Horizon Financial Reports Fiscal 2009 Results


BELLINGHAM, Wash., April 30, 2009 (GLOBE NEWSWIRE) -- Horizon Financial Corp. (Nasdaq:HRZB), the bank holding company for Horizon Bank ("Bank"), today reported that a $40.0 million provision for loan losses contributed to a net loss of $25.7 million, or $2.15 per share, for the fiscal fourth quarter ended March 31, 2009. The net loss totaled $33.4 million, or $2.79 per share, including a $65.0 million loan loss provision for the year ended March 31, 2009.

"Fiscal 2009 was one of the most challenging years on record, and the regional and national recession is likely to continue to present challenges to our asset quality. We continue to make significant progress in de-leveraging our balance sheet, diversifying our loan portfolio and maintaining strong liquidity," said Rich Jacobson, Chief Executive Officer. "Despite the difficult environment, we generated net revenues (net-interest income plus non-interest income) in excess of non-interest expenses, resulting in pre-tax, pre-provision income of $11.1 million for the fiscal year ended March 31, 2009.

"The recent increase in home sales in most of our markets during the quarter ended March 31, 2009, was a positive sign. We believe residential real estate values, however, will likely test the market as the excess inventory of newly built homes, including those owned by other regional banks, come onto the market in the coming months," said Jacobson. "As a result of our impairment analysis of our loan portfolio and measurement of the accounting estimate for probable losses, we charged off $26.3 million in loans during the fourth quarter and recorded a $40.0 million provision for loan losses. We continue to work diligently with our borrowers to complete those projects in process and we do not expect to fund new construction or development projects until region-wide housing inventories decline. Net commercial real estate loans in our portfolio have declined more than $100.0 million in the past year, with construction and land development loans balances down $77.7 million."

Net loans receivable declined $63.5 million during the fourth quarter of fiscal 2009, following a $52.5 million decrease in net loans receivable in the immediate prior quarter. "The decline in loan totals was a direct result of our efforts to de-leverage our balance sheet by aggressively selling loans and charging off the appropriate amount of each loan that we do not expect to recover," Jacobson noted.

Capital Ratios, Liquidity and Credit Quality

Horizon Bank was adequately capitalized by regulatory standards as of March 31, 2009, with both its tangible common equity to assets and leverage ratios at 6.34%. Tier 1 capital to risk adjusted assets was 7.29% and the total risk-based capital ratio was 8.58% at March 31, 2009. "We intend to improve our capital levels to comply with our recent agreement with our regulators by continuing to de-leverage our balance sheet. In addition, we anticipate returning to the equity markets for additional capital when market conditions improve," said Jacobson.

"We continue to maintain strong liquidity with a sound mix of funding sources, including growth in core deposits, potential sale of investments and loans, and our lines of credit with the Federal Home Loan Bank and Federal Reserve Bank," Jacobson noted. "The extension of FDIC insurance to all non-interest bearing deposits and the increased limit to $250,000 from $100,000 per account has brought insurance coverage to the vast majority of our deposits."

Total non-performing assets were $104.7 million, or 7.13% of total assets at March 31, 2009, up from $83.7 million, or 5.69% of total assets at December 31, 2008, and $12.3 million, or 0.88% of total assets at March 31, 2008. Non-performing loans increased to $85.4 million, or 7.35% of gross loans at March 31, 2009, from $66.9 million, or 5.52% of gross loans at December 31, 2008, and $11.6 million, or 0.97% of gross loans at March 31, 2008.

"The increase in non-performing assets was primarily related to commercial land development loans in Snohomish and Pierce Counties," said Greg Spear, Chief Financial Officer. "While we believe the majority of our builders have sound financial foundations and are committing additional resources to their development projects, the downturn in the housing market has significantly affected our customers. We are working with these customers to reduce housing inventories, using a variety of options, including short sales. Together with our capital position and the increased allowance for loan losses, we believe we have the flexibility to aggressively address our non-performing assets."

"We recorded net charge offs during the quarter ended March 31, 2009, of $26.3 million to bring carrying values down to a level we believe properly recognizes the permanence of the losses in some loans and accurately reflects current market conditions," stated Spear.

