Provident Financial Services, Inc. Announces Fourth Quarter
                        and Full-Year Earnings for 2006


JERSEY  CITY,  NJ,  January  25,  2007  -  Provident  Financial  Services,  Inc.
(NYSE:PFS)  (the  "Company")  reported  basic and diluted  earnings per share of
$0.23 and $0.22, respectively, for the quarter ended December 31, 2006, compared
to basic and diluted  earnings per share of $0.23 for the quarter ended December
31,  2005.   Basic  and  diluted  earnings  per  share  were  $0.88  and  $0.87,
respectively,  for the year  ended  December  31,  2006,  compared  to basic and
diluted earnings per share of $0.89 and $0.88, respectively,  for the year ended
December  31,  2005.  Net income for the three  months  ended  December 31, 2006
totaled $13.4 million,  a decrease of $1.4 million,  or 9.4%,  compared to $14.8
million  reported for the same period in 2005.  Net income was $53.7 million for
the year ended December 31, 2006, a decrease of $4.8 million,  or 8.2%, compared
to $58.5  million for the same period in 2005.  The  earnings and per share data
for the year ended  December  31,  2006 were  impacted  by a one-time  executive
severance  payment  previously  reported by the  Company,  which  resulted in an
after-tax  charge of  $473,000,  or $0.01 per share.  The earnings and per share
data for the three months and year ended December 31, 2006 were further impacted
by a loss on the early  extinguishment  of debt,  which resulted in an after-tax
charge of $403,000,  or $0.01 per share. The earnings and per share data for the
year ended  December  31, 2005 were  impacted by the  acceptance  of a Voluntary
Resignation  Initiative  ("VRI")  by  certain  officers  of the  Company,  which
resulted in an after-tax charge of $815,000, or $0.01 per share.

Paul M.  Pantozzi,  Chairman and Chief  Executive  Officer,  commented,  "In the
fourth quarter,  as throughout 2006, we continued to emphasize balance sheet and
expense management in response to a challenging  interest rate environment.  Our
ability to generate  higher-yielding  commercial  business and  commercial  real
estate  loans has  worked in  conjunction  with our plan to reduce  low-yielding
securities   and   high-cost   borrowings."   Pantozzi   added,   "Although  our
determination  to retain  customer  relationships  by means of some  competitive
deposit pricing put pressure on our net interest margin,  we lessened the impact
of this through ongoing  management of our overhead cost  structure.  Each major
category  of  non-interest  expense was  reduced in 2006  compared  to 2005.  We
believe these steps will position us well for future earnings growth."

Declaration of Quarterly Dividend

The Company's Board of Directors declared a quarterly cash dividend of $0.10 per
common share payable on February 28, 2007, to  stockholders  of record as of the
close of business on February 15, 2007.

Balance Sheet Summary

Total assets were $5.74 billion at December 31, 2006,  compared to $6.05 billion
at December 31, 2005, as  reductions  in  securities  balances were used to fund
repayments of borrowings,  common stock  repurchases,  deposit outflows and loan
growth.

Total  investments  decreased  $321.8 million,  or 20.9%,  during the year ended
December  31,  2006.  The decrease  was  primarily  attributable  to paydowns on
mortgage-backed  securities and maturities of debt securities.  In addition, the
Company sold $37.0  million of  primarily  mortgage-backed  securities  and $8.9
million  of  equity  securities  as  part  of its  ongoing  interest  rate  risk
management process.

The Company's net loans  increased  $44.1 million,  or 1.2%, to $3.75 billion at
December 31,  2006,  from $3.71  billion at December  31,  2005,  driven by loan
originations of $1.18 billion and loan purchases of $57.2 million. Net increases
of $135.4 million in commercial and multi-family  mortgage loans,  $31.1 million
in commercial loans and $36.3 million in consumer loans were partially offset by
decreases of $149.9  million in  residential  mortgage loans and $6.6 million in
construction  loans.  Commercial real estate,  construction and commercial loans
represented 41.3% of the loan portfolio at December 31, 2006,  compared to 37.5%
at December 31, 2005.

At December 31, 2006,  the  Company's  unfunded  loan  pipeline  totaled  $772.6
million,  including  $274.0 million in  construction  loan  commitments,  $195.0
million in commercial loan commitments and $110.6 million in commercial mortgage
commitments.  This compared with an unfunded loan pipeline of $805.9  million at
September 30, 2006.

Borrowed  funds  decreased  $129.1  million,  or 13.3%,  during  the year  ended
December 31, 2006, as a result of  maturities,  calls and paydowns on amortizing
obligations.  In  addition,  subordinated  debentures  that  had an  outstanding
balance of $26.4 million at December 31, 2005 were redeemed in December 2006.

