FirstMerit (FMER) 10-Q 2001 Q2 Quarterly report

TABLE OF CONTENTS

PART I — FINANCIAL STATEMENTS
	ITEM 1. FINANCIAL STATEMENTS
		FIRSTMERIT CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS
		FIRSTMERIT CORPORATION AVERAGE CONSOLIDATED BALANCE SHEETS
		FIRSTMERIT CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
		CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
		AVERAGE CONSOLIDATED BALANCE SHEETS (UNAUDITED)
		FULLY-TAX EQUIVALENT INTEREST RATES AND INTEREST DIFFERENTIAL
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
		RESULTS OF OPERATIONS
		Net Interest Income
		Net Interest Margin
		Other Income
		Other Expenses
		FINANCIAL CONDITION
		Loans
		Asset Quality
		Allowance for Loan Losses
		Deposits
		Market Risk
		Capital Resources
		Market Risk
PART II. — OTHER INFORMATION
	Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
	Item 6. EXHIBITS AND REPORTS ON FORM 8-K
	Exhibit Index
SIGNATURES

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-Q

(X)	QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES
	EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED
June 30, 2001

COMMISSION FILE NUMBER 0-10161

FIRSTMERIT CORPORATION
(Exact name of registrant as specified in its charter)

OHIO	34-1339938
(State or other jurisdiction of	(IRS Employer Identification
incorporation or organization)	Number)

III CASCADE PLAZA, 7TH FLOOR, AKRON, OHIO
44308-1103
(Address of principal Executive Offices)

(330) 996-6300
(Telephone Number)

OUTSTANDING SHARES OF COMMON STOCK, AS OF
August 1, 2001
85,299,346

      Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES X NO

FIRSTMERIT CORPORATION

PART I — FINANCIAL STATEMENTS

ITEM 1. FINANCIAL STATEMENTS

      The following statements included in the quarterly unaudited report to shareholders are incorporated by reference:

	Consolidated Balance Sheets as of June 30, 2001, December 31, 2000 and June 30, 2000
	Consolidated Statements of Income for the three-month and six-month periods ended June 30, 2001 and 2000
	Consolidated Statements of Changes in Shareholders’ Equity for the year ended December 31, 2000 and for the six months ended June 30 2001
	Consolidated Statements of Cash Flows for the six months ended June 30, 2001 and 2000
	Notes to Consolidated Financial Statements as of June 30, 2001, December 31, 2000, and June 30, 2000
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
	Management’s Discussion and Analysis of Financial Conditions as of June 30, 2001, December 31, 2000 and June 30, 2000 and Results of Operations for the quarter and six months ended June 30, 2001 and 2000 and for the year ended December 31, 2000.

FIRSTMERIT CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands)

(Unaudited, except December 31, 2000)			June 30			December 31			June 30
			2001			2000			2000
ASSETS
Investment securities			$	1,980,302			2,002,291			2,239,825
Federal funds sold & other investments				—			8,100			55,100
Loans held for sale				30,313			135,753			48,154
Commercial loans				3,525,077			3,251,761			3,279,392
Mortgage loans				673,661			848,225			880,326
Installment loans				1,461,926			1,497,270			1,532,276
Home equity loans				464,685			453,462			433,469
Credit card loans				122,506			117,494			105,760
Manufactured housing loans				816,362			786,641			882,380
Leases				286,489			282,232			295,608
Total loans				7,350,706			7,237,085			7,409,211
Less allowance for possible loan losses				110,620			108,285			110,089
		Net loans		7,240,086			7,128,800			7,299,122
Cash and due from banks				252,395			235,918			258,682
Premises and equipment, net				133,394			133,894			134,351
Intangible assets				147,388			152,107			157,284
Accrued interest receivable and other assets				414,747			418,340			289,491
			$	10,198,625			10,215,203			10,482,009
LIABILITIES AND SHAREHOLDERS’ EQUITY
Deposits:
	Demand-non-interest bearing		$	1,072,049			1,078,586			1,056,440
	Demand-interest bearing			679,513			681,771			635,602
	Savings and Money Market			1,933,271			1,805,505			1,806,085
	Certificates and other time deposits			3,761,712			4,049,070			4,255,069
		Total deposits		7,446,545			7,614,932			7,753,196
Securities sold under agreements to repurchase and other borrowings				1,710,665			1,563,404			1,724,647
		Total funds		9,157,210			9,178,336			9,477,843
Accrued taxes, expenses, and other liabilities				135,165			121,978			137,370
		Total liabilities		9,292,375			9,300,314			9,615,213
Shareholders’ equity:
	Preferred Stock, without par value: authorized 7,000,000 shares			—			—			—
	Preferred Stock, Series A, without par value: designated 800,000 shares; none outstanding			—			—			—
	Cumulative convertible preferred stock, Series B, without par value: designated 220,000 shares; 86,455, 125,708 and 105,658 shares outstanding at June 30, 2001, June 30, 2000 and December 31, 2000, respectively			2,056			2,501			3,025
	Common stock, without par value: authorized 300,000,000 shares; issued 91,979,362 shares			127,937			127,937			127,937
	Capital surplus			111,536			113,326			114,545
	Accumulated other comprehensive income			(6,557	)		(13,798	)		(52,152	)
	Retained earnings			835,031			802,905			761,942
	Treasury stock, at cost, 6,727,281, 3,630,993 and 4,947,047 at June 30, 2001, June 30, 2000 and December 31, 2000, respectively			(163,753	)		(117,982	)		(88,501	)
		Total shareholders’ equity		906,250			914,889			866,796
			$	10,198,625			10,215,203			10,482,009

Certain previously reported amounts may have been reclassified to conform to current presentation.

See accompanying notes to consolidated financial statements.

FIRSTMERIT CORPORATION
AVERAGE CONSOLIDATED BALANCE SHEETS

			UNAUDITED
(Dollars in thousands)			2nd Qtr			1st Qtr			4th Qtr			3rd Qtr			2nd Qtr			Annual
			2001			2001			2000			2000			2000			2000
ASSETS
Investment securities/fed funds sold			$	1,907,300			1,905,192			2,185,718			2,366,078			2,286,405			2,297,668
Loans held for sale				93,012			114,794			203,699			53,271			50,374			91,547
Commercial loans				3,479,914			3,405,933			3,246,067			3,285,203			3,275,629			3,244,140
Mortgage loans				770,590			838,962			863,253			877,575			892,438			882,977
Installment loans				1,431,821			1,405,589			1,516,316			1,517,726			1,502,518			1,502,836
Home Equity loans				459,872			454,250			450,193			440,469			426,009			432,221
Credit card loans				119,328			116,377			112,679			108,297			103,934			107,634
Manufactured housing loans				799,722			797,826			788,502			858,654			846,485			815,461
Leases				289,057			286,522			284,075			291,298			296,717			289,767
Loans less unearned income				7,350,304			7,305,459			7,261,085			7,379,222			7,343,730			7,275,036
Less allowance for possible loan losses				111,001			108,616			109,359			110,777			110,139			109,409
		Net loans		7,239,303			7,196,843			7,151,726			7,268,445			7,233,591			7,165,627
Cash and due from banks				184,427			193,394			179,809			205,949			242,325			217,446
Premises and equipment, net				134,451			133,952			134,505			135,049			134,523			134,416
Accrued interest receivable and other assets				570,001			564,644			487,368			464,019			444,407			461,933
Total Assets			$	10,128,494			10,108,819			10,342,825			10,492,811			10,391,625			10,368,637
LIABILITIES
Deposits:
	Demand-non-interest bearing		$	1,057,315			1,015,171			1,031,499			1,027,707			1,052,392			1,032,992
	Demand-interest bearing			669,298			647,726			632,477			620,211			645,325			635,414
	Savings and money market			1,911,757			1,832,240			1,810,171			1,791,848			1,808,127			1,789,464
	Certificates and other time deposits			3,751,908			3,963,871			4,120,637			4,260,371			3,876,139			3,957,140
		Total deposits		7,390,278			7,459,008			7,594,784			7,700,137			7,381,983			7,415,010
Securities sold under agreements to repurchase and other borrowings				1,674,005			1,583,314			1,711,155			1,774,955			2,030,837			1,951,841
		Total funds		9,064,283			9,042,322			9,305,939			9,475,092			9,412,820			9,366,851
Accrued taxes, expenses and other liabilities				157,509			150,665			141,077			143,792			133,026			139,677
		Total liabilities		9,221,792			9,192,987			9,447,016			9,618,884			9,545,846			9,506,528
Preferred stock				2,181			2,383			2,537			2,700			3,620			3,174
Common stock				127,937			127,937			127,937			127,937			127,937			127,937
Capital surplus				111,782			112,151			113,299			113,830			115,792			114,893
Accumulated other comprehensive income				(4,367	)		(6,357	)		(31,641	)		(47,358	)		(60,247	)		(48,075	)
Retained earnings				826,255			806,390			788,988			767,448			747,490			757,784
Treasury stock				(157,086	)		(126,672	)		(105,311	)		(90,630	)		(88,813	)		(93,604	)
		Total shareholders’ equity		906,702			915,832			895,809			873,927			845,779			862,109
LIABILITIES AND SHAREHOLDERS’ EQUITY			$	10,128,494			10,108,819			10,342,825			10,492,811			10,391,625			10,368,637

Certain previously reported amounts may have been reclassified to conform to current presentation.

See accompanying notes to consolidated financial statements.

