8-K

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 23, 2009

INDEPENDENT BANK CORPORATION

(Exact name of registrant as

specified in its charter)

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

230 West Main Street	48846
Ionia, Michigan	(Zip Code)
(Address of principal executive office)

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):

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 April 23, 2009, Independent Bank Corporation issued a press release announcing its financial results for the quarter ended March 31, 2009. 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 7.01. Regulations FD Disclosure

Attached as Exhibit 99.3 is a slide presentation associated with the first quarter 2009 conference call to be conducted beginning at 10:00 a.m. ET on Friday, April 24, 2009. See the press release attached as Exhibit 99.1 to this Current Report on Form 8-K for information about participating in the conference call.

Item 9.01. Financial Statements and Exhibits

Exhibits.

99.1	Press release dated April 23, 2009.
99.2	Supplemental data to the Registrant’s press release dated April 23, 2009.
99.3	Slide presentation dated April 23, 2009.

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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.

	INDEPENDENT BANK CORPORATION (Registrant)
Date  April 23, 2009	By      /s/Robert N. Shuster
	Robert N. Shuster, Principal Financial Officer

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EX-99.1

Exhibit 99.1

News Release

Independent Bank Corporation

230 West Main Street

Ionia, MI 48846

616.527.9450

For Release:      Immediately

Contact:              Robert Shuster, Chief Financial Officer, 616.522.1765

INDEPENDENT BANK CORPORATION REPORTS
2009 FIRST QUARTER RESULTS

• 2009 first quarter net loss applicable to common stock of $19.7 million ($0.84 per share), with these results impacted by:

• A provision for loan losses of $30.8 million

• Loan and collection costs of $4.0 million

• Loss on other real estate and repossessed assets of $1.3 million

• Pre-tax, pre-provision core operating earnings remain strong and improved in 2009 over 2008

• Net interest margin grew to 5.13%, which is among the best in the banking industry

• Company remains “well capitalized” for regulatory purposes

IONIA, Mich., April 23, 2009 — Independent Bank Corporation (NASDAQ: IBCP) reported a first quarter 2009 net loss applicable to common stock of $19.7 million, or $0.84 per share, versus net income of $0.3 million, or $0.01 per diluted share, in the prior-year period.

Michael M. Magee, President and CEO of Independent Bank Corporation, commented: “Our results for the first quarter reflect the difficult market conditions we continue to face in Michigan, as well as the persistent nationwide recession. As our primary markets deal with elevated unemployment, depressed housing activity and weakened consumer spending, we are concentrating on responding appropriately to the evolving economic conditions while controlling costs and managing our asset base. Despite the loss we reported for the quarter, our foundation remains strong as our net interest margin continued to expand and our pre-tax, pre-provision core operating earnings rose more than 34% when compared with the year-ago quarter and nearly 20% when compared to the fourth quarter of last year.”

Operating Results

The Company’s tax equivalent net interest income totaled $35.0 million during the first quarter of 2009, an increase of $3.3 million or 10.3% from the year-ago period, and an increase of $1.7 million, or 5.0% from the fourth quarter of 2008. The Company’s tax equivalent net interest income as a percent of average interest-earning assets (the “net interest margin”) was 5.13% during the first quarter of 2009 compared to 4.30% in the year ago period, and 4.80% in the fourth quarter of 2008. Average interest-earning assets declined to $2.75 billion in the first quarter of 2009 compared to $2.97 billion in the year ago quarter and $2.77 billion in the fourth quarter of 2008. This year-over-year decline in average interest-earning assets primarily reflects a decrease in investment securities.

Service charges on deposits totaled $5.5 million in the first quarter of 2009, a 2.5% decrease from the comparable period in 2008 due primarily to a decline in overdraft fees. VISA check card interchange income was unchanged at approximately $1.4 million for the first quarter of 2009 compared to the year-ago period.

Securities losses totaled $0.6 million in the first quarter of 2009, versus losses of $2.2 million in the comparable period in 2008. These securities losses were due to declines in the fair value of trading securities of $0.8 million and $2.2 million in the first quarters of 2009 and 2008, respectively. The first quarter of 2009 also included $0.2 million of securities gains due principally to the sale of municipal securities.

Gains on the sale of mortgage loans were $3.3 million in the first quarter of 2009, compared to $1.9 million in the year-ago quarter. The increase in gains relates primarily to a sharp increase in loan sales and commitments to originate mortgage loans that are held for sale. This is due to a significant rise in refinancing activity resulting from generally lower mortgage loan interest rates during the first quarter of 2009. The increased refinancing volumes also lead to a 46.0% increase in title insurance fees, to $0.6 million, on a year-over-year basis.

Mortgage loan servicing generated a loss of $0.8 million in the first quarter of 2009, versus a loss of $0.3 million in the year-ago period. These losses are due to impairment charges ($0.7 million in each quarter) on and amortization ($0.5 million higher in the first quarter of 2009) of capitalized mortgage loan servicing rights. The impairment charges primarily reflect lower mortgage loan interest rates resulting in higher estimated future prepayment rates. As a result, capitalized mortgage loan servicing rights declined to $11.6 million at Mar. 31, 2009 compared to $12.0 million at Dec. 31, 2008. The Company services approximately $1.67 billion in mortgage loans for others on which servicing rights have been capitalized.

Non-interest expenses totaled $33.4 million in the first quarter of 2009, compared to $30.3 million in the year-ago period. The rise in non-interest expenses was primarily due to increases in loan and collection expenses (up $2.1 million), losses on other real estate and repossessed assets (up $1.2 million) and FDIC insurance (up $0.4 million). The increases in loan and collection costs and losses on other real estate and repossessed assets resulted from the elevated level of non-performing assets and lower residential housing prices.

Compensation and employee benefit costs declined by $1.6 million or 11.3% in the first quarter of 2009 compared to the year-ago period due primarily to the elimination of any accruals for bonuses and the elimination of any contribution to the employee stock ownership plan. These compensation cost reductions were partially offset by additional staff added during 2009 to manage non-performing assets and loan collections.