                                       1



Total deposits decreased $95.0 million,  or 2.4%, during the year ended December
31, 2006.  Total  deposits  were $3.83  billion at December 31, 2006,  with core
deposits, consisting of savings and demand deposit accounts,  representing 59.2%
of total deposits.

Common stock  repurchases for the three months and year ended December 31, 2006,
totaled  338,000 shares at an average cost of $18.15 per share,  and 5.5 million
shares at an average  cost of $18.20 per share,  respectively.  At December  31,
2006,  book value per share and  tangible  book value per share were  $16.12 and
$9.32, respectively.

Results of Operations

Net Interest Margin

The net interest margin  decreased 9 basis points to 3.08% for the quarter ended
December 31, 2006,  from 3.17% for the quarter ended September 30, 2006. The net
interest  margin for the quarter  ended  December  31, 2006  decreased  19 basis
points  compared  with the net  interest  margin of 3.27% for the quarter  ended
December 31, 2005.  The weighted  average rate for  interest-earning  assets was
5.66% for the three months ended December 31, 2006,  compared with 5.61% for the
trailing  quarter and 5.20% for the three  months ended  December 31, 2005.  The
weighted average rate for interest-bearing liabilities was 3.03% for the quarter
ended December 31, 2006,  compared with 2.88% for the trailing quarter and 2.29%
for the fourth quarter of 2005.

For the year ended  December 31, 2006, the net interest  margin was 3.23%.  This
was a decrease of 11 basis points compared with the net interest margin of 3.34%
for  the  year  ended  December  31,  2005.   The  weighted   average  rate  for
interest-earning assets was 5.54% for the year ended December 31, 2006, compared
with 5.08% for the year ended December 31, 2005.  The weighted  average rate for
interest-bearing  liabilities  was 2.74% for the year ended  December  31, 2006,
compared with 2.07% for the same period in 2005.

The higher rates on  interest-earning  assets and  interest-bearing  liabilities
reflect the increases in market interest rates  experienced  throughout the past
year. The  compression in the net interest  margin for both the three months and
year ended  December 31, 2006 is reflective  of the  prolonged  flat or inverted
yield  curve.  Since  January 1, 2005,  the Board of  Governors  of the  Federal
Reserve  increased the Federal funds borrowing rate twelve times, for a total of
300 basis points.  This had an unfavorable  impact on the repricing of deposits,
which  are  priced  off of the short end of the yield  curve.  The  Company  has
continued  its  near-term  strategy of  de-leveraging  the balance  sheet in the
current interest rate environment, but has nevertheless experienced net interest
margin  compression  as  competitive  deposit  pricing,  while less  costly than
comparable wholesale borrowings, has increased funding costs faster than earning
asset yields have grown.

Non-Interest Income

Non-interest  income  totaled  $9.0 million for the quarter  ended  December 31,
2006,  an increase  of $1.3  million,  or 17.2%,  compared to the same period in
2005.  Increases in net gains on securities sales of $1.1 million and fee income
of $378,000 were partially offset by a $151,000 decrease in other income for the
quarter ended December 31, 2006,  compared with the same period in 2005.  During
the fourth quarter of 2006, the Company sold $4.5 million in equity  securities,
resulting in a gain of $1.2 million.  The proceeds were used to repay borrowings
as the Company  continued to  de-leverage  the balance sheet and protect the net
interest  margin.  The increase in fee income was primarily  attributable  to an
increase in commercial  loan  prepayment  fees. The decrease in other income was
primarily  attributable  to a decrease in gains on the call of Federal Home Loan
Bank advances.

For the year ended December 31, 2006, non-interest income totaled $32.0 million,
an increase of $2.7 million,  or 9.3%,  compared to 2005. Other income increased
$1.5 million for the year ended December 31, 2006, compared with 2005, primarily
due to gains  recognized  on the call of FHLB  advances.  In addition,  gains on
securities sales increased  $862,000 and fee income  increased  $337,000 for the
year ended  December 31, 2006,  compared  with 2005,  primarily due to increased
deposit fee income.

Non-Interest Expense

For the three months ended  December 31, 2006,  non-interest  expense  decreased
$1.5 million, or 5.1%, to $28.0 million, compared to $29.5 million for the three
months ended December 31, 2005. Net occupancy expense decreased $611,000 for the
quarter  ended  December  31,  2006,  compared  with  the same  period  in 2005,
primarily  as  a  result  of  reductions  in  equipment  maintenance  costs  and
depreciation  expense.  Compensation  and employee  benefits  expense  decreased
$515,000,  primarily  due to decreases in medical  benefit  costs as a result of
changes in plan design,  benefits  and  participant  contributions.  Advertising
expense  decreased  $231,000 for the quarter ended  December 31, 2006,  compared
with the same period in 2005. Amortization of intangibles decreased $203,000 for
the quarter ended December 31, 2006, compared with the same period in 2005, as a
result of scheduled  reductions in core deposit  intangible  amortization  and a
reduction  in  mortgage  servicing  rights  amortization  resulting  from slower
principal  repayments.  Other  operating  expenses  increased  $112,000  for the
quarter  ended  December 31,  2006,  compared  with the same period in 2005,  as

                                       2



reductions in a number of expense categories were more than offset by a $682,000
loss on the early  extinguishment of subordinated  debentures  recognized in the
fourth quarter of 2006. The subordinated  debentures were called at par with the
loss resulting from the  recognition of  unamortized  bond issuance  costs.  The
debentures were scheduled to reprice to above market rates.

