8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

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

Date of Report (Date of earliest event reported): October 20, 2010

SOUTHWEST BANCORP, INC.

(Exact name of registrant as specified in its charter)

Oklahoma
(State or other jurisdiction
of incorporation) 000-23064
(Commission file
number) 73-1136584
(IRS Employer
Identification No)

608 South Main Street, Stillwater, Oklahoma 74074
(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (405) 372-2230

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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

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

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

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

Item 2.02. Results of Operations and Financial Condition.

Item 7.01 Regulation FD Disclosure.

     On October 20, 2010, Southwest Bancorp, Inc. issued a press release regarding its results of operations and financial condition for the quarter ended September 30, 2010. The text of the press release is included as Exhibit 99 to this report. Southwest Bancorp will include final financial statements and additional analyses as part of its Quarterly Report on Form 10-Q for the quarter ended September 30, 2010.

Item 9.01 Financial Statements and Exhibits.

(a)	Financial statements of businesses acquired. Not applicable.
(b)	Pro forma financial information. Not applicable.
(c)	Exhibits. Exhibit 99-Press Release dated October 20, 2010.

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.

SOUTHWEST BANCORP, INC.
By:	/s/ Rick Green
	Rick Green
	President and Chief Executive Officer

Dated: October 20, 2010

EX-99

Exhibit 99

	For additional information:
	Rick Green
	President & CEO
	Kerby E. Crowell
	EVP & CFO
For Immediate Release	(405) 372-2230

Southwest Bancorp Inc. Reports Third Quarter 2010 Results

     October 20, 2010, Stillwater, Oklahoma . . . . Southwest Bancorp, Inc. (NASDAQ Global Select Market—OKSB), (“Southwest”), today reported net income available to common shareholders of $2.8 million, or $0.15 per diluted share for the third quarter of 2010, compared to $1.1 million, or $0.07 per diluted share for the third quarter of 2009, and $3.4 million, or $0.19 per diluted share for the second quarter of 2010. Net income available to common shareholders for the nine months ended September 30, 2010 was $9.5 million, or $0.55 per diluted share, compared to $6.3 million, or $0.43 per diluted share, for the nine months ended September 30, 2009.

     Rick Green, Southwest Bancorp’s President and Chief Executive Officer, stated, “We are pleased with our solid performance this quarter. Earnings for the third quarter were based on stable net interest income and controlled noninterest expenses. We increased our allowance for loan losses by $5.4 million in the third quarter after recording $6.6 million in net charge offs. Our annualized quarterly ratio of net loan charge-offs to portfolio loans remained at approximately 1.00%.

     The Board of Directors and management are dedicated to the resolution of problem credits, the maintenance of capital and liquidity, stability in net interest income, and control of operating expenses. We continue to manage our loan portfolio through this difficult credit climate with our ongoing, disciplined workout process focused on addressing the challenges of the commercial real estate construction and commercial mortgage sectors. We are encouraged that the state economic factors for our principal markets in Oklahoma, Texas, and Kansas continue to outperform most of the nation. We continue to make loans in each of our markets with an emphasis on health care lending and carefully controlled real estate collateralized credits.

     We maintain a solid capital base. Our second quarter common stock offering gave us $54.3 million in new common equity. Southwest and its banking subsidiaries have maintained capital levels that substantially exceed the minimums for regulatory “well-capitalized” status. At September 30, 2010 Southwest’s total regulatory capital was $475.0 million for a total risk-based capital ratio of 18.45%, and Tier 1 capital was $442.2 million for a Tier 1 risk-based capital ratio of 17.17%.”

     Please review the following discussion and the attached financial tables for important additional information regarding our financial condition and performance.

Financial Overview

     Condition: Total assets were $2.9 billion at September 30, 2010, a decrease of 7% from December 31, 2009. At September 30, 2010 total loans were $2.5 billion, a decrease of 6% from December 31, 2009.

     At September 30, 2010 the allowance for loan losses was $72.4 million, up 25% from September 30, 2009 and 16% from year-end 2009, and represented 3.00% of noncovered portfolio loans versus 2.25% and 2.46% at September 30, 2009 and December 31, 2009, respectively. The methodology used to determine the appropriate amount of the allowance for loan losses at a particular time includes consideration of risk factors related to Southwest and to our markets including regular assessments of national and local economic conditions and trends. Provisions for loan losses are recorded in the amount necessary to maintain the allowance at the level management deems appropriate.

NASDAQ: OKSB
      OKSBP

Southwest Bancorp Inc. Reports Third Quarter 2010 Results

     Excluding assets subject to loss sharing agreements with the FDIC (“covered assets”), nonperforming assets increased to $171.4 million and 7.00% of portfolio loans and other real estate as of September 30, 2010 from $139.8 million and 5.59% of portfolio loans and other real estate as of June 30, 2010 and from $124.6 million and 4.87% of portfolio loans and other real estate as of December 31, 2009. A breakdown of noncovered portfolio loans and noncovered nonperforming assets by type is shown in the following table:

	Noncovered		Noncovered
	portfolio		nonperforming
(dollars in thousands)	loans		assets
Real estate construction	$	558,300	$	88,590
Commercial real estate		1,251,563		34,448
Commercial		462,286		6,180
Residential real estate mortgages		101,633		6,401
Other consumer loans		39,014		42
Other real estate		—		35,723
Total	$	2,412,796	$	171,384

     Excluding covered loans, nonaccrual loans were $135.2 million as of September 30, 2010, an increase of $23.3 million, or 21%, from June 30, 2010, and $29.3 million, or 28%, from December 31, 2009. These loans are carried at their estimated collectible amounts and no longer accrue interest. Noncovered loans 90 days or more past due were $0.5 million as of September 30, 2010. These loans are deemed to have sufficient collateral and are in the process of collection.

