10-Q

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

FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES AND EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2005

or

[   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___________ to ____________.

Commission file number: 000-14209

FIRSTBANK CORPORATION
(Exact Name of Registrant as Specified in Its Charter)

Michigan
(State or Other Jurisdiction of
Incorporation or Organization)

311 Woodworth Avenue, Alma, Michigan
(Address of principal executive offices) 38-2633910
(I.R.S. Employer
Identification Number)

48801
(Zip Code)

Registrant’s Telephone Number, Including Area Code: (989) 463-3131

        Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Sections 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to filing requirements for the past 90 days.    [X] Yes    [   ] No

        Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).    [X] Yes    [   ] No

        Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

        Common stock . . . 5,962,806 shares outstanding as of October 31, 2005.

INDEX

PART I	FINANCIAL INFORMATION
Item 1	Financial Statements (UNAUDITED)	Page 3
Item 2	Management's Discussion and Analysis of Financial Condition	Page 9
	and Results of Operations
Item 3	Quantitative and Qualitative Disclosures about Market Risk	Page 13
Item 4	Controls and Procedures	Page 14
PART II	OTHER INFORMATION
Item 5	Other Information	Page 16
Item 6	Exhibits	Page 16
SIGNATURES		Page 17
EXHIBIT INDEX		Page 18

2

Item 1: Financial Statements (UNAUDITED)

FIRSTBANK CORPORATION
CONSOLIDATED BALANCE SHEETS
AS OF SEPTEMBER 30, 2005 AND DECEMBER 31, 2004
(Dollars in thousands)
UNAUDITED

	September 30, 2005			December 31, 2004
ASSETS
Cash and due from banks	$	24,396		$	23,715
Short term investments		211			2,057
Total Cash and Cash Equivalents		24,607			25,772
Securities available for sale		73,161			72,475
Federal Home Loan Bank stock		5,563			5,355
Loans held for sale		204			1,969
Loans, net of allowance for loan losses of $10,087 at September 30, 2005
and $10,581 at December 31, 2004		707,301			660,506
Premises and equipment, net		17,191			17,658
Acquisition goodwill		4,465			4,465
Other intangibles		2,165			2,395
Accrued interest receivable and other assets		26,552			15,540
TOTAL ASSETS	$	861,209		$	806,135
LIABILITIES AND SHAREHOLDERS' EQUITY
LIABILITIES
Deposits:
Noninterest bearing accounts	$	107,559		$	106,208
Interest bearing accounts:
Demand		157,371			177,067
Savings		134,679			100,277
Time		245,582			219,715
Total Deposits		645,191			603,267
Securities sold under agreements to repurchase and overnight borrowings		37,465			39,100
Federal Home Loan Bank advances		79,846			71,315
Notes Payable		95			115
Subordinated Debentures		10,310			10,310
Accrued interest and other liabilities		11,216			9,164
Total Liabilities		784,123			733,271
SHAREHOLDERS' EQUITY
Preferred stock; no par value, 300,000 shares authorized, none issued
Common Stock; 20,000,000 shares authorized, 5,372,849 shares issued
and outstanding (5,322,137 at December 31, 2004)		65,626			64,713
Retained earnings		11,584			7,816
Accumulated other comprehensive income/(loss)		(124	)		335
Total Shareholders' Equity		77,086			72,864
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$	861,209		$	806,135

See notes to consolidated financial statements.

3

FIRSTBANK CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
SEPTEMBER 30, 2005 AND 2004
(Dollars in thousands except per share data)
UNAUDITED

	Three Months Ended September 30,
	2005		2004
Interest Income:
Interest and fees on loans	$	12,199	$	10,378
Securities
Taxable		489		449
Exempt from Federal Income Tax		233		234
Short term investments		40		30
Total Interest Income		12,961		11,091
Interest Expense:
Deposits		2,972		1,878
FHLB advances and other		1,202		1,097
Subordinated Debt		141		0
Total Interest Expense		4,315		2,975
Net Interest Income		8,646		8,116
Provision for loan losses		73		(374	)
Net Interest Income after provision for loan losses		8,573		8,490
Noninterest Income:
Gain on sale of mortgage loans		438		467
Service charges on deposit accounts		778		730
Gain on sale of securities		5		10
Mortgage servicing, net of amortization		48		34
Other		1,301		1,182
Total Noninterest Income		2,570		2,423
Noninterest Expense:
Salaries and employee benefits		3,896		3,888
Occupancy and equipment		1,011		986
Amortization of intangibles		75		76
FDIC insurance premium		20		21
Michigan single business tax		49		28
Other		2,259		1,980
Total Noninterest Expense		7,310		6,979
Income before federal income taxes		3,833		3,934
Federal income taxes		1,236		1,277
NET INCOME	$	2,597	$	2,657
Comprehensive Income	$	2,455	$	2,886
Basic Earnings Per Share	$	0.48	$	0.48
Diluted Earnings Per Share	$	0.48	$	0.47
Dividends Per Share	$	0.22	$	0.20