For the year ended  December  31,  2006,  non-interest  expense  decreased  $5.9
million,  or 4.8%, to $118.3  million,  compared to $124.2  million for the same
period in 2005.  Compensation  and  employee  benefits  expense  decreased  $1.5
million for the year ended December 31, 2006, compared with 2005, as a result of
reductions in medical benefit costs due to changes in plan design,  benefits and
participant  contributions,  as well as reductions in staff and the $1.4 million
expense  recorded  in the  second  quarter of 2005 in  connection  with the VRI,
partially  offset by  $800,000  in  executive  severance  recorded  in the third
quarter of 2006.  The Company  employed 877  full-time  equivalent  employees at
December 31, 2006, compared to 926 full-time  equivalent employees at January 1,
2005. Net occupancy  expense  decreased $1.4 million for the year ended December
31, 2006,  compared with 2005,  primarily as a result of reductions in equipment
maintenance  costs  and  depreciation   expense.   Amortization  of  intangibles
decreased $1.3 million for the year ended December 31, 2006, compared with 2005,
as a  result  of  scheduled  reductions  in the  amortization  of  core  deposit
intangibles.  Other  non-interest  expense decreased $829,000 for the year ended
December  31, 2006,  compared  with 2005,  despite a $682,000  loss on the early
extinguishment  of  subordinated  debentures,  due to reductions in a variety of
expense categories  including ATM and debit card maintenance  costs,  insurance,
litigation and telephone  expense.  Advertising and promotions expense decreased
$458,000  for the year  ended  December  31,  2006,  compared  with  2005.  Data
processing  expense  decreased  $439,000  for the year ended  December 31, 2006,
compared with 2005,  primarily due to the outsourcing of items processing in the
fourth quarter of 2005.

The Company's annualized  non-interest expense as a percentage of average assets
was 1.93% for the quarters  ended December 31, 2006 and 2005. For the year ended
December 31, 2006,  non-interest  expense as a percentage of average  assets was
2.02%,  compared with 2.00% for 2005. The efficiency ratio (non-interest expense
divided by the sum of net interest  income and  non-interest  income) was 58.98%
for the quarter  ended  December  31,  2006,  compared  with 57.72% for the same
period in 2005. For the year ended  December 31, 2006, the efficiency  ratio was
60.20%,  compared  with 58.94% for 2005.  The Company's  expense and  efficiency
ratios have been adversely  impacted by the reductions in asset size and revenue
resulting  from the  Company's  de-leveraging  of the  balance  sheet  given the
current unfavorable interest rate environment.

Asset Quality

The Company continues to emphasize asset quality.  Total non-performing loans at
December 31, 2006 were $7.5 million,  or 0.20% of total loans,  compared to $6.0
million,  or 0.16% of total loans at December 31, 2005. At December 31, 2006 and
2005,  the  Company's  allowance  for loan losses was 0.86% of total loans.  The
Company recorded provisions for loan losses of $100,000 and $1.3 million for the
three  months and year ended  December  31, 2006,  respectively,  compared  with
provisions of $100,000 and $600,000 for the three months and year ended December
31, 2005,  respectively.  For the three months and year ended December 31, 2006,
the Company had net  recoveries  of $137,000  and net  charge-offs  of $866,000,
respectively, compared with net charge-offs of $741,000 and $2.4 million for the
same periods in 2005. The increase in the loan loss provision for the year ended
December 31, 2006,  compared with 2005, was primarily  attributable to growth in
the loan portfolio and a shift in composition from retail to commercial credits.

Income Tax Expense

For the three months and year ended December 31, 2006, the Company's  income tax
expense was $6.0 million and $23.2  million,  respectively.  This  compares with
$6.8 million and $27.4  million for the same periods in 2005.  The  decreases in
income tax expense are primarily  attributable  to reduced  income before income
taxes.  For the three months and year ended  December 31,  2006,  the  Company's
effective tax rates were 31.0% and 30.2%, respectively,  compared with 31.4% and
31.9% for the three and twelve months ended December 31, 2005, respectively. The
reductions  in the  Company's  effective  tax  rate  are a  result  of a  larger
proportion of the Company's  income being derived from  tax-exempt  interest and
Bank-owned life insurance  appreciation,  as well as state tax benefits recorded
on subsidiary company net operating losses.