FIRSTMERIT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
AND COMPREHENSIVE INCOME

				(Unaudited)
				(In thousands except per share data)
				Quarters Ended					Six Months Ended
				June 30,					June 30,
				2001			2000		2001			2000
Interest income:
	Interest and fees on loans			$	156,492			160,176		314,154			312,282
	Interest and dividends on securities				27,006			37,071		59,123			75,011
			Total interest income		183,498			197,247		373,277			387,293
Interest expense:
		Demand-interest bearing			1,051			832		2,231			1,684
		Savings			12,133			12,821		26,433			24,156
		Certificates and other time deposits			54,907			56,317		115,904			104,385
	Interest on securities sold under agreements to repurchase and other borrowings				20,316			31,988		43,261			65,328
			Total interest expense		88, 407			101,958		187,829			195,553
			Net interest income		95,091			95,289		185,448			191,740
Provision for possible loan losses					9,394			8,346		21,210			20,060
			Net interest income after provision for possible loan losses		85,697			86,943		164,238			171,680
Other income:
	Trust department income				5,582			6,448		10,735			11,508
	Service charges on deposits				13,737			11,638		26,028			22,650
	Credit card fees				9,243			8,272		17,578			15,506
	ATM and other service fees				4,050			3,896		7,550			7,580
	Bank owned life insurance income				3,157			923		6,243			1,774
	Service fees — other				3,814			3,464		7,372			6,965
	Gain from sale of partnership interest				—			—		5,639			—
	Manufactured housing income				1,227			922		2,697			1,573
	Securities gains (losses)				(44	)		137		408			(577	)
	Loan sales and servicing				3,029			1,723		4,709			4,503
	Other operating income				2,166			1,765		4,186			6,594
			Total other income		45,961			39,188		93,145			78,076
					131,658			126,131		257,383			249,756
Other expenses:
	Salaries, wages, pension and employee benefits				33,067			30,993		64,644			63,372
	Net occupancy expense				4,878			4,908		9,877			10,656
	Equipment expense				4,172			4,139		8,385			8,565
	Stationary, supplies and postage				2,711			3,314		5,476			6,549
	Bankcard, loan processing and other costs				6,152			4,814		11,034			9,545
	Professional services				2,814			2,487		5,906			4,422
	Amortization of intangibles				2,331			2,688		4,720			5,376
	Other operating expense				16,699			15,374		30,339			26,321
			Total other expenses		72,824			68,717		140,381			134,806
			Income before Federal income taxes and cumulative effect of change in accounting principles		58,834			57,414		117,002			114,950
Federal income taxes					19,150			17,438		38,125			35,275
			Income after taxes but before cumulative effect of change in accounting principle		39,684			39,976		78,877			79,675
Cumulative effect of change in accounting principle, net of tax (impairment of retained interest asset)					(6,299	)		—		(6,299	)		—
			Net income	$	33,385			39,976		72,578			79,675
Other comprehensive income (loss), net of taxes					(3,874	)		4,002		7,241			(7,070	)
Comprehensive Income				$	29,511			43,978		79,819			72,605
Basic net income per share:
	Income before cumulative change in accounting principle			$	0.46			0.45		0.91			0.90
	Cumulative effect of change in accounting principle, net of tax				(0.07	)		—		(0.07	)		—
Basic net income					0.39			0.45		0.84			0.90
Diluted net income per share:
	Income before cumulative change in accounting principle			$	0.46			0.45		0.91			0.90
	Cumulative effect of change in accounting principle, net of tax				(0.07	)		—		(0.07	)		—
Diluted net income				$	0.39			0.45		0.84			0.90
		Dividends paid		$	0.23			0.22		0.46			0.42
Weighted-average shares outstanding – basic					85,513			88,341		86,100			88,327
Weighted-average shares outstanding — diluted					86,255			89,019		86,876			89,045

Certain previously reported amounts may have been reclassified to conform to current reporting practices.

See accompanying notes to consolidated financial statements.

Consolidated Statements of Changes in Shareholders' Equity
FIRSTMERIT CORPORATION AND SUBSIDIARIES
(In thousands except per share data)

											Accumulated
											Other									Total
		Preferred			Common			Capital			Comprehensive			Retained			Treasury			Shareholders'
		Stock			Stock			Surplus			Income			Earnings			Stock			Equity
Balance at Year Ended 1997		$	9,917			119,893			80,297			4,603			651,907			(118,940	)		747,677
	Net income		—			—			—			—			72,517			—			72,517
	Cash dividends — common stock ($0.66 per share)		—			—			—			—			(50,525	)		—			(50,525	)
	Acquisition adjustment of fiscal year		—			—			—			—			(1,857	)		—			(1,857	)
	Options exercised/debentures, preferred stock converted		(618	)		400			3,717			—			(2,607	)		12,111			13,003
	Treasury shares purchased		—			—			—			—			—			(25,703	)		(25,703	)
	Treasury shares reissued — acquisition		—			—			25,919			—			—			89,286			115,205
	Treasury shares reissued — public offering		—			—			6,518			—			—			20,806			27,324
	Stock dividends		—			1,929			(1,929	)		—			—			—			—
	Market adjustment investment securities		—			—			—			1,255			—			—			1,255
	Other		—			165			3,323			—			(598	)		4,870			7,760
Balance at Year Ended 1998			9,299			122,387			117,845			5,858			668,837			(17,570	)		906,656
	Net income		—			—			—			—			119,871			—			119,871
	Cash dividends — common stock ($0.76/share)		—			—			—			—			(68,627	)		—			(68,627	)
	Cash dividends — preferred stock		—			—			—			—			(305	)		—			(305	)
	Options exercised/debentures, preferred stock converted		(5,421	)		5,596			(915	)		—			—			12,549			11,809
	Treasury shares purchased		—			—			—			—			—			(85,666	)		(85,666	)
	Market adjustment investment securities		—			—			—			(50,940	)		—			—			(50,940	)
	Other		—			(46	)		—			—			35			788			777
Balance at Year Ended 1999			3,878			127,937			116,930			(45,082	)		719,811			(89,899	)		833,575
	Net income (loss)		—			—			—			—			159,787			—			159,787
	Cash dividends — common stock ($0.86 per share)		—			—			—			—			(76,162	)		—			(76,162	)
	Cash dividends — preferred stock		—			—			—			—			(218	)		—			(218	)
	Options exercised/debentures, preferred stock converted		(1,377	)		—			(3,604	)		—			—			6,807			1,826
	Treasury shares purchased		—			—			—			—			—			(34,890	)		(34,890	)
	Market adjustment investment securities		—			—			—			31,284			—			—			31,284
	Other		—			—			—			—			(313	)		—			(313	)
Balance at December 31, 2000			2,501			127,937			113,326			(13,798	)		802,905			(117,982	)		914,889
	Net Income		—			—			—			—			72,578			—			72,578
	Cash dividends — common stock ($0.46 per share)		—			—			—			—			(39,910	)		—			(39,910	)
	Cash dividends — preferred stock		—			—			—			—			(79	)		—			(79	)
	Options exercised (91,041 shares)		—			—			(1,284	)		—			—			2,326			1,042
	Preferred stock converted (51,316 shares)		(445	)		—			(855	)		—			—			1,300			—
	Debentures converted (3,409 shares)		—			—			(57	)		—			—			87			30
	Treasury shares purchased (1,926,000 shares)		—			—			—			—			—			(49,484	)		(49,484	)
	Market adjustment investment securities		—			—			—			7,241			(527	)		—			6,714
	Other		—			—			406			—			64			—			470
Balance at June 30, 2001 — Unaudited		$	2,056			127,937			111,536			(6,557	)		835,031			(163,753	)		906,250

Certain previously reported amounts may have been reclassified to conform to current accounting practices.

See accompanying notes to consolidated financial statements.

FIRSTMERIT CORPORATION AND SUBSIDIARIES

Consolidated Statements of Cash Flows

Six Months Ended June 30, 2001 and 2000

		2001			2000
		(In thousands)
Operating Activities
Net income		$	72,578		$	79,675
Adjustments to reconcile net income to net cash provided by operating activities:
	Provision for loan losses		21,210			20,060
	Provision for depreciation and amortization		7,829			8,655
	Amortization of investment securities premiums, net		54			330
	Amortization of income for lease financing		(9,658	)		(7,070	)
	(Gains) losses on sales of investment securities, net		(408	)		577
	Deferred federal income taxes		11,027			8,376
	(Increase) decrease in interest receivable		9,497			(9,352	)
	Increase (decrease) in interest payable		(18,675	)		23,427
	Proceeds form sales of loans		334,405			—
	Gain on sales of loans		(542	)		—
	Amortization of values ascribed to acquired intangibles		2,389			5,376
	Other increases (decreases)		14,113			(81,505	)
NET CASH PROVIDED BY OPERATING ACTIVITIES			443,819			48,549
Investing Activities
Dispositions of investment securities:
	Available-for-sale — sales		283,504			120,556
	Available-for-sale — maturities		303,145			151,644
Purchases of investment securities available-for-sale			(553,974	)		(128,587	)
Net (increase) decrease in federal funds sold			8,100			(30,000	)
Net increase in loans and leases, except sales			(351,261	)		(404,977	)
Purchases of premises and equipment			(8,846	)		(13,979	)
Sales of premises and equipment			1,517			3,192
NET CASH USED BY INVESTING ACTIVITIES			(317,815	)		(302,151	)
Financing Activities
Net increase in demand, NOW and savings deposits			118,971			131,648
Net increase (decrease) in time deposits			(287,358	)		761,401
Net increase (decrease) in securities sold under repurchase agreements and other borrowings			147,261			(556,596	)
Cash dividends — common and preferred			(39,989	)		(37,400	)
Purchase of treasury shares			(49,484	)		(3,038	)
Proceeds from exercise of stock options			1,042			1,198
Proceeds from conversion of debentures			30			—
NET CASH PROVIDED BY FINANCING ACTIVITIES			(109,527	)		297,213
Increase (decrease) in cash and cash equivalents			16,477			43,611
Cash and cash equivalents at beginning of year			235,918			215,071
Cash and cash equivalents at end of year		$	252,395		$	258,682
SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION:
Cash paid during the year for:
	Interest, net of amounts capitalized	$	101,995		$	99,206
	Income taxes	$	20,225		$	40,263

See accompanying notes to consolidated financial statements.

