8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

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

Date of Report (Date of earliest event reported): March 3, 2011

VIEWPOINT FINANCIAL GROUP, INC.
(Exact name of registrant as specified in its charter)

Maryland	001-34737	27-2176993
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1309 W. 15th Street, Plano, Texas	75075
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (972) 578-5000

N/A

(Former name or former address if changed since last report.)

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:

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

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

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

o 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 March 3, 2011, the Registrant announced fourth quarter and full year 2010 earnings. The press release is attached to this report as Exhibit 99.1, which is incorporated herein by reference.

ITEM 8.01. Other Events

On Friday, March 4, 2011 at 10:00 a.m. Central Time, the Registrant will host an investor conference call and webcast to review their fourth quarter and full year 2010 financial results. The webcast will include a slide presentation which consists of information regarding the Registrant’s operating and growth strategies and financial performance. The Registrant will also make available and distribute this presentation to analysts, investors, and prospective investors at a conference on Tuesday, March 8, 2011. The presentation materials will be posted on the Registrant’s website on March 3, 2011. Pursuant to Regulation FD, the presentation materials are attached hereto as Exhibit 99.2.

ITEM 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit 99.1	Press release announcing earnings dated March 3, 2011
Exhibit 99.2	Presentation materials

SIGNATURES

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 hereunto duly authorized.

		VIEWPOINT FINANCIAL GROUP, INC.
Date:	March 3, 2011	By:	/s/ Pathie E. McKee
			Pathie E. McKee, Executive Vice President and Chief Financial Officer

EXHIBIT INDEX

Exhibit No.	Description
Exhibit 99.1	Press release announcing earnings dated March 3, 2011
Exhibit 99.2	Presentation materials

EX-99.1

EXHIBIT 99.1

Contact:	Mark Hord	FOR IMMEDIATE RELEASE
	ViewPoint Financial Group, Inc.	March 3, 2011
	972-578-5000, Ext. 7440

ViewPoint Financial Group, Inc. Reports Record Earnings for Fourth Quarter and Full Year 2010

PLANO, Texas, March 3, 2011— ViewPoint Financial Group, Inc. (NASDAQ: VPFG) (the “Company”), the holding company for ViewPoint Bank, announced financial results today for the quarter and year ended December 31, 2010. Detailed results of the year will be available in the Company’s Annual Report on Form 10-K, which will be filed today and posted on our websites, http://www.viewpointbank.com and http://www.viewpointfinancialgroup.com.

Performance Highlights

• Record Earnings: The Company recorded net income of $6.5 million during the fourth quarter of 2010 and $17.8 million for the year ended December 31, 2010, both of which are the highest in the Company’s 58- year history.

• Improved margin: Due to improvements in our cost of funds, the Company’s net interest margin improved to 2.98% for the quarter ended December 31, 2010, an increase of 17 basis points from the quarter ended September 30, 2010, and an increase of 21 basis points from the quarter ended December 31, 2009.

• Continued organic growth: In 2010, deposits increased by $220.9 million, or 12.3%, to $2.02 billion at December 31, 2010, while gross loans (including $492.0 million in mortgage loans held for sale) increased by $136.0 million, or 9.3%, to $1.60 billion at December 31, 2010.

• Strong capitalization: The Company raised gross proceeds of $198.6 million through its “second-step” conversion and stock offering, which concluded in July 2010.

• Asset quality outperforms peers: Non-performing assets to total assets remained low at 0.69% at December 31, 2010, compared to the SNL U.S. Bank and Thrift industry index of 2.48%. Net charge-offs declined by $513,000, or 32.3%, for the quarter ended December 31, 2010, compared to the same time last year, while net charge-offs for the year ended December 31, 2010, declined by $1.8 million, or 41.5%, compared to the year ended December 31, 2009.

“2010 was the best year in the Bank’s history, with record earnings and a second step capital raise of $198.6 million,” said President and Chief Executive Officer Gary Base. “Strong organic growth also occurred in both deposits and loans.”

Results of Operations for the Quarter and Year Ended December 31, 2010

Net income for the quarter ended December 31, 2010, was $6.5 million, an increase of $4.1 million, or 174.5%, from net income of $2.4 million for the quarter ended December 31, 2009. The increase in net income was primarily driven by higher interest income, lower interest expense and a lower provision for loan losses. Our basic and diluted earnings per share for the quarter ended December 31, 2010, was $0.20 compared to $0.08 for the quarter ended December 31, 2009.

Net income for the year ended December 31, 2010, was $17.8 million, an increase of $15.1 million from net income of $2.7 million for the year ended December 31, 2009. The $15.1 million increase was partially due to an $8.1 million (net of tax, using a tax rate of 34%) impairment charge for the year ended December 31, 2009. The remaining $7.0 million increase in net income during 2010 compared to 2009 results, excluding the 2009 impairment charge, was driven by higher net interest and noninterest income, a lower provision for loan losses and lower non-interest expense. Our basic and diluted earnings per share for the year ended December 31, 2010, was $0.59 compared to $0.10 for the year ended December 31, 2009.

