TRUSTMARK CORP - FORM 8-K - EX-99.1

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8-K - TRUSTMARK CORP	form8k.htm

News Release

Trustmark Corporation Announces First Quarter 2015 Financial Results

JACKSON, Miss. – April 28, 2015 – Trustmark Corporation (NASDAQ:TRMK) reported net income of $29.1 million in the first quarter of 2015, which represented diluted earnings per share of $0.43. Trustmark’s performance during the first quarter of 2015 produced a return on average tangible equity of 11.86% and a return on average assets of 0.97%. Trustmark’s Board of Directors declared a quarterly cash dividend of $0.23 per share payable June 15, 2015, to shareholders of record on June 1, 2015.

First Quarter Highlights

●	Building traction in higher loan-growth markets: Alabama, Texas and Tennessee
●	Mortgage banking revenue increased 51.5% and insurance revenue increased 10.0% linked quarter
●	Noninterest expense declined $5.2 million from the prior quarter; efficiency ratio improved 270 bps to 66.46%
●	Solid credit quality continued; nonperforming assets declined 2.7% from the prior quarter

Gerard R. Host, President and CEO, stated, “Trustmark posted another quarter of solid financial results, tempered in part by the prolonged low interest rate environment. We continued to expand customer relationships, reflected by legacy loan growth in our Alabama, Texas and Tennessee markets, in addition to growth in our mortgage and insurance businesses. We strengthened our presence in the Greater Birmingham area with additional commercial lending and real estate professionals and are committed to expanding our relationships in this market. During the quarter, revenue remained stable at approximately $140 million, while noninterest expense declined $5.2 million, resulting in an improved efficiency ratio. Credit quality remained strong and continued to be an important contributor to our financial success. Thanks to our associates, solid profitability and strong capital base, Trustmark remains well-positioned to continue meeting the needs of our customers and creating value for our shareholders.”

Balance Sheet Management

●	Legacy loan growth in Alabama, Tennessee and Texas offset by reductions in Mississippi
●	Average noninterest-bearing deposits represented 28.1% of average total deposits in the first quarter
●	Capital base provides opportunity to support additional growth

Loans held for investment totaled $6.4 billion at March 31, 2015, a decrease of $35.6 million, or 0.6%, from the prior quarter and an increase of $490.1 million, or 8.3%, from one year earlier. Construction, land development and other land loans increased $71.8 million from the prior quarter, driven entirely by growth in construction loans across Trustmark’s five-state franchise. During the quarter, many customers took advantage of attractive, lower mortgage rates; Trustmark elected to sell the vast majority of these lower-rate, longer-term home mortgages in the secondary market, rather than replacing the runoff in its single-family loan portfolio. Loans secured by nonfarm, nonresidential real estate decreased $36.3 million as growth in owner-occupied real estate in Alabama and Tennessee was more than offset by declines in non-owner occupied loans in Texas and Mississippi. Other real estate secured loans, which include multifamily projects, decreased by $20.5 million, driven primarily by activity in the Mississippi market. Commercial and industrial loans declined $41.6 million as the growth in the Tennessee market was more than offset by seasonal paydowns in the Mississippi market. Other loans, which include nonprofits and real estate investment trusts, increased $6.2 million, reflecting growth in Mississippi, Texas and Alabama. Loans to states and other political divisions increased $11.6 million, primarily reflecting growth in Texas and Alabama.

Acquired loans totaled $498.4 million at March 31, 2015, down $51.0 million from the prior quarter. Collectively, loans held for investment and acquired loans totaled $6.9 billion at March 31, 2015, down $86.6 million from the prior quarter.

Average earning assets during the first quarter totaled $10.6 billion, unchanged from the prior quarter and up 3.9% from one year earlier. Average deposits in the first quarter totaled $9.8 billion, up $234.5 million, from the prior quarter. Noninterest-bearing deposits represented 28.1% of average deposits in the first quarter of 2015.

Trustmark’s capital position remained solid, reflecting the consistent profitability of its diversified financial services businesses. At March 31, 2015, Trustmark’s tangible equity to tangible assets ratio was 8.91%, while the total risk-based capital ratio was 14.92%. Tangible book value per share was $15.53 at March 31, 2015, up 2.6% from the prior quarter and 8.1% from the prior year.

Credit Quality

●	Continued improvement in classified and criticized loan balances
●	Other real estate declined 2.5% linked quarter and 19.2% year-over-year
●	Net charge-offs were negligible and represented less than one basis point of average loans in the first quarter

Levels of both classified and criticized loans continued to reflect steady improvement. Relative to the prior quarter, Trustmark’s classified and criticized loan balances declined 4.7% and 8.9%, respectively. When compared to the prior year, classified loan balances decreased 13.8%, while criticized loan balances decreased 21.3%.

Nonperforming assets declined $4.7 million, or 2.7%, from the prior quarter and $8.4 million, or 4.8%, from the comparable period one year earlier. The decline during the quarter was attributable to a reduction in both nonaccruals and other real estate, while the year-over-year decline was attributable to a reduction in other real estate.

Allocation of Trustmark’s $71.3 million allowance for loan losses represented 1.30% of commercial loans and 0.61% of consumer and home mortgage loans, resulting in an allowance to total loans held for investment of 1.11% at March 31, 2015, representing a level management considers commensurate with the inherent risk in the loan portfolio. The allowance for loan losses represented 205.5% of nonperforming loans, excluding impaired loans at March 31, 2015.

All of the above credit quality metrics exclude acquired loans and other real estate covered by FDIC loss-share agreement.

Revenue Generation

●	Mortgage revenue increased 51.5% from the prior quarter and 31.3% from the prior year; production up 3.7% from the prior quarter and 32.2% from the prior year
●	Insurance revenue increased 10.0% and 6.4% from the prior quarter and year, respectively

Revenue in the first quarter totaled $139.8 million and remained relatively stable compared to the prior quarter, reflecting Trustmark’s diversified business model. Net interest income (FTE) in the first quarter totaled $101.5 million, resulting in a net interest margin of 3.88%. Relative to the prior quarter, interest income (FTE) decreased $1.7 million due primarily to lower yields on taxable investment securities and fewer days in the first quarter. The yield on acquired loans in the first quarter totaled 11.62% and included recoveries from settlement of debt of $3.9 million, which represented approximately 2.99% of the annualized total acquired loan yield in the first quarter. Excluding acquired loans, the net interest margin in the first quarter totaled 3.47%. Comparatively, the net interest margin, excluding acquired loans and yield maintenance payments on prepaid securities, totaled 3.46% in the prior quarter.

Noninterest income totaled $42.4 million in the first quarter, an increase of 0.8% from the prior quarter and a decrease of 3.9% from levels one year earlier. The decline from the same period in the prior year was due primarily to debit card interchange-fee standards that became effective for Trustmark on July 1, 2014, and a loss related to the disposition of a former branch office building. Bank card and other fees remained relatively stable compared to the prior quarter, while service charges on deposit accounts declined 11.4% linked quarter, reflecting a seasonal reduction in NSF and overdraft fees. Other income, net declined $1.7 million from the prior quarter; the reduction was due to write-downs of the FDIC indemnification asset as resolution of covered other real estate exceeded expectations, the aforementioned sale of a branch location as well as from insurance proceeds associated with non-qualified benefit plans in the fourth quarter.

Mortgage banking revenue in the first quarter totaled $9.0 million, an increase of 51.5% relative to the prior quarter and 31.3% from the comparable period one year earlier. The increase in mortgage revenue relative to the prior quarter reflects expanded secondary marketing gains, in addition to improved mortgage servicing hedge ineffectiveness and an increased fair value of mortgage loans held for sale. Mortgage loan production in the first quarter totaled $304.6 million, up 3.7% from the prior quarter and 32.2% from levels one year earlier.

Insurance revenue in the first quarter totaled $8.6 million, an increase of 10.0% from the prior quarter and 6.4% relative to levels one year earlier. Due to a continued focus on business development, group health and commercial property and casualty businesses were the primary drivers of growth. In the first quarter, wealth management revenue totaled $8.0 million, a 5.6% decrease from the prior quarter that was primarily attributable to decreased brokerage commissions.

Noninterest Expense

●	Noninterest expense totaled $99.2 million, down 5.0% from the prior quarter
●	Efficiency ratio improved to 66.46%

Noninterest expense totaled $99.2 million in the first quarter. Excluding ORE expense and intangible amortization of $3.1 million, noninterest expense totaled $96.1 million, a decrease of $3.0 million, or 3.0%, from comparable expenses in the prior quarter. Salaries and benefits totaled $57.2 million in the first quarter, unchanged from the prior quarter and up 0.8% relative to the prior year. ORE and foreclosure expense declined by $2.1 million during the quarter, while net occupancy-premises expense declined by $441 thousand. Services and fees decreased $280 thousand during the quarter, reflecting the gradual transition of activities performed by third-party consultants to current associates. Other expense decreased $2.7 million relative to the prior quarter; the reduction was due in part to contingency reserves established in the fourth quarter of 2014 as well as to lower loan-related expenses.

