SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report: April 25, 2005

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

Michigan
(State or other jurisdiction
of incorporation)
0-7818
(Commission File Number)
38-2032782
(IRS Employer
Identification no.)

230 West Main Street
Ionia, Michigan

(Address of principal executive office)
48846
(Zip Code)

Registrant’s telephone number,
including area code:
(616) 527-9450

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[ ]        Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ]        Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ]        Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ]        Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 2.02.    Results of Operations and Financial Condition

On April 25, 2005, Independent Bank Corporation issued a press release announcing its financial results for the quarter ended March 31, 2005. A copy of the press release is attached as Exhibit 99.1. Attached Exhibit 99.2 contains supplemental data to that press release.

The information in this Form 8-K and the attached Exhibits shall not be deemed filed for purposes of Section 18 of the Securities Act of 1934, as amended, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01.    Financial Statements and Exhibits

Exhibits.

99.1    Press release dated April 25, 2005.

99.2     Supplemental data to the Registrant's press release dated April 25, 2005.


SIGNATURE

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





Date April 25, 2005
                                 
                                 

Date April 25, 2005
 INDEPENDENT BANK CORPORATION
 (Registrant)

 By s/Robert N. Shuster
    Robert N. Shuster,
    Principal Financial Officer

 By s/James J. Twarozynski
    James J. Twarozynski,
    Principal Accounting Officer





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NEWS FROM Exhibit 99.1


CONTACT: Robert N. Shuster
#616/527-5820 ext. 1257

FOR IMMEDIATE USE

INDEPENDENT BANK CORPORATION
REPORTS 24% INCREASE IN EARNINGS PER SHARE

IONIA, Michigan, April 25, 2005 . . . Independent Bank Corporation (Nasdaq: IBCP) (the "Company"), a Michigan-based bank holding company reported record first quarter 2005 net income of $11.3 million or $0.52 per diluted share. A year earlier, net income totaled $8.4 million or $0.42 per diluted share. Annualized return on average equity and annualized return on average assets were 19.38% and 1.47%, respectively in the first quarter of 2005 compared to 20.34% and 1.44%, respectively in 2004. 2005 results include the operations of Midwest Guaranty Bancorp, Inc. (which was acquired on May 31, 2004) and North Bancorp, Inc. (which was acquired on July 1, 2004).

The increase in earnings is primarily a result of increases in net interest income, service charges on deposits and real estate mortgage loan servicing fees (due primarily to a decline in the impairment reserve on capitalized mortgage loan servicing rights). Partially offsetting these items were increases in the provision for loan losses, non-interest expenses and income tax expense, as well as a decrease in securities gains.

Commenting on first quarter 2005 results, the Company’s President and CEO, Michael M. Magee stated, “We are pleased with our first quarter 2005 results as earnings per share were up 24% over the first quarter of 2004. Michigan is currently facing serious economic challenges, however we remain optimistic that 2005 will be an excellent year for Independent Bank Corporation, and based upon our current business plan we still expect a range of $2.10 to $2.20 for full year diluted earnings per share.”

The Company’s tax equivalent net interest income totaled $35.0 million during the first quarter of 2005, which represents an $8.3 million or 31% increase from the comparable quarter one year earlier. The adjustments to determine tax equivalent net interest income were $1.5 million and $1.3 million for the first quarters of 2005 and 2004, respectively, and were computed using a 35% tax rate. The increase in tax equivalent net interest income primarily reflects a $680.2 million increase in the balance of average interest-earning assets as well as a three basis point increase in the Company’s tax equivalent net interest income as a percent of average interest-earning assets (the “net interest margin”). The increase in average interest-earning assets is due to the Midwest and North acquisitions as well as growth in commercial loans, finance receivables and investment securities. The net interest margin was equal to 4.92% during the first quarter of 2005 compared to 4.89% in the first quarter of 2004. This increase was due to a rise in the tax equivalent yield on average interest-earning assets to 6.92% in the first quarter of 2005 from 6.77% in the first quarter of 2004. This increase primarily reflects the recent rise in short-term interest rates that has resulted in variable rate loans re-pricing at higher rates. The increase in the tax equivalent yield on average interest-earning assets was partially offset by a 12 basis point rise in the Company’s interest expense as a percentage of average interest-earning assets (the “cost of funds”) to 2.00% during the first quarter of 2005 from 1.88% during the first quarter of 2004. The increase in the Company’s cost of funds also primarily reflects the recent rise in short-term interest rates that has resulted in higher rates on certain short-term and variable rate borrowings and somewhat higher rates on deposits.