     Excluding covered loans, performing loans considered potential problem loans, which are not included in the past due or nonaccrual categories but for which known information about possible credit problems cause management to be uncertain as to the continued ability of the borrowers to comply with the present loan repayment terms in future periods, amounted to $236.8 million at September 30, 2010, a decrease of $5.4 million from June 30, 2010 and $21.6 million from December 31, 2009. Potential problem loans are subject to continuing management attention and are considered by management in determining the level of the allowance for loan losses.

     Year-to-date Results:

     Summary: The $3.2 million increase in our net income available to common shareholders from 2009 is the result of a $9.5 million increase in net interest income driven by an improved net interest margin and a $0.2 million decrease in the provision for loan losses, offset in part by a $3.0 million decrease in noninterest income, a $2.0 million increase in noninterest expense, and a $1.5 million increase in income tax expense.

     Net Interest Income: Net interest income totaled $80.4 million for the first nine months of 2010, compared to $70.9 million for the first nine months of 2009, an increase of $9.5 million, or 13%. Year-to-date net interest margin was 3.63%, compared to 3.27% for the same period in 2009. Included in 2010 year-to-date net interest income is $0.5 million of net recoveries from the resolution of nonperforming loans and additional discount accretion on loans and the loss share receivable, offset in part by interest reversals on nonaccrual loans. Included in 2009 year-to-date net interest income is a recovery of $1.9 million in interest from the successful resolution of a nonperforming loan. These net recoveries increased year-to-date interest margin by 3 basis points and 9 basis points for 2010 and 2009, respectively.

     Provision for Loan Losses and Net Charge Offs: The provision for loan losses totaled $28.3 million for the first nine months of 2010, compared to $28.5 million for the first nine months of 2009. Noncovered net charge offs totaled $18.3 million, or 0.98% (annualized) of average noncovered portfolio loans year-to-date as of September 30, 2010, compared to $10.5 million, or 0.54% (annualized) of average noncovered portfolio loans for the same period in the prior year.

     Noninterest Income: Noninterest income totaled $14.5 million for the first nine months of 2010, compared to $17.4 million for the first nine months of 2009. The decrease in noninterest income was primarily the result of a $3.3 million gain on the FDIC-assisted acquisition that was recorded in the prior year.

     Noninterest Expense: Noninterest expense totaled $46.8 million for the first nine months of 2010, compared to $44.8 million for the first nine months of 2009. The increase consists of a $1.6 million increase in other general

NASDAQ: OKSB
      OKSBP

Southwest Bancorp Inc. Reports Third Quarter 2010 Results

and administrative expense, a $0.9 million increase in other real estate expense, and a $0.5 million increase in personnel expense, offset in part by a $0.9 million decrease in provision for unfunded loan commitments.

     Third Quarter Results:

     Summary: Net income available to common shareholders was $2.8 million in the third quarter of 2010, compared to $1.1 million in the third quarter of 2009 and $3.4 million in the second quarter of 2010. The increase from the third quarter of 2009 is the result of a $2.6 million increase in noninterest income and a $1.1 million increase in net interest income, offset in part by a $1.8 million increase in the provision for loan losses and a $0.2 million increase in income taxes. The decrease from the second quarter of 2010 is the result of a $4.2 million increase in the provision for loan losses and a $0.7 million decrease in net interest income, offset in part by a $2.4 million increase in noninterest income, a $1.2 million decrease in income taxes, and a $0.7 million decrease in noninterest expense.

     Net Interest Income: Net interest income totaled $26.5 million for the third quarter of 2010, compared to $25.4 million for the third quarter of 2009, an increase of $1.1 million, or 4%, and $27.1 million for the second quarter of 2010, a decrease of $0.7 million, or 2%. Net interest margin was 3.63% for the third quarter of 2010, compared to 3.39% for the third quarter of 2009 and 3.65% for the second quarter of 2010. Included in the third quarter of 2010 net interest margin is a net reduction of $0.3 million from the interest reversals on nonaccrual loans offset by the quarterly adjustment of the discount accretion on loans and the loss share receivable. Included in the second quarter 2010 net interest margin is a recovery of $0.5 million from the quarterly adjustment of the discount accretion on loans and the loss share receivable. The net effect of these adjustments on net interest margin were a 5 basis point decrease and a 6 basis point increase for the third quarter and second quarter, respectively.

     Provision for Loan Losses and Net Charge Offs: The provision for loan losses totaled $12.0 million for the third quarter of 2010, compared to $10.2 million for the third quarter of 2009 and $7.8 million for the second quarter of 2010. Noncovered net charge offs totaled $6.6 million, or 1.07% (annualized) of average noncovered portfolio loans for the third quarter of 2010, compared to $4.2 million, or 0.61% (annualized) of average noncovered portfolio loans for the third quarter of 2009.

     Noninterest Income: Noninterest income totaled $6.3 million for the third quarter of 2010, compared to $3.7 million for the third quarter of 2009 and $4.0 million for the second quarter of 2010. The increase in noninterest income from the third quarter of 2009 and from the second quarter of 2010 was primarily the result of a $2.5 million increase in gain on sale of securities.

     Noninterest Expense: Noninterest expense totaled $15.4 million for the third quarter of 2010, compared to $15.5 million for the third quarter of 2009 and $16.1 million for the second quarter of 2010. The decrease from third quarter 2009 consists of a $0.6 million decrease in personnel expense and a $0.2 million decrease in provision for unfunded loan commitments, offset in part by a $0.5 million increase in other general and administrative expense and a $0.2 million increase in FDIC and other insurance expense. The decrease from second quarter 2010 consists of a $0.5 million decrease in personnel expense, a $0.2 million decrease in FDIC and other insurance expense, and a $0.4 million decrease in other real estate expense, offset in part by a $0.3 million increase in other general and administrative expense.