See notes to consolidated financial statements

4

FIRSTBANK CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
SEPTEMBER 30, 2005 AND 2004
(Dollars in thousands except per share data)
UNAUDITED

	Nine Months Ended September 30,
	2005		2004
Interest Income:
Interest and fees on loans	$	34,399	$	30,616
Securities
Taxable		1,451		1,212
Exempt from Federal Income Tax		712		704
Short term investments		104		86
Total Interest Income		36,666		32,618
Interest Expense:
Deposits		7,832		5,479
FHLB advances and other		3,382		3,122
Subordinated Debt		394		0
Total Interest Expense		11,608		8,601
Net Interest Income		25,058		24,017
Provision for loan losses		154		(505	)
Net Interest Income after provision for loan losses		24,904		24,522
Noninterest Income:
Gain on sale of mortgage loans		1,324		2,098
Service charges on deposit accounts		2,281		2,082
Gain on sale of securities		34		21
Mortgage servicing, net of amortization		126		(42	)
Other		3,615		3,464
Total Noninterest Income		7,380		7,623
Noninterest Expense:
Salaries and employee benefits		11,619		11,667
Occupancy and equipment		2,996		2,878
Amortization of intangibles		226		227
FDIC insurance premium		62		64
Michigan single business tax		138		73
Other		6,579		5,559
Total Noninterest Expense		21,620		20,468
Income before federal income taxes		10,664		11,677
Federal income taxes		3,422		3,775
NET INCOME	$	7,242	$	7,902
Comprehensive Income	$	6,759	$	7,600
Basic Earnings Per Share	$	1.35	$	1.37
Diluted Earnings Per Share	$	1.33	$	1.34
Dividends Per Share	$	0.65	$	0.59

See notes to consolidated financial statements.

5

FIRSTBANK CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOW
FOR THE NINE MONTHS ENDED
SEPTEMBER 30, 2005 AND 2004
(Dollars in thousands)
UNAUDITED

	Nine months ended September 30,
	2005			2004
OPERATING ACTIVITIES
Net income	$	7,242		$	7,902
Adjustments to reconcile net income to net cash provided by      operating activities
Provision for loan losses		154			(505	)
Depreciation of premises and equipment		1,482			1,447
Net amortization of security premiums/discounts		117			287
Gain on sale of securities		(34	)		(21	)
Amortization of intangibles		226			227
Gain on sale of mortgage loans		(1,324	)		(2,098	)
Proceeds from sales of mortgage loans		59,069			92,737
Loans originated for sale		(55,980	)		(86,913	)
Vesting of Restricted Stock		4			0
Decrease (increase) in accrued interest receivable and other assets		577			1,211
Increase in accrued interest payable and other liabilities		2,051			(573	)
NET CASH PROVIDED BY OPERATING ACTIVITIES		13,584			13,701
INVESTING ACTIVITIES
Proceeds from sale of securities available for sale		120			0
Cash paid into escrow for pending acquisition		(11,348	)		0
Proceeds from maturities and calls of securities available for sale		12,594			32,962
Purchases of securities available for sale		(14,387	)		(26,304	)
Proceeds from the sale of property plant and equipment		0			(374	)
Net decrease/(increase) in portfolio loans		(46,949	)		(31,978	)
Net purchases of premises and equipment		(1,015	)		(1,204	)
NET CASH USED IN INVESTING ACTIVITIES		(60,985	)		(26,898	)
FINANCING ACTIVITIES
Net increase in deposits		41,925			34,394
Decrease in securities sold under agreements to repurchase and other
short term borrowings		(1,635	)		(11,048	)
Retirement of notes payable		(20	)		(19	)
Retirement of Federal Home Loan Bank borrowings		(13,369	)		(3,774	)
Proceeds from Federal Home Loan Bank borrowings		21,900			18,000
Cash proceeds from issuance of common stock		1,925			2,266
Purchase of common stock		(1,015	)		(21,195	)
Cash dividends		(3,475	)		(3,349	)
NET CASH PROVIDED BY FINANCING ACTIVITIES		46,236			15,275
INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS		(1,165	)		2,078
Cash and cash equivalents at beginning of period		25,772			33,145
CASH AND CASH EQUIVALENTS AT END OF PERIOD	$	24,607		$	35,223
Supplemental Disclosure
Interest Paid	$	11,099		$	8,445
Income Taxes Paid	$	2,475		$	2,975

See notes to consolidated financial statements.

