8-K

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):       August 3, 2010

FIRST FINANCIAL BANCORP.

(Exact name of registrant as specified in its charter)

Ohio	0-12379	31-1042001
(State or other jurisdiction	(Commission File	(IRS Employer
of incorporation)	Number)	Identification No.)
201 East Fourth Street, Suite 1900
Cincinnati, Ohio		45202
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code:  (513) 979-5837

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

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

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

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

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

Form 8-K First Financial Bancorp.

Item 2.02       Results of Operations and Financial Condition.

On August 3, 2010, First Financial Bancorp. issued its earnings press release that included the results of operations and financial condition for the second quarter of 2010.  A copy of the earnings press release is attached as Exhibit 99.1.

The earnings press release includes some non-GAAP financial measures.  The first non-GAAP financial measure, Net interest margin (fully tax equivalent), appears in the table entitled “Consolidated Financial Highlights” under the section “Key Financial Ratios.”  It also appears in the two tables entitled “Consolidated Quarterly Statements of Income”, as well as the “Consolidated Statements of Income” under “Additional Data”.  The second non-GAAP measure appears in the tables entitled “Additional Data” at the bottom of the two “Consolidated Quarterly Statements of Income” pages and the “Consolidated Statements of Income” page.  The tax equivalent adjustment to net interest income recognizes the income tax savings when comparing taxable and tax-exempt assets and assumes a 35% tax rate.  Management believes that it is a standard practice in the banking industry to present net interest margin and net interest income on a fully tax equivalent basis.  Therefore, management believes these measures provide useful information to investors by allowing them to make peer comparisons.  Management also uses these measures to make peer comparisons.

Below is a table showing “net interest income” calculated and presented in accordance with GAAP and the adjustments made to arrive at the non-GAAP financial measure “net interest income – tax equivalent.”  The table also shows “net interest margin” calculated and presented in accordance with GAAP and the method used to arrive at the non-GAAP financial measure “net interest margin (fully tax equivalent).”

	Three Months Ended															Six Months Ended
	June 30,			Mar. 31,			Dec. 31,			Sep. 30,			June 30,			June 30,
	2010			2010			2009			2009			2009			2010			2009
	(Dollars in thousands)
Net interest income	$	67,738		$	72,020		$	73,182		$	40,664		$	31,209		$	139,758		$	62,137
Tax equivalent adjustment		212			212			295			300			307			424			670
Net interest income - tax equivalent	$	67,950		$	72,232		$	73,477		$	40,964		$	31,516		$	140,182		$	62,807
Average earning assets		6,024,202			5,994,747			6,265,232			4,137,966			3,483,796			6,009,556			3,483,223
Net interest margin*		4.51	%		4.87	%		4.63	%		3.90	%		3.59	%		4.69	%		3.60	%
Net interest margin (fully tax equivalent)*		4.52	%		4.89	%		4.65	%		3.93	%		3.63	%		4.70	%		3.64	%

*  Margins are calculated using net interest income annualized divided by average earning assets.

The earnings press release also includes some non-GAAP ratios in the “Consolidated Financial Highlights” page.  These ratios are:  (1) Return on average tangible common shareholders' equity; (2) Ending tangible common equity as a percent of ending tangible assets; (3) Ending tangible common equity as a percent of risk-weighted assets; (4) Average tangible common equity as a percent of average tangible assets; and (5) Tangible book value per common share.  The Ending tangible common equity as a percent of ending tangible assets and Average tangible common equity as a percent of average tangible assets are also shown in the “Regulatory Capital” section of the “Capital Adequacy” page in the earnings release.  The following table provides a reconciliation of these ratios to GAAP.  The company considers these critical metrics with which to analyze banks.  The ratios have been included in the earnings press release to facilitate a better understanding of the company’s capital structure and financial condition.

	Three Months Ended															Six Months Ended
	June 30,			Mar. 31,			Dec. 31,			Sep. 30,			June 30,			June 30,
	2010			2010			2009			2009			2009			2010			2009
	(Dollars in thousands, except per share data)
Net income available to common shareholders (a)	$	17,774		$	9,733		$	12,795		$	224,566		$	450		$	27,507		$	5,607
Average total shareholders' equity	$	696,260		$	704,776		$	679,840		$	480,839		$	379,944		$	700,495		$	365,480
Less:
Average Preferred stock		0			(47,521	)		(78,573	)		(78,221	)		(78,126	)		(23,629	)		(78,082	)
Goodwill		(51,908	)		(51,908	)		(51,908	)		(51,908	)		(28,261	)		(51,908	)		(28,261	)
Intangible assets		(6,614	)		(7,058	)		(7,461	)		(8,094	)		(465	)		(6,614	)		(465	)
Average tangible common equity (b)		637,738			598,289			541,898			342,616			273,092			618,344			258,672
Add back: Average preferred stock		0			47,521			78,573			78,221			78,126			23,629			78,082
Average tangible shareholders' equity (c)		637,738			645,810			620,471			420,837			351,218			641,973			336,754
Total shareholders' equity		706,765			692,968			675,167			670,626			446,636			706,765			446,636
Less:
Preferred stock		0			0			(79,195	)		(78,271	)		(78,173	)		0			(78,173	)
Goodwill		(51,908	)		(51,908	)		(51,908	)		(51,908	)		(28,261	)		(51,908	)		(28,261	)
Intangible assets		(6,614	)		(7,058	)		(7,461	)		(8,094	)		(465	)		(6,614	)		(465	)
Tangible common equity (d)		648,243			634,002			536,603			532,353			339,737			648,243			339,737
Add back: Preferred stock		0			0			79,195			78,271			78,173			0			78,173
Tangible shareholders' equity (e)		648,243			634,002			615,798			610,624			417,910			648,243			417,910
Total assets		6,607,165			6,572,426			6,681,123			7,257,706			3,783,353			6,607,165			3,783,353
Less:
Goodwill		(51,908	)		(51,908	)		(51,908	)		(51,908	)		(28,261	)		(51,908	)		(28,261	)
Intangible assets		(6,614	)		(7,058	)		(7,461	)		(8,094	)		(465	)		(6,614	)		(465	)
Ending tangible assets (f)		6,548,643			6,513,460			6,621,754			7,197,704			3,754,627			6,548,643			3,754,627
Risk-weighted assets (g)		3,646,608			3,732,909			3,908,105			4,015,018			3,076,042			3,646,608			3,076,042
Total average assets		6,644,551			6,671,071			6,863,923			4,508,809			3,784,458			6,657,738			3,781,002
Less:
Goodwill		(51,908	)		(51,908	)		(51,908	)		(51,908	)		(28,261	)		(51,908	)		(28,261	)
Intangible assets		(6,614	)		(7,058	)		(7,461	)		(8,094	)		(465	)		(6,614	)		(465	)
Average tangible assets (h)		6,586,029			6,612,105			6,804,554			4,448,807			3,755,732			6,599,216			3,752,276
Ending common shares outstanding (i)		58,062,655			57,833,969			51,433,821			51,431,422			51,434,346			58,062,655			51,434,346
Ratios
Return on average tangible common shareholders' equity (a)/(b)		11.18	%		6.60	%		9.37	%		260.04	%		0.66	%		8.97	%		4.37	%
Ending tangible common equity as a percent of:
Ending tangible assets (d)/(f)		9.90	%		9.73	%		8.10	%		7.40	%		9.06	%		9.90	%		9.06	%
Risk-weighted assets (d)/(g)		17.78	%		16.98	%		13.73	%		13.26	%		11.04	%		17.78	%		11.04	%
Average tangible common equity as a percent of average tangible assets (b)/(h)		9.68	%		9.05	%		7.96	%		7.70	%		7.27	%		9.37	%		6.89	%
Tangible book value per common share (d)/(i)	$	11.16		$	10.96		$	10.43		$	10.35		$	6.61		$	11.16		$	6.61
Ending tangible shareholders' equity to ending tangible assets (e)/(f)		9.90	%		9.73	%		9.30	%		8.48	%		11.14	%		9.90	%		11.14	%
Average tangible shareholders' equity to average tangible assets (c)/(h)		9.68	%		9.77	%		9.12	%		9.46	%		9.35	%		9.73	%		8.97	%

First Financial Bancorp also provided electronic presentation slides on its web site used in connection with the earnings conference call. A copy of the electronic presentation slides is included in this Report as Exhibit 99.2.

First Financial Bancorp. does not intend for this Item 2.02 or Exhibits 99.1 or 99.2 to be treated as “filed” for purposes of the Securities Exchange Act of 1934, as amended, or incorporated by reference into its filings under the Securities Act of 1933, as amended.

Item 9.01 Exhibits.

(d) Exhibits:

The following exhibits shall not be deemed to be “filed” for purposes of the Securities Act.

99.1 First Financial Bancorp. Press Release dated August 3, 2010 – Furnished.

99.2 First Financial Bancorp. August 4, 2010 Earnings Call slides – Furnished.

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.

FIRST FINANCIAL BANCORP.
By:	/s/ J. Franklin Hall
	J. Franklin Hall
	Executive Vice President and
	Chief Financial Officer

Date:  August 4, 2010

Form 8-K First Financial Bancorp.

Exhibit Index

Exhibit No.	Description
99.1	First Financial Bancorp. Press Release dated August 3, 2010.
99.2	First Financial Bancorp. August 4, 2010 Earnings Call slides.

EX-99.1

Exhibit 99.1

First Financial Bancorp Reports Second Quarter 2010 Financial Results

Cincinnati, Ohio – August 3, 2010 – First Financial Bancorp (Nasdaq: FFBC) (“First Financial” or the “Company”) announced today financial and operational results for the second quarter 2010 and for the six month period ended June 30, 2010.

Second quarter 2010 net income and net income available to common shareholders was $17.8 million and earnings per diluted common share were $0.30.  This compares with first quarter 2010 net income of $11.6 million, net income available to common shareholders of $9.7 million and earnings per diluted common share of $0.17 and second quarter 2009 net income of $1.5 million, net income available to common shareholders of $0.5 million and earnings per diluted common share of $0.01.

For the six month period ended June 30, 2010, net income was $29.4 million, net income available to common shareholders was $27.5 million and earnings per diluted common share were $0.48 as compared to net income of $7.2 million, net income available to common shareholders of $5.6 million and earnings per diluted common share of $0.14 for the six month period ended June 30, 2009.

§ Strong quarterly profitability despite continued economic downturn

- Return on average assets of 1.07%

- Return on average shareholders’ equity of 10.24%

§ Earnings continue to add to already robust capital ratios

- Tangible common equity to tangible assets of 9.90%

- Tier 1 capital ratio of 18.75%

- Total risk-based capital of 20.02%

§ Net interest margin remains strong at 4.51%

- Margin declined 36 basis points compared to first quarter 2010; however, still high when compared to regional peers

- Total liquidity of $842 million creating downward pressure on margin, but provides opportunity for future margin expansion

§ Stable credit performance as compared to first quarter 2010 and second quarter 2009

- Net loan charge-offs related to uncovered loans down significantly to $5.0 million; a decrease of 64% and 39%, respectively

- Provision for uncovered loan losses decreased to $6.2 million, representing a decline of 46% and 41%, respectively

§ Markedly low risk balance sheet

- FDIC loss share coverage on 38% of loan portfolio

- 100% risk-weighted assets represent only 43% of balance sheet

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§ Continued growth in strategic deposit balances

- Average strategic transaction and savings deposits increased $158.5 million, or 5.4% on a linked quarter basis, during the second quarter 2010

- Expected continued runoff of acquired-non-strategic deposits, most of which consist of time and brokered accounts

§ Solid growth in recurring and strategic fee revenue and other noninterest income, increasing 13% quarter-over-quarter

Claude Davis, President and Chief Executive Officer, commented, “Despite the continued challenging operating environment, we achieved solid financial results for the quarter.  We continued to execute our client-focused business model with improvement in our wealth management, mortgage and deposit businesses, including over $150 million of average growth in low cost transaction and savings deposits within our strategic markets.

