Rurban Financial Corp. Reports Substantial Increase in Earnings for First Quarter


DEFIANCE, Ohio, April 16, 2008 (PRIME NEWSWIRE) -- Rurban Financial Corp. (Nasdaq:RBNF), a leading provider of full-service community banking, investment management, trust services and bank data and item processing, reported first quarter 2008 earnings of $1.11 million, or $0.22 per diluted share, an increase of 58.0% and 60.0%, respectively, above the $702 thousand, or $0.14 per diluted share, reported in first quarter 2007. Improved performance reflects across-the-board improvement at both of Rurban's subsidiary companies, The State Bank and Trust Company and RDSI. The growth initiatives and improved efficiencies implemented over the past two years are providing clear and positive results.

Consolidated earnings for the 2008 first quarter include one-time pre-tax gains of $197,000 and $132,000, respectively, from the partial recovery of previously written-off WorldCom securities and proceeds from the sale of equity securities derived from VISA Inc.'s Initial Public Offering (IPO). These gains were partially offset by $176,000 of one-time expenses associated with the wind-down of RFCBC, Rurban's workout subsidiary. These one-time items resulted in a net after-tax gain of $101,000. The 2007 first quarter included a pre-tax merger-related expense of $95,000 ($63,000 after-tax). Excluding the after-tax impact of the $101,000 net gain for the 2008 quarter and the $63,000 expense for the year-ago quarter, operating earnings were $1.0 million in 2008, compared with $765,000 for the prior-year quarter, up 31.8%.

"This has been a break-through quarter for Rurban," commented Kenneth Joyce, President and CEO of Rurban Financial Corp. "While much of the banking industry has suffered from the financial and economic crises that began over a year ago, Rurban has proven to be more resilient. Our combination of net interest and non-interest income provides balance to our revenue stream, and enables us to be more resistant to interest rate swings. From our earlier experience with problem loans, we have built a credit infrastructure with strong controls and a disciplined lending team. These are the primary factors -- revenue growth and asset quality -- that influence our present and future performance, and that of the banking industry as a whole. We believe that Rurban is well-positioned for the current environment, and we know there are still many additional opportunities as we continue down this path."

The Banking Group (including RFCBC, the workout company) increased earnings from $571,000 for the first quarter of 2007, to $917,000 for the first quarter of 2008, an increase of 60.6%. Excluding earnings from the one-time net after-tax gain in the first quarter of 2008, and merger-related expenses from 2007, 2008 first quarter operating earnings were $881,000 versus $634,000 in 2007, up $247,000, or 39.0%.

RDSI had a record first quarter. The first quarter of 2008 net income was $800,000, compared with $690,000 in the 2007 first quarter, up $110,000, or 15.9%.

Highlights of Rurban's consolidated first quarter performance include:



 * Rurban's revenue stream has benefited from the complementary 
   contributions of both subsidiaries. RDSI revenue consists entirely 
   of non-interest income, while State Bank has a mix of 66.3% net 
   interest income and 33.6% non-interest income. The consolidated mix 
   is approximately 66.3% non-interest and the remainder net interest 
   income, a significant advantage in the current banking interest 
   rate environment. 

 * Rurban's Banking Group entered this declining rate environment 
   liability-sensitive and has benefited from this positioning in the 
   current interest rate environment. First quarter 2008 banking net 
   interest margin was 3.45%, up 2 basis points from the linked 
   quarter. 

 * Consolidated return on average assets (ROAA) was 0.78% for the 
   first quarter of 2008, compared with 0.51% for the year-ago 
   quarter, up 27 basis points. On a core operating basis, first 
   quarter ROAA was 0.71% in 2008, and 0.56% in 2007, an increase of 
   15 basis points.

 * Profitability has benefited largely from revenue growth; as a 
   percent of average assets, annualized revenue has increased from 
   7.45% in the first quarter of 2007, to 7.99% for the current 
   quarter -- an improvement of 54 basis points. Meanwhile, annualized 
   operating expenses were a stable percent of average assets, at 
   6.77%. As Rurban continues with the successful implementation of 
   its expansion strategy, operating leverage should provide growing 
   profitability.  

 * Loans grew $18.7 million, or 5.0%, over the past twelve months, 
   reflecting Rurban's entry into higher-growth markets, such as Lima, 
   Toledo, Fort Wayne and Columbus. Rurban's strategy to complete 
   acquisitions and open loan production offices, followed by full-
   service branches, has been a cost-effective approach to building 
   its franchise.