While banking center offices will remain an extremely important delivery channel, banking will continue to evolve as something customers will do, not necessarily some place they will go. As such, Trustmark has made investments in mobile banking products to ensure it continues to meet the evolving needs of customers. In the second quarter of 2015, Trustmark will introduce its new consumer mobile banking service. Once the initial customer adoption period is complete, new features such as mobile deposit, personal financial management, and new payment and transfer options will be incrementally introduced throughout 2015.

Trustmark also continued the realignment of its retail delivery channels to enhance productivity and efficiency, as well as promote additional revenue growth. During the first quarter, Trustmark completed the consolidation of a banking center with limited growth opportunities into another office and announced the consolidation of five banking offices that will be completed during the second quarter of 2015. As part of Trustmark’s ongoing branch optimization initiative, Trustmark will have consolidated 28 offices, inclusive of pending closures, since 2012. In conjunction with the completed closures, Trustmark reallocated a portion of those resources and opened five offices in attractive markets, including Birmingham and Montgomery, Alabama; Jackson, Mississippi; Memphis, Tennessee; and Houston, Texas, since 2012. Trustmark is committed to investments to support profitable revenue growth, as well as reengineering and efficiency opportunities to enhance shareholder value.

Additional Information

As previously announced, Trustmark will conduct a conference call with analysts on Wednesday, April 29, 2015, at 10:00 a.m. Central Time to discuss the Corporation’s financial results. Interested parties may listen to the conference call by dialing (877) 317-3051 or by clicking on the link provided under the Investor Relations section of our website at www.trustmark.com, which will also include a slide presentation Management will review during the conference call. A replay of the conference call will also be available through Wednesday, May 13, 2015, in archived format at the same web address or by calling (877) 344-7529, passcode 10063235.

Trustmark Corporation is a financial services company providing banking and financial solutions through 202 offices in Alabama, 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 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, as well as crude oil prices, 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, including the potential impact of issues relating to the European financial system, 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

Principal 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

March 31, 2015

($ in thousands)

(unaudited)

										Linked Quarter						Year over Year
QUARTERLY AVERAGE BALANCES	3/31/2015			12/31/2014			3/31/2014			$ Change			% Change			$ Change			% Change
Securities AFS-taxable	$	2,190,344		$	2,204,361		$	2,136,392		$	(14,017	)		-0.6	%	$	53,952			2.5	%
Securities AFS-nontaxable		127,623			129,403			149,744			(1,780	)		-1.4	%		(22,121	)		-14.8	%
Securities HTM-taxable		1,119,979			1,117,989			1,118,747			1,990			0.2	%		1,232			0.1	%
Securities HTM-nontaxable		41,405			42,040			31,039			(635	)		-1.5	%		10,366			33.4	%
Total securities		3,479,351			3,493,793			3,435,922			(14,442	)		-0.4	%		43,429			1.3	%
Loans (including loans held for sale)		6,561,430			6,494,369			5,950,720			67,061			1.0	%		610,710			10.3	%
Acquired loans:
Noncovered loans		502,534			544,260			751,723			(41,726	)		-7.7	%		(249,189	)		-33.1	%
Covered loans		23,593			27,039			33,805			(3,446	)		-12.7	%		(10,212	)		-30.2	%
Fed funds sold and rev repos		217			1,269			6,460			(1,052	)		-82.9	%		(6,243	)		-96.6	%
Other earning assets		46,368			48,224			36,820			(1,856	)		-3.8	%		9,548			25.9	%
Total earning assets		10,613,493			10,608,954			10,215,450			4,539			0.0	%		398,043			3.9	%
Allowance for loan losses		(81,993	)		(82,851	)		(79,736	)		858			-1.0	%		(2,257	)		2.8	%
Cash and due from banks		290,251			284,754			407,078			5,497			1.9	%		(116,827	)		-28.7	%
Other assets		1,303,552			1,317,217			1,376,024			(13,665	)		-1.0	%		(72,472	)		-5.3	%
Total assets	$	12,125,303		$	12,128,074		$	11,918,816		$	(2,771	)		0.0	%	$	206,487			1.7	%

Interest-bearing demand deposits	$	1,847,374		$	1,815,999		$	1,900,504		$	31,375			1.7	%	$	(53,130	)		-2.8	%
Savings deposits		3,252,586			2,963,771			3,193,098			288,815			9.7	%		59,488			1.9	%
Time deposits less than $100,000		1,139,912			1,152,622			1,280,513			(12,710	)		-1.1	%		(140,601	)		-11.0	%
Time deposits of $100,000 or more		785,715			838,309			947,509			(52,594	)		-6.3	%		(161,794	)		-17.1	%
Total interest-bearing deposits		7,025,587			6,770,701			7,321,624			254,886			3.8	%		(296,037	)		-4.0	%
Fed funds purchased and repos		421,206			526,482			282,816			(105,276	)		-20.0	%		138,390			48.9	%
Short-term borrowings		256,714			385,841			65,010			(129,127	)		-33.5	%		191,704			n/m
Long-term FHLB advances		1,243			2,652			8,406			(1,409	)		-53.1	%		(7,163	)		-85.2	%
Subordinated notes		49,939			49,931			49,907			8			0.0	%		32			0.1	%
Junior subordinated debt securities		61,856			61,856			61,856			-			0.0	%		-			0.0	%
Total interest-bearing liabilities		7,816,545			7,797,463			7,789,619			19,082			0.2	%		26,926			0.3	%
Noninterest-bearing deposits		2,741,945			2,762,332			2,630,785			(20,387	)		-0.7	%		111,160			4.2	%
Other liabilities		129,844			146,011			130,749			(16,167	)		-11.1	%		(905	)		-0.7	%
Total liabilities		10,688,334			10,705,806			10,551,153			(17,472	)		-0.2	%		137,181			1.3	%
Shareholders' equity		1,436,969			1,422,268			1,367,663			14,701			1.0	%		69,306			5.1	%
Total liabilities and equity	$	12,125,303		$	12,128,074		$	11,918,816		$	(2,771	)		0.0	%	$	206,487			1.7	%

										Linked Quarter						Year over Year
PERIOD END BALANCES	3/31/2015			12/31/2014			3/31/2014			$ Change			% Change			$ Change			% Change
Cash and due from banks	$	335,244		$	315,973		$	423,819		$	19,271			6.1	%	$	(88,575	)		-20.9	%
Fed funds sold and rev repos		-			1,885			-			(1,885	)		-100.0	%		-			n/m
Securities available for sale		2,381,459			2,374,567			2,382,441			6,892			0.3	%		(982	)		0.0	%
Securities held to maturity		1,184,554			1,170,685			1,155,569			13,869			1.2	%		28,985			2.5	%
Loans held for sale (LHFS)		150,365			132,196			120,446			18,169			13.7	%		29,919			24.8	%
Loans held for investment (LHFI)		6,413,876			6,449,469			5,923,766			(35,593	)		-0.6	%		490,110			8.3	%
Allowance for loan losses		(71,321	)		(69,616	)		(67,518	)		(1,705	)		2.4	%		(3,803	)		5.6	%
Net LHFI		6,342,555			6,379,853			5,856,248			(37,298	)		-0.6	%		486,307			8.3	%
Acquired loans:
Noncovered loans		478,172			525,783			713,647			(47,611	)		-9.1	%		(235,475	)		-33.0	%
Covered loans		20,271			23,626			32,670			(3,355	)		-14.2	%		(12,399	)		-38.0	%
Allowance for loan losses, acquired loans		(11,837	)		(12,059	)		(10,540	)		222			-1.8	%		(1,297	)		12.3	%
Net acquired loans		486,606			537,350			735,777			(50,744	)		-9.4	%		(249,171	)		-33.9	%
Net LHFI and acquired loans		6,829,161			6,917,203			6,592,025			(88,042	)		-1.3	%		237,136			3.6	%
Premises and equipment, net		198,039			200,781			203,771			(2,742	)		-1.4	%		(5,732	)		-2.8	%
Mortgage servicing rights		62,903			64,358			67,614			(1,455	)		-2.3	%		(4,711	)		-7.0	%
Goodwill		365,500			365,500			365,500			-			0.0	%		-			0.0	%
Identifiable intangible assets		31,250			33,234			39,697			(1,984	)		-6.0	%		(8,447	)		-21.3	%
Other real estate, excluding covered other real estate		90,175			92,509			111,536			(2,334	)		-2.5	%		(21,361	)		-19.2	%
Covered other real estate		4,794			6,060			4,759			(1,266	)		-20.9	%		35			0.7	%
FDIC indemnification asset		4,743			6,997			13,487			(2,254	)		-32.2	%		(8,744	)		-64.8	%
Other assets		540,977			568,685			576,390			(27,708	)		-4.9	%		(35,413	)		-6.1	%
Total assets	$	12,179,164		$	12,250,633		$	12,057,054		$	(71,469	)		-0.6	%	$	122,110			1.0	%