Acquisition of First Morris Bank & Trust

On October 15, 2006,  the Company  entered  into an agreement  under which First
Morris  Bank & Trust  ("First  Morris")  will merge with and into the  Company's
subsidiary,  The  Provident  Bank.  Consideration  will be paid to First  Morris
stockholders  in a combination of stock and cash. The  transaction is subject to

                                       3



regulatory approvals and First Morris' stockholder approval. The merger will add
nine  branches to The  Provident  Bank,  with  deposits of $528.5  million as of
September 30, 2006 in Morris County, New Jersey.


About the Company

Provident  Financial  Services,  Inc. is the holding  company for The  Provident
Bank, a  community-oriented  bank offering a full range of retail and commercial
loan and deposit products.  The Bank currently operates 75 full service branches
throughout northern and central New Jersey.

Post Earnings Conference Call

Representatives  of the Company  will hold a  conference  call for  investors at
10:00  a.m.  Eastern  Time on  January  25,  2007  regarding  highlights  of the
Company's fourth quarter and full year 2006 financial  results.  The call may be
accessed by dialing 1-877-407-8035 (Domestic) or 1-201-689-8035 (International).
Internet   access   to  the   call   is  also   available   (listen   only)   at
www.providentnj.com by going to Investor Relations and clicking on Webcast.

Forward Looking Statements

Certain statements contained herein are "forward-looking  statements" within the
meaning of Section  27A of the  Securities  Act of 1933 and  Section  21E of the
Securities  Exchange  Act  of  1934.  Such  forward-looking  statements  may  be
identified  by  reference  to a  future  period  or  periods,  or by the  use of
forward-looking  terminology,   such  as  "may,"  "will,"  "believe,"  "expect,"
"estimate,"  "anticipate,"  "continue,"  or similar terms or variations on those
terms, or the negative of those terms. Forward-looking statements are subject to
numerous risks and uncertainties,  including,  but not limited to, those related
to the  economic  environment,  particularly  in the  market  areas in which the
Company operates, competitive products and pricing, fiscal and monetary policies
of the U.S. Government,  changes in government  regulations  affecting financial
institutions,  including  regulatory fees and capital  requirements,  changes in
prevailing  interest  rates,   acquisitions  and  the  integration  of  acquired
businesses, in particular risks and uncertainties associated with the successful
merger with,  and  integration  of the  operations of First Morris Bank & Trust,
credit risk management, asset-liability management, the financial and securities
markets and the availability of and costs associated with sources of liquidity.

The Company  wishes to caution  readers not to place undue  reliance on any such
forward-looking  statements,  which speak only as of the date made.  The Company
wishes  to advise  readers  that the  factors  listed  above  could  affect  the
Company's financial performance and could cause the Company's actual results for
future periods to differ  materially  from any opinions or statements  expressed
with respect to future periods in any current  statements.  The Company does not
undertake  and  specifically  declines any  obligation  to publicly  release the
result of any revisions,  which may be made to any forward-looking statements to
reflect events or circumstances  after the date of such statements or to reflect
the occurrence of anticipated or unanticipated events.

                                       4







                PROVIDENT FINANCIAL SERVICES, INC. AND SUBSIDIARY
                      Consolidated Statements of Condition
               December 31, 2006 (Unaudited) and December 31, 2005
                             (Dollars in Thousands)


                                                                                          

                            Assets                                      December 31, 2006               December 31, 2005
                                                                 --------------------------------- ----------------------------


Cash and due from banks                                         $                     89,390      $               107,353
Short-term investments                                                                 2,667                        9,915
                                                                 --------------------------------- ----------------------------
                  Total cash and cash equivalents                                     92,057                      117,268
                                                                 --------------------------------- ----------------------------

Investment securities (market value of $388,380
        at December 31, 2006 (unaudited) and $407,972
        at December 31, 2005)                                                        389,656                      410,914
Securities available for sale, at fair value                                         790,894                    1,082,957
Federal Home Loan Bank stock                                                          35,335                       43,794

Loans                                                                              3,783,664                    3,739,122
        Less allowance for loan losses                                                32,434                       31,980
                                                                 --------------------------------- ----------------------------
                  Net loans                                                        3,751,230                    3,707,142
                                                                 --------------------------------- ----------------------------

Foreclosed assets, net                                                                   528                          670
Banking premises and equipment, net                                                   59,811                       60,949
Accrued interest receivable                                                           21,705                       23,155
Intangible assets                                                                    429,718                      435,838
Bank-owned life insurance                                                            116,271                      111,075
Other assets                                                                          55,742                       58,612
                                                                 --------------------------------- ----------------------------
                  Total assets                                  $                  5,742,947      $             6,052,374
                                                                 ================================= ============================