The allowance for loan losses was $39.0 million, or 3.47% of net loans at March 31, 2009, compared to $25.3 million, or 2.13% of net loans at December 31, 2008, and $19.1 million, or 1.60% of net loans a year ago.

The following table summarizes our non-performing assets by category and county at March 31, 2009:



 Non-performing Assets           Whatcom   Skagit  Snohomish    King
                                --------------------------------------
 (dollars in 000s)

 1-4 Family residential         $    100  $    381  $    640  $     --
 1-4 Family construction              --        --       605        --
                                --------------------------------------
 Subtotal                            100       381     1,245        --

 Commercial land development      10,138       162    32,040        --
 Commercial construction             362     1,371     6,763    12,568
 Multi family residential             --        --        --        --
 Commercial real estate               --        --        --        --
 Commercial loans                     --        --       721     1,497
 Home equity secured                  73       249        --        --
 Other consumer loans                 17        --        --        --
                                --------------------------------------
 Subtotal                         10,590     1,782    39,524    14,065

 Total nonperforming assets     $ 10,690  $  2,163  $ 40,769  $ 14,065
                                ======================================

 Percent of total assets              10%        2%       39%       14%


                                 Pierce   Thurston   Total
                                ----------------------------

 1-4 Family residential         $     --  $     --  $  1,121        1%
 1-4 Family construction           2,095        --     2,700        3%
                                ----------------------------
 Subtotal                          2,095        --     3,821        4%

 Commercial land development      15,586     2,286    60,212       57%
 Commercial construction          11,625     3,994    36,683       35%
 Multi family residential             --        --        --        0%
 Commercial real estate               --        --        --        0%
 Commercial loans                     33        --     2,251        2%
 Home equity secured               1,345        --     1,667        2%
 Other consumer loans                 --        --        17        0%
                                ----------------------------
 Subtotal                         28,589     6,280   100,830       96%

 Total nonperforming assets     $ 30,684  $  6,280  $104,651      100%
                                ============================

 Percent of total assets              29%        6%      100%

Balance Sheet Review

Total assets were $1.47 billion at March 31, 2009, relatively unchanged from the immediate prior quarter and up 5% from $1.39 billion at March 31, 2008. Net loans declined to $1.12 billion at March 31, 2009, compared to $1.19 billion at December 31, 2008, and March 31, 2008. Commercial real estate loans, including commercial construction and land development, continue to make up the majority of the portfolio representing 64% of net loans at March 31, 2009, down from 69% a year ago. Commercial business loans represent 17%, residential loans represent 13%, and consumer loans represent 6% of net loans, at the end of the fiscal year. "We are seeing strong demand for mortgage refinancing, but overall commercial loan demand has declined in connection with the slowing economy," noted Jacobson.

The investment and mortgage-backed securities portfolio totaled $66.9 million at March 31, 2009. "During fiscal 2009, we took a write down of $309,000 as a result of "other than temporary impairment" ("OTTI") on private-label mortgage-backed securities we received from the in-kind distribution of the Shay AMF family of mutual funds. There were no OTTI charges taken in the fourth quarter," said Spear.

"Last quarter, we completed a valuation of our goodwill asset and concluded it was necessary to charge-off the entire goodwill asset, which increased our other expenses for the year by $545,000," said Spear.

Total deposits increased 18% year-over-year to $1.22 billion at March 31, 2009, compared to $1.20 billion at December 31, 2008, and $1.04 billion at March 31, 2008. Core deposits, including transaction accounts and certificates of deposit under $100,000, increased 5% year-over-year and 2% from the prior quarter. "We have been very pleased with the continued support we have received from our customers," stated Jacobson. Core deposits comprise 54% of total deposits. Other deposits include Jumbo CDs (over $100,000), which totaled $303.3 million, or 25% of deposits, up from $290.2 million in the immediate prior quarter and $287.3 million a year ago. Brokered CDs, including CDARs deposits, totaled $261.4 million compared to $250.7 million in the prior quarter and $121.0 million a year ago. "As we continue to de-leverage our balance sheet, we intend to reduce our reliance on wholesale funding sources, including brokered deposits."

Stockholders' equity was $93.0 million at March 31, 2009, compared to $118.3 million at December 31, 2008 and $128.3 million a year ago. At March 31, 2009, book value was $7.76 per share, compared to $9.88 per share at December 31, 2008, and $10.79 per share a year earlier. Tangible book value was $7.75 per share compared to $9.86 per share in the immediate prior quarter and $10.72 per share a year ago.