Net Interest Margin and Spread

The net interest margin was 2.98% for the quarter ended December 31, 2010, a 17 basis point increase from 2.81% for the quarter ended September 30, 2010, and a 21 basis point increase from 2.77% for the quarter ended December 31, 2009. The net interest spread was 2.67% for the quarter ended December 31, 2010, a 25 basis point increase from 2.42% for the quarter ended September 30, 2010, and a 22 basis point increase from 2.45% for the quarter ended December 31, 2009. During the fourth quarter of 2010, we improved our cost of deposits by adjusting the terms of certain deposit products. Effective November 1, 2010, the maximum balance that could qualify for the 4.0% annual percentage yield (APY) paid on our Absolute Checking product was reduced from $50,000 to $25,000, and the rate paid on certain money market accounts was decreased from APYs ranging from 4.50% to 5.50% to APYs ranging from 1.05% to 1.25%.

Additionally, in November 2010, we modified $91.6 million in fixed-rate FHLB advances, which reduced our cost of borrowings. These advances had a weighted average rate of 4.15% and an average term to maturity of approximately 2.6 years. They were prepaid and restructured with $91.6 million of new, lower-cost FHLB advances with a weighted average rate of 1.79% and an average term to maturity of approximately 5.0 years. The early repayment of the debt resulted in a prepayment penalty of $5.4 million, which will be amortized to interest expense in future periods as an adjustment to the cost of the new FHLB advances. The effective rate of the new advances, after accounting for the prepayment penalty, is 2.98%.

The net interest margin increased eight basis points to 2.80% for the year ended December 31, 2010, from 2.72% for the year ended December 31, 2009. The net interest rate spread increased 12 basis points to 2.49% for the year ended December 31, 2010, from 2.37% for last year. The increase in the net interest margin from the year ended December 31, 2009, to 2010 was primarily attributable to lower deposit and borrowing rates.

Financial Condition as of December 31, 2010

Total assets increased by $562.5 million, or 23.6%, to $2.94 billion at December 31, 2010, from $2.38 billion at December 31, 2009. The increase in total assets was primarily due to a $411.2 million increase in investment securities and a $150.6 million increase in mortgage loans held for sale. Asset growth was funded by a $220.9 million increase in deposits, a $174.9 million increase in shareholders’ equity as a result of our stock offering and a $148.7 million increase in FHLB advances.

Loan Portfolio and Asset Quality

Gross loans (including $492.0 million in mortgage loans held for sale) increased by $136.0 million, or 9.3%, from $1.46 billion at December 31, 2009, to $1.60 billion at December 31, 2010. Mortgage loans held for sale increased by $150.6 million, or 44.1%, from December 31, 2009, and consisted of $460.9 million of Warehouse Purchase Program loans purchased for sale under our standard loan participation agreement and $31.1 million of loans originated for sale by our mortgage banking subsidiary, ViewPoint Bankers Mortgage, Inc. (doing business as ViewPoint Mortgage) (“VPM”). VPM originated $487.7 million in one-to four-family mortgage loans during the year ended December 31, 2010, and sold $402.0 million to investors, generating a net gain on sale of loans of $13.0 million. Also, $74.3 million in VPM-originated loans were retained in our portfolio. One- to four- family mortgage loans held in our portfolio declined by $28.0 million, or 6.6%, from December 31, 2009, since paydowns and maturities exceeded new loans added to the portfolio.

Commercial real estate loans increased by $25.5 million, or 5.6%, in 2010 from December 31, 2009. For the year ended December 31, 2010, commercial real estate loans generated $32.0 million in interest income. Our commercial real estate portfolio consists almost exclusively of loans secured by existing, multi-tenanted commercial buildings. 89% of our commercial real estate loan balances are secured by properties located in Texas, a market that we do not believe has experienced the same level of economic pressure experienced in certain other geographic areas in the United States.

Our commercial non-mortgage portfolio at December 31, 2010, increased by $11.3 million, or 40.4%, compared to December 31, 2009, while consumer loans, including direct and indirect automobile loans, other secured installment loans, and unsecured lines of credit, decreased by $27.5 million, or 29.0%, in 2010 from December 31, 2009.

Our non-performing loans to total loans ratio at December 31, 2010, was 1.59%, compared to 1.04% at December 31, 2009. Non-performing loans increased by $5.9 million, from $11.7 million at December 31, 2009, to $17.6 million at December 31, 2010. The increase in non-performing loans from December 2009 to December 2010 was primarily due to the addition of four commercial real estate loans totaling $8.2 million that were placed on nonaccrual status during the year ended December 31, 2010. These four loans, two of which are troubled debt restructurings, were current at December 31, 2010.

Page 2 of 7

The provision for loan losses was $5.1 million for the year ended December 31, 2010, a decrease of $2.6 million, or 33.1%, from $7.7 million for last year. This decrease was primarily due to an improvement in net charge-offs, which declined by $1.8 million during the year ended December 31, 2010, compared to last year. The average balance of our portfolio loans for the year ended December 31, 2010, (not including loans held for sale, which are not included in the allowance for loan loss calculation) decreased by $68.5 million from the year ended December 31, 2009, which may be a factor contributing to our lower charge-offs.

Our allowance for loan losses at December 31, 2010, was $14.8 million, or 1.34% of gross loans, compared to $12.3 million, or 1.10% of gross loans, at December 31, 2009. The $2.5 million, or 20.6%, increase in our allowance for loan losses was primarily due to a higher level of non-performing loans. Our allowance for loan losses to non-performing loans was 84.22% at December 31, 2010, compared to 105.44% as of December 31, 2009.