FirstMerit Corporation and Subsidiaries

Notes to Consolidated Financial Statements
June 30, 2001, December 31, 2000 and June 30, 2000

1. Organization — FirstMerit Corporation (“Corporation”), is a bank holding company whose principal assets are the common stock of its wholly owned subsidiary, FirstMerit Bank, N. A. In addition FirstMerit Corporation owns all of the common stock of Citizens Investment Corporation, Citizens Savings Corporation of Stark County, FirstMerit Capital Trust I, FirstMerit Community Development Corporation, FirstMerit Credit Life Insurance Company, FMT, Inc. and SF Development Corp.

2. Segment Information — The Corporation provides a diversified range of banking and certain nonbanking financial services and products through its various subsidiaries. Management reports the Corporation’s results through its major segment classification — Supercommunity Banking. Included in this category are certain nonbank affiliates, eliminations of certain intercompany transactions and certain nonrecurring transactions. Also included are portions of certain assets, capital, and support functions not specifically identifiable with Supercommunity Banking. All figures within the tables in this footnote are in thousands, except averages are in millions.

2001	Super						Parent, Subs						Corporate
	Community Banking						& Eliminations						Consolidated
OPERATIONS:	2Q			YTD			2Q			YTD			2Q			YTD
Net interest income	$	95,797			186,569			(706	)		(1,121	)		95,091			185,448
Provision for loan losses		9,394			21,210			—			—			9,394			21,210
Other income		45,499			92,347			462			798			45,961			93,145
Other expenses		72,872			140,080			(48	)		(301	)		72,824			140,381
Income before cumulative accounting change		40,156			79,758			(472	)		(881	)		39,684			78,877
Effect of accounting change		(6,299	)		(6,299	)		—			—			(6,299	)		(6,299	)
Net income		33,857			73,459			(472	)		(881	)		33,385			72,578
AVERAGES:
Assets		10,102			10,087			NM			NM			10,128			10,119
Loans		7,348			7,326			NM			NM			7,350			7,328
Earnings assets		9,334			9,322			NM			NM			9,351			9,338
Deposits		7,395			7,435			NM			NM			7,390			7,425
Equity	$	0.802			0.790			NM			NM			0.907			0.911
RATIOS:
ROE before accounting change		NM			NM			NM			NM			17.60	%		17.50	%
ROE		NM			NM			NM			NM			14.80	%		16.10	%
ROA before accounting change		NM			NM			NM			NM			1.57	%		1.57	%
ROA		NM			NM			NM			NM			1.32	%		1.45	%
Efficiency ratio		NM			NM			NM			NM			49.65	%		48.47	%

2000	Super				Parent, Subs						Corporate
	Community Banking				& Eliminations						Consolidated
OPERATIONS:	2Q		YTD		2Q			YTD			2Q			YTD
Net interest income	$	96,605		193,669		(1,316	)		(1,929	)		95,289			191,740
Provision for loan losses		8,346		19,963		—			97			8,346			20,060
Other income		40,721		77,012		(1,533	)		1,064			39,188			78,076
Other expenses		68,316		134,668		401			138			68,717			134,806
Net income		39,046		76,729		930			2,946			39,976			79,675
AVERAGES:
Assets		10,318		10,265		NM			NM			10,392			10,318
Loans		7,327		7,235		NM			NM			7,344			7,237
Earnings assets		9,649		9,599		NM			NM			9,681			9,611
Deposits		7,409		7,201		NM			NM			7,382			7,180
Equity	$	0.873		0.859		NM			NM			0.846			0.839
RATIOS:
ROCE (ROE)		NM		NM		NM			NM			19.09	%		19.18	%
ROA		NM		NM		NM			NM			1.55	%		1.55	%
Efficiency ratio*		NM		NM		NM			NM			48.79	%		47.52	%

1999	Super			Parent, Subs					Corporate
	Community Banking			& Eliminations					Consolidated
OPERATIONS:		2Q	YTD		2Q		YTD			2Q		YTD
Net interest income	$	103,289	199,161		(1,322	)	(2,747	)		101,967		196,414
Provision for loan losses		9,392	25,610		265		445			9,657		26,055
Other income		34,962	71,810		1,462		2,663			36,424		74,473
Other expenses		74,501	179,934		(1,571	)	(1,588	)		72,930		178,346
Income before extraordinary item		33,572	39,921		5,336		4,330			38,908		44,251
Net income		33,572	34,074		5,336		4,330			38,908		38,404
AVERAGES:
Assets		9,312	9,187		NM		NM			9,330		9,177
Loans		6,899	6,702		NM		NM			6,904		6,710
Earnings assets		8,654	8,517		NM		NM			8,623		8,473
Deposits		6,775	6,778		NM		NM			6,721		6,719
Equity	$	0.827	0.828		NM		NM			0.895		0.906
RATIOS:
ROCE (ROE)		NM	NM		NM		NM			17.43	%	8.55	%
ROA		NM	NM		NM		NM			1.67	%	0.84	%
Efficiency ratio		NM	NM		NM		NM			51.13	%	52.47	%

      NM = Not Meaningful ; * — Adjusted for merger-related, conforming expenses and an extraordinary item.

      The following tables present estimated revenues from external customers, by product and service group for the indicated periods:

The following tables present estimated revenues from external customers, by product and service group for the indicated periods:

2001		Retail				Commercial				Trust				Total
		2Q		YTD		2Q		YTD		2Q		YTD		2Q		YTD
Interest and fees		$	102,019		211,036		101,278		206,542		5,582		10,735		208,879		428,313
Service charges			14,224		27,125		3,327		6,275		—		—		17,551		33,400
Loan sales/service			3,029		4,709		—		—		—		—		3,029		4,709
	Totals	$	119,272		242,870		104,605		212,817		5,582		10,735		229,459		466,422

2000		Retail				Commercial				Trust				Total
		2Q		YTD		2Q		YTD		2Q		YTD		2Q		YTD
Interest and fees		$	102,457		199,733		111,378		220,683		5,775		10,835		219,610		431,251
Service charges			11,547		23,630		3,555		5,985		—		—		15,102		29,615
Loan sales/service			1,723		4,503		—		—		—		—		1,723		4,503
	Totals	$	115,727		227,866		114,933		226,668		5,775		10,835		236,435		465,369

2000		Retail				Commercial				Trust				Total
		2Q		YTD		2Q		YTD		2Q		YTD		2Q		YTD
Interest and fees		$	97,097		195,195		89,036		175,763		4,595		8,781		190,728		379,739
Service charges			11,725		21,608		2,394		4,835		—		—		14,119		26,443
Loan sales/service			1,855		3,863		—		—		—		—		1,855		3,863
	Totals	$	110,677		220,666		91,430		180,598		4,595		8,781		206,702		410,045

      4. Earnings per Share — The reconciliation of the numerator and denominator of basic earnings per share (“EPS”) with that of diluted EPS is presented as follows:

		EARNINGS PER SHARE		2Q 2001		YTD 2001		2Q 2000		YTD 2000
Income before cumulative change in accounting principle			$	39,684		78,877		39,976		79,675
Cumulative effect of change in accounting principle				(6,299	)	(6,299	)	—		—
Net income				33,385		72,578		39,976		79,675
Less: preferred stock dividends				(39	)	(79	)	(64	)	(129	)
Income available to common shareholders before change in accounting method				39,645		78,798		39,912		79,546
Income available to common shareholders after change in accounting method				33,346		72,499		39,912		79,546
	Average common shares outstanding			85,512,873		86,100,306		88,341,098		88,327,153
Earnings per basic common share before accounting change			$	0.46		0.91		0.45		0.90
Cumulative effect of change in accounting principle				(0.07	)	(0.07	)	—		—
Earnings per basic common share			$	0.39		0.84		0.45		0.90
Income available to common shareholders before change in accounting method			$	39,912		79,546		39,912		79,546
Income available to common shareholders after change in accounting method				33,346		72,499		39,912		79,546
Add: preferred stock dividends				39		79		64		129
Add: interest on convertible bonds, net				11		22		13		29
Income used in diluted EPS calculation before change in accounting method				39,695		78,899		39,989		79,704
Income used in diluted EPS calculation after change in accounting method				33,396		72,600		39,989		79,704
Average common shares outstanding				85,512,873		86,100,306		88,341,098		88,327,153
Add: common stock equivalents – stock options				424,424		443,138		234,155		215,979
Add: common stock equivalents – convertible debentures				78,091		78,675		94,561		107,071
Add: common stock equivalents – convertible preferred securities				239,825		254,283		348,712		394,483
Average common shares and common stock equivalents outstanding				86,255,213		86,876,402		89,018,526		89,044,686
Earnings per diluted common share before change in accounting method			$	0.46		0.91		0.45		0.90
Cumulative effect of change in accounting method				(0.07	)	(0.07	)	—		—
Earnings per diluted common share			$	0.39		0.84		0.45		0.90

4. In June 1998, the FASB issued Statement No. 133, “Accounting for Derivative Instruments and Hedging Activities” (“SFAS 133”). SFAS 133 establishes accounting and reporting standards for derivative instruments and requires an entity to recognize all derivatives as either assets or liabilities in the Balance Sheet and measure those instruments at fair value. Derivatives that do not meet certain criteria for hedge accounting must be adjusted to fair value through income. If the derivative qualifies for hedge accounting, depending on the nature of the hedge, changes in the fair value of derivatives will either be offset against the change in fair value of the hedged asset or liability through earnings or recognized in other comprehensive income until the hedged item is recognized in earnings. Any ineffective portion of a derivative’s change in fair value will be immediately recognized in earnings. This statement was originally to be effective for all fiscal quarters beginning after June 15, 1999. In July 1999, the FASB issued Statement No. 137 which delayed implementation of Statement No. 133 until the first quarter 2001. The Corporation implemented SFAS 133 during the 2001 first quarter. The net effect of initial implementation entries increased investment securities and liabilities by approximately $11.4 million and affected net income by less than $100 thousand. At the end of the 2001 first and second quarter, SFAS 133 entries to reflect changes in the fair values of FirstMerit’s derivatives increased pre-tax income by $118.4 thousand and $168.3 thousand, respectively.