Review of Operations

Net revenue (net interest income plus non-interest income) was $8.5 million in the fourth quarter of fiscal 2009 compared to $14.6 million for the comparable quarter in fiscal 2008. Net revenue for the fiscal year 2009 was $44.7 million down from $60.6 million in fiscal 2008.

Net interest income declined 45% to $6.9 million in the current quarter compared to $12.4 million for the year ago quarter. Net interest income in the fiscal year 2009 declined 29% to $38.3 million from $53.6 million in fiscal 2008, with the yield on earning assets at 5.79% down from 8.17% in the prior fiscal year. "The decline in net interest income was largely due to the loss in interest income from the rise in non-performing loans," stated Spear. Also contributing to the decline in net interest income was the lower yield on earning assets, reflecting the declining yields on approximately 28% of the loan portfolio which is tied to the prime rate. Lower yields were partially offset by a lower cost on interest bearing liabilities, reflecting the general decline in interest rates over the last year. Total interest expense declined 16% in the current quarter to $9.4 million, from $11.1 million for the fiscal fourth quarter a year ago. For fiscal 2009, total interest expense was $39.4 million, down 16% from $46.6 million a year ago.

The provision for loan losses was $40.0 million in the fourth quarter of fiscal 2009, $10.0 million in the immediate prior quarter and $2.0 million in the fourth quarter of fiscal 2008. In the current fiscal year, the provision for loan losses was $65.0 million compared to $4.1 million for the prior fiscal year. As indicated above, the increased loan loss provisions in fiscal 2009 are a result of a variety of factors, including the regional housing market and its adverse impact on our loan portfolio, particularly in the construction and land development categories.

The increase in mortgage refinancing created by falling mortgage interest rates helped to boost fee income from the sale of one-to-four family mortgage loans in the last quarter of the fiscal year. Non-interest income was $1.6 million in the fourth quarter of fiscal 2009, compared to $1.0 million in the third quarter of fiscal 2009 and $2.2 million in the fourth quarter of fiscal 2008. For fiscal 2009, non-interest income was $6.3 million compared to $7.0 million in fiscal 2008. Non-interest income in fiscal 2008 included a $480,000 gain on investment securities compared to a $500,000 loss in fiscal 2009.

Non-interest expense increased 15% to $9.5 million in the fourth quarter of fiscal 2009, from $8.3 million in the third quarter of fiscal 2009, and 35% from the year ago quarter. For the fiscal year, non-interest expenses increased 15% to $33.6 million from $29.2 million in fiscal 2008. These increases reflect higher costs for managing the other real estate owned portfolio, increased FDIC insurance premiums, additional other expenses related to credit quality, the charge-off of the goodwill asset and increased legal and accounting fees. The reduction in force completed in the prior quarter contributed to a drop of 6% in compensation costs as compared to the prior quarter and 3% from the same quarter a year ago.

With higher costs and lower revenues, the efficiency ratio (defined as non-interest expense divided by the sum of net interest income and non-interest income) was 112.00% for the quarter ended March 31, 2009, as compared to 81.08% for the quarter ended December 31 2008 and 48.21% for the same period last year. The efficiency ratio was 75.13% for the 2009 fiscal year compared to 48.12% for the last fiscal year.

The net interest margin was 2.03% in the fourth quarter of fiscal 2009, a decrease of 74 basis points from 2.77% in the immediate prior quarter and down 185 basis points from 3.88% in the same period a year ago. For the year, the net interest margin was 2.86%, down 151 basis points from 4.37% in fiscal 2008. The reversal of interest for non-accrual loans accounted for 39 basis points of the decline in the fourth quarter of fiscal 2009 and 36 basis points for the year.

The yield on earning assets declined in the fourth quarter of fiscal 2009 to 4.79% from 5.73% in the prior quarter and 7.36% in the fourth quarter a year ago. In the fourth quarter of fiscal 2009, the cost of interest-bearing liabilities was 2.77%, compared to 3.02% in the preceding quarter and 3.60% for the fourth quarter of fiscal 2008. In fiscal 2009, the yield on earning assets was 5.79% down from 8.17% a year ago and the cost of interest bearing liabilities was 2.99% down from 3.93% a year ago.