Income tax expense for the first quarter of 2009 was $0.3 million, an increase of $2.3 million over the first quarter of 2008. Even though the Company incurred a significant loss before income taxes in the first quarter of 2009, a valuation allowance is being provided against the net deferred tax asset created from this loss, resulting in an elimination of any tax benefit. The $0.3 million income tax expense in the first quarter of 2009 relates to certain state income taxes and to some federal alternative minimum tax.

Pre-Tax, Pre-Provision Core Operating Earnings

The Company is presenting pre-tax pre-provision core operating earnings in this release for purposes of additional analysis of operating results. Pre-tax pre-provision core operating earnings, as defined by management, represents the Company’s income (loss) excluding: income tax expense (benefit), the provision for loan losses, securities gains or losses, and any impairment charges (including goodwill, losses on other real estate or repossessed assets and fair-value adjustments) or elevated loan and collection costs caused by this economic cycle.

The following table reconciles pre-tax pre-provision core operating earnings to consolidated net income (loss) presented in accordance with U.S. generally accepted accounting principles (“GAAP”). Pre-tax, pre-provision core operating earnings is not a measurement of our financial performance under GAAP and should not be considered as an alternative to net income (loss) under GAAP. Pre-tax, pre-provision core operating earnings has limitations as an analytical tool and should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP. However, the Company believes presenting pre-tax pre-provision core operating earnings provides investors with the ability to gain a further understanding of its underlying operating trends separate from the direct effects of any impairment charges, credit issues, fair value adjustments, securities gains or losses, challenges inherent in the real estate downturn and other economic cycle issues and displays a consistent core operating earnings trend before the impact of these challenges. The credit quality section of this release already isolates the challenges and issues related to the credit quality of the Company’s loan portfolio and the impact on its results as reflected in the provision for loan losses.

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Pre-Tax, Pre-Provision Core Operating Earnings

				Quarter Ended
	3/31/09			12/31/08			3/31/08
	(in thousands)
Net income (loss)	$	(18,597	)	$	(90,025	)	$	341
Income tax expense (benefit)		293			10,348			(2,031	)
Provision for loan losses		30,838			28,831			11,316
Securities losses		581			6,924			2,163
Impairment charge on capitalized mortgage loan servicing		697			4,255			725
Impairment charge on goodwill		—			50,020			—
Losses on other real estate and repossessed assets		1,261			2,258			106
Elevated loan and collection costs (1)		2,788			2,286			675
Pre-Tax, Pre-Provision Core Operating Earnings	$	17,861		$	14,897		$	13,295

⁽¹⁾ Represents the excess amount over a “normalized” level of $1.25 million quarterly.

TARP Capital Purchase Program

On Dec. 12, 2008, the Company issued 72,000 shares of its preferred stock and 3,461,538 warrants to purchase the Company’s common stock (at a strike price of $3.12 per share) to the U.S. Treasury in return for $72.0 million under the Capital Purchase Program (“CPP”). Of the total proceeds, initially $68.4 million was allocated to the preferred stock and $3.6 million was allocated to the warrants (included in capital surplus) based on the relative fair value of each.

In the approximately 109-day period (ending Mar. 31, 2009) since the receipt of the CPP funds, the Company has made $335.4 million of loans. This loan volume includes: $129.0 million of commercial loans (of which $68.4 million were renewals of existing loans), $195.6 million of mortgage loans (of which $102.1 million were refinances of existing loans) and $10.8 million of consumer installment loans (excluding finance receivables). Further, the CPP funds have allowed the Company to continue actively pursuing mortgage loan modifications and work-outs in lieu of foreclosure for those mortgage loan customers experiencing financial difficulty.

Asset Quality

Commenting on asset quality, CEO Magee added: “Our provision for loan losses remained elevated in the first quarter, primarily reflecting ongoing weakness in loans tied to residential real estate and significant declines in underlying collateral values, which is to be expected given the current challenges in the Michigan economy. Although many factors contributing to the loan losses relate to the broader economy, we continue to take an active role in working with our borrowers to mitigate these losses and pursue positive outcomes as we make our way through the current recession. On a positive note, March 31, 2009 30- to 89- day delinquency rates remained low for commercial loans and declined from year-end 2008 levels for mortgage and consumer loans. In addition, commercial loan watch credits fell by $17 million or 8% during the first quarter.”

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

	3/31/2009			12/31/2008			3/31/2008
Loan Type	(Dollars in Millions)
Commercial (1)	$	68.9		$	78.1		$	72.1
Consumer/installment		6.8			4.9			3.4
Mortgage		50.8			38.9			24.8
Finance receivables		2.5			3.4			1.9
Total	$	129.0		$	125.3		$	102.2
Ratio of non-performing loans to total portfolio loans		5.27	%		5.09	%		4.06	%
Ratio of non-performing assets to total assets		5.25	%		4.91	%		3.56	%
Ratio of the allowance for loan losses to non-performing loans		45.18	%		46.22	%		48.84	%

⁽¹⁾ The March 31, 2009 amount includes approximately $10 million of pending dispositions of non-performing commercial loans that are expected to close in the second quarter.

The increase in non-performing loans since year-end 2008 is due principally to an increase in non-performing residential mortgage loans that was partially offset by a decline in non-performing commercial real estate loans. The decline in non-performing commercial real estate loans is primarily due to net charge-offs during the first quarter. Non-performing commercial real estate loans largely reflect delinquencies caused by cash flow difficulties encountered by real estate developers in Michigan as they confront a significant decline in sales of real estate. Since the end of 2006, the land, land development, and construction

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components of the Company’s commercial loan portfolio have declined by 52% and now total $117.8 million at March 31, 2009, representing less than 4% of total assets. The elevated level of non-performing residential mortgage loans is primarily due to a rise in delinquencies and foreclosures reflecting both weak economic conditions and soft residential real estate values in many parts of Michigan. Other real estate and repossessed assets totaled $26.1 million at Mar. 31, 2009, compared to $20.0 million at Dec. 31, 2008, and $12.6 million at Mar. 31, 2008.