 CONSOLIDATED - FIRST QUARTER RESULTS

 (Dollars in thousands except per share data)

 OPERATING EARNINGS:*                     1Q 2008   4Q 2007   1Q 2007
 --------------------                     -------   -------   -------

 Net interest income                      $ 3,817   $ 3,783   $ 3,593

 Recurring non-interest income              7,186     6,832     6,739

 Operating revenue                         11,003    10,615    10,332

 Provision for loan losses                    192       143        93

 Operating expense                          9,601     9,164     9,300

 Net income (GAAP)                          1,109       906       702

 Operating income                           1,008       906       765

 Diluted EPS                              $  0.22   $  0.18   $  0.14

 * Nonrecurring items in 1Q 2008 are (pre-tax) gains of $197,500 from 
 WorldCom recovery, $132,000 of proceeds from VISA IPO and expenses of 
 $176,000 associated with RFCBC. Nonrecurring item in 1Q 2007 was 
 $95,000 of merger-related expense

Operating revenue, consisting of net interest income and recurring non-interest income, was $11.0 million for the first quarter of 2008, up 6.5% from the year-ago quarter. For both quarters, non-interest income contributed approximately 65% of total operating revenue. Both Banking and RDSI contributed to this growth -- net interest income and fee income grew 10.4% and 5.8%, respectively, over first quarter 2007 results. Net interest income, contributed by the Banking Group, grew 10.4% from the combined impact of a 4.9% increase in average loans and a 7.2% improvement in net interest margin.

Operating expenses, excluding non-recurring items, were $9.4 million for the first quarter of 2008, compared with $9.2 million for the first quarter of 2007, an increase of $200,000, or 2.4%. RDSI took billing for postage in-house during the quarter resulting in additional postage expense of $230,000 being recorded. This is offset by increases in revenues. Excluding all non-recurring items, operating expenses were flat for the first quarter 2008 compared to the first quarter of 2007. Expenses are well-controlled, mainly as a result of the efficiencies completed throughout 2007. The reduction in staff kept salaries and employee benefits in check, and virtually unchanged, over the course of the past twelve months.

BANK OPERATING RESULTS

Net income for the Banking Group was $917,000 for the first quarter of 2008 compared with $571,000 reported for the prior-year quarter, an increase of 60.6%. Included in first quarter 2008 results are 50% of the $197,500 recovery on previously charged-off WorldCom bond, (the other 50% was recorded at the holding company level), $132,000 in proceeds from the VISA Inc. IPO, and the $176,000 of one-time expenses.

Mr. Joyce commented, "Our staff has worked hard and smart to obtain these first quarter results. Not only has the Banking Group produced improved earnings, but also, we've repositioned the bank according to the plan that we developed over the course of two years, and it's exciting to see this plan deliver. While current quarter results benefited from a number of nonrecurring items, our performance is still at improved levels, whether measured by GAAP, or by operating earnings. All of our banking offices have been instrumental in expanding our loan portfolio and generating mortgage originations. We originated $18.0 million in mortgage loans during the first quarter 2008 -- this compares to $8.4 million for the first quarter of 2007. These positive results reflect several changes in structure and function we had implemented in 2007, and will continue to execute in 2008."



 BANKING - QUARTERLY RESULTS

 (Dollars in thousands except per share data)

 OPERATING EARNINGS:                      1Q 2008   4Q 2007   1Q 2007
 -------------------                      -------   -------   -------

 Net interest income                      $ 4,295   $ 4,287   $ 4,131

 Recurring non-interest income              1,938     1,945     1,894

 Operating revenue                          6,233     6,232     6,025

 Provision for loan losses                    192       143        93

 Operating expense                          5,018     4,908     5,188

 Net income (GAAP)                            917       836       571

 Operating income                         $   881   $   836   $   634

Operating revenue, consisting of net interest income and recurring non-interest income, totaled $6.2 million for the first quarter of 2008, compared with $6.0 million for the first quarter of 2007, an increase of 3.5%. Net interest income increased 4.0% to $4.3 million, reflecting earning asset growth of 3.0% and a two basis point expansion in the net interest margin to 3.45%. Mr. Joyce added, "State Bank's net interest margin is being well-managed in this declining interest rate environment and we are being aided by our balance sheet positioning. Non-interest income, excluding non-recurring items, increased to $1.94 million, or 2.3%, compared to the first quarter of 2007. Growth in deposit and mortgage banking fees were offset by slight declines in other income and loan servicing fees."

