Provident                     --------------------------------------------------
Bancorp, Inc.                 400 RELLA BLVD*MONTEBELLO, NY 10901*(845) 369-8040


                                  NEWS RELEASE


FOR IMMEDIATE RELEASE                                         Stock Symbol: PBCP
April 25, 2005                                  Traded on Nasdaq National Market

CONTACT:
Paul A. Maisch, SVP & Chief Financial Officer
Roberta Lenett, VP & Manager of Shareholder Relations
(845) 369-8082


                           PROVIDENT BANCORP ANNOUNCES
         QUARTERLY EARNINGS OF $5.2 MILLION, OR $0.12 PER DILUTED SHARE



MONTEBELLO,  NY - April 25, 2005 --  Provident  Bancorp,  Inc.  (Nasdaq-National
Market:  PBCP),  the parent company of Provident Bank,  today announced that for
the three months ended March 31, 2005, net income was $5.2 million, or $0.12 per
diluted  share  compared to net income of $72,000 or less than $0.01 per diluted
share for the three months ended March 31, 2004.  This represents an increase of
$5.1 million.  Earnings for the current  three-month  period  reflect  after-tax
charges for merger integration costs ($205,000,  or $.005 per share).  Excluding
merger integration costs, net income would have been $5.4 million,  or $0.12 per
diluted  share for the three  months  ended March 31,  2005.  Net income for the
three-month  period  ended March 31, 2004 before the  after-tax  charges for the
establishment  of the Provident Bank  Charitable  Foundation  ($3.0 million,  or
$0.08 per share) and merger integration costs ($430,000, or $0.01 per share) was
$3.5 million, or $0.09 per diluted share.

Net income for the six months ended March 31, 2005 was $10.2  million,  compared
to net  income of $3.1  million  for the six months  ended  March 31,  2004,  an
increase  of $7.1  million.  Diluted  earning  per  share  were  $0.23 and $0.09
respectively,  for the six months ended March 31, 2005 and March 31,  2004.  The
increase in earnings in 2005  reflects six months of  operations  related to the
acquisition of Warwick Community Bancorp, Inc. ("Warwick" or "WSB"). Earnings in
the same period of fiscal 2004  reflect  one  quarter of  operations  related to
Ellenville  National Bank  ("ENB").  Earnings for the current  six-month  period
reflect after-tax charges for merger  integration costs ($433,000,  or $0.01 per
share).  Excluding  merger  integration  costs, net income would have been $10.6
million,  or $0.24 per  diluted  share.  Earnings  for the 2004  period  reflect
after-tax charges relating to the establishment of the Charitable  Foundation in
connection with the second-step  conversion  ($3.0 million,  or $0.08 per share)
and merger  integration  costs ($430,000,  or $0.01 per share).  Excluding these
charges, net income would have been $6.5 million, or $0.18 per diluted share.

George  Strayton,  President  and CEO  commented:  "Balance  sheet  strength and
efficiency ratio improvement were evident as net interest income for the current
quarter is virtually  unchanged from that reported for fiscal 2005 first quarter
despite  margin  compression.  As of January 1, 2005 the branches  acquired from
Warwick are able to originate residential mortgages. Complete integration of our
past  acquisitions  is coming to fruition as we launched our new brand  identity
program and sales training  program.  This comes at a time when all the acquired
branches are  operating on the same sales and service  platform.  We are excited
about our new fresh look and an  all-hands  sales  effort to optimize  financial
results from our larger branch system."



Total  assets as of March 31,  2005 were $2.5  billion,  an  increase  of $692.0
million,  or 37.9%,  over assets of $1.8 billion at September  30, 2004,  and an
increase of $804.2 million,  or 46.9%,  over assets of $1.7 billion at March 31,
2004. The increase from September 30, 2004 was primarily due to the October 2004
acquisition of Warwick,  whose assets totaled $703.7 million on the merger date.
The increase over March 31, 2004, was due to (i) the October 2004 acquisition of
Warwick, and (ii) internal growth of the Company,  which was partially offset by
a $57.5  million  decrease  in cash and due from  banks as the  balance in these
accounts  at  September  30,  2004  reflected  the cash  portion of the  Warwick
acquisition. Goodwill and intangibles increased by $101.2 million from September
30, 2004 as a result of the completion of the Warwick acquisition.

