3. Securities

The amortized cost and fair value of the Corporation’s investments are shown below. All securities are classified as available-for-sale.

	(000's)
	June 30, 2013
	Amortized Cost		Unrealized Gains		Unrealized Losses		Fair Value
U.S. Government agencies	$	1,719	$	36	$	-	$	1,755
Mortgage Backed Securities - Residential		220,988		8,589		(1,887)		227,690
Mortgage Backed Securities - Commercial		4,905		1		(268)		4,638
Collateralized Mortgage Obligations		410,427		1,728		(9,158)		402,997
State and Municipal Obligations		185,821		7,257		(1,757)		191,321
Collateralized Debt Obligations		11,356		4,124		(7,304)		8,176
Equity Securities		320		150		-		470
TOTAL	$	835,536	$	21,885	($	20,374)	$	837,047

	(000’s)
	December 31, 2012
	Amortized		Unrealized
(Dollar amounts in thousands)	Cost		Gains		Losses		Fair Value
U.S. Government agencies	$	1,807	$	79	$	-	$	1,886
Mortgage Backed Securities-residential		231,316		13,373		(13)		244,676
Mortgage Backed Securities-commercial		5,146		1		(16)		5,131
Collateralized mortgage obligations		230,739		2,827		(246)		233,320
State and municipal		187,044		12,518		(77)		199,485
Collateralized debt obligations		12,243		1,761		(7,882)		6,122
Equities		320		60		-		380
TOTAL	$	668,615	$	30,619	$	(8,234)	$	691,000

Contractual maturities of debt securities at June 30, 2013 were as follows. Securities not due at a single maturity or with no maturity date, primarily mortgage-backed and equity securities are shown separately.

	Available-for-Sale
	Amortized		Fair
(Dollar amounts in thousands)	Cost		Value
Due in one year or less	$	14,192	$	14,321
Due after one but within five years		30,512		31,986
Due after five but within ten years		88,599		91,523
Due after ten years		476,020		466,419
		609,323		604,249
Mortgage-backed securities and equities		226,213		232,798
TOTAL	$	835,536	$	837,047

There were $7 thousand in gains from investment sales realized by the Corporation for the six months ended June 30, 2013. For the three months ended June 30, 2013 the gains were $3 thousand. There were $664 thousand in gains and $4 thousand in losses from investment sales, and $11 thousand in losses from OTTI realized by the Corporation for the six months ended June 30, 2012. The $11 thousand of OTTI was realized in the second quarter of 2012.

The following tables show the securities’ gross unrealized losses and fair value, aggregated by investment category and length of time that individual securities have been in continuous unrealized loss position, at June 30, 2013 and December 31, 2012.

	June 30, 2013
	Less Than 12 Months				More Than 12 Months						Total
			Unrealized				Unrealized				Unrealized
(Dollar amounts in thousands)	Fair Value		Losses		Fair Value		Losses		Fair Value		Losses
Mortgage Backed Securities - Residential	$	62,792	$	(1,887)	$	-	$	-	$	62,792	$	(1,887)
Mortgage Backed Securities - Commercial		4,599		(268)		-		-		4,599		(268)
Collateralized mortgage obligations		31,480		(9,158)		-		-		31,480		(9,158)
State and municipal obligations		35,591		(1,654)		985		(103)		36,576		(1,757)
Collateralized Debt Obligations		-		-		3,874		(7,304)		3,874		(7,304)
Total temporarily impaired securities	$	134,462	$	(12,967)	$	4,859	$	(7,407)	$	139,321	$	(20,374)