Deposits:
Noninterest-bearing	$	2,936,875		$	2,748,635		$	2,879,341		$	188,240			6.8	%	$	57,534			2.0	%
Interest-bearing		6,970,115			6,949,723			7,242,778			20,392			0.3	%		(272,663	)		-3.8	%
Total deposits		9,906,990			9,698,358			10,122,119			208,632			2.2	%		(215,129	)		-2.1	%
Fed funds purchased and repos		523,187			443,543			259,341			79,644			18.0	%		263,846			n/m
Short-term borrowings		50,570			425,077			59,671			(374,507	)		-88.1	%		(9,101	)		-15.3	%
Long-term FHLB advances		1,222			1,253			8,341			(31	)		-2.5	%		(7,119	)		-85.3	%
Subordinated notes		49,944			49,936			49,912			8			0.0	%		32			0.1	%
Junior subordinated debt securities		61,856			61,856			61,856			-			0.0	%		-			0.0	%
Other liabilities		139,311			150,670			121,919			(11,359	)		-7.5	%		17,392			14.3	%
Total liabilities		10,733,080			10,830,693			10,683,159			(97,613	)		-0.9	%		49,921			0.5	%
Common stock		14,076			14,060			14,051			16			0.1	%		25			0.2	%
Capital surplus		358,583			356,244			352,402			2,339			0.7	%		6,181			1.8	%
Retained earnings		1,103,077			1,092,120			1,045,939			10,957			1.0	%		57,138			5.5	%
Accum other comprehensive
loss, net of tax		(29,652	)		(42,484	)		(38,497	)		12,832			-30.2	%		8,845			-23.0	%
Total shareholders' equity		1,446,084			1,419,940			1,373,895			26,144			1.8	%		72,189			5.3	%
Total liabilities and equity	$	12,179,164		$	12,250,633		$	12,057,054		$	(71,469	)		-0.6	%	$	122,110			1.0	%

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

See Notes to Consolidated Financials

TRUSTMARK CORPORATION AND SUBSIDIARIES

CONSOLIDATED FINANCIAL INFORMATION

March 31, 2015

($ in thousands except per share data)

(unaudited)

	Quarter Ended									Linked Quarter						Year over Year
INCOME STATEMENTS	3/31/2015			12/31/2014			3/31/2014			$ Change			% Change			$ Change			% Change
Interest and fees on LHFS & LHFI-FTE	$	69,658		$	70,775		$	66,185		$	(1,117	)		-1.6	%	$	3,473			5.2	%
Interest and fees on acquired loans		15,078			13,500			16,786			1,578			11.7	%		(1,708	)		-10.2	%
Interest on securities-taxable		19,586			21,694			19,220			(2,108	)		-9.7	%		366			1.9	%
Interest on securities-tax exempt-FTE		1,789			1,814			1,920			(25	)		-1.4	%		(131	)		-6.8	%
Interest on fed funds sold and rev repos		-			3			5			(3	)		-100.0	%		(5	)		-100.0	%
Other interest income		393			384			375			9			2.3	%		18			4.8	%
Total interest income-FTE		106,504			108,170			104,491			(1,666	)		-1.5	%		2,013			1.9	%
Interest on deposits		3,247			3,382			4,365			(135	)		-4.0	%		(1,118	)		-25.6	%
Interest on fed funds pch and repos		143			184			76			(41	)		-22.3	%		67			88.2	%
Other interest expense		1,649			1,510			1,363			139			9.2	%		286			21.0	%
Total interest expense		5,039			5,076			5,804			(37	)		-0.7	%		(765	)		-13.2	%
Net interest income-FTE		101,465			103,094			98,687			(1,629	)		-1.6	%		2,778			2.8	%
Provision for loan losses, LHFI		1,785			(1,393	)		(805	)		3,178			n/m			2,590			n/m
Provision for loan losses, acquired loans		347			1,179			63			(832	)		-70.6	%		284			n/m
Net interest income after provision-FTE		99,333			103,308			99,429			(3,975	)		-3.8	%		(96	)		-0.1	%
Service charges on deposit accounts		11,085			12,514			11,568			(1,429	)		-11.4	%		(483	)		-4.2	%
Insurance commissions		8,616			7,831			8,097			785			10.0	%		519			6.4	%
Wealth management		7,990			8,460			8,135			(470	)		-5.6	%		(145	)		-1.8	%
Bank card and other fees		6,762			6,712			9,081			50			0.7	%		(2,319	)		-25.5	%
Mortgage banking, net		8,965			5,918			6,829			3,047			51.5	%		2,136			31.3	%
Other, net		(1,055	)		596			(21	)		(1,651	)		n/m			(1,034	)		n/m
Nonint inc-excl sec gains (losses), net		42,363			42,031			43,689			332			0.8	%		(1,326	)		-3.0	%
Security gains (losses), net		-			-			389			-			n/m			(389	)		-100.0	%
Total noninterest income		42,363			42,031			44,078			332			0.8	%		(1,715	)		-3.9	%
Salaries and employee benefits		57,169			57,159			56,726			10			0.0	%		443			0.8	%
Services and fees		14,121			14,401			13,165			(280	)		-1.9	%		956			7.3	%
Net occupancy-premises		6,191			6,632			6,606			(441	)		-6.6	%		(415	)		-6.3	%
Equipment expense		5,974			5,911			6,138			63			1.1	%		(164	)		-2.7	%
FDIC assessment expense		2,940			2,669			2,416			271			10.2	%		524			21.7	%
ORE/Foreclosure expense		1,115			3,240			3,315			(2,125	)		-65.6	%		(2,200	)		-66.4	%
Other expense		11,706			14,420			13,252			(2,714	)		-18.8	%		(1,546	)		-11.7	%
Total noninterest expense		99,216			104,432			101,618			(5,216	)		-5.0	%		(2,402	)		-2.4	%
Income before income taxes and tax eq adj		42,480			40,907			41,889			1,573			3.8	%		591			1.4	%
Tax equivalent adjustment		4,073			4,179			3,783			(106	)		-2.5	%		290			7.7	%
Income before income taxes		38,407			36,728			38,106			1,679			4.6	%		301			0.8	%
Income taxes		9,259			8,655			9,103			604			7.0	%		156			1.7	%
Net income	$	29,148		$	28,073		$	29,003		$	1,075			3.8	%	$	145			0.5	%

Per share data
Earnings per share - basic	$	0.43		$	0.42		$	0.43		$	0.01			2.4	%	$	-			0.0	%

Earnings per share - diluted	$	0.43		$	0.42		$	0.43		$	0.01			2.4	%	$	-			0.0	%

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

Weighted average shares outstanding
Basic		67,525,791			67,445,721			67,410,147

Diluted		67,639,326			67,633,637			67,550,483

Period end shares outstanding		67,556,591			67,481,992			67,439,562

OTHER FINANCIAL DATA
Return on equity		8.23	%		7.83	%		8.60	%
Return on average tangible equity		11.86	%		11.40	%		12.93	%
Return on assets		0.97	%		0.92	%		0.99	%
Interest margin - Yield - FTE		4.07	%		4.05	%		4.15	%
Interest margin - Cost		0.19	%		0.19	%		0.23	%
Net interest margin - FTE		3.88	%		3.86	%		3.92	%
Efficiency ratio (1)		66.46	%		69.16	%		68.32	%
Full-time equivalent employees		3,038			3,060			3,114

STOCK PERFORMANCE
Market value-Close	$	24.28		$	24.54		$	25.35
Book value	$	21.41		$	21.04		$	20.37
Tangible book value	$	15.53		$	15.13		$	14.36

(1) - The efficiency ratio is noninterest expense to total net interest income (FTE) and noninterest income, excluding security gains (losses), amortization of
partnership tax credits, amortization of purchased intangibles, and nonroutine income and expense items.