Conversion, Reorganization and Related Stock Offering

The Company was organized by ViewPoint MHC, ViewPoint Financial Group and ViewPoint Bank to facilitate the “second-step” conversion of ViewPoint Bank from the mutual holding company structure to the stock holding company structure (the “Conversion”). Upon consummation of the Conversion, which occurred on July 6, 2010, the Company became the holding company for ViewPoint Bank and now owns all of the issued and outstanding shares of ViewPoint Bank’s common stock. As part of the Conversion, shares of the Company’s common stock were issued and sold in an offering to certain depositors of ViewPoint Bank and others. Concurrent with the offering, each share of ViewPoint Financial Group’s common stock owned by public shareholders was exchanged for 1.4 shares of the Company’s common stock, with cash paid in lieu of issuing fractional shares.

The Company sold a total of 19,857,337 shares of common stock at $10.00 per share in the offering. Proceeds from the offering, net of $7.8 million in expenses, totaled $190.8 million. All share and per share information in this news release for periods prior to the Conversion has been revised to reflect the 1.4:1 conversion ratio on publicly traded shares, which resulted in a 4,287,752 increase in outstanding shares.

Conference Call

The Company will host an investor conference call to review these results on Friday, March 4, 2011, at 10 a.m. Central Time. Participants are asked to call (toll-free) 1-877-317-6789 at least five minutes prior to the call. International participants are asked to call 1-412-317-6789 and participants in Canada are asked to call (toll-free) 1-866-605-3852.

The call and corresponding presentation slides will be webcast live on the home page of the Company’s website, www.viewpointfinancialgroup.com. An audio replay will be available one hour after the conclusion of the call at 1-877-344-7529, Conference #447523. This replay will be available until March 21, 2011, at 8 a.m., Central Time. The webcast will be archived on the Company’s website until September 4, 2011.

About ViewPoint Financial Group, Inc.

ViewPoint Financial Group, Inc. is the holding company for ViewPoint Bank. ViewPoint Bank operates 23 community bank offices and 14 loan production offices. For more information, please visit www.viewpointbank.com or www.viewpointfinancialgroup.com.

When used in filings by the Company with the Securities and Exchange Commission (the “SEC”) in the Company’s press releases or other public or shareholder communications, and in oral statements made with the approval of an authorized executive officer, the words or phrases “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimate,” “project,” “intends” or similar expressions are intended to identify “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are subject to certain risks and uncertainties, including, among other things, changes in economic conditions, legislative changes, changes in policies by regulatory agencies, fluctuations in interest rates, the risks of lending and investing activities, including changes in the level and direction of loan delinquencies and write-offs and changes in estimates of the adequacy of the allowance for loan losses, the Company’s ability to access cost-effective funding, fluctuations in real estate values and both residential and commercial real estate market conditions, demand for loans and deposits in the Company’s market area, competition, changes in management’s business strategies and other factors set forth under Risk Factors in the Company’s Form 10-K, that could cause actual results to differ materially from historical earnings and those presently anticipated or projected. The Company wishes to advise readers that the factors listed above could materially 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.

Page 3 of 7

VIEWPOINT FINANCIAL GROUP, INC.

Condensed Consolidated Statements of Condition
(In thousands)

	December 31,		December 31,
	2010		2009
ASSETS
Total cash and cash equivalents	$	68,650	$	55,470
Securities available for sale, at fair value		717,497		484,058
Securities held to maturity		432,519		254,724
Mortgage loans held for sale		491,985		341,431
Loans, includes allowance for loan losses of $14,847 at December 31, 2010 and $12,310 at December 31, 2009		1,092,114		1,108,159
Federal Home Loan Bank stock		20,569		14,147
Bank-owned life insurance		28,501		28,117
Premises and equipment, net		48,731		50,440
Accrued interest receivable and other assets		41,429		42,958
Total assets	$	2,941,995	$	2,379,504
LIABILITIES AND SHAREHOLDERS’ EQUITY
Deposits
Non-interest-bearing demand		201,998		193,581
Interest-bearing demand		438,719		268,063
Savings and money market		711,911		701,835
Time		664,922		633,186
Total deposits		2,017,550		1,796,665
Net Federal Home Loan Bank advances		461,219		312,504
Repurchase agreement and other borrowings		35,000		35,000
Accrued interest payable and other liabilities		31,637		29,653
Total liabilities		2,545,406		2,173,822
Total shareholders’ equity		396,589		205,682
Total liabilities and shareholders’ equity	$	2,941,995	$	2,379,504

Page 4 of 7

VIEWPOINT FINANCIAL GROUP, INC.

Condensed Consolidated Statements of Income

(In thousands except per share data)

	Three Months Ended				Year Ended
	December 31,				December 31,
	2010		2009		2010		2009
	(unaudited)
Interest and dividend income
Loans, including fees	$	23,629	$	21,138	$	88,550	$	83,802
Securities		7,649		5,773		26,365		23,436
Interest-bearing deposits in other financial institutions		58		109		402		652
Federal Home Loan Bank stock		21		6		68		16
		31,357		27,026		115,385		107,906
Interest expense
Deposits		7,181		7,962		31,015		34,366
Federal Home Loan Bank advances		2,651		3,274		11,723		14,056
Other borrowings		357		333		1,415		864
		10,189		11,569		44,153		49,286
Net interest income		21,168		15,457		71,232		58,620
Provision for loan losses		1,329		2,941		5,119		7,652
Net interest income after provision for loan losses		19,839		12,516		66,113		50,968
Net gain on sales of loans		3,524		3,757		13,041		16,591
Other non-interest income		5,162		5,071		20,423		10,608
Non-interest expense		18,927		18,226		73,146		74,537
Income before income tax expense		9,598		3,118		26,431		3,630
Income tax expense		3,108		754		8,632		960
Net income	$	6,490	$	2,364	$	17,799	$	2,670
Basic and diluted earnings per share 1	$	0.20	$	0.08	$	0.59	$	0.10

¹ 2009 per share data has been revised to reflect the 1.4:1 conversion ratio on publicly traded shares related to the Conversion, which resulted in a 4,287,752 increase in outstanding shares.