6

FIRSTBANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 2005
UNAUDITED

NOTE A — FINANCIAL STATEMENTS

The accompanying unaudited financial information presented is for Firstbank Corporation (“Corporation”) and its wholly owned subsidiaries: Firstbank — Alma, Firstbank (Mt. Pleasant), Firstbank — West Branch (including its wholly owned subsidiaries; 1^st Armored, Inc., 1^st Title, Inc., and its majority holding in C.A. Hanes Realty, Inc.), Firstbank — Lakeview, Firstbank — St. Johns (collectively the “Banks”) and Gladwin Land Company, Inc. The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three month and nine month periods ended September 30, 2005, are not necessarily indicative of the results that may be expected for the year ending December 31, 2005. The balance sheet at December 31, 2004, has been derived from the audited financial statements at that date. For further information, refer to the consolidated financial statements and footnotes thereto included in the Corporation’s annual report on Form 10-K for the year ended December 31, 2004.

Stock Compensation

Employment compensation expense under stock options is reported using the intrinsic value method. No stock-based compensation cost is reflected in net income as all options granted had an exercise price equal to or greater than the market price of the underlying common stock at date of grant. The following table illustrates the effect on net income and earnings per share if expense was measured using the fair value recognition provisions of FASB Statement No. 123, Accounting for Stock-Based Compensation.

	Three months ended September 30,				Nine months ended September 30,
	2005		2004		2005		2004
Net Income as Reported	$	2,597,000	$	2,657,000	$	7,242,000	$	7,902,000
Deduct Stock-Based Compensation Expense
Determined Under Fair Value Based Method		47,000		31,000		140,000		94,000
Pro Forma Net Income	$	2,550,000	$	2,626,000	$	7,102,000	$	7,808,000
Basic Earnings per Share as Reported	$	0.48	$	0.48	$	1.35	$	1.37
Pro Forma Basic Earnings per Share	$	0.48	$	0.48	$	1.33	$	1.35
Diluted Earnings per Share as Reported	$	0.48	$	0.47	$	1.33	$	1.34
Pro Forma Diluted Earnings per Share	$	0.47	$	0.47	$	1.31	$	1.32

7

NOTE B — NONPERFORMING LOANS AND ASSETS

Nonperforming Loans and Assets

The following table summarizes nonaccrual and past due loans at the dates indicated:

(Dollars in thousands)	September 30, 2005			December 31, 2004
Nonperforming loans:
Nonaccrual loans	$	1,217		$	1,456
Loans 90 days or more past due		1,816			408
Renegotiated loans		0			0
Total nonperforming loans	$	3,033		$	1,864
Property from defaulted loans	$	680		$	950
Nonperforming loans as a percent of total loans*		0.42	%		0.28	%
Nonperforming loans plus Other Real Estate as a percent of total		0.52	%		0.42	%
loans* plus Other Real Estate
Nonperforming assets as a percent of total assets		0.43	%		0.35	%

Analysis of the Allowance for Loan Losses

(Dollars in Thousands)	Three months ended September 30,						Nine Months Ended September 30,
	2005			2004			2005			2004
Balance at beginning of period	$	10,094		$	11,233		$	10,581		$	11,627
Charge-offs		(147	)		(137	)		(1,033	)		(542	)
Recoveries		67			73			385			215
Net charge-offs		(80	)		(64	)		(648	)		(327	)
Provision for loan losses		73			(374	)		154			(505	)
Balance at end of period	$	10,087		$	10,795		$	10,087		$	10,795
Average total loans* outstanding during the period	$	701,592		$	661,813		$	683,556		$	649,812
Allowance for loan loss as a percent of total loans*		1.41	%		1.62	%		1.41	%		1.73	%
Allowance for loan loss as a percent
of nonperforming loans		333	%		438	%		333	%		438	%
Net Charge-offs^ as a percent of average loans*		0.05	%		0.04	%		0.13	%		0.07	%