“New loan demand remains sluggish due to the economic environment and as a result, our cash position continues to build, which had a negative impact on our net interest margin.  However, this liquidity, combined with our robust capital position, is the foundation of our strong balance sheet which provides the ability to take advantage of opportunities within our strategic markets. Additionally, we managed our ongoing operating expenses in a prudent manner while continuing to invest in infrastructure and growing our business.”

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DETAILS OF RESULTS

When compared to the second quarter 2009 and the six month period ended June 30, 2009, the results of the comparable periods in 2010 were impacted by a number of acquisition-related items.  During the third quarter 2009, through FDIC-assisted transactions, First Financial assumed the banking operations of Peoples Community Bank (“Peoples”), Irwin Union Bank and Trust Company and Irwin Union Bank, F.S.B. (collectively, “Irwin”).

In connection with the FDIC-assisted transactions, the Company has loss sharing arrangements with the FDIC.  Under the terms of these agreements, the FDIC will reimburse the Company for losses with respect to certain loans (“covered loans”) and other real estate owned (“OREO”) (collectively, “covered assets”).

As a result of the acquisitions, the Company’s business and operating markets expanded significantly.  To assist readers in understanding the financial and strategic impact of the acquisitions, the combined operations of First Financial’s legacy and acquired businesses will be discussed in three categories: “Legacy-Strategic”, “Acquired-Strategic” and “Acquired-Non-Strategic”.  Additional disclosures have been added in a separate section of the earnings release that segregate the effect acquisition-related items have on certain reported income statement and balance sheet amounts, “Section II – Supplemental Information on Covered Assets and Acquisition-Related Items”.  Definitions of the business categories and other financial items related to the acquisitions can be found below in “Glossary of Terms”.

In an effort to simplify and clarify the financial performance of First Financial, a number of significant items are noted separately throughout this release and will address the nature, timing and expected recurrence of each item.  Available on the Company’s website at www.bankatfirst.com is a presentation providing supplemental information regarding its quarterly results.

Glossary of Terms

To assist readers in understanding the Company’s financial results and the effect of the acquisitions on reported amounts, the following terms are used throughout this release to refer to specific acquisition-related items.  The first three define the business components referred to above and the remaining items define specific covered loan terminology.

Legacy-strategic – Elements of the business that existed prior to the acquisitions and will continue to be supported.

Acquired-strategic – Elements of the business that the Company intends to retain and will continue to support and build.  Legacy-strategic and acquired-strategic are collectively referred to as “strategic.”

Acquired-non-strategic – Elements of the business that the Company intends to exit but will continue to support to obtain maximum economic value.  No growth or replacement is expected.

Rate-based valuation mark – Represents the carrying value discount required to establish the appropriate effective yield for covered loans.

Credit-based valuation mark – The valuation adjustment applied to covered loans related to credit loss assumptions.

Accelerated discount on loan prepayments and dispositions – The acceleration of the unrealized rate-based valuation mark plus any recognition of the credit-based valuation mark. This item will be ongoing but diminishing as covered loan balances decline overtime.

UPB – Unpaid principal balance

Carrying value – The unpaid principal balance of a covered loan less any rate- or credit-based valuation mark.

Unless otherwise noted, all amounts discussed in this earnings release are pre-tax except net income and per-share data which are presented after-tax. Percentage changes are not annualized unless specifically noted. In some instances, financial data may not add up due to rounding.

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SECTION I – RESULTS OF OPERATIONS

NET INTEREST INCOME

Net interest income on a fully tax-equivalent basis for the second quarter 2010 was $68.0 million as compared to $72.2 million for the first quarter 2010 and $31.5 million, as compared to the comparable year-over-year period.  While the average balances of interest-earning assets and interest-bearing liabilities remained relatively unchanged for the second quarter 2010 as compared to the first quarter, the asset mix continued to change as higher yielding loans paid down and converted to lower yielding cash or investments, which negatively impacted the net interest margin and resulted in the lower level of net interest income.  In addition to higher levels of interest-earning assets and interest-bearing liabilities resulting from the 2009 acquisitions, the year-over-year increase of $36.4 million was also impacted by the significant increase in the net interest margin (see further discussion below).

For the six month period ended June 30, 2010, net interest income on a fully tax-equivalent basis was $140.2 million as compared to $62.8 million for the comparable period in 2009.  Similar to the quarterly year-over-year items noted above, the increase was driven by the larger balance sheet items as well as a higher net interest margin (see further discussion below).

Included in net interest income for both the second quarter and first quarter 2010 were the results of operations classified by the Company as acquired-non-strategic.  These amounts totaled $10.2 million and $10.9 million during those periods, respectively, and in sum totaled $21.1 million for the six months ended June 30, 2010.  See additional discussion in Section II.

NET INTEREST MARGIN

Net interest margin was 4.51% for the second quarter 2010 as compared to 4.87% for the first quarter 2010 and 3.59% for the second quarter 2009.  The net interest margin was significantly impacted by normal amortization and paydowns in both the covered and uncovered loan portfolios.  As loan demand remains slow in the Company’s strategic markets, the incoming cash flows from the loan portfolios contributed to an increased cash position which accounted for 34 basis points of the linked quarter net interest margin decline.  While the Company experienced a lower level of interest income and, as a result, a lower net interest margin during the quarter due partly to its cash position, it deliberately avoided redeploying the cash into long term securities as it did not want to introduce higher levels of duration and pricing risk.  The average balance of cash and interest-bearing deposits during the second quarter was $827 million which earned a combined yield of 0.22%.  As such, opportunities for net interest margin enhancement may exist as the Company considers alternatives for deploying its high level of liquidity, including purchasing investment securities consistent with its asset / liability management objectives, future loan demand and restructuring liabilities.  See additional discussion in the Investments section.

The increase of 92 basis points over the comparable year-over-year period was primarily attributable to the higher yield on covered loans, improved pricing in new loan originations, lower funding costs of deposits as a result of repricing acquired CDs and disciplined pricing strategies, and an overall increase in earning assets.

Net interest margin for the six month period ended June 30, 2010 was 4.69% as compared to 3.60% for the six month period ended June 30, 2009.

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NONINTEREST INCOME

The following table presents noninterest income for the three months ended June 30, 2010, March 31, 2010 and December 31, 2009 highlighting the estimated impact of covered loan activity and other transition items on the Company’s reported balance.

 

Table I
	For the Three Months Ended
	June 30,		March 31,		December 31,
(Dollars in thousands)	2010		2010		2009
Total noninterest income	$	25,296	$	19,368	$	24,149
Significant components of noninterest income
Items likely to recur:
Accelerated discount on loan prepayments and dispositions 1
Rate-based valuation mark - loan sales		-		1,631		2,298
Rate-based valuation mark - prepayments		4,544		2,706		3,083
Credit-based valuation mark - loan sales 2		-		295		621
Credit-based valuation mark - prepayments 2		2,864		1,465		2,213
Total accelerated discount		7,408		6,097		8,215
Other acquired-non-strategic income		475		80		1,839
Transition-related items		-		366		(388	)
Items expected not to recur:
FDIC settlement and other items not expected to recur		2,930		-		-
Total excluding items noted above	$	14,483	$	12,825	$	14,483
1 See Section II for additional information 2 Net of the corresponding valuation adjustment on the FDIC indemnification asset

During the quarterly periods presented above, covered loan activity positively impacted noninterest income.  This activity is discussed in more detail in Section II.  Also included in noninterest income for the second quarter 2010 was $2.3 million of non-recurring income related to the settlement of certain initial cash items and valuations related to the 2009 FDIC acquisitions.  Excluding the impact of all accelerated discounts and other transition items as well as gains on the sales of investment securities and other items not expected to recur, estimated noninterest income earned in the second quarter 2010 was $14.5 million as compared to $12.8 million in the first quarter 2010 and $10.6 million in the second quarter 2009.  The increase from the linked quarter was primarily attributable to ­­­higher service charges on deposits, gains on sales of residential mortgages, bankcard interchange income, trust and wealth management fees and BOLI income, partially offset by lower insurance income.  The increase in the comparable year-over-year quarter was driven primarily by higher service charges on deposit accounts resulting from an increase in transaction-based deposits, increased bankcard income, higher trust and wealth management fees and higher brokerage and insurance income as a result of the 2009 acquisitions.

For the six month period ended June 30, 2010, noninterest income totaled $44.7 million as compared to $26.1 million for the similar year-over-year period.  Excluding the items mentioned above in Table I as well as the gain on sale of the property & casualty portion of the insurance business which occurred during the first quarter 2009, noninterest income was $27.3 million for the six month period ended June 30, 2010 as compared to $22.1 million for the six months ended June 30, 2009.

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NONINTEREST EXPENSE

The following table presents noninterest expense for the three months ended June 30, 2010, March 31, 2010 and December 31, 2009 including the estimated effect of acquired-non-strategic operations, acquisition-related costs and other transition items.

Table II
	For the Three Months Ended
	June 30,		March 31,		December 31,
(Dollars in thousands)	2010		2010		2009
Total noninterest expense	$	59,356	$	62,154	$	61,607
Significant components of noninterest expense
Items likely to recur:
Proportionate share of losses in excess of credit-based
valuation mark 1,2		3,538		1,892		763
Acquired-non-strategic operating expenses 1		1,270		2,201		1,303
Transition-related items 1		1,321		6,263		6,625
FDIC indemnification support		938		605		387
Items expected not to recur:
Acquisition-related costs 1		2,180		2,629		3,703
Other items not expected to recur		2,387		1,019		1,599
Total excluding items noted above	$	47,722	$	47,545	$	47,227
1 See Section II for additional information
2 Represents 20% of total recognized, unanticipated losses on covered loans

Similar to the first quarter 2010 and fourth quarter 2009, noninterest expense during the second quarter 2010 continued to be affected by acquisition-related costs as well as other transition-related items and costs related to the Company’s acquired-non-strategic operations.  After adjusting for these items, estimated noninterest expense was essentially unchanged, totaling $47.7 million for the second quarter 2010.  Compared to the year-over-year quarter, excluding the FDIC special assessment and acquisition-related expenses incurred during the second quarter 2009, estimated noninterest expense increased $17.1 million, primarily driven by higher salaries and employment benefits, occupancy costs, equipment expenses and marketing costs resulting from the 2009 acquisitions.

For the six month period ended June 30, 2010, noninterest expense totaled $121.5 million compared to $62.7 million for the comparable year-over-year period.  Excluding the items mentioned above in Table II as well as severance costs related to the first quarter 2009 sale of the property & casualty portion of the insurance business, noninterest expense was $95.3 million for the six month period ended June 30, 2010 as compared to $60.3 million for the six months ended June 30, 2009.

INCOME TAXES

For the second quarter 2010, income tax expense was $9.5 million, resulting in an effective tax rate of 34.8%, compared with income tax expense of $6.3 million and an effective tax rate of 35.0% during the first quarter 2010 and $0.7 million and an effective tax rate of 32.6% during the comparable year-over-year period.

For the six month period ended June 30, 2010, income tax expense was $15.8 million, resulting in an effective tax rate of 34.9%, compared with income tax expense of $3.7 million and an effective tax rate of 34.2% during the six months ended June 30, 2009.

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CREDIT QUALITY – EXCLUDING COVERED ASSETS

The following table presents certain credit quality metrics related to the Company’s uncovered loan portfolio for the trailing five quarter periods as of June 30, 2010.