Southwest Bancorp and Subsidiaries

     Southwest is the bank holding company for Stillwater National Bank and Trust Company (“Stillwater National”) and Bank of Kansas. Through its subsidiaries, Southwest offers commercial and consumer lending, deposit and investment services, and specialized cash management, and other financial services from offices in Oklahoma, Texas, and Kansas, and on the Internet, through SNB DirectBanker^®. We were organized in 1981 as the holding company for Stillwater National, which was chartered in 1894. At September 30, 2010 we had total assets of $2.9 billion, deposits of $2.3 billion, and shareholders’ equity of $376.9 million.

     Our area of expertise focuses on the special financial needs of healthcare and health professionals, businesses and their managers and owners, and commercial and commercial real estate borrowers. We established a strategic focus on healthcare lending in 1974. We provide credit and other services, such as deposits, cash management, and document imaging for physicians and other healthcare practitioners to start or develop their practices and finance

NASDAQ: OKSB
      OKSBP

Southwest Bancorp Inc. Reports Third Quarter 2010 Results

the development and purchase of medical offices, clinics, surgical care centers, hospitals, and similar facilities. As of September 30, 2010, approximately $706.1 million, or 29%, of our noncovered loans were loans to individuals and businesses in the healthcare industry.

     We also focus on commercial real estate mortgage and construction credits. We do not focus on one-to-four family residential development loans or “spec” residential property credits. Additionally, subprime lending has never been a part of our business strategy, and our exposure to subprime loans and subprime lenders is minimal. One-to-four family mortgages account for less than 5% of total noncovered loans. As of September 30, 2010 approximately $1.8 billion, or 74%, of our noncovered loans was commercial real estate mortgage and construction loans, including $404.7 million of loans to individuals and businesses in the healthcare industry. Our commercial real estate mortgage and construction and commercial loans are concentrated in states that have experienced less adverse effects from the recession than many others.

     We operate six offices in Texas, eleven offices in Oklahoma, and eight offices in Kansas. At September 30, 2010 our Texas segment accounted for $1.0 billion, or 41% of total portfolio loans, followed by $890.6 million, or 36%, from our Oklahoma segment, $309.2 million, or 13%, from our Kansas segment, and $248.9 million, or 10%, from our other states segment.

     Southwest’s common stock is traded on the NASDAQ Global Select Market under the symbol OKSB. Southwest’s public trust preferred securities are traded on the NASDAQ Global Select Market under the symbol OKSBP.

Forward-Looking Statements

     This Press Release includes forward-looking statements that are subject to risks and uncertainties. These forward-looking statements include: statements of Southwest’s goals, intentions, and expectations; estimates of risks and of future costs and benefits; expectations regarding future financial performance of Southwest and its operating segments; assessments of loan quality, probable loan losses, and the amount and timing of loan payoffs; liquidity, contractual obligations, off-balance sheet risk, and interest rate risk; estimates of value of acquired assets, deposits, and other liabilities; and statements of Southwest’s ability to achieve financial and other goals. These forward-looking statements are subject to significant uncertainties, because they are based upon: the amount and timing of future changes in interest rates, market behavior, and other economic conditions; future laws and regulations and accounting principles; and a variety of other matters. Because of these uncertainties, the actual future results may be materially different from the results indicated by these forward-looking statements. In addition, Southwest’s past growth and performance do not necessarily indicate our future results.

     Southwest is required under generally accepted accounting principles to evaluate subsequent events and their impact, if any, on its financial statements as of September 30, 2010 through the date its financial statements are filed with the Securities and Exchange Commission. The September 30, 2010 financial statements will be adjusted if necessary to properly reflect the impact of subsequent events on estimates used to prepare those statements.

NASDAQ: OKSB
      OKSBP

Southwest Bancorp Inc. Reports Third Quarter 2010 Results

Financial Tables

Unaudited Financial Highlights	Table 1
Unaudited Consolidated Statements of Financial Condition	Table 2
Unaudited Consolidated Statements of Operations	Table 3
Unaudited Average Balances, Yields, and Rates-Quarterly	Table 4
Unaudited Average Balances, Yields, and Rates-Year-to-date	Table 5
Unaudited Quarterly Summary Financial Data	Table 6
Unaudited Quarterly Supplemental Analytical Data	Table 7

SOUTHWEST BANCORP, INC. Table 1

UNAUDITED FINANCIAL HIGHLIGHTS
(Dollars in thousands except per share)

QUARTERLY HIGHLIGHTS

	Third Quarter									Second Quarter
							%						%
	2010			2009			Change			2010			Change
Operations
Net interest income	$	26,452		$	25,400			4	%	$	27,108			(2	)%
Provision for loan losses		11,988			10,177			18			7,776			54
Noninterest income		6,335			3,710			71			3,962			60
Noninterest expense		15,418			15,528			(1	)		16,146			(5	)
Income before taxes		5,381			3,405			58			7,148			(25	)
Taxes on income		1,508			1,271			19			2,737			(45	)
Net income		3,873			2,134			81			4,411			(12	)
Net income available to common shareholders		2,825			1,097			158			3,366			(16	)
Diluted earnings per share		0.15			0.07			114			0.19			(21	)
Balance Sheet
Total assets		2,905,275			3,029,347			(4	)		3,010,835			(4	)
Loans held for sale		34,868			36,526			(5	)		25,615			36
Noncovered portfolio loans		2,412,796			2,675,741			(10	)		2,475,348			(3	)
Covered portfolio loans		60,558			103,630			(42	)		68,006			(11	)
Total deposits		2,345,648			2,473,162			(5	)		2,444,939			(4	)
Total shareholders’ equity		376,576			309,118			22			375,319			—
Book value per common share		15.93			16.43			(3	)		15.88			—
Key Ratios
Net interest margin		3.63	%		3.39	%					3.65	%
Efficiency ratio		47.02			53.34						51.97
Total capital to risk-weighted assets		18.45			14.31						17.78
Nonperforming loans to portfolio loans — noncovered		5.62			4.53						3.89
Shareholders’ equity to total assets		12.96			10.20						12.47
Tangible common equity to tangible assets*		10.43			7.79						10.02
Return on average assets (annualized)		0.52			0.28						0.58
Return on average common equity (annualized)		3.57			1.78						4.64
Return on average tangible common equity (annualized)**		3.65			1.83						4.75