	December 31, 2012
	Less Than 12 Months				More Than 12 Months						Total
			Unrealized				Unrealized				Unrealized
(Dollar amounts in thousands)	Fair Value		Losses		Fair Value		Losses		Fair Value		Losses
Mortgage Backed Securities - Residential	$	7,245	$	(13)	$	-	$	-	$	7,245	$	(13)
Mortgage Backed Securities - Commercial		5,086		(16)		-		-		5,086		(16)
Collateralized mortgage obligations		46,121		(246)		-		-		46,121		(246)
State and municipal obligations		8,611		(77)		-		-		8,611		(77)
Collateralized Debt Obligations		-		-		4,032		(7,882)		4,032		(7,882)
Total temporarily impaired securities	$	67,063	$	(352)	$	4,032	$	(7,882)	$	71,095	$	(8,234)

Management evaluates securities for other-than-temporary impairment (“OTTI”) at least on a quarterly basis, and more frequently when economic or market conditions warrant such an evaluation. The investment securities portfolio is evaluated for OTTI by segregating the portfolio into two general segments and applying the appropriate OTTI model. Investment securities are generally evaluated for OTTI under FASB ASC 320, Investments - Debt and Equity Securities. However, certain purchased beneficial interests, including non-agency mortgage-backed securities, asset-backed securities, and collateralized debt obligations, that had credit ratings at the time of purchase of below AA are evaluated using the model outlined in FASB ASC 325-40, Beneficial Interests in Securitized Financial Assets.

In determining OTTI under the FASB ASC 320 model, management considers many factors, including: (1) the length of time and the extent to which the fair value has been less than cost, (2) the financial condition and near-term prospects of the issuer, (3) whether the market decline was affected by macroeconomic conditions, and (4) whether the entity has the intent to sell the security or more likely than not will be required to sell the security before its anticipated recovery. The assessment of whether an other-than-temporary decline exists involves a high degree of subjectivity and judgment and is based on the information available to management at a point in time.

The second segment of the portfolio uses the OTTI guidance provided by FASB ASC 325 that is specific to purchased beneficial interests that, on the purchase date, were rated below AA. Under the FASB ASC 325 model, the Company compares the present value of the remaining cash flows as estimated at the preceding evaluation date to the current expected remaining cash flows. An OTTI is deemed to have occurred if there has been an adverse change in the remaining expected future cash flows.

When OTTI occurs under either model, the amount of the OTTI recognized in earnings depends on whether an entity intends to sell the security or it is more likely than not it will be required to sell the security before recovery of its amortized cost basis, less any current-period credit loss. If an entity intends to sell or it is more likely than not it will be required to sell the security before recovery of its amortized cost basis, less any current-period credit loss, the OTTI shall be recognized in earnings equal to the entire difference between the investment’s amortized cost basis and its fair value at the balance sheet date. If an entity does not intend to sell the security and it is not more likely than not that the entity will be required to sell the security before recovery of its amortized cost basis less any current-period loss, the OTTI shall be separated into the amount representing the credit loss and the amount related to all other factors. The amount of the total OTTI related to the credit loss is determined based on the present value of cash flows expected to be collected and is recognized in earnings. The amount of the total OTTI related to other factors is recognized in other comprehensive income, net of applicable taxes. The previous amortized cost basis less the OTTI recognized in earnings becomes the new amortized cost basis of the investment.

Gross unrealized losses on investment securities were $20.4 million as of June 30, 2013 and $8.2 million as of December 31, 2012. A majority of these losses represent negative adjustments to market value relative to the interest rate environment and not losses related to the creditworthiness of the issuer. Based upon our review of the issuers, we do not believe these investments to be other than temporarily impaired. Management does not intend to sell these securities and it is not more likely than not that we will be required to sell them before their anticipated recovery.