The Banking Group took a slightly larger provision for loan losses than in previous quarters. The $192,000 loan loss provision more than replaced the level of loans charged-off, which totaled $166,000. Total Allowance for loan losses to total loans was 1.02%, and consistent with the previous year levels.

Operating expenses, excluding non-recurring items, were $4.8 million for the first quarter of 2008, down $251,000, or 4.9%, reported for the prior-year quarter. This decline is attributable to the reduction of 25 full-time equivalent positions during the first quarter of 2007. Reflecting this improvement, the efficiency ratio declined to 75.90% for the current quarter, compared with 76.68% for the linked quarter, and 85.47% for the prior-year quarter.

Total loans were $392.0 million on March 31, 2008, up $18.7 million, or 5.0%, from 12 months ago and up $2.7 million, or an annualized 2.8%, from the linked quarter. Growth over the past twelve months was derived primarily from commercial real estate loans, up $17.4 million, and commercial business loans, up $9.3 million. Commercial loans now account for 65.9% of the loan portfolio, compared with 62.3%, twelve months ago. Linked quarter growth came from agricultural loans, up $4.1 million, and commercial real estate loans, up $2.9 million. Growth for the linked quarter was primarily offset by slight declines in consumer and residential loans.

Total deposits on March 31, 2008 were $416.7 million, up $4.1 million, or 1.0%, from the March 2007 quarter-end. The more robust linked quarter results reflect Money Market Deposit growth of $11.3 million and Interest Checking Deposits growth of $5.2 million. These increases were partially offset by a $2.9 million decline in Retail Time Deposits, a $2.1 million decline in Brokered Time Deposits, and a $1.0 million decline in Savings Deposits. The High Performance Checking promotion begun in April of 2007 has generated $6.2 million in new retail checking account balances at a funding cost of 1.00%. Retail Time Deposits have declined by $10.3 million from the year-ago quarter, reflecting the execution of run-off of municipal deposits as part of the planned balance sheet restructuring.

"We have spent a considerable amount of time restructuring our balance sheet over the past two years," commented Mr. Joyce. "We have dedicated as much time on the liability side of our balance sheet as we have on the asset side. The percentage of transaction account balances to total deposits increased to 47.6% for the current quarter compared to 43.8% for the prior-year first quarter. This has contributed significantly to our reduction in cost of funds."



 ASSET QUALITY

 (Dollars in thousands except percent data)

 ASSET QUALITY                            1Q 2008   4Q 2007   1Q 2007
 -------------                            -------   -------   -------

 Net charge-offs                         $   166   $    89   $    41

 (Ann.) Net charge-offs to avg. loans       0.17%     0.09%     0.04%

 Non-performing assets (NPAs)            $ 6,967   $ 6,162   $ 4,112

 NPA / Total assets                         1.22%     1.10%    0.75%

 Allowance for loan losses               $ 4,016   $ 3,990   $ 3,769

 Allowance for loan losses / Loans          1.02%     1.03%     1.01%

Non-performing assets (loans + OREO + OAO) were $7.0 million, or 1.22%, of total assets on March 31, 2008, compared with $6.2 million, or 1.10%, of assets for the linked quarter and $4.1 million, or 0.75%, of assets 12 months ago. The increase in non-performing assets was primarily due to four credits. Management does not anticipate losses on these credits. Also during the quarter, the company was successful in taking title to one of the three remaining legacy credits, which increased OREO balances. This represents a step in clearing this asset off the balance sheet, aiding us in our goal of reducing NPA's during 2008.

RDSI RESULTS

First quarter 2008 net income for RDSI was $800,000, an increase of 15.9% from the $690,000 reported for the prior-year first quarter. Mr. Joyce commented, "RDSI continues to improve its performance through strong revenue growth and disciplined control of expenses. We converted thirteen new clients over the past year, and have a pipeline in place that should support continued growth through 2008."