Net loans as of March 31, 2005 were $1.3 billion, an increase of $299.7 million,
or 30.6%, over net loan balances of $980.3 million at September 30, 2004, and an
increase of $335.3  million,  or 35.5%,  over balances at March 31, 2004.  Loans
acquired  from WSB totaled  $288.2  million,  while  allowances  for loan losses
acquired in connection with WSB were $4.9 million, or 1.70% of WSB's outstanding
loan balances.  Inclusive of Warwick loans acquired,  commercial loans increased
by $210.2 million, or 43.2%, over balances at September 30, 2004. Consumer loans
increased by $37.7 million,  or 29.0%,  during the six-month  period ended March
31, 2005, while  residential loans increased by $56.6 million,  or 14.9%.  Total
loan  originations have increased from $83.1 million for the quarter ended March
31, 2004 to $112.4 million for the 2005 quarter. 8 However, repayments and sales
of loans have also  increased  from $60.2 million in the quarter ended March 31,
2004 to $98.9 million in the 2005 quarter. Asset quality continues to be strong.
At $2.9 million, non-performing assets as a percentage of total assets is 0.11%,
down from 0.15% at September 30, 2004 and 0.25% at March 31, 2004.

Securities increased by $295.2 million, or 48.9%, to $898.6 million at March 31,
2005 from $603.4 million at September 30, 2004. Securities acquired from Warwick
totaled  $298.2  million.  Investments  were made  primarily in  mortgage-backed
securities,  which increased by $222.0 million, or 61.8%, and in U.S. Government
and Federal Agency Securities, which increased by $72.2 million, or 37.5%.

Deposits as of March 31, 2005 were $1.7 billion,  up $444.7  million,  or 35.9%,
from  September 30, 2004,  and $475.9  million,  or 39.4%,  from March 31, 2004.
Deposits  acquired from Warwick  totaled  $475.1  million.  As of March 31, 2005
retail and commercial  transaction  accounts were 29.6% of deposits  compared to
30.1% at September 30, 2004 and 28.2% at March 31, 2004.

Stockholders'  equity  increased by $59.3 million to $408.8 million at March 31,
2005 compared to $349.5  million at September  30, 2004.  Shares of common stock
with a value of $74.6  million  were issued for the  purchase  of  Warwick.  Net
income of $10.2 million and ESOP  allocations  of $1.4 million for the six-month
period also  increased  equity.  Partially  offsetting  the  increases  were the
payments of cash dividends totaling $3.5 million and net declines in accumulated
comprehensive income of $8.4 million. During the quarter the Company announced a
stock  repurchase plan of up to 2,295,000  shares.  Under this plan  repurchases
during the quarter of 1,187,800  shares totaled $15.3  million.  Also during the
quarter  restricted  stock  awards  of  762,400  shares  were  granted  from the
repurchased  treasury  shares.  Stock  options  on  1,718,300  shares  were also
granted,  with no effect on capital.  Tier I regulatory capital to assets stands
at 10.42% at March 31, 2005.

 Income Information - Quarter

Net interest  income after  provision for loan losses for the three months ended
March 31, 2005 was $21.3 million, compared to $15.7 million for the three months
ended March 31,  2004,  an increase of $5.6  million or 35.2%.  The  increase in
interest income was largely due to a $737.4 million  increase in average earning
assets to $2.2 billion  during the quarter  ended March 31, 2005, as compared to
$1.5 billion for the same  quarter in the prior year.  The increase is primarily
due to the Warwick  acquisition and continued  internal growth.  The increase in
average earning assets was partially offset by a decline in average yield of two
basis points from 5.24% to 5.22%, on a fully taxable  equivalent basis.  Despite
yield  increases in the loan and  securities  portfolios of 5 basis points and 8
basis points,  respectively,  the overall yield on total interest-earning assets
declined because the lower yielding securities  portfolio grew more rapidly than
the loan  portfolio  on a relative  basis.  Interest  expense  increased by $3.7
million  for the  quarter  compared  to the same  quarter  in 2004,  as  average
interest-bearing liabilities increased by $657.3 million and the average cost of
interest-bearing  liabilities  increased 43 basis  points.  Net interest  margin
declined by 42 basis points to 3.96%,  while net interest  spread declined by 45
basis points to 3.64%.  This was primarily the result of assets  acquired in the
Warwick  acquisition  recorded at current market interest rates coupled with the
impact of the  increase in the cost of  interest-bearing  liabilities  resulting
from the 175 basis point  increase in the target federal funds rate since May of
2004.



