1

2006 and Fourth Quarter 2006

Earnings Overview

Exhibit 99.2

2

Forward Looking Statements

This

presentation

includes

“forward-looking

statements”

within

the

meaning

of

the

federal

securities

laws.

Words

such

as

“believes,”

“estimates,”

“plans,”

“expects,”

“should,”

“may,”

“might,”

“outlook,”

“potential”

and

“anticipates,”

the

negative

of

these

terms

and

similar

expressions,

as

they

relate

to

BancGroup

(including

its

subsidiaries

or

its

management),

are

intended

to

identify

forward-looking

statements.

The

forward-looking

statements

in

this

presentation

are

subject

to

risks

and

uncertainties

that

could

cause

actual

results

to

differ

materially

from

those

expressed

in

or

implied

by

the

statements.

In

addition

to

factors

mentioned

elsewhere

in

this

presentation

or

previously

disclosed

in

BancGroup’s

SEC

reports

(accessible

on

the

SEC’s

website

at

www.sec.gov

or

on

BancGroup’s

website

at

www.colonialbank.com),

the

following

factors,

among

others,

could

cause

actual

results

to

differ

materially

from

forward-looking

statements

and

future

results

could

differ

materially

from

historical

performance.

These

factors

are

not

exclusive:

•

deposit

attrition,

customer

loss,

or

revenue

loss

in

the

ordinary

course

of

business;

•

increases in competitive pressure in the banking industry;

•

costs

or

difficulties

related

to

the

integration

of

the

businesses

of

BancGroup

and

institutions

it

acquires

are

greater

than

expected;

•

the inability of BancGroup to realize elements of its strategic plans for 2007 and beyond;

•

changes

in

the

interest

rate

environment

which

expand

or

reduce

margins

or

adversely

affect

critical

estimates

as

applied

and   

projected returns on investments;

•

economic conditions affecting real estate values and transactions in BancGroup’s market and/or general economic conditions,

either nationally or regionally, that are less favorable then expected;

•

natural disasters in BancGroup’s primary market areas which result in prolonged business disruption or materially impair the

value of collateral securing loans;

•

management’s

assumptions

and

estimates

underlying

critical

accounting

policies

prove

to

be

inadequate

or

materially

incorrect or are not borne out by subsequent events;

•

the impact of recent and future federal and state regulatory changes;

•

current and future litigation, regulatory investigations, proceedings or inquiries;

•

strategies to manage interest rate risk may yield results other than those anticipated;

•

changes which may occur in the regulatory environment;

•

a significant rate of inflation (deflation);

•

acts of terrorism or war; and

•

changes in the securities markets.

Many

of

these

factors

are

beyond

BancGroup’s

control.

The

reader

is

cautioned

not

to

place

undue

reliance

on

any

forward

looking

statements

made

by

or

on

behalf

of

BancGroup.

Any

such

statement

speaks

only

as

of

the

date

the

statement

was

made

or

as

of

such

date

that

may

be

referenced

within

the

statement.

BancGroup

does

not

undertake

any

obligation

to

update

or

revise

any

forward-looking

statements.

3

2006 Highlights

1

Excluding acquisitions, sale of branches and brokered deposits

2

Excluding Mortgage Warehouse Lending

Strong Earnings Per Share of $1.72, up 13% over 2005

Strong

Earnings

Per

Share

of

$0.43

for

the

fourth

quarter,

up

8%

over

2005

Record Net Income of $266 million for 2006, up 16% over 2005

Excellent Credit Quality –

Net Charge-Offs of 0.12%; nonperforming assets ratio

of 0.16%

Net Interest Income increased 6% over 2005

Strong

Organic

Average

Deposit

Growth

of

13%

1

over

2005

Strong

Period

End

Loan

Growth

of

5%

2

over

2005

Forbes

Platinum 400 List of Best Large Companies in America

4

69%

1

of Colonial’s Deposits are in three of the four fastest growing states in the

U.S* -

Florida, Georgia and Nevada 

Branches, Assets and Deposits by State at 12/31/06 are as follows:

In the Right Places

$22.8 Billion in Assets

$16 Billion in Deposits

1

At 12/31/06

*Population change from 2000-2005

Source: US Census Bureau

FL

59%

AL

24%

TX

4%

GA

5%

NV

5%

Corp

3%

305 Branches

FL

56%

Corp

10%

GA

6%

AL

18%

TX

6%

NV

4%

NV

15

TX

14

FL

166

GA

18

AL

92

5

Superior Projected Population Growth

2006 - 2011 Population Growth

Colonial BancGroup, Inc.