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

See Notes to Consolidated Financials

TRUSTMARK CORPORATION AND SUBSIDIARIES

CONSOLIDATED FINANCIAL INFORMATION

March 31, 2015

($ in thousands)

(unaudited)

	Quarter Ended									Linked Quarter						Year over Year
NONPERFORMING ASSETS (1)	3/31/2015			12/31/2014			3/31/2014			$ Change			% Change			$ Change			% Change
Nonaccrual loans
Alabama	$	902		$	852		$	96		$	50			5.9	%	$	806			n/m
Florida		8,179			11,091			9,956			(2,912	)		-26.3	%		(1,777	)		-17.8	%
Mississippi (2)		52,145			57,129			44,168			(4,984	)		-8.7	%		7,977			18.1	%
Tennessee (3)		4,197			5,819			5,206			(1,622	)		-27.9	%		(1,009	)		-19.4	%
Texas		11,585			4,452			4,572			7,133			n/m			7,013			n/m
Total nonaccrual loans		77,008			79,343			63,998			(2,335	)		-2.9	%		13,010			20.3	%
Other real estate
Alabama		21,795			21,196			24,103			599			2.8	%		(2,308	)		-9.6	%
Florida		34,746			35,324			42,013			(578	)		-1.6	%		(7,267	)		-17.3	%
Mississippi (2)		15,143			17,397			22,287			(2,254	)		-13.0	%		(7,144	)		-32.1	%
Tennessee (3)		10,072			10,292			13,000			(220	)		-2.1	%		(2,928	)		-22.5	%
Texas		8,419			8,300			10,133			119			1.4	%		(1,714	)		-16.9	%
Total other real estate		90,175			92,509			111,536			(2,334	)		-2.5	%		(21,361	)		-19.2	%
Total nonperforming assets	$	167,183		$	171,852		$	175,534		$	(4,669	)		-2.7	%	$	(8,351	)		-4.8	%

LOANS PAST DUE OVER 90 DAYS (4)
LHFI	$	1,413		$	2,764		$	1,870		$	(1,351	)		-48.9	%	$	(457	)		-24.4	%

LHFS-Guaranteed GNMA serviced loans
(no obligation to repurchase)	$	7,584		$	25,943		$	20,109		$	(18,359	)		-70.8	%	$	(12,525	)		-62.3	%

	Quarter Ended									Linked Quarter						Year over Year
ALLOWANCE FOR LOAN LOSSES (4)	3/31/2015			12/31/2014			3/31/2014			$ Change			% Change			$ Change			% Change
Beginning Balance	$	69,616		$	70,134		$	66,448		$	(518	)		-0.7	%	$	3,168			4.8	%
Provision for loan losses		1,785			(1,393	)		(805	)		3,178			n/m			2,590			n/m
Charge-offs		(3,004	)		(3,174	)		(3,016	)		170			-5.4	%		12			-0.4	%
Recoveries		2,924			4,049			4,891			(1,125	)		-27.8	%		(1,967	)		-40.2	%
Net (charge-offs) recoveries		(80	)		875			1,875			(955	)		n/m			(1,955	)		n/m
Ending Balance	$	71,321		$	69,616		$	67,518		$	1,705			2.4	%	$	3,803			5.6	%

PROVISION FOR LOAN LOSSES (4)
Alabama	$	761		$	283		$	472		$	478			n/m		$	289			61.2	%
Florida		1,833			(66	)		(3,499	)		1,899			n/m			5,332			n/m
Mississippi (2)		(2,729	)		(3,065	)		1,983			336			-11.0	%		(4,712	)		n/m
Tennessee (3)		1,432			1,993			(915	)		(561	)		-28.1	%		2,347			n/m
Texas		488			(538	)		1,154			1,026			n/m			(666	)		-57.7	%
Total provision for loan losses	$	1,785		$	(1,393	)	$	(805	)	$	3,178			n/m		$	2,590			n/m

NET CHARGE-OFFS (4)
Alabama	$	144		$	92		$	55		$	52			56.5	%	$	89			n/m
Florida		(28	)		(226	)		(2,524	)		198			-87.6	%		2,496			-98.9	%
Mississippi (2)		143			(880	)		676			1,023			n/m			(533	)		-78.8	%
Tennessee (3)		(216	)		325			(1	)		(541	)		n/m			(215	)		n/m
Texas		37			(186	)		(81	)		223			n/m			118			n/m
Total net charge-offs (recoveries)	$	80		$	(875	)	$	(1,875	)	$	955			n/m		$	1,955			n/m

CREDIT QUALITY RATIOS (1)
Net charge-offs/average loans		0.00	%		-0.05	%		-0.13	%
Provision for loan losses/average loans		0.11	%		-0.09	%		-0.05	%
Nonperforming loans/total loans (incl LHFS)		1.17	%		1.21	%		1.06	%
Nonperforming assets/total loans (incl LHFS)		2.55	%		2.61	%		2.90	%
Nonperforming assets/total loans (incl LHFS) +ORE		2.51	%		2.57	%		2.85	%
ALL/total loans (excl LHFS)		1.11	%		1.08	%		1.14	%
ALL-commercial/total commercial loans		1.30	%		1.23	%		1.33	%
ALL-consumer/total consumer and home mortgage loans		0.61	%		0.67	%		0.65	%
ALL/nonperforming loans		92.62	%		87.74	%		105.50	%
ALL/nonperforming loans -
(excl impaired loans)		205.52	%		180.95	%		180.86	%

CAPITAL RATIOS
Total equity/total assets		11.87	%		11.59	%		11.39	%
Tangible equity/tangible assets		8.91	%		8.62	%		8.31	%
Tangible equity/risk-weighted assets		12.34	%		12.17	%		12.08	%
Tier 1 leverage ratio		9.99	%		9.63	%		9.14	%
Tier 1 common risk-based capital ratio		13.14	%		12.75	%		12.37	%
Tier 1 risk-based capital ratio		13.83	%		13.47	%		13.11	%
Total risk-based capital ratio		14.92	%		14.56	%		14.34	%

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

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

See Notes to Consolidated Financials

TRUSTMARK CORPORATION AND SUBSIDIARIES

CONSOLIDATED FINANCIAL INFORMATION

March 31, 2015

($ in thousands)

(unaudited)

	Quarter Ended
AVERAGE BALANCES	3/31/2015			12/31/2014			9/30/2014			6/30/2014			3/31/2014
Securities AFS-taxable	$	2,190,344		$	2,204,361		$	2,202,020		$	2,205,352		$	2,136,392
Securities AFS-nontaxable		127,623			129,403			131,305			135,956			149,744
Securities HTM-taxable		1,119,979			1,117,989			1,126,309			1,120,448			1,118,747
Securities HTM-nontaxable		41,405			42,040			43,114			43,551			31,039
Total securities		3,479,351			3,493,793			3,502,748			3,505,307			3,435,922
Loans (including loans held for sale)		6,561,430			6,494,369			6,387,251			6,160,781			5,950,720
Acquired loans:
Noncovered loans		502,534			544,260			585,675			664,733			751,723
Covered loans		23,593			27,039			28,971			31,122			33,805
Fed funds sold and rev repos		217			1,269			4,228			2,648			6,460
Other earning assets		46,368			48,224			41,871			36,259			36,820
Total earning assets		10,613,493			10,608,954			10,550,744			10,400,850			10,215,450
Allowance for loan losses		(81,993	)		(82,851	)		(78,227	)		(77,652	)		(79,736	)
Cash and due from banks		290,251			284,754			272,925			304,441			407,078
Other assets		1,303,552			1,317,217			1,345,771			1,343,384			1,376,024
Total assets	$	12,125,303		$	12,128,074		$	12,091,213		$	11,971,023		$	11,918,816

Interest-bearing demand deposits	$	1,847,374		$	1,815,999		$	1,808,710		$	1,826,019		$	1,900,504
Savings deposits		3,252,586			2,963,771			3,050,743			3,260,634			3,193,098
Time deposits less than $100,000		1,139,912			1,152,622			1,187,794			1,225,706			1,280,513
Time deposits of $100,000 or more		785,715			838,309			874,333			911,531			947,509
Total interest-bearing deposits		7,025,587			6,770,701			6,921,580			7,223,890			7,321,624
Fed funds purchased and repos		421,206			526,482			540,870			387,289			282,816
Short-term borrowings		256,714			385,841			181,114			59,465			65,010
Long-term FHLB advances		1,243			2,652			8,050			8,291			8,406
Subordinated notes		49,939			49,931			49,923			49,915			49,907
Junior subordinated debt securities		61,856			61,856			61,856			61,856			61,856
Total interest-bearing liabilities		7,816,545			7,797,463			7,763,393			7,790,706			7,789,619
Noninterest-bearing deposits		2,741,945			2,762,332			2,774,745			2,676,907			2,630,785
Other liabilities		129,844			146,011			140,218			111,170			130,749
Total liabilities		10,688,334			10,705,806			10,678,356			10,578,783			10,551,153
Shareholders' equity		1,436,969			1,422,268			1,412,857			1,392,240			1,367,663
Total liabilities and equity	$	12,125,303		$	12,128,074		$	12,091,213		$	11,971,023		$	11,918,816

