TrustCo Bank Corp NY (TRST) 8-K Results of Operations and Financial Condition

Exhibit 99(a)

News Release

5 Sarnowski Drive, Glenville, New York, 12302

(518) 377-3311  Fax:  (518) 381-3668

Subsidiary:  Trustco Bank NASDAQ -- TRST

Contact:  Kevin T. Timmons

Vice President/Treasurer

(518) 381-3607

FOR IMMEDIATE RELEASE:

TrustCo Announces First Quarter Earnings

Glenville, New York –April 22, 2013

TrustCo Bank Corp NY (TrustCo, Nasdaq: TRST) today announced that net income rose to $9.2 million in the quarter ended March 31, 2013, up 2.9% from $8.9 million for the quarter ended March 31, 2012.  First quarter net income is up 24.2% over the same period two years ago and 44.4% over the same period four years ago.  Return on average assets and return on average equity were 0.86% and 10.35%, respectively for the first quarter of 2013, compared to 0.84% and 10.45% for the first quarter of 2012.

TrustCo saw continued balance sheet growth in the first quarter of 2013 in both loans and deposits.  Robert J. McCormick, President and Chief Executive Officer noted, “We began 2013 with solid first quarter results.  In addition to bottom line growth, we continue to add profitable customer relationships on both the deposit and loan side.  This contributed to the bottom line growth in the first quarter and will continue to do so for the balance of the year and beyond.  As we have noted, our highly liquid balance sheet allows us to fund loan growth without having to overpay for deposits.  In turn, this enabled us to significantly restructure our deposit mix during 2012, and should be of additional benefit when interest rates eventually begin to rise.  We look forward to the balance of 2013 with optimism, though we note that our industry continues to face challenges as the economy remains fragile and interest rates remain at unprecedented levels.  We will continue to take advantage of opportunities that are presented.”

Mr. McCormick also noted “We continue to see some signs of economic improvement in the markets in which we operate, particularly in Florida, although high levels of unemployment and other persistent issues continue to constrain any significant economic growth. We believe our long-term focus on traditional lending criteria and conservative balance sheet management has enabled us to maintain a strong balance sheet and continued profitability.  As a result, we have been able to focus on conducting business, which has significantly enhanced our reputation and put us in a position to take advantage of changes in market and competitive conditions.”

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TrustCo continued to report solid growth in loans and deposits.  On a year-over-year basis, average loans were up $167.7 million in the first quarter of 2013, compared to the same period in 2012, while average deposits increased $31.3 million over the same period.  Mr. McCormick noted that, “The year-over-year growth of our loans and deposits reflects the long term strategic focus of the Bank and came despite the decision to enhance our mix of deposits during 2012, which reduced growth but improved our net interest margin.

While other banks have backed away from branches, our branch franchise continues to be the key to our long term plans.  We recently celebrated the ten year anniversary of our branch expansion program, and have made significant progress expanding our loans and deposits through our branches.  We expect that to continue as the new branches continue to grow.  We also note that we have always designed our branches to be smaller and more cost effective than those built by many other banks, and have utilized open floor plans that help maximize the value of our branches.  We remain mindful that fully achieving our goals for our newer branches will take time and continued hard work.  We believe our success in growing customer relationships provides the basic building blocks that will help drive profit growth over the coming years.”

Asset quality, reserve coverage of nonperforming loans (NPLs) and reserve coverage of net charge-offs all improved from December 31, 2012 to March 31, 2013.  NPLs declined to $49.9 million at March 31, 2013, compared to $52.7 million at December 31, 2012 and nonperforming assets (NPAs) declined to $59.7 million from $61.4 million over the same period.   NPLs were equal to 1.84% of total loans at quarter-end, compared to 1.96% at year-end.  For the first quarter of 2013 the allowance covered annualized first quarter net charge-offs by 5.3 times, compared to an annualized 3.7 times for the first quarter of 2012.  The coverage ratio, or allowance for loan losses to NPLs, was 95.6% at March 31, 2013, compared to 91.0% at December 31, 2012.  Overall, every asset quality indicator improved during the first quarter of 2013.