The provision for loan losses was $30.8 million and $11.3 million in the first quarters of 2009 and 2008, respectively. The level of the provision for loan losses in each period reflects the Company’s overall assessment of the allowance for loan losses, taking into consideration factors such as loan mix, levels of non-performing and classified loans and loan net charge-offs. Loan net charge-offs were $30.5 million (5.05% annualized of average loans) in the first quarter of 2009, compared to $6.8 million (1.07% annualized of average loans) in the first quarter of 2008. The first quarter 2009 loan net charge-offs were divided among the following categories: commercial loans, $23.8 million; consumer loans, $1.4 million (including $0.1 million of deposit overdrafts); mortgage loans, $4.5 million; and finance receivables $0.8 million. The commercial loan and mortgage loan net charge-offs in the first quarter of 2009 primarily reflect write-downs to expected liquidation values for real estate or other collateral securing the loans. At Mar. 31, 2009, the allowance for loan losses totaled $58.3 million, or 2.38% of portfolio loans, compared to $57.9 million, or 2.35% of portfolio loans, at Dec. 31, 2008.

Balance Sheet, Liquidity and Capital

Total assets were $2.95 billion at Mar. 31, 2009, compared to $2.96 billion at Dec. 31, 2008. Loans, excluding loans held for sale, were $2.45 billion at Mar. 31, 2009, compared to $2.46 billion at Dec. 31, 2008. Deposits totaled $2.16 billion at Dec. 31, 2009, an increase of $94.5 million from Dec. 31, 2008. The growth in deposits primarily reflects increases in savings and interest-bearing checking accounts and in brokered certificates of deposit. The Company’s liquidity position remains sound with approximately $650 million of unused borrowing capacity at Mar. 31, 2009.

Stockholders’ equity totaled $177.4 million at Mar. 31, 2009, or 6.01% of total assets. The Company remains “well capitalized” for regulatory purposes with the following ratios:

										Well
	3/31/2009									Capitalized
Regulatory Capital Ratio	(estimate)			12/31/2008			3/31/2008			Minimum
Tier 1 capital to average assets		7.97	%		8.61	%		7.50	%		5.00	%
Tier 1 capital to risk-weighted assets		9.97	%		11.04	%		9.49	%		6.00	%
Total capital to risk-weighted assets		12.22	%		13.05	%		11.17	%		10.00	%

With regard to the outlook for the remainder 2009, CEO Magee concluded, “The difficult economic conditions of 2008 have continued into 2009 and we would expect these circumstances to persist for several more quarters. With the significant uncertainty surrounding Michigan’s economy, we may see further adverse impact on the communities we serve as well as our near-term financial results. Despite these anticipated headwinds, IBC remains well capitalized, and our entire team is focused on strengthening our position for an eventual recovery.”

Conference Call

Michael M. Magee, President and Chief Executive Officer, Robert N. Shuster, Chief Financial Officer, Stefanie M. Kimball, Chief Lending Officer, and William B. Kessel, Chief Operations Officer, will review first quarter 2009 results in a conference call for investors and analysts beginning at 10:00 a.m. ET on Friday, Apr. 24, 2009.

To participate in the live conference call, please dial 1-800-860-2442. The call can also be accessed (listen-only mode) via the Company’s Web site at IndependentBank.com in the “Investor Relations” section. A playback of the call can be accessed by dialing 1-877-344-7529 (Replay Passcode # 429150). The replay will be available through May 1, 2009.

In addition, a Power Point presentation associated with the first quarter 2009 conference call will be available on the Company’s Web site at IndependentBank.com in the “Investor Relations” section under the “Presentations” tab beginning on Friday, Apr. 24, 2009.

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About Independent Bank Corporation

Independent Bank Corporation (NASDAQ: IBCP) is a Michigan-based bank holding company with total assets of approximately $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 one state-chartered bank subsidiary. This subsidiary (Independent Bank) provides a full range of financial services, including commercial banking, mortgage lending, investments and title services. Payment plans to purchase vehicle service contracts are also available through Mepco Finance Corporation, 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 Web site at: IndependentBank.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 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,			December 31,
	2009			2008
	(unaudited)
	(in thousands)
Assets
Cash and due from banks	$	62,384		$	57,705
Trading securities		1,144			1,929
Securities available for sale		213,463			215,412
Federal Home Loan Bank and Federal Reserve Bank stock, at cost		28,063			28,063
Loans held for sale, carried at fair value		34,092			27,603
Loans
Commercial		940,418			976,391
Mortgage		816,418			839,496
Installment		335,796			356,806
Finance receivables		354,327			286,836
Total Loans		2,446,959			2,459,529
Allowance for loan losses		(58,305	)		(57,900	)
Net Loans		2,388,654			2,401,629
Other real estate and repossessed assets		26,122			19,998
Property and equipment, net		74,125			73,318
Bank owned life insurance		45,297			44,896
Goodwill		16,734			16,734
Other intangibles		11,689			12,190
Capitalized mortgage loan servicing rights		11,589			11,966
Accrued income and other assets		39,625			44,802
Total Assets	$	2,952,981		$	2,956,245
Liabilities and Shareholders’ Equity
Deposits
Non-interest bearing	$	305,358		$	308,041
Savings and NOW		972,036			907,187
Retail time		649,715			668,968
Brokered time		233,919			182,283
Total Deposits		2,161,028			2,066,479
Federal funds purchased					750
Other borrowings		444,388			541,986
Subordinated debentures		92,888			92,888
Financed premiums payable		40,059			26,636
Accrued expenses and other liabilities		37,182			32,629
Total Liabilities		2,775,545			2,761,368
Shareholders’ Equity
Preferred stock, Series A, no par value, $1,000 liquidation preference per share—200,000 shares authorized; 72,000 shares issued and outstanding at March 31, 2009 and December 31, 2008		68,631			68,456
Common stock, $1.00 par value—40,000,000 shares authorized; issued and outstanding: 24,029,942 shares at March 31, 2009 and 23,013,980 shares at December 31, 2008		23,816			22,791
Capital surplus		201,025			200,687
Retained earnings (accumulated deficit)		(93,761	)		(73,849	)
Accumulated other comprehensive loss		(22,275	)		(23,208	)
Total Shareholders’ Equity		177,436			194,877
Total Liabilities and Shareholders’ Equity	$	2,952,981		$	2,956,245