11.92

%

SunTrust Banks, Inc.

10.50

South Financial Group, Inc.

9.90

Compass Bancshares, Inc.

9.88

Synovus Financial Corp.

8.99

Wachovia Corporation

8.61

BB&T Corporation

7.94

Whitney Holding Corporation

7.38

Bank of America Corporation

6.79

Regions Financial Corporation

6.69

Trustmark Corporation

5.21

BancorpSouth, Inc.

4.80

First Horizon National Corporation

4.42

Fifth Third Bancorp

4.30

Median

7.66

%

Low

4.30

High

11.92

Source: SNL Financial.

Deposit data as of 6/30/06.

Population growth deposit weighted by county.

6

Florida, now the 4

th

most populous state in the U.S. with 18 million people, is

projected to pass New York in total population by 2011*

5

th

largest commercial bank in Florida

Florida at 12/31/06:

•

59% of Deposits in Florida –

Total Deposits of $9.4 Billion

•

56% of Assets in Florida –

Total Assets of $12.8 Billion

•

54% of Branches in Florida –

Total Branches –

166

Strong loan and deposit growth

•

Loans grew 7%

1

from 12/31/05

•

Average organic deposit growth for 2006 was 13% over 2005

Aggressive De Novo Branching Strategy

•

Plan to open 15-25 branches over the next two years

Florida Franchise

*Source: SNL Financial

1

Excluding Mortgage Warehouse Lending

Florida Franchise and Current Population

7

Current Population

2,500,000

500,000

100,000

Current Population

2,500,000

500,000

100,000

PANHANDLE

Assets = $381 Million

Deposits = $49 Million

2 Branches

CENTRAL FLORIDA

Assets = $3.4 Billion

Deposits = $3.1 Billion

60 Branches

MORTGAGE WHSE.

Assets = $2.5 Billion

Deposits = $489 Million

FLORIDA WEST COAST

Assets = $3.1 Billion

Deposits = $2.8 Billion

56 Branches

Current Branches

Planned Branches

SOUTH FLORIDA

Assets = $3.4 Billion

Deposits = $3.0 Billion

48 Branches

8

$0.40

$0.43

4Q05

4Q06

$1.06

$1.26

$1.16

$1.31

$1.52

$1.72

2001

2002

2003

2004

2005

2006

(diluted)

Consistent Earnings Per Share Growth

5 Year CAGR = 10%

2001 -

2006

19%

(8)%

13%

16%

13%

8%

9

$422

$455

$495

$567

$709

$755

$187

$184

2001

2002

2003

2004

2005

2006

4Q05

4Q06

Net Interest Income

($ in millions)

8%

9%

15%

25%

3 Year CAGR = 15%

2003 -

2006

79%

6%

3.57%     3.55%     3.38%     3.52%     3.75%     3.71%   

3.85%   3.53%

Net Interest

Margin

10

Net Interest Income and Margin

($ in millions)

Tax

Equivalent

NII

NIM

3Q06

190.8

$      

3.64%

Deposit Mix Change

(3.1)

-0.06%

Spread Compression on Earning Assets

(2.9)

-0.05%

4Q06

184.8

$      

3.53%

11

$15,899

$15,244

$15,788

$8,433

$8,734

$9,419

$10,862

$13,988

$15,939

2001

2002

2003

2004

2005

2006

4Q05

3Q06

4Q06

Average Deposits

4%

8%

15%

1

Excluding acquisitions, sale of branches, and brokered deposits

($ in millions)

13%¹

29%

3 Year CAGR = 19%

2003 -

2006

87%

13%

5%

9%¹

12

Noninterest Income

4Q06

3Q06

4Q05

3Q06

4Q05

2006 v.