*All loan ratios exclude loans held for sale
^Annualized

8

NOTE C – BASIC AND DILUTED EARNINGS PER SHARE

(Dollars in Thousands Except per Share Data)	Three Months Ended September 30,				Nine Months Ended September 30,
	2005		2004		2005		2004
Earnings per share
Net income	$	2,597	$	2,657	$	7,242	$	7,902
Weighted average common shares outstanding		5,359		5,543		5,341		5,771
Basic Earnings per Share	$	0.48	$	0.48	$	1.35	$	1.37
Earnings per share assuming dilution
Net income	$	2,597	$	2,657	$	7,242	$	7,902
Weighted average common shares outstanding		5,359		5,543		5,341		5,771
Add dilutive effect of assumed exercises of options		90		123		96		123
Weighted average common and dilutive potential common		5,449		5,666		5,438		5,894
shares outstanding
Diluted Earnings per Share	$	0.48	$	0.47	$	1.33	$	1.34

Stock options for 59,039 shares for the three and nine month periods of 2004, and 109,098 shares for the three and nine month and periods of 2005, were not considered in computing diluted earnings per share because they were antidilutive.

NOTE D – ACQUISITIONS

On May 12, 2005, the Corporation announced an agreement to acquire Keystone Financial Corporation (Keystone) headquartered in Kalamazoo, Michigan. Keystone is a financial services company that owns and operates Keystone Community Bank in the Kalamazoo market through its four branches. At September 30, Kestone had $157 million in assets. Under the terms of the agreement, shareholders of Keystone Financial Corporation will receive one (1) share of Firstbank common stock plus $19.35 in cash for each outstanding share of Keystone Financial Corporation common stock. Based upon the closing price of Firstbank shares on May 11, 2005 of $25.15, the transaction has a value of $44.50 for each Keystone share, and an approximate aggregate value of $26,572,000. The merger is expected to be accretive to earnings per share in the first full year of operations and was completed on October 1, 2005. Keystone’s financial information has not been incorporated into the financial statements contained within this report, as the merger had not been consummated as of the September 30 reporting date.

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.

The consolidated financial information presented is for Firstbank Corporation (“Corporation”) and its wholly owned subsidiaries; Firstbank — Alma, Firstbank (Mt. Pleasant), Firstbank — West Branch (including its wholly owned subsidiaries; 1^st Armored, Inc., 1^st Title, Inc. and its majority holding in C.A. Hanes Realty, Inc.), Firstbank — Lakeview, Firstbank — St. Johns (collectively the “Banks”) and Gladwin Land Company, Inc.

Financial Condition

Total assets increased $55.1 million, or 6.8%, during the first nine months of 2005. Cash and cash equivalents decreased $1.2 million, or 4.5%. Securities available for sale were basically unchanged, increasing just $686,000, or 0.9%, from December 31, 2004.

Total portfolio loans increased $46.3 million, or 6.9%, during the first nine months of 2005. Average total loans were 5.7% higher in the third quarter of 2005 when compared with the fourth quarter of 2004. Residential mortgages were $14.05 million, or 6.1% higher, mainly due to new loans which were retained for the loan portfolio because of their specific rate and collateral characteristics. Real estate construction loans increased $852,000, or 1.8%. Commercial and commercial real estate loans were higher, increasing $30.3 million, or 9.0%, from December 31, 2004, in part due to $12 million of loans participated from Keystone Community Bank in the third quarter of this year.

9

Net charge-offs of loans were $647,000 in the first nine months of 2005 compared to $327,000 in the first nine months of 2004. The higher level of charge-offs this year was primarily due to the charge off of a single commercial loan which had been previously identified as a problem loan and had a specific allowance allocation. The year-to-date ratio of net charge-offs of loans (annualized) to average loans was 0.13% in 2005 compared to 0.07% in the same period of 2004. Even with the higher level of charge-offs in the first quarter of 2005, these measures of asset quality continue to be at favorable levels in the industry. During 2005, continuing favorable developments and pay downs relating to a small number of problem credits allowed the Corporation to keep its provision expense low, at $154,000. During the same period of 2004, the Corporation had a negative provision for loan losses of $505,000 which resulted from pay offs and pay downs on several commercial loans for which a specific allocation of allowance had been established.

