Bryn Mawr Bank (BMTC) 8-K/A Financial Statements and Exhibits

Exhibit 99.3

FIRST KEYSTONE FINANCIAL, INC.

CONSOLIDATED BALANCE SHEETS

Unaudited

(dollars in thousands, except per share data)	June 30, 2010			September 30, 2009
Assets
Cash and due from banks	$	1,991		$	2,277
Interest bearing deposits with banks		49,068			45,381
Cash and cash equivalents		51,059			47,658
Investment and mortgage securities available for sale		84,396			113,761
Investment and mortgage securities held to maturity		17,421			21,963
Loans held for sale		671			—
Portfolio loans and leases		291,986			311,257
Less: Allowance for loan and lease losses		(3,591	)		(4,657	)
Net portfolio loans and leases		288,395			306,600
Premises and equipment, net		3,885			4,200
Accrued interest receivable		1,736			2,343
Deferred income taxes		3,361			3,660
Mortgage servicing rights		320			315
FHLB stock		7,060			7,060
Bank owned life insurance		18,711			18,381
Investment in unconsolidated subsidiaries		911			887
Other assets		4,825			1,573
Total assets	$	482,751		$	528,401
Liabilities
Deposits:
Non-interest-bearing	$	23,408		$	18,971
Interest-bearing		295,672			328,153
Total deposits		319,080			347,124
Borrowed funds		102,646			123,653
Repurchase agreements		13,087			6,395
Junior subordinated debentures		11,651			11,646
Accrued interest payable		1,878			2,110
Other liabilities		5,194			3,753
Total liabilities		453,536			494,681
Shareholders’ equity
Preferred stock, $.01 par value, 10,000,000 shares authorized, none issued		—			—
Common stock, $.01 par value, 20,000,000 shares authorized; issued 2,712,556 shares; 2,337,814 and 2,432,998 shares outstanding at June 30, 2010 and September 30, 2009, respectively		26			27
Paid-in capital in excess of par value		10,012			12,565
Employee stock ownership plan		—			(2,751	)
Accumulated other comprehensive income, net of taxes		1,606			87
Retained earnings		21,815			27,932
		33,459			37,860
Less: Common stock in treasury, at cost: 279,558 shares at June 30, 2010 and September 30, 2009		(4,244	)		(4,244	)
Total First Keystone Financial, Inc. shareholders’ equity		29,215			33,616
Noncontrolling interest		—			104
Total shareholders’ equity		29,215			33,720
Total liabilities and shareholders’ equity	$	482,751		$	528,401
Book value per share	$	12.50		$	13.82

FIRST KEYSTONE FINANCIAL, INC.

CONSOLIDATED STATEMENTS OF INCOME

Unaudited

	Nine Months Ended June 30,
(dollars in thousands, except per share data)	2010			2009
Interest income:
Interest and fees on loans and leases	$	12,393		$	12,561
Interest on cash and cash equivalents		58			31
Interest on investment securities		3,659			5,564
Total interest income		16,110			18,156
Interest expense:
Deposits		2,911			4,636
FHLB advances		3,863			3,972
Junior subordinated debentures		857			857
Total interest expense		7,631			9,465
Net interest income		8,479			8,691
Provision for loan and lease losses		3,000			1,525
Net interest income after provision for loan and lease losses		5,479			7,166
Non-interest income
Service charges on deposits		1,069			1,166
Net gain (loss) on sale of investments available for sale		(2,160	)		181
Net gain on sale of loans held for sale		79			121
Total other-than-temporary impairment losses		(5	)		(1,417	)
Portion of loss recognized in other comprehensive income (before taxes)		(878	)		245
Net impairment loss recognized in earnings		(883	)		(1,172	)
Increase in cash surrender value of life insurance		329			341
Other operating income		167			268
Total non-interest (loss) income		(1,399	)		905
Non-interest expenses:
Salaries and benefits		4,654			4,317
Occupancy and equipment		1,199			1,210
Advertising		152			290
Amortization of mortgage servicing rights		38			76
FDIC insurance		636			498
FDIC insurance - special assessment		—			240
Operations of real estate owned		15			—
Merger related expenses		1,047			—
Professional fees		948			980
Data processing		588			454
Deposit processing		475			463
Other operating expenses		985			1,263
Total non-interest expenses		10,737			9,791
Loss before income tax benefit		(6,657	)		(1,720	)
Income tax benefit		(540	)		(550	)
Net loss		(6,117	)		(1,170	)
Less: Net income attributable to noncontrolling interest		—			(52	)
Net loss attributable to First Keystone Financial, Inc.		(6,117	)		(1,222	)
Basic earnings per common share	$	(2.62	)	$	(0.53	)
Diluted earnings per common share	$	(2.62	)	$	(0.53	)
Dividends declared per share	$	—		$	—
Weighted-average basic shares outstanding		2,334,448			2,325,765
Dilutive potential shares		—			—
Adjusted weighted-average diluted shares		2,334,448			2,325,765