YEAR-TO-DATE HIGHLIGHTS

	Nine Months
							%
	2010			2009			Change
Operations
Net interest income	$	80,361		$	70,894			13	%
Provision for loan losses		28,295			28,536			(1	)
Noninterest income		14,475			17,448			(17	)
Noninterest expense		46,822			44,817			4
Income before taxes		19,719			14,989			32
Taxes on income		7,063			5,581			27
Net income		12,656			9,408			35
Net income available to common shareholders		9,520			6,303			51
Diluted earnings per share		0.55			0.43			28
Balance Sheet
Total assets		2,905,275			3,029,347			(4	)
Loans held for sale		34,868			36,526			(5	)
Noncovered portfolio loans		2,412,796			2,675,741			(10	)
Covered portfolio loans		60,558			103,630			(42	)
Total deposits		2,345,648			2,473,162			(5	)
Total shareholders’ equity		376,576			309,118			22
Book value per common share		15.93			16.43			(3	)
Key Ratios
Net interest margin		3.63	%		3.27	%
Efficiency ratio (GAAP-based)		49.37			50.73
Total capital to risk-weighted assets		18.45			14.31
Nonperforming loans to portfolio loans — noncovered		5.62			4.53
Shareholders’ equity to total assets		12.96			10.20
Tangible common equity to tangible assets*		10.43			7.79
Return on average assets		0.56			0.42
Return on average common equity		4.47			3.50
Return on average tangible common equity**		4.58			3.61

Balance sheet amounts and ratios are as of period end unless otherwise noted.

*	This is a Non-GAAP financial measure. Please see Table 7 for a reconciliation to the most directly comparable GAAP based measure.
**	This is a Non-GAAP financial measure.

Please see accompanying tables for additional financial information.

SOUTHWEST BANCORP, INC. Table 2

UNAUDITED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(Dollars in thousands, except per share)

	September 30,			December 31,			September 30,
	2010			2009			2009
Assets
Cash and cash equivalents	$	89,458		$	118,847		$	32,094
Investment securities:
Held to maturity. Fair value: $9,185, $6,754, $6,907, respectively		9,093			6,670			6,795
Available for sale. Amortized cost: $226,323, $236,199, $228,723, respectively		231,751			237,703			233,009
Other investments, at cost		10,389			19,066			18,986
Loans held for sale		34,868			43,134			36,526
Noncovered loans receivable		2,412,796			2,539,294			2,572,111
Less: Allowance for loan losses		(72,418	)		(62,413	)		(57,777	)
Net noncovered loans receivable		2,340,378			2,476,881			2,514,334
Covered loans receivable (includes loss share: $17.9 million, $23.9 million, $33.3 million, respectively)		60,558			85,405			103,630
Net loans receivable		2,400,936			2,562,286			2,617,964
Accrued interest receivable		9,663			10,806			10,794
Premises and equipment, net		25,075			26,536			25,255
Noncovered other real estate		35,723			18,432			6,389
Covered other real estate		4,448			4,748			2,598
Goodwill		6,811			6,811			6,811
Other intangible assets, net		5,358			5,779			5,872
Other assets		41,702			47,473			26,254
Total assets	$	2,905,275		$	3,108,291		$	3,029,347
Liabilities
Deposits:
Noninterest-bearing demand	$	329,655		$	324,829		$	309,767
Interest-bearing demand		86,153			74,201			82,622
Money market accounts		518,422			505,521			506,196
Savings accounts		25,556			25,730			25,636
Time deposits of $100,000 or more		795,303			1,004,439			888,814
Other time deposits		590,559			658,010			660,127
Total deposits		2,345,648			2,592,730			2,473,162
Accrued interest payable		2,457			3,191			4,545
Income tax payable		6,603			4,486			3,822
Other liabilities		9,522			13,121			10,288
Other borrowings		82,506			103,022			146,449
Subordinated debentures		81,963			81,963			81,963
Total liabilities		2,528,699			2,798,513			2,720,229
Shareholders’ equity
Serial preferred stock; 2,000,000 shares authorized; 70,000 shares issued and outstanding		67,548			67,037			66,872
Common stock — $1 par value; 40,000,000 shares authorized; 19,395,675, 14,750,713, 14,748,223 shares issued, respectively		19,396			14,751			14,748
Paid in capital		98,750			49,029			49,007
Retained earnings		187,535			178,016			175,834
Accumulated other comprehensive income		3,347			945			2,657
Total shareholders’ equity		376,576			309,778			309,118
Total liabilities and shareholders’ equity	$	2,905,275		$	3,108,291		$	3,029,347

SOUTHWEST BANCORP, INC. Table 3

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in thousands except per share)