5. On March 16, 2000, the Corporation issued $150 million of subordinated bank notes under a previously disclosed debt agreement. The notes bear interest at 8.625% and mature on April 1, 2010. Under the agreement, the aggregate principal outstanding at any one time may not exceed $1.0 billion. The notes were offered only to institutional investors.

6. As outlined in our June 15, 2001 news release, the requirements of Emerging Issue Task Forces Issues No. 99-20, “Recognition of Interest Income and Impairment on Purchased and Retained Beneficial Interests in Securitized Financial Assets” (EITF 99-20), were adopted in the second quarter, as required, and changed the criteria for recognizing an “other than temporary” adverse change in the timing or amount of estimated retained interest cash flows. Accordingly, FirstMerit wrote down the value of its manufactured housing residual interest assets by $9.7 million ($6.3 million after-tax) to $13.0 million. Prior to implementation of EITF 99-20, these estimated changes would have been recorded through comprehensive income rather than through earnings. After the initial implementation of these new rules, adverse changes, if any, will be recorded directly against income.

7. Just prior to the filing of the second quarter 2001 Form 10-Q, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 142 (SFAS 142), “Goodwill and Other Intangible Assets,” which addresses the accounting for goodwill and other intangible assets. SFAS 142 specifies that, amount other things, intangible assets with an indefinite useful life, and goodwill will no longer be amortized. The standard requires goodwill to be periodically tested for impairment and written down to fair value if considered impaired. The provisions of SFAS 142 are effective for the fiscal years beginning after December 15, 2001, and are effective for interim periods in the initial year of adoption. The Corporation is currently assessing the financial statement impact of the adoption of SFAS 142.

8. Management believes the interim unaudited consolidated financial statements reflect all adjustments consisting only of normal recurring accruals and reclassifications, necessary for fair presentation of the June 30, 2001 and 2000 and December 31, 2000 statements of condition and the results of operations for the quarters ended June 30, 2001 and 2000. These results have been determined on the basis of generally accepted accounting principles.

9. The Corporation cautions that any forward looking statements contained in this report, in a report incorporated by reference to this report or made by management of the Corporation, involve risks and uncertainties and are subject to change based upon various factors. Actual results could differ materially from those expressed or implied. Reference is made to the section titled “Forward-looking Statements” in the Corporation’s Form 10-K for the period ended December 31, 2000.

AVERAGE CONSOLIDATED BALANCE SHEETS (Unaudited)
Fully-tax Equivalent Interest Rates and Interest Differential

FIRSTMERIT CORPORATION AND SUBSIDIARIES				Three months ended								Year ended								Three months ended
(Dollars in thousands)				June 30, 2001								December 31, 2000								June 30, 2000
				Average					Average			Average					Average			Average					Average
				Balance			Interest		Rate			Balance			Interest		Rate			Balance			Interest		Rate
ASSETS
Investment securities:
	U.S. Treasury securities and U.S
			Government agency obligations (taxable)	$	1,503,418			20,814		5.55	%		1,836,266			117,652		6.41	%		1,852,549			30,002		6.51	%
	Obligations of states and political subdivisions (tax-exempt)				102,902			2,205		8.59	%		116,401			9,573		8.22	%		119,139			2,430		8.20	%
	Other securities				299,810			4,845		6.48	%		295,783			21,447		7.25	%		296,675			5,258		7.13	%
			Total investment securities		1,906,130			27,864		5.86	%		2,248,450			148,672		6.61	%		2,268,363			37,690		6.68	%
Federal funds sold & other interest-earning assets					1,170			14		4.80	%		49,218			3,196		6.49	%		18,042			301		6.71	%
Loans held for sale					93,012			534		2.30	%		91,547			7,982		8.72	%		50,374			1,003		8.01	%
Loans					7,350,304			155,982		8.51	%		7,275,036			635,487		8.74	%		7,343,730			159,236		8.72	%
		Total earning assets			9,350,616			184,394		7.91	%		9,664,251			795,337		8.23	%		9,680,509			198,230		8.24	%
Allowance for possible loan losses					(111,001	)							(109,409	)							(110,139	)
Cash and due from banks					184,427								217,446								242,325
Other assets					704,452								596,349								578,930
	Total assets			$	10,128,494								10,368,637								10,391,625
LIABILITIES AND SHAREHOLDERS’ EQUITY
Deposits:
	Demand- non-interest bearing			$	1,057,315			—		—			1,032,992			—		—			1,052,392			—		—
	Demand- interest bearing				669,298			1,051		0.63	%		635,414			3,705		0.58	%		645,325			832		0.52	%
	Savings				1,911,757			12,133		2.55	%		1,789,464			52,883		2.96	%		1,808,127			12,821		2.85	%
	Certificates and other time deposits				3,751,908			54,907		5.87	%		3,957,140			236,112		5.97	%		3,876,139			56,317		5.84	%
			Total deposits		7,390,278			68,091		3.70	%		7,415,010			292,700		3.95	%		7,381,983			69,970		3.81	%
Federal funds purchased, securities sold under agreements to repurchase and other borrowings					1,674,005			20,316		4.87	%		1,951,841			122,551		6.28	%		2,030,837			31,988		6.34	%
		Total interest bearing liabilities			7,985,518			88,407		4.43	%		8,333,859			415,251		4.98	%		8,360,428			101,958		4.90	%
Other liabilities					136,059								118,227								111,576
Mandatorily redeemable preferred securities					21,450								21,450								21,450
Shareholders’ equity					906,702								862,109								845,779
	Total liabilities and shareholders’ equity			$	10,128,494								10,368,637								10,391,625
Net yield on earning assets				$	9,350,616			95,987		4.12	%		9,664,251			380,086		3.93	%		9,680,509			96,272		4.00	%
Interest rate spread										3.48	%							3.25	%							3.34	%

Notes: Interest income on tax-exempt securities and loans have been adjusted to a fully-taxable equivalent basis. Non-accrual loans have been included in the average balances.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS

      FirstMerit Corporation’s second quarter 2001 earnings totaled $39.7 million, or $0.46 per diluted share, before the cumulative effect of a change in accounting principle. This compares with net income of $40.0 million, or $0.45 per diluted share, reported for the second quarter of 2000. As disclosed in a press release issued June 15, 2001, net income for the 2001 second quarter was reduced by a non-recurring after-tax charge of $6.3 million, or $.07 per diluted share. The one-time charge was the cumulative effect of an accounting change mandated by new asset-backed residual interest accounting rules. More specific information regarding the residual interest charge can be found at the end of this section.

      For the six-month period ended June 30, 2001, earnings before the accounting change were $78.9 million, compared to $79.7 million for the same 2000 period. Including the accounting change, year-to-date 2001 net income was $72.6 million.

      For the second quarter of 2001, excluding the impact of the non-recurring accounting change, returns on average assets and average common equity were 1.57% and 17.60%, respectively, compared with 1.55% and 19.09% for the prior year quarter. Corresponding six-month returns were 1.57% and 17.50%, respectively, for 2001 and 1.55% and 19.18%, respectively, for 2000.

      Net interest income on a fully-tax-equivalent (“FTE”) basis was $96.0 million for the 2001 second quarter compared to $91.2 million in the current year first quarter and $96.3 million in the 2000 second quarter. The net interest margin rose to 4.12% this quarter, 15 basis points above first quarter and 12 basis points above the 2000 second quarter level. Average earning assets declined 3.4% from the year ago quarter. For the first half of 2001, FTE net interest income totaled $187.2 million, $6.5 million less than results for the six months ended June 30, 2000. The net interest margin of 4.04% for the first half was nearly identical to the 4.05% earned in the same 2000 period.

      Excluding gain/losses from the sale of securities, non-interest income was $46.0 million, a 17.3% increase from the $39.1 million reported for the 2000 second quarter. Growth was strong in several other fee areas including bank-owned life insurance income, up 242%, loan sales and servicing, up 76%, and manufactured housing income, up 33%. Second quarter fees accounted for 32.4% of net revenues compared to 28.9% in 2000. For the year-to-date period, fee income was 33.13% of net revenues, up from 28.88% in 2000. Included in 2001 six-month results is a gain from the sale of a partnership interest which added $5.6 million to non-interest income.

      Non-interest expense totaled $72.8 million in the second quarter, up 6.0% from the prior year, with increases reported in salaries and benefits, up 6.7%; bankcard and loan processing costs, up 27.8%; and other operating expenses, up 8.6%. The efficiency ratio was 49.65% for the quarter compared to 48.8% a year ago. The efficiency ratio for the 2001 and 2000 halves were 48.47% and 47.52%, respectively.

      Period-end assets were $10.2 billion, down 2.7% from last year’s second quarter. Earning assets were down 4.0%, with end-of-period loans unchanged from the prior year at $7.4 billion. Consistent with prior periods and FirstMerit’s desired loan mix, credit card, home equity and commercial loans all experienced solid growth, while installment, manufactured housing and mortgage loans declined.

      Total deposits at period end were $7.5 billion, down 4.0% from last year. Time deposits declined 11.6%, and were partially offset by the 7% increase in both interest-bearing demand deposits and savings and money market accounts.

      The second quarter loan loss provision was $9.4 million, up 12.6% from second quarter 2000. Net charge-offs for the quarter were $8.9 million, or 0.49% of average loans outstanding on an annualized basis, compared with 0.36% a year ago. The allowance for loan losses stands at 1.50% of period-end loans, up one basis point from the prior year quarter. Non-performing assets as a percent of loans and ORE were 0.66% this second quarter, compared with 0.40% a year ago. Reserve coverage of non-performing assets was 2.75 times compared with 4.3 times for the prior year quarter. The loan loss provision for the first half was $21.2 million compared to $20.1 million in the 2000 half.