             Liabilities and Stockholders' Equity
Deposits:
        Demand deposits                                         $                  1,005,679      $             1,109,507
        Savings deposits                                                           1,261,282                    1,363,997
        Certificates of deposit of $100,000 or more                                  393,834                      304,229
        Other time deposits                                                        1,165,668                    1,143,725
                                                                 --------------------------------- ----------------------------
                  Total deposits                                                   3,826,463                    3,921,458

Mortgage escrow deposits                                                              17,616                       18,121
Borrowed funds                                                                       840,990                      970,108
Subordinated debentures                                                                    --                       26,444
Other
liabilities                                                                           38,698                       39,948
                                                                 --------------------------------- ----------------------------
                  Total liabilities                                                4,723,767                    4,976,079
                                                                 --------------------------------- ----------------------------

Stockholders' Equity:
Preferred stock, $0.01 par value,
  50,000,000 shares authorized, none issued                                                --                            --
Common stock, $0.01 par value, 200,000,000 shares authorized,
  79,879,017 shares issued and 63,233,548 shares outstanding at
  December 31, 2006, and 79,879,017 shares issued and
   68,661,880 shares outstanding at December 31, 2005                                     799                         799
Additional paid-in capital                                                            968,064                     964,555
Retained earnings                                                                     424,958                     395,589
Accumulated other comprehensive loss                                                   (7,125)                     (8,906)
Treasury stock at cost                                                               (297,036)                   (167,113)
Unallocated common stock held by Employee Stock
  Ownership Plan                                                                      (70,480)                    (73,316)
Common Stock acquired by the Stock Award Plan                                               --                     (35,313)
Common Stock acquired by the Directors' Deferred Fee Plan                             (13,010)                    (13,224)
Deferred compensation - Directors' Deferred Fee Plan                                   13,010                      13,224
                                                                  -------------------------------- ----------------------------
                                       5



                  Total stockholders' equity                                        1,019,180                   1,076,295
                                                                  -------------------------------- ----------------------------
                  Total liabilities and stockholders'
                      equity                                    $                   5,742,947     $             6,052,374
                                                                  ================================ ============================


                                       6







                PROVIDENT FINANCIAL SERVICES, INC. AND SUBSIDIARY
                        Consolidated Statements of Income
       Three Months and Year Ended December 31, 2006 (Unaudited) and 2005
                  (Dollars in Thousands, Except Per Share Data)



                                                                                           
                                                         Three Months Ended                    Year Ended
                                                            December 31,                      December 31,
                                                    ------------------------------  ---------------------------------
                                                        2006            2005            2006              2005
                                                    -------------- ---------------  --------------   ----------------
                                                             (Unaudited)             (Unaudited)
Interest income:
 Real estate secured loans                        $     40,275           38,659        160,192            154,332
 Commercial loans                                        7,522            5,996         27,840             21,923
 Consumer loans                                          9,178            8,133         34,999             30,523
 Investment securities                                   4,115            4,260         16,828             17,185
 Securities available for sale                           9,669           11,797         41,876             50,698
 Other short-term investments                               34               94            161                513
 Federal funds                                             191              469            243              1,288
                                                    -------------- ---------------  --------------   ----------------
                                                                                    --------------   ----------------
                  Total interest income                 70,984           69,408        282,139            276,462
                                                    -------------- ---------------  --------------   ----------------

Interest expense:
 Deposits                                               24,284           17,155         84,191             59,774
 Borrowed funds                                          7,887            8,354         31,884             33,759
 Subordinated debentures                                   281              391          1,536              1,474
                                                    -------------- ---------------  --------------   ----------------
                                                                                    --------------   ----------------
                  Total interest expense                32,452           25,900        117,611             95,007
                                                    -------------- ---------------  --------------   ----------------
                                                                                    --------------   ----------------
                  Net interest income                   38,532           43,508        164,528            181,455

Provision for loan losses                                  100              100          1,320                600
                                                    -------------- ---------------  --------------   ----------------

                  Net interest income after
                   provision for loan losses            38,432           43,408        163,208            180,855
                                                    -------------- ---------------  --------------   ----------------
                                                                                    --------------   ----------------

Non-interest income:
 Fees                                                    6,085            5,707         23,305             22,968
 Bank-owned life insurance                               1,338            1,305          5,196              5,143
 Net gain on securities transactions                     1,217              157          1,170                308
 Other income                                              359              510          2,280                802
                                                    -------------- ---------------  --------------   ----------------
                                                                                    --------------   ----------------
                  Total non-interest income              8,999            7,679         31,951             29,221
                                                    -------------- ---------------  --------------   ----------------

