location


	Illinois			Georgia			Michigan			South Eastern⁽²⁾			Other ⁽³⁾			Total
September 30, 2011
Single family homes	$	19,240		$	1,259		$	1,408		$	—		$	914		$	22,821
Land parcels		35,409			2,951			2,874			9,568			5,196			55,998
Multi-family		3,202			—			1,702			—			572			5,476
Office/industrial		14,864			1,012			548			3,762			4,057			24,243
Retail		5,807			892			1,127			—			—			7,826

Total	$	78,522		$	6,114		$	7,659		$	13,330		$	10,739		$	116,364

% of Total		68	%		5	%		7	%		11	%		9	%		100	%

June 30, 2011
Single family homes	$	19,628		$	1,259		$	2,504		$	690		$	—		$	24,081
Land parcels		36,846			3,496			3,188			8,837			6,036			58,403
Multi-family		12,116			—			2,277			—			—			14,393
Office/industrial		9,099			1,044			1,483			3,772			3,540			18,938
Retail		7,290			892			—			—			—			8,182

Total	$	84,979		$	6,691		$	9,452		$	13,299		$	9,576		$	123,997

% of Total		68	%		5	%		8	%		11	%		8	%		100	%

December 31, 2010
Single family homes	$	14,943		$	139		$	6,194		$	—		$	258		$	21,534
Land parcels		10,874			4,772			3,626			10,396			4,454			34,122
Multi-family		5,166			—			895			—			—			6,061
Office/industrial		13,505			1,104			3,787			4,573			3,542			26,511
Retail		500			—			—			—			—			500

Total	$	44,988		$	6,015		$	14,502		$	14,969		$	8,254		$	88,728

% of Total		51	%		7	%		16	%		17	%		9	%		100	%

(1)

Refer to Glossary of Terms for definition.

(2)

Represents the southeastern states of Arkansas and Florida.

(3)

Primarily represents the midwestern states of Ohio, Indiana, Wisconsin and Missouri.

Allowance for Loan Losses (excluding covered assets⁽¹⁾)

Unaudited

(Dollars in thousands)

LOGO


	3Q11			2Q11			1Q11			4Q10			3Q10

Change in allowance for loan losses:
Balance at beginning of period	$	206,286		$	218,237		$	222,821		$	223,392		$	232,411
Loans charged-off:
Commercial	$	(5,039	)	$	(10,512	)	$	(4,200	)	$	(3,050	)	$	(2,541	)
Commercial real estate		(29,920	)		(25,402	)		(29,409	)		(21,909	)		(31,809	)
Construction		(1,419	)		(8,275	)		(62	)		(1,709	)		(4,882	)
Residential real estate		(234	)		(186	)		(386	)		(544	)		(1,715	)
Home equity		(3,291	)		(508	)		(1,447	)		(1,234	)		(736	)
Personal		(2,083	)		(434	)		(6,787	)		(8,602	)		(8,939	)

Total charge-offs		(41,986	)		(45,317	)		(42,291	)		(37,048	)		(50,622	)

Recoveries on loans previously charged-off:
Commercial	$	2,278		$	707		$	465		$	1,243		$	730
Commercial real estate		969			511			272			75			304
Construction		29			56			97			274			131
Residential real estate		9			40			2			12			4
Home equity		12			15			10			79			9
Personal		103			312			155			259			394

Total recoveries		3,400			1,641			1,001			1,942			1,572

Net charge-offs		(38,586	)		(43,676	)		(41,290	)		(35,106	)		(49,050	)
Provisions charged to operating expense		32,341			31,725			36,706			34,535			40,031

Balance at end of period	$	200,041		$	206,286		$	218,237		$	222,821		$	223,392

Allocation of allowance for loan losses:
General allocated reserve:
Commercial	$	45,000		$	46,000		$	50,250		$	52,100		$	50,863
Commercial real estate		60,000			67,000			75,500			72,850			75,701
Construction		10,450			9,600			12,900			16,000			17,048
Residential real estate		5,800			5,400			4,425			4,275			3,842
Home equity		3,500			3,500			3,425			3,150			2,312
Personal		3,100			3,100			3,325			3,475			4,910

Total allocated	$	127,850		$	134,600		$	149,825		$	151,850		$	154,676
Specific reserve		72,191			71,686			68,412			70,971			68,716