      Shareholders’ equity was $906.3 million at quarter end. Average equity to assets was 8.95% compared to 8.14% a year ago. Common stock dividends paid were $0.23 per share, representing a 50% payout of core after-tax income. At quarter end, there were 85.3 million common shares outstanding.

      As outlined in our June 15, 2001 news release, the requirements of Emerging Issues Task Force Issue No. 99-20, “Recognition of Interest Income and Impairment on Purchased and Retained Beneficial Interests in Securitized Financial Assets” (EITF 99-20), were adopted in the second quarter, as required, and changed the criteria for recognizing an “other than temporary” adverse change in the timing or amounts of estimated retained interest cash flows. Accordingly, FirstMerit wrote down the value of its manufactured housing residual interest assets by $9.7 million ($6.3 million after-tax) to $13.0 million. Prior to implementation of EITF 99-20, these estimated changes would have been recorded through comprehensive income rather than through earnings. After the initial implementation of these new rules, adverse changes, if any, will be recorded directly against income.

      The components of change in per share income for the three-month and six-month periods ended June 30, 2001 and 2000 are summarized in the following table:

	CORE			Reported			Reported			CORE			Reported			CORE			Reported
	QTR			QTR			QTR			YTD			YTD			YTD			YTD
	ended			ended			ended			ended			ended			ended			ended
Changes in Earnings	June 30,			June 30,			June 30,			June 30,			June 30,			June 30,			June 30,
per Share	2000/2001			2000/2001			1999/2000			2000/2001			2000/2001			1999/2000			1999/2000
Diluted net income/ core earnings per share – period start	$	0.45			0.45			0.42			0.90			0.90			0.83			0.42
Increases (decreases) due to:
Net interest income- taxable equivalent		—			—			(0.07	)		(0.07	)		(0.07	)		(0.05	)		(0.06	)
Provision for possible loan losses		(0.01	)		(0.01	)		0.01			(0.01	)		(0.01	)		(0.04	)		0.07
Other income		0.08			0.08			0.03			0.16			0.16			0.03			0.03
Other expenses		(0.05	)		(0.05	)		0.04			(0.06	)		(0.06	)		0.11			0.48
Federal income taxes- taxable equivalent		(0.02	)		(0.02	)		—			(0.03	)		(0.03	)		(0.01	)		(0.14	)
Extraordinary item - extinguishment of debt		—			—			—			—			—			—			0.07
Cumulative effect of change in accounting principle		—			(.07	)		—			—			(.07	)		—			—
Change in share base		0.01			0.01			0.02			0.02			0.02			0.03			0.03
Net change in diluted net income per share		0.01			(.06	)		0.03			0.01			(.06	)		0.07			0.48
Diluted net income per share – period end	$	0.46			0.39			0.45			0.91			0.84			0.90			0.90

Net Interest Income

      Net interest income, the Corporation’s principal source of earnings, is the difference between the interest income generated by earning assets (primarily loans and investment securities) and the total interest paid on interest bearing funds (namely deposits and other borrowings). For the purpose of this discussion, net interest income is presented on a fully-taxable equivalent (“FTE”) basis, to provide a comparison among types of interest earning assets. That is, interest on tax-free securities and tax-exempt loans has been restated as if such interest were taxed at the statutory Federal income tax rate of 35%, adjusted for the non-deductible portion of interest expense incurred to acquire the tax-free assets.

      Net interest income FTE for the quarter ended June 30, 2001 was $96.0 million compared to $96.3 million for the same period one year ago, a decrease of $0.3 million. The decrease occurred because the drop in interest income was slightly more than the decline in interest expense.

      As shown in the following rate/volume table, FTE interest income declined $13.8 million, mainly as a result of volume decreases in investment securities and interest rate declines in securities and loans. Specifically, compared to the same quarter last year, lower investment securities balances reduced interest income by $5.3 million, while lower yields on loans and securities caused declines in interest income of $4.1 million and $4.6 million, respectively.

      Similar to the decline in interest income, the drop in interest expense of $13.6 million, compared to the same 2000 quarter, was a result of both rate and volume declines. The biggest factors for lower interest costs were (1) fewer outstandings in CDs, which reduced interest expense by $1.8 million; (2) lower balances in Repos and other borrowings, which lowered interest costs by $4.7 million; and (3) rate declines in Savings and Repos and other borrowings, which reduced interest expense by $1.3 million and $7.0 million, respectively.

      For the first half of the year, net interest income FTE declined $6.6 million to $193.7 million. The net decrease occurred as interest income dropped $14.3 million, but was partially offset by a decline in interest expense of $7.7 million. Lower investment balances lessened interest income by $12.8 million, while higher loan volumes added $5.8 million during the six-month period. The lower interest rate environment during the half, compared to last year, lessened securities interest income by $2.9 million, loan interest income by $4.0 million, and Repos and other borrowings’ interest expense by $8.5 million. Lower balances in Repos and other borrowings caused a $13.6 million drop in interest expense when compared to the equivalent period last year.

Changes in Net Interest Differential -
Fully-Tax Equivalent Rate/Volume Analysis
(Dollars in thousands)

				Quarters ended									Six Months Ended
				June 30,									June 30,
				2001 and 2000									2001 and 2000
				Increase (Decrease)									Increase (Decrease)
				Interest Income/Expense									Interest Income/Expense
				Volume			Yield Rate			Total			Volume			Yield Rate			Total
INTEREST INCOME
Investment Securities					($5,271	)		(4,555	)		(9,826	)		(12,845	)		(2,932	)		(15,777	)
Loans and loans held for sale					385			(4,108	)		(3,723	)		5,835			(4,038	)		1,797
Federal funds sold and others					(202	)		(85	)		(287	)		(259	)		(40	)		(299	)
Total interest income					($5,088	)		(8,748	)		(13,836	)		(7,269	)		(7,010	)		(14,279	)
INTEREST EXPENSE
Interest on deposits:
	Demand-interest bearing			$	38			181			219			47			500			547
	Savings				658			(1,346	)		(688	)		1,333			944			2,277
	Certificates and other time deposits				(1,818	)		408			(1,410	)		4,089			7,430			11,519
	Federal Funds Purchased, REPOs & other borrowings				(4,650	)		(7,022	)		(11,672	)		(13,613	)		(8,454	)		(22,067	)
			Total interest expense		(5,772	)		(7,779	)		(13,551	)		(8,144	)		420			(7,724	)
		Net interest income		$	684			(969	)		(285	)		875			(7,430	)		(6,555	)

      Note: The variance created by a combination of rate and volume has been entirely allocated to the volume column.

Net Interest Margin

      The net interest margin, net interest income FTE divided by average earning assets, is affected by changes in the level of earning assets, the proportion of earning assets funded by non-interest bearing liabilities, the interest rate spread, and changes in the corporate tax rates. A meaningful comparison of the net interest margin requires an adjustment for the changes in the statutory Federal income tax rate noted above. The following schedule shows the relationship of the tax equivalent adjustment and the net interest margin.

Net Interest Margin
(Dollars in thousands)

		Quarters Ended						Six Months Ended
		June 30,						June 30,
		2001			2000			2001			2000
Net interest income per financial statements		$	95,091			95,289			185,448			191,740
Tax equivalent adjustment			896			983			1,730			1,993
Net interest income — FTE			95,987			96,272			187,178			193,733
Average earning assets		$	9,350,616			9,680,509			9,338,267			9,610,892
	Net interest margin		4.12	%		4.00	%		4.04	%		4.05	%

Other Income

      Other income for the quarter ended June 30, 2001 was $46.0 million, an increase of $6.8 million or 17.3%, over the $39.2 million earned during the same period last year. Excluding securities sales, the increase in other income was $7.0 million, or 17.8%. For the six-month period, excluding securities gains and the first quarter 2001 $5.6 million gain from the sale of a partnership interest, other income totaled $87.1 million, up 10.7% from $78.7 million a year ago.

      Trust department income for the second quarter was $5.6 million, down 13.4% from the $6.4 million earned one year ago. The decline, which was more than offset by increases in other fee categories, is mostly attributed to lower stock market returns,

which are the basis for certain trust fees. Service charges on depositors’ accounts increased 18.0% to $13.7 million from $11.6 million for last year’s second quarter. Credit card fees, including merchant services, increased 11.7% to $9.2 million for the quarter compared to $8.3 million for the three months ended June 30, 2000. ATM and other service fees rose slightly from $3.9 million during the 2000 second quarter to $4.1 million for the same current year period. Income from bank owned life insurance (“BOLI”) totaled $3.2 million compared to $0.9 million in 2000. Manufactured housing income was $1.2 million for the quarter, 33.1% higher than the $0.9 million reported last year. Securities gains/losses were immaterial for the current and prior year quarters. Loan sales and servicing income was $3.0 million in the 2001 quarter, up from $1.7 million in 2000. Other operating income was $2.2 million compared to $1.8 million for last year’s quarter.

      First-half 2001 results compared to the same 2000 period were as follows: trust department income declined 6.7%; service charges on depositors’ accounts rose 14.9%; credit card and merchant service fees increased 13.4%; ATM and other service fees were the same as last year at $7.6 million; BOLI revenue was $6.2 million, up from $1.8 million earned in 2000; a $5.6 million gain from the sale of a partnership interest is included in the 2001 first half; manufactured housing income increased from $1.6 million to $2.7 million; securities gains and losses were immaterial in both periods; loan sales and servicing increased 4.6% to $4.7 million and other operating income totaled $4.2 million, a decline of $2.4 million from last year.

      The Corporation continues to recognize other income as an important complement to net interest income as it provides a source of revenues not sensitive to the interest rate environment.

Other Expenses

      Other expenses were $72.8 million for the second quarter, an increase of $4.1 million, or 6.0%, from the $68.7 million recorded during the same quarter last year. Year-to-date operating costs totaled $140.4 million, up $5.6 million or 4.1% from the $134.8 million recorded during the 2000 first half.