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VIEWPOINT FINANCIAL GROUP, INC.
Selected Financial Data

	(unaudited)
	Three Months Ended															Year Ended
	Dec			Sept			June			Mar			Dec			Dec			Dec
	2010			2010			2010			2010			2009			2010			2009
Share Data for Earnings per Share Calculation:1
Weighted average common shares outstanding		34,839,491			34,555,356			29,206,205			29,216,909			29,216,909			31,977,020			29,216,909
Less: average unallocated ESOP shares		(2,316,413	)		(2,275,964	)		(810,799	)		(843,605	)		(876,423	)		(1,567,687	)		(925,351	)
Less: average unvested restricted shares		(218,393	)		(234,074	)		(309,643	)		(361,362	)		(364,165	)		(280,348	)		(409,617	)
Average shares		32,304,685			32,045,318			28,085,763			28,011,942			27,976,321			30,128,985			27,881,941
Diluted average shares		32,312,993			32,045,318			28,116,397			28,033,713			27,976,833			30,131,960			27,881,941
Net income (in thousands)	$	6,490		$	5,408		$	3,196		$	2,705		$	2,364		$	17,799		$	2,670
Earnings per share	$	0.20		$	0.17		$	0.11		$	0.10		$	0.08		$	0.59		$	0.10
Location Data:
Number of full-service community bank offices		21			21			21			21			21			21			21
Number of in-store banking centers		2			2			2			2			2			2			2
Total community bank offices		23			23			23			23			23			23			23
Number of loan production offices		14			15			16			15			15			14			15
Performance Ratios: 2
Return on assets		0.87	%		0.76	%		0.50	%		0.45	%		0.40	%		0.66	%		0.12	%
Return on equity		6.37	%		5.22	%		5.89	%		5.26	%		4.64	%		5.69	%		1.34	%
Non-interest income to operating revenues		21.69	%		23.12	%		22.77	%		22.38	%		24.62	%		22.48	%		20.13	%
Operating expenses to average total assets		2.53	%		2.63	%		2.82	%		2.92	%		3.08	%		2.71	%		3.26	%
Efficiency ratio 3		63.40	%		67.82	%		73.14	%		77.32	%		75.05	%		69.87	%		76.01	%
Capital Ratios:
Equity to total assets		13.48	%		13.19	%		7.70	%		8.42	%		8.64	%		13.48	%		8.64	%
Risk-based capital to risk-weighted assets 4		18.42	%		19.79	%		14.55	%		15.28	%		15.27	%		18.42	%		15.27	%
Tier 1 capital to risk-weighted assets 4		17.61	%		18.92	%		13.64	%		14.37	%		14.39	%		17.61	%		14.39	%

1	Per share data for periods prior to the Conversion (July 2010) has been revised to reflect the 1.4:1 conversion ratio on publicly traded shares, which resulted in a 4,287,752 increase in outstanding shares.
2	With the exception of end of period ratios, all ratios are based on average daily balances and are annualized where appropriate.
3	Calculated by dividing total noninterest expense by net interest income plus noninterest income, excluding impairment on securities.
4	Calculated at the ViewPoint Bank level, which is subject to capital adequacy requirements by the Office of Thrift Supervision.

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VIEWPOINT FINANCIAL GROUP, INC.
Selected Financial Data, continued