Total	$	200,041		$	206,286		$	218,237		$	222,821		$	223,392

Allocation of reserve by a percent of total allowance for loan losses:
General allocated reserve:
Commercial		22	%		22	%		23	%		23	%		23	%
Commercial real estate		30	%		32	%		35	%		33	%		34	%
Construction		5	%		5	%		6	%		7	%		8	%
Residential real estate		3	%		3	%		2	%		2	%		2	%
Home equity		2	%		2	%		2	%		1	%		1	%
Personal		2	%		2	%		2	%		2	%		2	%

Total allocated		64	%		66	%		70	%		68	%		70	%
Specific reserve		36	%		34	%		30	%		32	%		30	%

Total		100	%		100	%		100	%		100	%		100	%

Allowance for loan losses to:
total loans		2.31	%		2.38	%		2.41	%		2.44	%		2.48	%
nonperforming loans		66	%		62	%		61	%		61	%		60	%

(1)

Refer to Glossary of Terms for definition.

Deposits

(Dollars in thousands)


			% of					% of					% of					% of					% of
	09/30/11		Total			06/30/11		Total			03/31/11		Total			12/31/10		Total			09/30/10		Total
	unaudited					unaudited					unaudited					audited					unaudited
Non-interest bearing deposits	$	2,832,481		28	%	$	2,527,230		25	%	$	2,438,709		23	%	$	2,253,661		21	%	$	2,173,419		20	%
Interest-bearing deposits		611,293		6	%		531,107		5	%		540,215		5	%		616,761		6	%		614,049		6	%
Savings deposits		214,610		2	%		202,427		2	%		203,550		2	%		190,685		2	%		178,533		2	%
Money market accounts		4,178,087		41	%		4,294,870		42	%		4,627,703		44	%		4,631,138		44	%		4,861,437		46	%
Brokered deposits:
Traditional		60,665		1	%		277,628		3	%		455,473		4	%		329,107		3	%		150,183		1	%
Client CDARS⁽¹⁾		841,337		8	%		956,094		9	%		888,676		8	%		852,458		8	%		828,508		8	%
Non-client CDARS⁽¹⁾		—		0	%		108,700		1	%		123,047		1	%		269,262		3	%		262,675		3	%

Total brokered deposits		902,002		9	%		1,342,422		13	%		1,467,196		13	%		1,450,827		14	%		1,241,366		12	%
Time deposits		1,370,190		14	%		1,336,212		13	%		1,348,603		13	%		1,392,357		13	%		1,461,668		14	%

Total deposits	$	10,108,663		100	%	$	10,234,268		100	%	$	10,625,976		100	%	$	10,535,429		100	%	$	10,530,472		100	%

Client deposits⁽¹⁾	$	10,047,998		99	%	$	9,847,940		96	%	$	10,047,456		95	%	$	9,937,060		94	%	$	10,117,614		96	%

LOGO

(1)

Refer to Glossary of Terms for definition.

Net Interest Margin

Unaudited

(Dollars in thousands)


	Three Months Ended September 30,
	2011								2010
	Average Balance			Interest ⁽¹⁾		Rate			Average Balance			Interest ⁽¹⁾		Rate
Assets:
Fed funds sold and other short-term investments	$	373,705		$	231		0.24	%	$	594,319		$	376		0.25	%
Securities:
Taxable		1,935,653			15,196		3.14	%		1,809,969			16,996		3.76	%
Tax-exempt ⁽²⁾		132,716			1,973		5.95	%		166,252			2,552		6.14	%

Total securities		2,068,369			17,169		3.32	%		1,976,221			19,548		3.96	%

Loans, excluding covered assets:
Commercial		5,079,470			60,936		4.69	%		4,426,851			51,836		4.58	%
Commercial real estate		2,511,749			26,590		4.14	%		3,096,387			33,777		4.27	%
Construction		361,764			3,492		3.78	%		580,692			5,551		3.74	%
Residential		315,244			3,411		4.33	%		352,179			4,205		4.78	%
Personal and home equity		429,632			3,879		3.58	%		501,825			4,849		3.83	%

Total loans, excluding covered assets ⁽³⁾		8,697,859			98,308		4.43	%		8,957,934			100,218		4.38	%

Total interest-earning assets before covered assets⁽²⁾		11,139,933			115,708		4.08	%		11,528,474			120,142		4.10	%
Covered assets ⁽⁴⁾		306,390			3,866		4.95	%		410,431			5,390		5.15	%

Total interest-earning assets⁽²⁾	$	11,446,323		$	119,574		4.11	%	$	11,938,905		$	125,532		4.13	%