Service charges on deposits totaled $4.0 million in the first quarter of 2005, a $0.4 million or 11% increase from the comparable period in 2004. The increase in deposit related service fees resulted primarily from the continued growth of checking accounts as well as the Midwest and North acquisitions.

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Gains on the sale of real estate mortgage loans were $1.4 million and $1.1 million in the first quarters of 2005 and 2004, respectively. Real estate mortgage loan sales totaled $87.9 million in the first quarter of 2005 compared to $68.7 million in the first quarter of 2004. Real estate mortgage loans originated totaled $147.0 million in the first quarter of 2005 compared to $159.4 million in the comparable quarter of 2004, and loans held for sale were $41.7 million at March 31, 2005 compared to $38.8 million at December 31, 2004.

Securities losses totaled $32,000 in the first quarter of 2005 compared to securities gains of $0.5 million in the first quarter of 2004. The securities losses in the first quarter of 2005 are comprised of impairment charges of $0.3 million that were partially offset by approximately $0.25 million in net securities gains primarily from the sale of certain corporate and municipal securities. In the first quarter of 2005 the Company recorded an additional other than temporary impairment charge of $0.1 million on various Fannie Mae and Freddie Mac preferred securities that it owns. In addition, the Company recorded a $0.2 million other than temporary impairment charge on a mobile home asset-backed security. The net securities gains in 2004 were due primarily to the sale of certain corporate securities.

Real estate mortgage loan servicing generated income of $1.1 million in the first quarter of 2005 compared to an expense of $0.7 million in the first quarter of 2004. This increase is primarily due to changes in the impairment reserve on capitalized mortgage loan servicing rights. Activity related to capitalized mortgage loan servicing rights is as follows:

Quarter Ended (in thousands)

3/31/05 3/31/04

Balance at beginning of period   $ 11,360   $ 8,873  
  Originated servicing rights capitalized  755   690  
  Amortization  (479 ) (436 )
  (Increase)/decrease in impairment reserve  619   (1,045 )

Balance at end of period  $ 12,255   $ 8,082  

Impairment reserve at end of period  $      147   $ 1,767  


The increase in originated servicing rights capitalized is due to the higher level of real estate mortgage loan sales in 2005 compared to 2004. The impairment reserve on capitalized mortgage loan servicing rights totaled $0.1 million at March 31, 2005, compared to $0.8 million at December 31, 2004. The changes in the impairment reserve reflect the valuation of capitalized mortgage loan servicing rights at each period end. At March 31, 2005, the Company was servicing approximately $1.4 billion in real estate mortgage loans for others on which servicing rights have been capitalized. This servicing portfolio had a weighted average coupon rate of approximately 5.86% and a weighted average service fee of 25.9 basis points.

Non-interest expense totaled $26.0 million in the first quarter of 2005, an increase of $5.4 million compared to the first quarter of 2004. The increase in non-interest expense is primarily due to operating costs related to the addition of staff and branch offices from the Midwest and North acquisitions, increases in compensation and employee benefits, and an increase in professional fees. The increase in compensation and employee benefits expense is primarily attributable to merit pay increases that were effective January 1, 2005, staffing level increases associated with the expansion and growth of the organization and an increase in performance based compensation due in part to a higher expected funding level for the Company’s Employee Stock Ownership Plan in 2005 compared to 2004.