At September 30, 2005, the allowance as a percentage of average outstanding loans was 1.41% compared with 1.58% at year end 2004. Non-performing loans as a percent of total loans was 0.42% at September 30, 2005, compared with 0.28% at year end 2004. This ratio reflects $3.0 million in non-performing loans at September 30, however; the Corporation’s lenders are currently working with a borrower of approximately $3 million whose loans could potentially become non-performing in the fourth quarter. Adequate reserves have been established in the allowance for loan losses to cover any potential losses related to this credit. Management continues to maintain the allowance for loan losses at a level considered adequate to cover losses within the loan portfolio. The allowance balance is established after considering past loan loss experience, current economic conditions, composition of the loan portfolio, delinquencies, and other relevant factors.

At September 30, other assets were $11.0 million higher than year end 2004. This increase was the result of an $11.3 million payment made to the Corporation’s stock transfer agent to set aside funds for the cash component of the Keystone acquisition payment on October 1.

Total deposits increased $41.9 million or 6.9%, during the first nine months of 2005. Increases of $34.4 million, or 34.3%, in savings deposits, $25.9 million, or 11.8% in time deposits and $1.3 million, or 1.3% in non-interest bearing demand deposits were partially offset by a decrease of $19.7 million, or 11.1%, in interest bearing demand deposits. Beginning in March, the five affiliate banks began to offer a new savings product, which resulted in a shift of approximately $33 million of deposits from other products, primarily interest bearing demand and attracted $13 million in new money. For the nine month period ended September 30, 2005, securities sold under agreements to repurchase and overnight borrowings decreased $1.6 million, or 4.2%, due to normal fluctuations in customer cash flows and less reliance on overnight borrowing. Federal Home Loan Bank advances and notes payable increased $8.5 million compared with year end 2004.

Total shareholders’ equity increased $4.2 million, or 5.8%, during the first nine months of 2005. Net income of $7,242,000 and stock issuances of $1,953,000 increased shareholders’ equity, while stock repurchases of $1,015,000 and dividends of $3,475,000 decreased shareholders’ equity. Stock issuance was primarily related to dividend reinvestment and exercise of stock options. The per share book value of shareholders’ equity was $14.35 at September 30, 2005, increasing from $13.74 at December 31, 2004.

The following table discloses compliance with current regulatory capital requirements on a consolidated basis:

(Dollars in Thousands)	Leverage			Tier 1 Capital			Total Risk-Based Capital
Capital Balances at September 30, 2005	$	80,627		$	80,627		$	89,187
Required Regulatory Capital	$	33,562		$	28,426		$	56,852
Capital in Excess of Regulatory Minimums	$	47,065		$	52,201		$	32,335
Capital Ratios at September 30, 2005		9.61	%		11.35	%		12.55	%
Regulatory Capital Ratios - Minimum Requirement		4.00	%		4.00	%		8.00	%

10

Results of Operations

Three Months Ended September 30, 2005

For the third quarter of 2005, net income was $2,597,000, basic earnings per share were $0.48, and diluted earnings per share were $0.48, compared to $2,657,000, $0.48, and $0.47 for the third quarter of 2004. The comparison of this year’s third quarter to last year is effected by the negative provision for loan losses recorded in the third quarter of 2004. If last year’s third quarter provision for loan losses expense had been recorded at the same level as this year, prior year earnings per share would have been $0.05 lower.

Average earning assets increased $43.5 million, or 5.9%, from the third quarter of 2004 to the same period of 2005. The yield on earning assets increased 60 basis points, to 6.63%, for the quarter ended September 30, 2005, compared to 6.03% for the quarter ended June 30, 2004. The cost of funding related liabilities also increased, rising 58 basis points when comparing the three month periods ended September 30th, from 1.59% in 2004, to 2.17% in 2005. Since the increase in yield on earning assets was more than the increase in the cost of funds relative to earning assets, the net interest margin increaed by 2 basis points, from 4.44% in 2004 to 4.46% in 2005. This year’s third quarter net interest margin was favorably impacted by six basis points due to the collection of a large prepayment fee on a commercial loan. The net interest margin comparison to a year ago was also affected by the Corporation’s capital restructuring efforts in the last quarter of 2004, which benefited earnings per share, but had a negative impact on the net interest margin, as expected. Net interest income increased $530,000 to $8.6 million in the third quarter of 2005 compared with the same period of 2004.

The provision for loan losses increased $447,000, when the third quarter of 2005 is compared to the same quarter of 2004. In the third quarter of 2004, resulting from the pay off and pay down of loans with established specific reserves, the Corporation reduced its allowance for loan loss reserve by recording negative provision for loan loss expense of $374,000 in that quarter. Net charge-offs for the third quarter of 2005 increased by $16,000 to $80,000, when compared to $64,000 in the same period of 2004. Management has developed a quantitative and qualitative methodology for analyzing factors which impact the allowance for loan losses consistently across its five banking subsidiaries. The process applies risk factors for historical charge-offs and delinquency experience, portfolio segment growth rates, and industry and regional factors and trends as they affect the banks’ portfolios. The consideration of exposures to industries most affected by current risks in the economic and political environment and the review of risks in certain credits that are not considered part of the non-performing loan category contributed to the establishment of the allowance levels at each bank.