	(unaudited)
	As of or For the Three Months Ended															Year Ended
	Dec			Sept			June			Mar			Dec			Dec			Dec
	2010			2010			2010			2010			2009			2010			2009
Asset Quality Data and Ratios:
Non-performing loans	$	17,628		$	17,549		$	15,817		$	8,186		$	11,675		$	17,628		$	11,675
Non-performing assets to total assets		0.69	%		0.68	%		0.73	%		0.45	%		0.66	%		0.69	%		0.66	%
Non-performing loans to total loans 1		1.59	%		1.57	%		1.41	%		0.73	%		1.04	%		1.59	%		1.04	%
Allowance for loan losses to non-performing loans		84.22	%		83.14	%		90.50	%		157.94	%		105.44	%		84.22	%		105.44	%
Allowance for loan losses to total loans 1		1.34	%		1.31	%		1.28	%		1.15	%		1.10	%		1.34	%		1.10	%
Average Balances:
Loans 2	$	1,614,910		$	1,571,432		$	1,461,993		$	1,365,166		$	1,416,429		$	1,504,246		$	1,418,331
Securities		1,148,875			981,498			865,680			782,756			758,052			945,807			660,178
Overnight deposits		79,934			87,549			81,941			113,434			57,728			90,614			74,356
Total interest-earning assets		2,843,719			2,640,479			2,409,614			2,261,356			2,232,209			2,540,667			2,152,865
Deposits:
Interest-bearing demand	$	434,147		$	419,770		$	356,062		$	284,202		$	231,829		$	374,083		$	163,996
Savings and money market		724,075			724,333			723,955			700,207			695,101			718,224			670,518
Time		675,830			641,021			662,117			656,973			650,009			658,988			661,231
FHLB advances and other borrowings		509,597			379,422			366,509			342,378			359,390			399,880			374,029
Total interest-bearing liabilities	$	2,343,649		$	2,164,546		$	2,108,643		$	1,983,760		$	1,936,329		$	2,151,175		$	1,869,774
Yields:
Loans		5.85	%		5.84	%		5.92	%		5.96	%		5.97	%		5.89	%		5.91	%
Securities		2.67	%		2.89	%		2.75	%		2.93	%		3.05	%		2.79	%		3.55	%
Overnight deposits		0.29	%		0.31	%		0.63	%		0.52	%		0.76	%		0.44	%		0.88	%
Total interest-earning assets		4.41	%		4.56	%		4.60	%		4.64	%		4.84	%		4.54	%		5.01	%
Deposits:
Interest-bearing demand		2.20	%		2.65	%		2.47	%		2.27	%		2.28	%		2.40	%		2.04	%
Savings and money market		0.90	%		1.33	%		1.36	%		1.48	%		1.56	%		1.27	%		1.79	%
Time		1.87	%		1.95	%		1.95	%		2.08	%		2.42	%		1.96	%		2.87	%
FHLB advances and other borrowings		2.36	%		3.44	%		3.68	%		4.08	%		4.01	%		3.29	%		3.99	%
Total interest-bearing liabilities		1.74	%		2.14	%		2.14	%		2.24	%		2.39	%		2.05	%		2.64	%
Net interest spread		2.67	%		2.42	%		2.46	%		2.39	%		2.45	%		2.49	%		2.37	%
Net interest margin		2.98	%		2.81	%		2.73	%		2.67	%		2.77	%		2.80	%		2.72	%

1	Total loans does not include loans held for sale.
2	Includes loans held for sale

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EX-99.2

1 NASDAQ: VPFG Fourth Quarter 2010 Results Gary Base - President and Chief Executive Officer Patti McKee - Executive Vice President and Chief Financial Officer Mark Hord - Executive Vice President and General Counsel EXHIBIT 99.2

2 Safe Harbor Statement When used in filings by ViewPoint Financial Group, Inc. (the "Company") with the Securities and Exchange Commission (the "SEC"), in the Company's press releases or other public or shareholder communications, and in oral statements made with the approval of an authorized executive officer, the words or phrases "will likely result," "are expected to," "will continue," "is anticipated," "estimate," "project," "intends" or similar expressions are intended to identify "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are subject to certain risks and uncertainties, including, among other things, changes in economic conditions, legislative changes, changes in policies by regulatory agencies, fluctuations in interest rates, the risks of lending and investing activities, including changes in the level and direction of loan delinquencies and write-offs and changes in estimates of the adequacy of the allowance for loan losses, the Company's ability to access cost-effective funding, fluctuations in real estate values and both residential and commercial real estate market conditions, demand for loans and deposits in the Company's market area, competition, changes in management's business strategies and other factors set forth under Risk Factors in our 2010 Form 10-K that could cause actual results to differ materially from historical earnings and those presently anticipated or projected. The Company wishes to advise readers that the factors listed above could materially 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.

3 Total Assets: $2.94 billion Total Net Loans: $1.58 billion Total Deposits: $2.02 billion Number of Locations: 23 Community Bank Offices 14 Loan Production Offices 58 years in Texas market #1 in deposit market share of those banks based in Collin County, one of the most demographically attractive counties in Texas1 Ranked #7 in deposit market share among Texas-based community banks in DFW Metroplex1 Majority of our CRE loans are in the top 4 job growth markets in the U.S over the last five years.2 Corporate & Geographic Overview Company data as of December 31, 2010. Source: VPFG 10-K for 2010; 1FDIC market share data as of June 2010 2Employment data from a Bureau of Labor Statistics release as of June 2010

4 *Aggregate of projected county demographic data provided by ESRI. Aggregates are weighted by the portion of a company's deposits in a particular county. List based on public banks and thrifts based in Texas. Attractive Markets: Demographics Texas Banks Ranked by Projected Income of Depositor Base Company (ranked by 2009 HHI) Ticker City Median household income of depositor base - 2009* Median household income of depositor base - projected 2014* ViewPoint Financial Group, Inc. VPFG Plano $83,462 $88,294 T Bancshares, Inc. TBNC Dallas $63,041 $66,672 Bank Affiliated, Inc. BAFI Arlington $61,511 $65,362 Trinity Bank, N.A. TYBT Fort Worth $61,511 $65,362 MetroCorp Bancshares, Inc. MCBI Houston $60,856 $64,440 OmniAmerican Bancorp, Inc. OABC Fort Worth $60,816 $64,410 Comerica Inc. CMA Dallas $60,801 $64,321 Texas Capital Bancshares, Inc. TCBI Dallas $59,464 $62,859 Treaty Oak Bancorp, Inc. TOAK Austin $58,935 $61,622 ViewPoint Bank has the richest depositor base in Texas with median household income in its market of $83,462, an advantage that is expected to continue through 2014. ViewPoint Bank is headquartered in what Forbes calls "America's Safest City" - Plano, TX. Source: SNL Financial and Forbes.com