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INDEPENDENT BANK CORPORATION AND SUBSIDIARIES

Consolidated Statements of Operations

	Three Months Ended
	March 31,			December 31,			March 31,
	2009			2008			2008
	(unaudited)
	(in thousands)
Interest Income
Interest and fees on loans	$	44,401		$	45,444		$	48,126
Interest on securities
Taxable		1,733			1,909			2,304
Tax-exempt		1,107			1,240			2,247
Other investments		324			99			357
Total Interest Income		47,565			48,692			53,034
Interest Expense
Deposits		8,548			9,717			16,212
Other borrowings		4,670			6,379			6,437
Total Interest Expense		13,218			16,096			22,649
Net Interest Income		34,347			32,596			30,385
Provision for loan losses		30,838			28,831			11,316
Net Interest Income After Provision for Loan Losses		3,509			3,765			19,069
Non-interest Income
Service charges on deposit accounts		5,507			5,996			5,647
Net gains (losses) on assets
Mortgage loans		3,281			1,204			1,867
Securities		(581	)		(6,924	)		(2,163	)
VISA check card interchange income		1,415			1,394			1,371
Mortgage loan servicing		(842	)		(3,616	)		(323	)
Title insurance fees		609			280			417
Other income		2,189			2,310			2,676
Total Non-interest Income		11,578			644			9,492
Non-interest Expense
Compensation and employee benefits		12,577			13,164			14,184
Loan and collection		4,038			3,536			1,925
Occupancy, net		3,048			3,054			3,114
Data processing		2,096			1,951			1,725
Furniture, fixtures and equipment		1,849			1,770			1,817
Advertising		1,442			1,691			1,100
Loss on other real estate and repossessed assets		1,261			2,258			106
Goodwill impairment					50,020
Other expenses		7,080			6,642			6,280
Total Non-interest Expense		33,391			84,086			30,251
Loss Before Income Tax		(18,304	)		(79,677	)		(1,690	)
Income tax expense (benefit)		293			10,348			(2,031	)
Net Income (Loss)	$	(18,597	)	$	(90,025	)	$	341
Preferred dividends		1,075			215
Net Income (Loss) Applicable to Common Stock	$	(19,672	)	$	(90,240	)	$	341

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INDEPENDENT BANK CORPORATION AND SUBSIDIARIES
Selected Financial Data

	Three Months Ended
	March 31,			December 31,			March 31,
	2009			2008			2008
	(unaudited)
Per Common Share Data (A)
Net Income (Loss) Per Common Share
Basic (B)	$	(.84	)	$	(3.92	)	$	.01
Diluted (C)		(.84	)		(3.92	)		.01
Cash dividends declared		.01			.01			.11
Selected Ratios (annualized) (A)
As a Percent of Average Interest-Earning Assets
Tax equivalent interest income		7.08	%		7.11	%		7.37	%
Interest expense		1.95			2.31			3.07
Tax equivalent net interest income		5.13			4.80			4.30
Net Income (Loss) to
Average common equity		(62.73	)%		(161.44	)%		0.56	%
Average assets		(2.68	)		(11.72	)		0.04
Average Shares
Basic (B)		23,365,831			23,014,145			22,894,316
Diluted (C)		23,431,882			23,073,827			22,991,625

(A)	For the three-month periods ended March 31, 2009 and December 31, 2008, these amounts are calculated using net loss applicable to common stock.
(B)	Average shares of common stock for basic net income per share include shares issued and outstanding during the period and participating share awards.
(C)	Average shares of common stock for diluted net income per share include shares to be issued upon exercise of stock options, stock units for deferred compensation plan for non-employee directors and non-vested share awards. For any period in which a loss is recorded, the assumed exercise of stock options, and stock units for deferred compensation plan for non-employee directors would have an anti-dilutive impact on the loss per share and thus are ignored in the diluted per share calculation.

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EX-99.2

Exhibit 99.2

INDEPENDENT BANK CORPORATION AND SUBSIDIARIES
Supplemental Data

Non-performing assets

	March 31,			December 31,
	2009			2008
	(dollars in thousands)
Non-accrual loans	$	124,848		$	122,639
Loans 90 days or more past due and still accruing interest		4,198			2,626
Total non-performing loans		129,046			125,265
Other real estate		26,122			19,998
Total non-performing assets	$	155,168		$	145,263
As a percent of Portfolio Loans
Non-performing loans		5.27	%		5.09	%
Allowance for loan losses		2.38			2.35
Non-performing assets to total assets		5.25			4.91
Allowance for loan losses as a percent of non-performing loans		45			46

Allowance for loan losses

	Three months ended
	March 31,
	2009						2008
				Unfunded						Unfunded
	Loans			Commitments			Loans			Commitments
	(in thousands)
Balance at beginning of period	$	57,900		$	2,144		$	45,294		$	1,936
Additions (deduction)
Provision charged to operating expense		30,924			(86	)		11,383			(67	)
Recoveries credited to allowance		607						569
Loans charged against the allowance		(31,126	)					(7,335	)
Balance at end of period	$	58,305		$	2,058		$	49,911		$	1,869
Net loans charged against the allowance to average Portfolio Loans (annualized)		5.05	%					1.07	%

Alternative Sources of Funds

	March 31,						December 31,
	2009						2008
			Average						Average
	Amount		Maturity	Rate			Amount		Maturity	Rate
	(dollars in thousands)
Brokered CDs(1)	$	233,919	1.5 years		2.78	%	$	182,283	1.1 years		3.63	%
Fixed rate FHLB advances(1)		276,705	1.7 years		1.78			314,214	2.3 years		3.49
Variable rate FHLB advances(1)
Securities sold under agreements to Repurchase(1)		35,000	1.6 years		4.42			35,000	1.9 years		4.42
FRB — Discount borrowing		130,000	.1 years		0.25			189,500	.1 years		0.54
Federal funds purchased								750	1 day		0.25
Total	$	675,624	1.3 years		1.97	%	$	721,747	1.4 years		2.80	%

(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.