Table III
	As of or for the Three Months Ended
	June 30,			March 31,			December 31,			September 30,			June 30,
(Dollars in thousands)	2010			2010			2009			2009			2009
Total nonaccrual loans	$	66,671		$	66,869		$	71,657		$	60,506		$	37,593
Restructured loans	$	12,752		$	7,584		$	6,125		$	3,102		$	197
Total nonperforming loans	$	79,423		$	74,453		$	77,782		$	63,608		$	37,790
Total nonperforming assets	$	96,241		$	92,540		$	81,927		$	67,909		$	42,956
Nonperforming assets as a % of:
Period-end loans plus OREO		3.42	%		3.27	%		2.83	%		2.36	%		1.48	%
Total assets		1.46	%		1.41	%		1.23	%		0.94	%		1.14	%
Nonperforming loans as a % of total loans		2.84	%		2.65	%		2.69	%		2.21	%		1.31	%
Provision for loan and lease losses - uncovered	$	6,158		$	11,378		$	14,812		$	26,655		$	10,358
Allowance for uncovered loan & lease losses	$	57,811		$	56,642		$	59,311		$	55,770		$	38,649
Allowance for loan & lease losses as a % of:
Period-end loans		2.07	%		2.01	%		2.05	%		1.94	%		1.34	%
Nonaccrual loans		86.7	%		84.7	%		82.8	%		92.2	%		102.8	%
Nonperforming loans		72.8	%		76.1	%		76.3	%		87.7	%		102.3	%
Total net charge-offs	$	4,989		$	14,047		$	11,271		$	9,534		$	8,146
Annualized net-charge-offs as a % of average
loans & leases		0.71	%		2.00	%		1.53	%		1.31	%		1.19	%

Net Charge-offs

Second quarter 2010 net charge-offs were $5.0 million, or 0.71% of average loans and leases, compared with $14.0 million, or 2.00%, for the linked quarter and $8.1 million, or 1.19%, for the comparable year-over-year quarter.  The decrease compared to the linked quarter was impacted by the alleged fraudulent activity noted during the first quarter 2010 which totaled $8.8 million, representing 125 basis points of average loans and leases for the period.  Excluding this activity, net charge-offs decreased slightly during the second quarter 2010 both in terms of dollar amount as well as a percentage of average loans and leases.

For the six months ended June 30, 2010, net charge-offs were $19.0 million, or 1.36% of average loans and leases.  Excluding the alleged fraudulent activity noted above, net charge-offs were $10.2 million, or 0.73%, as compared to $11.8 million, or 0.88%, for the six month period ended June 30, 2009.

Nonperforming Assets

Nonperforming loans totaled $79.4 million and nonperforming assets totaled $96.2 million as of June 30, 2010 compared with $74.5 million and $92.5 million, respectively, for the linked quarter and $37.8 million and $43.0 million, respectively, for the comparable year-over-year quarter.  While total nonaccrual loans remained essentially unchanged, the individual components changed as commercial nonaccrual loans decreased $8.7 million, partially driven by a credit that was transferred to restructured loans (see further discussion below), offset by increases in construction nonaccrual loans of $1.2 million and commercial real estate nonaccrual loans of $7.1 million.

Restructured loans increased $5.2 million during the second quarter 2010 due primarily  to one commercial relationship totaling $5.0 million that was previously classified as nonaccrual in which the Company worked with the borrower to modify certain terms including the addition of an interest-only feature for a specified period of time and re-amortization.  Restructured loans remain on nonaccrual status until the borrower demonstrates the ability to comply with the modified terms.

-7-

Total classified assets increased $30.7 million during the second quarter to $201.9 million.  Classified assets are defined by the Company as nonperforming assets plus performing loans internally rated substandard or worse.  This increase was driven by the reclassification of certain performing loans rated special mention or pass to substandard, primarily commercial real estate relationships involving borrowers in a range of industries including hospitality, entertainment and residential development.  All credits included in classified assets are monitored closely and have workout strategies in place should their status continue to deteriorate.

Recovery within the Company’s strategic markets remains sluggish consistent with the prolonged stress in both the business and consumer economic environments and, as a result, First Financial’s credit results may continue to be volatile.  Commercial real estate may face additional challenges as the combination of maturing credits and existing loan-to-value levels may create difficulties for those borrowers exploring refinancing opportunities.

Delinquent Loans

Loans 30-to-89 days past due totaled $21.8 million, or 0.78% of period end loans, as of June 30, 2010.  This compares to $22.6 million, or 0.80%, as of March 31, 2010 and $20.5 million, or 0.71%, as of June 30, 2009.

Provision for Loan & Lease Losses

Second quarter 2010 provision expense related to uncovered loans and leases was $6.2 million as compared to $11.4 million during the linked quarter and $10.4 million during the comparable year-over-year quarter.  As a percentage of net charge-offs, second quarter 2010 provision expense equaled 123.4% compared to 81.0% during the first  quarter 2010 and 127.2% during the second quarter 2009.

Allowance for Loan & Lease Losses

As of the end of the second quarter 2010, the allowance for uncovered loan and lease losses increased to $57.8 million from $56.6 million as of March 31, 2010 and was $38.6 million as of June 30, 2009.  As a percentage of period-end loans, the allowance for loan and lease losses totaled 2.07% as of June 30, 2010 as compared to 2.01% as of March 31, 2010 and 1.34% as of June 30, 2009.  The allowance for loan and lease losses as of June 30, 2010 reflects management’s estimate of credit risk inherent in the Company’s portfolio at that time.

-8-

LOANS (EXCLUDING COVERED LOANS)

The following table presents the loan portfolio, not including covered loans, as of June 30, 2010, March 31, 2010 and June 30, 2009.

Table IV
	As of
	June 30, 2010					March 31, 2010					June 30, 2009
			Percent					Percent					Percent
(Dollars in thousands)	Balance		of Total			Balance		of Total			Balance		of Total
Commercial	$	749,522		26.8	%	$	763,084		27.1	%	$	876,730		30.3	%
Real estate - construction		197,112		7.1	%		216,289		7.7	%		266,452		9.2	%
Real estate - commercial		1,113,836		39.9	%		1,091,830		38.8	%		988,901		34.2	%
Real estate - residential		296,295		10.6	%		306,769		10.9	%		337,704		11.7	%
Installment		75,862		2.7	%		78,682		2.8	%		88,370		3.1	%
Home equity		332,928		11.9	%		330,973		11.8	%		307,749		10.6	%
Credit card		28,567		1.0	%		27,960		1.0	%		27,023		0.9	%
Lease financing		15		0.0	%		15		0.0	%		25		0.0	%
Total	$	2,794,137		100.0	%	$	2,815,602		100.0	%	$	2,892,954		100.0	%

Loans, excluding covered loans, totaled $2.79 billion at the end of the second quarter, a decrease of $21.5 million, or 0.8%, compared to the balance of $2.82 billion as of March 31, 2010 and a decrease of $98.8 million, or 3.4%, compared to the amount of $2.89 billion as of June 30, 2009.  As compared to the linked quarter, the composition of the loan portfolio remained essentially the same with the slight overall decrease occurring in the commercial, construction and residential real estate portfolios offset by a modest increase in the commercial real estate portfolio.  Overall, loan demand continued to remain slow in the Company’s strategic operating markets.

INVESTMENTS

The following table presents a summary of the total investment portfolio at June 30, 2010.

Table V
	As of June 30, 2010
	Book		Percent of			Book		Book		Market		Gain/
(Dollars in thousands)	Value		Total			Yield		Price		Value		(Loss)
U.S. Treasury notes	$	13,808		2.3	%		2.48		99.66		102.45	$	386
Agencies		111,682		18.4	%		2.88		100.00		101.65		1,819
CMOs (agency)		48,232		7.9	%		4.57		100.47		104.70		1,949
CMOs (private)		53		0.0	%		1.08		100.00		100.29		0
MBSs (agency)		316,565		52.1	%		4.61		100.93		106.61		16,877
		490,341		80.7	%		4.15		100.64		105.13		21,031
Municipal		20,544		3.4	%		7.19		99.13		101.49		483
Other 1		96,449		15.9	%		3.17		102.05		102.51		434
		116,993		19.3	%		3.87		101.54		102.33		917
Total investment portfolio	$	607,334		100.0	%		4.10		100.81		104.58	$	21,948
			Net Unrealized Gain/(Loss)									$	21,948
			Aggregate Gains										22,120
			Aggregate Losses										(172	)
			Net Unrealized Gain/(Loss) % of Book Value										3.61	%
1 Other includes $87 million of regulatory stock

-9-

The net increase relative to the comparable periods was due to the purchase of $100 million of FNMA agency securities during the quarter.  While loan demand remains muted, the Company intends to selectively redeploy a portion of its large cash position to purchase investments as market conditions permit.  Future purchases will be made utilizing the same discipline and portfolio management philosophy applied in the past, including avoidance of credit risk and geographic concentration risk within mortgage-backed securities, while also balancing the Company’s overall asset / liability management objectives.  During the third quarter 2010, the Company continued to redeploy its liquidity, purchasing approximately $150 million of adjustable rate FNMA / FHLMC mortgage backed securities in accordance with these guidelines.

DEPOSITS

The following table presents a roll-forward of deposit activity during the second quarter 2010, including activity related to deposits acquired through the FDIC-assisted transactions.

Table VI
	Deposit Activity - Second Quarter 2010
	Balance as of					Acquired-			Balance as of
	March 31,		Strategic			Non-Strategic			June 30,
(Dollars in thousands)	2010		Portfolio			Portfolio			2010
Transaction and savings accounts	$	3,088,003	$	146,835		$	(30,325	)	$	3,204,513
Time deposits		1,808,126		5,655			(17,847	)		1,795,934
Brokered deposits		327,557		(1,847	)		(78,821	)		246,889
Total deposits	$	5,223,686	$	150,643		$	(126,993	)	$	5,247,336

Strategic transaction and savings accounts experienced solid growth during the second quarter 2010 increasing 4.76% as compared to the linked quarter.  The acquisition of low cost core deposits and customer relationships is central to the Company’s long term operating strategy despite the current strong liquidity position.  As expected, acquired-non-strategic balances continued to decline, the majority of which consisted of brokered deposits.  As of June 30, 2010, brokered deposits had declined to less than 5% of total deposits.  Overall, strategic deposit retention from the acquisitions continues to exceed management’s expectations.

CAPITAL MANAGEMENT

The following table presents First Financial’s preliminary regulatory and other capital ratios as of June 30, 2010, March 31, 2010 and June 30, 2009.

Table VII
	As of
	June 30,			March 31,			June 30,			"Well-Capitalized"
	2010			2010			2009			Minimum
Leverage Ratio		10.34	%		10.10	%		12.02	%		5.00	%
Tier 1 Capital Ratio		18.75	%		17.97	%		14.77	%		6.00	%
Total Risk-Based Capital Ratio		20.02	%		19.23	%		16.02	%		10.00	%
Ending tangible shareholders' equity
to ending tangible assets		9.90	%		9.73	%		11.14	%		N/A
Ending tangible common shareholders'
equity to ending tangible assets		9.90	%		9.73	%		9.06	%		N/A

-10-

Capital levels continued to improve during the second quarter 2010.  As of June 30, 2010, tangible book value per common share was $11.16 as compared to $10.96 as of March 31, 2010 and up 68.8% compared to $6.61 per share as of June 30, 2009.  First Financial’s tangible common equity ratio increased to 9.90% for the second quarter 2010 as compared to 9.73% for the linked quarter and 9.06% for the comparable year-over-year quarter.

At the beginning of the second quarter 2010, a warrant issued in connection with the senior preferred shares issued by the Company under its participation in the Capital Purchase Program (“CPP”), a component of the Troubled Asset Relief Program (“TARP”) continued to be held by the U.S. Treasury.  The warrant enables the holder to purchase up to 465,117 shares of the Company’s common stock at an exercise price of $12.90 per share and expires on December 23, 2018.  In June 2010, the U.S. Treasury conducted an auction of the warrants in which they were sold in a public offering at a price of $6.70 per warrant.  This transaction represents the final step in the CPP redemption process and the U.S. Treasury no longer owns any securities issued by First Financial.