Seattle -22.0% San Francisco -37.7% Los Angeles -37.4% San Diego -36.3% Phoenix -54.7% Las Vegas -57.4% Denver -11.0% Minneapolis -31.5% Chicago -29.5% Detroit -46.5% Cleveland -18.9% Boston -14.3% New York -22.2% Washington, DC -25.8% Charlotte -11.0% Atlanta -25.4% Tampa -45.2% Miami -48.6% Portland -22.2% Dallas -7.9% 5 Home Price Index Percent Change From Peak in June 2006 to Present in December 2010 Dallas Metroplex: Stable Home Prices Source: S&P / Case-Shiller

6 ViewPoint Markets: Lower Unemployment Rates 3/1/2008 6/1/2008 9/1/2008 12/1/2008 3/1/2009 6/1/2009 9/1/2009 12/1/2009 3/1/2010 6/30/2010 9/30/2010 11/30/2010 12/1/2010 US 5.1 5.6 6.2 7.2 9.1 9.7 9.5 9.7 10.3 9.7 9.2 9.3 9.2 Collin County 4.1 4.7 4.8 5.5 7.1 8 7.7 7.2 7.6 7.9 7.2 7.4 7.1 DFW 4.4 5.1 5.3 6 7.3 8.5 8.3 8 8.3 8.5 7.9 8.2 7.9 Unemployment Rates Source: Bureau of Labor Statistics as of December 31, 2010 9.2% 7.9% 7.1%

7 Financial Summary - 4th Quarter 2010 Record earnings: $6.5 million for the 4th quarter of 2010 and $17.8 million for year ended December 31, 2010, both highest in our 58- year history Net interest margin for the quarter improved to 2.98% due to improvements in our cost of funds Continued organic growth in deposits and loans Completed offering in July of $198 million in gross proceeds Asset quality outperforms peers: NPAs/Assets of 0.69% compared to SNL U.S. Bank and Thrift Industry index of 2.48%

8 Capitalize on a position of balance sheet strength Continue to grow organically in our economically stable and growing Texas market Remain focused on our community banking approach and enhance the profitability of existing relationships Continue to develop existing lines of business; ensure successful execution through prudent management and risk mitigation Evaluate other opportunities to deploy capital: new locations, dividends, potential acquisitions, etc. Business Strategy

9 ViewPoint's Loan Portfolio Strategy In order to improve our profitability, while maintaining a strong capital position and asset quality, we will continue to focus on our three primary engines: Commercial Real Estate Warehouse Purchase Program Residential Mortgage 3rd Qtr Home Equity 115418 Consumer 67366 C&I 39279 Commercial Real Estate 479640 Warehouse Purchase Program 460912 1-4 Family 436404 December 31, 2010 Loan Composition Source: VPFG 10-K for 2010 Includes loans held for sale

TX DFW Houston Austin Other TX OK LA IL CA Other* Dollar 0.89 0.4281 0.1899 0.11 0.16 0.04 0.02 0.02 0.02 0.01 10 Commercial Real Estate: Texas Focused 89% in Texas Source: VPFG 10-K for 2010, Company Documents *Other states include Arizona, Georgia, New Mexico, Nevada, Oregon and Washington

11 CRE Portfolio Origination Vintage Source: VPFG 10-K for 2010 Company Documents In a difficult economic environment, ViewPoint was opportunistic in generating quality loans. The majority of our CRE loan originations were underwritten after the 2006-07 market peak. 2007 2008 2009 2010 118728 266059 69032 95457 (000's)

12 CRE Portfolio: Diverse & Well-Underwritten Property Type Property Type $ Amount (Millions) % of Total LTV at orig. Office $202 42% 62% Retail $147 31% 57% Office/Warehouse $36 7% 65% Industrial $35 7% 61% Mixed Use $9 2% 30% Storage Facility $14 3% 47% Hotel $7 2% 66% Medical Office $11 2% 53% Other $18 4% 50% Total Commercial Real Estate - $479.1M Total LTV - 58.2% Source: Company Documents As of December 31, 2010 Office Office/Warehouse Mixed Use Development Retail Industrial Storage Facility Hotel Medical Office Other 0.42 0.07 0.02 0.31 0.07 0.03 0.02 0.02 0.04

13 Warehouse Purchase Program Consists of 29 clients with average outstanding balance of $14.8 million; totaling $460.9 million outstanding as of December 31, 2010 Enables mortgage banking company customers to close conforming and some jumbo one- to four- family real estate loans in their own name and temporarily finance their inventory of these closed loans until the loans are sold to investors approved by the Company Generates three sources of earnings: 2010 fee income of $2.7 million, or 14.3% of the bank's total fee income 2010 interest income of $18 million Non-interest bearing deposits of $35.6 million at December 31, 2010 High quality underwriting standards Conforming loans Minimum tangible net worth of $2,000,000 Personal guarantees of repurchase obligations Historical profitability Source: VPFG 10-K for 2010

14 Warehouse Purchase Program Program launched in July 2008 Average turn time from funding to pay-off is 19 days Source: VPFG 10-K for 2010; Company Documents Q1 2009 Q2 2009 Q3 2009 Q4 2009 Q1 2010 Q2 2010 Q3 2010 Q4 2010 Avg. Balances 131.91755775 189.0296061 237.34821472 285.51667263 241.39434482 323.62735698 423.56713527 482