PERIOD END BALANCES	3/31/2015			12/31/2014			9/30/2014			6/30/2014			3/31/2014
Cash and due from banks	$	335,244		$	315,973		$	237,497		$	322,960		$	423,819
Fed funds sold and rev repos		-			1,885			4,013			5,000			-
Securities available for sale		2,381,459			2,374,567			2,363,895			2,376,431			2,382,441
Securities held to maturity		1,184,554			1,170,685			1,169,640			1,156,790			1,155,569
Loans held for sale (LHFS)		150,365			132,196			135,562			142,103			120,446
Loans held for investment (LHFI)		6,413,876			6,449,469			6,333,651			6,187,000			5,923,766
Allowance for loan losses		(71,321	)		(69,616	)		(70,134	)		(66,648	)		(67,518	)
Net LHFI		6,342,555			6,379,853			6,263,517			6,120,352			5,856,248
Acquired loans:
Noncovered loans		478,172			525,783			564,542			616,911			713,647
Covered loans		20,271			23,626			27,607			29,628			32,670
Allowance for loan losses, acquired loans		(11,837	)		(12,059	)		(11,949	)		(11,179	)		(10,540	)
Net acquired loans		486,606			537,350			580,200			635,360			735,777
Net LHFI and acquired loans		6,829,161			6,917,203			6,843,717			6,755,712			6,592,025
Premises and equipment, net		198,039			200,781			200,474			201,639			203,771
Mortgage servicing rights		62,903			64,358			67,090			65,049			67,614
Goodwill		365,500			365,500			365,500			365,500			365,500
Identifiable intangible assets		31,250			33,234			35,357			37,506			39,697
Other real estate, excluding covered other real estate		90,175			92,509			97,037			106,970			111,536
Covered other real estate		4,794			6,060			4,146			3,872			4,759
FDIC indemnification asset		4,743			6,997			8,154			10,866			13,487
Other assets		540,977			568,685			564,234			569,598			576,390
Total assets	$	12,179,164		$	12,250,633		$	12,096,316		$	12,119,996		$	12,057,054

Deposits:
Noninterest-bearing	$	2,936,875		$	2,748,635		$	2,723,480		$	2,729,199		$	2,879,341
Interest-bearing		6,970,115			6,949,723			6,789,745			7,131,167			7,242,778
Total deposits		9,906,990			9,698,358			9,513,225			9,860,366			10,122,119
Fed funds purchased and repos		523,187			443,543			607,851			559,316			259,341
Short-term borrowings		50,570			425,077			316,666			61,227			59,671
Long-term FHLB advances		1,222			1,253			8,003			8,236			8,341
Subordinated notes		49,944			49,936			49,928			49,920			49,912
Junior subordinated debt securities		61,856			61,856			61,856			61,856			61,856
Other liabilities		139,311			150,670			123,689			119,184			121,919
Total liabilities		10,733,080			10,830,693			10,681,218			10,720,105			10,683,159
Common stock		14,076			14,060			14,051			14,051			14,051
Capital surplus		358,583			356,244			354,251			353,196			352,402
Retained earnings		1,103,077			1,092,120			1,081,161			1,063,201			1,045,939
Accum other comprehensive
loss, net of tax		(29,652	)		(42,484	)		(34,365	)		(30,557	)		(38,497	)
Total shareholders' equity		1,446,084			1,419,940			1,415,098			1,399,891			1,373,895
Total liabilities and equity	$	12,179,164		$	12,250,633		$	12,096,316		$	12,119,996		$	12,057,054

See Notes to Consolidated Financials

TRUSTMARK CORPORATION AND SUBSIDIARIES

CONSOLIDATED FINANCIAL INFORMATION

March 31, 2015

($ in thousands except per share data)

(unaudited)

	Quarter Ended
INCOME STATEMENTS	3/31/2015			12/31/2014			9/30/2014			6/30/2014			3/31/2014
Interest and fees on LHFS & LHFI-FTE	$	69,658		$	70,775		$	70,197		$	69,618		$	66,185
Interest and fees on acquired loans		15,078			13,500			23,200			23,250			16,786
Interest on securities-taxable		19,586			21,694			19,712			19,522			19,220
Interest on securities-tax exempt-FTE		1,789			1,814			1,845			1,912			1,920
Interest on fed funds sold and rev repos		-			3			9			6			5
Other interest income		393			384			386			379			375
Total interest income-FTE		106,504			108,170			115,349			114,687			104,491
Interest on deposits		3,247			3,382			3,606			3,970			4,365
Interest on fed funds pch and repos		143			184			180			110			76
Other interest expense		1,649			1,510			1,425			1,375			1,363
Total interest expense		5,039			5,076			5,211			5,455			5,804
Net interest income-FTE		101,465			103,094			110,138			109,232			98,687
Provision for loan losses, LHFI		1,785			(1,393	)		3,058			351			(805	)
Provision for loan losses, acquired loans		347			1,179			1,145			3,784			63
Net interest income after provision-FTE		99,333			103,308			105,935			105,097			99,429
Service charges on deposit accounts		11,085			12,514			12,743			11,846			11,568
Insurance commissions		8,616			7,831			9,240			8,300			8,097
Wealth management		7,990			8,460			8,038			7,710			8,135
Bank card and other fees		6,762			6,712			7,279			9,894			9,081
Mortgage banking, net		8,965			5,918			5,842			6,191			6,829
Other, net		(1,055	)		596			(160	)		199			(21	)
Nonint inc-excl sec gains (losses), net		42,363			42,031			42,982			44,140			43,689
Security gains (losses), net		-			-			(89	)		-			389
Total noninterest income		42,363			42,031			42,893			44,140			44,078
Salaries and employee benefits		57,169			57,159			56,675			56,134			56,726
Services and fees		14,121			14,401			14,489			14,543			13,165
Net occupancy-premises		6,191			6,632			6,817			6,413			6,606
Equipment expense		5,974			5,911			5,675			6,136			6,138
FDIC assessment expense		2,940			2,669			2,644			2,468			2,416
ORE/Foreclosure expense		1,115			3,240			930			3,836			3,315
Other expense		11,706			14,420			12,964			13,231			13,252
Total noninterest expense		99,216			104,432			100,194			102,761			101,618
Income before income taxes and tax eq adj		42,480			40,907			48,634			46,476			41,889
Tax equivalent adjustment		4,073			4,179			3,909			3,944			3,783
Income before income taxes		38,407			36,728			44,725			42,532			38,106
Income taxes		9,259			8,655			11,136			9,635			9,103
Net income	$	29,148		$	28,073		$	33,589		$	32,897		$	29,003

Per share data
Earnings per share - basic	$	0.43		$	0.42		$	0.50		$	0.49		$	0.43

Earnings per share - diluted	$	0.43		$	0.42		$	0.50		$	0.49		$	0.43

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

Weighted average shares outstanding
Basic		67,525,791			67,445,721			67,439,788			67,439,659			67,410,147

Diluted		67,639,326			67,633,637			67,608,612			67,582,714			67,550,483

Period end shares outstanding		67,556,591			67,481,992			67,439,788			67,439,788			67,439,562


OTHER FINANCIAL DATA
Return on equity		8.23	%		7.83	%		9.43	%		9.48	%		8.60	%
Return on average tangible equity		11.86	%		11.40	%		13.70	%		13.90	%		12.93	%
Return on assets		0.97	%		0.92	%		1.10	%		1.10	%		0.99	%
Interest margin - Yield - FTE		4.07	%		4.05	%		4.34	%		4.42	%		4.15	%
Interest margin - Cost		0.19	%		0.19	%		0.20	%		0.21	%		0.23	%
Net interest margin - FTE		3.88	%		3.86	%		4.14	%		4.21	%		3.92	%
Efficiency ratio (1)		66.46	%		69.16	%		62.80	%		64.31	%		68.32	%
Full-time equivalent employees		3,038			3,060			3,067			3,095			3,114


STOCK PERFORMANCE
Market value-Close	$	24.28		$	24.54		$	23.04		$	24.69		$	25.35
Book value	$	21.41		$	21.04		$	20.98		$	20.76		$	20.37
Tangible book value	$	15.53		$	15.13		$	15.04		$	14.78		$	14.36

(1) - The efficiency ratio is noninterest expense to total net interest income (FTE) and noninterest income, excluding security gains (losses), amortization of
partnership tax credits, amortization of purchased intangibles, and nonroutine income and expense items.

