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American National Bankshares Inc. Reports Fourth Quarter 2012 Earnings

DANVILLE, VA -- (Marketwire) -- 01/24/13 -- American National Bankshares Inc. (NASDAQ: AMNB)

  • Q4 net income of $3.9 million and diluted EPS of $0.50
  • Net interest margin of 4.37% for Q4 2012
  • Nonperforming assets 0.90% of total assets
  • Average shareholders' equity of $163 million is 12.60% of average assets

American National Bankshares Inc. (NASDAQ: AMNB), parent company of American National Bank and Trust Company, today announced fourth quarter 2012 net income available to common shareholders of $3,918,000 compared to $4,600,000 for the fourth quarter of 2011, a $682,000 or 14.8% decrease. Diluted earnings per share were $0.50 for the 2012 quarter compared to $0.59 for the 2011 quarter. This quarterly net income produced for 2012 a return on average assets of 1.21%, a return on average equity of 9.59%, and a return on average tangible equity of 14.12%.

Net income available to common shareholders for 2012 was $16,006,000 compared to $11,468,000 for 2011, a $4,538,000 or 39.6% increase. Basic and diluted earnings per share were $2.04 for 2012 compared to $1.64 for the 2011.

Earnings for all of 2012 and for the second half of 2011 were favorably impacted by the July 2011 merger between American National and MidCarolina Financial Corporation ("MidCarolina").

Financial Performance and Overview
Jeffrey V. Haley, President and Chief Executive Officer, reported, "American National had a very successful 2012.

"Our balance sheet did not change much during the year. At December 31, 2012, American National had $788,705,000 in loans compared to $824,758,000 at December 31, 2011, a decrease of $36,053,000 or 4.4%. Loan volume in our Virginia market was basically unchanged. The decline in loans was the result of 18 months of a deliberate strategy to reduce the problem and criticized loan balances brought over from the MidCarolina merger. We believe this strategy has been successful; our nonperforming assets have declined to 0.9% from 1.46% over the past four quarters. We also believe it is materially complete and we are anticipating loan growth, albeit single digit, in the upcoming year.

"At December 31, 2012, American National had $1,027,667,000 in deposits compared to $1,058,754,000 at December 31, 2011, a decrease of $31,087,000 or 2.9%. This is mostly the result of a planned strategy to reduce wholesale funding since the MidCarolina merger. We are continuously attempting to grow core deposits and their affiliated relationships, but the challenge in this ongoing low rate environment is to do that in a cost effective and competitive manner. Our cost of deposits for the fourth quarter is 0.75%, down from 0.88% for the 2011 quarter.

"On the income statement side, our earnings for the fourth quarter were good, $3,918,000. This is down from $4,600,000 for the same quarter of 2011. Most of this decrease has been driven by the reduction of accretion income in addition to the declining yields in earning assets. Loans yielded 5.99% in the 2012 quarter, compared to 7.22% in the 2011 quarter. Investment yields declined also, earning 3.21% in the 2012 quarter, compared to 3.51% in the 2011 quarter. Our net interest margin was 4.37% for the 2012 quarter compared to 5.27% for the 2011 quarter.

"Our earnings for 2012 were very good, $16,006.000. This is up from $11,468,000 for 2011. A large portion of our earnings were driven by the July 2011 merger with MidCarolina. Approximately $1,910,000 of pretax income for the fourth quarter of 2012 and $7,555,000 for the year was directly related to various ongoing MidCarolina merger related, fair value adjustments, the vast majority of which results from the loan portfolio purchase discount. This fiscal impact was larger than we expected because during 2012 our credit improvement efforts resulted in favorable resolutions, in the form of payoffs, of several major problem loans that accounted for $2,300,000 or 30% of the $7,555,000 merger accounting impact for the year.

"What we want our investors to understand is that the favorable earnings impact of the merger and the related fair value accounting is decreasing rapidly quarter to quarter. This is normal in the context of current rules for merger accounting.

"Looking forward, while we wait to find the right strategic opportunity for the bank, we are constantly looking for ways to improve non-interest income and control non-interest expense. We have seen some positive results this year with mortgage banking and trust. We have moved to an outsourced technology model, which we expect will generate cost savings and improve risk management. We are reducing personnel and related expense through attrition and retirements."