15 Warehouse Purchase Program Source: VPFG 10-K for 2010; Company Documents Conforming Jumbo Government East 245393134.91 2897097 212621343.36 TX CA CO OR MD UT VA MI FL WA 38 Other States East 16.8 11.47 8.46 5.22 4.94 4.13 3.94 3.63 3.5 3.22 34.68

16 Residential Real Estate Source: VPFG 10-K for 2010; Company Documents Focused on conforming residential real estate loans originated through our wholly owned subsidiary, ViewPoint Mortgage ("VPM") Conforming Jumbo Government Residential 295584399.83 26373375 165788447.5 TX OK 17 Other States Residential Geography 95.39 2.25 2.17

17 Residential Real Estate: Total Production VPM originated $129.2M during Q4 2010. Sold $115.9 million in production in Q4 2010 for 3.0%, or $3.5 million, gain on sale Q1 2008 Q2 2008 Q3 2008 Q4 2008 Q1 2009 Q2 2009 Q3 2009 Q4 2009 Q1 2010 Q2 2010 Q3 2010 Q4 2010 Sold to Outside Investors 65167 64568 73808 88288 165914 215955 142625 111639 88172 92442 107049 115950 Added to VPFG Portfolio 39728 76827 58630 30004 23603 8920 8512 8728 7014 9785 27163 27235 $1.9M $2.3M $2.4M $2.9M $3.7M $5.3M $3.8M Gain on Sale Total Mortgage Loans Originated (Dollars in Millions) $3.7M $2.7M Source: VPFG 10-K for 2010 $3.7M $3.5M

18 Financial Summary - 4th Quarter 2010 Significantly improved earnings due to improvements in net interest margin, provision expense, and operating expenses to average assets Net income for 4Q 2010 increased by $4.1 million, or 174.5%, from 4Q 2009 Net income increased by $15.1 million YOY Continued loan growth - $136.0 million or 9.3% YOY Increased Warehouse Purchase Program production Grew deposits $220.9 million or 12.3% YOY Primarily due to growth of $170.7 million in interest-bearing demand accounts Improved cost of funds by adjusting terms of certain deposit products and FHLB modification

19 2005 2006 2007 2008 2009 2010 1257.727 1234.881 1297.593 1548.09 1796.665 2018 2005 2006 2007 2008 2009 2010 1075.473 968.664 921.822 1399.592 1449.59 1584 2005 2006 2007 2008 2009 2010 East 1428.062 1529.76 1658.204 2213.415 2379.504 2942 VPFG - Track Record of Strong Growth Assets Loans, net Deposits 5-year CAGR: 8.1% 5-year CAGR: 9.9% 5-year CAGR: 15.6% Source: VPFG 10-K for 2010 Loan totals include loans held for sale

20 Financial Comparisons for Year-End 2010 2009 Capital-to-Assets 13.48% 8.64% Deposit Growth 12.29% 16.06% Loan Growth(1) 9.29% 3.77% Asset Growth 23.64% 7.50% Net Interest Margin 2.80% 2.72% EPS $0.59 $0.10 Return on Assets 0.66% 0.12% Return on Equity 5.69% 1.34% Efficiency Ratio 69.87% 76.01% Operating Exp / Avg Assets 2.71% 3.26% Source: VPFG 2010 10-K, Q4 Earnings Release (1) Including loans held for sale

21 Credit Quality Trends For the Quarter Ended For the Quarter Ended For the Quarter Ended For the Quarter Ended (Dollars in Thousands) 12/31/2009 3/31/2010 6/30/2010 9/30/2010 12/31/2010 Ratios NPLs / Loans 1.04% 0.73% 1.41% 1.57% 1.59% NPAs / Assets 0.66% 0.45% 0.73% 0.68% 0.69% Reserves / NPLs 105.44% 157.94% 90.50% 83.14% 84.22% Reserves / Gross Loans 1.10% 1.15% 1.28% 1.31% 1.34% NCOs / Average Loans 0.31% 0.28% 0.24% 0.21% 0.17% Source: VPFG 10-K for 2010

22 Credit Quality Trends 2005 2006 2007 2008 2009 2010 VPFG 0.72 0.67 0.67 0.73 1.1 1.34 Texas Peers1 1.12 1.04 1.03 1.25 1.68 1.98 Nationwide Peers2 1.19 1.16 1.17 1.465 2.01 2.45 2005 2006 2007 2008 2009 2010 VPFG 0.22 0.13 0.18 0.17 0.66 0.69 Texas Peers1 0.32 0.27 0.32 1.43 1.11 2.39 Nationwide Peers2 0.22 0.335 0.5 1.35 2.72 3.98 2005 2006 2007 2008 2009 2010 VPFG 0.24 0.14 0.23 0.18 1.04 1.59 Texas Peers1 0.35 0.35 0.59 1.41 1.86 3.08 Nationwide Peers2 0.31 0.37 0.61 1.61 3.23 4.83 NPAs / Assets NPLs / Loans 1 Texas Peers include: EBTX, FFIN, MCBI, NODB, OABC, PRSP, SBSI, SBIB, TCBI (Texas data is as of December 31, 2010) 2 Nationwide Peers include public U.S. depositories with assets between $2B and $5B (Nationwide data is as of September 30, 2010) Source: Company Documents, (SNL Financial as of September 30, 2010 and December 31, 2010) Reserves / Gross Loans