Conference Call and Industry Conference Information

Management will host a conference call later today, April 30, 2009, at 1:30 pm PDT (4:30 pm EDT) to discuss the fourth quarter and fiscal 2009 year end results. The live call can be accessed by dialing (303) 262-2053 or on the web at www.horizonbank.com. The replay can be heard at www.horizonbank.com.

Horizon Financial will also be presenting at the D.A. Davidson 11th Annual Financial Services Conference on May 6 and 7, at the Bell Harbor Conference Center, Seattle, WA. Rich Jacobson and Greg Spear are scheduled to present on Thursday, May 7th at 3:00 p.m. PDT. Copies of the slide presentation will be available at www.horizonbank.com.

Horizon Financial Corp. is a $1.47 billion, state-chartered bank holding company headquartered in Bellingham, Washington. Its primary subsidiary, Horizon Bank, maintains a regional banking presence that has been serving customers for 87 years, and operates 18 full-service offices, four commercial loan centers and four real estate loan centers throughout Whatcom, Skagit, Snohomish and Pierce Counties in Washington.

Economic data was derived from reports by the Washington State Employment Security Department, Labor Market and Economic Analysis at www.workforceexplorer.com, the Economic Forecaster at www.economicforecaster.com, Marple's Pacific Northwest Letter at www.marples.com, and other real estate data at www.wcrer.wsu.edu and http://www.nwrealestate.com/nwrpub/common/news.cfm.

Safe Harbor Statement: Except for the historical information in this news release, the matters described herein are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and are subject to risks and uncertainties that could cause actual results to differ materially. Such risks and uncertainties include: the credit risks of lending activities, including changes in the level and trend of loan delinquencies and write-offs, results of examinations by our banking regulators and our ability to comply with the regulatory agreement with our regulators, our ability to increase our capital and manage our liquidity, our ability to manage loan delinquency rates, the ability to successfully expand existing relationships, deposit pricing and the ability to gather low-cost deposits, success in new markets and expansion plans, expense management and the efficiency ratio, expanding or maintaining the net interest margin, interest rate risk, the local and national economic environment, and other risks and uncertainties discussed from time to time in Horizon Financial's filings with the Securities and Exchange Commission ("SEC"). Accordingly, undue reliance should not be place on forward- looking statements. These forward-looking statements speak only as of the date of this release. Horizon undertakes no obligation to update publicly any forward-looking statements to reflect new information, events or circumstances after the date of this release or to reflect the occurrence of unanticipated events. Investors are encouraged to read the SEC report of Horizon, particularly its Form 10-K for the fiscal year ended March 31, 2008 and its Form 10-Q filings for the quarters ended June 30, 2008, September 30, 2008 and December 31, 2008 for meaningful cautionary language discussion why actual results may vary from those anticipated by management.



 CONSOLIDATED STATEMENTS OF OPERATIONS
 (unaudited) (in 000s, except share data)

                  Quarter              Quarter              Quarter
                   Ended    Three       Ended     One        Ended
                  Mar 31,   Month      Dec 31,    Year      Mar 31,
                   2009     Change      2008     Change      2008
 --------------------------------------------------------------------

 Interest income:
   Interest on
    loans       $    15,432     -16% $    18,363     -32% $    22,637
   Interest and
    dividends on
    securities          843      -2%         862      -7%         906
                -----------          -----------          -----------
     Total
      interest
      income         16,275     -15%      19,225     -31%      23,543

 Interest
  expense:
   Interest on
    deposits          8,593      -4%       8,927      -7%       9,215
   Interest on
    borrowings          801     -21%       1,019     -58%       1,914
                -----------          -----------          -----------
     Total
      interest
      expense         9,394      -6%       9,946     -16%      11,129
                -----------          -----------          -----------
     Net interest
      income          6,881     -26%       9,279     -45%      12,414

   Provision for
    loan losses      40,000     300%      10,000    1900%       2,000
                -----------          -----------          -----------
     Net interest
      income
      (loss)
      after
      provision
      for loan
      losses        (33,119)   4493%        (721)   -418%      10,414