Capitalization

	March 31,			December 31,
	2009			2008
	(in thousands)
Subordinated debentures	$	92,888		$	92,888
Amount not qualifying as regulatory capital		(2,788	)		(2,788	)
Amount qualifying as regulatory capital		90,100			90,100
Shareholders’ Equity
Preferred stock, Series A, no par value		68,631			68,456
Common stock, par value $1.00 per share		23,816			22,791
Capital surplus		201,025			200,687
Retained earnings (accumulated deficit)		(93,761	)		(73,849	)
Accumulated other comprehensive loss		(22,275	)		(23,208	)
Total shareholders’ equity		177,436			194,877
Total capitalization	$	267,536		$	284,977

2

Non-Interest Income

	Three months ended
	March 31,			December 31,			March 31,
	2009			2008			2008
	(in thousands)
Service charges on deposit accounts	$	5,507		$	5,996		$	5,647
Net gains (losses) on assets
Mortgage loans		3,281			1,204			1,867
Securities		(581	)		(6,924	)		(2,163	)
VISA check card interchange income		1,415			1,394			1,371
Mortgage loan servicing		(842	)		(3,616	)		(323	)
Mutual fund and annuity commissions		453			459			424
Bank owned life insurance		401			492			478
Title insurance fees		609			280			417
Other		1,335			1,359			1,774
Total non-interest income	$	11,578		$	644		$	9,492

Mortgage Loan Activity

	Three months ended
	March 31,			December 31,			March 31,
	2009			2008			2008
	(in thousands)
Mortgage loans originated	$	154,608		$	64,453		$	118,242
Mortgage loans sold		142,636			49,692			84,449
Mortgage loans sold with servicing rights released		5,429			15,573			7,882
Net gains on the sale of mortgage loans		3,281			1,204			1,867
Net gains as a percent of mortgage loans sold (“Loan Sale Margin”)		2.30	%		2.42	%		2.21	%
SFAS #133/#159 and SAB #109 adjustments included in the Loan Sale Margin		0.65			0.74			0.97

Capitalized Real Estate Mortgage Loan Servicing Rights

	Three months ended
	March 31,
	2009			2008
	(in thousands)
Balance at beginning of period	$	11,966		$	15,780
Originated servicing rights capitalized		1,499			878
Amortization		(1,179	)		(636	)
(Increase)/decrease in impairment reserve		(697	)		(725	)
Balance at end of period	$	11,589		$	15,297
Impairment reserve at end of period	$	5,348		$	1,044

3

Non-Interest Expense

	Three months ended
	March 31,		December 31,		March 31,
	2009		2008		2008
	(in thousands)
Salaries	$	9,669	$	10,188	$	10,156
Performance-based compensation and benefits		329		778		1,304
Other benefits		2,579		2,198		2,724
Compensation and employee benefits		12,577		13,164		14,184
Loan and collection		4,038		3,536		1,925
Occupancy, net		3,048		3,054		3,114
Data processing		2,096		1,951		1,725
Furniture, fixtures and equipment		1,849		1,770		1,817
Credit card and bank service fees		1,464		1,325		1,046
Advertising		1,442		1,691		1,100
Loss on other real estate and repossessed assets		1,261		2,258		106
Deposit insurance		1,186		462		833
Communications		1,045		1,014		1,015
Legal and professional		641		624		418
Amortization of intangible assets		500		758		793
Supplies		469		496		543
Goodwill impairment				50,020
Other		1,775		1,963		1,632
Total non-interest expense	$	33,391	$	84,086	$	30,251

4

Average Balances and Tax Equivalent Rates

	Three Months Ended
	March 31,
	2009							2008
	Average							Average
	Balance		Interest		Rate			Balance		Interest		Rate
	(dollars in thousands)
Assets
Taxable loans (1)	$	2,497,623	$	44,300		7.16	%	$	2,564,643	$	48,013		7.52	%
Tax-exempt loans (1,2)		9,927		155		6.33			9,628		174		7.27
Taxable securities		114,823		1,733		6.12			162,170		2,304		5.71
Tax-exempt securities (2)		103,070		1,750		6.89			204,890		3,586		7.04
Other investments		29,277		324		4.49			24,522		357		5.86
Interest Earning Assets		2,754,720		48,262		7.08			2,965,853		54,434		7.37
Cash and due from banks		61,139							52,459
Other assets, net		158,443							225,950
Total Assets	$	2,974,302						$	3,244,262
Liabilities
Savings and NOW	$	944,904		1,581		0.68		$	998,429		3,565		1.44
Time deposits		855,025		6,967		3.30			1,099,345		12,647		4.63
Long-term debt									994		12		4.86
Other borrowings		599,379		4,670		3.16			529,439		6,425		4.88
Interest Bearing Liabilities		2,399,308		13,218		2.23			2,628,207		22,649		3.47
Demand deposits		308,538							289,814
Other liabilities		70,737							83,426
Shareholders’ equity		195,719							242,815
Total liabilities and shareholders’ equity	$	2,974,302						$	3,244,262
Tax Equivalent Net Interest Income			$	35,044						$	31,785
Tax Equivalent Net Interest Income as a Percent of Earning Assets						5.13	%						4.30	%

(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%

5

Commercial Loan Portfolio Analysis as of March 31, 2009

	Total Commercial Loans
									Percent of
			Watch Credits						Loan
									Category in
Loan Category	All Loans		Performing		Non- performing		Total		Watch Credit
	(dollars in thousands)
Land	$	30,527	$	4,767	$	7,932	$	12,699		41.6	%
Land Development		43,931		13,410		15,110		28,520		64.9	%
Construction		43,348		3,049		8,416		11,465		26.5	%
Income Producing		405,405		48,311		28,455		76,766		18.9	%
Owner Occupied		214,484		26,892		5,283		32,175		15.0	%
Total Commercial Real Estate Loans (1)	$	737,695	$	96,429	$	65,196	$	161,625		21.9	%
Other Commercial Loans(1)	$	201,902	$	23,504		3,703	$	27,207		13.5	%
Total non-performing commercial loans					$	68,899

(1) The total of these two categories is different than the March 31, 2009, Consolidated Statement of Financial Condition due primarily to loans in process.