Haley concluded, "The current operating environment for community banking is challenging in all areas: economic, regulatory, technological, and operational. But, nevertheless, in this situation there are and will continue to be opportunities for banks with strong capital, superior asset quality and a culture of imagination. We are continuing our quest for high quality organic growth and, at the same time, preparing American National for appropriate strategic acquisition opportunities that may arise."

Capital
American National's capital ratios remain strong and exceed all regulatory requirements.

For the quarter ended December 31, 2012, average shareholders' equity was 12.60% of average assets.

Book value per common share was $20.80 at December 31, 2012, compared to $19.58 at December 31, 2011.

Tangible book value per common share was $15.23 at December 31, 2012, compared to $13.75 at December 31, 2011.

Credit Quality Measurements
Non-performing assets ($5,316,000 of non-performing loans and $6,193,000 of foreclosed real estate) represented 0.90% of total assets at December 31, 2012, compared to 1.46% at December 31, 2011.

Annualized net charge offs to average loans were 11 basis points (0.11%) for the 2012 fourth quarter, compared to 26 basis points (0.26%) for the same quarter in 2011.

The allowance for loan losses as a percentage of total loans was 1.54% at December 31, 2012 compared to 1.28% at December 31, 2011.

Net Interest Income
Net interest income before provision for loan losses decreased to $12,177,000 in the fourth quarter of 2012 from $14,860,000 in fourth quarter of 2011, a decrease of $2,683,000 or 18.06%.

For the 2012 quarter, the net interest margin was 4.37% compared to 5.27% for the same quarter in 2011, a decrease of 90 basis points (0.90%). This decline was driven by falling yields on earning assets, impacted by rates and lower levels of accretion income, and only partially mitigated by reduced costs of interest bearing liabilities.

Noninterest Income
Noninterest income totaled $2,686,000 in the fourth quarter of 2012, compared with $2,587,000 in the fourth quarter of 2011, an increase of $99,000 or 3.8%. This increase was primarily the result of increased mortgage banking and trust income.

Noninterest Expense
Noninterest expense totaled $9,003,000 in the fourth quarter of 2012, compared to $8,629,000 in the fourth quarter of 2011, an increase of $374,000 or 4.3%. Most of this increase was related to personnel and benefits costs and the resolution of various other real estate owned properties.

About American National
American National Bankshares Inc. is a multi-state bank holding company with total assets of approximately $1.3 billion. Headquartered in Danville, Virginia, American National is the parent company of American National Bank and Trust Company. American National Bank is a community bank serving southern and central Virginia and north central North Carolina with 25 banking offices and two loan production offices. American National Bank and Trust Company also manages an additional $541 million of trust, investment and brokerage assets in its Trust and Investment Services Division. Additional information about the company and the bank is available on the bank's website at www.amnb.com.

Shares of American National are traded on the NASDAQ Global Select Market under the symbol "AMNB."

Forward-Looking Statements

This press release contains "forward-looking statements" within the meaning of federal securities laws. Certain of the statements involve significant risks and uncertainties. The statements herein are based on certain assumptions and analyses by American National and are factors it believes are appropriate in the circumstances. Actual results could differ materially from those contained in or implied by such statements for a variety of reasons including, but not limited to: changes in interest rates; changes in accounting principles, policies or guidelines; significant changes in the economic scenario; significant changes in regulatory requirements; significant changes in securities markets; and changes regarding acquisitions and dispositions. Consequently, all forward-looking statements made herein are qualified by these cautionary statements and the cautionary language in American National's most recent Form 10-K report and other documents filed with the Securities and Exchange Commission. American National Bankshares Inc. does not undertake to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements are made.