The net interest margin for the first quarter of 2013 was 3.19%, compared to 3.21% in the fourth quarter of 2012 and 3.23% in the first quarter of 2012.

At March 31, 2013 the tangible equity ratio was 8.17% compared to 7.87% at March 31, 2012 and 8.24% at December 31, 2012.  Tangible book value per share ended the first quarter at $3.83 compared to $3.68 in the year-ago period.

TrustCo Bank Corp NY is a $4.4 billion savings and loan holding company and through its subsidiary, Trustco Bank, operated 138 offices in New York, New Jersey, Vermont, Massachusetts, and Florida at March 31, 2013.

In addition, the Bank’s Financial Services Department offers a full range of investment services, retirement planning and trust and estate administration services. The common shares of TrustCo are traded on the NASDAQ Global Select Market under the symbol TRST.

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A conference call to discuss first quarter 2013 results will be held at 9:00 a.m. Eastern Time on April 23, 2013.  Those wishing to participate in the call may dial toll-free 1-888-317-6016.  International callers must dial + 1-412-317-6016.   A replay of the call will be available until April 24, 2013 by dialing 1-877-344-7529 (1-412-317-0088 for international callers), Conference Number 10027472. The call will also be audio webcast at: http://services.choruscall.com/links/trst130423.html, and will be available until April 23, 2014.

Safe Harbor Statement

All statements in this news release that are not historical are forward-looking statements within the meaning of the Securities Exchange Act of 1934, as amended. The “forward-looking statements” may include statements regarding future events or performance and statements regarding TrustCo’s ability to offer and sell securities under its shelf registration statement. Such forward-looking statements are subject to factors that could cause actual results to differ materially for TrustCo from those discussed. TrustCo wishes to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. The following important factors, among others, in some cases have affected and in the future could affect TrustCo’s actual results and could cause TrustCo’s actual financial performance to differ materially from that expressed in any forward-looking statement: credit risk, the effects of and changes in, trade, monetary and fiscal policies and laws, including interest rate policies of the Board of Governors of the Federal Reserve System, inflation, interest rates, market and monetary fluctuations, competition, the effect of changes in financial services laws and regulations (including laws concerning taxation, banking and securities), real estate and collateral values, changes in accounting policies and practices, as may be adopted by the bank regulatory agencies, the Financial Accounting Standards Board (“FASB”) or the Public Company Accounting Oversight Board; changes in local market areas and general business and economic trends and the matters described under the heading “Risk Factors” in our annual report on Form 10-K for the year ended December 31, 2012, as amended, and in our subsequent securities filings.

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TRUSTCO BANK CORP NY

GLENVILLE, NY

FINANCIAL HIGHLIGHTS

(dollars in thousands, except per share data)

(Unaudited)

				Three Months Ended
	03/31/13			12/31/12		03/31/12
Summary of operations
Net interest income (TE)	$	33,707			33,718		33,637
Provision for loan losses		2,000			3,000		3,100
Net securities transactions		2			763		677
Noninterest income		4,590			5,398		4,333
Noninterest expense		21,557			21,150		21,136
Net income		9,168			9,806		8,909
Per common share
Net income per share:
- Basic	$	0.097			0.104		0.095
- Diluted	$	0.097			0.104		0.095
Cash dividends		0.066			0.066		0.066
Tangible Book value at period end		3.83			3.81		3.68
Market price at period end		5.58			5.28		5.71
At period end
Full time equivalent employees		761			759		734
Full service banking offices		138			138		137
Performance ratios
Return on average assets		0.86	%		0.91		0.84
Return on average equity		10.35			10.88		10.45
Efficiency (1)		54.33			53.11		53.12
Net interest spread (TE)		3.13			3.15		3.14
Net interest margin (TE)		3.19			3.21		3.23
Dividend payout ratio		67.33			63.00		68.91
Capital ratio at period end
Consolidated tangible equity to tangible assets (2)		8.17			8.24		7.87
Asset quality analysis at period end
Nonperforming loans to total loans		1.84			1.96		2.03
Nonperforming assets to total assets		1.35			1.41		1.25
Allowance for loan losses to total loans		1.76			1.79		1.92
Coverage ratio (3)		1.0	x		0.9		0.9

(1) Calculated as noninterest expense (excluding ORE income/expense) divided by taxable equivalent net interest income plus noninterest income (excluding net securities transactions).