Non-interest expense:
 Compensation and employee benefits                     14,099           14,614         63,295             64,800
 Net occupancy expense                                   4,322            4,933         18,054             19,456
 Data processing expense                                 2,243            2,302          8,325              8,764
 Amortization of intangibles                             1,376            1,579          5,888              7,160
 Advertising and promotion                                 756              987          3,819              4,277
 Other operating expenses                                5,240            5,128         18,892             19,721
                                                    -------------- ---------------  --------------   ----------------
                  Total non-interest expense            28,036           29,543        118,273            124,178
                                                    -------------- ---------------  --------------   ----------------
                                                                                    --------------   ----------------
                  Income before income tax expense      19,395           21,544         76,886             85,898
Income tax expense                                       6,015            6,773         23,201             27,399
                                                    -------------- ---------------  --------------   ----------------
                                                                                    --------------   ----------------
                  Net income                      $     13,380           14,771         53,685            $58,499
                                                    ============== ===============  ==============   ================

Basic earnings per share                          $       0.23            $0.23           0.88            $  0.89
Average basic shares outstanding                    58,831,921       64,282,046     60,968,533         66,083,173

Diluted earnings per share                        $       0.22            $0.23           0.87            $  0.88
Average diluted shares outstanding                  59,565,397       65,022,636     61,703,906         66,836,536


                                       7


                       PROVIDENT FINANCIAL SERVICES, INC.
                        CONSOLIDATED FINANCIAL HIGHLIGHTS
              (Dollars in thousands, except share data) (Unaudited)



                                                                                            

                                                              At or for the Three             At or for the Year
                                                                  Months Ended                       Ended
                                                                  December 31,                   December 31,
                                                      -------------------------------------------------------------
                                                               2006           2005            2006            2005
                                                               ----           ----            ----            ----
INCOME STATEMENT:
Net interest income                                         $38,532        $43,508        $164,528       $181,455
Provision for loan losses                                       100            100           1,320            600
Non-interest income                                           8,999          7,679          31,951         29,221
Non-interest expense                                         28,036         29,543         118,273        124,178
Income before income tax expense                             19,395         21,544          76,886         85,898
Net income                                                   13,380         14,771          53,685         58,499
Basic earnings per share                                      $0.23          $0.23           $0.88          $0.89
Diluted earnings per share                                    $0.22          $0.23           $0.87          $0.88
Interest rate spread                                          2.63%          2.91%           2.80%          3.01%
Net interest margin                                           3.08%          3.27%           3.23%          3.34%

PROFITABILITY:
Annualized return on average assets                           0.92%          0.96%           0.92%          0.94%
Annualized return on average equity                           5.23%          5.45%           5.17%          5.32%
Annualized non-interest expense to average assets             1.93%          1.93%           2.02%          2.00%
Efficiency ratio (1)                                         58.98%         57.72%          60.20%         58.94%


ASSET QUALITY:
Non-accrual loans                                                                            7,275          6,005
90+ and still accruing loans                                                                   274             --
Non-performing loans                                                                         7,549          6,005
Foreclosed assets                                                                              528            670
Non-performing loans to
    total loans                                                                              0.20%          0.16%
Non-performing assets to
    total assets                                                                             0.14%          0.11%
Allowance for loan losses                                                                  $32,434        $31,980
Allowance for loan losses to
    non-performing loans                                                                   429.65%        532.56%
Allowance for loan losses to
    total loans                                                                              0.86%          0.86%

AVERAGE BALANCE SHEET DATA:
Assets                                                   $5,754,978     $6,084,665      $5,843,558     $6,220,912
Loans, net                                                3,731,584      3,661,156       3,714,388      3,658,930
Earning assets                                            4,995,610      5,315,713       5,088,769      5,439,779
Core deposits                                             2,304,899      2,498,879       2,350,118      2,560,690
Borrowings                                                  821,304      1,029,271         875,011      1,105,948
Interest-bearing liabilities                              4,245,809      4,484,223       4,296,095      4,597,539
Stockholders' equity                                      1,014,160      1,075,263       1,038,623      1,099,842
Average yield on interest-
    earning assets                                            5.66%          5.20%           5.54%          5.08%
Average cost of interest-
    bearing liabilities                                       3.03%          2.29%           2.74%          2.07%

                                       8


Notes
- -----
(1) Efficiency Ratio Calculation
                                                            Three Months Ended                Year Ended
                                                                December 31,                 December 31,
                                                                ------------                 ------------
                                                              2006            2005           2006           2005
                                                              ----            ----           ----           ----
Net interest income                                        $38,532         $43,508       $164,528       $181,455
Non-interest income                                          8,999           7,679         31,951         29,221
                                                             -----           -----         ------         ------
Total income                                               $47,531         $51,187       $196,479       $210,676
                                                           =======         =======       ========       ========

Non-interest expense                                       $28,036         $29,543       $118,273       $124,178
                                                           =======         =======       ========       ========

    Expense/Income:                                         58.98%          57.72%         60.20%         58.94%
                                                            ======          ======         ======         ======



                                       9







                                                                                                      