See Notes to Consolidated Financials

TRUSTMARK CORPORATION AND SUBSIDIARIES

CONSOLIDATED FINANCIAL INFORMATION

March 31, 2015

($ in thousands)

(unaudited)

	Quarter Ended
NONPERFORMING ASSETS (1)	3/31/2015			12/31/2014			9/30/2014			6/30/2014			3/31/2014
Nonaccrual loans
Alabama	$	902		$	852		$	852		$	80		$	96
Florida		8,179			11,091			10,986			11,041			9,956
Mississippi (2)		52,145			57,129			65,751			49,430			44,168
Tennessee (3)		4,197			5,819			5,901			4,244			5,206
Texas		11,585			4,452			4,824			6,323			4,572
Total nonaccrual loans		77,008			79,343			88,314			71,118			63,998
Other real estate
Alabama		21,795			21,196			24,256			24,541			24,103
Florida		34,746			35,324			36,608			43,207			42,013
Mississippi (2)		15,143			17,397			16,419			18,723			22,287
Tennessee (3)		10,072			10,292			11,347			12,073			13,000
Texas		8,419			8,300			8,407			8,426			10,133
Total other real estate		90,175			92,509			97,037			106,970			111,536
Total nonperforming assets	$	167,183		$	171,852		$	185,351		$	178,088		$	175,534

LOANS PAST DUE OVER 90 DAYS (4)
LHFI	$	1,413		$	2,764		$	3,839		$	1,936		$	1,870

LHFS-Guaranteed GNMA serviced loans
(no obligation to repurchase)	$	7,584		$	25,943		$	24,979		$	21,810		$	20,109


	Quarter Ended
ALLOWANCE FOR LOAN LOSSES (4)	3/31/2015			12/31/2014			9/30/2014			6/30/2014			3/31/2014
Beginning Balance	$	69,616		$	70,134		$	66,648		$	67,518		$	66,448
Provision for loan losses		1,785			(1,393	)		3,058			351			(805	)
Charge-offs		(3,004	)		(3,174	)		(3,216	)		(3,820	)		(3,016	)
Recoveries		2,924			4,049			3,644			2,599			4,891
Net (charge-offs) recoveries		(80	)		875			428			(1,221	)		1,875
Ending Balance	$	71,321		$	69,616		$	70,134		$	66,648		$	67,518

PROVISION FOR LOAN LOSSES (4)
Alabama	$	761		$	283		$	1,093		$	696		$	472
Florida		1,833			(66	)		(147	)		(2,014	)		(3,499	)
Mississippi (2)		(2,729	)		(3,065	)		4,679			2,877			1,983
Tennessee (3)		1,432			1,993			244			(277	)		(915	)
Texas		488			(538	)		(2,811	)		(931	)		1,154
Total provision for loan losses	$	1,785		$	(1,393	)	$	3,058		$	351		$	(805	)

NET CHARGE-OFFS (4)
Alabama	$	144		$	92		$	172		$	84		$	55
Florida		(28	)		(226	)		(89	)		(525	)		(2,524	)
Mississippi (2)		143			(880	)		462			1,518			676
Tennessee (3)		(216	)		325			48			87			(1	)
Texas		37			(186	)		(1,021	)		57			(81	)
Total net charge-offs (recoveries)	$	80		$	(875	)	$	(428	)	$	1,221		$	(1,875	)

CREDIT QUALITY RATIOS (1)
Net charge-offs/average loans		0.00	%		-0.05	%		-0.03	%		0.08	%		-0.13	%
Provision for loan losses/average loans		0.11	%		-0.09	%		0.19	%		0.02	%		-0.05	%
Nonperforming loans/total loans (incl LHFS)		1.17	%		1.21	%		1.37	%		1.12	%		1.06	%
Nonperforming assets/total loans (incl LHFS)		2.55	%		2.61	%		2.87	%		2.81	%		2.90	%
Nonperforming assets/total loans (incl LHFS) +ORE		2.51	%		2.57	%		2.82	%		2.77	%		2.85	%
ALL/total loans (excl LHFS)		1.11	%		1.08	%		1.11	%		1.08	%		1.14	%
ALL-commercial/total commercial loans		1.30	%		1.23	%		1.26	%		1.20	%		1.33	%
ALL-consumer/total consumer and home mortgage loans		0.61	%		0.67	%		0.69	%		0.75	%		0.65	%
ALL/nonperforming loans		92.62	%		87.74	%		79.41	%		93.71	%		105.50	%
ALL/nonperforming loans -
(excl impaired loans)		205.52	%		180.95	%		178.81	%		159.71	%		180.86	%

CAPITAL RATIOS
Total equity/total assets		11.87	%		11.59	%		11.70	%		11.55	%		11.39	%
Tangible equity/tangible assets		8.91	%		8.62	%		8.67	%		8.51	%		8.31	%
Tangible equity/risk-weighted assets		12.34	%		12.17	%		12.24	%		12.19	%		12.08	%
Tier 1 leverage ratio		9.99	%		9.63	%		9.54	%		9.43	%		9.14	%
Tier 1 common risk-based capital ratio		13.14	%		12.75	%		12.74	%		12.61	%		12.37	%
Tier 1 risk-based capital ratio		13.83	%		13.47	%		13.47	%		13.34	%		13.11	%
Total risk-based capital ratio		14.92	%		14.56	%		14.70	%		14.54	%		14.34	%


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

See Notes to Consolidated Financials

TRUSTMARK CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIALS

March 31, 2015

($ in thousands)

(unaudited)

Note 1 - 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):

	3/31/2015		12/31/2014		9/30/2014		6/30/2014		3/31/2014
SECURITIES AVAILABLE FOR SALE
U.S. Treasury securities	$	-	$	100	$	100	$	100	$	100
U.S. Government agency obligations
Issued by U.S. Government agencies		78,115		79,656		83,011		117,489		123,368
Issued by U.S. Government sponsored agencies		33,076		32,818		30,779		40,848		40,601
Obligations of states and political subdivisions		160,154		162,258		165,463		171,229		172,437
Mortgage-backed securities
Residential mortgage pass-through securities
Guaranteed by GNMA		12,010		12,427		12,828		13,492		14,263
Issued by FNMA and FHLMC		195,470		204,441		213,420		225,229		232,488
Other residential mortgage-backed securities
Issued or guaranteed by FNMA, FHLMC, or GNMA		1,646,710		1,661,833		1,603,138		1,543,619		1,530,068
Commercial mortgage-backed securities
Issued or guaranteed by FNMA, FHLMC, or GNMA		225,826		189,334		221,641		229,283		232,072
Asset-backed securities and structured financial products		30,098		31,700		33,515		35,142		37,044
Total securities available for sale	$	2,381,459	$	2,374,567	$	2,363,895	$	2,376,431	$	2,382,441

SECURITIES HELD TO MATURITY
U.S. Government agency obligations
Issued by U.S. Government sponsored agencies	$	101,171	$	100,971	$	100,767	$	100,563	$	100,361
Obligations of states and political subdivisions		62,928		63,505		64,538		65,193		65,757
Mortgage-backed securities
Residential mortgage pass-through securities
Guaranteed by GNMA		18,861		19,115		13,368		13,959		12,177
Issued by FNMA and FHLMC		11,341		11,437		11,816		12,165		12,395
Other residential mortgage-backed securities
Issued or guaranteed by FNMA, FHLMC, or GNMA		842,827		834,176		836,966		822,444		822,135
Commercial mortgage-backed securities
Issued or guaranteed by FNMA, FHLMC, or GNMA		147,426		141,481		142,185		142,466		142,744
Total securities held to maturity	$	1,184,554	$	1,170,685	$	1,169,640	$	1,156,790	$	1,155,569

During the fourth quarter of 2013, Trustmark reclassified approximately $1.099 billion of securities available for sale to securities held to maturity. The securities were transferred at fair value, which became the cost basis for the securities held to maturity. At the date of transfer, the net unrealized holding loss on the available for sale securities totaled approximately $46.6 million ($28.8 million, net of tax). The net unrealized holding loss is amortized over the remaining life of the securities as a yield adjustment in a manner consistent with the amortization or accretion of the original purchase premium or discount on the associated security. There were no gains or losses recognized as a result of the transfer. At March 31, 2015, the net unamortized, unrealized loss on the transferred securities included in accumulated other comprehensive (loss) income in the accompanying balance sheet totaled approximately $39.0 million ($24.1 million, net of tax).

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 93% of the portfolio in GSE-backed obligations and other Aaa rated securities as determined by Moody’s. None of the securities owned by Trustmark are collateralized by assets which are considered sub-prime. Furthermore, outside of stock ownership in the Federal Home Loan Bank of Dallas, Federal Home Loan Bank of Atlanta and Federal Reserve Bank, Trustmark does not hold any other equity investment in a GSE.

