8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)			January 26, 2009
ZIONS BANCORPORATION
(Exact name of registrant as specified in its charter)
Utah		001-12307			87-0227400
(State or other jurisdiction of incorporation)		(Commission File Number)			(I.R.S. Employer Identification No.)
One South Main, 15th Floor, Salt Lake City, Utah					84133
(Address of principal executive offices)					(Zip Code)
Registrant’s telephone number, including area code				(801)524-4787
(Former name or former address, if changed since last report.)
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:
¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13a-4(c))

Item 2.02                      Results of Operations and Financial Condition.

On January 26, 2009, Zions Bancorporation (“the Company”) announced its financial results for the quarter ended December 31, 2008. The press release announcing the financial results for the quarter ended December 31, 2008 is furnished as Exhibit 99.1 and incorporated herein by reference.

The information in this Current Report on Form 8-K, including the exhibit, is furnished pursuant to Item 2.02 and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities under that Section. Furthermore, the information in this Current Report on Form 8-K, including the exhibit, shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended.

Item 9.01                      Financial Statements and Exhibits.

(d)           Exhibits.

The following exhibit is furnished as part of this Current Report on Form 8-K:

Exhibit 99.1       Press Release dated January 26, 2009

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.

ZIONS BANCORPORATION

    By: /s / Doyle L. Arnold

      Name:  Doyle L. Arnold                       

  Title:  Vice Chairman and Chief        

Financial Officer                      

Date:  January 26, 2009

EX-99.1

Exhibit 99.1

***FOR IMMEDIATE RELEASE***

For:  ZIONS BANCORPORATION                                                                                                                                   Contact: Clark Hinckley

One South Main, 15th Floor                                                                                                                                     Tel: (801) 524-4787

Salt Lake City, Utah                                                                                                                            January 26, 2009

Harris H. Simmons

Chairman/Chief Executive Officer

ZIONS BANCORPORATION REPORTS 2008 FOURTH QUARTER

LOSS DRIVEN LARGELY BY NONCASH GOODWILL IMPAIRMENT

Company Bolstered Loan Loss Reserves, Strengthened Capital and Liquidity,

and Originated $2.7 Billion of New Loans

SALT LAKE CITY, January 26, 2009 – Zions Bancorporation (Nasdaq: ZION) (“Zions” or “the Company”) today reported a fourth quarter loss from core banking operations of $0.32 per diluted common share, excluding noncash charges from goodwill impairment of $2.97 per diluted share and impairment and valuation losses on securities of $1.07 per diluted share. Including these charges, the fourth quarter net loss applicable to common shareholders was $498.1 million, or $4.36 per diluted share. The Company also built its reserve for loan losses by $105.5 million in excess of actual net loan charge-offs.

“In what most observers agree is the most difficult economic environment in over half a century, we have strengthened our balance sheet by building record high levels of capital and liquidity,” said Harris H. Simmons, chairman and chief executive officer. “The goodwill impairment has no impact on regulatory and tangible capital ratios, and reflects in part the fact that market values of all banks are significantly lower in current highly stressed markets.” Simmons added, “While this is a challenging environment for Zions and the industry, we continue to successfully extend new credit and serve our customers. In fact, we extended $4.6 billion of credit in the fourth quarter, of which $2.7 billion were new loans, in our continued effort to make credit available to credit-worthy individuals and businesses. This, in turn, will help them weather this economic storm and strengthen the economy.”

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ZIONS BANCORPORATION

Press Release – Page 2

January 26, 2009

Fourth Quarter 2008 Highlights

·   Tangible common equity ratio of 5.89% and estimated total risk based capital ratio of 14.71%, up from 12.30% at September 30, 2008.

·   Provision for loan loss reserves of $285.2 million versus net loan charge-offs of $179.7 million.

·   Noncash impairment loss on goodwill of $353.8 million.

·   Impairment and valuation losses on securities of $204.3 million.

·   Capital investment of $1.4 billion from the U.S. Treasury.

·   Extensions of credit totaling $4.6 billion, of which $2.7 billion were new loans.

For the year 2008, the Company’s core banking operations made $2.20 per diluted share, excluding noncash charges from goodwill impairment of $3.11 per diluted share and impairment and valuation losses on securities of $1.75 per diluted share. Including these charges, the 2008 net loss applicable to common shareholders was $290.7 million, or $2.66 per diluted share.