      The “lower-is-better” efficiency ratio for the second quarter was 49.65% compared to 48.79% a year ago. The efficiency ratio for the first half was 48.47% and 47.52% for the six months ended June 30, 2000. The 2001 efficiency ratios for the quarterly and year-to-date periods do not include the $9.7 million pre-tax residual interest accounting change described previously in the Results of Operations section of this document. The 2001 second quarter efficiency ratio indicates it took 49.65 cents of operating costs to generate every dollar of profit.

      Salaries, wages, pension and employee benefits (“salaries and benefits”), the largest component of other expenses, totaled $33.1 million for second quarter 2001, up

$2.1 million from last year’s expense of $31.0 million. The entire increase can be attributed to annual merit increases and higher payout and current accrued amounts related to incentive pay. For the 2001 six-month period, salaries and benefits were $64.6 million, up $1.3 million or 2.0%, from $63.4 million in 2000. Again, merit increases and incentive accruals and payouts more than accounted for the higher 2001 first half salaries and benefits expense.

      Net occupancy and equipment expenses were relatively unchanged from year ago quarter and six-month totals. Stationary, supplies and postage decreased 18.2% compared to the prior year quarter and 16.4% compared to the six months ended June 30, 2000. Bankcard, loan processing and other costs increased 27.8% and 15.6%, for the quarter and year-to-date periods, respectively. Much of this increase occurred as a result of higher mortgage, manufactured housing and home equity loan origination and processing costs. Professional fees were $2.8 million for the quarter compared to $2.5 million last year. Similarly, professional fees for the first half were $1.5 million above the comparable 2000 period. Other operating expenses for the second quarter were $16.7 million, up from $15.4 million last year. Year-to-date 2001 other operating expenses totaled $30.3 million, up $4.0 million from last year’s total of $26.3 million.

FINANCIAL CONDITION

Investment Securities

      All investment securities of the Corporation are classified as available for sale. The available for sale classification provides the Corporation with more flexibility to respond, through the portfolio, to changes in market interest rates, or to increases in loan demand or deposit withdrawals. The book value and market value of investment securities classified as available for sale are as illustrated in the following tables.

June 30, 2001

	Book		Gross Unrealized		Gross Unrealized		Market
	Value		Gains		Losses		Value
U.S. Treasury securities and U.S
Government agency obligations	$	426,230		1,856		1,658		426,428
Obligations of state and political subdivisions		106,735		1,268		159		107,844
Mortgage-backed securities		1,164,528		6,585		10,951		1,160,162
Other securities		292,895		509		7,536		285,868
	$	1,990,388		10,218		20,304		1,980,302
					Book Value		Market Value
Due in one year or less					$	60,943		60,667
Due after one year through five years						140,638		141,309
Due after five years through ten years						357,567		359,106
Due after ten years						1,431,690		1,419,220
					$	1,990,388		1,980,302

      The book value and market value of investment securities including mortgage-backed securities and derivatives at June 30, 2000, by contractual maturity, are shown in the preceding table. Expected maturities will differ from contractual maturities based on the issuers’ right to call or prepay obligations with or without call or prepayment penalties.

      The carrying value of investment securities pledged to secure trust and public deposits and for purposes required or permitted by law amounted to approximately $1.4 billion at June 30, 2001, $1.6 billion at December 31, 2000 and $1.9 billion at June 30, 2000.

      Securities with remaining maturities over five years reflected in the foregoing schedule consist of mortgage and asset backed securities. These securities are purchased within an overall strategy to maximize future earnings taking into account an acceptable level of interest rate risk. While the maturities of these mortgage and asset backed securities are beyond five years, these instruments provide periodic principal payments and include securities with adjustable interest rates, reducing the interest rate risk associated with longer term investments.

Loans

      Total loans outstanding at June 30, 2001 were $7.351 billion compared to $7.237 billion at December 31, 2000 and $7.409 billion at June 30, 2000.

      By category, the following year-over-year changes in average loan balances occurred: commercial loans increased $204.3 million or 6.2%; manufactured housing loans were flat compared to last year, when the sale of $46.3 million to outside banks is considered; installment loans have declined $70.7 million or 4.7%; home equity loans are up $33.9 million or 7.9% and credit card outstandings have risen $15.4 million or 14.8%. Average mortgage loans declined $121.8 million or 13.7% as the Corporation continues to shift its loan mix away from lower-yielding mortgage loans, through securitizations and normal paydown activity, and toward higher-yielding commercial and consumer credits.

      Year-to-date average loan increases and decreases were consistent with the trends noted in the analysis just preceding this paragraph. Average outstanding loans for both the quarter and six-month periods equaled 79% of average earning assets.

Asset Quality

      At June 30, 2001, total nonperforming assets, defined as nonaccrual loans, restructured loans and other real estate (“ORE”), were $48.5 million 0.66% of total outstanding loans and ORE. These same statistics for other recent quarter-ends were as follows: $38.2 million or 0.52% at March 31, 2001; $36.4 million or 0.50% at December 31, 2000; and $29.5 million or 0.40% at June 30, 2000.

      Impaired loans are loans for which, based on current information or events, it’s probable that a creditor will be unable to collect all amounts due according to the contractual terms of the loan agreement. Impaired loans must be valued based on the present value of the loans’ expected future cash flows at the loans’ effective interest rates, at the loans’ observable market prices, or the fair value of the underlying collateral. Under FirstMerit’s credit policies and practices, and according to provisions within Statements No. 114 and No. 118, all nonaccrual and restructured commercial, agricultural, construction, and commercial real estate loans, meet the definition of impaired loans.

ASSET QUALITY TABLE

			June 30,			December 31,			June 30,
(Dollars in thousands)			2001			2000			2000
Impaired Loans:
	Non-accrual		$	38,571			28,039			22,558
	Restructured			87			150			212
		Total impaired loans		38,658			28,189			22,770
Other Loans:
	Non-accrual			1,509			2,135			2,622
	Restructured			—			—			—
		Total other nonperforming loans		1,509			2,135			2,622
		Total nonperforming loans		40,167			30,324			25,392
Other real estate owned (ORE)				8,357			6,067			4,122
		Total nonperforming assets	$	48,524			36,391			29,514
Loans past due 90 days or more accruing interest			$	42,089			31,440			21,673
Total nonperforming assets as a percent of total loans and ORE				0.66	%		0.50	%		0.40	%

      NA = Not Available

      There is no concentration of loans in any particular industry or group of industries. Most of the Corporation’s business activity is with customers located within the state of Ohio.

Allowance for Loan Losses

      The allowance for possible loan losses at June 30, 2001 totaled $110.6 million, or 1.50% of total loans outstanding compared to $108.3 million, or 1.50% and $110.1 million, or 1.49% at December 31, 2000 and June 30, 2000, respectively.

		Six months ended			Year ended			Six months ended
Dollars in thousands		June 30, 2001			December 31, 2000			June 30, 2000
Allowance — beginning of period		$	108,285			104,897			104,897
Loans charged off:
	Commercial, financial, agricultural		4,305			7,089			10,199
	Installment to individuals		22,413			37,972			12,256
	Real estate		1,048			2,558			1,223
	Lease financing		806			1,809			806
Total charge-offs			29,033			49,428			24,484
Recoveries:
	Commercial, financial, agricultural		696			4,805			3,890
	Installment to individuals		8,341			13,866			5,158
	Real estate		401			763			217
	Lease financing		720			674			351
Total recoveries			10,158			20,108			9,616
Net charge-offs			18,875			29,320			14,868
Provision for possible loan losses			21,210			32,708			20,060
Allowance — end of period		$	110,620			108,285			110,089
Annualized net charge offs as a percent of average loans			0.52	%		0.40	%		0.41	%
Allowance for possible loan losses:
As a percent of loans outstanding at end of period			1.50	%		1.50	%		1.49	%
As a multiple of annualized net charge offs			2.91X			3.69X			3.68X

      The Corporation’s Credit Quality department manages credit risk by establishing common credit policies for its subsidiaries, which operate under the authority of the Corporation’s Board of Directors Credit Committee, participating in approval of larger loans, conducting reviews of loan portfolios, providing centralized consumer underwriting, collections and loan operation services, and overseeing loan workouts. The Corporation’s objective is to minimize losses from commercial lending activities and to maintain consumer losses at levels that are within desired risk parameters and consistent with growth and profitability objectives.

Deposits

      The following schedule illustrates the change in composition of the average balances of deposits and average rates paid for the noted periods.

(Dollars in thousands)
	Quarter Ended					Year Ended					Quarter Ended
	June 30, 2001					December 31, 2000					June 30, 2000
	Average		Average			Average		Average			Average		Average
	Balance		Rate			Balance		Rate			Balance		Rate
Non-interest DDA	$	1,057,315		—			1,032,992		—			1,052,392		—
Interest-bearing DDA		669,298		0.63	%		635,414		0.58	%		645,325		0.52	%
Savings deposits		1,911,757		2.55	%		1,789,464		2.96	%		1,808,127		2.85	%
CDs and other time		3,751,908		5.87	%		3,957,140		5.97	%		3,876,139		5.84	%
	$	7,390,278		3.70	%		7,415,010		3.95	%		7,381,983		3.81	%

      Average CDs totaled $3.752 billion for the quarter ended June 30, 2001, down 3.2% from $3.876 billion for the same 2000 quarter. On a percentage basis, average CDs were 47% and 46% of average total interest bearing funds for the June��30, 2001 and 2000 quarters, respectively; average savings deposits, including money market accounts, were 24% of average interest bearing funds during the quarter ended June 30, 2001 and 22% for the same period last year; average interest-bearing demand deposits were 8% of total average interest bearing funds during the 2001 and 2000 second quarters; and average wholesale borrowings decreased from 24% of average interest-bearing funds during the three months ended June 30, 2000 to 21% for the June 30, 2001 quarter. During the three months ended June 30, 2001, average interest bearing liabilities funded approximately 85% of average earning assets compared to 86% in 2000.