	For the three months				For the nine months
	ended September 30,				ended September 30,
	2010		2009		2010		2009
Interest income
Loans	$	32,824	$	35,607	$	101,087	$	104,884
Investment securities		2,204		2,122		6,844		6,713
Other interest-earning assets		55		4		190		13
Total interest income		35,083		37,733		108,121		111,610
Interest expense
Interest-bearing deposits		6,802		10,097		22,347		33,229
Other borrowings		524		960		1,565		3,424
Subordinated debentures		1,305		1,276		3,848		4,063
Total interest expense		8,631		12,333		27,760		40,716
Net interest income		26,452		25,400		80,361		70,894
Provision for loan losses		11,988		10,177		28,295		28,536
Net interest income after provision for loan losses		14,464		15,223		52,066		42,358
Noninterest income
Service charges and fees		2,994		2,992		9,260		8,409
Gain on acquisition		—		—		—		3,281
Gain on sales of loans		653		386		2,054		2,030
Gain on investment securities		2,480		10		2,521		2,922
Other noninterest income		208		322		640		806
Total noninterest income		6,335		3,710		14,475		17,448
Noninterest expense
Salaries and employee benefits		7,183		7,824		22,400		21,950
Occupancy		2,835		2,958		8,454		8,478
FDIC and other insurance		1,347		1,134		4,455		4,444
Other real estate, net		228		90		963		91
General and administrative		3,825		3,522		10,550		9,854
Total noninterest expense		15,418		15,528		46,822		44,817
Income before taxes		5,381		3,405		19,719		14,989
Taxes on income		1,508		1,271		7,063		5,581
Net income	$	3,873	$	2,134	$	12,656	$	9,408
Net income available to common shareholders	$	2,825	$	1,097	$	9,520	$	6,303
Basic earnings per common share	$	0.15	$	0.07	$	0.55	$	0.43
Diluted earnings per common share		0.15		0.07		0.55		0.43
Common dividends declared per share		—		0.0238		—		0.0714

SOUTHWEST BANCORP, INC. Table 4

UNAUDITED AVERAGE BALANCES, YIELDS, AND RATES
(Dollars in thousands)

	For the three months ended September 30,
	2010								2009
	Average					Average			Average					Average
	Balance			Interest		Yield/Rate			Balance			Interest		Yield/Rate
Assets
Loans (2)	$	2,543,412		$	32,824		5.12	%	$	2,719,835		$	35,607		5.19	%
Investment securities		261,124			2,204		3.35			243,604			2,122		3.46
Other interest-earning assets		85,214			55		0.26			10,442			4		0.15
Total interest-earning assets		2,889,750			35,083		4.82			2,973,881			37,733		5.03
Other assets		76,570								62,160
Total assets	$	2,966,320							$	3,036,041
Liabilities and Shareholders’ Equity
Interest-bearing demand deposits	$	93,481		$	111		0.47	%	$	84,031		$	107		0.51	%
Money market accounts		515,754			976		0.75			498,842			1,220		0.97
Savings accounts		25,306			15		0.24			26,101			39		0.59
Time deposits		1,428,247			5,700		1.58			1,547,192			8,731		2.24
Total interest-bearing deposits		2,062,788			6,802		1.35			2,156,166			10,097		1.86
Other borrowings		93,136			524		2.23			165,327			960		2.30
Subordinated debentures		81,963			1,305		6.37			81,963			1,276		6.23
Total interest-bearing liabilities		2,237,887			8,631		1.53			2,403,456			12,333		2.04
Noninterest-bearing demand deposits		330,321								299,235
Other liabilities		16,960								22,365
Shareholders’ equity		381,152								310,985
Total liabilities and shareholders’ equity	$	2,966,320							$	3,036,041
Net interest income and spread				$	26,452		3.29	%				$	25,400		2.99	%
Net interest margin (1)							3.63	%							3.39	%
Average interest-earning assets to average interest-bearing liabilities		129.13	%							123.73	%

(1)	Net interest margin = annualized net interest income / average interest-earning assets
(2)	Information regarding noncovered and covered loans for the period shown is not readily available.

SOUTHWEST BANCORP, INC.
UNAUDITED AVERAGE BALANCES, YIELDS, AND RATES
(Dollars in thousands)

Table 5

	For the nine months ended September 30,
	2010								2009
	Average					Average			Average					Average
	Balance			Interest		Yield/Rate			Balance			Interest		Yield/Rate
Assets
Loans (2)	$	2,606,166		$	101,087		5.19	%	$	2,655,156		$	104,884		5.28	%
Investment securities		260,137			6,844		3.52			239,134			6,713		3.75
Other interest-earning assets		97,121			190		0.26			5,877			13		0.30
Total interest-earning assets		2,963,424			108,121		4.88			2,900,167			111,610		5.15
Other assets		74,199								66,254
Total assets	$	3,037,623							$	2,966,421
Liabilities and Shareholders’ Equity
Interest-bearing demand deposits	$	102,843		$	383		0.50	%	$	86,576		$	410		0.63	%
Money market accounts		508,742			3,026		0.80			479,700			3,784		1.05
Savings accounts		25,515			47		0.25			19,535			62		0.42
Time deposits		1,534,135			18,891		1.65			1,496,193			28,973		2.59
Total interest-bearing deposits		2,171,235			22,347		1.42			2,082,004			33,229		2.13
Other borrowings		96,099			1,565		2.18			199,982			3,424		2.29
Subordinated debentures		81,963			3,848		6.26			81,963			4,063		6.61
Total interest-bearing liabilities		2,349,297			27,760		1.58			2,363,949			40,716		2.30
Noninterest-bearing demand deposits		318,609								274,535
Other liabilities		17,629								20,877
Shareholders’ equity		352,088								307,060
Total liabilities and shareholders’ equity	$	3,037,623							$	2,966,421
Net interest income and spread				$	80,361		3.30	%				$	70,894		2.85	%
Net interest margin (1)							3.63	%							3.27	%
Average interest-earning assets to average interest-bearing liabilities		126.14	%							122.68	%

(1)	Net interest margin = annualized net interest income / average interest-earning assets
(2)	Information regarding noncovered and covered loans for the period shown is not readily available.