Total revenue for first quarter of 2008 was $5.6 million, an increase 8.7% above the $5.2 million reported for the first quarter of 2007. The increase in revenue was aided by $237,000 of revenue associated with postage fees. During the first quarter, RDSI brought the billing for postage associated with client banks in-house. Excluding this change, revenue increased $214,000, or 16.6%, on an annualized basis.

As of March, 2008 the RDSI (including DCM) roster of clients totaled 116 banking organizations, representing a net increase of ten clients since March 31, 2007. RDSI provided Data Processing Services to 76 clients and Item Processing Services to a total of 92 clients.

Operating expenses were $4.4 million for first quarter 2008, up $285,000, or 6.9%, from the first quarter of 2007. The increase was due largely to postage expenses associated with the aforementioned in-house process. Excluding the postage change, operating expenses increased $55,000, or 1.3%, reflecting several efficiencies gained on consolidations within the item processing segment of RDSI's business.

Mr. Joyce concluded, "We are very pleased with RDSI's performance this past quarter, and continue to improve upon both revenue and expenses -- identifying new key growth areas and conservatively managing operating expenses -- to continue our net income growth. As always, we will be working to maximize growth and profitability for Rurban Financial Corp. and its shareholders."

Rurban continues to maintain a strong capital position. Stockholders' equity totaled $59.9 million, on March 31, 2008, an increase of $2.2 million, or 3.7%, from 12 months ago. Capital ratios exceed the regulatory minimums for a well-capitalized institution.

About Rurban Financial Corp.

Rurban Financial Corp. is a publicly-held financial services holding company based in Defiance, Ohio. Rurban's wholly-owned subsidiaries are The State Bank and Trust Company, including Reliance Financial Services and Rurbanc Data Services, Inc. (RDSI), including DCM. The State Bank and Trust Company offers financial services through its 16 branches in Allen, Defiance, Fulton, Lucas, Paulding and Wood Counties, Ohio and Allen County, Indiana and a Loan Production Office in Franklin County, Ohio. Reliance Financial Services, a division of the Bank, offers a diversified array of trust and financial services to customers throughout the Midwest. RDSI and DCM provide data and item processing services to community banks in Arkansas, Florida, Illinois, Indiana, Michigan, Missouri, Nebraska, Nevada, Ohio and Wisconsin. Rurban's common stock is quoted on the NASDAQ Global Market under the symbol RBNF. The Company currently has 10,000,000 shares of stock authorized and 4,941,933 shares outstanding. The Company's website is http://www.rurbanfinancial.net.

Forward-Looking Statements

Certain statements within this document, which are not statements of historical fact, constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve risks and uncertainties and actual results may differ materially from those predicted by the forward-looking statements. These risks and uncertainties include, but are not limited to, risks and uncertainties inherent in the national and regional banking, insurance and mortgage industries, competitive factors specific to markets in which Rurban and its subsidiaries operate, future interest rate levels, legislative and regulatory actions, capital market conditions, general economic conditions, geopolitical events, the loss of key personnel and other factors.

Forward-looking statements speak only as of the date on which they are made, and Rurban undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made. All subsequent written and oral forward-looking statements attributable to Rurban or any person acting on our behalf are qualified by these cautionary statements.



 RURBAN FINANCIAL CORP.
 CONSOLIDATED BALANCE SHEETS
 March 31, 2008, December 31, 2007 and March 31, 2007

                                 March        December       March
                                  2008          2007          2007
                                  ----          ----          ----
                               (Unaudited)                 (Unaudited)
 ASSETS
  Cash and due from banks     $ 15,758,593  $ 15,183,627  $ 10,627,291
  Federal funds sold             6,400,000     2,000,000     6,500,000
                              ------------  ------------  ------------
    Cash and cash equivalents   22,158,593    17,183,627    17,127,291
  Interest-earning deposits in
   other financial
   institutions                         --            --       150,000
  Available-for-sale
   securities                   94,378,377    92,661,386    97,148,409
  Loans held for sale            2,464,643     1,649,758       110,697
  Loans, net of unearned
   income                      391,962,691   389,268,744   373,293,814
  Allowance for loan losses     (4,016,230)   (3,990,455)   (3,768,814)
  Premises and equipment, net   15,180,760    15,128,754    15,912,493
  Purchased software             4,149,202     4,282,563     4,482,113
  Federal Reserve and Federal
   Home Loan Bank Stock          4,062,100     4,021,200     4,040,700
  Foreclosed assets held for
   sale, net                     1,572,644       124,131         9,400
  Accrued interest receivable    2,752,252     3,008,968     2,820,915
  Goodwill                      13,940,618    13,940,618    13,690,092
  Core deposits and other
   intangibles                   4,961,846     5,135,228     5,683,598
  Cash value of life insurance  12,276,003    12,160,581    10,861,017
  Other assets                   5,889,849     6,638,895     7,323,829
                              ------------  ------------  ------------