TRUSTMARK CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIALS

March 31, 2015

($ in thousands)

(unaudited)

Note 2 – Loan Composition

LHFI BY TYPE (excluding acquired loans)	3/31/2015			12/31/2014			9/30/2014			6/30/2014			3/31/2014
Loans secured by real estate:
Construction, land development and other land loans	$	691,657		$	619,877		$	580,794		$	531,651		$	592,658
Secured by 1-4 family residential properties		1,613,993			1,634,397			1,625,480			1,581,859			1,533,781
Secured by nonfarm, nonresidential properties		1,516,895			1,553,193			1,560,901			1,544,516			1,461,947
Other real estate secured		233,322			253,787			239,819			250,383			193,221
Commercial and industrial loans		1,228,788			1,270,350			1,246,753			1,250,146			1,207,367
Consumer loans		161,535			167,964			168,813			165,372			160,153
State and other political subdivision loans		614,330			602,727			585,382			562,415			493,220
Other loans		353,356			347,174			325,709			300,658			281,419
LHFI		6,413,876			6,449,469			6,333,651			6,187,000			5,923,766
Allowance for loan losses		(71,321	)		(69,616	)		(70,134	)		(66,648	)		(67,518	)
Net LHFI	$	6,342,555		$	6,379,853		$	6,263,517		$	6,120,352		$	5,856,248

ACQUIRED NONCOVERED LOANS BY TYPE	3/31/2015			12/31/2014			9/30/2014			6/30/2014			3/31/2014
Loans secured by real estate:
Construction, land development and other land loans	$	51,363		$	58,309		$	64,808		$	75,353		$	88,683
Secured by 1-4 family residential properties		111,830			116,920			120,366			133,191			145,213
Secured by nonfarm, nonresidential properties		177,210			202,323			214,806			226,967			271,696
Other real estate secured		26,819			27,813			28,036			30,918			34,787
Commercial and industrial loans		81,261			88,256			103,185			114,212			135,114
Consumer loans		8,494			9,772			11,236			14,733			15,024
Other loans		21,195			22,390			22,105			21,537			23,130
Noncovered loans		478,172			525,783			564,542			616,911			713,647
Allowance for loan losses		(11,106	)		(10,541	)		(11,136	)		(9,770	)		(9,952	)
Net noncovered loans	$	467,066		$	515,242		$	553,406		$	607,141		$	703,695

ACQUIRED COVERED LOANS BY TYPE	3/31/2015			12/31/2014			9/30/2014			6/30/2014			3/31/2014
Loans secured by real estate:
Construction, land development and other land loans	$	1,447		$	1,197		$	1,721		$	2,130		$	2,239
Secured by 1-4 family residential properties		11,200			13,180			14,114			14,565			15,572
Secured by nonfarm, nonresidential properties		5,844			7,672			8,270			8,831			10,629
Other real estate secured		1,469			1,096			2,949			2,376			2,470
Commercial and industrial loans		255			277			327			336			361
Consumer loans		-			-			-			-			49
Other loans		56			204			226			1,390			1,350
Covered loans		20,271			23,626			27,607			29,628			32,670
Allowance for loan losses		(731	)		(1,518	)		(813	)		(1,409	)		(588	)
Net covered loans	$	19,540		$	22,108		$	26,794		$	28,219		$	32,082

TRUSTMARK CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIALS

March 31, 2015

($ in thousands)

(unaudited)

Note 2 – Loan Composition (continued)
	March 31, 2015
LHFI - COMPOSITION BY REGION (1)	Total		Alabama		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	$	691,657	$	84,244	$	61,909	$	244,335	$	50,198	$	250,971
Secured by 1-4 family residential properties		1,613,993		45,686		48,707		1,378,256		124,642		16,702
Secured by nonfarm, nonresidential properties		1,516,895		108,858		167,899		754,282		149,548		336,308
Other real estate secured		233,322		14,771		5,526		151,607		26,038		35,380
Commercial and industrial loans		1,228,788		81,484		11,289		772,678		109,535		253,802
Consumer loans		161,535		16,579		2,380		123,415		16,352		2,809
State and other political subdivision loans		614,330		44,108		27,434		449,339		20,327		73,122
Other loans		353,356		18,921		18,632		241,744		37,690		36,369
Loans	$	6,413,876	$	414,651	$	343,776	$	4,115,656	$	534,330	$	1,005,463



CONSTRUCTION, LAND DEVELOPMENT AND OTHER LAND LOANS BY REGION (1)
Lots	$	46,700	$	4,696	$	22,204	$	13,802	$	1,956	$	4,042
Development		53,793		5,143		6,524		32,184		886		9,056
Unimproved land		109,869		7,835		22,231		47,341		22,509		9,953
1-4 family construction		148,566		27,066		10,804		70,670		3,387		36,639
Other construction		332,729		39,504		146		80,338		21,460		191,281
Construction, land development and other land loans	$	691,657	$	84,244	$	61,909	$	244,335	$	50,198	$	250,971




LOANS SECURED BY NONFARM, NONRESIDENTIAL PROPERTIES BY REGION (1)
Income producing:
Retail	$	194,635	$	21,719	$	41,559	$	64,736	$	19,853	$	46,768
Office		195,111		14,306		41,765		79,718		7,593		51,729
Nursing homes/assisted living		78,785		-		-		72,893		5,892		-
Hotel/motel		112,494		11,555		19,187		37,702		33,941		10,109
Industrial		45,236		5,342		4,595		11,573		1,109		22,617
Health care		25,824		2,389		-		23,408		27		-
Convenience stores		10,165		242		-		5,230		1,209		3,484
Other		154,018		5,548		17,834		69,896		4,988		55,752
Total income producing loans		816,268		61,101		124,940		365,156		74,612		190,459

Owner-occupied:
Office		109,847		6,919		16,186		56,121		7,953		22,668
Churches		96,168		3,953		3,161		47,597		31,071		10,386
Industrial warehouses		117,065		3,406		3,979		59,813		11,343		38,524
Health care		111,405		13,512		7,770		60,731		9,434		19,958
Convenience stores		63,363		484		1,519		45,868		2,962		12,530
Retail		37,976		2,208		4,035		25,396		3,305		3,032
Restaurants		27,915		1,651		1,948		23,356		-		960
Auto dealerships		13,503		6,210		90		5,837		1,349		17
Other		123,385		9,414		4,271		64,407		7,519		37,774
Total owner-occupied loans		700,627		47,757		42,959		389,126		74,936		145,849
Loans secured by nonfarm, nonresidential properties	$	1,516,895	$	108,858	$	167,899	$	754,282	$	149,548	$	336,308

(1) Excludes Acquired Loans.

TRUSTMARK CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIALS

March 31, 2015

($ in thousands)

(unaudited)

Note 3 – 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
	3/31/2015			12/31/2014			9/30/2014			6/30/2014			3/31/2014
Securities – taxable		2.40	%		2.59	%		2.35	%		2.35	%		2.39	%
Securities – nontaxable		4.29	%		4.20	%		4.20	%		4.27	%		4.31	%
Securities – total		2.49	%		2.67	%		2.44	%		2.45	%		2.50	%
Loans - LHFI & LHFS		4.31	%		4.32	%		4.36	%		4.53	%		4.51	%
Acquired loans		11.62	%		9.38	%		14.98	%		13.40	%		8.67	%
Loans - total		4.85	%		4.73	%		5.29	%		5.43	%		5.00	%
FF sold & rev repo		0.00	%		0.94	%		0.84	%		0.91	%		0.31	%
Other earning assets		3.44	%		3.16	%		3.66	%		4.19	%		4.13	%
Total earning assets		4.07	%		4.05	%		4.34	%		4.42	%		4.15	%

Interest-bearing deposits		0.19	%		0.20	%		0.21	%		0.22	%		0.24	%
FF pch & repo		0.14	%		0.14	%		0.13	%		0.11	%		0.11	%
Other borrowings		1.81	%		1.20	%		1.88	%		3.07	%		2.99	%
Total interest-bearing liabilities		0.26	%		0.26	%		0.27	%		0.28	%		0.30	%

Net interest margin		3.88	%		3.86	%		4.14	%		4.21	%		3.92	%
Net interest margin excluding acquired loans		3.47	%		3.54	%		3.47	%		3.55	%		3.52	%

Reflected in the table above are yields on earning assets and liabilities, along with the net interest margin which equals reported net interest income-FTE, annualized, as a percent of average earning assets. In addition, the table includes net interest margin excluding acquired loans, which equals reported net interest income-FTE excluding interest income on acquired loans, annualized, as a percent of average earning assets excluding average acquired loans. The net interest margin increased 2 basis points during the first quarter of 2015. The slight increase in the net interest margin was primarily due to an increase in recoveries on acquired loans from $2.0 million during the fourth quarter of 2014 to $3.9 million during the first quarter of 2015. Excluding the recoveries on acquired loans, the yield on average acquired loans totaled 8.63% during the first quarter of 2015.

The net interest margin, excluding acquired loans, totaled 3.47% during the first quarter of 2015 compared to a net interest margin, excluding acquired loans as well as $2.2 million of yield maintenance payments on prepaid securities, of 3.46% during the fourth quarter of 2014.

Note 4 – Mortgage Banking

Trustmark utilizes a portfolio of exchange-traded derivative instruments, such as Treasury note futures contracts and option contracts, to achieve a fair value return that offsets the changes in fair value of mortgage servicing rights (MSR) attributable to interest rates. These transactions are considered freestanding derivatives that do not otherwise qualify for hedge accounting under generally accepted accounting principles (GAAP). Changes in the fair value of these exchange-traded derivative instruments, including administrative costs, are recorded in noninterest income in mortgage banking, net and are offset by the changes in the fair value of the MSR. The MSR fair value represents the present value of future cash flows, which among other things includes decay and the effect of changes in interest rates. Ineffectiveness of hedging the MSR fair value is measured by comparing the change in value of hedge instruments to the change in the fair value of the MSR asset attributable to changes in interest rates and other market driven changes in valuation inputs and assumptions. The impact of this strategy resulted in a net positive ineffectiveness of $1.3 million and $1.9 million for the quarters ended March 31, 2015 and 2014, respectively.