SOUTHWEST BANCORP, INC.
UNAUDITED QUARTERLY SUMMARY FINANCIAL DATA
(Dollars in thousands except per share)

Table 6

	2010									2009
	Sep. 30			Jun. 30			Mar. 31			Dec. 31		Sep. 30			Jun. 30			Mar. 31
OPERATIONS
Interest income:
Loans	$	32,824		$	33,891		$	34,372		$	36,355	$	35,607		$	36,009		$	33,268
Investment securities		2,204			2,320			2,320			2,433		2,122			2,079			2,512
Other interest-earning assets		55			68			67			1		4			3			6
Total interest income		35,083			36,279			36,759			38,789		37,733			38,091			35,786
Interest expense:
Interest bearing demand deposits		111			140			132			66		107			150			153
Money market accounts		976			1,037			1,013			1,170		1,220			1,211			1,353
Savings accounts		15			16			16			16		39			14			9
Time deposits of $100,000 or more		3,128			3,517			4,024			4,340		4,822			5,552			5,980
Other time deposits		2,572			2,661			2,989			3,498		3,909			4,145			4,565
Total interest-bearing deposits		6,802			7,371			8,174			9,090		10,097			11,072			12,060
Other borrowings		524			524			517			625		960			1,180			1,284
Subordinated debentures		1,305			1,276			1,267			1,277		1,276			1,383			1,404
Total interest expense		8,631			9,171			9,958			10,992		12,333			13,635			14,748
Net interest income		26,452			27,108			26,801			27,797		25,400			24,456			21,038
Provision for loan losses		11,988			7,776			8,531			10,640		10,177			7,477			10,882
Noninterest income:
Service charges and fees		2,994			3,170			3,096			3,295		2,992			2,817			2,600
Gain on sales of loans		653			416			985			933		386			926			718
Gain (loss) on investment securities		2,480			34			7			3		10			(9	)		2,921
Other noninterest income		208			342			90			257		322			3,527			238
Total noninterest income		6,335			3,962			4,178			4,488		3,710			7,261			6,477
Noninterest expense:
Salaries and employee benefits		7,183			7,637			7,580			7,349		7,824			6,887			7,239
Occupancy		2,835			2,836			2,783			3,159		2,958			2,789			2,731
FDIC and other insurance		1,347			1,521			1,587			1,101		1,134			2,319			991
Other real estate, net		228			629			106			39		90			103			(102	)
Provision for unfunded loan commitments		(294	)		(512	)		(465	)		147		(79	)		(388	)		90
Other general and administrative		4,119			4,035			3,667			4,246		3,601			2,980			3,650
Total noninterest expenses		15,418			16,146			15,258			16,041		15,528			14,690			14,599
Income before taxes		5,381			7,148			7,190			5,604		3,405			9,550			2,034
Taxes on income		1,508			2,737			2,818			2,030		1,271			3,605			705
Net income	$	3,873		$	4,411		$	4,372		$	3,574	$	2,134		$	5,945		$	1,329
Net income available to common shareholders	$	2,825		$	3,366		$	3,329		$	2,534	$	1,097		$	4,910		$	296
PER SHARE DATA
Basic earnings per common share	$	0.15		$	0.19		$	0.23		$	0.17	$	0.07		$	0.34		$	0.02
Diluted earnings per common share		0.15			0.19			0.23			0.17		0.07			0.33			0.02
Common dividends declared per share		—			—			—			0.0238		0.0238			0.0238			0.0238
Book value per common share		15.93			15.88			16.79			16.46		16.43			16.30			16.01
Tangible book value per share*		15.58			15.53			16.33			15.99		15.96			15.84			15.52
COMMON STOCK
Shares issued		19,395,675			19,388,797			14,779,711			14,750,713		14,748,223			14,658,042			14,658,042
Less treasury shares		—			—			—			—		—			(15,602	)		(49,930	)
Outstanding shares		19,395,675			19,388,797			14,779,711			14,750,713		14,748,223			14,642,440			14,608,112
OTHER FINANCIAL DATA
Investment securities	$	251,233		$	265,895		$	260,837		$	263,439	$	258,790		$	243,077		$	179,006
Loans held for sale		34,868			25,615			25,586			43,134		36,526			26,006			76,404
Noncovered portfolio loans		2,412,796			2,475,348			2,516,397			2,539,294		2,572,111			2,587,230			2,526,293
Total noncovered loans		2,447,664			2,500,963			2,541,983			2,582,428		2,608,637			2,613,236			2,602,697
Covered portfolio loans		60,558			68,006			76,909			85,405		103,630			117,096			—
Total assets		2,905,275			3,010,835			3,074,923			3,108,291		3,029,347			3,038,985			2,928,133
Total deposits		2,345,648			2,444,939			2,554,165			2,592,730		2,473,162			2,452,295			2,330,089
Other borrowings		82,506			93,036			103,620			103,022		146,449			176,368			193,739
Subordinated debentures		81,963			81,963			81,963			81,963		81,963			81,963			81,963
Total shareholders’ equity		376,576			375,319			315,341			309,778		309,118			305,416			300,406
Mortgage servicing portfolio		261,266			249,632			241,224			237,459		223,226			209,425			179,959
INTANGIBLE ASSET DATA
Goodwill	$	6,811		$	6,811		$	6,811		$	6,811	$	6,811		$	6,811		$	7,071
Core deposit intangible		3,693			3,830			3,967			4,103		4,240			4,378			2,498
Mortgage servicing rights		1,661			1,589			1,603			1,670		1,625			1,589			1,362
Nonmortgage servicing rights		4			5			5			6		7			7			8
Total intangible assets	$	12,169		$	12,235		$	12,386		$	12,590	$	12,683		$	12,785		$	10,939
Intangible amortization expense	$	392		$	350		$	359		$	381	$	344		$	391		$	204
Continued

* This is a Non-GAAP based financial measure.