(2) The tangible equity ratio excludes $553,000 of intangibles from both equity and assets.

(3) Calculated as allowance for loan losses divided by total nonperforming loans.

TE = Taxable equivalent.

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CONSOLIDATED STATEMENTS OF INCOME

(dollars in thousands, except per share data)

(Unaudited)

	Three Months Ended
	3/31/2013		12/31/2012		9/30/2012		6/30/2012		3/31/2012
Interest and dividend income:
Interest and fees on loans	$	31,481		31,776		32,103		32,277		32,425
Interest and dividends on securities available for sale:
U. S. government sponsored enterprises		816		1,191		1,996		2,606		2,304
State and political subdivisions		191		295		340		368		410
Mortgage-backed securities and collateralized mortgage obligations-residential		2,769		2,237		2,003		1,364		1,093
Corporate bonds		218		232		529		648		822
Small Business Administration-guaranteed participation securities		496		276		43		-		-
Mortgage-backed securities and collateralized mortgage obligations-commercial		29		-		-		-		-
Other securities		5		5		4		5		5
Total interest and dividends on securities available for sale		4,524		4,236		4,915		4,991		4,634
Interest on held to maturity securities:
U. S. government sponsored enterprises		-		-		-		-		25
Mortgage-backed securities and collateralized mortgage obligations-residential		789		823		976		1,198		1,290
Corporate bonds		312		385		385		387		509
Total interest on held to maturity securities		1,101		1,208		1,361		1,585		1,824
Federal Reserve Bank and Federal Home Loan Bank stock		119		127		120		149		90
Interest on federal funds sold and other short-term investments		245		265		258		299		320
Total interest income		37,470		37,612		38,757		39,301		39,293
Interest expense:
Interest on deposits:
Interest-bearing checking		80		80		79		78		78
Savings		916		921		870		979		1,102
Money market deposit accounts		685		703		673		770		923
Time deposits		1,820		1,967		2,629		3,230		3,418
Interest on short-term borrowings		364		361		348		378		388
Total interest expense		3,865		4,032		4,599		5,435		5,909
Net interest income		33,605		33,580		34,158		33,866		33,384
Provision for loan losses		2,000		3,000		2,900		3,000		3,100
Net interest income after provision for loan losses		31,605		30,580		31,258		30,866		30,284
Noninterest income:
Trustco Financial Services income		1,421		1,815		1,145		1,407		1,394
Fees for services to customers		2,887		3,386		3,234		2,939		2,732
Net gain on securities transactions		2		763		666		55		677
Other		282		197		172		176		207
Total noninterest income		4,592		6,161		5,217		4,577		5,010
Noninterest expenses:
Salaries and employee benefits		8,178		8,427		7,587		7,519		7,743
Net occupancy expense		4,053		3,889		3,756		3,817		3,795
Equipment expense		1,718		1,637		1,316		1,600		1,520
Professional services		1,420		1,458		1,657		1,489		1,436
Outsourced services		1,350		1,175		1,350		1,347		1,250
Advertising expense		730		1,037		935		1,060		809
FDIC and other insurance		1,010		1,007		983		953		880
Other real estate expense, net		749		375		1,210		665		966
Other		2,349		2,145		1,849		2,599		2,737
Total noninterest expenses		21,557		21,150		20,643		21,049		21,136
Income before taxes		14,640		15,591		15,832		14,394		14,158
Income taxes		5,472		5,785		6,079		5,328		5,249
Net income	$	9,168		9,806		9,753		9,066		8,909
Net income per Common Share:
- Basic	$	0.097		0.104		0.104		0.097		0.095
- Diluted		0.097		0.104		0.104		0.097		0.095
Average basic shares (thousands)		94,068		93,824		93,692		93,561		93,546
Average diluted shares (thousands)		94,073		93,828		93,700		93,562		93,546
Note:  Taxable equivalent net interest income	$	33,707		33,718		34,321		33,993		33,637