Loans

On-balance-sheet net loans and leases were $41.9 billion at December 31, 2008, an increase of approximately $2.8 billion or 7.1% from $39.1 billion at December 31, 2007, and were essentially unchanged from the balance at September 30, 2008. For both the year-over-year and quarterly comparisons, net growth in commercial and industrial loans, consumer loans, and commercial real estate term loans was offset by pay-downs and charge-offs of construction and land development loans.

Deposits

Average total deposits for the fourth quarter of 2008 increased $3.2 billion or 8.8% to $39.6 billion compared to $36.4 billion for the fourth quarter of 2007, and increased $2.3 billion or 24.2% annualized compared to $37.3 billion for the third quarter of 2008. Most of the increase in deposits for the quarter was in brokered money market and other brokered deposits; the growth in these deposits was used primarily to reduce short-term Federal Home Loan Bank and other borrowings by $2.7 billion to $2.0 billion at December 31, 2008.

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ZIONS BANCORPORATION

Press Release – Page 3

January 26, 2009

Net Interest Income

The net interest margin was 4.20% for the fourth quarter of 2008 compared to 4.27% for the fourth quarter of 2007 and 4.13% for the third quarter of 2008. The increased net interest margin for the fourth quarter of 2008 compared to the third quarter of 2008 was driven primarily by the capital investment from the U.S. Treasury, reduced deposit rates, and significantly lower borrowing costs.

Net interest income for the fourth quarter of 2008 increased $29.5 million or 6.2% to $508.4 million compared to $478.9 million for the fourth quarter of 2007, and increased $16.4 million or 13.4% annualized compared to $492.0 million for the third quarter of 2008.

Impairment Loss on Goodwill

The Company recognized an impairment loss on goodwill during the fourth quarter of $353.8 million, or $2.97 per diluted share. Substantially all of this loss resulted from impairment of all of the goodwill at three subsidiary bank reporting segments – National Bank of Arizona, Nevada State Bank, and Vectra Bank Colorado. This impairment loss reflects the Company’s annual impairment testing as of October 1, 2008, as well as an update to December 31, 2008 due to continued market deterioration in the fourth quarter, and is a noncash accounting adjustment to the Company’s balance sheet that does not affect regulatory and tangible capital ratios.

Asset Quality

Nonperforming assets were $1,140.5 million at December 31, 2008 compared to $283.9 million at December 31, 2007 and $924.4 million at September 30, 2008. The increase was driven primarily by deterioration in residential real estate acquisition, development and construction exposures in the Southwest, and by continued weakening in Utah residential construction and commercial and industrial portfolios. The ratio of nonperforming assets to net loans and leases and other real estate owned was 2.71% at December 31, 2008 compared to 0.73% at December 31, 2007 and 2.20% at September 30, 2008.

Net loan and lease charge-offs for 2008 were $393.7 million or 0.96% of average loans. Net loan and lease charge-offs for the fourth quarter of 2008 were $179.7 million or 1.71% annualized of average

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ZIONS BANCORPORATION

Press Release – Page 4

January 26, 2009

loans. This compares with $26.7 million or 0.28% annualized of average loans for the fourth quarter of 2007 and $95.3 million or 0.91% annualized of average loans for the third quarter of 2008. The increase in charge-offs largely was driven by declining collateral values on residential acquisition, development, and construction loans in the Southwest and in Utah.

The provision for loan losses was $285.2 million for the fourth quarter of 2008 compared to $70.0 million for the fourth quarter of 2007 and $156.6 million for the third quarter of 2008. The provision for the fourth quarter of 2008 was 2.72% annualized of average loans and was $105.5 million in excess of net loan and lease charge-offs.

The allowance for loan losses as a percentage of net loans and leases was 1.64% at December 31, 2008 compared to 1.18% at December 31, 2007 and 1.45% at September 30, 2008. The combined allowance for loan losses and the reserve for unfunded lending commitments was $737.9 million, or 1.76% of net loans and leases at December 31, 2008, compared to 1.23% at December 31, 2007 and 1.51% at September 30, 2008.