             American National Bankshares Inc. and Subsidiaries
                        Consolidated Balance Sheets
          (Dollars in thousands, except share and per share data)
                                 Unaudited

                                                          December 31
                                                   ------------------------
ASSETS                                                 2012         2011
                                                   -----------  -----------

Cash and due from banks                            $    20,435  $    22,561
Interest-bearing deposits in other banks                27,007        6,332

Securities available for sale, at fair value           335,246      333,366
Restricted stock, at cost                                5,287        6,019
Loans held for sale                                     13,852        6,330

Loans                                                  788,705      824,758
  Less allowance for loan losses                       (12,118)     (10,529)
                                                   -----------  -----------
    Net Loans                                          776,587      814,229
                                                   -----------  -----------

Premises and equipment, net                             24,543       25,674
Other real estate owned, net                             6,193        5,353
Goodwill                                                39,043       38,899
Core deposit intangibles, net                            4,660        6,595
Bank owned life insurance                               13,487       13,058
Accrued interest receivable and other assets            17,347       26,290
                                                   -----------  -----------

    Total assets                                   $ 1,283,687  $ 1,304,706
                                                   ===========  ===========


Liabilities
  Demand deposits -- noninterest-bearing           $   217,275  $   179,148
  Demand deposits -- interest-bearing                  153,578      189,212
  Money market deposits                                166,111      182,347
  Savings deposits                                      81,135       74,193
  Time deposits                                        409,568      433,854
                                                   -----------  -----------
    Total deposits                                   1,027,667    1,058,754

  Short-term borrowings:
    Customer repurchase agreements                      49,942       45,575
    Other short-term borrowings                              -        3,000
  Long-term borrowings                                  10,079       10,206
  Trust preferred capital notes                         27,317       27,212
  Accrued interest payable and other liabilities         5,436        7,130
                                                   -----------  -----------
    Total liabilities                                1,120,441    1,151,877
                                                   -----------  -----------

Shareholders' equity
  Preferred stock, $5 par, 2,000,000 shares
   authorized, none outstanding                              -            -
  Common stock, $1 par, 20,000,000 shares
   authorized, 7,846,912 shares outstanding at
   December 31, 2012 and 7,806,869 shares
   outstanding at December 31, 2011                      7,847        7,807
  Capital in excess of par value                        57,211       56,395
  Retained earnings                                     90,591       81,797
  Accumulated other comprehensive income, net            7,597        6,830
                                                   -----------  -----------
    Total shareholders' equity                         163,246      152,829
                                                   -----------  -----------

    Total liabilities and shareholders' equity     $ 1,283,687  $ 1,304,706
                                                   ===========  ===========



             American National Bankshares Inc. and Subsidiaries
                     Consolidated Statements of Income
          (Dollars in thousands, except share and per share data)
                                 Unaudited

                                Three Months Ended     Twelve Months Ended
                                    December 31            December 31
                              ----------------------  ---------------------
                                 2012        2011        2012       2011
                              ----------  ----------  ---------- ----------
Interest and Dividend Income:
  Interest and fees on loans  $   11,965  $   14,881  $   49,189 $   40,688
  Interest and dividends on
   securities:
    Taxable                          914       1,149       4,044      4,595
    Tax-exempt                     1,062       1,089       4,280      3,646
    Dividends                         58          43         213        131
  Other interest income               33          15          80        127
                              ----------  ----------  ---------- ----------
      Total interest and
       dividend income            14,032      17,177      57,806     49,187
                              ----------  ----------  ---------- ----------

Interest Expense:
  Interest on deposits             1,552       1,957       6,843      7,203
  Interest on short-term
   borrowings                         23          81         150        325
  Interest on long-term
   borrowings                         83          85         335        229
  Interest on trust preferred
   capital notes                     197         194         813      1,023
                              ----------  ----------  ---------- ----------
      Total interest expense       1,855       2,317       8,141      8,780
                              ----------  ----------  ---------- ----------

Net Interest Income               12,177      14,860      49,665     40,407
  Provision for loan losses          334       1,972       2,133      3,170
                              ----------  ----------  ---------- ----------

Net Interest Income After
 Provision for Loan Losses        11,843      12,888      47,532     37,237
                              ----------  ----------  ---------- ----------