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A breakdown of non-performing loans by loan type is as follows:

Loan Type 3/31/2005 12/31/2004 3/31/2004

(Dollars in Millions)
Commercial   $       6 .0 $       5 .4 $       4 .9
Commercial guaranteed 
  under federal program  1 .2 1 .1 0 .9
Consumer  1 .9 1 .9 0 .8
Mortgage  5 .8 4 .6 2 .9
Finance receivables  3 .1 2 .1 1 .2

  Total  $     18 .0 $     15 .1 $     10 .7

Ratio of non-performing 
loans to total portfolio 
loans  0 .78% 0 .68% 0 .63%


Other real estate and repossessed assets totaled $2.6 million at March 31, 2005, compared to $2.1 million and $3.7 million at December 31, 2004, and March 31, 2004, respectively. The provision for loan losses was $1.6 million and $0.8 million in the first quarters of 2005 and 2004, respectively. The level of the provision for loan losses in each period reflects the Company’s assessment of the allowance for loan losses, taking into consideration factors such as loan mix, levels of non-performing and classified loans and net loan charge-offs. Net loan charge-offs were $1.7 million (0.30% annualized of average loans) in the first quarter of 2005 compared to $0.8 million (0.19% annualized of average loans) in the first quarter of 2004. The increase in net loan charge-offs in 2005 compared to 2004 primarily reflects a charge-off (based on an updated collateral analysis) related to a mortgage and commercial loan relationship with a particular borrower who recently declared bankruptcy. Despite the increases in net loan charge-offs and non-performing loans in the first quarter of 2005, the allowance for loan losses declined slightly due primarily to a decline in other adversely rated loans. At March 31, 2005, the allowance for loan losses totaled $24.6 million, or 1.06% of portfolio loans compared to $24.7 million, or 1.11% of portfolio loans at December 31, 2004.

Total assets were $3.19 billion at March 31, 2005, compared to $3.09 billion at December 31, 2004. Loans, excluding loans held for sale, increased to $2.32 billion at March 31, 2005, from $2.23 billion at December 31, 2004. The increase in loans reflects growth in commercial loans, real estate mortgage loans and finance receivables. Deposits totaled $2.35 billion at March 31, 2005, an increase of $171.1 million from December 31, 2004. This increase is primarily attributable to increases in savings and interest-bearing checking account deposits and brokered certificates of deposit. Stockholders’ equity totaled $239.1 million at March 31, 2005, or 7.50% of total assets, and represents a net book value per share of $11.24.

About Independent Bank Corporation

Independent Bank Corporation (Nasdaq: IBCP) is a Michigan-based bank holding company with total assets of over $3 billion. Founded as First National Bank of Ionia in 1864, Independent Bank Corporation now operates over 100 offices across Michigan’s Lower Peninsula through four state-chartered bank subsidiaries. These subsidiaries, Independent Bank, Independent Bank East Michigan, Independent Bank South Michigan and Independent Bank West Michigan, provide a full range of financial services, including commercial banking, mortgage lending, investments and title services. Financing for insurance premiums and extended automobile warranties is also available through Mepco Insurance Premium Financing, Inc., a wholly owned subsidiary of Independent Bank. Independent Bank Corporation is committed to providing exceptional personal service and value to its customers, stockholders and the communities it serves. For more information, please visit our website at: www.ibcp.com

Any statements in this news release that are not historical facts are forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Words such as “expect,” “believe,” “intend,” “estimate,” “project,” “may” and similar expressions are intended to identify forward-looking statements. These forward-looking statements are predicated on management’s beliefs and assumptions based on information known to Independent Bank Corporation’s management as of the date of this news release and do not purport to speak as of any other date. Forward-looking statements may include descriptions of plans and objectives of Independent Bank Corporation’s management for future or past operations, products or services, and forecasts of the Company’s revenue, earnings or other measures of economic performance, including statements of profitability, business segments and subsidiaries, and estimates of

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credit quality trends. Such statements reflect the view of Independent Bank Corporation’s management as of this date with respect to future events and are not guarantees of future performance, involve assumptions and are subject to substantial risks and uncertainties, such as the changes in Independent Bank Corporation’s plans, objectives, expectations and intentions. Should one or more of these risks materialize or should underlying beliefs or assumptions prove incorrect, the Company’s actual results could differ materially from those discussed. Factors that could cause or contribute to such differences are changes in interest rates, changes in the accounting treatment of any particular item, the results of regulatory examinations, changes in industries where the Company has a concentration of loans, changes in the level of fee income, changes in general economic conditions and related credit and market conditions, and the impact of regulatory responses to any of the foregoing. Forward-looking statements speak only as of the date they are made. Independent Bank Corporation does not undertake to update forward-looking statements to reflect facts, circumstances, assumptions or events that occur after the date the forward-looking statements are made. For any forward-looking statements made in this news release or in any documents, Independent Bank Corporation claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.