 Non-interest
  income:
   Service fees         854      14%         747      -6%         909
   Net gain on
    sales of
    loans -
    servicing
    released            402     396%          81     110%         191
   Net gain
    (loss) on
    sales of
    loans -
    servicing
    retained              9     N/A           --     -94%         158
   Net gain
    (loss) on
    investment
    securities           --    -100%        (302)   -100%         480
   Other
    non-interest
    income              372     -18%         451     -22%         475
                -----------          -----------          -----------
     Total
      non-interest
      income          1,637      68%         977     -26%       2,213

 Non-interest
  expense:
   Compensation
    and employee
    benefits          3,861      -6%       4,103      -3%       3,962
   Building
    occupancy         1,230       4%       1,180       2%       1,205
   REO/collection
    expense           1,445     196%         488    3424%          41
   FDIC insurance       306      34%         228     993%          28
   Data
    processing          247       2%         243       1%         244
   Advertising           11     -93%         152     -95%         200
   Other
    non-interest
    expense           2,441      27%       1,921      78%       1,371
                -----------          -----------          -----------
     Total
      non-interest
      expense         9,541      15%       8,315      35%       7,051

 Income (loss)
  before
  provision for
  income taxes      (41,023)    N/A       (8,059)    N/A        5,576
 Provision
  (Benefit) for
  income taxes      (15,362)    N/A       (2,939)    N/A        1,804
                -----------          -----------          -----------
 Net Income
  (Loss)        $   (25,661)    N/A  $    (5,120)    N/A  $     3,772
                ===========          ===========          ===========

 Earnings per
  share :
   Basic earnings
    (loss) per
    share       $     (2.15)    N/A  $     (0.43)    N/A  $      0.32
   Diluted
    earnings
    (loss) per
    share               N/A     N/A          N/A     N/A  $      0.31

 Weighted
  average shares
  outstanding:
   Basic         11,950,796       0%  11,970,478       0%  11,943,021
   Common stock
    equivalents          --     N/A           --     N/A       81,437
                -----------          -----------          -----------
   Diluted       11,950,796       0%  11,970,478      -1%  12,024,458
                ===========          ===========          ===========



 CONSOLIDATED STATEMENTS OF OPERATIONS
 (unaudited) (in 000s, except per share data)

                                    Twelve Months        Twelve Months
                                       Ended                Ended
                                      March 31,            March 31,
                                        2009      Change     2008
 --------------------------------------------------------------------
 Interest income:
   Interest on loans                 $    74,049     -23% $    96,320
   Interest and dividends on
    securities                             3,616      -8%       3,923
                                     -----------          -----------
     Total interest income                77,665     -23%     100,243

 Interest expense:
   Interest on deposits                   34,606      -9%      38,073
   Interest on borrowings                  4,748     -45%       8,572
                                     -----------          -----------
     Total interest expense               39,354     -16%      46,645
                                     -----------          -----------
     Net interest income                  38,311     -29%      53,598

   Provision for loan losses              65,000    1485%       4,100
                                     -----------          -----------
     Net interest income (loss)
      after provision for loan losses    (26,689)   -154%      49,498

 Non-interest income:
   Service fees                            3,379      -6%       3,601
   Net gain on sales of loans -
    servicing released                       833      -2%         848
   Net gain on sales of loans -
    servicing retained                         6     -97%         176
   Net gain (loss) on investment
    securities                              (500)   -204%         480
   Other non-interest income               2,631      36%       1,939
                                     -----------          -----------
      Total non-interest income            6,349     -10%       7,044

 Non-interest expense:
   Compensation and employee
    benefits                              16,804       1%      16,595
   Building occupancy                      4,711       0%       4,698
   REO/collection expense                  2,578    1491%         162
   FDIC insurance                            793     602%         113
   Data processing                           975       2%         957
   Advertising                               601     -26%         812
   Other non-interest expense              7,093      21%       5,843
                                     -----------          -----------
      Total non-interest expense          33,555      15%      29,180

 Income (loss) before provision
  for income taxes                       (53,895)    N/A       27,362
 Provision (Benefit) for income taxes    (20,529)    N/A        8,949
                                     -----------          -----------
 Net Income (Loss)                   $   (33,366)    N/A  $    18,413
                                     ===========          ===========