During February 2010, First Financial successfully completed a follow-on equity offering and, after deducting underwriting and other offering costs, received net proceeds of $91.2 million.  Following the offering, First Financial used most of the net proceeds to redeem all of the $80 million in senior preferred shares issued to the U.S. Treasury in December 2008.

ACQUISITIONS

Subsequent Events

The Irwin and Peoples acquisitions were considered business combinations and accounted for under FASB Codification Topic 805: Business Combinations (“Topic 805”), FASB Codification Topic 820: Fair Value Measurements and FASB Codification Topic 310-30: Loans and Debt Securities Acquired with Deteriorated Credit Quality.  All acquired assets and liabilities were recorded at their estimated fair values as of the date of acquisition and identifiable intangible assets were recorded at their estimated fair value.

Estimated fair values are considered preliminary and, in accordance with Topic 805, are subject to change up to one year after the acquisition date.  This allows for adjustments to the initial purchase entries if additional information relative to closing date fair values becomes available.  Material adjustments to acquisition date estimated fair values are recorded in the period in which the acquisition occurred and, as a result, previously reported results are subject to change.

Certain reclassifications of prior periods’ amounts may also be made to conform to the current period’s presentation and would have no effect on previously reported net income amounts.

Integration

During the first quarter 2010, the Company successfully completed the technology conversion and operational integration of Irwin.  In total, 27 Irwin banking centers were acquired in the FDIC transaction including ten locations in the western part of the United States that were considered to be acquired-non-strategic.  In late December 2009, the Company closed the St. Louis, Missouri location and during the first quarter 2010 seven additional branches were closed.  In the aggregate, the two remaining western locations had $139.6 million in unpaid principal balances on loans and $104.4 million in deposits as of June 30, 2010. The Company expects to exit these two remaining markets or about September 30, 2010.

While the technology and operational integration of Irwin and Peoples is complete, it is expected that there will be additional integration-related costs incurred throughout 2010.

-11-

SECTION II – SUPPLEMENTAL INFORMATION ON COVERED ASSETS AND ACQUISITION-RELATED ITEMS

Due to the FDIC-assisted transactions and other acquisitions occurring during 2009, the size of First Financial’s business expanded significantly.  To assist in analyzing the effect of these transactions on the financial results, supplemental information that segregates the estimated impact on pre-tax earnings of certain acquisition-related items and provides additional detail on the covered loan portfolio follows.

SUMMARY OF SIGNIFICANT ACQUISITION-RELATED ITEMS

The following table illustrates the estimated effect certain acquisition-related items had on the results of operations for the three months ended June 30, 2010, March 31, 2010 and December 31, 2009.

`

Table VIII
	For the Three Months Ended
	June 30,			March 31,			December 31,
(Dollars in thousands)	2010			2010			2009
Income effect:
Accelerated discount on loan prepayments and dispositions: 1
Rate-based valuation mark - loan sales	$	-		$	1,631		$	2,298
Rate-based valuation mark - prepayments		4,544			2,706			3,083
Credit-based valuation mark - loan sales 2		-			295			621
Credit-based valuation mark - prepayments 2		2,864			1,465			2,213
Acquired-non-strategic net interest income		10,207			10,854			16,832
Service charges on deposit accounts related to
acquired-non-strategic operations		130			230			258
Other income related to acquired-non-strategic operations		346			(150	)		1,581
Income related to the accelerated discount on loan prepayments
and dispositions and acquired-non-strategic operations		18,091			17,031			26,886
Expense effect:
Acquired-non-strategic operating expenses: 3
Salaries and employee benefits		29			122			27
Occupancy		542			1,415			560
Other		699			664			716
Total acquired-non-strategic operating expenses		1,270			2,201			1,303
FDIC indemnification support		938			605			387
Acquisition-related costs:
Integration-related costs		720			999			2,580
Professional services fees		1,436			1,457			1,123
Other		24			172			-
Total acquisition-related costs		2,180			2,628			3,703
Transition-related items:
Salaries and benefits		1,843			4,776			5,474
Occupancy		(522	)		910			1,307
Other		-			577			(156	)
Total transition-related items		1,321			6,263			6,625
Proportionate share of losses in excess of credit-based
valuation mark 4		3,538			1,892			763
Total expense effect		9,247			13,589			12,781
Total estimated effect on pre-tax earnings	$	8,844		$	3,442		$	14,105
1 Included in noninterest income
2 Net of the corresponding valuation adjustment on the FDIC indemnification asset
3 Included in noninterest expense
4 Represents 20% of total recognized, unanticipated losses on covered loans included in other non-interest expense

-12-

When unpaid covered loan principal balances decrease faster than expected, which could occur either through a loan sale, any prepayment by the borrower, either in full or in part, or is charged-off, the remaining or pro rata carrying value of the rate-based valuation mark is recognized as noninterest income.  The carrying value of the credit-based valuation mark impacts both noninterest income and noninterest expense.  When covered loan balances paydown early, again through either a loan sale or prepayments by the borrower, and credit experience is better than originally estimated, the remaining carrying value is recognized as noninterest income, net of a corresponding valuation adjustment on the FDIC indemnification asset.  However, when losses are incurred on covered loans that exceed the initial estimate, the Company will recognize noninterest expense representing its proportional share of the unanticipated losses.

The Company did not conduct any material acquired-non-strategic loan sales during the second quarter 2010.  During the first quarter 2010, First Financial sold $21.2 million of acquired-non-strategic western market covered loans at 100% of their UPB, resulting in the acceleration of income of which $1.6 million pertained to the rate-based valuation mark and $295,000 pertained to the credit-based valuation mark.

COVERED ASSETS & LOSS SHARE AGREEMENTS

As of June 30, 2010, 38.0% of the Company’s total loans were covered loans.  As required under the loss-share arrangements, First Financial must file monthly certifications with the FDIC on single-family residential loans and quarterly certifications on all other loans.  To date, all certifications have been filed in a timely manner and without significant issues.

COVERED LOAN PORTFOLIO

The following table presents estimated activity in the covered loan portfolio by loan type during the second quarter 2010.

Table IX
	Covered Loan Activity - Second Quarter 2010
			Reduction in Balance Due to:
									Charge-Offs
	March 31,								in Excess of		June 30,
(Dollars in thousands)	2010		Loan Sales		Prepayments 1		Contractual 2		Valuation Mark 3		2010
Commercial	$	460,681	$	-	$	9,080	$	31,312	$	3,538	$	416,751
Real estate - construction		79,127		-		583		2,010		17		76,517
Real estate - commercial		978,981		-		25,017		14,864		4,534		934,566
Real estate - residential		284,465		-		13,922		3,892		2,501		264,150
Installment		14,828		-		930		102		848		12,948
Other covered loans		10,076		1,306		-		1,261		-		7,509
Total covered loans	$	1,828,158	$	1,306	$	49,532	$	53,441	$	11,438	$	1,712,441
1 Includes complete paid in full balances only
2 Includes partial paydowns and accretion of the rate-based valuation mark
3 Indemnified at 80% from the FDIC

During the second quarter 2010, the total balance of covered loans decreased $115.7 million, or 6.3%, as compared to the previous quarter.  Of this decrease, $49.5 million, or 2.7%, was attributable to prepayments and $53.4 million, or 2.9%, related to repayments in accordance with contractual obligations.  The remaining decrease related to credit losses in excess of the credit-based valuation mark.  Credit experience to date related to covered loans is nominally better than the Company’s expectations.

-13-

The Company established an allowance for loan losses of $1.3 million associated with covered loans during the second quarter 2010 based upon its most recent impairment analysis.  Of this total reserve, $0.3 million, or 20%, was recognized as a non-cash provision expense and the remaining $1.0 million, or 80%, was recorded as an increase to the FDIC indemnification asset representing the portion of loss reimbursement expected from the FDIC under the loss sharing agreement.  On an after-tax basis, the non-cash provision expense had an immaterial impact on diluted earnings per share for the second quarter 2010.

Under the applicable accounting guidance, impairment is generally recognized in the current period as provision expense while improvement in the credit outlook is not recognized immediately but instead is reflected as a loan yield adjustment on a prospective basis.  The timing inherent in this accounting treatment may result in earnings volatility in future periods.

-14-

Teleconference / Webcast Information

First Financial’s senior management will host a conference call to discuss the Company’s financial and operating results on Wednesday, August 4, 2010 at 9:00 a.m.  Members of the public who would like to listen to the conference call should dial (877) 317-6789 (U.S. toll free), (866) 605-3852 (Canada toll free) or +1 (412) 317-6789 (International) (no passcode required).  The number should be dialed five to ten minutes prior to the start of the conference call.  The conference call will also be accessible as an audio webcast via the Investor Relations section of the Company’s website at www.bankatfirst.com/investor.  A replay of the conference call will be available beginning one hour after the completion of the live call through August 19, 2010 at (877) 344-7529 (U.S. toll free) and +1 (412) 317-0088 (International); conference number 442890.  The webcast will be archived on the Investor Relations section of the Company’s website through August 4, 2011.

Press Release and Additional Information on Website

This press release as well as the Company’s most recent Investor Presentation is available to the public through the Investor Relations section of First Financial’s website at www.bankatfirst.com/investor.

Forward-Looking Statement

Certain statements contained in this news release which are not statements of historical fact constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act (the ‘‘Act’’). In addition, certain statements in future filings by us with the SEC, in press releases, and in oral and written statements made by or with our approval which are not statements of historical fact constitute forward-looking statements within the meaning of the Act. Examples of forward-looking statements include, but are not limited to, projections of revenues, income or loss, earnings or loss per share, the payment or non-payment of dividends, capital structure and other financial items, statements of plans and objectives of us or our management or board of directors, and statements of future economic performances and statements of assumptions underlying such statements. Words such as ‘‘believes’’, ‘‘anticipates’’, ‘‘intends’’, and other similar expressions are intended to identify forward-looking statements but are not the exclusive means of identifying such statements. Forward-looking statements involve risks and uncertainties that may cause actual results to differ materially from those in such statements. Factors that could cause actual results to differ from those discussed in the forward-looking statements include, but are not limited to:

§   management’s ability to effectively execute its business plan; the risk that the strength of the United States economy in general and the strength of the local economies in which we conduct operations may continue to deteriorate resulting in, among other things, a further deterioration in credit quality or a reduced demand for credit, including the resultant effect on our loan portfolio, allowance for loan and lease losses and overall financial performance;

§   the ability of financial institutions to access sources of liquidity at a reasonable cost; the impact of recent upheaval in the financial markets and the effectiveness of domestic and international governmental actions taken in response, including in connection with recent sovereign debt related matters and the high degree of volatility in U.S. and foreign capital markets, and the effect of such governmental actions on us, our competitors and counterparties, financial markets generally and availability of credit specifically, and the U.S. and international economies, including increased payments from Federal Depository Insurance Company (‘‘FDIC’’) insurance funds;

§   the effect of legislative proposals that are currently pending in Congress and regulatory actions affecting the financial services industry generally or our operations;

§   the effects of and changes in policies and laws of regulatory agencies, inflation and interest rates;

§   technology changes;

§   mergers and acquisitions, including costs or difficulties related to the integration of acquired companies, including our ability to successfully integrate the branches of Peoples Community Bank, Irwin Union Bank and Trust Company and Irwin Union Bank, F.S.B., which were acquired out of FDIC receivership;

§   the risk that exploring merger and acquisition opportunities may detract from management’s time and ability to successfully manage our business;

§   expected cost savings in connection with the consolidation of recent acquisitions may not be fully realized or realized within the expected time frames, and deposit attrition, customer loss and revenue loss following completed acquisitions may be greater than expected;

§   our ability to increase market share and control expenses;

§   the effect of changes in accounting policies and practices, as may be adopted by the regulatory agencies as well as the Financial Accounting Standards Board and the SEC; adverse changes in the securities and debt markets;

§   our success in recruiting and retaining the necessary personnel to support business growth and expansion and maintain sufficient expertise to support increasingly complex products and services;

§   monetary and fiscal policies of the Board of Governors of the Federal Reserve System (the ‘‘Federal Reserve’’) and the U.S. government and legislative, regulatory and other governmental initiatives affecting the financial services industry;

§   our ability to manage loan delinquency and charge-off rates and changes in estimation of the adequacy of the allowance for loan losses; and

§   the costs and effects of litigation and of unexpected or adverse outcomes in such litigation.