Noninterest Income:
  Trust fees                         929         834       3,703      3,561
  Service charges on deposit
   accounts                          442         567       1,757      1,963
  Other fees and commissions         445         427       1,768      1,510
  Mortgage banking income            569         470       2,234      1,262
  Securities gains (losses),
   net                                (2)         17         158         (1)
  Other                              303         272       1,790        949
                              ----------  ----------  ---------- ----------
      Total noninterest
       income                      2,686       2,587      11,410      9,244
                              ----------  ----------  ---------- ----------

Noninterest Expense:
  Salaries                         3,932       3,702      15,785     12,409
  Employee benefits                  947         785       3,604      2,681
  Occupancy and equipment          1,009         888       3,951      3,199
  FDIC assessment                    162         155         692        651
  Bank franchise tax                 152         206         690        763
  Core deposit intangible
   amortization                      421         548       1,935      1,282
  Foreclosed real estate, net         98        (194)        528        296
  Merger related expenses              -          73          19      1,607
  Other                            2,282       2,466       9,439      7,112
                              ----------  ----------  ---------- ----------
      Total noninterest
       expense                     9,003       8,629      36,643     30,000
                              ----------  ----------  ---------- ----------

Income Before Income Taxes         5,526       6,846      22,299     16,481
Income Taxes                       1,608       2,194       6,293      4,910
                              ----------  ----------  ---------- ----------
Net Income                         3,918       4,652      16,006     11,571
Dividends on preferred stock           -          52           -        103
                              ----------  ----------  ---------- ----------
Net income available to
 common shareholders          $    3,918  $    4,600  $   16,006 $   11,468
                              ==========  ==========  ========== ==========

Net Income Per Common Share:
    Basic                     $     0.50  $     0.59  $     2.04 $     1.64
    Diluted                   $     0.50  $     0.59  $     2.04 $     1.64
Average Common Shares
 Outstanding:
    Basic                      7,844,545   7,804,245   7,834,351  6,982,524
    Diluted                    7,854,083   7,811,243   7,845,652  6,989,877



American National Bankshares Inc. and Subsidiaries
Financial Highlights

 (In thousands,
  except share,
    ratio and
   nonfinancial
      data,
    unaudited)
                   4th Qtr     3rd Qtr     4th Qtr       YTD         YTD
                    2012        2012        2011        2012        2011
                 ----------  ----------  ----------  ----------  ----------
EARNINGS
  Interest
   income        $   14,032  $   13,546  $   17,177  $   57,806  $   49,187
  Interest
   expense            1,855       2,046       2,317       8,141       8,780
  Net interest
   income            12,177      11,500      14,860      49,665      40,407
  Provision for
   loan losses          334         333       1,972       2,133       3,170
  Noninterest
   income             2,686       2,690       2,587      11,410       9,244
  Noninterest
   expense            9,003       8,880       8,629      36,643      30,000
  Income taxes        1,608       1,338       2,194       6,293       4,910
  Net income          3,918       3,639       4,652      16,006      11,571

PER COMMON SHARE
  Earnings per
   share - basic $     0.50  $     0.46  $     0.59  $     2.04  $     1.64
  Earnings per
   share -
   diluted             0.50        0.46        0.59        2.04        1.64
  Cash dividends
   declared            0.23        0.23        0.23        0.92        0.92
  Book value per
   share              20.80       20.66       19.58       20.80       19.58
  Book value per
   share -
   tangible (a)       15.23       15.03       13.75       15.23       13.75
  Closing market
   price              20.19       22.59       19.49       20.19       19.49

FINANCIAL RATIOS
  Return on
   average
   assets              1.21%       1.12%       1.42%       1.23%       1.07%
  Return on
   average
   equity              9.59        9.11       12.28       10.08        8.88
  Return on
   average
   tangible
   equity (b)         14.12       13.69       18.77       15.25       12.97
  Average equity
   to average
   assets             12.60       12.32       11.59       12.19       12.10
  Net interest
   margin,
   taxable
   equivalent          4.37        4.14        5.27        4.44        4.35
  Efficiency
   ratio              58.36       62.00       49.57       58.23       58.48
  Effective tax
   rate               29.10       26.88       32.05       28.22       29.79