SOUTHWEST BANCORP, INC.
UNAUDITED QUARTERLY SUMMARY FINANCIAL DATA
(Dollars in thousands except per share)

Table 6
Continued

	2010									2009
	Sep. 30			Jun. 30			Mar. 31			Dec. 31			Sep. 30			Jun. 30			Mar. 31
LOAN COMPOSITION
Noncovered
Real estate mortgage:
Commercial	$	1,271,278		$	1,251,709		$	1,230,009		$	1,212,409		$	1,221,739		$	1,208,819		$	1,098,587
One-to-four family residential		109,980			106,814			111,185			114,614			125,034			116,068			114,111
Real estate construction
Commercial		527,773			589,590			630,472			618,078			612,905			622,298			640,132
One-to-four family residential		30,527			35,129			34,996			41,109			39,009			51,292			79,309
Commercial		463,132			471,004			487,074			520,505			538,757			554,734			558,834
Installment and consumer:
Guaranteed student loans		5,960			7,389			10,199			36,163			30,949			18,477			69,792
Other		39,014			39,328			38,048			39,550			40,244			41,548			41,932
Total noncovered loans, including held for sale		2,447,664			2,500,963			2,541,983			2,582,428			2,608,637			2,613,236			2,602,697
Less allowance for loan losses		(72,418	)		(67,055	)		(65,168	)		(62,413	)		(57,777	)		(51,753	)		(46,262	)
Total noncovered loans, net	$	2,375,246		$	2,433,908		$	2,476,815		$	2,520,015		$	2,550,860		$	2,561,483		$	2,556,435
Covered
Real estate mortgage:
Commercial	$	33,428		$	36,107		$	37,487		$	39,836		$	37,820		$	40,411		$	—
One-to-four family residential		10,071			10,277			10,843			12,630			17,246			17,889			—
Real estate construction
Commercial		7,464			8,190			11,173			12,515			14,178			14,277			—
One-to-four family residential		1,823			3,853			5,273			5,324			9,936			13,647			—
Commercial		6,816			8,487			10,807			13,412			21,475			27,203			—
Installment and consumer:		956			1,092			1,326			1,688			2,975			3,669			—
Total covered loans	$	60,558		$	68,006		$	76,909		$	85,405		$	103,630		$	117,096		$	—
DEPOSIT COMPOSITION
Non-interest bearing demand	$	329,655		$	326,721		$	317,896		$	324,829		$	309,767		$	291,014		$	274,175
Interest-bearing demand		86,153			102,218			119,757			74,201			82,622			94,060			85,629
Money market accounts		518,422			510,549			506,659			505,521			506,196			483,162			467,924
Savings accounts		25,556			25,321			25,871			25,730			25,636			25,660			15,797
Time deposits of $100,000 or more		795,303			861,110			944,871			1,004,439			888,814			905,202			849,814
Other time deposits		590,559			619,020			639,111			658,010			660,127			653,197			636,750
Total deposits**	$	2,345,648		$	2,444,939		$	2,554,165		$	2,592,730		$	2,473,162		$	2,452,295		$	2,330,089
LOANS BY SEGMENT
Oklahoma banking	$	890,598		$	914,004		$	926,870		$	933,150		$	943,982		$	967,981		$	949,454
Texas banking		1,024,863			1,041,228			1,063,511			1,054,404			1,042,369			1,037,694			990,135
Kansas banking		309,240			329,157			342,596			359,633			400,710			412,314			309,774
Other states banking		248,653			258,965			260,329			277,512			288,680			286,337			276,930
Subtotal		2,473,354			2,543,354			2,593,306			2,624,699			2,675,741			2,704,326			2,526,293
Secondary market		34,868			25,615			25,586			43,134			36,526			26,006			76,404
Total loans	$	2,508,222		$	2,568,969		$	2,618,892		$	2,667,833		$	2,712,267		$	2,730,332		$	2,602,697
NET INCOME BY SEGMENT
Oklahoma banking	$	3,624		$	4,334		$	2,820		$	3,807		$	2,529		$	3,284		$	3,210
Texas banking		(1,769	)		697			1,656			3,591			2,686			3,662			1,119
Kansas banking		(227	)		985			(355	)		(2,328	)		(1,180	)		2,405			598
Other states banking		488			(507	)		1,722			300			57			(78	)		(1,974	)
Subtotal		2,116			5,509			5,843			5,370			4,092			9,273			2,953
Secondary market		219			72			327			(3	)		(201	)		117			(61	)
Other operations		1,538			(1,170	)		(1,798	)		(1,793	)		(1,757	)		(3,445	)		(1,563	)
Net income	$	3,873		$	4,411		$	4,372		$	3,574		$	2,134		$	5,945		$	1,329
OFFICES AND EMPLOYEES
FTE Employees		440			447			455			466			471			478			425
Branches		23			23			24			24			24			24			18
Loan production offices		2			2			2			3			3			3			3
Assets per employee	$	6,603		$	6,736		$	6,758		$	6,670		$	6,432		$	6,358		$	6,890

** Calculation of Non-brokered Deposits and Core Funding (Non-GAAP Financial Measures)

Total deposits	$	2,345,648	$	2,444,939	$	2,554,165	$	2,592,730	$	2,473,162	$	2,452,295	$	2,330,089
Less:
Brokered time deposits		226,238		279,027		359,571		417,419		327,951		395,196		454,435
Other brokered deposits		129,096		126,643		124,969		127,320		125,737		125,666		124,674
Non-brokered deposits	$	1,990,314	$	2,039,269	$	2,069,625	$	2,047,991	$	2,019,474	$	1,931,433	$	1,750,980
Plus:
Sweep repurchase agreements		22,211		22,700		33,192		23,259		26,500		35,708		24,963
Core funding	$	2,012,525	$	2,061,969	$	2,102,817	$	2,071,250	$	2,045,974	$	1,967,141	$	1,775,943

Balance sheet amounts are as of period end unless otherwise noted.