In addition, please refer to our Annual Report on Form 10-K for the year ended December 31, 2009, our Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2010, as well as our other filings with the SEC, for a more detailed discussion of these risks and uncertainties and other factors. Such forward-looking statements are meaningful only on the date when such statements are made, and we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such a statement is made to reflect the occurrence of unanticipated events.

-15-

About First Financial Bancorp

First Financial Bancorp is a Cincinnati, Ohio based bank holding company.  As of June 30, 2010, the Company had $6.6 billion in assets, $4.4 billion in loans, $5.2 billion in deposits and $707 million in shareholders’ equity.  The Company’s subsidiary, First Financial Bank, N.A., founded in 1863, provides banking and financial services products through its three lines of business: Commercial, Retail and Wealth Resource Group.  The Commercial and Retail units provide traditional banking services to business and consumer clients and the Wealth Resource Group provides financial planning, investment management, trust & estate, brokerage, insurance and retirement plan services and had approximately $2.2 billion in assets under management as of June 30, 2010.  The Company’s strategic operating markets are located in Ohio, Indiana, Kentucky and Michigan where it operates 113 banking centers across 75 communities.  Additional information about the Company, including its products, services and banking locations is available at www.bankatfirst.com.

Contact Information

Investors/Analysts	Media
Kenneth Lovik	Cheryl Lipp
Vice President, Investor Relations and	First Vice President, Communications Director
Corporate Development	(513) 979-5797
(513) 979-5837	cheryl.lipp@bankatfirst.com
kenneth.lovik@bankatfirst.com

-16-

Selected Financial Information

June 30, 2010

(unaudited)

Contents	Page
Consolidated Financial Highlights	2
Consolidated Statements of Income	3
Consolidated Quarterly Statements of Income	4 – 5
Consolidated Statements of Condition	6
Average Consolidated Statements of Condition	7
Net Interest Margin Rate / Volume Analysis	8 – 9
Credit Quality	10
Capital Adequacy	11

FIRST FINANCIAL BANCORP.

CONSOLIDATED FINANCIAL HIGHLIGHTS

(Dollars in thousands, except per share)

(Unaudited)

							Three months ended,									Six months ended
	Jun. 30,			Mar. 31,			Dec. 31,			Sep. 30,			Jun. 30,			Jun. 30,
	2010			2010			2009			2009			2009			2010			2009
RESULTS OF OPERATIONS
Net income	$	17,774		$	11,598		$	13,795		$	225,566		$	1,450		$	29,372		$	7,185
Net income available to common shareholders	$	17,774		$	9,733		$	12,795		$	224,566		$	450		$	27,507		$	5,607
Net earnings per common share - basic	$	0.31		$	0.18		$	0.25		$	4.40		$	0.01		$	0.49		$	0.14
Net earnings per common share - diluted	$	0.30		$	0.17		$	0.25		$	4.36		$	0.01		$	0.48		$	0.14
Dividends declared per common share	$	0.10		$	0.10		$	0.10		$	0.10		$	0.10		$	0.20		$	0.20
KEY FINANCIAL RATIOS
Return on average assets		1.07	%		0.71	%		0.80	%		19.85	%		0.15	%		0.89	%		0.38	%
Return on average shareholders' equity		10.24	%		6.67	%		8.05	%		186.11	%		1.53	%		8.46	%		3.96	%
Return on average common shareholders' equity		10.24	%		6.01	%		8.44	%		221.29	%		0.60	%		8.20	%		3.93	%
Return on average tangible common shareholders' equity		11.18	%		6.60	%		9.37	%		260.04	%		0.66	%		8.97	%		4.37	%
Net interest margin		4.51	%		4.87	%		4.63	%		3.90	%		3.59	%		4.69	%		3.60	%
Net interest margin (fully tax equivalent) (1)		4.52	%		4.89	%		4.65	%		3.93	%		3.63	%		4.70	%		3.64	%
Ending equity as a percent of ending assets		10.70	%		10.54	%		10.11	%		9.24	%		11.81	%		10.70	%		11.81	%
Ending common equity as a percent of ending assets		10.70	%		10.54	%		8.92	%		8.16	%		9.74	%		10.70	%		9.74	%
Ending tangible common equity as a percent of:
Ending tangible assets		9.90	%		9.73	%		8.10	%		7.40	%		9.06	%		9.90	%		9.06	%
Risk-weighted assets		17.78	%		16.98	%		13.73	%		13.26	%		11.04	%		17.78	%		11.04	%
Average equity as a percent of average assets		10.48	%		10.56	%		9.90	%		10.66	%		10.04	%		10.52	%		9.67	%
Average common equity as a percent of average assets		10.48	%		9.85	%		8.76	%		8.93	%		7.98	%		10.17	%		7.60	%
Average tangible common equity as a percent of average tangible assets		9.68	%		9.05	%		7.96	%		7.70	%		7.27	%		9.37	%		6.89	%
Book value per common share	$	12.17		$	11.98		$	11.59		$	11.52		$	7.16		$	12.17		$	7.16
Tangible book value per common share	$	11.16		$	10.96		$	10.43		$	10.35		$	6.61		$	11.16		$	6.61
Tier 1 Ratio (2)		18.75	%		17.97	%		16.74	%		16.06	%		14.77	%		18.75	%		14.77	%
Total Capital Ratio (2)		20.02	%		19.23	%		17.99	%		17.32	%		16.02	%		20.02	%		16.02	%
Leverage Ratio (2)		10.34	%		10.10	%		9.57	%		14.41	%		12.02	%		10.34	%		12.02	%
AVERAGE BALANCE SHEET ITEMS
Loans (3)	$	2,806,616		$	2,849,562		$	2,929,850		$	2,886,729		$	2,744,063		$	2,827,970		$	2,730,654
Covered loans and FDIC indemnification asset		2,065,262			2,191,849			2,278,431			539,330			0			2,128,206			0
Investment securities		597,991			558,595			608,952			575,697			731,119			578,402			744,613
Interest-bearing deposits with other banks		554,333			394,741			447,999			136,210			8,614			474,978			7,956
Total earning assets	$	6,024,202		$	5,994,747		$	6,265,232		$	4,137,966		$	3,483,796		$	6,009,556		$	3,483,223
Total assets	$	6,644,551		$	6,671,071		$	6,863,923		$	4,508,809		$	3,784,458		$	6,657,738		$	3,781,002
Noninterest-bearing deposits	$	740,011		$	774,393		$	840,314		$	554,471		$	425,330		$	757,107		$	420,793
Interest-bearing deposits		4,570,971			4,544,471			4,710,167			3,054,226			2,408,054			4,557,794			2,406,883
Total deposits	$	5,310,982		$	5,318,864		$	5,550,481		$	3,608,697		$	2,833,384		$	5,314,901		$	2,827,676
Borrowings	$	447,945		$	458,876		$	471,916		$	377,406		$	542,578		$	453,380		$	554,626
Shareholders' equity	$	696,260		$	704,776		$	679,840		$	480,839		$	379,944		$	700,495		$	365,480
CREDIT QUALITY RATIOS (excluding covered assets)
Allowance to ending loans		2.07	%		2.01	%		2.05	%		1.94	%		1.34	%		2.07	%		1.34	%
Allowance to nonaccrual loans		86.71	%		84.71	%		82.77	%		92.17	%		102.81	%		86.71	%		102.81	%
Allowance to nonperforming loans		72.79	%		76.08	%		76.25	%		87.68	%		102.27	%		72.79	%		102.27	%
Nonperforming loans to total loans		2.84	%		2.65	%		2.69	%		2.21	%		1.31	%		2.84	%		1.31	%
Nonperforming assets to ending loans, plus OREO		3.42	%		3.27	%		2.83	%		2.36	%		1.48	%		3.42	%		1.48	%
Nonperforming assets to total assets		1.46	%		1.41	%		1.23	%		0.94	%		1.14	%		1.46	%		1.14	%
Net charge-offs to average loans (annualized)		0.71	%		2.00	%		1.53	%		1.31	%		1.19	%		1.36	%		0.88	%

(1) The tax equivalent adjustment to net interest income recognizes the income tax savings when comparing taxable and tax-exempt assets and assumes a 35% tax rate.  Management believes that it is a standard practice in the banking industry to present net interest margin and net interest income on a fully tax equivalent basis.  Therefore, management believes, these measures provide useful information to investors by allowing them to make peer comparisons.  Management also uses these measures to make peer comparisons.

(2) June 30, 2010 regulatory capital ratios are preliminary.

(3) Includes loans held for sale.

-2-

FIRST FINANCIAL BANCORP.

CONSOLIDATED STATEMENTS OF INCOME

(Dollars in thousands)

(Unaudited)

	Three months ended,									Six months ended,
	Jun. 30,									Jun. 30,
	2010			2009			% Change			2010			2009			% Change
Interest income
Loans, including fees	$	74,944		$	33,978			120.6	%	$	154,282		$	67,635			128.1	%
Investment securities
Taxable		5,444			8,023			(32.1	)%		10,840			16,713			(35.1	)%
Tax-exempt		245			386			(36.5	)%		480			820			(41.5	)%
Total investment securities interest		5,689			8,409			(32.3	)%		11,320			17,533			(35.4	)%
Other earning assets		5,305			0			N/M			10,895			0			N/M
Total interest income		85,938			42,387			102.7	%		176,497			85,168			107.2	%
Interest expense
Deposits		15,308			9,080			68.6	%		30,956			18,883			63.9	%
Short-term borrowings		17			527			(96.8	)%		36			1,034			(96.5	)%
Long-term borrowings		2,556			1,251			104.3	%		5,113			2,557			100.0	%
Subordinated debentures and capital securities		319			320			(0.3	)%		634			557			13.8	%
Total interest expense		18,200			11,178			62.8	%		36,739			23,031			59.5	%
Net interest income		67,738			31,209			117.0	%		139,758			62,137			124.9	%
Provision for loan and lease losses - uncovered		6,158			10,358			(40.5	)%		17,536			14,617			20.0	%
Provision for loan and lease losses - covered		254			0			N/M			254			0			N/M
Net interest income after provision for loan and lease losses		61,326			20,851			194.1	%		121,968			47,520			156.7	%
Noninterest income
Service charges on deposit accounts		5,855			4,289			36.5	%		11,466			8,368			37.0	%
Trust and wealth management fees		3,668			3,253			12.8	%		7,213			6,542			10.3	%
Bankcard income		2,102			1,422			47.8	%		4,070			2,713			50.0	%
Net gains from sales of loans		473			408			15.9	%		642			792			(18.9	)%
Gains on sales of investment securities		0			3,349			(100.0	)%		0			3,349			(100.0	)%
Income (loss) on preferred securities		0			112			(100.0	)%		(30	)		123			(124.4	)%
Other		13,198			1,264			944.1	%		21,303			4,243			402.1	%
Total noninterest income		25,296			14,097			79.4	%		44,664			26,130			70.9	%
Noninterest expenses
Salaries and employee benefits		29,513			16,223			81.9	%		59,754			33,876			76.4	%
Net occupancy		5,340			2,653			101.3	%		13,462			5,470			146.1	%
Furniture and equipment		2,514			1,851			35.8	%		4,787			3,653			31.0	%
Data processing		1,136			794			43.1	%		2,368			1,612			46.9	%
Marketing		1,600			700			128.6	%		2,674			1,340			99.6	%
Communication		822			669			22.9	%		2,030			1,340			51.5	%
Professional services		2,446			1,254			95.1	%		4,189			2,207			89.8	%
State intangible tax		1,426			648			120.1	%		2,757			1,316			109.5	%
FDIC expense		1,907			3,424			(44.3	)%		3,917			3,706			5.7	%
Other		12,652			4,580			176.2	%		25,572			8,210			211.5	%
Total noninterest expenses		59,356			32,796			81.0	%		121,510			62,730			93.7	%
Income before income taxes		27,266			2,152			1167.0	%		45,122			10,920			313.2	%
Income tax expense		9,492			702			1252.1	%		15,750			3,735			321.7	%
Net income		17,774			1,450			1125.8	%		29,372			7,185			308.8	%
Dividends on preferred stock		0			1,000			(100.0	)%		1,865			1,578			18.2	%
Income available to common shareholders	$	17,774		$	450			3849.8	%	$	27,507		$	5,607			390.6	%
ADDITIONAL DATA
Net earnings per common share - basic	$	0.31		$	0.01					$	0.49		$	0.14
Net earnings per common share - diluted	$	0.30		$	0.01					$	0.48		$	0.14
Dividends declared per common share	$	0.10		$	0.10					$	0.20		$	0.20
Return on average assets		1.07	%		0.15	%					0.89	%		0.38	%
Return on average shareholders' equity		10.24	%		1.53	%					8.46	%		3.96	%
Interest income	$	85,938		$	42,387			102.7	%	$	176,497		$	85,168			107.2	%
Tax equivalent adjustment		212			307			(30.9	)%		424			670			(36.7	)%
Interest income - tax equivalent		86,150			42,694			101.8	%		176,921			85,838			106.1	%
Interest expense		18,200			11,178			62.8	%		36,739			23,031			59.5	%
Net interest income - tax equivalent	$	67,950		$	31,516			115.6	%	$	140,182		$	62,807			123.2	%
Net interest margin		4.51	%		3.59	%					4.69	%		3.60	%
Net interest margin (fully tax equivalent) (1)		4.52	%		3.63	%					4.70	%		3.64	%
Full-time equivalent employees (2)		1,511			1,048