Investment Securities

The Company recognized other-than-temporary impairment (“OTTI”) and valuation losses during the fourth quarter of 2008 of $204.3 million pretax, or $1.07 per diluted share, including securities newly deemed OTTI and additional impairment on securities on which OTTI had been previously recognized. OTTI and valuation losses during the fourth quarter of 2008 consisted of:

·   $177.9 million for bank and insurance trust preferred CDOs (17 newly deemed OTTI, two previous)  

·   $7.9 million for one downgraded security purchased from Lockhart Funding LLC during the quarter  

·   $1.2 million for bank and insurance income notes (one newly deemed OTTI, two previous)  

·   $12.0 million for REIT trust preferred CDOs (one newly deemed OTTI, two previous)  

·   $1.4 million for ABS CDOs (two previous)  

·   $3.9 million for other securities (one previous)  

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ZIONS BANCORPORATION

Press Release – Page 5

January 26, 2009

Lockhart Funding

At December 31, 2008, Lockhart had total assets of $738 million, with pretax unrealized losses of approximately $119 million. The Company held approximately $412 million at December 31, 2008 of asset-backed commercial paper purchased from Lockhart, compared to $557 million at September 30, 2008 and $493 million at June 30, 2008. The amount of Lockhart commercial paper included in money market investments on the Company’s average balance sheet was approximately $574 million for the fourth quarter of 2008, compared to $597 million for the third quarter of 2008 and $1,091 million for the second quarter of 2008. The Company was able to reduce its purchases of Lockhart commercial paper because Lockhart elected to participate in the Federal Reserve’s Commercial Paper Funding Facility Program.

Noninterest Income

Noninterest income for the fourth quarter of 2008 was $(82.3) million compared to $(20.2) million for the fourth quarter of 2007 and $89.6 million for the third quarter of 2008. The amount for the fourth quarter of 2008 includes impairment and valuation losses on securities of $204.3 million compared to $28.0 million for the third quarter of 2008. Fair value and nonhedge derivative loss was $(5.8) million during the fourth quarter compared to $(26.2) million during the third quarter. The fourth quarter loss includes $2.5 million of income from changes in fair value and interest on nonhedge derivatives, $(4.6) million of counterparty credit adjustments on derivative transactions, and $(3.7) million of other losses. Net equity securities gains (losses) for the fourth quarter were $(14.1) million and include $11.0 million in impairment on Federal Agricultural Mortgage Corporation stock and $3.1 million of net losses on venture capital investments.

Noninterest Expense

Noninterest expense for the fourth quarter of 2008 was $398.2 million compared to $353.0 million for the fourth quarter of 2007 and $372.3 million for the third quarter of 2008. Salaries and employee benefits decreased from the third quarter due to the adjustment of certain employee benefit and variable compensation accruals. Other real estate owned expenses increased $33.0 million (including $22.1 million in charge-downs) compared to the third quarter.

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ZIONS BANCORPORATION

Press Release – Page 6

January 26, 2009

Liquidity Risk Management

As of December 31, 2008, the Company estimates it has available borrowing capacity from the Federal Reserve and the FHLB that approximates one-third of its deposits.

On January 15, 2009, the Company issued $254.9 million of senior floating rate notes due June 21, 2012 at a coupon rate of three-month LIBOR plus 37 basis points. The debt is guaranteed under the FDIC’s Temporary Liquidity Guarantee Program.

Capital Management

Tangible equity increased primarily due to the $1.4 billion preferred capital investment from the U.S. Treasury. The Company’s tangible equity ratio was 8.86% at December 31, 2008 compared to 6.17% at December 31, 2007 and 6.60% at September 30, 2008. The tangible common equity ratio was 5.89% at December 31, 2008 compared to 5.70% at December 31, 2007 and 6.05% at September 30, 2008. At December 31, 2008, estimated regulatory Tier 1 risk-based capital and total risk-based capital were $5,267 million and $7,365 million compared to $3,985 million and $6,073 million at September 30, 2008, respectively. Estimated ratios at December 31, 2008 for Tier 1 risk-based capital and total risk-based capital were 10.52% and 14.71% compared to 8.07% and 12.30% at September 30, 2008, respectively.

Significant changes in Other Comprehensive Income included a $98.3 million increase in unrealized gains on derivative instruments and a net charge of $32.2 million related to the Company’s pension and postretirement plans.

On January 26, 2009, the Board of Directors declared a regular quarterly dividend of $0.04 per common share payable February 25, 2009 to shareholders of record on February 11, 2009. This is a reduction from the prior quarter dividend of $0.32 per common share.

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ZIONS BANCORPORATION

Press Release – Page 7

January 26, 2009

Weighted average common and common-equivalent shares outstanding for the fourth quarter of 2008 were 114,205,587 compared to 106,902,983 for the fourth quarter of 2007 and 108,497,464 for the third quarter of 2008. Common shares outstanding at December 31, 2008 were 115,344,813 compared to 107,116,505 at December 31, 2007 and 115,302,598 at September 30, 2008.