Non-interest  income was $3.8  million for the three months ended March 31, 2005
compared to $2.8 million for the three months ended March 31, 2004. Deposit fees
and service  charges  increased by  $726,000,  or 43.2%,  of which  $419,000 was
generated from the acquired Warwick  branches,  while $307,000 was primarily due
to volume-driven increases in overdraft, non-sufficient funds, and ATM and debit
card fees. Income derived from the Company's bank owned life insurance  ("BOLI")
investments  increased by $160,000, or 118.5% due to additional BOLI investments
of $13.3 million from the Warwick acquisition. Income derived from the Company's
new wholly-owned  title  subsidiary,  Hardenburgh  Abstract  Company,  Inc., was
$300,000.  Gains  on the  sale of  securities  were  $263,000  for  the  current
three-month  period,  compared to $518,000 for the same period last year. During
the three-month  period ended March 31, 2005, the Company also recorded gains on
sales of loans  totaling  $21,000,  compared to $84,000 for the same period last
year.

Non-interest  expenses for the three  months  ended March 31, 2005  decreased by
$1.6  million,  or  8.5%,  due to the  $5.0  million  charge  in  2004  for  the
establishment  of the Charitable  Foundation.  Excluding the 2004 charge of $5.0
million,  pre-tax,  non-interest  expenses  for the three months ended March 31,
2005 increased by $3.4 million,  or 25.0%, to $17.1 million.  The acquisition of
Warwick  in  October,  2004  played  a  major  role  in the  increases  in  most
categories.  Compensation and employee  benefits  increased by $1.9 million,  or
32.2%,  to $8.0 million for the three months ended March 31, 2005.  The increase
was primarily attributable to the Warwick acquisition. A decrease in the cost of
stock-based  compensation  benefits of $406,000,  or 47.7%,  occurred during the
current  three-month period primarily due to stock-based  deferred  compensation
programs  directly  tied to the  Company's  stock price,  which was lower in the
current period. Occupancy and office operations increased by $796,000, or 47.9%,
for the three months ended March 31, 2005, of which $472,000 was attributable to
the acquired Warwick properties.  The remaining increase is also attributable to
the harsh winter in 2005 and  increases in real estate  taxes.  Advertising  and
promotion  increased $83,000,  or 14.6%,  primarily as a result of the Company's
new brand identity.  Professional fees increased by $89,000, or 17.1%, primarily
due to fees associated with the Company's  regulatory  filings.  Amortization of
core  deposit  intangible  increased  by  $287,000  as a result  of the  Warwick
deposits  acquired.  Data and check  processing  increased  $393,000,  or 51.4%,
primarily due to the higher volume of services related to the accounts  acquired
in the  Warwick  merger,  and only half of the 2004  quarter  included  accounts
acquired in the ENB acquisition. Other expenses increased by $556,000, or 41.4%,
primarily due to increases in  correspondent  bank expense,  postage,  telephone
expense and insurance  premium  expense,  all directly  related to the increased
size of Provident  Bank  following  the  mergers.  Further,  merger  integration
expenses decreased $376,000, pretax, or 52.4%.

The  efficiency   ratio  (which  excludes   securities   gains,   merger  costs,
amortization of intangible assets and the $5.0 million charitable  contribution)
has improved to 62.3% for the current  quarter from 66.5% for the quarter ending
March 31, 2004, reflecting the strides we have made in combining the Warwick and
Ellenville  Banks into Provident and the operating  leverage  derived from those
efforts.