(1) The tax equivalent adjustment to net interest income recognizes the income tax savings when comparing taxable and tax-exempt assets and assumes a 35% tax rate. Management believes that it is a standard practice in the banking industry to present net interest income on a fully tax equivalent basis.  Therefore, management believes, these measures provided useful information to investors by allowing them to make peer comparisons.  Management also uses these measures to make peer comparisons.

(2) Does not include associates from acquisitions that are currently in a temporary hire status.

N/M = Not meaningful.

-3-

FIRST FINANCIAL BANCORP.

CONSOLIDATED QUARTERLY STATEMENTS OF INCOME

(Dollars in thousands)

(Unaudited)

	2010
	Second			First						% Change
	Quarter			Quarter			Full Year			Linked Qtr.
Interest income
Loans, including fees	$	74,944		$	79,338		$	154,282			(5.5	)%
Investment securities
Taxable		5,444			5,396			10,840			0.9	%
Tax-exempt		245			235			480			4.3	%
Total investment securities interest		5,689			5,631			11,320			1.0	%
Other earning assets		5,305			5,590			10,895			(5.1	)%
Total interest income		85,938			90,559			176,497			(5.1	)%
Interest expense
Deposits		15,308			15,648			30,956			(2.2	)%
Short-term borrowings		17			19			36			(10.5	)%
Long-term borrowings		2,556			2,557			5,113			(0.0	)%
Subordinated debentures and capital securities		319			315			634			1.3	%
Total interest expense		18,200			18,539			36,739			(1.8	)%
Net interest income		67,738			72,020			139,758			(5.9	)%
Provision for loan and lease losses - uncovered		6,158			11,378			17,536			(45.9	)%
Provision for loan and lease losses - covered		254			0			254			N/M
Net interest income after provision for loan and lease losses		61,326			60,642			121,968			1.1	%
Noninterest income
Service charges on deposit accounts		5,855			5,611			11,466			4.3	%
Trust and wealth management fees		3,668			3,545			7,213			3.5	%
Bankcard income		2,102			1,968			4,070			6.8	%
Net gains from sales of loans		473			169			642			179.9	%
(Loss) income on preferred securities		0			(30	)		(30	)		(100.0	)%
Other		13,198			8,105			21,303			62.8	%
Total noninterest income		25,296			19,368			44,664			30.6	%
Noninterest expenses
Salaries and employee benefits		29,513			30,241			59,754			(2.4	)%
Net occupancy		5,340			8,122			13,462			(34.3	)%
Furniture and equipment		2,514			2,273			4,787			10.6	%
Data processing		1,136			1,232			2,368			(7.8	)%
Marketing		1,600			1,074			2,674			49.0	%
Communication		822			1,208			2,030			(32.0	)%
Professional services		2,446			1,743			4,189			40.3	%
State intangible tax		1,426			1,331			2,757			7.1	%
FDIC expense		1,907			2,010			3,917			(5.1	)%
Other		12,652			12,920			25,572			(2.1	)%
Total noninterest expenses		59,356			62,154			121,510			(4.5	)%
Income before income taxes		27,266			17,856			45,122			52.7	%
Income tax expense		9,492			6,258			15,750			51.7	%
Net income		17,774			11,598			29,372			53.3	%
Dividends on preferred stock		0			1,865			1,865			(100.0	)%
Income available to common shareholders	$	17,774		$	9,733		$	27,507			82.6	%
ADDITIONAL DATA
Net earnings per common share - basic	$	0.31		$	0.18		$	0.49
Net earnings per common share - diluted	$	0.30		$	0.17		$	0.48
Dividends declared per common share	$	0.10		$	0.10		$	0.20
Return on average assets		1.07	%		0.71	%		0.89	%
Return on average shareholders' equity		10.24	%		6.67	%		8.46	%
Interest income	$	85,938		$	90,559		$	176,497			(5.1	)%
Tax equivalent adjustment		212			212			424			0.0	%
Interest income - tax equivalent		86,150			90,771			176,921			(5.1	)%
Interest expense		18,200			18,539			36,739			(1.8	)%
Net interest income - tax equivalent	$	67,950		$	72,232		$	140,182			(5.9	)%
Net interest margin		4.51	%		4.87	%		4.69	%
Net interest margin (fully tax equivalent) (1)		4.52	%		4.89	%		4.70	%
Full-time equivalent employees (2)		1,511			1,466

(1) The tax equivalent adjustment to net interest income recognizes the income tax savings when comparing taxable and tax-exempt assets and assumes a 35% tax rate.  Management believes that it is a standard practice in the banking industry to present net interest income on a fully tax equivalent basis.  Therefore, management believes, these measures provided useful information to investors by allowing them to make peer comparisons.  Management also uses these measures to make peer comparisons.

(2) Does not include associates from acquisitions that are currently in a temporary hire status.

N/M = Not meaningful.

-4-

FIRST FINANCIAL BANCORP.

CONSOLIDATED QUARTERLY STATEMENTS OF INCOME

(Dollars in thousands)

(Unaudited)

	2009
	Fourth			Third			Second			First			Full
	Quarter			Quarter			Quarter			Quarter			Year
Interest income
Loans, including fees	$	81,471		$	46,811		$	33,978		$	33,657		$	195,917
Investment securities
Taxable		6,422			6,241			8,023			8,690			29,376
Tax-exempt		320			352			386			434			1,492
Total investment securities interest		6,742			6,593			8,409			9,124			30,868
Other earning assets		5,132			1,311			0			0			6,443
Total interest income		93,345			54,715			42,387			42,781			233,228
Interest expense
Deposits		17,207			11,490			9,080			9,803			47,580
Short-term borrowings		23			261			527			507			1,318
Long-term borrowings		2,611			1,977			1,251			1,306			7,145
Subordinated debentures and capital securities		322			323			320			237			1,202
Total interest expense		20,163			14,051			11,178			11,853			57,245
Net interest income		73,182			40,664			31,209			30,928			175,983
Provision for loan and lease losses		14,812			26,655			10,358			4,259			56,084
Net interest income after provision for loan and lease losses		58,370			14,009			20,851			26,669			119,899
Noninterest income
Service charges on deposit accounts		5,886			5,408			4,289			4,079			19,662
Trust and wealth management fees		3,584			3,339			3,253			3,289			13,465
Bankcard income		1,869			1,379			1,422			1,291			5,961
Net gains from sales of loans		341			63			408			384			1,196
Gains on sales of investment securities		0			0			3,349			0			3,349
Gain on acquisition		0			379,086			0			0			379,086
(Loss) income on preferred securities		(138	)		154			112			11			139
Other		12,607			1,599			1,264			2,979			18,449
Total noninterest income		24,149			391,028			14,097			12,033			441,307
Noninterest expenses
Salaries and employee benefits		30,141			22,051			16,223			17,653			86,068
Net occupancy		7,290			3,442			2,653			2,817			16,202
Furniture and equipment		2,527			1,874			1,851			1,802			8,054
Data processing		890			973			794			818			3,475
Marketing		1,283			871			700			640			3,494
Communication		1,169			737			669			671			3,246
Professional services		2,605			1,220			1,254			953			6,032
State intangible tax		564			628			648			668			2,508
FDIC expense		1,529			1,612			3,424			282			6,847
Other		13,609			12,893			4,580			3,630			34,712
Total noninterest expenses		61,607			46,301			32,796			29,934			170,638
Income before income taxes		20,912			358,736			2,152			8,768			390,568
Income tax expense		7,117			133,170			702			3,033			144,022
Net income		13,795			225,566			1,450			5,735			246,546
Dividends on preferred stock		1,000			1,000			1,000			578			3,578
Net income available to common shareholders	$	12,795		$	224,566		$	450		$	5,157		$	242,968
ADDITIONAL DATA
Net earnings per common share - basic	$	0.25		$	4.40		$	0.01		$	0.14		$	5.40
Net earnings per common share - diluted	$	0.25		$	4.36		$	0.01		$	0.14		$	5.33
Dividends declared per common share	$	0.10		$	0.10		$	0.10		$	0.10		$	0.40
Return on average assets		0.80	%		19.85	%		0.15	%		0.62	%		5.20	%
Return on average shareholders' equity		8.05	%		186.11	%		1.53	%		6.63	%		52.04	%
Interest income	$	93,345		$	54,715		$	42,387		$	42,781		$	233,228
Tax equivalent adjustment		295			300			307			363			1,265
Interest income - tax equivalent		93,640			55,015			42,694			43,144			234,493
Interest expense		20,163			14,051			11,178			11,853			57,245
Net interest income - tax equivalent	$	73,477		$	40,964		$	31,516		$	31,291		$	177,248
Net interest margin		4.63	%		3.90	%		3.59	%		3.61	%		4.05	%
Net interest margin (fully tax equivalent) (1)		4.65	%		3.93	%		3.63	%		3.65	%		4.08	%
Full-time equivalent employees		1,390			1,150			1,048			1,063

(1) The tax equivalent adjustment to net interest income recognizes the income tax savings when comparing taxable and tax-exempt assets and assumes a 35% tax rate. Management believes that it is a standard practice in the banking industry to present net interest income on a fully tax equivalent basis.  Therefore, management believes, these measures provided useful information to investors by allowing them to make peer comparisons.  Management also uses these measures to make peer comparisons.

N/M = Not meaningful.

-5-

FIRST FINANCIAL BANCORP.