    Total assets              $571,733,348  $561,213,998  $548,885,554
                              ============  ============  ============

 LIABILITIES AND SHAREHOLDERS'
  EQUITY
  Deposits
   Non interest bearing
    demand                    $ 41,748,793 $  41,541,297  $ 43,759,627
   Interest bearing NOW         59,547,916    54,308,665    47,026,613
   Savings                      24,289,198    25,320,126    27,738,612
   Money Market                 72,676,846    61,380,252    61,989,662
   Time Deposits               218,449,515   223,480,842   232,078,426
                              ------------  ------------  ------------
    Total deposits             416,712,268   406,031,182   412,592,940
  Notes payable                    817,584       922,457     2,515,911
  Advances from Federal Home
   Loan Bank                    23,000,000    24,000,000    17,500,000
  Repurchase Agreements         43,536,570    43,006,438    30,827,195
  Trust preferred securities    20,620,000    20,620,000    20,620,000
  Accrued interest payable       2,481,629     2,532,914     2,233,625
  Other liabilities              4,694,986     4,775,773     4,884,579
                              ------------  ------------  ------------

    Total liabilities          511,863,037   501,888,764   491,174,250

  Shareholders' Equity
   Common stock                 12,568,583    12,568,583    12,568,583
   Additional paid-in capital   14,944,315    14,923,571    14,872,424
   Retained earnings            32,956,244    32,361,106    30,808,105
   Accumulated other
    comprehensive income
    (loss)                         432,429        82,235      (537,808)
   Treasury stock               (1,031,260)     (610,260)           --
                              ------------  ------------  ------------

    Total shareholders' equity  59,870,311    59,325,235    57,711,304
                              ------------  ------------  ------------

    Total liabilities and
     shareholders' equity     $571,733,348  $561,213,998  $548,885,554
                              ============  ============  ============


 RURBAN FINANCIAL CORP.
 CONSOLIDATED STATEMENTS OF INCOME - UNAUDITED
 For The Three Months Ended March 31, 2008 and 2007 and December 2007

                                    First        Fourth       First
                                   Quarter      Quarter      Quarter
                                     2008         2007         2007
                                     ----         ----         ----
 Interest income
  Loans
   Taxable                       $ 6,808,196  $ 7,056,261  $ 6,676,813
   Tax-exempt                         21,350       22,240       17,293
  Securities
   Taxable                         1,039,894    1,106,834    1,091,197
   Tax-exempt                        158,367      161,830      153,057
  Other                               97,409       61,257       78,468
                                 -----------  -----------  -----------
    Total interest income          8,125,216    8,408,422    8,016,828

 Interest expense
  Deposits                         3,091,902    3,383,225    3,333,730
  Other borrowings                    17,506       25,215       51,072
  Retail Repurchase Agreements       460,552      484,118      343,849
  Federal Home Loan Bank advances    302,336      276,492      249,587
  Trust preferred securities         435,704      456,427      445,314
                                 -----------  -----------  -----------
    Total interest expense         4,308,000    4,625,477    4,423,552
                                 -----------  -----------  -----------

 Net interest income               3,817,216    3,782,945    3,593,276

  Provision for loan losses          192,218      142,663       92,640
                                 -----------  -----------  -----------

 Net interest income after
  provision for loan losses        3,624,998    3,640,282    3,500,636

 Non-interest income
  Data service fees                5,264,565    4,914,328    4,834,136
  Trust fees                         855,107      873,069      826,382
  Customer service fees              586,207      593,665      528,424
  Net gain on sales of loans         274,603      137,611       54,279
  Net realized gain on sales of
   securities                             --        1,631           --
  Net proceeds from liquidation
  of equity securities               132,106           --           --
  Investment securities
   recoveries                        197,487           --           --
  Loan servicing fees                 62,940       80,590      108,706
  Gain (loss) on sale of assets      (71,032)     (32,362)      35,967
  Other income                       213,530      263,583      350,848
                                 -----------  -----------  -----------
    Total non-interest income      7,515,513    6,832,115    6,738,742