 Income Information - Six Months

Net  interest  income after  provision  for loan losses for the six months ended
March 31, 2005 was $42.8  million,  compared to $27.1 million for the six months
ended March 31,  2004,  an increase of $15.7  million or 57.8%.  The increase in
interest income was largely due to a $902.7 million  increase in average earning
assets to $2.2 billion  during the period  ended March 31, 2005,  as compared to
$1.3  billion  for the same period in the prior  fiscal  year.  The  increase is
primarily due to the Warwick  acquisition  and continued  internal  growth.  The
increase in average earning assets was partially  offset by a decline in average
yield of two basis  points from 5.21% to 5.19%,  on a fully  taxable  equivalent
basis. Despite yield increases in the loan and securities portfolios of 13 basis
points  and  1  basis   point,   respectively,   the  overall   yield  on  total
interest-earning assets declined because the lower yielding securities portfolio
grew more rapidly than the loan portfolio on a relative basis.  Interest expense
increased  by $7.3  million  for the six months  ended  March 31, 2005 from $5.9
million  for the same  period  in  fiscal  2004 to  $13.2  million,  as  average
interest-bearing liabilities increased by $786.1 million and the average cost of
interest-bearing  liabilities increased 28 basis points. The net interest margin
declined by 31 basis points to 3.99%,  while the net interest spread declined by
30 basis points to 3.68%, due to the assets acquired in the Warwick  acquisition
being recorded at current  market  interest rates and the increase in short-term
interest  rates.  The Federal Reserve has increased short term rates seven times
since May 2004,  increasing  the  target  federal  funds  rate from 1% to 2.75%.
However,  longer term interest rates (10-year treasury) have only increased from
an average of 4.13% for the six months ended March 31, 2004 to 4.23% for the six
months ended March 31, 2005.  As the yield has  increased  on  short-term  rates
faster  than  longer term rates,  the bank's  average  cost of  interest-bearing
liabilities  has  increased  faster than the average  increase in asset  yields.
Should  the yield  curve  continue  to  "flatten,"  a  continued  decline in net
interest margin may occur,  offsetting a portion of gains in net interest income
arising from increasing volume of assets generated.



Non-interest  income was $7.9  million  for the six months  ended March 31, 2005
compared to $5.6 million for the six months  ended March 31, 2004.  Deposit fees
and service charges  increased by $2.0 million,  or 66.7%, of which $1.8 million
was generated  from the acquired  Warwick and ENB branches,  while  $200,000 was
primarily due to volume-driven increases in overdraft, non-sufficient funds, and
ATM and debit card fees.  Income  derived from the  Company's  BOLI  investments
increased  by  $319,000,  or  109.2%  due  to  the  additional  BOLI  investment
previously discussed.  Income derived from the new Hardenburgh Abstract Company,
Inc. was $658,000. Gains on the sale of securities were $317,000 for the current
six-month  period,  compared  to $1.4  million  for the same period in the prior
fiscal year.  During the six-month period ended March 31, 2005, the Company also
recorded gains on sales of loans totaling $80,000,  compared to $170,000 for the
same period last year.

Non-interest  expenses for the six months ended March 31, 2005 increased by $6.6
million, or 23.2%,. Excluding the 2004 charge of $5.0 million,  pre-tax, for the
Charitable Foundation,  non-interest expenses for the six months ended March 31,
2005 increased by $11.6 million,  or 49.8%, to $34.8 million,  compared to $23.2
million  for the six months  ended March 31,  2004.  The  acquisition  of ENB in
January 2004 and Warwick in October 2004 played a major role in the increases in
most categories.  Compensation and employee benefits  increased by $5.3 million,
or 51.0%,  to $15.8 million for the six-month  period ended March 31, 2005.  The
increase  was  primarily  attributable  to the Warwick and ENB  acquisitions.  A
decrease in the cost of stock-based compensation benefits of $238,000, or 15.6%,
occurred  during the  current  six-month  period  primarily  due to  stock-based
deferred  compensation  programs  directly  tied to the  Company's  stock price.
Occupancy and office operations increased by $1.6 million, or 54.1%, for the six
months  ended  March  31,  2005,  almost  all of which was  attributable  to the
acquired  ENB  and  Warwick  properties.  Advertising  and  promotion  increased
$777,000, or 75.1%,  primarily as a result of the new brand identity the Company
has unveiled and the  additional  promotions  in the Orange County market due to
the acquisitions of Warwick and ENB. Professional fees increased by $275,000, or
27.4%,  primarily due to fees associated with the Company's  compliance with the
provisions of Sarbanes-Oxley Section 404 and fees previously noted. Amortization
of core deposit intangible  increased by $1.3 million as a result of the Warwick
and ENB deposits acquired.  Stationery and office supplies increased by $71,000,
or 16.2%,  due to the doubling of our branches  compared to the prior year. Data
and check processing increased $897,000,  or 59.4%,  primarily due to the higher
level of  services  related  to the  accounts  acquired  in the  mergers.  Other
expenses  increased by $1.2  million,  or 51.0%,  primarily  due to increases in
correspondent  bank expense,  postage,  telephone  expense and insurance premium
expense,  all directly related to the increased size of Provident Bank following
the mergers. ATM and debit card expense increased $266,000, or 73.1%,  primarily
as a result of the accounts acquired in the mergers.