23 Net Charge-Off Trends 2010 1-4 Family 401926.58 CRE 624330.82 Consumer 1329597 C&I 638098.4 2010 Charge-Offs at 12/31/10 by Loan Type (as % of Total Charge Offs) 2005 2006 2007 2008 2009 2010 VPFG 0.63 0.37 0.39 0.3 0.31 0.17 Texas Peers1 0.16 0.17 0.09 0.32 0.64 0.95 Nationwide Peers2 0.09 0.1 0.18 0.43 1.1 2.14 Net Charge-Offs / Avg. Loans 2010 Charge-Offs: $3.0 million 1 Texas Peers include: EBTX, FFIN, MCBI, NODB, OABC, PRSP, SBSI, SBIB & TCBI (Texas data is as of December 31, 2010) 2 Nationwide Peers include public U.S. depositories with assets between $2B and $5B (Nationwide data is as of September 30, 2010) Source: Company Documents, (SNL Financial as of September 30, 2010 and December 31, 2010)

24 Deposit Composition Non-interest bearing demand Interest bearing demand Savings Money Market Time 201998 438719 148399 554261 674173 Strong Organic Deposit Growth 5 year CAGR: 9.9% 2009 Growth: 16.1% 2010 Growth: 12.3% Cost of Deposits: 1.60% 72% of time mature < 1year; WAR: 1.45% Source: VPFG 10-K for 2010

25 Schedule of Borrowings Source: VPFG 10-K for 2010; Company documents $501,478 @ WAR 2.09% Modified $91.6 million @ 4.15% to effective rate of 2.98%; first year savings of $1.1 million 44% of borrowings mature in less than 1 year Weighted Average Rates (WAR) on Debt Maturities < 90 days < 1year 1-3 years 4-5 years > 5 years 204058187 14299094 53854127 108258546 121008101 0.25% 3.91% 2.94% 3.26% 3.60%

26 Low Risk Investment Portfolio Mix Agency MBS SBA Pools Agency CMO Agency Bond Muni 517338953 5107473 567084780 9997301 50487444 Source: VPFG 10-K for 2010; Company Documents 96% in government backed agency investments Balance of $1.15 billion 61% fixed vs. 39% variable

Tier 1 Capital / Adjusted Assets Tier 1 Capital / Risk-Weighted Assets Total Capital / Risk-Weighted Assets Tangible Capital / Tangible Assets Actual as reported at 9/30/10 9.73 17.61 18.42 13.43 Well-Capitalized: 5% Well-Capitalized: 6% Well-Capitalized: 10% 27 Capital Source: Peer Price/TBV SNL Financial as of December 31, 2010 Company Documents as of December 31, 2010 Regulatory VPB VPFG Regulatory Practice: 8% Regulatory Practice: 12% VPFG TBV / Share: $11.33 December 31, 2010 Price / TBV: 98.64% Avg. Peer Price / TBV: 164.33% as of December 31, 2010 Regulatory Practice: 10%

28 Dividend Source: VPFG 10-K for 2010; Company documents ViewPoint Financial Group, Inc. has always paid a dividend since becoming a public stock company Paid 4Q 2010 Dividend of $0.04 per share Announced a dividend increase on January 21, 2011 of 25% to $0.05 per share, or $0.20 per share annually

29 Summary One of the largest independent community banking franchises in Texas Experienced management team with strong local ties Improving profitability Strong credit metrics reflecting disciplined underwriting standards Strong capital levels can support continued growth Favorable asset quality compared to publicly-traded Texas peers

30 APPENDIX

31 Appendix: Select Texas Peer Analysis Source: Company Documents, SNL Financial as of December 31, 2010

32 Appendix: Summary Financial Highlights Source: VPFG 10-K for 2010,Company Documents For the Fiscal Year Ended For the Fiscal Year Ended For the Fiscal Year Ended For the Fiscal Year Ended (Dollars in Thousands, Except Per Share) 12/31/2006 12/31/2007 12/31/2008 12/31/2009 12/31/2010 Total Assets $1,529,760 $1,658,204 $2,213,415 $2,379,504 $2,941,995 Intangible Assets $0 $1,089 $1,089 $1,089 $1,089 Net Loans including loans HFS $968,664 $921,822 $1,399,592 $1,449,590 $1,584,099 Deposits $1,234,881 $1,297,593 $1,548,090 $1,796,665 $2,017,550 Total Equity $214,778 $203,794 $194,139 $205,682 $396,589 Loans / Deposits 78.44% 71.04% 90.41% 80.68% 78.52% Net Income $9,686 $5,067 ($3,315) $2,670 $17,799 ROAA - annual 0.65% 0.32% (0.17%) 0.12% 0.66% ROAE - annual 6.76% 2.40% (1.65%) 1.34% 5.69% Net Interest Margin 3.00% 2.92% 2.85% 2.72% 2.80% Efficiency Ratio 86.58% 83.95% 82.73% 76.01% 69.87% Non-Interest Expense / Avg. Assets 3.79% 3.62% 3.63% 3.26% 2.71% Capital Ratio 14.04% 12.29% 8.77% 8.64% 13.48% NPAs / Assets 0.13% 0.18% 0.17% 0.66% 0.69% Reserves / Gross Loans 0.67% 0.67% 0.73% 1.10% 1.34%