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CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

(dollars in thousands)

(Unaudited)

	3/31/2013			12/31/2012			9/30/2012			6/30/2012			3/31/2012
ASSETS:
Cash and due from banks	$	39,512			55,789			40,354			36,589			39,426
Federal funds sold and other short term investments		405,262			488,227			402,290			486,049			486,055
Total cash and cash equivalents		444,774			544,016			442,644			522,638			525,481
Securities available for sale:
U. S. government sponsored enterprises		263,165			263,108			427,798			643,189			744,725
States and political subdivisions		15,265			26,457			33,857			36,978			38,367
Mortgage-backed securities and collateralized mortgage obligations-residential		612,555			518,776			515,879			354,285			219,301
Corporate bonds		59,239			26,529			49,296			73,311			81,654
Small Business Administration-guaranteed participation securities		115,464			76,562			25,338			-			-
Mortgage-backed securities and collateralized mortgage obligations-commercial		11,136			-			-			-			-
Other securities		660			660			660			660			660
Total securities available for sale		1,077,484			912,092			1,052,828			1,108,423			1,084,707
Held to maturity securities:
U. S. government sponsored enterprises		-			-			-			-			-
Mortgage-backed securities and collateralized mortgage obligations-residential		98,038			108,471			120,877			133,562			143,629
Corporate bonds		19,935			34,955			35,074			35,193			35,312
Total held to maturity securities		117,973			143,426			155,951			168,755			178,941
Federal Reserve Bank and Federal Home Loan Bank stock		9,632			9,632			9,632			9,632			9,004
Loans:
Commercial		212,637			219,577			217,431			235,347			235,513
Residential mortgage loans		2,154,188			2,126,668			2,056,972			2,003,046			1,970,278
Home equity line of credit		332,111			333,909			327,083			317,157			314,668
Installment loans		4,831			4,579			4,455			4,071			3,855
Loans, net of deferred fees and costs		2,703,767			2,684,733			2,605,941			2,559,621			2,524,314
Less:
Allowance for loan losses		47,658			47,927			47,364			48,018			48,535
Net loans		2,656,109			2,636,806			2,558,577			2,511,603			2,475,779
Bank premises and equipment, net		35,787			36,239			37,251			37,868			37,099
Other assets		69,998			64,402			61,290			62,480			63,432
Total assets	$	4,411,757			4,346,613			4,318,173			4,421,399			4,374,443
LIABILITIES:
Deposits:
Demand	$	298,243			300,544			292,350			283,873			281,628
Interest-bearing checking		579,077			560,064			536,892			528,101			507,510
Savings accounts		1,213,226			1,198,517			1,167,927			1,122,208			1,068,058
Money market deposit accounts		656,577			667,589			668,064			644,627			631,761
Certificates of deposit (in denominations of $100,000 or more)		384,559			352,734			359,246			452,043			467,447
Other time accounts		725,998			724,745			751,974			867,798			894,946
Total deposits		3,857,680			3,804,193			3,776,453			3,898,650			3,851,350
Short-term borrowings		171,019			159,846			161,751			150,718			159,002
Accrued expenses and other liabilities		22,169			23,776			22,352			22,124			19,445
Total liabilities		4,050,868			3,987,815			3,960,556			4,071,492			4,029,797
SHAREHOLDERS' EQUITY:
Capital stock		98,912			98,912			98,912			98,912			98,912
Surplus		174,386			174,899			175,284			175,773			176,199
Undivided profits		135,373			132,378			128,750			125,153			122,235
Accumulated other comprehensive income (loss), net of tax		(169	)		1,558			4,879			1,585			53
Treasury stock at cost		(47,613	)		(48,949	)		(50,208	)		(51,516	)		(52,753	)
Total shareholders' equity		360,889			358,798			357,617			349,907			344,646
Total liabilities and shareholders' equity	$	4,411,757			4,346,613			4,318,173			4,421,399			4,374,443
Outstanding shares (thousands)		94,071			93,935			93,807			93,674			93,549