 Earnings per share :
   Basic earnings (loss) per share   $     (2.79)    N/A  $      1.52
   Diluted earnings (loss) per share         N/A     N/A  $      1.51

 Weighted average shares outstanding:
   Basic                              11,945,835      -1%  12,097,615
   Common stock equivalents                   --    -100%      99,168
                                     -----------          -----------
   Diluted                            11,945,835      -2%  12,196,783
                                     ===========          ===========



 CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
 (unaudited) (in 000s, except share data)

                             Three                 One
                 March 31,   Month     Dec 31,     Year    March 31,
                   2009      Change     2008      Change     2008
 --------------------------------------------------------------------
 Assets:
   Cash and due
    from banks  $    17,881     -24% $    23,391     -20% $    22,412
   Interest-
    bearing
    deposits        126,159      56%      80,869    4232%       2,912
   Investment
    securities -
    available
    for sale         28,083      -1%      28,425     -32%      41,241
   Mortgage-
    backed
    securities -
    available
    for sale         38,782      -3%      39,954      -1%      39,100
   Mortgage-
    backed
    securities -
    held to
    maturity              8     -11%           9     -73%          30
   Federal Home
    Loan Bank
    stock             7,247       0%       7,247     -18%       8,867
   Loans held
    for sale          4,745     129%       2,072      79%       2,644
   Gross loans
    receivable    1,162,641      -4%   1,212,479      -4%   1,210,592
   Reserve for
    loan losses     (38,981)     54%     (25,309)    104%     (19,114)
                -----------          -----------          -----------
   Net loans
    receivable    1,123,660      -5%   1,187,170      -6%   1,191,478
   Investment
    in real
    estate in a
    joint venture    17,985       1%      17,879       2%      17,567
   Accrued
    interest and
    dividends
    receivable        6,629       0%       6,598     -16%       7,916
   Property and
    equipment,
    net              26,195      -2%      26,691      -6%      27,778
   Net deferred
    income tax
    assets           15,164     126%       6,698     143%       6,253
   Income tax
    receivable       12,442     119%       5,694      NA           --
   Other real
    estate owned     19,227      15%      16,791    2835%         655
   Other assets      23,764       4%      22,824       2%      23,325
                -----------          -----------          -----------
     Total
      assets    $ 1,467,971       0% $ 1,472,312       5% $ 1,392,178
                ===========          ===========          ===========

 Liabilities:
   Deposits     $ 1,229,764       3% $ 1,195,424      18% $ 1,038,792
   Other
    borrowed
    funds           114,348     -11%     128,968     -41%     192,343
   Borrowing
    related to
    investment
    in real
    estate in a
    joint venture    24,440       2%      23,942       9%      22,448
   Accounts
    payable and
    other
    liabilities       4,093      13%       3,625     -29%       5,746
   Advances by
    borrowers
    for taxes
    and insurance       377      93%         195      -9%         414
   Deferred
    compensation      1,923       5%       1,837      -1%       1,944
   Income tax
    payable              --      NA           --    -100%       2,174
                -----------          -----------          -----------
     Total
      liabili-
      ties      $ 1,374,945       2% $ 1,353,991       9% $ 1,263,861

 Stockholders'
  equity:
   Serial
    preferred
    stock, $1.00
    par value;
    10,000,000
    shares
    authorized;
    none issued or
    outstanding $        --          $        --          $        --
   Common stock,
    $1.00 par
    value;
    30,000,000
    shares
    authorized;
    11,980,796,
    11,976,669, and
    11,892,208
    shares
    outstanding      11,981       0%      11,977       1%      11,892
   Additional
    paid-in
    capital          51,298       0%      51,210       1%      50,597
   Retained
    earnings         28,333     -48%      53,994     -56%      63,906
   Accumulated
    other
    comprehensive
    income            1,414      24%       1,140     -26%       1,922
                -----------          -----------          -----------
     Total stock-
      holders'
      equity         93,026     -21%     118,321     -28%     128,317
                -----------          -----------          -----------
     Total
      liabilities
      and stock-
      holders'
      equity    $ 1,467,971       0% $ 1,472,312       5% $ 1,392,178
                ===========          ===========          ===========