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INDEPENDENT BANK CORPORATION AND SUBSIDIARIES
Consolidated Statements of Financial Condition

March 31,
2005
December 31,
2004


(unaudited)

(in thousands)
Assets
Cash and due from banks
  $      63,344   $      72,815  
Securities available for sale  549,162   550,908  
Federal Home Loan Bank stock, at cost  17,322   17,322  
Loans held for sale  41,657   38,756  
Loans 
  Commercial  962,464   931,251  
  Real estate mortgage  788,448   773,609  
  Installment  265,735   266,042  
  Finance receivables  307,676   254,388  


                                                                       Total Loans  2,324,323   2,225,290  
  Allowance for loan losses  (24,628 ) (24,737 )


                                                                         Net Loans  2,299,695   2,200,553  
Property and equipment, net  57,659   56,569  
Bank owned life insurance  38,307   38,337  
Goodwill  53,656   53,354  
Other intangibles  12,809   13,503  
Accrued income and other assets  53,736   51,910  


                                                                      Total Assets   $ 3,187,347   $ 3,094,027  


Liabilities and Shareholders' Equity 
Deposits 
  Non-interest bearing  $    274,099   $    287,672  
  Savings and NOW  899,609   849,110  
  Time  1,174,349   1,040,165  


                                                                    Total Deposits  2,348,057   2,176,947  
Federal funds purchased  129,030   117,552  
Other borrowings  314,641   405,386  
Subordinated debentures  64,197   64,197  
Financed premiums payable  41,121   48,160  
Accrued expenses and other liabilities  51,177   51,493  


                                                                 Total Liabilities  2,948,223   2,863,735  


Shareholders' Equity 
  Preferred stock, no par value--200,000 shares authorized;
    none outstanding
 
  Common stock, $1.00 par value--30,000,000 shares 
    authorized; issued and outstanding: 21,271,052 shares at  
    March 31, 2005 and 21,194,651 shares at December 31, 2004  21,271   21,195  
  Capital surplus  159,932   158,797  
  Retained earnings  49,050   41,795  
  Accumulated other comprehensive income  8,871   8,505  


                                                        Total Shareholders' Equity  239,124   230,292  


              Total Liabilities and Shareholders' Equity   $ 3,187,347   $ 3,094,027  


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INDEPENDENT BANK CORPORATION AND SUBSIDIARIES
Consolidated Statements of Operations

Three Months Ended
March 31,
2005 2004


(unaudited)

Interest Income (in thousands)

  Interest and fees on loans   $ 41,185   $ 30,126  
  Securities available for sale 
    Taxable  3,692   3,094  
    Tax-exempt  2,568   2,229  
  Other investments  212   166  


                                                          Total Interest Income  47,657   35,615  


Interest Expense 
  Deposits  9,174   6,202  
  Other borrowings  4,962   4,038  


                                                         Total Interest Expense  14,136   10,240  


                                                            Net Interest Income  33,521   25,375  
Provision for loan losses  1,606   801  


         Net Interest Income After Provision for Loan Losses  31,915   24,574  


Non-interest Income 
  Service charges on deposit accounts  4,042   3,641  
  Net gains (losses) on asset sales 
    Real estate mortgage loans  1,388   1,059  
    Securities  (32 ) 493  
  Title insurance fees  497   544  
  Manufactured home loan origination fees  274   289  
  VISA check card interchange income  622   416  
  Real estate mortgage loan servicing  1,064   (684 )
  Other income  1,870   1,679  


                                                      Total Non-interest Income  9,725   7,437  


Non-interest Expense 
  Compensation and employee benefits  13,479   11,099  
  Occupancy, net  2,238   1,823  
  Furniture and fixtures  1,798   1,390  
  Other expenses  8,511   6,346  