Cash and due from banks		153,020								133,126
Allowance for loan and covered loan losses		(232,501	)							(245,204	)
Other assets		718,891								694,956

Total assets	$	12,085,733							$	12,521,783

Liabilities and Equity:
Interest-bearing demand deposits	$	597,741		$	625		0.42	%	$	655,028		$	675		0.41	%
Savings deposits		210,191			210		0.40	%		176,308			216		0.49	%
Money market accounts		4,183,937			5,146		0.49	%		4,889,762			8,296		0.67	%
Time deposits		1,335,757			4,087		1.21	%		1,463,500			5,482		1.49	%
Brokered deposits		1,083,815			1,808		0.66	%		1,095,932			2,648		0.96	%

Total interest-bearing deposits		7,411,441			11,876		0.64	%		8,280,530			17,317		0.83	%
Short term borrowings		60,283			466		3.02	%		163,626			1,297		3.10	%
Long term debt		405,880			5,463		5.34	%		468,425			7,068		5.97	%

Total interest-bearing liabilities		7,877,604			17,805		0.90	%		8,912,581			25,682		1.14	%

Non-interest bearing demand deposits		2,747,760								2,164,147
Other liabilities		174,937								187,570
Equity		1,285,432								1,257,485

Total liabilities and equity	$	12,085,733							$	12,521,783

Net interest spread ⁽⁵⁾							3.21	%							2.99	%
Effect of non interest-bearing funds							0.28	%							0.29	%

Net interest income/margin ^{(2) (5) (6)}				$	101,769		3.49	%				$	99,850		3.28	%

(1)

Interest income included $6.4 million and $5.4 million in loan fees for the three months ended September 30, 2011 and 2010, respectively.

(2)

Interest income and yields are presented on a tax-equivalent basis, assuming a federal income tax rate of 35%. This is a non-U.S. GAAP measure. Refer to Non-U.S. GAAP Measures for a reconciliation of the effect of the tax-equivalent adjustment.

(3)

Average loans on a nonaccrual basis for the recognition of interest income totaled $329.7 million and $379.4 million for the three months ended September 30, 2011 and 2010, respectively, and are included in loans for purposes of this analysis. Interest foregone on impaired loans was estimated to be approximately $3.5 million and $4.2 million for the three months ended September 30, 2011 and 2010, respectively, and was based on the average loan portfolio yield for the respective period.

(4)

Covered interest-earning assets consist of loans acquired through an FDIC-assisted transaction that are subject to a loss share agreement and the related indemnification asset.

(5)

Refer to Glossary of Terms for definition.

(6)

For the three months ended September 30, 2011 and 2010, accretion related to covered assets contributed to net interest margin by 3 basis points.

Note: Prior period net interest margin computations were modified to conform with the current period presentation.

Net Interest Margin

Unaudited

(Dollars in thousands)


	Three Months Ended September 30,								Three Months Ended June 30,
	2011								2011
	Average Balance			Interest ⁽¹⁾		Rate			Average Balance			Interest ⁽¹⁾		Rate
Assets:
Fed funds sold and other short-term investments	$	373,705		$	231		0.24	%	$	631,725		$	399		0.25	%
Securities:
Taxable		1,935,653			15,196		3.14	%		1,826,537			15,568		3.41	%
Tax-exempt ⁽²⁾		132,716			1,973		5.95	%		139,620			2,103		6.02	%

Total securities		2,068,369			17,169		3.32	%		1,966,157			17,671		3.59	%

Loans, excluding covered assets:
Commercial		5,079,470			60,936		4.69	%		5,098,199			58,667		4.55	%
Commercial real estate		2,511,749			26,590		4.14	%		2,719,370			28,348		4.12	%
Construction		361,764			3,492		3.78	%		413,049			3,640		3.49	%
Residential		315,244			3,411		4.33	%		314,362			3,424		4.36	%
Personal and home equity		429,632			3,879		3.58	%		441,100			4,023		3.66	%

Total loans, excluding covered assets ⁽³⁾		8,697,859			98,308		4.43	%		8,986,080			98,102		4.32	%

Total interest-earning assets before covered assets⁽²⁾		11,139,933			115,708		4.08	%		11,583,962			116,172		3.98	%
Covered assets ⁽⁴⁾		306,390			3,866		4.95	%		332,076			4,289		5.12	%

Total interest-earning assets⁽²⁾	$	11,446,323		$	119,574		4.11	%	$	11,916,038		$	120,461		4.01	%