 Non-interest expense
  Salaries and employee benefits   4,438,764    4,134,242    4,396,787
  Net occupancy expense              566,016      587,150      527,133
  Equipment expense                1,567,637    1,678,311    1,605,873
  Data processing fees                96,567       97,092      156,181
  Professional fees                  570,687      586,327      677,391
  Marketing expense                  181,747      218,549      155,685
  Printing and office supplies       186,052      151,943      198,092
  Telephone and communication        421,929      451,918      445,204
  Postage and delivery expense       602,634      376,777      392,261
  State, local and other taxes       180,768      115,441      199,741
  Employee expense                   230,611      281,682      255,069
  Other expenses                     557,948      485,154      290,836
                                 -----------  -----------  -----------
    Total non-interest expense     9,601,360    9,164,586    9,300,253
                                 -----------  -----------  -----------

 Income before income tax expense  1,539,151    1,307,811      939,125
  Income tax expense                 429,795      402,275      236,672
                                 -----------  -----------  -----------

 Net income                      $ 1,109,356  $   905,536  $   702,453
                                 ===========  ===========  ===========

 Earnings per common share:
  Basic                          $      0.22  $      0.18  $      0.14
                                 ===========  ===========  ===========
  Diluted                        $      0.22  $      0.18  $      0.14
                                 ===========  ===========  ===========


      RURBAN FINANCIAL CORP.
 CONSOLIDATED FINANCIAL HIGHLIGHTS
           (Unaudited)
 ----------------------------------
 (dollars in          --------  --------  --------  --------  --------
 thousands except      1st Qtr   4th Qtr   3rd Qtr   2nd Qtr   1st Qtr
 per share data)        2008      2007      2007      2007       2007
 -------------------  --------  --------  --------  --------  --------

 EARNINGS
  Net interest income $  3,817  $  3,783  $  3,661  $  3,750  $  3,593
  Provision for loan
   loss               $    192  $    143  $    140  $    146  $     93
  Non-interest income $  7,516  $  6,832  $  6,783  $  6,508  $  6,739
  Revenue (net
   interest income
   plus non-interest
   income)            $  11,333 $ 10,615  $ 10,444  $ 10,258  $ 10,332
  Non-interest
   expense            $  9,601  $  9,164  $  9,106  $  9,065  $  9,301
  Net income          $  1,109  $    906  $    864  $    785  $    702

 PER SHARE DATA
  Basic earnings per
   share              $   0.22  $   0.18  $   0.17  $   0.16  $   0.14
  Diluted earnings per
   share              $   0.22  $   0.18  $   0.17  $   0.16  $   0.14
  Book value per
   share              $  12.11  $  11.92  $  11.70  $  11.43  $  11.48
  Tangible book value
   per share          $   8.10  $   8.00  $   7.87  $   7.83  $   7.69
  Cash dividend per
   share              $   0.08  $   0.07  $   0.07  $   0.06  $   0.06

 PERFORMANCE RATIOS
  Return on average
   assets                 0.78%     0.64%     0.62%     0.57%     0.51%
  Return on average
   equity                 7.50%     6.15%     5.97%     5.45%     4.91%
  Net interest margin
   (tax equivalent)       3.26%     3.12%     2.96%     3.19%     3.04%
  Net interest margin
   (Bank Only)            3.45%     3.43%     3.41%     3.56%     3.45%
  Non-interest
   expense / Average
   assets                 6.77%     6.48%     6.56%     6.60%     6.71%
  Efficiency Ratio -
   bank (non-GAAP)       73.20%    76.68%    80.17%    77.23%    87.20%

 MARKET DATA PER SHARE
  Market value per
   share -- Period
   end                $  10.24  $  12.49  $  12.65  $  12.82  $  11.84
  Market as a % of
   book                   0.85      1.05      1.08      1.12      1.03
  Cash dividend yield     3.13%     2.24%     2.21%     1.87%     2.03%
  Period-end common
   shares outstanding
   (000)                 4,942     4,979     4,999     5,015     5,027
  Common stock market
   capitalization
   ($000)             $ 50,605  $ 62,188  $ 63,237  $ 64,298  $ 59,525