Average Quarterly Balance
NET INTEREST MARGIN ANALYSIS
(Unaudited) (Dollars in thousands)                           December 31, 2006                          September 30, 2006
                                                Average                      Average           Average                    Average
                                                Balance        Interest       Yield            Balance        Interest     Yield
                                              ------------------------------------------    ----------------------------------------
 Interest-Earning Assets:
     Federal Funds Sold and
 Other Short-Term Investments                $    14,643     $     225           6.10    % $       2,412     $     32        5.23  %
     Investment Securities (1)                   396,110         4,115           4.16            405,461        4,197        4.14
     Securities Available for Sale               819,641         9,135           4.46            872,400        9,533        4.37
     Federal Home Loan Bank Stock                 33,632           534           6.30             34,075          512        5.97
     Net Loans (2)
 Total Mortgage Loans                          2,737,212        40,275           5.87          2,730,474       40,188        5.87
 Total Commercial Loans                          403,591         7,522           7.39            399,380        7,382        7.33
 Total Consumer Loans                            590,781         9,178           6.17            586,091        9,023        6.11
                                              -------------                                 ---------------
 Total Interest-Earning Assets                 4,995,610        70,984           5.66          5,030,293       70,867        5.61
                                                              ----------- --------------                      ---------- -----------
 Non-Interest Earning Assets:
     Cash and Due from Banks                      81,024                                          78,993
     Other Assets                                678,344                                         675,191
                                              -------------                                 ---------------
         Total Assets                        $ 5,754,978                                   $   5,784,477
                                              =============                                 ===============
                                              =============                                 ===============

Interest-Bearing Liabilities:
     Demand Deposits                         $   568,906         2,448           1.71    % $     564,279        2,147        1.51  %
     Savings Deposits                          1,292,394         5,182           1.59          1,307,747        4,997        1.52
     Time Deposits                             1,563,205        16,654           4.23          1,549,555       15,525        3.97
                                              -------------   -----------                   ---------------   ----------
Total Deposits                                 3,424,505        24,284           2.81          3,421,581       22,669        2.63
                                                              -----------                                     ----------
     Borrowed Funds:
Total Borrowings                                 821,304         8,168           3.95            837,252        8,279        3.92
                                              -------------   -----------                   ---------------   ----------
Total Interest-Bearing Liabilities             4,245,809        32,452           3.03          4,258,833       30,948        2.88
                                                              ----------- --------------                      ---------- -----------

Non-Interest Bearing Liabilities                 495,009                                         510,328
                                              -------------                                 ---------------
Total Liabilities                              4,740,818                                       4,769,161
Stockholders' Equity                           1,014,160                                       1,015,316
                                              -------------                                 ---------------
Total Liabilities &                          $ 5,754,978                                   $   5,784,477
Stockholders' Equity
                                              =============                                 ===============

Net interest income                                          $  38,532                                       $ 39,919
                                                              ===========                                     ==========
Net interest rate spread                                                         2.63    %                                   2.73  %
                                                                                 ====                                        ====
Net interest-earning assets                  $   749,801                                   $     771,460
                                              =============                                 ===============
Net interest margin (3)                                                          3.08    %                                   3.17  %
                                                                                 ====                                        ====
Ratio of interest-earning assets to
     interest-bearing liabilities                   1.18  x                                         1.18  x


- ------------------------------------------------------------------------------------------------------------------------------------


(1)  Average  outstanding  balance amounts shown are amortized cost.
(2)  Average  outstanding  balances  are net of the  allowance  for loan losses,
     deferred  loan fees and  expenses,  loan premiums and discounts and include
     non-accrual  loans.
(3)  Annualized net interest income divided by average interest-earning assets.

                                       10





The following  table  summarizes the net interest  margin for the previous year,
inclusive.


                                                                                                 

                                                 12/31/06          9/30/06          6/30/2006       3/31/2006     12/31/2005
                                                 4th Qtr.         3rd Qtr.          2nd Qtr.         1st Qtr.      4th Qtr.
                                                 --------         --------          --------         --------      --------
Interest-Earning Assets:
 Securities                                          4.43%            4.34%          4.29%            4.15%          4.02%
 Net Loans                                           6.08%            6.06%          5.99%            5.84%          5.73%
    Total Interest-Earning Assets                    5.66%            5.61%          5.52%            5.35%          5.20%

Interest-Bearing Liabilities
 Total Deposits                                      2.81%            2.63%          2.29%            2.10%          1.97%
 Total Borrowings                                    3.95%            3.92%          3.82%            3.61%          3.37%
    Total Interest-Bearing Liabilities               3.03%            2.88%          2.61%            2.43%          2.29%

 Interest Rate Spread                                2.63%            2.73%          2.91%            2.92%          2.91%
 Net Interest Margin                                 3.08%            3.17%          3.33%            3.31%          3.27%
 Ratio of Interest-Earning Assets to
    total Interest-Bearing Liabilities               1.18x            1.18x          1.19x            1.19x          1.19x