Total non-interest income increased $147,000, or 6.1%, when the third quarter of 2005 is compared to the same period in 2004. Mortgage origination activity that occurred in the third quarter of 2004 resulted in an higher level of mortgage gains. The third quarter of 2005 saw a lower level of re-finance activity, producing mortgage gains of $438,000, a drop of $29,000, or 6.2%, compared with the same period in 2004. Mortgage servicing income on the other hand increased $14,000 as a result of fewer prepayments on serviced mortgages. Service charges on deposit accounts for the three month period ended September 30, 2005 were $48,000, or 6.6%, higher than the same period of 2004. Other non-interest income, increased $119,000 compared with the third quarter of 2004, as one of the Corportion’s affiliate banks recorded a $51,000 gain on the sale of a property acquired through foreclosure, and revenue at the Corporation’s non-bank subsidiaries was $29,000 higher.

Total non-interest expense increased $331,000, or 4.7%, when comparing the three month periods ended September 30, 2005 and 2004. Salaries and employee benefits were basically unchanged from the 2004 level. Other miscellaneous non-interest expense increased $279,000, or 14.1%, when the third quarter of 2005 is compared to the same period of 2004. This higher expense included $74,000 of prepayment expense associated with the early pay off of certain Federal Home Loan Advances in the this years third quarter.

Federal Income tax expense decreased $41,000, or 2.3%, reflecting reduced taxes as a result of lower earnings and a lower effective tax rate.

11

Nine Months Ended September 30, 2005

For the first nine months of 2005, net income was $7,242,000, basic earnings per share were $1.35, and diluted earnings per share were $1.33, compared to $7,903,000, $1.37, and $1.34 for the same period of 2004. The lower earnings level in this year’s second quarter was mainly a result of a decrease of $774,000 in mortgage loan sale gains, and higher operating expenses which increased $1.2 million.

Average earning assets increased $37.0 million, or 5.1%, when the first nine months of 2004 is compared with the same period of 2005. The yield on earning assets increased 42 basis points, to 6.44%, for the nine months ended September 30, 2005, compared to 6.02% for the nine months ended September 30, 2004. The cost of funding related liabilities also increased, rising 45 basis points when comparing the periods ending September 30, from 1.56% in 2004, to 2.01% in 2005. Since the increase in yield on earning assets was less than the increase in the cost of funds relative to earning assets, the net interest margin declined by 3 basis points, from 4.46% in 2004 to 4.43% in 2005. The benefits of increases in the prime rate have been tempered by the flattening of the yield curve, as rising rates in Firstbank’s variable rate commercial loan portfolio have been offset by lower spreads achieved on new and renewed fixed rate loans. The net interest margin was also affected by the Corporation’s capital restructuring efforts in 2004, which benefited earnings per share, but had a negative impact on the net interest margin, as expected. Net interest income increased $1.0 million to $25.1 million in 2005 compared with the same period in 2004.

The provision for loan losses increased $659,000 when the first nine months of 2005 is compared to the same period of 2004. Provision expense in 2004 was a negative $505,000, which had resulted from pay off and pay downs of commercial loans for which specific allocations of loan loss allowance had been established, compared with expense of $154,000 in 2005. Management’s quantitative and qualitative methodology for analyzing factors which impact the allowance for loan losses is described in the third quarter results discussion. Net charge-offs for the year-to-date period of 2005 were $647,000, compared with $327,000 in the same period of 2004. The higher level of charge offs in 2005 was primarily due to a single credit that was charged off in the first quarter of the year and had specific reserves set aside.

Total non-interest income decreased $243,000, or 3.2%, when the first nine months of 2005 is compared with the same period in 2004. Mortgage refinance activity that occurred during 2004 resulted in an unsustainably high level of mortgage gains. Year-to-date, 2005 saw a lower level of re-finance activity, producing mortgage gains of $1.3 million, a drop of $774,000, or 36.9%, compared with the same period in 2004. Mortgage servicing income increased $168,000 as a result of fewer prepayments on serviced mortgages. Service charges on deposit accounts for the nine month period ended September 30, 2005 were $199,000, or 9.6%, higher than the same period of 2004.