      The following table summarizes the certificates and other time deposits in amounts of $100 thousand or more, as of June 30, 2001, by time remaining until maturity.

(Dollars in thousands)	Amount
Maturing in:
Under 3 months	$	430,989
3 to 12 months		455,238
Over 12 months		512,613
	$	1,398,840

Market Risk

      The Corporation is exposed to market risks in the normal course of business. Changes in market interest rates may result in changes in the fair market value of the Corporation’s financial instruments, cash flows, and net interest income. The corporation seeks to achieve consistent growth in net interest income and capital while managing volatility arising from shifts in market interest rates. The Asset and Liability Committee (“ALCO”) oversees financial risk management, establishing broad policies that govern a variety of financial risks inherent in the Corporation’s operations. ALCO monitors the Corporation’s interest rates and sets limits on allowable risk annually. Market risk is the potential of loss arising from adverse changes in the fair value of financial instruments due to changes in interest rates, exchange rates, and equity prices. The Corporation’s market risk is composed primarily of interest rate risk. Interest rate risk on the Corporation’s balance sheet consists of mismatches of maturity gaps and indices, and options risk. Maturity gap mismatches result from differences in the maturity or repricing of asset and liability portfolios. Options risk exists in many of the Corporation’s retail products such as prepayable mortgage loans and demand deposits. Options risk typically results in higher costs or lower revenue for the Corporation. Index mismatches occur when asset and liability portfolios are tied to different market indices which may not move in tandem as market interest rates change.

      Interest rate risk is monitored using gap analysis, earnings simulation and net present value estimations. Combining the results from these separate risk measurement processes allows a reasonably comprehensive view of short-term and long-term interest rate risk in the Corporation. Gap analysis measures the amount of repricing risk in the balance sheet at a point in time. Earnings simulation involves forecasting net interest earnings under a variety of scenarios including changes in the level of interest rates, the shape of the yield curve, and spreads between market

interest rates. ALCO also monitors the net present value of the balance sheet, which is the discounted present value of all asset and liability cash flows. Interest rate risk is quantified by changing the interest rates used for discounting cash flows and comparing the net present value to the original figure.

Capital Resources

      Shareholders’ equity at June 30, 2001 totaled $906.3 million compared to $914.9 million at December 31, 2000 and $866.8 million at June 30, 2000.

      The following table reflects the various measures of capital:

					At December 31,
	At June 30, 2001				2000				At June 30, 2000
(In thousands)
Total equity	$	906,250	8.89	%		914,889	8.96	%		866,796	8.27	%
Common equity		904,194	8.87	%		912,388	8.93	%		863,771	8.24	%
Tangible common equity (a)		757,477	7.54	%		761,060	7.56	%		707,374	6.85	%
Tier 1 capital (b)		784,220	9.06	%		794,736	9.34	%		778,638	9.10	%
Total risk-based capital (c)		1,043,582	12.06	%		1,053,322	12.38	%		1,037,927	12.14	%
Leverage (d)		784,220	7.85	%		794,736	7.80	%		778,638	7.61	%

a)	Common equity less all intangibles; computed as a ratio to total assets less intangible assets.
(b)	Shareholders’ equity minus net unrealized holding gains on equity securities, plus or minus net unrealized holding losses or gains on available for sale debt securities, less goodwill; computed as a ratio to risk-adjusted assets, as defined in the 1992 risk-based capital guidelines.
(c)	Tier 1 capital plus qualifying loan loss allowance, computed as a ratio to risk-adjusted assets, as defined in the 1992 risk-based capital guidelines.
(d)	Tier 1 capital; computed as a ratio to the latest quarter’s average assets less goodwill.

      The risk-based capital guidelines issued by the Federal Reserve Bank in 1988 require banks to maintain capital equal to 8% of risk-adjusted assets effective December 31, 1993. At June 30, 2001 the Corporation’s risk-based capital equaled 12.06% of risk adjusted assets, exceeding the minimum guidelines. The cash dividend of $0.23 paid in the second quarter has an indicated annual rate of $0.92 per share.

Market Risk

      The Corporation is exposed to market risks in the normal course of business. Changes in market interest rates may result in changes in the fair market value of the Corporation’s financial instruments, cash flows, and net interest income. The corporation seeks to achieve consistent growth in net interest income and capital while managing volatility arising from shifts in market interest rates. The Asset and Liability Committee (“ALCO”) oversees financial risk management, establishing broad policies that govern a variety of financial risks inherent in the Corporation’s operations. ALCO monitors the Corporation’s interest rates and sets limits on allowable risk annually. Market risk is the potential of loss arising from adverse changes in the fair value of financial instruments due to changes in interest rates, exchange rates, and equity prices. The Corporation’s market risk is composed primarily of interest rate risk. Interest rate risk on the Corporation’s balance sheet consists of mismatches of maturity gaps and indices, and options risk. Maturity gap mismatches result from differences in the maturity or repricing of asset and liability portfolios. Options risk exists in many of the Corporation’s retail products such as prepayable mortgage loans and demand deposits. Options risk typically results in higher costs or lower revenue for the Corporation. Index mismatches occur when asset and liability portfolios are tied to different market indices which may not move in tandem as market interest rates change.

      Interest rate risk is monitored using gap analysis, earnings simulation and net present value estimations. Combining the results from these separate risk measurement processes allows a reasonably comprehensive view of short-term and long-term interest rate risk in the Corporation. Gap analysis measures the amount of repricing risk in the balance sheet at a point in time. Earnings simulation involves forecasting net interest earnings under a variety of scenarios including changes in the level of interest rates, the shape of the yield curve, and spreads between market interest rates. ALCO also monitors the net present value of the balance sheet, which is the discounted present value of all asset and liability cash flows. Interest rate risk is quantified by changing the interest rates used for discounting cash flows and comparing the net present value to the original figure.

PART II. — OTHER INFORMATION

Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

On April 18, 2001, the Registrant held its Annual Meeting of Shareholders for which the Board of Directors solicited proxies. At the Annual Meeting, the shareholders adopted a proposal, as stated in the Proxy Statement dated March 9, 2001, to elect six Class I directors. The proposal was voted on and approved by the shareholders. The voting results for election of the directors are as follows:

      1. The election of six Class I directors, being:

				Authority
	For		Against	Withheld
John R. Cochran		68,073,184	*		7,320,133
Richard Colella		71,209,295	*		4,184,022
Phillip A. Lloyd, II		71,022,668	*		4,370,650
Roger T. Read		71,864,246	*		3,529,072
Richard N. Seaman		71,890,237	*		3,503,080
Charles F. Valentine		71,913,846	*		3,479,471

      * Proxies provide that shareholders may either cast a vote for, or abstain from voting for, directors.

      All other Class II (Karen S. Belden, R. Cary Blair, Robert W. Briggs, Gary G. Clark and Clifford J. Isroff) and Class III directors (John C. Blickle, Sid A. Bostic, Terry L. Haines, Robert G. Merzweiler and Jerry M. Wolf) continued in their positions.

      2. A non-binding shareholder proposal regarding the hiring of an advisor to maximize shareholder value (as described in the proxy statement) was defeated. The voting results, as certified by EquiServe (the Inspector of Elections), for the shareholder proposal was as follows:

Against	50,728,131
Abstain	3,113,398
Broker Non-Votes	7,543,799
For	15,454,456
Broker non-votes, as well as votes abstaining, are treated as votes against the proposal.
As such, the proposal was voted down by an overwhelming number of the shareholders, with vote percentages of:
Against	79.89%
For	20.11%

Item 6. EXHIBITS AND REPORTS ON FORM 8-K

(a)Exhibits

Exhibit Index

Exhibit
Number
3.1	Amended and Restated Articles of Incorporation of FirstMerit Corporation, as amended (incorporated by reference from Exhibit 3.1 to the Form 10-K/ A filed by the Registrant on April 29, 1999)
3.2	Amended and Restated Code of Regulations of FirstMerit Corporation (incorporated by reference from Exhibit 3(b) to the Form 10-K filed by the registrant on April 9, 1998)