 Intangible
  assets:
   Goodwill     $        --      NA  $        --    -100% $       545
   Mortgage
    servicing
    asset               201     -12%         229     -21%         254
                -----------          -----------          -----------
   Total
    intangible
    assets      $       201     -12% $       229     -75% $       799
                ===========          ===========          ===========



 LOANS (unaudited) March 31,         Dec 31,           March 31,
  (in 000s)          2009              2008              2008
 --------------------------------------------------------------------
 1-4 Mortgage
   1-4 Family
    residential   $  167,048        $  167,737        $  165,824
   1-4 Family
    construction      28,290            35,500            35,303
   Participations
    sold             (42,853)          (48,943)          (54,269)
                  ----------        ----------        ----------
 Subtotal            152,485           154,294           146,858

 Commercial land
  development        186,580           201,683           183,827
 Commercial
  construction       222,207           263,113           302,708
 Multi family
  residential         51,970            42,722            45,049
 Commercial real
  estate             281,481           273,906           300,109
 Commercial loans    201,973           209,072           177,685
 Home equity
  secured             58,228            59,538            47,351
 Other consumer
  loans                7,717             8,151             7,005
                  ----------        ----------        ----------
 Subtotal          1,010,156         1,058,185         1,063,734
                  ----------        ----------        ----------
 Subtotal          1,162,641         1,212,479         1,210,592
 Less:
   Reserve for
    loan losses      (38,981)          (25,309)          (19,114)
                  ----------        ----------        ----------
 Net loans
  receivable      $1,123,660        $1,187,170        $1,191,478
                  ==========        ==========        ==========

 Net residential
  loans           $  149,625   13%  $  152,502   13%  $  145,565   12%
 Net commercial
  loans              193,687   17%     203,760   17%     174,263   15%
 Net commercial
  real estate
  loans              716,743   64%     764,714   64%     818,215   69%
 Net consumer
  loans               63,605    6%      66,194    6%      53,435    4%
                  ---------------   ---------------   ---------------
                  $1,123,660  100%  $1,187,170  100%  $1,191,478  100%
                  ===============   ===============   ===============


 DEPOSITS
  (unaudited)      March 31,          Dec 31,          March 31,
  (in 000s)          2009              2008              2008
 --------------------------------------------------------------------
 Core Deposits
   Savings        $   15,850    1%  $   17,677    1%  $   17,933    2%
   Checking           83,286    7%      76,626    6%      72,434    7%
   Checking - non
    interest
    bearing           80,103    6%      90,376    8%      70,438    7%
   Money market      133,022   11%     154,021   13%     183,063   17%
   Certificates of
    Deposit under
    $100,000         352,785   29%     315,827   27%     286,657   27%
                  ---------------   ---------------   ---------------
 Subtotal            665,046   54%     654,527   55%     630,525   60%

 Other Deposits
   Certificates of
    Deposit
    $100,000 and
    above            303,308   25%     290,227   24%     287,281   28%
   Brokered
    Certificates
    of Deposit       232,703   19%     239,353   20%     120,986   12%
   CDARS Deposits     28,707    2%      11,317    1%          --    0%
                  ---------------   ---------------   ---------------
 Total Other
  Deposits           564,718   46%     540,897   45%     408,267   40%

                  ---------------   ---------------   ---------------
 Total            $1,229,764  100%  $1,195,424  100%  $1,038,792  100%
                  ===============   ===============   ===============



 WEIGHTED AVERAGE INTEREST RATES:
                                                    Twelve   Twelve
                       Quarter   Quarter Quarter    Months   Months
                        Ended    Ended    Ended     Ended     Ended
                       March 31, Dec 31, March 31, March 31, March 31,
 (unaudited)             2009     2008     2008     2009     2008
 --------------------------------------------------------------------
 Yield on loans          5.25%    5.97%    7.60%    6.06%    8.47%
 Yield on investments    1.86%    3.08%    4.16%    3.04%    4.39%
                         ----     ----     ----     ----     ----
   Yield on interest-
    earning assets       4.79%    5.73%    7.36%    5.79%    8.17%

 Cost of deposits        2.81%    3.07%    3.61%    3.03%    3.83%
 Cost of borrowings      2.39%    2.66%    3.56%    2.71%    4.44%
                         ----     ----     ----     ----     ----
   Cost of interest-
    bearing
    liabilities          2.77%    3.02%    3.60%    2.99%    3.93%