PERIOD-END
 BALANCES
  Securities     $  340,533  $  333,278  $  339,385  $  340,533  $  339,385
  Loans held for
   sale              13,852       8,118       6,330      13,852       6,330
  Loans, net of
   unearned
   income           788,705     797,818     824,758     788,705     824,758
  Goodwill and
   other
   intangibles       43,703      44,124      44,640      43,703      45,494
  Assets          1,283,687   1,305,707   1,304,522   1,283,687   1,304,706
  Assets -
   tangible (a)   1,239,984   1,261,583   1,259,882   1,239,984   1,259,212
  Deposits        1,027,667   1,052,427   1,058,754   1,027,667   1,058,754
  Customer
   repurchase
   agreements        49,942      45,761      45,575      49,942      45,575
  Long-term
   borrowings        37,396      37,403      37,418      37,396      37,418
  Shareholders'
   equity           163,246     162,045     152,829     163,246     152,829
  Shareholders'
   equity -
   tangible (a)     119,543     117,921     108,189     119,543     107,335

AVERAGE BALANCES
  Securities     $  320,718  $  323,555  $  322,018  $  324,842  $  270,441
  Loans held for
   sale              10,535       8,237       5,989       7,533       3,042
  Loans, net of
   unearned
   income           789,611     802,213     819,688     806,171     671,724
  Interest-
   earning
   assets         1,167,206   1,166,572   1,172,965   1,170,626     974,601
  Goodwill and
   other
   intangibles       43,970      44,561      44,455      44,762      34,158
  Assets          1,296,709   1,297,698   1,306,699   1,303,081   1,077,094
  Assets -
   tangible (a)   1,252,739   1,253,137   1,262,244   1,258,319   1,042,936
  Interest-
   bearing
   deposits         821,286     839,902     886,551     838,230     720,163
  Deposits        1,043,192   1,044,434   1,060,013   1,051,359     863,367
  Customer
   repurchase
   agreements        45,510      46,297      49,257      46,939      46,411
  Other short-
   term
   borrowings             2           -         130         496          66
  Long-term
   borrowings        37,406      37,413      37,434      37,415      30,991
  Shareholders'
   equity           163,384     159,868     151,496     158,847     130,320
  Shareholders'
   equity -
   tangible (a)     119,414     115,307     107,041     114,085      96,162

American National Bankshares Inc. and Subsidiaries
Financial Highlights

 (In thousands,
  except share,
    ratio and
   nonfinancial
      data,
    unaudited)
                   4th Qtr     3rd Qtr     4th Qtr       YTD         YTD
                     2012        2012        2011        2012        2011
                 ----------  ----------  ----------  ----------  ----------
CAPITAL
  Average shares
   outstanding -
   basic          7,844,545   7,838,314   7,804,245   7,834,351   6,982,524
  Average shares
   outstanding -
   diluted        7,854,083   7,855,537   7,811,243   7,845,652   6,989,877

ALLOWANCE FOR
 LOAN LOSSES
  Beginning
   balance       $   11,998  $   12,099  $    9,086  $   10,529  $    8,420
  Provision for
   loan losses          334         333       1,972       2,133       3,170
  Charge-offs          (404)       (614)       (906)     (2,086)     (1,863)
  Recoveries            190         180         377       1,542         802
                 ----------  ----------  ----------  ----------  ----------
  Ending balance $   12,118  $   11,998  $   10,529  $   12,118  $   10,529

LOANS
  Construction
   and land
   development   $   48,812  $   50,688  $   54,433  $   48,812  $   54,433
  Commercial
   real estate      355,433     356,692     351,961     355,433     351,961
  Residential
   real estate      161,033     162,404     179,812     161,033     179,812
  Home equity        91,313      95,008      96,195      91,313      96,195
  Commercial and
   industrial       126,192     126,339     134,166     126,192     134,166
  Consumer            5,922       6,687       8,191       5,922       8,191
                 ----------  ----------  ----------  ----------  ----------
  Total          $  788,705  $  797,818  $  824,758  $  788,705  $  824,758