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NONPERFORMING ASSETS

(dollars in thousands)

(Unaudited)

Nonperforming Assets

	03/31/13			12/31/12			09/30/12			06/30/12			03/31/12
New York and other states*
Loans in nonaccrual status:
Commercial	$	5,978			6,635			5,880			5,656			5,667
Real estate mortgage - 1 to 4 family		34,027			35,286			32,593			29,167			29,894
Installment		35			6			71			1			9
Total non-accrual loans		40,040			41,927			38,544			34,824			35,570
Other nonperforming real estate mortgages - 1 to 4 family		225			231			238			243			306
Total nonperforming loans		40,265			42,158			38,782			35,067			35,876
Other real estate owned		4,461			2,979			2,716			2,787			2,411
Total nonperforming assets	$	44,726			45,137			41,498			37,854			38,287
Florida
Loans in nonaccrual status:
Commercial	$	2,595			2,698			2,698			8,435			5,874
Real estate mortgage - 1 to 4 family		7,013			7,820			8,438			7,954			9,404
Installment		1			1			7			1			-
Total non-accrual loans		9,609			10,519			11,143			16,390			15,278
Other nonperforming real estate mortgages - 1 to 4 family		-			-			-			-			-
Total nonperforming loans		9,609			10,519			11,143			16,390			15,278
Other real estate owned		5,406			5,726			5,975			1,083			1,293
Total nonperforming assets	$	15,015			16,245			17,118			17,473			16,571
Total
Loans in nonaccrual status:
Commercial	$	8,573			9,333			8,578			14,091			11,541
Real estate mortgage - 1 to 4 family		41,040			43,106			41,031			37,121			39,298
Installment		36			7			78			2			9
Total non-accrual loans		49,649			52,446			49,687			51,214			50,848
Other nonperforming real estate mortgages - 1 to 4 family		225			231			238			243			306
Total nonperforming loans		49,874			52,677			49,925			51,457			51,154
Other real estate owned		9,867			8,705			8,691			3,870			3,704
Total nonperforming assets	$	59,741			61,382			58,616			55,327			54,858
Quarterly Net Chargeoffs
	03/31/13			12/31/12			09/30/12			06/30/12			03/31/12
New York and other states*
Commercial	$	248			152			9			713			321
Real estate mortgage - 1 to 4 family		1,563			1,410			2,157			1,844			1,136
Installment		15			72			7			7			(8	)
Total net chargeoffs	$	1,826			1,634			2,173			2,564			1,449
Florida
Commercial	$	99			(18	)		736			288			160
Real estate mortgage - 1 to 4 family		344			810			644			665			1,673
Installment		-			12			1			-			-
Total net chargeoffs	$	443			804			1,381			953			1,833
Total
Commercial	$	347			134			745			1,001			481
Real estate mortgage - 1 to 4 family		1,907			2,220			2,801			2,509			2,809
Installment		15			84			8			7			(8	)
Total net chargeoffs	$	2,269			2,438			3,554			3,517			3,282
Asset Quality Ratios
	03/31/13			12/31/12			09/30/12			06/30/12			03/31/12
Total nonperforming loans(1)	$	49,874			52,677			49,925			51,457			51,154
Total nonperforming assets(1)		59,741			61,382			58,616			55,327			54,858
Total net chargeoffs(2)		2,269			2,438			3,554			3,517			3,282
Allowance for loan losses(1)		47,658			47,927			47,364			48,018			48,535
Nonperforming loans to total loans(1)		1.84	%		1.96	%		1.92	%		2.01	%		2.03	%
Nonperforming assets to total assets(1)		1.35	%		1.41	%		1.36	%		1.25	%		1.25	%
Allowance for loan losses to total loans(1)		1.76	%		1.79	%		1.82	%		1.88	%		1.92	%
Coverage ratio(1)		95.6	%		91.0	%		94.9	%		93.3	%		94.9	%
Annualized net chargeoffs to average loans(2)		0.34	%		0.37	%		0.55	%		0.55	%		0.52	%
Allowance for loan losses to annualized net chargeoffs(2)		5.3	x		4.9	x		3.3	x		3.4	x		3.7	x