                                                     Total Non-interest Expense  26,026   20,658  


                                                       Income Before Income Tax  15,614   11,353  
Income tax expense  4,313   2,910  


                                                                     Net Income  $ 11,301   $   8,443  


8


INDEPENDENT BANK CORPORATION AND SUBSIDIARIES
Selected Financial Data

Three Months Ended
March 31,
2005 2004
Per Share Data (A) (unaudited)
Net Income      
  Basic  $  .53 $  .43
  Diluted  .52 .42
Cash dividends declared  .19 .16
Selected Ratios (annualized) 
As a percent of average interest-earning assets 
  Tax equivalent interest income  6 .92% 6 .77%
  Interest expense  2 .00 1 .88
  Tax equivalent net interest income  4 .92 4 .89
Net income to 
  Average equity  19 .38% 20 .34%
  Average assets  1 .47 1 .44
Average Shares (A) 
  Basic  21,228,908   19,564,843  
  Diluted  21,671,134   20,044,094  

  (A) Average shares of common stock for basic net income per share include shares issued and outstanding during the period. Average shares of common stock for diluted net income per share include shares to be issued upon exercise of stock options and stock units for deferred compensation plan for non-employee directors.


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INDEPENDENT BANK CORPORATION AND SUBSIDIARIES
Supplemental Data

Exhibit 99.2

Non-performing assets March 31,
2005
December 31,
2004


(dollars in thousands)
  Non-accrual loans   $15,165   $11,804  
  Loans 90 days or more past due and 
    still accruing interest  2,556   3,123  
  Restructured loans  305   218  


                           Total non-performing loans  18,026   15,145  
  Other real estate  2,645   2,113  


                          Total non-performing assets  $20,671   $17,258  


As a percent of Portfolio Loans 
     Non-performing loans  0.78 0.68
     Allowance for loan losses  1.06   1.11  
   Non-performing assets to total assets  0.65   0.56  
   Allowance for loan losses as a percent of 
     non-performing loans  137   163  

Allowance for loan losses

Three months ended
March 31,
2005 2004


Loan
Losses
Unfunded
Commitments
Loan
Losses
Unfunded
Commitments




(in thousands)
Balance at beginning of period   $ 24,737   $ 1,846   $ 16,836   $892  
Additions (deduction) 
  Provision charged to operating expense  1,613   (7 ) 773   28  
  Recoveries credited to allowance  419     258  
  Loans charged against the allowance  (2,141 )   (1,061 )




Balance at end of period  $ 24,628   $ 1,839   $ 16,806   $920  




Net loans charged against the allowance to 
       average Portfolio Loans (annualized)  0.30% 0.19%

Alternative Sources of Funds

March 31,
2005
December 31,
2004

Amount Average
Maturity
Rate Amount Average
Maturity
Rate

(dollars in thousands)
Brokered CDs(1)   $   710,896   2.0 years   2 .90% $576,944   1.9 years   2 .56%
Fixed rate FHLB advances(1)  58,414   6.2 years  5 .55 59,902   6.4 years  5 .55
Variable rate FHLB advances(1)  43,000   0.3 years  2 .98 164,000   0.4 years  2 .32
Securities sold under  
   agreements to Repurchase(1)  201,549   0.1 years  2 .73 169,810   0.2 years  2 .27
Federal funds purchased  129,030   1 day  3 .02 117,552   1 day  2 .44


      Total  $1,142,889   1.6 years  3 .02% $1,088,208 1.4 years  2 .63%



                (1) Certain of these items have had their average maturity and rate altered through the use of derivative instruments, including pay-fixed and pay-variable interest rate swaps.

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Capitalization

March 31,
2005
December 31,
2004


(in thousands)
Unsecured debt   $     8,500   $     9,000  


Subordinated debentures  64,197   64,197  
       Amount not qualifying as regulatory capital  (1,847 ) (1,847 )


  Amount qualifying as regulatory capital  62,350   62,350  


Shareholders' Equity 
  Preferred stock, no par value 
  Common stock, par value $1.00 per share  21,271   21,195  
  Capital surplus  159,932   158,797  
  Retained earnings  49,050   41,795  
  Accumulated other comprehensive income  8,871   8,505  