Total non-interest expense increased $1.2 million, or 5.7%, when comparing the nine month periods ended Septemer 30, 2005 and 2004. Salaries and employee benefits were down slightly from the 2004 level showing a decrease of $48,000. Other miscellaneous non-interest expense increased $1.1 million, or 19.6%, when the first half of 2005 is compared to the same period of 2004. Audit costs increased $215,000 from the prior year as the Corporation completed its 2004 required review of internal control to comply with the new Sarbanes-Oxley Act requirements and incurred costs relating to the current year’s testing. The remainder of the increase was caused by a variety of items including conversions and related technology expense for improving the Corporation’s internet banking service, and other technology and marketing related costs.

Federal Income tax expense decreased $312,000, or 12.5%, reflecting reduced taxes as a result of lower earnings and a lower effective tax rate.

Contractual Obligations, Commitments, Contingent Liabilities, and Off-Balance Sheet Arrangements

The Corporation has various financial obligations, including contractual obligations and commitments that may require future cash payments. Management believes that there have been no material changes in the Corporation’s overall level of these financial obligations since December 31, 2004 and that any changes in the Corporation’s obligations which have occurred are routine for the industry. Further discussion of the nature of each type of obligation is included in Managements Discussion and Analysis on page 12 of the Corporation’s Form 10K Annual Report, and is incorporated herein by reference.

12

Critical Accounting Policies

Certain of the Corporation’s accounting policies are important to the portrayal of the Corporation’s financial condition, since they require management to make difficult, complex or subjective judgments, some of which may relate to matters that are inherently uncertain. Estimates associated with these policies are susceptible to material changes as a result of changes in facts and circumstances. Facts and circumstances which could affect these judgments include, but without limitation, changes in interest rate, in local and national economic conditions, or the financial condition of borrowers. Management believes that its critical accounting policies include determining the allowance for loan losses, determining the fair value of securities and other financial instruments, the valuation of mortgage servicing rights, and estimating state and federal contingent tax liabilities. The Corporation’s significant accounting policies are discussed in detail in Managements Discussion and Analysis on pages 12 through 14 in the Corporation’s annual report to shareholders for the year ended December 31, 2004.

FORWARD LOOKING STATEMENTS

This report contains forward-looking statements that are based on management’s beliefs, assumptions, current expectations, estimates and projections about the financial services industry, the economy, and about the Corporation itself. Words such as “anticipate,” “believe,” “determine,” “estimate,” “expect,” “forecast,” “intend,” “is likely,” “plan,” “project,” “opinion,” variations of such terms, and similar expressions are intended to identify such forward-looking statements. The presentations and discussions of the provision and allowance for loan losses, and determinations as to the need for other allowances presented in this report, are inherently forward-looking statements in that they involve judgments and statements of belief as to the outcome of future events. These statements are not guarantees of future performance and involve certain risks, uncertainties, and assumptions that are difficult to predict with regard to timing, extent, likelihood, and degree of occurrence. Therefore, actual results and outcomes may materially differ from what may be expressed or forecasted in such forward-looking statements. Internal and external factors that may cause such a difference include changes in interest rates and interest rate relationships; demand for products and services; the degree of competition by traditional and non-traditional competitors; changes in banking regulations; changes in tax laws; changes in prices, levies, and assessments; the impact of technological advances; governmental and regulatory policy changes; the outcomes of pending and future litigation and contingencies; trends in customer behavior and customer ability to repay loans; software failure, errors or miscalculations; and the vicissitudes of the national economy. The Corporation undertakes no obligation to update, amend or clarify forward-looking statements, whether as a result of new information, future events, or otherwise.

13

Item 3. Quantitative and Qualitative Disclosures about Market Risk

Information under the headings, “Liquidity and Interest Rate Sensitivity” on pages 10 and 11 and “Quantitative and Qualitative Disclosure About Market Risk” on pages 14 and 15 in the registrant’s annual report to shareholders for the year ended December 31, 2004, is here incorporated by reference. Firstbank’s annual report is filed as Exhibit 13 to its Form 10-K annual report for its fiscal year ended December 31, 2004.

Firstbank faces market risk to the extent that both earnings and the fair values of its financial instruments are affected by changes in interest rates. The Corporation manages this risk with static GAP analysis and simulation modeling. The Corporation does not believe that there has been a material change in the nature of the Corporation’s primary market risk exposures, including the categories of market risk to which the Corporation is exposed and the particular markets that present the primary risk of loss to the Corporation. As of the date of this Form 10-Q Quarterly Report, the Corporation does not know of nor expect there to be any material change in the general nature of its primary market risk exposure in the near term.