* Includes New York, New Jersey, Vermont and Massachusetts.

(1) At period-end

(2) For the period ended

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DISTRIBUTION OF ASSETS, LIABILITIES AND SHAREHOLDERS' EQUITY-

INTEREST RATES AND INTEREST DIFFERENTIAL

(dollars in thousands)	Three months ended									Three months ended
(Unaudited)	March 31, 2013									March 31, 2012
	Average			Interest			Average			Average			Interest			Average
	Balance						Rate			Balance						Rate
Assets
Securities available for sale:
U. S. government sponsored enterprises	$	270,953			816			1.20	%	$	590,746			2,304			1.56	%
Mortgage backed securities and collateralized mortgage obligations-residential		557,408			2,769			1.99			204,659			1,093			2.14
State and political subdivisions		18,556			285			6.15			40,013			603			6.02
Corporate bonds		47,358			218			1.84			93,168			822			3.53
Small Business Administration-guaranteed participation securities		99,683			496			1.99			-			-			0.00
Mortgage backed securities and collateralized mortgage obligations-commercial		8,378			29			1.38			-			-			0.00
Other		660			5			3.03			660			5			3.03
Total securities available for sale		1,002,996			4,618			1.84			929,246			4,827			2.08
Federal funds sold and other short-term Investments		405,953			245			0.24			512,380			320			0.25
Held to maturity securities:
U. S. government sponsored enterprises		-			-			0.00			4,286			25			2.38
Corporate bonds		22,271			312			5.61			52,897			509			3.85
Mortgage backed securities and collateralized mortgage obligations-residential		103,607			789			3.05			143,146			1,290			3.60
Total held to maturity securities		125,878			1,101			3.50			200,329			1,824			3.64
Federal Reserve Bank and Federal Home Loan Bank stock		9,632			119			4.94			9,004			90			4.00
Commercial loans		216,210			2,847			5.27			241,269			3,363			5.57
Residential mortgage loans		2,136,067			25,684			4.83			1,962,648			26,112			5.33
Home equity lines of credit		333,434			2,800			3.41			314,999			2,865			3.66
Installment loans		4,528			158			14.20			3,615			145			16.15
Loans, net of unearned income		2,690,239			31,489			4.70			2,522,531			32,485			5.16
Total interest earning assets		4,234,698			37,572			3.56			4,173,490			39,546			3.79
Allowance for loan losses		(48,458	)								(49,840	)
Cash & non-interest earning assets		152,902									143,702
Total assets	$	4,339,142								$	4,267,352
Liabilities and shareholders' equity
Deposits:
Interest bearing checking accounts	$	552,575			80			0.06	%	$	482,362			78			0.06	%
Money market accounts		659,172			685			0.42			631,892			923			0.59
Savings		1,203,580			916			0.31			1,019,597			1,102			0.43
Time deposits		1,088,877			1,820			0.68			1,365,104			3,418			1.01
Total interest bearing deposits		3,504,204			3,501			0.41			3,498,955			5,521			0.63
Short-term borrowings		168,059			364			0.88			145,484			388			1.07
Total interest bearing liabilities		3,672,263			3,865			0.43			3,644,439			5,909			0.65
Demand deposits		287,700									261,650
Other liabilities		20,003									18,230
Shareholders' equity		359,176									343,033
Total liabilities and shareholders' equity	$	4,339,142								$	4,267,352
Net interest income , tax equivalent					33,707									33,637
Net interest spread								3.13	%								3.14	%
Net interest margin (net interest income to total interest earning assets)								3.19	%								3.23	%
Tax equivalent adjustment					(102	)								(253	)
Net interest income					33,605									33,384