Note:

In  addition  to  historical  information,  this  earnings  release  may contain
forward-looking  statements.  For this purpose,  any statements contained herein
that are not statements of historical  fact may be deemed to be  forward-looking
statements.  There are a number of important factors which have been outlined in
previously  filed  documents with the Securities  and Exchange  Commission,  and
other factors that could cause the Company's actual results to differ materially
from those contemplated by such forward-looking  statements,  including, but not
limited to increases in anticipated  merger  integration  expenses.  The Company
undertakes  no  obligation  to publicly  release the results of any revisions to
those  forward-looking  statements  which  may be  made  to  reflect  events  or
circumstances  after the date of this  release or to reflect the  occurrence  of
unanticipated events.





Provident Bancorp, Inc.
CONSOLIDATED CONDENSED STATEMENTS OF FINANCIAL CONDITION (unaudited, in
thousands, except share and per share data)


                                                                March 31, 2005     September 30, 2004     March 31, 2004
                                                                --------------     ------------------     --------------
                                                                                                  
Assets:
Cash and due from banks                                          $     50,039         $    107,571         $     50,523
Total securities                                                      898,610              603,375              593,908
Loans held for sale                                                       653                  855                  946
Loans:
       One-to four-family residential mortgage loans                  437,386              380,749              389,154
       Commercial real estate, commercial business
             and construction                                         697,110              486,904              453,984
loans
        Consumer loans                                                167,721              129,981              118,579
                                                                 ------------         ------------         ------------
                  Gross loans                                       1,302,217              997,634              961,717
        Allowance for loan losses                                     (22,249)             (17,353)             (17,093)
                                                                 ------------         ------------         ------------
                  Total loans, net                                  1,279,968              980,281              944,624
                                                                 ------------         ------------         ------------
Federal Home Loan Bank stock, at cost                                  20,569               10,247                6,724
Premises and equipment, net                                            29,081               16,846               16,365
Goodwill                                                              158,132               65,260               65,670
Core Deposit Intangible                                                13,902                5,624                6,900
Bank owned life insurance                                              27,176               13,245               12,985
Other assets                                                           39,983               22,847               15,295
                                                                 ------------         ------------         ------------

                   Total assets                                  $  2,518,113         $  1,826,151         $  1,713,940
                                                                 ============         ============         ============
Liabilities:
     Deposits:
          Demand deposits                                        $    362,098         $    289,360         $    259,595
          NOW deposits                                                135,780               83,439               80,710
                                                                 ------------         ------------         ------------
                    Total transaction accounts                        497,878              372,799              340,305
          Savings and money market deposits                           771,458              533,410              513,511
          Certificates of deposit                                     414,943              333,323              354,558
                                                                 ------------         ------------         ------------
                    Total deposits                                  1,684,279            1,239,532            1,208,374
                                                                 ------------         ------------         ------------
     Borrowings                                                       395,452              214,909              134,726
     Mortgage escrow funds and other                                   29,612               22,198               22,754
                                                                 ------------         ------------         ------------
                    Total liabilities                               2,109,343            1,476,639            1,365,854
Stockholders' equity                                                  408,770              349,512              348,086
                                                                 ------------         ------------         ------------
                    Total liabilities and stockholders' equity   $  2,518,113         $  1,826,151         $  1,713,940
                                                                 ============         ============         ============

Common shares outstanding at period end                            45,505,378           39,618,373           39,619,261
Book value per share                                             $       8.98         $       8.82         $       8.79






     Provident Bancorp, Inc.
CONSOLIDATED STATEMENTS OF INCOME
(unaudited, in thousands, except share and per share data)


                                                           Three Months Ended               Six Months Ended
                                                                 March 31,                      March 31,
                                                           2005           2004            2005            2004
                                                       ------------   ------------    ------------   ------------
                                                                                         
Interest and dividend income:
     Loans                                             $     19,506   $     13,821    $     38,919   $     24,351
     Securities                                               8,641          5,222          17,027          8,987
     Other earning assets                                       137             42             350             65
                                                       ------------   ------------    ------------   ------------
Total interest and dividend income                           28,284         19,085          56,296         33,403
                                                       ------------   ------------    ------------   ------------

Interest expense:
     Deposits                                                 3,494          1,996           6,913          3,553
     Borrowings                                               3,369          1,151           6,261          2,361
                                                       ------------   ------------    ------------   ------------
Total interest expense                                        6,863          3,147          13,174          5,914
                                                       ------------   ------------    ------------   ------------