Conference Call

Zions will host a conference call to discuss these fourth quarter results at 5:30 p.m. ET this afternoon (January 26, 2009). Media representatives, analysts and the public are invited to listen to this discussion by calling 1-866-700-0161 (international: 617-213-8832) and entering the passcode 37689022, or via on-demand webcast. A link to the webcast will be available on the Zions Bancorporation Web site at www.zionsbancorporation.com. A replay of the call will be available from 9:30 p.m. ET on Monday, January 26, 2009, until midnight ET on Monday, February 2, 2009, by dialing 1-888-286-8010 (international: 617-801-6888) and entering the passcode 55903048. The webcast of the conference call will also be archived and available for 30 days.

About Zions Bancorporation

Zions Bancorporation is one of the nation’s premier financial services companies, consisting of a collection of great banks in select high growth markets. Zions operates its banking businesses under local management teams and community identities through approximately 500 offices in ten Western and Southwestern states: Arizona, California, Colorado, Idaho, Nevada, New Mexico, Oregon, Texas, Utah and Washington. The Company is a national leader in Small Business Administration lending and public finance advisory services. In addition, Zions is included in the S&P 500 and NASDAQ Financial 100 indices. Investor information and links to subsidiary banks can be accessed at www.zionsbancorporation.com.

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ZIONS BANCORPORATION

Press Release – Page 8

January 26, 2009

Forward-Looking Information

Statements in this news release that are based on other than historical data are forward-looking, within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements provide current expectations or forecasts of future events. These forward-looking statements are not guarantees of future performance, nor should they be relied upon as representing management’s views as of any subsequent date. Forward-looking statements involve significant risks and uncertainties and actual results may differ materially from those presented, either expressed or implied, in this news release. Factors that might cause such differences include, but are not limited to: the Company’s ability to successfully execute its business plans and achieve its objectives; changes in general economic and financial market conditions, either internationally, nationally or locally in areas in which the Company conducts its operations, including changes in asset-backed commercial paper markets and valuations in structured securities and other assets; changes in governmental policies and programs resulting from general economic and financial market conditions; changes in interest and funding rates; continuing consolidation in the financial services industry; new litigation or changes in existing litigation; increased competitive challenges and expanding product and pricing pressures among financial institutions; legislation or regulatory changes which adversely affect the Company’s operations or business; and changes in accounting policies or procedures as may be required by the Financial Accounting Standards Board or other regulatory agencies.

Additional factors that could cause actual results to differ materially from those expressed in the forward-looking statements are discussed in the 2007 Annual Report on Form 10-K of Zions Bancorporation filed with the Securities and Exchange Commission (“SEC”) and available at the SEC’s Internet site (http://www.sec.gov).

The Company specifically disclaims any obligation to update any factors or to publicly announce the result of revisions to any of the forward-looking statements included herein to reflect future events or developments.

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ZIONS BANCORPORATION AND SUBSIDIARIES
Press Release – Page 9
FINANCIAL HIGHLIGHTS
(Unaudited)
	Three Months Ended									Year Ended
(In thousands, except per share and ratio data)	December 31,									December 31,
	2008			2007			% Change			2008			2007			% Change
EARNINGS
Taxable-equivalent net interest income	$	514,422		$	485,157			6.03	%	$	1,995,368		$	1,908,053			4.58	%
Taxable-equivalent revenue		432,132			464,923			(7.05	)%		2,186,060			2,320,397			(5.79	)%
Net interest income		508,442			478,885			6.17	%		1,971,646			1,881,952			4.77	%
Noninterest income		(82,290	)		(20,234	)		(306.69	)%		190,692			412,344			(53.75	)%
Provision for loan losses		285,189			69,982			307.52	%		648,269			152,210			325.90	%
Noninterest expense		398,167			352,966			12.81	%		1,474,963			1,404,588			5.01	%
Impairment loss on goodwill		353,804			-						353,804			-
Income (loss) before income taxes and minority interest		(611,008	)		35,703			(1,811.36	)%		(314,698	)		737,498			(142.67	)%
Income taxes (benefit)		(126,512	)		(11,035	)		(1,046.46	)%		(43,365	)		235,737			(118.40	)%
Minority interest		(1,520	)		1,197			(226.98	)%		(5,064	)		8,016			(163.17	)%
Net income (loss)		(482,976	)		45,541			(1,160.53	)%		(266,269	)		493,745			(153.93	)%
Net earnings (loss) applicable to common shareholders		(498,084	)		42,198			(1,280.35	)%		(290,693	)		479,422			(160.63	)%
PER COMMON SHARE
Net earnings (loss) (diluted)		(4.36	)		0.39			(1,217.95	)%		(2.66	)		4.42			(160.18	)%
Dividends		0.32			0.43			(25.58	)%		1.61			1.68			(4.17	)%
Book value per common share											42.65			47.17			(9.58	)%
SELECTED RATIOS
Return on average assets		(3.52	)%		0.35	%					(0.50	)%		1.01	%
Return on average common equity		(38.77	)%		3.29	%					(5.69	)%		9.57	%
Efficiency ratio		92.14	%		75.92	%					67.47	%		60.53	%
Net interest margin		4.20	%		4.27	%					4.18	%		4.43	%