2005

Service charges on deposit accounts

18.9

$    

16.6

$    

14.5

$    

14%

30%

12%

Electronic banking

4.4

4.5

4.0

-2%

10%

12%

Other retail banking fees

3.5

3.6

3.3

-3%

6%

3%

        Retail Banking Fees

26.8

24.7

21.8

9%

23%

10%

Financial planning services

3.3

3.9

2.6

-15%

27%

7%

Mortgage banking

3.7

3.2

2.8

16%

32%

11%

Mortgage warehouse fees

6.9

6.1

6.8

13%

1%

57%

Bank-owned life insurance

3.8

4.2

3.5

-10%

9%

14%

Goldleaf income

-

-

2.7

nm

nm

nm

Net cash settlement of swap derivatives

-

-

1.5

nm

nm

nm

Other income

4.9

3.7

1.9

32%

158%

23%

        Core Noninterest Income

49.4

45.8

43.6

8%

13%

3%

Securities and derivatives gains (losses), net

0.4

0.2

(20.0)

Change in fair value of derivatives

-

-

(6.7)

Gain on sale of branches and other

-

-

27.4

        Total Noninterest Income

49.8

$    

46.0

$    

44.3

$    

8%

12%

8%

Annualized Noninterest Income to Average Assets (1)

0.86%

0.80%

0.82%

Noninterest Income to Total Revenue (1)

21.1%

19.4%

18.9%

% Change

($ in millions)

(1) Core noninterest

income was used in the calculation

nm –

not meaningful

13

Noninterest Expense

4Q06

3Q06

4Q05

3Q06

4Q05

2006 v.

2005

Salaries and employee benefits

67.8

$  

72.5

$  

66.6

$  

-6%

2%

7%

Occupancy expense of bank premises, net

18.2

17.2

17.4

6%

5%

7%

Furniture and equipment expense

13.0

12.3

11.8

6%

10%

11%

Professional services

5.4

4.3

6.9

26%

-22%

-14%

Amortization of intangibles

3.1

3.1

3.1

-    

-    

6%

Advertising

2.5

2.3

3.7

9%

-32%

-11%

Communications

2.9

2.8

2.6

4%

12%

5%

Electronic banking expense

1.7

1.6

1.4

6%

21%

3%

Merger related expenses

-

-

0.4

nm

nm

nm

Operating supplies

1.2

1.2

1.6

-    

-25%

-5%

Other expense and losses on early ext. of debt

     14.7

     14.7

     17.0

-    

-14%

-20%

     Total Noninterest Expense

130.5

$

132.0

$

132.5

$

-1%

-1%

1%

Efficiency Ratio (1)

55.73%

55.77%

57.48%

Annualized Noninterest Expense to Average Assets

2.30%

2.33%

2.51%

% Change

($ in millions)