6

EX-99.3

Exhibit 99.3

Independent Bank Corporation 1st Quarter 2009 Earnings Conference Call - April 24, 2009 1

Safe Harbor Statement This presentation may contain certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include expressions such as "expects," "intends," "believes" and "should" which are necessarily statements of belief as to expected outcomes of future events. Actual results could materially differ from those contained in, or implied by such statements. Independent Bank Corporation undertakes no obligation to release revisions to these forward-looking statements or reflect events or circumstances after the date of this presentation. 2

1st Quarter 2009 Overview Michael M. Magee, President and Chief Executive Officer 3

1Q09: High-Level Overview 4 Foundation Remains Solid Core pre-tax, pre-provision earnings showed solid growth on a year-over-year and linked quarter basis TE net interest margin continued to expand - currently among the best in the industry Regulatory capital remains above minimum to be "well capitalized" Challenging First-Quarter Environment Continued downturn in the Michigan economy adversely impacted results $30.8 million loan loss provision in 1Q 2009 driven primarily by significant declines in underlying collateral values Working with borrowers to identify best possible outcomes Operational Achievements Proactive efforts to manage our credits resulted in improvements in commercial non- performing loans, watch credits and delinquency levels We have made $335.4 million in loans (since the investment of CPP funds through 1Q09) Continue operating in an efficient manner Operational challenges Economic weakness likely to persist - focus on fundamentals of community banking

1st Quarter 2009 Financial Review Robert N. Shuster, Executive Vice President and CFO 5

1st Quarter 2009 Recap 6 Net loss of $18.6 million and net loss applicable to common stock of $19.7 million or 84 cents per share Elevated provision for loan losses as well as other credit related costs (loss on ORE and loan and collection expenses) drove the loss Loss on securities ($0.6 million) and impairment charge on capitalized mortgage loan servicing rights ($0.7 million) Unlike some other financial institutions, no tax benefit recorded to reduce the net loss due to an increase in valuation allowance on the net deferred tax asset offsetting any tax benefit Total assets relatively unchanged at $2.95 billion Portfolio loans declined by $12.6 million (or 2% annualized) 1Q 2009 loan origination volume strong, mortgage loan origination volume rose to $154.6 million due to refinancing activity Deposits increased by $94.5 million and borrowings declined by $98.3 million

1st Quarter 2009 Recap (continued) 7 Positive Factors Growth in the TE net interest margin on both a year-over-year and sequential quarterly basis Growth in non-interest income on both a year-over-year and sequential quarterly basis due primarily to gains on mortgage loan sales Excluding the increases in loan and collection costs, loss on ORE and FDIC insurance, total non-interest expenses declined by about 2% on a year-over-year basis Company remains well capitalized Challenges Credit costs Weak Michigan economy Tangible common equity component of total capital

Valuation Allowance On Deferred Tax Asset 8 Current accounting impact Total net deferred tax asset of $43.7 million at 3/31/09. The associated valuation allowance is also $43.7 million at 3/31/09 (of which $36.2 million was established at 12/31/08). Income tax expense of $0.293 million in 1Q 2009 relates to some state income taxes and some federal alternative minimum taxes. "More likely than not" accounting standard. 2009 and 2008 tax loss and tough operating environment. Potential future accounting implications In the near term neither pre-tax income or pre-tax losses will be tax effected (i.e. they will drop to the bottom line). The net deferred tax asset and related valuation allowance will continue to be evaluated quarterly. Asset is not lost, remains available to offset future taxable income. Total valuation allowance of $43.7 million equals $1.82 per common share.

Pre-Tax, Pre-Provision Core Operating Earnings 1Q09 4Q08 1Q08 Net income (loss) $(18,597) $(90,025) $ 341 Income tax exp. (benefit) 293 10,348 (2,031) Provision for loan losses 30,838 28,831 11,316 Securities losses 581 6,924 2,163 MSR impairment charge 697 4,255 725 Goodwill impairment charge -- 50,020 -- Losses on ORE and ORA 1,261 2,258 106 Elevated loan/collection costs 2,788 2,286 675 Total $ 17,861 $ 14,897 $13,295 9

Tax Equivalent Net Interest Margin 1Q 07 2Q 07 3Q 07 4Q 07 1Q 08 2Q 08 3Q 08 4Q 08 1Q 09 Yield on Earning Assets 0.0774 0.077 0.0775 0.0765 0.0737 0.0715 0.0702 0.0711 0.0708 Cost of Funds 0.0351 0.0343 0.0344 0.0343 0.0307 0.0247 0.0226 0.0231 0.0195 Net Interest Margin 0.0423 0.0427 0.0431 0.0422 0.043 0.0468 0.0476 0.048 0.0513 10

TE Net Interest Income 1Q 07 2Q 07 3Q 07 4Q 07 1Q 08 2Q 08 3Q 08 4Q 08 1Q 09 Net Interest Income 31209 32068 31881 31521 31785 34539 34997 33387 35044 11

TE Net Interest Income - Continued 12 Items impacting 1Q 2009 Reversal of interest on non-accrual loans of $0.863 million - compared to $0.799 million in 4Q'08 and $0.797 million in 1Q '08. Non-accrual loans averaged $127.5 million compared to $116.5 million in 4Q'08 and $83.0 million in 1Q '08. Increase in interest expense of $0.209 million related to the decline in fair value of interest rate swaps and interest rate caps that do not receive hedge accounting treatment compared to $0.607 million in 4Q'08 and $0.082 million in 1Q '08. Average interest-earning assets totaled $2.755 billion compared to $2.774 billion in 4Q'08 and $2.966 billion in 1Q '08.