                                       11





                                                                                                      

Average YTD Balance
NET INTEREST MARGIN ANALYSIS
(Unaudited) (Dollars in thousands)                         December 31, 2006                            December 31, 2005
                                                Average                      Average           Average                    Average
                                                Balance        Interest       Yield            Balance        Interest     Yield
                                            ------------------------------------------    ----------------------------------------
Interest-Earning Assets:
     Federal Funds Sold and
Other Short-Term Investments                 $     7,655     $      404          5.27    % $       58,156    $   1,801        3.10 %
     Investment Securities (1)                   405,701         16,828          4.15             428,461       17,185        4.01
     Securities Available for Sale               925,010         39,758          4.30           1,249,419       48,607        3.89
     Federal Home Loan Bank Stock                 36,015          2,118          5.88              44,813        2,091        4.67
     Net Loans (2)
Total Mortgage Loans                           2,746,028        160,192          5.83           2,763,222      154,332        5.59
Total Commercial Loans                           390,781         27,840          7.12             360,166       21,923        6.09
Total Consumer Loans                             577,579         34,999          6.06             535,542       30,523        5.70
                                              -------------   ------------                  ---------------   ----------
Total Interest-Earning Assets                  5,088,769        282,139          5.54           5,439,779      276,462        5.08
                                                              ------------ -----------                        -----------   ------
Non-Interest Earning Assets:
     Cash and Due from Banks                      78,965                                           98,854
     Other Assets                                675,824                                          682,279
                                              -------------                                 ---------------
         Total Assets                        $ 5,843,558                                   $    6,220,912
                                              =============                                 ===============

Interest-Bearing Liabilities:
     Demand Deposits                         $   579,366          8,020          1.38    % $      618,280        6,223        1.01 %
     Savings Deposits                          1,313,997         18,198          1.38           1,474,053       15,657        1.06
     Time Deposits                             1,527,721         57,973          3.79           1,399,258       37,894        2.71
                                              -------------   ------------                  ---------------   ----------
Total Deposits                                 3,421,084         84,191          2.46           3,491,591       59,774        1.71
                                                              ------------                                    ----------
     Borrowed Funds:
Total Borrowings                                 875,011         33,420          3.82           1,105,948       35,233        3.19
                                              -------------   ------------                  ---------------   ----------
Total Interest-Bearing Liabilities             4,296,095        117,611          2.74           4,597,539       95,007        2.07
                                                              ------------  ------------                      ---------- -----------
Non-Interest Bearing Liabilities                 508,840                                          523,531
                                              -------------                                 ---------------
Total Liabilities                              4,804,935                                        5,121,070
Stockholders' Equity                           1,038,623                                        1,099,842
                                              -------------                                 ---------------
Total Liabilities &                          $ 5,843,558                                   $    6,220,912
Stockholders' Equity
                                              =============                                 ===============

Net interest income                                          $  164,528                                      $ 181,455
                                                              ============                                    ==========
Net interest rate spread                                                         2.80    %                                    3.01 %
                                                                                 ====                                         ====

Net interest-earning assets                  $   792,674                                   $      842,240
                                              =============                                 ===============
Net interest margin (3)                                                          3.23    %                                    3.34 %
                                                                                 ====                                         ====
Ratio of interest-earning assets to
  interest-bearing liabilities                      1.18  x                                          1.18 x
- ------------------------------------------------------------------------------------------------------------------------------------


(1)  Average outstanding balance amounts shown are amortized cost.
(2)  Average  outstanding  balances  are net of the  allowance  for loan losses,
     deferred  loan fees and  expenses,  loan premiums and discounts and include
     non-accrual  loans.
(3)  Annualized net interest income divided by average  interest-earning assets.

                                       12




     The following table summarizes the YTD net interest margin for the previous
three years, inclusive.



                                                                 

                                                        Year Ended
                                               ----------------------------------------
                                                  12/31/06      12/31/05   12/31/04
                                                  --------      --------   --------
Interest-Earning Assets:
   Securities                                      4.30%         3.91%       3.58%
   Net Loans                                       6.00%         5.65%       5.60%
     Total Interest-Earning Assets                 5.54%         5.08%       4.81%

Interest-Bearing Liabilities:
   Total Deposits                                  2.46%         1.71%       1.34%
   Total Borrowings                                3.82%         3.19%       2.89%
      Total Interest-Bearing Liabilities           2.74%         2.07%       1.72%

Interest Rate Spread                               2.80%         3.01%       3.09%
Net Interest Margin                                3.23%         3.34%       3.40%
Ratio of Interest-Earning Assets to
      Total Interest-Bearing Liabilities           1.18x         1.18x       1.22x



                                       13