CONSOLIDATED STATEMENTS OF CONDITION

(Dollars in thousands)

(Unaudited)

	Jun. 30,			Mar. 31,			Dec. 31,			Sep. 30,			Jun. 30,			% Change			% Change
	2010			2010			2009			2009			2009			Linked Qtr.			Comparable Qtr.
ASSETS
Cash and due from banks	$	166,604		$	308,330		$	344,150		$	243,924		$	74,347			(46.0	)%		124.1	%
Interest-bearing deposits with other banks		675,891			416,619			262,017			728,853			6,591			62.2	%		N/M
Investment securities trading		0			0			200			338			184			N/M			(100.0	)%
Investment securities available-for-sale		503,404			430,519			471,002			523,355			528,179			16.9	%		(4.7	)%
Investment securities held-to-maturity		17,601			17,903			18,115			17,928			4,536			(1.7	)%		288.0	%
Other investments		86,509			87,029			89,830			87,693			27,976			(0.6	)%		209.2	%
Loans held for sale		11,946			3,243			6,413			2,729			6,193			268.4	%		92.9	%
Loans
Commercial		749,522			763,084			800,261			818,608			876,730			(1.8	)%		(14.5	)%
Real estate - construction		197,112			216,289			253,223			245,535			266,452			(8.9	)%		(26.0	)%
Real estate - commercial		1,113,836			1,091,830			1,079,628			1,037,121			988,901			2.0	%		12.6	%
Real estate - residential		296,295			306,769			321,047			331,678			337,704			(3.4	)%		(12.3	)%
Installment		75,862			78,682			82,989			86,940			88,370			(3.6	)%		(14.2	)%
Home equity		332,928			330,973			328,940			324,340			307,749			0.6	%		8.2	%
Credit card		28,567			27,960			29,027			27,713			27,023			2.2	%		5.7	%
Lease financing		15			15			14			19			25			0.0	%		(40.0	)%
Total loans, excluding covered loans		2,794,137			2,815,602			2,895,129			2,871,954			2,892,954			(0.8	)%		(3.4	)%
Less
Allowance for loan and lease losses		57,811			56,642			59,311			55,770			38,649			2.1	%		49.6	%
Net loans - uncovered		2,736,326			2,758,960			2,835,818			2,816,184			2,854,305			(0.8	)%		(2.7	)%
Covered loans		1,712,441			1,828,158			1,929,549			2,041,691			0			(6.3	)%		N/M
Less
Allowance for loan and lease losses		1,273			0			0			0			0			N/M			N/M
Net loans - covered		1,711,168			1,828,158			1,929,549			2,041,691			0			(6.4	)%		(5.3	)%
Net loans		4,447,494			4,587,118			4,765,367			4,857,875			2,854,305			(3.0	)%		55.8	%
Premises and equipment		114,630			115,836			107,351			106,401			86,216			(1.0	)%		33.0	%
Goodwill		51,908			51,908			51,908			51,908			28,261			0.0	%		83.7	%
Other intangibles		6,614			7,058			7,461			8,094			465			(6.3	)%		1322.4	%
FDIC indemnification asset		280,266			301,961			316,040			316,389			0			(7.2	)%		N/M
Accrued interest and other assets		244,298			244,902			241,269			312,219			166,100			(0.2	)%		47.1	%
Total Assets	$	6,607,165		$	6,572,426		$	6,681,123		$	7,257,706		$	3,783,353			0.5	%		74.6	%
LIABILITIES
Deposits
Interest-bearing	$	1,135,970		$	1,042,790		$	1,060,383		$	1,105,450		$	599,365			8.9	%		89.5	%
Savings		1,350,161			1,303,737			1,231,081			1,135,308			657,300			3.6	%		105.4	%
Time		2,042,824			2,135,683			2,229,500			2,739,874			1,111,399			(4.3	)%		83.8	%
Total interest-bearing deposits		4,528,955			4,482,210			4,520,964			4,980,632			2,368,064			1.0	%		91.3	%
Noninterest-bearing		718,381			741,476			829,676			855,352			423,781			(3.1	)%		69.5	%
Total deposits		5,247,336			5,223,686			5,350,640			5,835,984			2,791,845			0.5	%		88.0	%
Short-term borrowings
Federal funds purchased and securities sold under agreements to repurchase		38,299			38,443			37,430			35,763			206,777			(0.4	)%		(81.5	)%
Federal Home Loan Bank		0			0			0			65,000			125,000			N/M			(100.0	)%
Other		0			0			0			0			25,000			N/M			(100.0	)%
Total short-term borrowings		38,299			38,443			37,430			100,763			356,777			(0.4	)%		(89.3	)%
Long-term debt		384,775			394,404			404,716			410,356			135,908			(2.4	)%		183.1	%
Other long-term debt		20,620			20,620			20,620			20,620			20,620			0.0	%		0.0	%
Accrued interest and other liabilities		209,370			202,305			192,550			219,357			31,567			3.5	%		563.3	%
Total Liabilities		5,900,400			5,879,458			6,005,956			6,587,080			3,336,717			0.4	%		76.8	%
SHAREHOLDERS' EQUITY
Preferred stock		0			0			79,195			78,271			78,173			N/M			(100.0	)%
Common stock		578,362			581,747			490,532			490,854			490,292			(0.6	)%		18.0	%
Retained earnings		317,213			305,239			301,328			293,610			74,285			3.9	%		327.0	%
Accumulated other comprehensive loss		(7,831	)		(9,091	)		(10,487	)		(6,659	)		(10,700	)		(13.9	)%		(26.8	)%
Treasury stock, at cost		(180,979	)		(184,927	)		(185,401	)		(185,450	)		(185,414	)		(2.1	)%		(2.4	)%
Total Shareholders' Equity		706,765			692,968			675,167			670,626			446,636			2.0	%		58.2	%
Total Liabilities and Shareholders' Equity	$	6,607,165		$	6,572,426		$	6,681,123		$	7,257,706		$	3,783,353			0.5	%		74.6	%

N/M = Not meaningful.

-6-

FIRST FINANCIAL BANCORP.

AVERAGE CONSOLIDATED STATEMENTS OF CONDITION

(Dollars in thousands)

(Unaudited)

	Quarterly Averages															Year-to-Date Averages
	Jun. 30,			Mar. 31,			Dec. 31,			Sep. 30,			Jun. 30,			Jun. 30,
	2010			2010			2009			2009			2009			2010			2009
ASSETS
Cash and due from banks	$	273,162		$	336,333		$	274,601		$	107,216		$	72,402		$	304,573		$	75,364
Interest-bearing deposits with other banks		554,333			394,741			447,999			136,210			8,614			474,978			7,956
Investment securities		597,991			558,595			608,952			575,697			731,119			578,402			744,613
Loans held for sale		7,615			2,292			2,936			2,629			5,942			4,968			5,516
Loans
Commercial		746,636			785,579			839,456			855,996			843,183			766,000			834,340
Real estate - construction		202,513			231,853			256,915			261,601			257,487			217,102			250,159
Real estate - commercial		1,110,562			1,079,577			1,048,650			1,002,073			869,985			1,095,155			864,226
Real estate - residential		301,880			309,104			333,858			333,981			348,834			305,472			360,777
Installment		77,299			79,437			87,825			87,506			89,857			78,362			92,355
Home equity		332,044			333,275			332,169			315,629			302,159			332,656			296,629
Credit card		28,052			28,430			28,025			27,292			26,577			28,240			26,609
Lease financing		15			15			16			22			39			15			43
Total loans, excluding covered loans		2,799,001			2,847,270			2,926,914			2,884,100			2,738,121			2,823,002			2,725,138
Less
Allowance for loan and lease losses		60,430			59,891			54,164			42,034			36,644			60,162			36,915
Net loans - uncovered		2,738,571			2,787,379			2,872,750			2,842,066			2,701,477			2,762,840			2,688,223
Covered loans		1,776,550			1,882,417			1,968,136			460,943			0			1,829,191			0
Less
Allowance for loan and lease losses		14			0			0			0			0			7			0
Net loans - covered		1,776,536			1,882,417			1,968,136			460,943			0			1,829,184			0
Net loans		4,515,107			4,669,796			4,840,886			3,303,009			2,701,477			4,592,024			2,688,223
Premises and equipment		115,587			108,608			106,999			91,252			85,433			112,117			85,184
Goodwill		51,908			51,908			51,627			64,309			28,261			51,908			28,261
Other intangibles		6,848			7,431			7,885			2,553			489			7,138			734
FDIC indemnification asset		288,712			309,432			310,295			78,387			0			299,015			0
Accrued interest and other assets		233,288			231,935			211,743			147,547			150,721			232,615			145,151
Total Assets	$	6,644,551		$	6,671,071		$	6,863,923		$	4,508,809		$	3,784,458		$	6,657,738		$	3,781,002
LIABILITIES
Deposits
Interest-bearing	$	1,139,001		$	1,050,697		$	1,093,735		$	735,258		$	630,885		$	1,095,093		$	636,876
Savings		1,341,194			1,318,374			1,233,715			838,381			645,197			1,329,847			632,921
Time		2,090,776			2,175,400			2,382,717			1,480,587			1,131,972			2,132,854			1,137,086
Total interest-bearing deposits		4,570,971			4,544,471			4,710,167			3,054,226			2,408,054			4,557,794			2,406,883
Noninterest-bearing		740,011			774,393			840,314			554,471			425,330			757,107			420,793
Total deposits		5,310,982			5,318,864			5,550,481			3,608,697			2,833,384			5,314,901			2,827,676
Short-term borrowings
Federal funds purchased and securities sold under agreements to repurchase		37,353			38,413			41,456			55,197			176,592			37,880			152,257
Federal Home Loan Bank		0			0			1,096			72,855			169,341			0			193,586
Other		0			0			0			22,826			39,836			0			47,912
Total short-term borrowings		37,353			38,413			42,552			150,878			385,769			37,880			393,755
Long-term debt		389,972			399,843			408,744			205,908			136,189			394,880			140,251
Other long-term debt		20,620			20,620			20,620			20,620			20,620			20,620			20,620
Total borrowed funds		447,945			458,876			471,916			377,406			542,578			453,380			554,626
Accrued interest and other liabilities		189,364			188,555			161,686			41,867			28,552			188,962			33,220
Total Liabilities		5,948,291			5,966,295			6,184,083			4,027,970			3,404,514			5,957,243			3,415,522
SHAREHOLDERS' EQUITY
Preferred stock		0			47,521			78,573			78,221			78,126			23,629			78,082
Common stock		580,299			549,428			490,889			490,596			418,086			564,949			406,358
Retained earnings		307,843			302,984			302,159			106,729			78,296			305,427			77,809
Accumulated other comprehensive loss		(8,320	)		(9,873	)		(6,372	)		(9,290	)		(7,936	)		(9,092	)		(9,299	)
Treasury stock, at cost		(183,562	)		(185,284	)		(185,409	)		(185,417	)		(186,628	)		(184,418	)		(187,470	)
Total Shareholders' Equity		696,260			704,776			679,840			480,839			379,944			700,495			365,480
Total Liabilities and Shareholders' Equity	$	6,644,551		$	6,671,071		$	6,863,923		$	4,508,809		$	3,784,458		$	6,657,738		$	3,781,002

 

-7-

FIRST FINANCIAL BANCORP.