 AVERAGE BALANCES

                                                 Twelve      Twelve
            Quarter     Quarter     Quarter      Months      Months
              Ended      Ended       Ended        Ended       Ended
 (unaudited) March 31,  Dec 31,     March 31,   March 31,   March 31,
 (in 000s)    2009        2008        2008        2009        2008
 --------------------------------------------------------------------
 Loans     $1,176,795  $1,229,327  $1,192,023  $1,221,081  $1,137,051
 Investments  181,631     111,800      87,138     119,052      89,324
           ----------  ----------  ----------  ----------  ----------
   Total
    interest-
    earning
    assets  1,358,426   1,341,127   1,279,161   1,340,133   1,226,375

 Deposits   1,224,033   1,163,647   1,020,979   1,140,659     992,866
 Borrowings   133,950     153,579     214,973     175,111     193,272
           ----------  ----------  ----------  ----------  ----------
   Total
    interest-
    bearing
    liabili-
    ties   $1,357,983  $1,317,226  $1,235,952   1,315,770   1,186,138

 Average
  assets   $1,470,142  $1,461,806  $1,391,746  $1,446,282  $1,340,698
 Average
  stock-
  holders'
  equity   $  105,673  $  120,236  $  128,128  $  117,849  $  126,762



 CONSOLIDATED FINANCIAL RATIOS

                                                 Twelve      Twelve
            Quarter     Quarter     Quarter      Months      Months
              Ended      Ended       Ended        Ended       Ended
             March 31,  Dec 31,     March 31,   March 31,   March 31,
 (unaudited)  2009        2008        2008        2009        2008
 --------------------------------------------------------------------
 Return on
  average
  assets        -6.98%      -1.40%       1.08%      -2.31%       1.37%
 Return on
  average
  equity       -97.13%     -17.03%      11.77%     -28.31%      14.53%
 Efficiency
  ratio        112.00%      81.08%      48.21%      75.13%      48.12%
 Net
  interest
  spread         2.02%       2.71%       3.76%       2.80%       4.24%
 Net
  interest
  margin         2.03%       2.77%       3.88%       2.86%       4.37%
 Equity-to-
  assets
  ratio          6.34%       8.04%       9.22%
 Book value
  per
  share    $     7.76  $     9.88  $    10.79
 Tangible
  book value
  per
  share    $     7.75  $     9.86  $    10.72


 RESERVE FOR LOAN LOSSES

                                                 Twelve      Twelve
            Quarter     Quarter     Quarter      Months      Months
              Ended      Ended       Ended        Ended       Ended
 (unaudited) March 31,  Dec 31,     March 31,   March 31,   March 31,
 (in 000s)    2009        2008        2008        2009        2008
 --------------------------------------------------------------------
 Balance at
  beginning
  of
  period   $   25,309  $   25,579  $   17,891  $   19,114  $   15,889
 Provision
  for loan
  losses       40,000      10,000       2,000      65,000       4,100
 Charge
  offs -
  net of
  recoveries  (26,328)    (10,270)       (777)    (45,133)       (875)
           ----------  ----------  ----------  ----------  ----------
 Balance at
  end of
  period   $   38,981  $   25,309  $   19,114  $   38,981  $   19,114
 Reserves/
  Gross
  Loans
  Receivable     3.35%       2.09%       1.58%
 Reserves/
  Net Loans
  Receivable     3.47%       2.13%       1.60%


 NON-PERFORMING ASSETS

 (unaudited)
 (dollars   March 31,   Dec 31,     March 31,
 in 000s)     2009        2008        2008
 --------------------------------------------
 Accruing
  loans -
  90 days
  past due $      500  $    5,643  $       --
 Non-accrual
  loans        84,924      61,288      11,608
           ----------  ----------  ----------
 Total non-
  performing
  loans    $   85,424  $   66,931  $   11,608
 Total non-
  performing
  loans/
  gross loans    7.35%       5.52%       0.97%
 Real estate
  owned    $   19,227  $   16,791  $      655
           ----------  ----------  ----------
 Total non-
  performing
  assets   $  104,651  $   83,722  $   12,263
 Total non-
  performing
  assets/
  total
  assets         7.13%       5.69%       0.88%

            

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