(1)  Core noninterest

income was used in the calculation, see components  

of core noninterest

income on Noninterest

Income slide

nm –

not meaningful

14

Excellent Credit Quality

Nonperforming Assets Ratio continues to be low at 0.16% as of 12/31/06

•

Nonperforming Assets were $25 million at 12/31/06 down $6.8 million, or 21%,

from 12/31/05

Net Charge-Off Ratio was 0.12%

of average loans

for the year and the 4

th

quarter of 2006

Allowance for loan losses was 1.13% of total loans

15

Summary

Double Digit EPS Growth of 13% over 2005

Excellent Credit Quality

Solid

Loan

Growth

of

5%

1

Strong

Organic

Average

Deposit

Growth

of

13%

2

Retail banking revenues increased 10% over 2005

Increased quarterly dividend to $0.1875 per share 1Q07, a 10% increase over

the 4Q06 dividend of $0.17 per share

Total Shareholder Return

1

Excluding Mortgage Warehouse Lending

2

Excluding acquisitions, sale of branches and brokered deposits

Total

Annualized

1 Year

11%

11%

2 Year

28%

13%

3 Year

62%

17%

5 Year

115%

17%

16

$.15

$.16

$.17

$.18

$.20

$.22

$.27

$.30

$.34

$.38

$.44

$.48

$.52

$.56

$.58

$.61

$.68

$.75

$0

$0

$0

$0

$0

$1

$1

$1

'90

'91

'92

'93

'94

'95

'96

'97

'98

'99

'00

'01

'02

'03

'04

'05

'06

'07

17 YEARS OF INCREASED DIVIDENDS 

Solid Dividend Growth

*Estimated

10%

*

17

Supplemental Information

18

2006

2005

% Change

Earning Assets

20,410

$  

18,944

$  

8%

Loans, excluding MWL

14,992

13,411

12%

MWL Assets (1)

2,277

2,002

14%

MWL Managed Assets (2)

3,958

2,860

38%

Securities

3,014

3,401

-11%

Total Assets

22,238

20,682

8%

Assets Under Management

23,919

21,540

11%

Total Deposits

15,788

13,988

13%

Noninterest Bearing Deposits

2,969

2,961

- 

Interest Bearing Transaction Accounts

6,111

5,583

9%

Time Deposits

6,708

5,444

23%

Shareholders' Equity

1,993

1,779

12%

Average Balance Sheet

($ in millions)

(1) Includes

loans,

loans

held

for

sale

and

securities

purchased

under

agreements

to

resell

(2) Includes

MWL

assets

and

assets

securitized

19

4Q06

3Q06

4Q05

3Q06

4Q05

Earning Assets

20,813

$  

20,886

$   

19,298

$  

   -    

8%

Loans, excluding MWL

15,211

15,167

14,212

   -    

7%

MWL Assets (1)

2,269

2,569

1,998

-12%

14%

MWL Managed Assets (2)

4,269

4,286

3,498

-1%

22%

Securities

3,169

3,035

2,965

4%

7%

Total Assets

22,733

22,691

21,120

   -    

8%

Assets Under Management

24,733

24,408

22,620

1%

9%

Total Deposits

15,939

15,899

15,244

   -    

5%

Noninterest Bearing Deposits

2,886

2,926

3,077

-1%

-6%

Interest Bearing Transaction Accounts

6,164

6,136

5,836

   -    

6%

Time Deposits

6,889

6,838

6,330

1%

9%

Shareholders' Equity

2,045

1,998

1,914

2%

7%

% Change

Average Balance Sheet

($ in millions)

(1) Includes

loans,

loans

held

for

sale

and

securities

purchased

under

agreements

to

resell

(2) Includes MWL assets and assets securitized

20

0.65%

0.78%

0.64%

0.54%

0.55%

0.60%

0.71%

0.84%

0.85%

0.29%

0.21%

0.78%

1.17%

1.25%

0.16%

0.00%

0.50%

1.00%

1.50%

2.00%

2.50%

3.00%

3.50%

4.00%

4.50%

'92

'93

'94

'95

'96

'97

'98

'99

'00

'01

'02

'03

'04

'05

'06

All FDIC Insured Commercial Banks

Colonial BancGroup

(as originally reported)

NPAs Consistently Below Industry

RECORD LOW FOR YEAR END

16

bps

21

0.47%

0.49%

0.09%

0.19%

0.12%

0.14%

0.33%

0.13%

0.18%

0.23%

0.26%

0.21%

0.21%

0.28%

0.29%

0.31%

0.00%

0.20%

0.40%

0.60%

0.80%

1.00%

1.20%

1.40%

1.60%

'91

'92

'93

'94

'95

'96

'97

'98

'99

'00

'01

'02

'03

'04

'05

'06

All FDIC Insured Commercial Banks

Southern Regionals*

Colonial BancGroup

Net Charge-Offs/Average Loans

*Source: KBW

(as originally reported)