NET INTEREST MARGIN RATE / VOLUME ANALYSIS (1)

(Dollars in thousands)

(Unaudited)

	Quarterly Averages																		Year-to-Date Averages
	Jun. 30, 2010						Mar. 31, 2010						Jun. 30, 2009						Jun. 30, 2010						Jun. 30, 2009
	Balance			Yield			Balance			Yield			Balance			Yield			Balance			Yield			Balance			Yield
Earning assets
Investment securities	$	597,991			3.82	%	$	558,595			4.09	%	$	731,119			4.61	%	$	578,402			3.95	%	$	744,613			4.75	%
Interest-bearing deposits with other banks		554,333			0.33	%		394,741			0.35	%		8,614			0.00	%		474,978			0.34	%		7,956			0.00	%
Gross loans, including covered loans and indemnification asset (2)		4,871,878			6.57	%		5,041,411			6.80	%		2,744,063			4.97	%		4,956,176			6.69	%		2,730,654			4.99	%
Total earning assets		6,024,202			5.72	%		5,994,747			6.13	%		3,483,796			4.88	%		6,009,556			5.92	%		3,483,223			4.93	%
Nonearning assets
Allowance for loan and lease losses		(60,444	)					(59,891	)					(36,644	)					(60,169	)					(36,915	)
Cash and due from banks		273,162						336,333						72,402						304,573						75,364
Accrued interest and other assets		407,631						399,882						264,904						403,778						259,330
Total assets	$	6,644,551					$	6,671,071					$	3,784,458					$	6,657,738					$	3,781,002
Interest-bearing liabilities
Total interest-bearing deposits	$	4,570,971			1.34	%	$	4,544,471			1.40	%	$	2,408,054			1.51	%	$	4,557,794			1.37	%	$	2,406,883			1.58	%
Borrowed funds
Short-term borrowings		37,353			0.18	%		38,413			0.20	%		385,769			0.55	%		37,880			0.19	%		393,755			0.53	%
Long-term debt		389,972			2.63	%		399,843			2.59	%		136,189			3.68	%		394,880			2.61	%		140,251			3.68	%
Other long-term debt		20,620			6.21	%		20,620			6.20	%		20,620			6.22	%		20,620			6.20	%		20,620			5.45	%
Total borrowed funds		447,945			2.59	%		458,876			2.56	%		542,578			1.55	%		453,380			2.57	%		554,626			1.51	%
Total interest-bearing liabilities		5,018,916			1.45	%		5,003,347			1.51	%		2,950,632			1.52	%		5,011,174			1.48	%		2,961,509			1.57	%
Noninterest-bearing liabilities
Noninterest-bearing demand deposits		740,011						774,393						425,330						757,107						420,793
Other liabilities		189,364						188,555						28,552						188,962						33,220
Shareholders' equity		696,260						704,776						379,944						700,495						365,480
Total liabilities & shareholders' equity	$	6,644,551					$	6,671,071					$	3,784,458					$	6,657,738					$	3,781,002
Net interest income (1)	$	67,738					$	72,020					$	31,209					$	139,758					$	62,137
Net interest spread (1)					4.27	%					4.62	%					3.36	%					4.44	%					3.36	%
Net interest margin (1)					4.51	%					4.87	%					3.59	%					4.69	%					3.60	%

(1) Not tax equivalent.

(2) Loans held for sale, nonaccrual loans, covered loans, and indemnification asset are included in gross loans.

 

-8-

FIRST FINANCIAL BANCORP.

NET INTEREST MARGIN RATE / VOLUME ANALYSIS (1)

(Dollars in thousands)

(Unaudited)

	Linked Qtr. Income Variance									Comparable Qtr. Income Variance									Year-to-Date Income Variance
	Rate			Volume			Total			Rate			Volume			Total			Rate			Volume			Total
Earning assets
Investment securities	$	(375	)	$	433		$	58		$	(1,453	)	$	(1,267	)	$	(2,720	)	$	(2,960	)	$	(3,253	)	$	(6,213	)
Interest-bearing deposits with other banks		(19	)		136			117			7			452			459			13			788			801
Gross loans, including covered loans and indemnification asset (2)		(2,927	)		(1,869	)		(4,796	)		10,963			34,849			45,812			22,930			73,811			96,741
Total earning assets		(3,321	)		(1,300	)		(4,621	)		9,517			34,034			43,551			19,983			71,346			91,329
Interest-bearing liabilities
Total interest-bearing deposits	$	(596	)	$	256		$	(340	)	$	(1,016	)	$	7,244		$	6,228		$	(2,536	)	$	14,609		$	12,073
Borrowed funds
Short-term borrowings		(2	)		-			(2	)		(351	)		(159	)		(510	)		(660	)		(338	)		(998	)
Long-term debt		35			(36	)		(1	)		(358	)		1,663			1,305			(741	)		3,297			2,556
Other long-term debt		-			4			4			(1	)		-			(1	)		77			-			77
Total borrowed funds		33			(32	)		1			(710	)		1,504			794			(1,324	)		2,959			1,635
Total interest-bearing liabilities		(563	)		224			(339	)		(1,726	)		8,748			7,022			(3,860	)		17,568			13,708
Net interest income (1)	$	(2,758	)	$	(1,524	)	$	(4,282	)	$	11,243		$	25,286		$	36,529		$	23,843		$	53,778		$	77,621

(1) Not tax equivalent.

(2) Loans held for sale, nonaccrual loans, covered loans, and indemnification asset are included in gross loans.

 

-9-

FIRST FINANCIAL BANCORP.

CREDIT QUALITY

(excluding covered assets)

(Dollars in thousands)

(Unaudited)

	Jun. 30,			Mar. 31,			Dec. 31,			Sep. 30,			Jun. 30,
	2010			2010			2009			2009			2009
ALLOWANCE FOR LOAN AND LEASE LOSS ACTIVITY
Balance at beginning of period	$	56,642		$	59,311		$	55,770		$	38,649		$	36,437
Provision for uncovered loan and lease losses		6,158			11,378			14,812			26,655			10,358
Gross charge-offs
Commercial		1,156			6,275			1,143			2,924			4,707
Real estate - construction		2,386			2,126			6,788			4,552			1,340
Real estate - commercial		359			3,932			1,854			927			1,351
Real estate - residential		246			534			262			471			351
Installment		304			414			449			315			304
Home equity		580			684			1,105			382			332
All other		426			520			454			492			386
Total gross charge-offs		5,457			14,485			12,055			10,063			8,771
Recoveries
Commercial		120			109			148			91			333
Real estate - construction		24			0			0			0			0
Real estate - commercial		99			12			360			167			14
Real estate - residential		4			3			3			2			20
Installment		127			160			195			205			203
Home equity		10			87			6			9			1
All other		84			67			72			55			54
Total recoveries		468			438			784			529			625
Total net charge-offs		4,989			14,047			11,271			9,534			8,146
Ending allowance for uncovered loan and lease losses	$	57,811		$	56,642		$	59,311		$	55,770		$	38,649
NET CHARGE-OFFS TO AVERAGE LOANS AND LEASES (ANNUALIZED)
Commercial		0.56	%		3.18	%		0.47	%		1.31	%		2.08	%
Real estate - construction		4.68	%		3.72	%		10.48	%		6.90	%		2.09	%
Real estate - commercial		0.09	%		1.47	%		0.57	%		0.30	%		0.62	%
Real estate - residential		0.32	%		0.70	%		0.31	%		0.56	%		0.38	%
Installment		0.92	%		1.30	%		1.15	%		0.50	%		0.45	%
Home equity		0.69	%		0.73	%		1.31	%		0.47	%		0.44	%
All other		4.89	%		6.46	%		5.40	%		6.35	%		5.00	%
Total net charge-offs		0.71	%		2.00	%		1.53	%		1.31	%		1.19	%
COMPONENTS OF NONPERFORMING LOANS, NONPERFORMING ASSETS, AND UNDERPERFORMING ASSETS
Nonaccrual loans
Commercial	$	12,874		$	21,572		$	13,756		$	13,244		$	8,100
Real estate - construction		18,890			17,710			35,604			26,575			11,936
Real estate - commercial		28,272			21,196			15,320			12,407			10,130
Real estate - residential		4,571			4,116			3,993			5,253			4,897
Installment		267			365			660			493			394
Home equity		1,797			1,910			2,324			2,534			2,136
Total nonaccrual loans		66,671			66,869			71,657			60,506			37,593
Restructured loans		12,752			7,584			6,125			3,102			197
Total nonperforming loans		79,423			74,453			77,782			63,608			37,790
Other real estate owned (OREO)		16,818			18,087			4,145			4,301			5,166
Total nonperforming assets		96,241			92,540			81,927			67,909			42,956
Accruing loans past due 90 days or more		276			286			417			308			318
Total underperforming assets	$	96,517		$	92,826		$	82,344		$	68,217		$	43,274
Total classified assets	$	201,859		$	171,112		$	163,451		$	137,288		$	106,315
CREDIT QUALITY RATIOS (excluding covered assets)
Allowance for loan and lease losses to
Nonaccrual loans		86.71	%		84.71	%		82.77	%		92.17	%		102.81	%
Nonperforming loans		72.79	%		76.08	%		76.25	%		87.68	%		102.27	%
Total ending loans		2.07	%		2.01	%		2.05	%		1.94	%		1.34	%
Nonperforming loans to total loans		2.84	%		2.65	%		2.69	%		2.21	%		1.31	%
Nonperforming assets to
Ending loans, plus OREO		3.42	%		3.27	%		2.83	%		2.36	%		1.48	%
Total assets		1.46	%		1.41	%		1.23	%		0.94	%		1.14	%

 

-10-

FIRST FINANCIAL BANCORP.

CAPITAL ADEQUACY

(Dollars in thousands)

(Unaudited)

																Six months ended,
	Jun. 30,			Mar. 31,			Dec. 31,			Sep. 30,			Jun. 30,			Jun. 30,			Jun. 30,
	2010			2010			2009			2009			2009			2010			2009
PER COMMON SHARE
Market Price
High	$	21.32		$	19.00		$	15.48		$	12.07		$	11.92		$	21.32		$	12.10
Low	$	14.95		$	13.89		$	11.83		$	7.52		$	7.35		$	13.89		$	5.58
Close	$	14.95		$	17.78		$	14.56		$	12.05		$	7.53		$	14.95		$	7.53
Average common shares outstanding - basic		57,539,901			55,161,551			51,030,661			51,027,887			40,734,254			56,356,877			38,928,557
Average common shares outstanding - diluted		58,604,039			56,114,424			51,653,562			51,457,189			41,095,949			57,365,322			39,458,443
Ending common shares outstanding		58,062,655			57,833,969			51,433,821			51,431,422			51,434,346			58,062,655			51,434,346
REGULATORY CAPITAL	Preliminary															Preliminary
Tier 1 Capital	$	683,777		$	670,620		$	654,104		$	644,988		$	454,243		$	683,777		$	454,243
Tier 1 Ratio		18.75	%		17.97	%		16.74	%		16.06	%		14.77	%		18.75	%		14.77	%
Total Capital	$	729,962		$	717,839		$	703,202		$	695,420		$	492,696		$	729,962		$	492,696
Total Capital Ratio		20.02	%		19.23	%		17.99	%		17.32	%		16.02	%		20.02	%		16.02	%
Total Capital in excess of minimum requirement	$	438,233		$	419,206		$	390,554		$	374,219		$	246,613		$	438,233		$	246,613
Total Risk-Weighted Assets	$	3,646,608		$	3,732,909		$	3,908,105		$	4,015,018		$	3,076,042		$	3,646,608		$	3,076,042
Leverage Ratio		10.34	%		10.10	%		9.57	%		14.41	%		12.02	%		10.34	%		12.02	%
OTHER CAPITAL RATIOS
Ending shareholders' equity to ending assets		10.70	%		10.54	%		10.11	%		9.24	%		11.81	%		10.70	%		11.81	%
Ending common shareholders' equity to ending assets		10.70	%		10.54	%		8.92	%		8.16	%		9.74	%		10.70	%		9.74	%
Ending tangible shareholders' equity to ending tangible assets		9.90	%		9.73	%		9.30	%		8.48	%		11.14	%		9.90	%		11.14	%
Ending tangible common shareholders' equity to ending tangible assets		9.90	%		9.73	%		8.10	%		7.40	%		9.06	%		9.90	%		9.06	%
Average shareholders' equity to average assets		10.48	%		10.56	%		9.90	%		10.66	%		10.04	%		10.52	%		9.67	%
Average common shareholders' equity to average assets		10.48	%		9.85	%		8.76	%		8.93	%		7.98	%		10.17	%		7.60	%
Average tangible shareholders' equity to average tangible assets		9.68	%		9.77	%		9.12	%		9.46	%		9.35	%		9.73	%		8.97	%
Average tangible common shareholders' equity to average tangible assets		9.68	%		9.05	%		7.96	%		7.70	%		7.27	%		9.37	%		6.89	%

 

-11-

EX-99.2

   v192226_ex99-2 -- Converted by SECPublisher 2.1.1.8, created by BCL Technologies Inc., for SEC Filing