SOUTHWEST BANCORP, INC.
UNAUDITED QUARTERLY SUPPLEMENTAL ANALYTICAL DATA
(Dollars in thousands except per share)

Table 7

	2010									2009
	Sep. 30			Jun. 30			Mar. 31			Dec. 31			Sep. 30			Jun. 30			Mar. 31
PERFORMANCE RATIOS
Return on average assets (annualized)		0.52	%		0.58	%		0.57	%		0.46	%		0.28	%		0.81	%		0.18	%
Return on average common equity (annualized)		3.57			4.64			5.42			4.06			1.78			8.26			0.50
Return on average tangible common equity (annualized)*		3.65			4.75			5.58			4.17			1.83			8.51			0.52
Net interest margin (annualized)		3.63			3.65			3.59			3.71			3.39			3.41			3.00
Total dividends declared to net income		22.59			19.84			20.02			34.31			57.46			20.58			92.00
Effective tax rate		28.02			38.29			39.19			36.22			37.33			37.75			34.66
Efficiency ratio		47.02			51.97			49.25			49.69			53.34			46.32			53.06
NONPERFORMING ASSETS
Noncovered
Nonaccrual loans	$	135,209		$	111,871		$	97,858		$	105,887		$	94,715		$	74,205		$	73,383
90 days past due and accruing		452			333			4			310			10,578			8,409			10,552
Total nonperforming loans		135,661			112,204			97,862			106,197			105,293			82,614			83,935
Other real estate		35,723			27,634			18,809			18,432			6,389			6,003			5,351
Total nonperforming assets	$	171,384		$	139,838		$	116,671		$	124,629		$	111,682		$	88,617		$	89,286
Performing restructured	$	5,334		$	5,525		$	5,650		$	—		$	—		$	—		$	—
Potential problem loans	$	236,844		$	242,217		$	275,912		$	258,399		$	255,051		$	178,081		$	133,810
Covered
Nonaccrual loans	$	7,906		$	14,504		$	16,192		$	12,322		$	14,686		$	8,607		$	—
90 days past due and accruing		1,871			130			356			1,136			4,544			3,658			—
Total nonperforming loans		9,777			14,634			16,548			13,458			19,230			12,265			—
Other real estate		4,448			4,352			4,489			4,748			2,598			2,938			—
Total nonperforming assets	$	14,225		$	18,986		$	21,037		$	18,206		$	21,828		$	15,203		$	—
Potential problem loans	$	6,413		$	6,184		$	6,620		$	8,874		$	4,421		$	5,977		$	—
ALLOWANCE ACTIVITY
Balance, beginning of period	$	67,055		$	65,168		$	62,413		$	57,777		$	51,753		$	46,262		$	39,773
Charge offs		7,006			6,168			6,545			6,756			4,372			2,975			4,810
Recoveries		381			279			769			752			219			989			417
Net charge offs		6,625			5,889			5,776			6,004			4,153			1,986			4,393
Provision for loan losses		11,988			7,776			8,531			10,640			10,177			7,477			10,882
Balance, end of period	$	72,418		$	67,055		$	65,168		$	62,413		$	57,777		$	51,753		$	46,262
ASSET QUALITY RATIOS
Noncovered
Nonperforming assets to portfolio loans and other real estate		7.00	%		5.59	%		4.60	%		4.87	%		4.33	%		3.41	%		3.53	%
Nonperforming loans to portfolio loans		5.62			4.53			3.89			4.18			4.09			3.19			3.32
Net loan charge-offs to average portfolio loans (annualized)		1.07			0.94			0.93			0.92			0.61			0.31			0.71
Allowance for loan losses to portfolio loans		3.00			2.71			2.59			2.46			2.25			2.00			1.83
Allowance for loan losses to nonperforming loans		53.38			59.76			66.59			58.77			54.87			62.64			55.12
Covered
Nonperforming assets to portfolio loans and other real estate		21.88	%		26.24	%		25.84	%		20.19	%		20.55	%		12.67	%		—
Nonperforming loans to portfolio loans		16.14			21.52			21.52			15.76			18.56			10.47			—
CAPITAL RATIOS
Average total shareholders’ equity to
		12.85	%		11.78	%		10.18	%		10.31	%		10.24	%		10.35	%		10.47	%
Leverage ratio		14.96			14.48			12.32			12.42			12.39			12.70			12.72
Tier 1 capital to risk-weighted assets		17.17			16.50			14.00			13.28			13.04			12.67			12.85
Total capital to risk-weighted assets		18.45			17.78			15.28			14.55			14.31			13.92			14.11
Tangible common equity to tangible assets***		10.43			10.02			7.87			7.61			7.79			7.65			7.76
REGULATORY CAPITAL DATA
Tier I capital	$	442,188		$	438,973		$	381,280		$	377,418		$	374,805		$	372,713		$	369,482
Total capital		475,040			472,971			415,955			413,438			411,201			409,764			405,613
Total risk adjusted assets		2,574,746			2,659,886			2,722,628			2,841,476			2,873,558			2,942,821			2,875,290
Average total assets		2,955,779			3,032,328			3,094,756			3,039,014			3,024,885			2,935,189			2,905,653

*** Calculation of Tangible Capital to Tangible Assets (Non-GAAP Financial Measure)

Total shareholders’ equity	$	376,576		$	375,319		$	315,341		$	309,778		$	309,118		$	305,416		$	300,406
Less:
Goodwill		6,811			6,811			6,811			6,811			6,811			6,811			7,071
Preferred stock		67,548			67,375			67,205			67,037			66,872			66,710			66,549
Tangible common equity	$	302,217		$	301,133		$	241,325		$	235,930		$	235,435		$	231,895		$	226,786
Total assets	$	2,905,275		$	3,010,835		$	3,074,923		$	3,108,291		$	3,029,347		$	3,038,985		$	2,928,133
Less goodwill		6,811			6,811			6,811			6,811			6,811			6,811			7,071
Tangible assets	$	2,898,464		$	3,004,024		$	3,068,112		$	3,101,480		$	3,022,536		$	3,032,174		$	2,921,062
Tangible common equity to tangible assets		10.43	%		10.02	%		7.87	%		7.61	%		7.79	%		7.65	%		7.76	%

Balance sheet amounts and ratios are as of period end unless otherwise noted.