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ZIONS BANCORPORATION AND SUBSIDIARIES
Press Release – Page 10
FINANCIAL HIGHLIGHTS (Continued)
(Unaudited)
	Three Months Ended									Year Ended
(In thousands, except share and ratio data)	December 31,									December 31,
	2008			2007			% Change			2008			2007			% Change
AVERAGE BALANCES
Total assets	$	54,546,364		$	50,941,152			7.08	%	$	53,761,908		$	48,847,219			10.06	%
Total interest-earning assets		48,708,673			45,106,413			7.99	%		47,690,955			43,048,458			10.78	%
Securities		4,516,559			5,188,980			(12.96	)%		4,825,234			5,406,682			(10.75	)%
Net loans and leases		41,938,586			38,450,974			9.07	%		40,977,224			36,808,146			11.33	%
Goodwill		1,720,536			2,009,022			(14.36	)%		1,936,865			2,005,245			(3.41	)%
Core deposit and other intangibles		130,703			162,679			(19.66	)%		136,698			180,783			(24.39	)%
Total deposits		39,580,867			36,381,125			8.80	%		37,572,680			35,823,969			4.88	%
Minority interest		28,751			32,343			(11.11	)%		29,156			36,385			(19.87	)%
Shareholders' equity:
Preferred equity		961,072			240,000			300.45	%		431,936			240,000			79.97	%
Common equity		5,110,430			5,094,138			0.32	%		5,107,675			5,007,627			2.00	%
Weighted average common and common-
equivalent shares outstanding		114,205,587			106,902,983			6.83	%		109,144,836			108,522,864			0.57	%
AT PERIOD END
Total assets										$	55,092,791		$	52,947,414			4.05	%
Total interest-earning assets											49,071,281			46,448,887			5.65	%
Securities											4,509,308			5,860,900			(23.06	)%
Net loans and leases											41,859,056			39,087,779			7.09	%
Allowance for loan losses											686,999			459,376			49.55	%
Reserve for unfunded lending commitments											50,934			21,530			136.57	%
Goodwill											1,651,377			2,009,513			(17.82	)%
Core deposit and other intangibles											125,935			149,493			(15.76	)%
Total deposits											41,316,496			36,922,753			11.90	%
Minority interest											27,320			30,939			(11.70	)%
Shareholders' equity:
Preferred equity											1,581,834			240,000			559.10	%
Common equity											4,919,862			5,052,800			(2.63	)%
Common shares outstanding											115,344,813			107,116,505			7.68	%
Average equity to average assets		11.13	%		10.47	%					10.30	%		10.74	%
Common dividend payout		n/a			108.88	%					n/a			37.82	%
Tangible equity ratio											8.86	%		6.17	%
Tangible common equity ratio											5.89	%		5.70	%
Nonperforming assets										$	1,140,461		$	283,854			301.78	%
Accruing loans past due 90 days or more											129,567			77,419			67.36	%
Nonperforming assets to net loans and leases
and other real estate owned at period end											2.71	%		0.73	%