NONPERFORMING
 ASSETS AT
 PERIOD-END
  Nonperforming
   loans:
    90 days past
     due         $        -  $        -  $      197  $        -  $      197
    Nonaccrual        5,316       7,815      13,520       5,316      13,520
  Foreclosed
   real estate        6,193       6,259       5,353       6,193       5,353
                 ----------  ----------  ----------  ----------  ----------
  Nonperforming
   assets        $   11,509  $   14,074  $   19,070  $   11,509  $   19,070

ASSET QUALITY
 RATIOS
  Annualized net
   chargeoffs to
   average loans       0.11%       0.22%       0.26%       0.07%       0.16%
  Nonperforming
   assets to
   total assets        0.90        1.08        1.46        0.90        1.46
  Nonperforming
   loans to
   total loans         0.67        0.98        1.66        0.67        1.66
  Allowance for
   loan losses
   to total
   loans               1.54        1.50        1.28        1.54        1.28
  Allowance for
   loan losses
   to
   nonperforming
   loans             227.95      153.53       76.76      227.95       76.76

OTHER DATA
  Fiduciary
   assets at
   period-end
   (c)           $  386,210  $  391,055  $  355,202  $  386,210  $  355,202
  Retail
   brokerage
   assets at
   period-end
   (c)           $  155,079  $  154,632  $  140,688  $  155,079  $  140,688
  Number full-
   time
   equivalent
   employees (d)        307         318         315         307         315
  Number of full
   service
   offices               25          25          25          25          25
  Number of loan
   production
   offices                2           2           2           2           2
  Number of
   ATM's                 31          31          31          31          31

Notes:

(a) - Excludes goodwill and other intangible assets
(b) - Excludes amortization expense, net of tax, of intangible assets
(c) - Market value
(d) - Average for quarter



                        Net Interest Income Analysis
           For the Three Months Ended December 31, 2012 and 2011
                        (in thousands, except rates)

                                              Interest
                      Average Balance      Income/Expense     Yield/Rate
                   --------------------- ----------------- ----------------

                      2012       2011      2012     2011     2012     2011
                   ---------- ---------- -------- -------- -------  -------
Loans:
  Commercial       $  122,697 $  134,836 $  1,506 $  1,555    4.87%    4.58%
  Real estate         671,180    682,631   10,368   13,205    6.18     7.74
  Consumer              6,269      8,210      120      156    7.59     7.54
                   ---------- ---------- -------- -------- -------  -------
    Total loans       800,146    825,677   11,994   14,916    5.99     7.22
                   ---------- ---------- -------- -------- -------  -------

Securities:
  Federal agencies     35,728     33,427      110      181    1.23     2.17
  Mortgage-backed
   & CMO's             85,623     99,817      419      577    1.96     2.31
  State and
   municipal          187,545    180,254    1,945    1,983    4.15     4.40
  Other                11,822      8,520      103       86    3.49     4.04
                   ---------- ---------- -------- -------- -------  -------
    Total
     securities       320,718    322,018    2,577    2,827    3.21     3.51
                   ---------- ---------- -------- -------- -------  -------

Deposits in other
 banks                 46,342     25,270       33       15    0.28     0.24
                   ---------- ---------- -------- -------- -------  -------

  Total interest-
   earning assets   1,167,206  1,172,965   14,604   17,758    5.00     6.05
                                         -------- -------- -------  -------

Non-earning assets    129,503    133,728
                   ---------- ----------

  Total assets     $1,296,709 $1,306,693
                   ========== ==========

Deposits:
  Demand           $  145,539 $  180,874       36      123    0.10     0.27
  Money market        169,647    195,534      107      190    0.25     0.39
  Savings              79,492     73,674       23       29    0.11     0.16
  Time                426,608    436,469    1,386    1,615    1.29     1.47
                   ---------- ---------- -------- -------- -------  -------
    Total deposits    821,286    886,551    1,552    1,957    0.75     0.88

Customer
 repurchase
 agreements            45,510     49,257       23       81    0.20     0.65
Other short-term
 borrowings                 2        130        0        0    0.75     0.43
Long-term
 borrowings            37,406     37,434      280      279    2.99     2.98
                   ---------- ---------- -------- -------- -------  -------
  Total interest-
   bearing
   liabilities        904,204    973,372    1,855    2,317    0.81     0.95
                                         -------- -------- -------  -------