 CAPITAL & LIQUIDITY
  Equity to assets        10.5%     10.6%     10.3%     10.5%     10.5%
  Period-end tangible
   equity to tangible
   assets                  7.2%      7.3%      7.2%      7.4%      7.3%
  Tier 1 risk-based
   capital ratio          14.9%     14.8%     14.6%     14.9%     14.8%
  Total risk-based
   capital ratio          15.8%     16.0%     15.7%     16.1%     15.9%

 ASSET QUALITY
  Net charge-offs /
   (Recoveries)       $    166  $     89  $     28  $     90  $     41
  Net loan
   charge-offs
   (Ann.) / Average
   loans                  0.17%     0.09%     0.03%     0.09%     0.04%
  Non-performing
   loans              $  5,305  $  5,990  $  6,361  $  5,913  $  4,103
  OREO / OAOs         $  1,662  $    172  $     71  $     84  $      9
  Non-performing
   assets             $  6,967  $  6,162  $  6,432  $  5,997  $  4,112
  Non-performing
   assets / Total
   assets                 1.22%     1.10%     1.14%     1.09%     0.75%
  Allowance for loan
   losses / Total
   loans                  1.02%     1.03%     1.01%     1.00%     1.01%
  Allowance for loan
   losses /
   Non-performing
   Assets                 57.6%     64.8%     61.2%     63.8%     91.6%

 END OF PERIOD
  BALANCES
  Total loans, net of
   unearned income    $391,963  $389,084  $388,264  $381,662  $373,294
  Allowance for loan
   loss               $  4,016  $  3,990  $  3,937  $  3,824  $  3,769
  Total assets        $571,733  $561,214  $565,674  $548,200  $548,886
  Deposits            $416,712  $406,031  $413,152  $407,585  $412,593
  Stockholders'
   equity             $ 59,870  $ 59,325 $  58,504  $ 57,349  $ 57,711
  Full-time
   equivalent
   employees               272       275       280       285       294

 AVERAGE BALANCES
  Loans               $389,917  $389,526  $385,126  $379,191  $371,724
  Total earning
   assets             $498,731  $496,782  $488,798  $482,036  $484,110
  Total assets        $567,129  $565,779  $555,451  $549,426  $554,631
  Deposits            $412,424  $413,473  $411,948  $410,392  $415,887
  Stockholders'
   equity             $ 59,149  $ 58,928  $ 57,830  $ 57,617  $ 57,192


                        Rurban Financial Corp.
                          Segment Reporting
                 First Quarter Ended March 31, 2008

                 ------------------------------------------------------
                                        Parent                 Rurban
                   Total     Data       Company  Elimination  Financial
                  Banking  Processing  and Other   Entries      Corp.
                 ------------------------------------------------------ 
 Income Statement 
  Measures
 ----------------
 Interest Income $  8,151   $     --   $      1   $     (27)  $  8,125

 Interest Expense   3,856         44        435         (27)  $  4,308

 Net Interest 
  Income            4,295        (44)      (434)         --   $  3,817

 Provision For 
  Loan Loss           192         --         --          --   $    192

 Non-interest 
  Income            2,169      5,650        407        (710)  $  7,516

 Non-interest 
  Expense           5,018      4,394        899        (710)  $  9,601

 Net Income QTD  $    917   $    800   $   (608)  $      --   $  1,109

 Performance 
  Measures
 -----------
 Average Assets 
  -QTD           $547,502   $ 20,103   $ 81,297   $ (81,773)  $567,129

 ROAA                0.67%     15.92%        --          --       0.78%

 Average Equity 
  - QTD          $ 59,044   $ 15,282   $ 59,149   $ (74,326)  $ 59,149

 ROAE                6.21%     20.94%        --          --       7.50%

 Efficiency 
  Ratio - %         75.90%     77.28%        --          --      83.19%

 Average Loans 
  - QTD          $391,379   $     --   $     --   $  (1,462)  $389,917

 Average 
  Deposits 
  - QTD          $418,409   $     --   $     --   $  (5,985)  $412,424