Net interest income                                          21,421         15,938          43,122         27,489
Provision for loan losses                                       150            200             300            350
                                                       ------------   ------------    ------------   ------------
Net interest income after provision for loan losses          21,271         15,738          42,822         27,139
                                                       ------------   ------------    ------------   ------------

Non-interest income:
     Deposit fees and service charges                         2,405          1,679           4,940          2,964
     Loan fees and late charges                                 248            227             631            404
     Gains on sales of securities available for sale            263            518             317          1,448
     Gains on sales of loans                                     21             84              80            170
     Title insurance fees                                       300             --             658             --
     Bank Owned Life Insurance                                  295            135             611            292
     Other                                                      309            141             629            309
                                                       ------------   ------------    ------------   ------------
Total non-interest income                                     3,841          2,784           7,866          5,587
                                                       ------------   ------------    ------------   ------------

Non-interest expense:
     Compensation and employee benefits                       7,955          6,017          15,787         10,453
     Stock-based compensation plans                             446            852           1,286          1,524
     Occupancy and office operations                          2,459          1,663           4,607          2,990
     Advertising and promotion                                  650            567           1,812          1,035
     Professional fees                                          610            521           1,279          1,004
     Data and check processing                                1,158            765           2,406          1,509
     Stationery and office supplies                             255            290             510            439
     Merger integration costs                                   341            717             721            717
     Amortization of intangible assets                          990            703           2,117            787
    ATM/debit card expense                                      304            211             630            364
     Other                                                    1,900          1,344           3,620          2,398
                                                       ------------   ------------    ------------   ------------
Sub-total                                                    17,068         13,650          34,775         23,220
     Establishment of Charitable Foundation                      --          5,000              --          5,000
                                                       ------------   ------------    ------------   ------------
Total non-interest expense                                   17,068         18,650          34,775         28,220
                                                       ------------   ------------    ------------   ------------

Income (loss) before income tax expense                       8,044           (128)         15,913          4,506
Income tax (benefit) expense                                  2,864           (200)          5,718          1,389
                                                       ------------   ------------    ------------   ------------
Net income                                             $      5,180   $         72    $     10,195   $      3,117
                                                       ============   ============    ============   ============

Per common share:
     Basic earnings                                    $       0.12   $       0.00    $       0.23   $       0.09
     Diluted earnings                                          0.12           0.00            0.23           0.09
     Dividends declared                                        0.04          0.035            0.08           0.07

Weighted average common shares:
     Basic                                               43,871,714     37,269,062      44,099,771     35,777,054
     Diluted                                             44,442,178     37,912,560      44,688,487     36,391,057






Provident Bancorp, Inc.
CONSOLIDATED STATEMENTS OF INCOME
(unaudited, in thousands)



                                                           March 31,     September 30,      March 31,
                                                             2005            2004             2004
                                                           ---------       ---------       ---------

                                                                                  
Asset Quality Data:
    Non-performing loans  (NPLs)                           $   2,767       $   2,737       $   4,138
    Non-performing assets (NPAs)                               2,860           2,737           4,250
    NPLs as % of total loans                                    0.21%           0.27%           0.43%
    NPAs as % of total assets                                   0.11%           0.15%           0.25%
    Allowance for loan losses as % of NPLs                       804%            634%            413%
    Allowance for loan losses as % of total loans               1.71%           1.74%           1.78%

Capital Ratios:
    Equity to total assets (consolidated)                      16.23%          19.15%          20.31%
    Tier 1 capital consolidated                                10.42%          15.91%          15.96%






                                                                     Three Months Ended                 Six Months Ended
                                                                          March 31,                         March 31,
                                                                   2005              2004             2005            2004
                                                                 ----------        ---------       ---------       ----------


                                                                                                             
Performance Ratios (annualized):
   Return on:
        Average assets                                                 0.83%            0.02%           0.81%            0.44%
        Average common equity                                          5.00%            0.09%           4.84%            2.92%

   Net interest rate spread (tax-equivalent basis)                     3.64%            4.09%           3.68%            3.98%
   Net interest margin (tax-equivalent basis)                          3.96%            4.38%           3.99%            4.30%

Average Balance Data:
   Average assets                                                $2,532,840        1,670,002       2,521,644       $1,424,599
   Average earning assets                                         2,217,679        1,480,254       2,195,264        1,292,517
   Average stockholders' equity                                     420,419          310,858         422,212          213,717