FIRST KEYSTONE FINANCIAL, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

Unaudited

(dollars in thousands)	Nine Months Ended June 30,
	2010			2009
Operating activities:
Net loss	$	(6,117	)	$	(1,170	)
Adjustments to reconcile net loss to net cash provided (used) by operating activities:
Provision for loan and lease losses		3,000			1,525
Provision for depreciation and amortization		630			486
Increase in cash surrender value of life insurance		(329	)		(341	)
Gain on sale of loans held for sale		(79	)		(121	)
Loss on sale of investment securities available for sale		3,671			84
Gain on sale of mortgage-related securities available for sale		(1,511	)		(265	)
Impairment losses realized in earnings		883			1,172
Amortization of ESOP		147			65
Share-based compensation		50			7
Loans originated for resale		(6,260	)		(13,158	)
Loans sold in the secondary market		5,668			13,279
Change in accrued expenses		(3,428	)		(340	)
Change in accrued interest receivable		607			107
Change in accrued interest payable		(232	)		483
Change in prepaid expenses and other assets		(1,235	)		(1,197	)
Net cash provided (used) by operating activities		(4,535	)		616
Investing activities:
Purchases of investment securities		(49,727	)		(39,321	)
Proceeds from maturity of investment securities and mortgage-backed securities paydowns		19,169			26,451
Proceeds from sale of investment securities available for sale		63,494			23,782
Redemption of FHLB stock		—			1,328
Purchase of FHLB stock		—			(1,393	)
Net portfolio loan and lease repayments (originations)		15,181			(18,058	)
Purchases of premises and equipment		(57	)		(301	)
Net cash provided (used) by investing activities		48,060			(7,512	)
Financing activities:
Net increase (decrease) in deposit accounts		(28,044	)		22,885
FHLBank advances and other borrowings - repayments		(21,007	)		(143,942	)
FHLBank advances and other borrowings - draws		—			116,524
Purchase of trust preferred securities		—			—
Net increase in repurchase agreements		6,692			5,149
Net increase in advances from borrowers for taxes and insurance		2,235			2,123
Net cash provided (used) by financing activities		(40,124	)		2,739
Change in cash and cash equivalents		3,401			(4,157	)
Cash and cash equivalents at beginning of period		47,658			39,320
Cash and cash equivalents at end of period	$	51,059		$	35,163
Supplemental cash flow information:
Cash paid during the year for:
Income taxes	$	—		$	120
Interest	$	7,864		$	8,982
Change in unrealized losses on AFS Securities	$	(2,301	)	$	(2,358	)
Change in deferred taxes due to change in comprehensive income	$	782		$	802

FIRST KEYSTONE FINANCIAL, INC.

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

Unaudited

(dollars in thousands)
	Common stock			Paid  in capital in excess of par			Employee stock ownership plan			Treasury stock			Accumulated other comprehensive income (loss)			Retained earnings			Non-controlling interest			Total shareholders’ equity
Balance at October 1, 2008	$	27		$	12,586		$	(2,872	)	$	(4,244	)	$	(2,714	)	$	29,513		$	113		$	32,409
Net income (loss)		—			—			—			—			—			(1,222	)		52			(1,170	)
Cash dividends issued		—			—			—			—			—			—			(79	)		(79	)
Other comprehensive income (loss), net of tax:
Unrealized loss on securities for which an other-than-temporary impairment loss has been recognized in earnings, net of taxes of $83		—			—			—			—			(162	)		—			—			(162	)
Net unrealized gain on securities, net of reclassification adjustment, net of taxes of $(885)		—			—			—			—			1,718			—			—			1,718
Comprehensive income		—			—			—			—			—			—			—			307
Share-based compensation		—			7			—			—			—			—			—			7
ESOP shares committed to be released		—			—			90			—			—			—			—			90
Difference between cost and fair value of ESOP shares committed to be released		—			(25	)		—			—			—			—			—			(25	)
Balance at June 30, 2009	$	27		$	12,568		$	(2,782	)	$	(4,244	)	$	(1,158	)	$	28,291		$	86		$	32,788
Balance at October 1, 2009	$	27		$	12,565		$	(2,751	)	$	(4,244	)	$	87		$	27,932		$	104		$	33,720
Net loss		—			—			—			—			—			(6,117	)		—			(6,117	)
Cash dividends issued		—			—			—			—			—			—			(104	)		(104	)
Other comprehensive income (loss), net of tax:
Reversal of unrealized loss on securities for which an other-than-temporary impairment loss had been recognized in earnings, net of taxes of $(299)		—			—			—			—			580			—			—			580
Net unrealized gain on securities, net of reclassification adjustment net of taxes of $(484)		—			—			—			—			939			—			—			939
Comprehensive loss		—			—			—			—			—			—			—			(4,702	)
Share-based compensation		—			50			—			—			—			—			—			50
ESOP shares committed to be released		—			—			97			—			—			—			—			97
ESOP termination on June 30, 2010		(1	)		(2,592	)		2,654			—			—			—						61
Difference between cost and fair value of ESOP shares committed to be released		—			(11	)		—			—			—			—			—			(11	)
Balance at June 30, 2010	$	26		$	10,012		$	—		$	(4,244	)	$	1,606		$	21,815		$	—		$	29,215

NOTES TO UNAUDITED CONSOLIDATED

FINANCIAL STATEMENTS FOR FIRST KEYSTONE FINANCIAL, INC.

NOTE 1 – BASIS OF PRESENTATION AND ACCOUNTING POLICIES

The accompanying unaudited consolidated financial statements were prepared in accordance with instructions for interim financial statements and, therefore, do not include all disclosures required by accounting principles generally accepted in the United States of America for a complete presentation of the financial statements. In the opinion of BMBC management, the consolidated financial statements contain all normal recurring adjustments necessary to present fairly the consolidated balance sheets of FKF and its subsidiaries as of June 30, 2010 and September 30, 2009, and the consolidated statements of income, the consolidated statements of cash flows and the consolidated statements of changes in shareholders’ equity for the nine months ended June 30, 2010 and 2009. All significant intercompany transactions and balances are eliminated in consolidation.

Reclassifications: Certain items in the prior consolidated financial statements have been reclassified to conform with the current presentation.