                               Rurban Financial Corp.
                         Proforma Performance Measurement
                    Quarterly Comparison - First Quarter 2008
                    ---------------------------------------------------
                     Banking          Parent    Intersegment   Rurban  
                     Related   RDSI   Company    Elimination  Financial
                     Entities        and Other     Entries      Corp.
                    ---------------------------------------------------
 Revenue
 -------
  1Q08              $  6,464  $ 5,606  $   (27)  $     (710)  $ 11,333
  4Q07              $  6,232  $ 5,184  $  (114)  $     (687)  $ 10,615
  3Q07              $  5,939  $ 5,332  $  (100)  $     (727)  $ 10,444
  2Q07              $  6,130  $ 4,949  $   (82)  $     (739)  $ 10,258
  1Q07              $  6,025  $ 5,155  $  (116)  $     (732)  $ 10,332
   1st Quarter
    Comparison      $    439  $   451  $    89           --   $  1,001

 Non-interest
  Expenses
 ------------
  1Q08              $  5,018  $ 4,394  $   899   $     (710)  $  9,601
  4Q07              $  4,908  $ 4,202  $   742   $     (687)  $  9,164
  3Q07              $  4,874  $ 4,334  $   626   $     (727)  $  9,106
  2Q07              $  4,849  $ 4,228  $   728   $     (739)  $  9,065
  1Q07              $  5,188  $ 4,109  $   736   $     (732)  $  9,301
   1st Quarter
    Comparison      $   (170) $   285  $   163   $       --   $    300

 Net Income
 ----------
  1Q08              $    917  $   800  $  (608)  $       --   $  1,109
  4Q07              $    836  $   648  $  (578)  $       --   $    906
  3Q07              $    674  $   659  $  (470)  $       --   $    864
  2Q07              $    830  $   476  $  (521)  $       --   $    785
  1Q07              $    571  $   690  $  (559)  $       --   $    702
   1st Quarter                                     
    Comparison      $    346  $   110  $   (49)  $       --   $    407

 Average Assets
 --------------
  1Q08              $547,502  $20,103  $81,297   $  (81,773)  $567,129
  4Q07              $546,609  $20,014  $80,827   $  (81,671)  $565,779
  3Q07              $536,470  $19,739  $79,380   $  (80,137)  $555,451
  2Q07              $530,618  $20,320  $78,908   $  (80,420)  $549,426
  1Q07              $536,543  $20,217  $79,251   $  (81,380)  $554,631
   1st Quarter
    Comparison      $ 10,959  $  (114) $ 2,046   $       --   $ 12,498

 ROAA
 ----
  1Q08                  0.67%   15.92%      --           --       0.78%
  4Q07                  0.61%   12.95%      --           --       0.64%
  3Q07                  0.50%   13.35%      --           --       0.62%
  2Q07                  0.63%    9.37%      --           --       0.57%
  1Q07                  0.43%   13.65%      --           --       0.51%
   1st Quarter
    Comparison          0.24%    2.44%      --           --       0.27%

 Average Equity
 --------------
  1Q08              $ 59,044  $15,282  $59,149   $  (74,326)  $ 59,149
  4Q07              $ 58,115  $15,222  $58,928   $  (73,337)  $ 58,928
  3Q07              $ 56,805  $14,732  $57,830   $  (71,536)  $ 57,830
  2Q07              $ 56,249  $14,182  $57,617   $  (70,431)  $ 57,617
  1Q07              $ 56,330  $13,378  $57,192   $  (69,708)  $ 57,192
   1st Quarter
    Comparison      $  2,714  $ 1,904  $ 1,957           --   $  1,957

 ROAE
 ----
  1Q08                  6.21%   20.94%      --           --       7.50%
  4Q07                  5.75%   17.03%      --           --       6.15%
  3Q07                  4.75%   17.89%      --           --       5.97%
  2Q07                  5.90%   13.43%      --           --       5.45%
  1Q07                  4.05%   20.63%      --           --       4.91%
   1st Quarter
    Comparison          2.16%    0.31%      --           --       2.59%

 Efficiency Ratio
 ----------------
  1Q08                 75.90%   77.28%      --           --      83.19%
  4Q07                 76.68%   79.77%      --           --      84.49%
  3Q07                 80.17%   80.04%      --           --      85.47%
  2Q07                 77.23%   84.09%      --           --      86.61%
  1Q07                 85.47%   78.52%      --           --      88.33%
   1st Quarter
    Comparison         (9.57%)  (1.24%)     --           --      (5.14%)


            

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