Exhibit
Number
4.1	Shareholders Rights Agreement dated October 21, 1993, between FirstMerit Corporation and FirstMerit Bank, N.A., as amended and restated May 20, 1998 (incorporated by reference from Exhibit 4 to the Form 8-A/ A filed by the registrant on June 22, 1998)
4.2	Instrument of Assumption of Indenture between FirstMerit Corporation and NBD Bank, as Trustee, dated October 23, 1998 regarding FirstMerit Corporation’s 6 1/4% Convertible Subordinated Debentures, due May 1, 2008 (incorporated by reference from Exhibit 4(b) to the Form 10-Q filed by the registrant on November 13, 1998)
4.3	Supplemental Indenture, dated as of February 12, 1999, between FirstMerit and Firstar Bank Milwaukee, National Association, as Trustee relating to the obligations of the FirstMerit Capital Trust I, fka Signal Capital Trust I (incorporated by reference from Exhibit 4.3 to the Form 10-K filed by the Registrant on March 22, 1999)
4.4	Indenture dated as of February 13, 1998 between Firstar Bank Milwaukee, National Association, as trustee and Signal Corp (incorporated by reference from Exhibit 4.1 to the Form S-4, No. 333-52581-01, filed by FirstMerit Capital Trust I, fka Signal Capital Trust I, on May 13, 1998)
4.5	Amended and Restated Declaration of Trust of FirstMerit Capital Trust I, fka Signal Capital Trust I, dated as of February 13, 1998 (incorporated by reference from Exhibit 4.5 to the Form S-4 No. 333-52581-01, filed by FirstMerit Capital Trust I, fka Signal Capital Trust I, on May 13,1998)
4.6	Form Capital Security Certificate (incorporated by reference from Exhibit 4.6 to the Form S-4 No. 333-52581-01, filed by FirstMerit Capital Trust I, fka Signal Capital Trust I, on May 13, 1998)
4.7	Series B Capital Securities Guarantee Agreement (incorporated by reference from Exhibit 4.7 to the Form No. 333-52581-01, filed by FirstMerit Capital Trust I, fka Signal Capital Trust I, on May 13, 1998)
4.8	Form of 8.67% Junior Subordinated Deferrable Interest Debenture, Series B (incorporated by reference from Exhibit 4.7 to the Form S-4 No. 333-52581-01, filed by FirstMerit Capital Trust I, fka Signal Capital Trust I, on May 13, 1998)
10.1	1982 Incentive Stock Option Plan of FirstMerit Corporation (incorporated by reference from Exhibit 4.2 to the Form S-8 (No. 33-7266) filed by the registrant on July 15, 1986)*
10.2	Amended and Restated 1992 Stock Option Program of FirstMerit Corporation (incorporated by reference from Exhibit 10.2 to the Form 10-K filed by the registrant on February 24, 1998)*
10.3	FirstMerit Corporation 1992 Directors Stock Option Program (incorporated by reference from Exhibit 10.2 to the Form 10-K filed by the registrant on February 24, 1998)*
10.4	FirstMerit Corporation 1995 Restricted Stock Plan (incorporated by reference from Exhibit (10)(d) to the Form 10-Q for the fiscal quarter ended March 31, 1995, filed by the registrant on May 15, 1995)*
10.5	FirstMerit Corporation 1997 Stock Option Program (incorporated by reference from Exhibit 10.5 to the Form 10-K filed by the registrant on February 24, 1998)*
10.6	FirstMerit Corporation 1999 Stock Plan (incorporated by reference from Exhibit 10.39 to the Form S-8 filed by the Registrant on May 21, 1999)*
10.7	FirstMerit Corporation 1987 Stock Option and Incentive Plan (SF)1998 (incorporated by reference from Exhibit 10.7 to the Form 10-K filed by the registrant on March 10, 2000)*
10.8	FirstMerit Corporation 1996 Stock Option and Incentive Plan (SF) (incorporated by reference from Exhibit 10.8 to the Form 10-K filed by the registrant on March 10, 2000)*
10.9	FirstMerit Corporation 1994 Stock Option Plan (SF) (incorporated by reference from Exhibit 10.9 to the Form 10-K filed by the registrant on March 10, 2000)*
10.10	FirstMerit Corporation 1989 Stock Incentive Plan (SB) (incorporated by reference from Exhibit 10.10 to the Form 10-K filed by the registrant on March 10, 2000)*
10.11	FirstMerit Corporation Amended and Restated Stock Option and Incentive Plan (SG) (incorporated by reference from Exhibit 10.11 to the Form 10-K filed by the registrant on March 10, 2000)*
10.12	FirstMerit Corporation Non-Employee Director Stock Option Plan (SG) (incorporated by reference from Exhibit 4.3 to the Form S-8/ A (No. 333-63797) filed by the registrant on February 12, 1999)*
10.13	FirstMerit Corporation 1997 Omnibus Incentive Plan (SG) (incorporated by reference from Exhibit 10.13 to the Form 10-K filed by the registrant on March 10, 2000)*
10.14	FirstMerit Corporation 1993 Stock Option Plan (FSB) (incorporated by

Exhibit
Number
	reference from Exhibit 10.14 to the Form 10-K filed by the registrant on March 10, 2000)*
10.15	Amended and Restated FirstMerit Corporation Executive Deferred Compensation Plan (incorporated by reference from Exhibit 10(h) to the Form 10-K filed by the registrant on February 25, 1997)*
10.16	Amended and Restated FirstMerit Corporation Director Deferred Compensation Plan (incorporated by reference from Exhibit 10(i) to the Form 10-K filed by the registrant on February 25, 1997)*
10.17	FirstMerit Corporation Executive Supplemental Retirement Plan (incorporated by reference from Exhibit 10(d) to the Form 10-K filed by the registrant on March 15, 1996)*
10.18	Amended and Restated Membership Agreement with respect to the FirstMerit Corporation Executive Supplemental Retirement Plan (incorporated by reference from Exhibit 10.39 to the Form 10-K filed by the Registrant on March 22, 1999)*
10.19	FirstMerit Corporation Unfunded Supplemental Benefit Plan (incorporated by reference from Exhibit 10.11 to the Form 10-K filed by the registrant on February 24, 1998)*
10.20	First Amendment to the FirstMerit Corporation Unfunded Supplemental Benefit Plan (incorporated by reference from Exhibit 10(v) to the Form 10-K filed by the registrant on March 2, 1995)*
10.21	FirstMerit Corporation Executive Committee Life Insurance Program Summary (incorporated by reference from Exhibit 10(w) to the Form 10-K filed by the registrant on March 2, 1995)*
10.22	Long Term Disability Plan (incorporated by reference from Exhibit 10(x) to the Form 10-K filed by the registrant on March 2, 1995)*
10.23	Supplemental Pension Agreement of John R. Macso (incorporated by reference from Exhibit 10.13 to the Form 10-K filed by the registrant on February 24, 1998)*
10.24	Employment Agreement with John R. Macso, dated August 3, 1999 (incorporated by reference from Exhibit 10.13.1 to the Form 10-Q filed by the Registrant on November 12, 1999)*
10.25	Agreement with John R. Macso, dated August 3, 1999 (incorporated by reference from Exhibit 10.13.2 to the Form 10-Q filed by the Registrant on November 12, 1999)*
10.26	Stock Option Agreement with John R. Macso, dated August 3, 1999 (incorporated by reference from Exhibit 10.13.3 to the Form 10-Q filed by the Registrant on November 12, 1999)*
10.27	Employment Agreement dated October 23, 1998 for Charles F. Valentine (incorporated by reference from Exhibit 10(a) to the Form 10-Q filed by the registrant on November 13, 1998)*
10.28	SERP Agreement dated October 23, 1998 for Charles F. Valentine (incorporated by reference from Exhibit 10(b) to the Form 10-Q filed by the registrant on November 13, 1998)*
10.29	Employment Agreement of John R. Cochran, dated December 1, 1998 (incorporated by reference from Exhibit 10.20 to the Form 10-K filed by the Registrant on March 22, 1999)*
10.30	Restricted Stock Award Agreement of John R. Cochran dated March 1, 1995 (incorporated by reference from Exhibit 10(e) to the Form 10-Q filed by the registrant on May 15, 1995)*
10.31	Restricted Stock Award Agreement of John R. Cochran dated April 9, 1997 (incorporated by reference from Exhibit 10.18 to the Form 10-K filed by the registrant on February 24, 1998)*
10.32	First Amendment to Restricted Stock Award Agreement for John R. Cochran (incorporated by reference from Exhibit 10.38 to the Form 10-K filed by the Registrant on March 22, 1999)*
10.33	Employment Agreement of Sid A. Bostic, dated February 1, 1998 (incorporated by reference from Exhibit 10.19 to the Form 10-K filed by the registrant on February 24, 1998)*
10.34	First Amendment to Employment Agreement of Sid A. Bostic, dated April 20, 1999 (incorporated by reference from Exhibit 10.23.1 to the Form 10-Q filed by the registrant on May 14, 1999)*
10.35	Restricted Stock Award Agreement of Sid A. Bostic dated February 1, 1998 (incorporated by reference from Exhibit 10.20 to the Form 10-K filed by the registrant on February 24, 1998)*
10.36	First Amendment to Restricted Stock Award Agreement of Sid A. Bostic, dated April 20, 1999 (incorporated by reference from Exhibit 10.25.1 to the Form 10-Q filed by the registrant on May 14, 1999)*
10.37	Form of FirstMerit Corporation Termination Agreement (incorporated by reference from Exhibit 10.24.1 to the Form 10-Q filed by the Registrant on March 22, 1999)*
10.38	Form of Director and Officer Indemnification Agreement and Undertaking (incorporated by reference from Exhibit 10(s) to the Form 8-K/ A filed by the registrant on April 27, 1995)*

Exhibit
Number
10.39	Independent Contractor Agreement with Gary G. Clark, dated February 12, 1999 (incorporated by reference from Exhibit 10.38 to the Form 10-Q filed by the Registrant on May 14, 1999)*
10.40	Credit Agreement among FirstMerit Corporation, Bank of America, N.A., and Lenders, dated November 29,1999 (incorporated by reference from Exhibit 10.40 to the Form 10-K filed by the registrant on March 10, 2000)*
10.41	Distribution Agreement, by and among FirstMerit Bank, N.A. and the Agents, dated July 15, 1999 (incorporated by reference from Exhibit 10.41 to the Form 10-K filedby the registrant on March 10, 2000)*
21	Direct and Indirect subsidiaries of FirstMerit Corporation
25.1	Form T-1 Statement of Eligibility of Firstar Trust Company to act as Property Trustee under the Amended and Restated Declaration of Trust of FirstMerit Capital Trust I, fka Signal Capital Trust I (incorporated by reference from Exhibit 26.1 to the Form S-4 No. 333-52581-01, filed by FirstMerit Capital Trust I, fka Signal Capital Trust I, on May 13, 1998)
25.2	Form T-1 Statement of Eligibility of Firstar Trust Company to act as Debenture Trustee under the FirstMerit Capital Trust I, fka Signal Capital Trust I, Indenture (incorporated by reference from Exhibit 26.1 to the Form S-4 No. 333-52581-01, filed by FirstMerit Capital Trust I, fka Signal Capital Trust I, on May 13, 1998)

* Management Contract or Compensatory Plan or Arrangement

(b)Form 8-K

      There were no Form 8-K filings during the second quarter of 2001.

SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

FIRSTMERIT CORPORATION
By:	/s/TERRENCE E. BICHSEL
	Terrence E. Bichsel, Executive Vice President and Chief Financial Officer

DATE: August 13, 2001