Cash and due from banks		153,020								156,678
Allowance for loan and covered loan losses		(232,501	)							(245,608	)
Other assets		718,891								672,575

Total assets	$	12,085,733							$	12,499,683

Liabilities and Equity:
Interest-bearing demand deposits	$	597,741		$	625		0.42	%	$	553,328		$	587		0.42	%
Savings deposits		210,191			210		0.40	%		204,794			209		0.41	%
Money market accounts		4,183,937			5,146		0.49	%		4,560,816			5,873		0.52	%
Time deposits		1,335,757			4,087		1.21	%		1,333,194			4,289		1.29	%
Brokered deposits		1,083,815			1,808		0.66	%		1,393,661			2,239		0.64	%

Total interest-bearing deposits		7,411,441			11,876		0.64	%		8,045,793			13,197		0.66	%
Short term borrowings		60,283			466		3.02	%		70,045			566		3.20	%
Long term debt		405,880			5,463		5.34	%		409,793			5,479		5.33	%

Total interest-bearing liabilities		7,877,604			17,805		0.90	%		8,525,631			19,242		0.90	%

Non-interest bearing demand deposits		2,747,760								2,556,527
Other liabilities		174,937								158,773
Equity		1,285,432								1,258,752

Total liabilities and equity	$	12,085,733							$	12,499,683

Net interest spread ⁽⁵⁾							3.21	%							3.11	%
Effect of non interest-bearing funds							0.28	%							0.25	%

Net interest income/margin ^{(2) (5) (6)}				$	101,769		3.49	%				$	101,219		3.36	%

(1)

Interest income included $6.4 million and $5.5 million in loan fees for the three months ended September 30, 2011 and June 30, 2011, respectively.

(2)

(3)

Average loans on a nonaccrual basis for the recognition of interest income totaled $329.7 million and $357.2 million for the three months ended September 30, 2011 and June 30, 2011, respectively, and are included in loans for purposes of this analysis. Interest foregone on impaired loans was estimated to be approximately $3.5 million and $3.7 million for the three months ended September 30, 2011 and June 30, 2011, respectively, and was based on the average loan portfolio yield for the respective period.

(4)

Covered interest-earning assets consist of loans acquired through an FDIC-assisted transaction that are subject to a loss share agreement and the related indemnification asset.

(5)

Refer to Glossary of Terms for definition.

(6)

For the quarters ended September 30, 2011 and June 30, 2011, accretion related to covered assets contributed to net interest margin by 3 basis points.

Net Interest Margin

Unaudited

(Dollars in thousands)


	Nine Months Ended September 30,
	2011								2010
	Average Balance			Interest ⁽¹⁾		Rate			Average Balance			Interest ⁽¹⁾		Rate
Assets:
Fed funds sold and other short-term investments	$	507,210		$	966		0.25	%	$	788,965		$	1,584		0.26	%
Securities:
Taxable		1,832,916			46,154		3.36	%		1,633,502			48,863		3.99	%
Tax-exempt ⁽²⁾		140,471			6,353		6.03	%		165,972			7,831		6.29	%

Total securities		1,973,387			52,507		3.55	%		1,799,474			56,694		4.20	%

Loans, excluding covered assets:
Commercial		5,066,733			177,349		4.62	%		4,355,099			152,091		4.61	%
Commercial real estate		2,689,833			84,868		4.16	%		3,118,299			101,943		4.31	%
Construction		429,968			12,017		3.69	%		645,183			16,785		3.43	%
Residential		319,377			10,619		4.43	%		343,879			12,307		4.77	%
Personal and home equity		445,691			11,967		3.59	%		512,489			14,681		3.83	%

Total loans, excluding covered assets ⁽³⁾		8,951,602			296,820		4.38	%		8,974,949			297,807		4.38	%

Total interest-earning assets before covered assets⁽²⁾		11,432,199			350,293		4.05	%		11,563,388			356,085		4.07	%
Covered assets ⁽⁴⁾		330,443			13,392		5.36	%		435,032			31,702		9.63	%

Total interest-earning assets⁽²⁾	$	11,762,642		$	363,685		4.09	%	$	11,998,420		$	387,787		4.27	%

Cash and due from banks		160,169								155,119
Allowance for loan and covered loan losses		(242,659	)							(245,752	)
Other assets		681,592								670,419