          Total shareholders' equity  239,124   230,292  


          Total capitalization  $ 309,974   $ 301,642  


Non-Interest Income

Three months ended
March 31,
2005 2004


(in thousands)
Service charges on deposit      
  accounts  $ 4,042   $ 3,641  
Net gains (losses) on assets sales 
  Real estate mortgage loans  1,388   1,059  
  Securities  (32 ) 493  
Title insurance fees  497   544  
VISA check card interchange income  622   416  
Bank owned life insurance  389   345  
Manufactured home loan origination fees 
  and commissions  274   289  
Mutual fund and annuity commissions  292   347  
Real estate mortgage loan servicing  1,064   (684 )
Other  1,189   987  


      Total non-interest income  $ 9,725   $ 7,437  


Real Estate Mortgage Loan Activity

Three months ended
March 31,
2005 2004


(in thousands)
Real estate mortgage loans originated   $146,962   $159,419  
Real estate mortgage loans sold  87,918   68,734  
Real estate mortgage loans sold with servicing rights released  10,298   7,681  
Net gains on the sale of real estate mortgage loans  1,388   1,059  
Net gains as a percent of real estate mortgage loans sold
   ("Loans Sale Margin")
  1.58 % 1.54 %
SFAS #133 adjustments included in the Loan Sale Margin  0.06   0.06  

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Capitalized Real Estate Mortgage Loan Servicing Rights

Three months ended
March 31,
2005 2004


(in thousands)
Balance at beginning of period   $ 11,360   $ 8,873  
  Originated servicing rights capitalized  755   690  
  Amortization  (479 ) (436 )
  (Increase)/decrease in impairment reserve  619   (1,045 )


Balance at end of period  $ 12,255   $ 8,082  


Impairment reserve at end of period  $      147   $ 1,767  



Non-Interest Expense

Three months ended
March 31,
2005 2004


(in thousands)
Salaries   $  8,379   $  7,595  
Performance-based compensation and benefits  2,120   1,270  
Other benefits  2,980   2,234  


  Compensation and employee benefits  13,479   11,099  
Occupancy, net  2,238   1,823  
Furniture and fixtures  1,798   1,390  
Data processing  1,143   1,053  
Communications  1,076   806  
Advertising  979   670  
Loan and collection  956   747  
Legal and professional  791   289  
Amortization of intangible assets  694   452  
Supplies  610   444  
Other  2,262   1,885  


      Total non-interest expense  $26,026   $20,658  


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Average Balances and Tax Equivalent Rates

Three Months Ended
March 31,
2005 2004


Average
Balance
Interest Rate Average
Balance
Interest Rate
Assets
Taxable loans (1)
  $2,298,934   $     41,106   7 .22% $1,718,396   $     30,043   7 .02%    
Tax-exempt loans (1,2)  6,569   122   7 .53 6,867   128   7 .50
Taxable securities  304,285   3,692   4 .92 253,165   3,094   4 .92
Tax-exempt securities (2)  244,331   4,026   6 .68 198,908   3,527   7 .13
Other investments  17,384 212 4 .95 13,940 166 4 .79




                    Interest Earning Assets  2,871,503   49,158   6 .92 2,191,276   36,958   6 .77


Cash and due from banks  62,876           45,700  
Other assets, net  189,128           127,016  


                               Total Assets  $3,123,507           $2,363,992  


Liabilities 
Savings and NOW  $   881,454   1,674   0 .77$ 720,065   972   0 .54
Time deposits  1,093,119   7,500   2 .78 792,186   5,230   2 .66
Long-term debt  6,994   80   4 .56
Other borrowings  541,637   4,882   3 .66 438,137   4,038   3 .71




               Interest Bearing Liabilities  2,523,204   14,136   2 .27 1,950,388   10,240   2 .11


Demand deposits  275,130           183,908  
Other liabilities  88,623           62,736  
Shareholders' equity  236,550           166,960  


 Total liabilities and shareholders' equity  $3,123,507           $2,363,992  


         Tax Equivalent Net Interest Income      $     35,022           $     26,718  


         Tax Equivalent Net Interest Income 
             as a Percent of Earning Assets        4 .92%     4 .89%



  (1) All domestic
  (2) Interest on tax-exempt loans and securities is presented on a fully tax equivalent basis assuming a marginal tax rate of 35%