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ZIONS BANCORPORATION AND SUBSIDIARIES
Press Release – Page 11
FINANCIAL HIGHLIGHTS (Continued)
(Unaudited)
	Three Months Ended
(In thousands, except per share and ratio data)	December 31,			September 30,			June 30,			March 31,			December 31,
	2008			2008			2008			2008			2007
EARNINGS
Taxable-equivalent net interest income	$	514,422		$	497,822		$	490,587		$	492,537		$	485,157
Taxable-equivalent revenue		432,132			587,432			562,959			603,537			464,923
Net interest income		508,442			492,003			484,743			486,458			478,885
Noninterest income		(82,290	)		89,610			72,372			111,000			(20,234	)
Provision for loan losses		285,189			156,606			114,192			92,282			69,982
Noninterest expense		398,167			372,276			354,417			350,103			352,966
Impairment loss on goodwill		353,804			-			-			-			-
Income (loss) before income taxes and minority interest		(611,008	)		52,731			88,506			155,073			35,703
Income taxes (benefit)		(126,512	)		11,214			22,037			49,896			(11,035	)
Minority interest		(1,520	)		3,757			(5,729	)		(1,572	)		1,197
Net income (loss)		(482,976	)		37,760			72,198			106,749			45,541
Net earnings (loss) applicable to common shareholders		(498,084	)		33,351			69,744			104,296			42,198
PER COMMON SHARE
Net earnings (loss) (diluted)		(4.36	)		0.31			0.65			0.98			0.39
Dividends		0.32			0.43			0.43			0.43			0.43
Book value per common share		42.65			45.78			46.82			47.49			47.17
SELECTED RATIOS
Return on average assets		(3.52	)%		0.28	%		0.54	%		0.81	%		0.35	%
Return on average common equity		(38.77	)%		2.59	%		5.53	%		8.18	%		3.29	%
Efficiency ratio		92.14	%		63.37	%		62.96	%		58.01	%		75.92	%
Net interest margin		4.20	%		4.13	%		4.18	%		4.23	%		4.27	%

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ZIONS BANCORPORATION AND SUBSIDIARIES
Press Release – Page 12
FINANCIAL HIGHLIGHTS (Continued)
(Unaudited)
	Three Months Ended
(In thousands, except share and ratio data)	December 31,			September 30,			June 30,			March 31,			December 31,
	2008			2008			2008			2008			2007
AVERAGE BALANCES
Total assets	$	54,546,364		$	54,279,760		$	53,293,375		$	52,913,823		$	50,941,152
Total interest-earning assets		48,708,673			47,984,725			47,202,577			46,853,435			45,106,413
Securities		4,516,559			4,582,727			4,866,421			5,341,287			5,188,980
Net loans and leases		41,938,586			41,984,123			40,512,249			39,452,309			38,450,974
Goodwill		1,720,536			2,009,509			2,009,517			2,009,477			2,009,022
Core deposit and other intangibles		130,703			132,167			137,675			146,363			162,679
Total deposits		39,580,867			37,321,656			36,774,214			36,594,674			36,381,125
Minority interest		28,751			29,949			27,244			30,676			32,343
Shareholders' equity:
Preferred equity		961,072			282,500			240,000			240,000			240,000
Common equity		5,110,430			5,123,399			5,070,047			5,126,621			5,094,138
Weighted average common and common-
equivalent shares outstanding		114,205,587			108,497,464			106,711,948			106,722,000			106,902,983
AT PERIOD END
Total assets	$	55,092,791		$	53,974,168		$	54,630,883		$	53,408,293		$	52,947,414
Total interest-earning assets		49,071,281			47,656,065			47,920,419			46,962,949			46,448,887
Securities		4,509,308			4,755,359			4,784,185			5,002,207			5,860,900
Net loans and leases		41,859,056			41,887,693			41,872,977			39,905,755			39,087,779
Allowance for loan losses		686,999			609,433			548,958			501,283			459,376
Reserve for unfunded lending commitments		50,934			23,574			26,838			25,148			21,530
Goodwill		1,651,377			2,009,504			2,009,511			2,009,517			2,009,513
Core deposit and other intangibles		125,935			133,989			132,481			140,672			149,493
Total deposits		41,316,496			38,590,901			37,607,995			37,516,337			36,922,753
Minority interest		27,320			30,288			25,528			30,413			30,939
Shareholders' equity:
Preferred equity		1,581,834			286,949			240,000			240,000			240,000
Common equity		4,919,862			5,279,078			5,033,530			5,087,801			5,052,800
Common shares outstanding		115,344,813			115,302,598			107,518,975			107,139,188			107,116,505
Average equity to average assets		11.13	%		9.96	%		9.96	%		10.14	%		10.47	%
Common dividend payout		n/a			138.44	%		66.23	%		44.11	%		108.88	%
Tangible equity ratio		8.86	%		6.60	%		5.97	%		6.20	%		6.17	%
Tangible common equity ratio		5.89	%		6.05	%		5.51	%		5.73	%		5.70	%
Nonperforming assets	$	1,140,461		$	924,442		$	697,432		$	434,293		$	283,854
Accruing loans past due 90 days or more		129,567			97,831			108,934			84,637			77,419
Nonperforming assets to net loans and leases
and other real estate owned at period end		2.71	%		2.20	%		1.66	%		1.09	%		0.73	%