Total assets	$	12,361,744							$	12,578,206


Liabilities and Equity:
Interest-bearing demand deposits	$	583,470		$	1,854		0.42	%	$	700,515		$	2,446		0.47	%
Savings deposits		204,208			618		0.40	%		165,403			742		0.60	%
Money market accounts		4,467,903			17,482		0.52	%		4,648,720			26,252		0.76	%
Time deposits		1,349,224			12,893		1.28	%		1,523,912			17,433		1.53	%
Brokered deposits		1,317,105			6,222		0.63	%		1,400,581			11,658		1.11	%

Total interest-bearing deposits		7,921,910			39,069		0.66	%		8,439,131			58,531		0.93	%
Short term borrowings		81,561			1,859		3.01	%		199,217			4,126		2.73	%
Long term debt		409,189			16,425		5.31	%		491,273			21,820		5.87	%

Total interest-bearing liabilities		8,412,660			57,353		0.91	%		9,129,621			84,477		1.23	%

Non-interest bearing demand deposits		2,524,607								2,036,380
Other liabilities		162,697								169,121
Equity		1,261,780								1,243,084

Total liabilities and equity	$	12,361,744							$	12,578,206

Net interest spread ⁽⁵⁾							3.18	%							3.04	%
Effect of non interest-bearing funds							0.26	%							0.30	%

Net interest income/margin ^(2)(5)(6)				$	306,332		3.44	%				$	303,310		3.34	%

(1)

Interest income included $17.9 million and $16.3 million in loan fees for the nine months ended September 30, 2011 and 2010, respectively.

(2)

(3)

Average loans on a nonaccrual basis for the recognition of interest income totaled $356.9 million and $401.6 million for the nine months ended September 30, 2011 and 2010, respectively, and are included in loans for purposes of this analysis. Interest foregone on impaired loans was estimated to be approximately $11.3 million and $13.0 million for the nine months ended September 30, 2011 and 2010, respectively, and was based on the average loan portfolio yield for the respective period.

(4)

Covered interest-earning assets consist of loans acquired through an FDIC-assisted transaction that are subject to a loss share agreement and the related indemnification asset.

(5)

Refer to Glossary of Terms for definition.

(6)

For the nine months ended September 30, 2011 and 2010, accretion related to covered assets contributed to net interest margin by 4 and 19 basis points, respectively.

Note: Prior period net interest margin computations were modified to conform with the current period presentation.

Non-U.S. GAAP Measures

Unaudited

(Amounts in thousands except per share data)

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This press release contains both financial measures based on accounting principles generally accepted in the United States (U.S. GAAP) and non-U.S. GAAP based financial measures. These non-U.S. GAAP measures include net interest income, net interest margin, net revenue, operating profit and efficiency ratio all on a fully taxable-equivalent basis; tier 1 common equity to risk-weighted assets, tangible equity to tangible assets, tangible equity to risk-weighted assets, tangible common equity to tangible assets, and tangible book value. We believe that presenting these non-U.S. GAAP financial measures will provide information useful to investors in understanding our underlying operational performance, our business, and performance trends and facilitates comparisons with the performance of others in the banking industry.

We use net interest income on a taxable-equivalent basis in calculating various performance measures by increasing the interest income earned on tax-exempt assets to make it fully equivalent to interest income earned on taxable investments assuming a 35% tax rate. Management believes this measure to be the preferred industry measurement of net interest income as it enhances comparability to net interest income arising from taxable and tax-exempt sources, and accordingly believes that providing this measure may be useful for peer comparison purposes.

We also consider various measures when evaluating capital utilization and adequacy, including tier 1 common equity to risk-weighted assets, tangible equity to tangible assets, tangible equity to risk-weighted assets, tangible common equity to tangible assets, and tangible book value. These calculations are intended to complement the capital ratios defined by banking regulators for both absolute and comparative purposes. Certain of these measures exclude from capital the ending balances of goodwill and other intangibles and/or preferred capital components. Because U.S. GAAP does not include capital ratio measures, we believe there are no comparable U.S. GAAP financial measures to these ratios. We believe these non-U.S. GAAP measures are relevant 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 our capitalization to other companies. However, because there are no standardized definitions for these ratios, our calculations may not be comparable with other companies, and the usefulness of these measures to investors may be limited.