A significant portion of the total unrealized loss in investment securities relates to collateralized debt obligations that were separately evaluated under FASB ASC 325-40, Beneficial Interests in Securitized Financial Assets. Based upon qualitative considerations, such as a down grade in credit rating or further defaults of underlying issuers during the quarter, and an analysis of expected cash flows, we have determined that three of the CDO’s included in collateralized debt obligations were other-than-temporarily impaired, though no impairment was identified during the first or second quarter of 2013. Those three CDO’s have a contractual balance of $26.9 million at June 30, 2013 which has been reduced to $7.6 million by $1.2 million of interest payments received, $14.9 million of cumulative OTTI charges recorded through earnings to date, and $3.2 million recorded in other comprehensive income ($2.0 million after tax effect). The severity of the OTTI recorded varies by security, based on the analysis described below, and ranges at June 30, 2013 from 28% to 92%. The losses recorded in other comprehensive income represents temporary impairment due to factors other than credit loss, mainly current market illiquidity. The issuers in these securities are primarily banks, but some of the pools do include a limited number of insurance companies. The market for these securities has become very illiquid, there are very few new issuances of trust preferred securities and the credit spreads implied by current prices have increased dramatically and remain very high, resulting in significant non-credit related impairment. The Company uses the OTTI evaluation model to compare the present value of expected cash flows to the previous estimate to ensure there are no adverse changes in cash flows during the quarter. The OTTI model considers the structure and term of the CDO and the financial condition of the underlying issuers. Specifically, the model details interest rates, principal balances of note classes and underlying issuers, the timing and amount of interest and principal payments of the underlying issuers, and the allocation of the payments to the note classes. Cash flows are projected using a forward rate LIBOR curve, as these CDOs are variable rate instruments. An average rate is then computed using this same forward rate curve to determine an appropriate discount rate (3 month LIBOR plus margin ranging from 160 to 180 basis points). The current estimate of expected cash flows is based on the most recent trustee reports and any other relevant market information including announcements of interest payment deferrals or defaults of underlying trust preferred securities. Assumptions used in the model include expected future default rates and prepayments. In addition we use the model to “stress” each CDO, or make assumptions more severe than expected activity, to determine the degree to which assumptions could deteriorate before the CDO could no longer fully support repayment of the Company’s note class.

In July 2013, the Corporation received a $1.3 million payment on a CDO with a book value at June 30, 2013 of $.2 million. This CDO had the highest severity of recorded impairment and a payment of this magnitude (and timing) was not contemplated in the OTTI evaluation at June 30, 2013. This payment will be included in future evaluations of this CDO and management expects that some portion of this payment will be recorded as a recovery of previously recorded OTTI in the third quarter of 2013.

Collateralized debt obligations include an investment in a CDO consisting of pooled trust preferred securities in which the issuers are primarily banks. This CDO with an amortized cost of $646 thousand and a fair value of $583 thousand is rated BAA3 and is the senior tranche, is not in the scope of FASB ASC 325, as it was rated high investment grade at purchase, and is not considered to be other-than-temporarily impaired based on its credit quality. Its fair value is negatively impacted by the factors described above.

Management has consistently used Standard & Poors pricing to value these investments. There are a number of other pricing sources available to determine fair value for these investments. These sources utilize a variety of methods to determine fair value. The result is a wide range of estimates of fair value for these securities. The Standard & Poors pricing ranges from 4.4 to 90.3 while Moody Investor Service pricing ranges from .32 to 90.5, with others falling somewhere in between. We recognize that the Standard & Poors pricing utilized is an estimate, but have been consistent in using this source and its estimate of fair value.

Equity securities relate to investments in bank stocks held at the holding company. In the second quarter of 2012 the Corporation recognized other-than-temporary impairment on an equity security in the amount of $11 thousand. Bank stock values have been negatively impacted by the current economic environment and market pessimism.

The table below presents a rollforward of the credit losses recognized in earnings for the three and six month periods ended June 30, 2013 and 2012:

	Three Months Ended				Six Months Ended
	June 30,				June 30,
(Dollar amounts in thousands)	2013		2012		2013		2012
Beginning balance	$	14,983	$	15,180	$	14,983	$	15,180
Increases to the amount related to the credit
loss for which other-than-temporary was previously recognized		-		11		-		11
Amounts realized for securities sold during the period		-		(208)		-		(208)
Ending balance	$	14,983	$	14,983	$	14,983	$	14,983