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ZIONS BANCORPORATION AND SUBSIDIARIES
Press Release – Page 13
CONSOLIDATED BALANCE SHEETS
	December 31,			September 30,			June 30,			March 31,			December 31,
(In thousands, except share amounts)	2008			2008			2008			2008			2007
	(Unaudited)			(Unaudited)			(Unaudited)			(Unaudited)
ASSETS
Cash and due from banks	$	1,475,976		$	1,441,957		$	1,751,724		$	1,660,539		$	1,855,155
Money market investments:
Interest-bearing deposits and commercial paper		2,332,759			568,875			504,314			1,243,860			726,446
Federal funds sold		83,451			274,129			274,456			121,892			102,225
Security resell agreements		286,707			170,009			484,487			689,235			671,537
Investment securities:
Held-to-maturity, at adjusted cost (approximate fair value
$1,443,555, $1,587,006, $1,730,104, $704,156 and $702,148)		1,790,989			1,917,354			1,914,833			701,658			704,441
Available-for-sale, at fair value		2,676,255			2,792,236			2,817,682			4,259,742			5,134,610
Trading account, at fair value (includes $538, $531, $463,
$0 and $741 transferred as collateral
under repurchase agreements)		42,064			45,769			51,670			40,807			21,849
		4,509,308			4,755,359			4,784,185			5,002,207			5,860,900
Loans:
Loans held for sale		200,318			152,095			158,509			208,529			207,943
Loans and leases		41,791,237			41,876,371			41,874,224			39,855,365			39,044,163
		41,991,555			42,028,466			42,032,733			40,063,894			39,252,106
Less:
Unearned income and fees, net of related costs		132,499			140,773			159,756			158,139			164,327
Allowance for loan losses		686,999			609,433			548,958			501,283			459,376
Loans and leases, net of allowance		41,172,057			41,278,260			41,324,019			39,404,472			38,628,403
Other noninterest-bearing investments		1,044,092			1,170,367			1,153,933			1,114,902			1,034,412
Premises and equipment, net		687,096			675,480			656,013			657,183			655,712
Goodwill		1,651,377			2,009,504			2,009,511			2,009,517			2,009,513
Core deposit and other intangibles		125,935			133,989			132,481			140,672			149,493
Other real estate owned		191,792			156,817			125,186			36,476			15,201
Other assets		1,532,241			1,339,422			1,430,574			1,327,338			1,238,417
	$	55,092,791		$	53,974,168		$	54,630,883		$	53,408,293		$	52,947,414
LIABILITIES AND SHAREHOLDERS’ EQUITY
Deposits:
Noninterest-bearing demand	$	9,683,385		$	9,413,484		$	9,735,265		$	9,464,122		$	9,618,300
Interest-bearing:
Savings and NOW		4,452,919			4,341,873			4,590,767			4,661,963			4,507,837
Money market		16,826,846			14,087,288			13,387,401			12,986,387			12,467,239
Time under $100,000		2,974,484			2,954,116			2,466,082			2,564,434			2,562,363
Time $100,000 and over		4,756,300			4,468,225			4,102,369			4,548,009			4,391,588
Foreign		2,622,562			3,325,915			3,326,111			3,291,422			3,375,426
		41,316,496			38,590,901			37,607,995			37,516,337			36,922,753
Securities sold, not yet purchased		35,657			29,528			46,376			184,522			224,269
Federal funds purchased		965,835			1,179,197			2,379,055			1,817,587			2,463,460
Security repurchase agreements		899,751			734,379			1,010,325			1,144,178			1,298,112
Other liabilities		669,111			649,672			555,812			620,528			644,375
Commercial paper		15,451			40,493			137,200			164,657			297,850
Federal Home Loan Bank advances and other borrowings:
One year or less		2,039,914			4,690,784			5,003,057			3,956,775			3,181,990
Over one year		128,253			128,855			129,474			127,006			127,612
Long-term debt		2,493,307			2,334,044			2,462,531			2,518,489			2,463,254
Total liabilities		48,563,775			48,377,853			49,331,825			48,050,079			47,623,675
Minority interest		27,320			30,288			25,528			30,413			30,939
Shareholders’ equity:
Preferred stock, without par value, authorized 3,000,000 shares:
U.S. Treasury		1,294,885			-			-			-			-
Other		286,949			286,949			240,000			240,000			240,000
Common stock, without par value; authorized 350,000,000
shares; issued and outstanding 115,344,813, 115,302,598,
107,518,975, 107,139,188 and 107,116,505 shares		2,599,916			2,482,517			2,224,455			2,219,905			2,212,237
Retained earnings		2,433,363			2,968,242			2,981,062			2,957,511			2,910,692
Accumulated other comprehensive income (loss)		(98,958	)		(157,305	)		(158,325	)		(76,429	)		(58,835	)
Deferred compensation		(14,459	)		(14,376	)		(13,662	)		(13,186	)		(11,294	)
Total shareholders’ equity		6,501,696			5,566,027			5,273,530			5,327,801			5,292,800
	$	55,092,791		$	53,974,168		$	54,630,883		$	53,408,293		$	52,947,414