Non-U.S. GAAP financial measures have inherent limitations, are not required to be uniformly applied, and are not audited. Although these non-U.S. GAAP financial measures are frequently used by stakeholders in the evaluation of a company, they have limitations as analytical tools, and should not be considered in isolation or as a substitute for analyses of results as reported under U.S. GAAP. As a result, we encourage readers to consider our Consolidated Financial Statements in their entirety and not to rely on any single financial measure. The following table reconciles Non-U.S. GAAP financial measures to U.S. GAAP:


	Quarters Ending
	3Q11			2Q11			1Q11			4Q10			3Q10
Taxable-equivalent interest income
U.S. GAAP net interest income	$	101,089		$	100,503		$	102,553		$	100,347		$	98,959
Taxable-equivalent adjustment		680			716			790			876			891

Taxable-equivalent net interest income (a)	$	101,769		$	101,219		$	103,343		$	101,223		$	99,850

Average Earning Assets (b)	$	11,446,323		$	11,916,038		$	11,930,751		$	11,918,849		$	11,938,905
Net Interest Margin ((a) annualized) / (b)		3.49	%		3.36	%		3.46	%		3.33	%		3.28	%

Net Revenue
Taxable-equivalent net interest income (a)	$	101,769		$	101,219		$	103,343		$	101,223		$	99,850
U.S. GAAP non-interest income		27,635			21,592			23,627			34,865			23,360

Net revenue	$	129,404		$	122,811		$	126,970		$	136,088		$	123,210


Operating Profit
Taxable-equivalent net interest income (a)	$	101,769		$	101,219		$	103,343		$	101,223		$	99,850
U.S. GAAP non-interest income		27,635			21,592			23,627			34,865			23,360
Less: U.S. GAAP non-interest expense		75,034			75,664			75,349			82,148			68,077

Operating profit	$	54,370		$	47,147		$	51,621		$	53,940		$	55,133


Efficiency Ratio
U.S. GAAP non-interest expense (c)	$	75,034		$	75,664		$	75,349		$	82,148		$	68,077
Taxable-equivalent net interest income (a)	$	101,769		$	101,219		$	103,343		$	101,223		$	99,850
U.S. GAAP non-interest income		27,635			21,592			23,627			34,865			23,360

Net revenue (d)	$	129,404		$	122,811		$	126,970		$	136,088		$	123,210

Efficiency ratio (c ) / (d)		57.98	%		61.61	%		59.34	%		60.36	%		55.25	%

Non-U.S. GAAP Measures (continued)

Unaudited

(Amounts in thousands except per share data)


	Nine Months Ending September 30,
	2011			2010
Taxable-equivalent interest income
U.S. GAAP net interest income	$	304,145		$	300,610
Taxable-equivalent adjustment		2,187			2,700

Taxable-equivalent net interest income (a)	$	306,332		$	303,310

Average Earning Assets (b)	$	11,762,642		$	11,998,420

Net Interest Margin ((a) annualized) / (b)		3.44	%		3.34	%

Net Revenue
Taxable-equivalent net interest income (a)	$	306,332		$	303,310
U.S. GAAP non-interest income		72,854			58,381

Net revenue	$	379,186		$	361,691

Operating Profit
Taxable-equivalent net interest income (a)	$	306,332		$	303,310
U.S. GAAP non-interest income		72,854			58,381
Less: U.S. GAAP non-interest expense		226,047			217,450

Operating profit	$	153,139		$	144,241

Efficiency Ratio
U.S. GAAP non-interest expense (c )	$	226,047		$	217,450
Taxable-equivalent net interest income (a)	$	306,332		$	303,310
U.S. GAAP non-interest income		72,854			58,381

Net revenue (d)	$	379,186		$	361,691

Efficiency ratio (c )/ (d)		59.61	%		60.12	%


	Quarters Ending
	3Q11			2Q11			1Q11			4Q10			3Q10
Tier 1 Common Capital
U.S. GAAP total equity	$	1,286,176		$	1,260,648		$	1,238,132		$	1,227,910		$	1,245,139
Trust preferred securities		244,793			244,793			244,793			244,793			244,793
Less: accumulated other comprehensive income, net of tax		46,051			32,535			19,121			20,078			48,776
Less: disallowed deferred tax assets		—			—			—			5,377			—
Less: goodwill		94,584			94,596			94,609			94,621			94,633
Less: other intangibles		15,715			16,089			16,464			16,840			17,242

Tier 1 risk-based capital		1,374,619			1,362,221			1,352,731			1,335,787			1,329,281
Less: preferred stock		240,020			239,642			239,270			238,903			238,542
Less: trust preferred securities		244,793			244,793			244,793			244,793			244,793
Less: noncontrolling interests		—			163			105			33			250