The methods by which the Corporation manages its primary market risk exposures, as described in the sections of its Form 10-K Annual Report incorporated by reference in response to this item, have not changed materially during the current year. As of the date of this Form 10-Q quarterly report, the Corporation does not expect to change those methods in the near term. However, the Corporation may change those methods in the future to adapt to changes in circumstances or to implement new techniques.

The Corporation’s market risk exposure is mainly comprised of its vulnerability to interest rate risk. Prevailing interest rates and interest rate relationships in the future will be primarily determined by market, economic, and geopolitical factors which are outside of Firstbank’s control. All information provided in response to this item consists of forward looking statements. Reference is made to the section captioned “Forward Looking Statements” of this Form 10-Q quarterly report for a discussion of the limitations on Firstbank’s responsibility for such statements.

14

Item 4. Controls and Procedures

a) Evaluation of Disclosure Controls and Procedures

On November 3, 2005, the Corporation’s Chief Executive Officer and Chief Financial Officer reported on the Corporation’s disclosure controls and procedures (as defined in Exchange Act Rule 13a-15(e) and 15d-15(e)) to the Audit Committee. The portion of that report which constitutes their conclusions about the effectiveness of the disclosure controls and procedures based on their evaluation as of September 30, 2005 is as follows: “Based on our knowledge and the most recent evaluation, we believe the disclosure controls and procedures to be reasonably effective and commercially practical in providing information for management of the Corporation and for fair reporting to the investing public.”

b) Changes in Internal Controls

During the period covered by this report, there have been no changes in the Corporation’s internal control over financial reporting that have materially affected or are reasonably likely to materially affect the Corporation’s internal control over financial reporting.

15

PART II. OTHER INFORMATION

Item 5. Other Information

The audit committee of the Board of Directors approved the categories of all non-audit services performed by the registrant’s independent accountants during the period covered by this report.

Item 6. Exhibits

Exhibit Description

31.1 Certificate of the President and Chief Executive Officer of Firstbank Corporation pursuant to 18 U.S.C. Section 7241, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2 Certificate of the Executive Vice President and Chief Financial Officer of Firstbank Corporation pursuant to 18 U.S.C. Section 7241, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1 Certificate of the Chief Executive Officer and the Chief Financial Officer of Firstbank Corporation pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

16

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 thereunto duly authorized.

Date: November 4, 2005






Date: November 4, 2005 FIRSTBANK CORPORATION
(Registrant)


/s/ Thomas R. Sullivan
——————————————
Thomas R. Sullivan
President, Chief Executive Officer
(Principal Executive Officer)


/s/ Samuel G. Stone
——————————————
Samuel G. Stone
Executive Vice President, Chief Financial Officer
(Principal Accounting Officer)

17

EXHIBIT INDEX

Exhibit Description

31.1 Certificate of the Chief Executive Officer of Firstbank Corporation pursuant to 18 U.S.C. Section 7241, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2 Certificate of the Chief Financial Officer of Firstbank Corporation pursuant to 18 U.S.C. Section 7241, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1 Certificate of the Chief Executive Officer and the Chief Financial Officer of Firstbank Corporation pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

18

EX-31

EXHIBIT 31.1

I, Thomas R. Sullivan, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Firstbank Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors:

(a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 4, 2005

/s/ Thomas R. Sullivan
——————————————
Thomas R. Sullivan
President and Chief Executive Officer

EX-31

EXHIBIT 31.2

I, Samuel G. Stone, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Firstbank Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors:

(a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 4, 2005

/s/ Samuel G. Stone
——————————————
Samuel G. Stone
Executive Vice President and Chief Financial Officer

EX-32

EXHIBIT 32.1

        Thomas R. Sullivan, President and Chief Executive Officer of Firstbank Corporation, and Samuel G. Stone, Executive Vice President and Chief Financial Officer of Firstbank Corporation, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) the Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2005 which this statement accompanies fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, and

(2) the information contained in the Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2005 fairly presents, in all material respects, the financial condition and results of operations of Firstbank Corporation.

Dated: November 4, 2005

/s/ Thomas R. Sullivan
——————————————
Thomas R. Sullivan
President and Chief Executive Officer


/s/ Samuel G. Stone
——————————————
Samuel G. Stone
Executive Vice President and Chief Financial Officer