TE Net Interest Income Sensitivity at 3/31/09 (a) Interest rate change TE Net Interest Income TE Net Interest Margin 200 basis point rise $135,092 5.06% 100 basis point rise 137,610 5.15% Base case scenario (b) 140,772 5.27% 100 basis point decline 142,554 5.34% 200 basis point decline 138,241 5.18% 13 (a) Simulation analyses calculate the change in TE net interest income and the change in the TE net interest margin under immediate parallel shifts in interest rates over the next 12 months based on a static balance sheet. (b) 1Q 2009 annualized actual TE net interest income was $140.2 million and actual TE net interest margin was 5.13%.

Non-Interest Income Category ($ in 000's) 1Q09 4Q08 1Q08 Total non-interest income $11,578 $ 644 $9,492 Service charges - deposits 5,507 5,996 5,647 VISA check card income 1,415 1,394 1,371 Gain (loss) on securities (581) (6,924) (2,163) Net gains - mortgage loan sales 3,281 1,204 1,867 Mortgage loan servicing (842) (3,616) (323) Mutual fund and annuity commissions Title insurance fees 453 609 459 280 424 417 14

Non-Interest Expense Category ($ in 000's) 1Q09 4Q08 1Q08 Total non-interest expense $33,391 $84,086 $30,251 Goodwill impairment charge -- 50,020 -- Compensation & employee benefits 12,577 13,164 14,184 Occupancy 3,048 3,054 3,114 Advertising 1,442 1,691 1,100 Loan and collection 4,038 3,536 1,925 Loss on ORE and ORA FDIC insurance 1,261 1,186 2,258 462 106 833 15

Provision for Loan Losses 1Q 07 2Q 07 3Q 07 4Q 07 1Q 08 2Q 08 3Q 08 4Q 08 1Q 09 Provison for Loan Losses 8139 14893 10735 9393 11316 12352 19788 28831 30838 16

Asset Quality Measures - Non-Performing Loans Non-performing loans by loan type ($ in 000's) 3/31/09 12/31/08 3/31/08 Commercial (1) $ 68,899 $ 78,055 $72,068 Mortgage 50,765 38,922 24,824 Consumer/installment 6,858 4,873 3,427 Finance receivables 2,524 3,415 1,867 Total $129,046 $125,265 $102,186 As a % of total loans 5.27% 5.09% 4.06% (1) The March 31, 2009 amount includes approximately $10 million of pending dispositions of non- performing commercial loans that are expected to close in the second quarter. . 17

Allowance for Loan Losses Allocation ($ in 000's) 3/31/09 12/31/08 3/31/08 Specific loan allocations $15,057 $16,788 $16,166 Adversely rated loans 9,393 9,511 9,753 Historical losses 21,464 20,270 14,512 Other factors/subjective 12,391 11,331 9,480 Total $58,305 $57,900 $49,911 As a % of portfolio loans 2.38% 2.35% 1.98% 18

Analysis of the Allowance for Loan Losses Loan type ($ in 000's) Loan Balance Allocated Allowance % of Loan Balance Commercial $ 940,418 $35,534 3.78% Mortgage 816,418 15,242 1.87% Consumer/installment 335,796 6,833 2.03% Finance receivables 354,327 696 0.20% Total $2,446,959 $58,305 2.38% . 19

Asset Quality Measures - Net Loan Charge-Offs Net loan charge-offs by loan type ($ in 000's) 1Q09 4Q08 3Q08 2Q08 Commercial $23,776 $17,626 $12,314 $8,403 Mortgage 4,559 3,564 3,698 2,238 Consumer 1,264 1,624 1,116 498 Overdrafts 122 247 248 160 Finance receivables 798 976 (5) 0 Total $30,519 $24,037 $17,371 $11,299 As a % of average loans 5.05% 3.83% 2.69% 1.78% 20

Securities Available for Sale at 3/31/09 Category ($ in 000's) Cost Basis "Fair" Value Difference Private label CMO's/asset backed (1) $ 54,628 $ 47,388 $ (7,240) Agency MBS 54,673 55,726 1,053 Bank trust preferred (2) 17,869 9,885 (7,984) Bank of America Series E preferred (3) 3,800 2,628 (1,172) Municipal securities 97,994 97,836 (158) Totals $228,964 $213,463 $(15,501) Totals Totals Totals 21 Ratings distribution (based on fair values): 73% AAA; 4% AA; 8% A; 12% BAA; and 3% sub-investment grade. All individual bank issues, no CDO's. Received a distribution of 400,000 shares on 11/17/08 which was recorded at fair value on that date.

Regulatory Capital Ratios (Independent Bank Corporation) Category Estimated 3/31/09 Actual 12/31/08 Actual 3/31/08 Tier 1 capital to average assets 7.97% 8.61% 7.50% Tier 1 capital to risk-weighted assets 9.97% 11.04% 9.49% Total capital to risk-weighted assets 12.22% 13.05% 11.17% 22

Liquidity and Capital 23 Liquidity Cash on hand at parent company of $28 million at March 31, 2009 Independent Bank has approximately $650 million in unused borrowing capacity at March 31, 2009 Currently executing a strategy to pay down FRB discount window and TAF borrowings and short-term FHLB advances and replace with longer-term callable brokered CD's Capital The FRB issued SR09-4 in 1Q 2009, this document states that "voting common shareholders' equity should be the dominant element within Tier 1 capital" Tangible common equity (TCE) equal to 43% of Tier 1 capital at 3/31/09 (was 71% to 77% between 2004 and 2006) TCE (as measured for regulatory purposes) to tangible assets ratio of approximately 3.4% at 3/31/09

1Q 2009 Commercial Credit Review Stefanie M. Kimball, Executive Vice President and Chief Lending Officer 24