Tier 1 common capital (e)	$	889,806		$	877,623		$	868,563		$	852,058		$	845,696

Tangible Common Equity
U.S. GAAP total equity	$	1,286,176		$	1,260,648		$	1,238,132		$	1,227,910		$	1,245,139
Less: goodwill		94,584			94,596			94,609			94,621			94,633
Less: other intangibles		15,715			16,089			16,464			16,840			17,242

Tangible equity (f)		1,175,877			1,149,963			1,127,059			1,116,449			1,133,264
Less: preferred stock		240,020			239,642			239,270			238,903			238,542

Tangible common equity (g)	$	935,857		$	910,321		$	887,789		$	877,546		$	894,722

Tangible Assets
U.S. GAAP total assets	$	12,019,861		$	12,115,377		$	12,497,442		$	12,465,621		$	12,583,965
Less: goodwill		94,584			94,596			94,609			94,621			94,633
Less: other intangibles		15,715			16,089			16,464			16,840			17,242

Tangible assets (h)	$	11,909,562		$	12,004,692		$	12,386,369		$	12,354,160		$	12,472,090

Risk-weighted Assets (i)	$	10,614,411		$	10,518,850		$	10,903,625		$	11,080,051		$	10,850,399

Period-end Shares Outstanding (j)		71,789			71,808			71,428			71,327			71,386

Ratios:
Tier 1 common equity to risk-weighted assets (e) / (i)		8.38	%		8.34	%		7.97	%		7.69	%		7.79	%
Tangible equity to tangible assets (f) / (h)		9.87	%		9.58	%		9.10	%		9.04	%		9.09	%
Tangible equity to risk-weighted assets (f) / (i)		11.08	%		10.93	%		10.34	%		10.08	%		10.44	%
Tangible common equity to tangible assets (g) / (h)		7.86	%		7.58	%		7.17	%		7.10	%		7.17	%
Tangible book value (g) / (j)	$	13.04		$	12.68		$	12.43		$	12.30		$	12.53

Note: Prior period net interest margin computations were modified to conform with the current period presentation.

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Glossary of Terms

Assets under management and administration (“AUMA”)—Assets held in trust where we serve as trustee or in accounts where we make investment decisions on behalf of clients. AUMA also includes non-managed assets we hold in custody for clients or for which we receive fees for advisory or brokerage services. We do not include these assets on our Consolidated Balance Sheets.

Book value—Total common equity divided by outstanding shares of common stock at end of period.

CDARS^® deposit program—is a deposit services arrangement that effectively achieves FDIC deposit insurance for jumbo deposit relationships. These deposits are classified as brokered deposits for regulatory reporting purposes; however, we classify these deposits as client CDARS^® due to the source being our client relationships and are, therefore, not traditional ‘brokered’ deposits. We also participate in a non-client CDARS^® program that is more like a traditional brokered deposit program in that our relationship is not with the underlying depositor.

Client deposits—Total deposits less brokered deposits plus client CDARS^TM.

Common equity—Total equity less preferred stock.

Covered assets—Assets acquired through an FDIC-assisted transaction that are subject to a loss share agreement and are presented separately on the Consolidated Balance Sheets.

Credit quality indicators—The Company has adopted an internal risk rating policy in which each loan is rated for credit quality with a numerical rating of 1 through 8. Loans rated 5 and better (1-5 ratings, inclusive) are credits that exhibit acceptable financial performance, cash flow, and leverage. If any risk exists, we attempt to mitigate by structure, collateral, monitoring, or other meaningful controls. Credits rated 6 are considered special mention as these credits demonstrate potential weakness and that if left unresolved, may result in deterioration in the Company’s credit position and/or the repayment prospects for the credit. Borrowers rated special mention may exhibit adverse operating trends, high leverage, tight liquidity or other credit concerns. Potential problem loans have a risk rating of 7 and are considered inadequately protected by the current net worth and paying capacity of the obligor, the collateral pledged, or guarantors. These loans generally have a well defined weakness or weaknesses that may jeopardize liquidation of the debt and are characterized by the distinct possibility that the Company will sustain some loss if the deficiencies are not resolved. Nonperforming loans include nonaccrual loans risk rated 7 or 8 and have all the weaknesses inherent in a 7-rated potential problem loan with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions and values, highly questionable and improbable. Special mention, potential problem and nonperforming loans are reviewed at minimum on a quarterly basis, while all other rated credits are reviewed as the situation warrants.