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

	Quarter Ended
	3/31/2015			12/31/2014			9/30/2014			6/30/2014			3/31/2014
Mortgage servicing income, net	$	4,897		$	4,814		$	4,674		$	4,592		$	4,539
Change in fair value-MSR from runoff		(2,213	)		(1,999	)		(2,364	)		(2,391	)		(1,812	)
Gain on sales of loans, net		3,716			2,910			3,272			2,749			1,839
Other, net		1,245			132			(323	)		695			400
Mortgage banking income before hedge ineffectiveness		7,645			5,857			5,259			5,645			4,966
Change in fair value-MSR from market changes		(2,368	)		(4,142	)		700			(3,038	)		(723	)
Change in fair value of derivatives		3,688			4,203			(117	)		3,584			2,586
Net positive hedge ineffectiveness		1,320			61			583			546			1,863
Mortgage banking, net	$	8,965		$	5,918		$	5,842		$	6,191		$	6,829

During the first quarter of 2015, Trustmark exercised its option to repurchase delinquent loans serviced for GNMA. These loans were subsequently sold to a third party under different repurchase provisions. Trustmark retained the servicing for these loans, which are fully guaranteed by FHA/VA. As a result of this repurchase and sale, the loans are no longer carried as "LHFS-Guaranteed GNMA serviced loans" (see pages 3 and 6). The transaction resulted in a gain of $304 thousand, which was recorded during the first quarter of 2015 and is included in the table above as "Gain on sales of loans, net.”

TRUSTMARK CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIALS

March 31, 2015

($ in thousands)

(unaudited)

Note 5 – Other Noninterest Income and Expense

Other noninterest income consisted of the following for the periods presented ($ in thousands):

	Quarter Ended
	3/31/2015			12/31/2014			9/30/2014			6/30/2014			3/31/2014
Partnership amortization for tax credit purposes	$	(2,472	)	$	(2,806	)	$	(3,006	)	$	(3,006	)	$	(3,006	)
Decrease in FDIC indemnification asset		(970	)		(735	)		(452	)		(999	)		(688	)
Increase in life insurance cash surrender value		1,675			1,693			1,702			1,857			2,087
Other miscellaneous income		712			2,444			1,596			2,347			1,586
Total other, net	$	(1,055	)	$	596		$	(160	)	$	199		$	(21	)

Trustmark invests in partnerships that provide income tax credits on a Federal and/or State basis (i.e., new market tax credits, low income housing tax credits or historical tax credits). These investments are recorded based on the equity method of accounting, which requires the equity in partnership losses to be recognized when incurred and are recorded as a reduction in other income. The income tax credits related to these partnerships are utilized as specifically allowed by income tax law and are recorded as a reduction in income tax expense.

During the first quarter of 2015, other noninterest income included a write-down of the FDIC indemnification asset of $970 thousand on acquired covered loans and covered other real estate obtained from the Heritage Banking Group as a result of loan pay-offs, real estate sales, improved cash flow projections and valuation of covered other real estate.

Other noninterest expense consisted of the following for the periods presented ($ in thousands):

	Quarter Ended
	3/31/2015		12/31/2014		9/30/2014		6/30/2014		3/31/2014
Loan expense	$	2,721	$	3,312	$	3,070	$	3,107	$	3,464
Amortization of intangibles		1,991		2,123		2,150		2,190		2,293
Other miscellaneous expense		6,994		8,985		7,744		7,934		7,495
Total other expense	$	11,706	$	14,420	$	12,964	$	13,231	$	13,252

Note 6 – Non-GAAP Financial Measures

In addition to capital ratios defined by 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 FINANCIALS

March 31, 2015

($ in thousands)

(unaudited)

Note 6 - Non-GAAP Financial Measures (continued)
				Quarter Ended
				3/31/2015			12/31/2014			9/30/2014			6/30/2014			3/31/2014
TANGIBLE EQUITY
AVERAGE BALANCES
Total shareholders' equity				$	1,436,969		$	1,422,268		$	1,412,857		$	1,392,240		$	1,367,663
Less:	Goodwill				(365,500	)		(365,500	)		(365,500	)		(365,500	)		(372,720	)
	Identifiable intangible assets				(32,398	)		(34,411	)		(36,553	)		(38,711	)		(41,015	)
Total average tangible equity				$	1,039,071		$	1,022,357		$	1,010,804		$	988,029		$	953,928

PERIOD END BALANCES
Total shareholders' equity				$	1,446,084		$	1,419,940		$	1,415,098		$	1,399,891		$	1,373,895
Less:	Goodwill				(365,500	)		(365,500	)		(365,500	)		(365,500	)		(365,500	)
	Identifiable intangible assets				(31,250	)		(33,234	)		(35,357	)		(37,506	)		(39,697	)
Total tangible equity			(a)	$	1,049,334		$	1,021,206		$	1,014,241		$	996,885		$	968,698

TANGIBLE ASSETS
Total assets				$	12,179,164		$	12,250,633		$	12,096,316		$	12,119,996		$	12,057,054
Less:	Goodwill				(365,500	)		(365,500	)		(365,500	)		(365,500	)		(365,500	)
	Identifiable intangible assets				(31,250	)		(33,234	)		(35,357	)		(37,506	)		(39,697	)
Total tangible assets			(b)	$	11,782,414		$	11,851,899		$	11,695,459		$	11,716,990		$	11,651,857

Risk-weighted assets			(c)	$	8,503,102		$	8,387,799		$	8,287,608		$	8,175,622		$	8,016,482

NET INCOME ADJUSTED FOR INTANGIBLE AMORTIZATION
Net income				$	29,148		$	28,073		$	33,589		$	32,897		$	29,003
Plus:	Intangible amortization net of tax				1,229			1,312			1,328			1,353			1,417
Net income adjusted for intangible amortization				$	30,377		$	29,385		$	34,917		$	34,250		$	30,420

Period end common shares outstanding			(d)		67,556,591			67,481,992			67,439,788			67,439,788			67,439,562

TANGIBLE COMMON EQUITY MEASUREMENTS
Return on average tangible equity (1)					11.86	%		11.40	%		13.70	%		13.90	%		12.93	%
Tangible equity/tangible assets			(a)/(b)		8.91	%		8.62	%		8.67	%		8.51	%		8.31	%
Tangible equity/risk-weighted assets			(a)/(c)		12.34	%		12.17	%		12.24	%		12.19	%		12.08	%
Tangible book value			(a)/(d)*1,000	$	15.53		$	15.13		$	15.04		$	14.78		$	14.36

TIER 1 COMMON RISK-BASED CAPITAL - BASEL I
Total shareholders' equity							$	1,419,940		$	1,415,098		$	1,399,891		$	1,373,895
Eliminate qualifying AOCI								42,484			34,365			30,557			38,497
Qualifying tier 1 capital								60,000			60,000			60,000			60,000
Disallowed goodwill								(365,500	)		(365,500	)		(365,500	)		(365,500	)
Adj to goodwill allowed for deferred taxes								15,855			15,503			15,150			14,798
Other disallowed intangibles								(33,234	)		(35,357	)		(37,506	)		(39,697	)
Disallowed servicing intangible								(6,436	)		(6,709	)		(6,505	)		(6,761	)
Disallowed deferred taxes								(3,479	)		(1,234	)		(5,134	)		(23,969	)
Total tier 1 capital								1,129,630			1,116,166			1,090,953			1,051,263
Less:	Qualifying tier 1 capital							(60,000	)		(60,000	)		(60,000	)		(60,000	)
Total tier 1 common capital			(e)				$	1,069,630		$	1,056,166		$	1,030,953		$	991,263

Tier 1 common risk-based capital ratio			(e)/(c)					12.75	%		12.74	%		12.61	%		12.37	%

COMMON EQUITY TIER 1 CAPITAL (CET1) - BASEL III
Total shareholders' equity				$	1,446,084
AOCI-related adjustments					29,652
CET1 adjustments and deductions:
	Goodwill net of associated deferred tax liabilities (DTLs)				(349,292	)
	Other adjustments and deductions for CET1 (2)				(9,104	)
		CET1 capital	(f)		1,117,340
	Additional tier 1 capital instruments plus related surplus				60,000
	Less: additional tier 1 capital deductions				(1,762	)
		Additional tier 1 capital			58,238
		Tier 1 capital		$	1,175,578

Tier 1 common risk-based capital ratio			(f)/(c)		13.14	%

(1) Calculation = ((net income adjusted for intangible amortization/number of days in period)*number of days in year)/total average tangible equity
(2) Includes other intangible assets, net of DTLs, disallowed deferred tax assets (DTAS), threshold deductions and transition adjustments, as applicable.

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