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Non-GAAP Financial Measures Reconciliation

Tangible book value per share and tangible equity as a percentage of tangible assets at period end are non-GAAP financial measures derived from GAAP-based amounts. We calculate tangible equity and tangible assets by excluding the balance of intangible assets from shareholders’ equity and total assets, respectively. We calculate tangible book value per share by dividing tangible equity by common shares outstanding, as compared to book value per common share, which we calculate by dividing shareholders’ equity by common shares outstanding. We calculate tangible equity as a percentage of tangible assets at period end by dividing tangible equity by tangible assets at period end. We believe that this is consistent with the treatment by bank regulatory agencies, which exclude intangible assets from the calculation of risk-based capital ratios.

The efficiency ratio is a non-GAAP measure of expense control relative to recurring revenue.  We calculate the efficiency ratio by dividing total noninterest expenses as determined under GAAP, but excluding other real estate expense, net, which we refer to below as recurring expense, by net interest income (fully taxable equivalent) and total noninterest income as determined under GAAP, but excluding net gains on securities from this calculation, which we refer to below as recurring revenue.  We believe that this provides one reasonable measure of core expenses relative to core revenue.

We believe that these non-GAAP financial measures provide information that is important to investors and that is useful in understanding our financial position, results and ratios. Our management internally assesses our performance based, in part, on these measures.  However, these non-GAAP financial measures are supplemental and are not a substitute for an analysis based on GAAP measures. As other companies may use different calculations for these measures, this presentation may not be comparable to other similarly titled measures reported by other companies. A reconciliation of the non-GAAP measures of tangible common equity, tangible book value per share and efficiency ratio to the underlying GAAP numbers is set forth below.

Non-GAAP Financial Measures Reconciliation

(dollars in thousands, except per share amounts)

(Unaudited)

	03/31/13			12/31/12			09/30/12			06/30/12			03/31/12
Tangible Book Value Per Share
Equity	$	360,889			358,798			357,617			349,907			344,646
Less: Intangible assets		553			553			553			553			553
Tangible equity		360,336			358,245			357,064			349,354			344,093
Shares outstanding		94,071			93,935			93,807			93,674			93,549
Tangible book value per share		3.83			3.81			3.81			3.73			3.68
Book value per share		3.84			3.82			3.81			3.74			3.68
Tangible Equity to Tangible Assets
Total Assets		4,411,757			4,346,613			4,318,173			4,421,399			4,374,443
Less: Intangible assets		553			553			553			553			553
Tangible assets		4,411,204			4,346,060			4,317,620			4,420,846			4,373,890
Tangible Equity to Tangible Assets		8.17	%		8.24	%		8.27	%		7.90	%		7.87	%
Equity to Assets		8.18	%		8.25	%		8.28	%		7.91	%		7.88	%

	3 Months Ended															Year Ended
Efficiency Ratio	03/31/13			12/31/12			09/30/12			06/30/12			03/31/12			12/31/12			12/31/11
Net interest income (fully taxable equivalent)	$	33,707			33,718			34,321			33,993			33,637			135,669			135,717
Non-interest income		4,592			6,161			5,217			4,577			5,010			20,964			18,773
Less:  Net gain on securities		2			763			666			55			677			2,161			1,428
Recurring revenue		38,297			39,116			38,872			38,515			37,970			154,472			153,062
Total Noninterest expense		21,557			21,150			20,643			21,049			21,136			83,977			82,142
Less:  Other real estate expense, net		749			375			1,210			665			966			3,216			5,693
Recurring expense		20,808			20,775			19,433			20,384			20,170			80,761			76,449
Efficiency Ratio		54.33	%		53.11	%		49.99	%		52.92	%		53.12	%		52.28	%		49.95	%

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