Credit valuation adjustment (“CVA”)—An adjustment may need to be incorporated into the valuation of derivative instruments for nonperformance risk to include the counterparty’s credit risk and the Company’s own credit risk. This adjustment is referred to as the CVA. The CVA represents the credit component of fair value with regard to both client-based trades and the related matched trades with interbank dealer counterparties.

Efficiency ratio—Total non-interest expense divided by the sum of net interest income on a tax equivalent basis and non-interest income. This is a non-U.S. GAAP financial measure.

Fee revenue as percent of total revenue ratio—Total non-interest income less net securities gains (losses) divided by the sum of net interest income and non-interest income less net securities gains (losses).

U.S. GAAP—Accounting principles generally accepted in the United States of America.

Net interest margin—Expressed as a percentage, net interest margin is a ratio computed as annualized taxable-equivalent net interest income divided by average interest-earning assets. This is a non-U.S. GAAP financial measure.

Net interest spread—The difference between the average yield earned on interest-earning assets on a taxable-equivalent basis and the average rate paid for interest-bearing liabilities.

Net overhead ratio—Total non-interest expense less non-interest income divided by average total assets.

Net revenue—The sum of taxable equivalent net interest income and non-interest income. This is a non-U.S. GAAP financial measure.

Non-U.S. GAAP—Certain financial measures within this document that are not formally defined by U.S. GAAP or codified in the federal banking regulations. A reconciliation of these non-U.S. GAAP measures may be found on the previous two pages.

Operating profit—The sum of taxable equivalent net interest income and non-interest income, less non-interest expense. This is a non-U.S. GAAP financial measure.

Risk-weighted assets—Computed by the assignment of specific risk-weights (as defined by the Board of Governors of the Federal Reserve System) to assets and off-balance sheet instruments.

Tangible book value—Total common equity less goodwill and other intangibles divided by outstanding shares of common stock at end of period. This is a non-U.S. GAAP financial measure.

Tangible common equity to tangible assets ratio—Tangible common equity divided by tangible assets, where tangible common equity equals total equity less preferred stock, goodwill and other intangible assets and tangible assets equals total assets less goodwill and other intangible assets. This is a non-U.S. GAAP financial measure.

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Glossary of Terms (continued)

Taxable-equivalent interest income—The interest income earned on certain assets is completely or partially exempt from Federal income tax. As such, these tax-exempt instruments typically yield lower returns than taxable investments. To provide more meaningful comparisons of yields and margins for all interest-earning assets, we use interest income on a taxable-equivalent basis in calculating average yields and net interest margins by increasing the interest income earned on tax-exempt assets to make it fully equivalent to interest income earned on other taxable investments. This adjustment is not permitted under U.S. GAAP on the Consolidated Income Statement.

Tier 1 common capital—Tier 1 risk-based capital, less preferred equity, less trust preferred capital securities, and less noncontrolling interests.

Tier 1 common capital ratio—Tier 1 common capital divided by period-end risk-weighted assets. This is a non-U.S. GAAP financial measure.

Tier 1 risk-based capital—Total equity, plus trust preferred capital securities, plus certain noncontrolling interests that are held by others; less goodwill and certain other intangible assets, less equity investments in nonfinancial companies, less ineligible servicing assets, less disallowed deferred tax assets and less net unrealized holding gains (losses) on available for sale equity securities, available for sale debt securities, and cash flow hedge derivatives.

Tier 1 risk-based capital ratio—Tier 1 risk-based capital divided by period-end risk-weighted assets.

Leverage ratio—Tier 1 risk-based capital divided by adjusted average total assets.

Total risk-based capital—Tier 1 risk-based capital plus qualifying subordinated debt, other noncontrolling interest not qualified as Tier 1, eligible gains on available-for-sale equity securities and the allowance for loan and lease losses, subject to certain limitations.

Total risk-based capital ratio—Total risk-based capital divided by period-end risk-weighted assets.

Transformational and legacy portfolios—We aggregate loans by originating line of business for reserve purposes because of observable similarities in the performance experience of loans underwritten by the business units. Loans originated by the business units that existed prior to the strategic changes in 2007 are considered “legacy” loans. Loans originated by a business unit that was established in connection with or following the business transformation plan are considered “transformational” loans. Renewals or restructurings of legacy loans may continue to be evaluated as legacy loans depending on the structure or defining characteristics of the new transaction. The Company has implemented a line of business model that has reorganized the legacy business units so that after 2009, all new loan originations are considered transformational.

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