1st Quarter 2009 Summary Overall level of watch credits declined by $17 million or 8% during 1st Q 2009. Early stage watch credits have steadily declined over the past three quarters. 30 +delinquencies for accruing loans remained at a consistently low level at 1.40%. Nonaccrual loans declined by $9 million during the quarter. Plans in place to dispose of loans or property for an additional $10 million reduction in NPA's. Elevated charge offs reported for 1st Q 2009 due to additional write downs for collateral value declines. Properties in other real estate owned continue to increase as credits move through the workout cycle. 25

Commercial Loan Balances $93 million in new and renewed loan volume in 1st Quarter offset by repayments Overall commercial loan balances declined $36 million during 1st Quarter 2009 26

Portfolio Segmentation High-risk commercial real estate categories of land, land development and construction represent a relatively small proportion of total portfolio and a high percentage of loans are already in watch category and/or have been charged down Strategic direction continues to re-shape portfolio with shift towards C & I and away from certain commercial real estate segments which commenced mid-2007 (Values in thousands) 27

Watch Credits in 1st Quarter 2009 Watch credits decreased by $17 million or 8% during 1st quarter The level of early stage watch credits continued to decline 28

Commercial 30+ Day Delinquency for Accruing Loans Consistent During 1st Quarter 2009 Commercial 30+ day delinquency continues at low level at 1.4% Note: Graph includes all loans over 30 days past due still accruing. 29

Commercial Loan Non-Accruals Commercial loan non-accruals decreased $9 million during 1Q '09 Inflow of new non-accrual loans is consistent Plans in place to dispose of the loan or property for approximately $10 million in non-accruals Level of commercial loan non-accruals remains elevated 30

Composition of Nonaccrual Loans 47% of Nonaccrual loans in Land, Land Development and Construction Average write-down of loan balance to Nonaccrual: 50% Granularity of Commercial Nonaccruals: 31

1st Quarter Commercial Loan Net Charge-Offs Net Charge-offs rise in 1Q as work out credits season and additional collateral valuation and loan disposition write downs are taken 32

Commercial ORE Balances Commercial ORE had a net increase of $4.6 Million in the 1Q Watch Credits are moving through the workout and foreclosure process 33

Managing Commercial Troubled Assets Non Performing Assets $86 Million at 3/31/09, a $4.5 million decline since 12/31/08. Other real estate owned (ORE) now accounts for 20% of NPA's at 3/31/09 as compared to 13% at 12/31/08. $10 million of nonaccrual loans have plans in place for their disposition. Two dedicated lenders facilitating additional dispositions. 34

Comprehensive Implementation of Credit Best Practices Quarterly Watch Process to proactively manage high risk loans is in place. Risk Ratings are independently assigned and structured based on recommendations made upfront by Credit Officers. A Special Assets Group established to provide more effective management of our most troubled loans. A select group of law firms supports the team, providing professional advice and systematic feedback. The group has been expanded with seasoned lenders and collections professionals and an in-house senior attorney has been added. Loan Review provides portfolio/individual loan feedback to evaluate the effectiveness of processes by market. New Manager in place. Accountability ensured with management by objectives for each Lender and Senior Lender that emphasize credit quality. Risk Based Pricing has been enhanced with a new pricing matrix and minimum hurdle rates. Collateral Monitoring enhancements continue for both Commercial Real Estate and C & I Lending. Training for lending staff on all collateral types and appropriate collateral monitoring conducted. Centralized resources provide ongoing support. Portfolio Concentrations are monitored with select loan types encouraged. Outside Real Estate Experts leveraged help plan liquidation strategies and to manage diverse commercial ORE properties. 35

Management's Ongoing Credit Quality Initiatives Highlights of recent enhancements: Special Assets team continues to be expanded. Formation of commercial lending team to focus exclusively on facilitating additional transactions to reduce non-performing assets. Continued investment in training for the commercial lending team to include workshops that practice skills required for today's challenging environment. Expansion of SBA lending capabilities underway. Additional seasoned senior credit officer position in process. 36

1Q 2009 - Retail Credit Review Brad Kessel, Executive Vice President and COO 37

Retail Credit Overview Michigan economic conditions. Retail portfolio. Retail loan production. Management initiatives. Total past dues. Nonperforming assets. Retail losses. 38 Retail Credit Overview

Retail Nonperforming Loans (as percent of outstandings) 39 Michigan Unemployment Rate

Retail Nonperforming Loans (as percent of outstandings) 40 Michigan Residential Real Estate Market

Management's Initiatives Increase in collection resources, and enhancements to structure, including formation of loss mitigation committee. Revisions to retail underwriting criteria, approval processes, quality assurance review and exception reporting. Integrated enhanced portfolio analytics, including refreshing of credit scores. Established loan workout hierarchy with additional workout options. Productivity and efficiency enhancements though use of technology. Marketing of ORE through Intranet, Internet, realtor base and auction channel. Reviewing FDIC public-private investment fund (PPIF) as viable outlet for nonperforming loans. 41 Management's Initiatives

Retail Loan Balances 42 Retail Loan Balances

Retail Loan Production 43 Retail Loan Production

44 Retail Past Dues (as percent of outstanding)

Retail 30 to 89 Day Delinquency (in dollars) 45 Retail 30 to 89 Day Delinquency (in dollars)

Retail Nonperforming Loans (as percent of outstandings) 46 Retail Nonperforming Loans (in dollars)

Retail Nonperforming Loans (as percent of outstandings) 47 Retail Nonperforming Assets (NPL's, ORE and ORA)

Retail Nonperforming Loans (as percent of outstandings) 48 Retail Loan Workout Summary

Retail Net Charge Offs (Mortgage, Consumer, Overdrafts) 49 Retail Net Charge Offs

Other Real Estate Liquidation History 50 Other Real Estate Liquidation History

Q & A Michael M. Magee Jr. President and Chief Executive Officer Robert N. Shuster Executive Vice President and Chief Financial Officer Stefanie M. Kimball Executive Vice President and Chief Lending Officer William (Brad) B. Kessel Executive Vice President and Chief Operations Officer 51

Thank you for participating in the conference call 52