Noninterest
 bearing demand
 deposits             221,906    173,462
Other liabilities       7,215      8,369
Shareholders'
 equity               163,384    151,490
                   ---------- ----------
    Total
     liabilities
     and
     shareholders'
     equity        $1,296,709 $1,306,693
                   ========== ==========

Interest rate
 spread                                                       4.19%    5.10%
                                                           =======  =======
Net interest
 margin                                                       4.37%    5.27%
                                                           =======  =======

Net interest
 income (taxable
 equivalent basis)                         12,749   15,441
Less: Taxable
 equivalent
 adjustment                                   572      581
                                         -------- --------
Net interest
 income                                  $ 12,177 $ 14,860
                                         ======== ========



                        Net Interest Income Analysis
               For the Years Ended December 31, 2012 and 2011
                  (in thousands, except yields and rates)

                                              Interest
                      Average Balance      Income/Expense     Yield/Rate
                   --------------------- ----------------- ----------------

                      2012       2011      2012     2011     2012     2011
                   ---------- ---------- -------- -------- -------  -------
Loans:
  Commercial       $  128,031 $  107,376 $  6,642 $  4,947    5.19%    4.61%
  Real estate         677,314    559,656   42,088   35,298    6.21     6.31
  Consumer              8,359      7,734      605      575    7.24     7.43
                   ---------- ---------- -------- -------- -------  -------
    Total loans       813,704    674,766   49,335   40,820    6.06     6.05
                   ---------- ---------- -------- -------- -------  -------

Securities:
  Federal agencies     36,066     36,247      545      946    1.51     2.61
  Mortgage-backed
   & CMO's             94,183     75,902    1,906    2,148    2.02     2.83
  State and
   municipal          182,939    151,254    7,829    6,872    4.28     4.54
  Other                11,654      7,038      435      279    3.73     3.96
                   ---------- ---------- -------- -------- -------  -------
    Total
     securities       324,842    270,441   10,715   10,245    3.30     3.79
                   ---------- ---------- -------- -------- -------  -------

Deposits in other
 banks                 32,080     29,394       80      127    0.25     0.43
                   ---------- ---------- -------- -------- -------  -------

  Total interest-
   earning assets   1,170,626    974,601   60,130   51,192    5.14     5.25
                                         -------- -------- -------  -------

Non-earning assets    132,455    102,493
                   ---------- ----------

    Total assets   $1,303,081 $1,077,094
                   ========== ==========

Deposits:
  Demand           $  142,296 $  137,211      190      290    0.13     0.21
  Money market        174,027    132,906      521      572    0.30     0.43
  Savings              78,358     68,038      111       98    0.14     0.14
  Time                443,549    382,008    6,021    6,243    1.36     1.63
                   ---------- ---------- -------- -------- -------  -------
    Total deposits    838,230    720,163    6,843    7,203    0.82     1.00

Customer
 repurchase
 agreements            46,939     46,411      148      325    0.32     0.70
Other short-term
 borrowings               496         66        2        0    0.42     0.45
Long-term
 borrowings            37,415     30,991    1,148    1,252    3.07     4.04
                   ---------- ---------- -------- -------- -------  -------
  Total interest-
   bearing
   liabilities        923,080    797,631    8,141    8,780    0.88     1.10
                                         -------- -------- -------  -------

Noninterest
 bearing demand
 deposits             213,129    143,204
Other liabilities       8,025      5,939
Shareholders'
 equity               158,847    130,320
                   ---------- ----------
  Total
   liabilities and
   shareholders'
   equity          $1,303,081 $1,077,094
                   ========== ==========

Interest rate
 spread                                                       4.26%    4.15%
                                                           =======  =======
Net interest
 margin                                                       4.44%    4.35%
                                                           =======  =======

Net interest
 income (taxable
 equivalent basis)                         51,989   42,412
Less: Taxable
 equivalent
 adjustment                                 2,324    2,005
                                         -------- --------
Net interest
 income                                  $ 49,665 $ 40,407
                                         ======== ========

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