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ZIONS BANCORPORATION AND SUBSIDIARIES
Press Release – Page 14
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
	Three Months Ended
(In thousands, except per share amounts)	December 31,			September 30,			June 30,			March 31,			December 31,
	2008			2008			2008			2008			2007
Interest income:
Interest and fees on loans	$	650,885		$	663,677		$	643,111		$	688,439		$	727,185
Interest on loans held for sale		2,442			1,916			2,699			3,017			2,975
Lease financing		4,999			5,515			5,767			5,818			5,782
Interest on money market investments		7,172			9,267			12,313			19,028			18,760
Interest on securities:
Held-to-maturity – taxable		22,317			21,780			15,730			2,455			2,387
Held-to-maturity – nontaxable		6,396			6,319			6,224			6,429			6,430
Available-for-sale – taxable		28,680			25,044			35,059			62,356			61,459
Available-for-sale – nontaxable		1,711			1,697			1,870			1,892			2,070
Trading account		598			437			159			681			471
Total interest income		725,200			735,652			722,932			790,115			827,519
Interest expense:
Interest on savings and money market deposits		95,717			90,720			80,144			103,987			125,382
Interest on time and foreign deposits		77,806			74,837			83,460			106,222			119,242
Interest on short-term borrowings		20,368			50,164			45,070			63,273			67,601
Interest on long-term borrowings		22,867			27,928			29,515			30,175			36,409
Total interest expense		216,758			243,649			238,189			303,657			348,634
Net interest income		508,442			492,003			484,743			486,458			478,885
Provision for loan losses		285,189			156,606			114,192			92,282			69,982
Net interest income after provision for loan losses		223,253			335,397			370,551			394,176			408,903
Noninterest income:
Service charges and fees on deposit accounts		52,641			53,695			51,067			49,585			48,130
Other service charges, commissions and fees		40,532			42,794			42,362			41,981			44,405
Trust and wealth management income		8,910			8,865			10,284			9,693			10,151
Capital markets and foreign exchange		15,048			12,257			12,196			10,397			10,632
Dividends and other investment income		16,001			7,042			10,409			12,910			13,830
Loan sales and servicing income		4,420			3,633			8,516			7,810			8,640
Income from securities conduit		1,542			336			1,043			2,581			2,472
Fair value and nonhedge derivative income (loss)		(5,819	)		(26,155	)		(19,789	)		3,787			(7,034	)
Equity securities gains (losses), net		(14,125	)		12,971			(8,121	)		10,068			1,349
Fixed income securities gains (losses), net		(1,139	)		135			78			1,775			(753	)
Impairment losses on investment securities and valuation
losses on securities purchased from Lockhart Funding		(204,340	)		(28,022	)		(38,761	)		(45,989	)		(158,208	)
Other		4,039			2,059			3,088			6,402			6,152
Total noninterest income		(82,290	)		89,610			72,372			111,000			(20,234	)
Noninterest expense:
Salaries and employee benefits		190,861			208,995			201,291			209,354			191,141
Occupancy, net		29,460			30,552			27,364			26,799			27,312
Furniture and equipment		26,507			24,281			25,610			23,738			24,917
Other real estate expense		40,124			7,126			1,290			1,838			1,377
Legal and professional services		14,774			11,297			11,566			7,880			12,132
Postage and supplies		9,873			9,257			8,536			9,789			9,416
Advertising		10,078			6,782			7,520			6,351			6,322
Impairment losses on long-lived assets		895			2,239			-			-			-
Merger related expense		636			384			281			307			687
Amortization of core deposit and other intangibles		8,055			8,096			8,191			8,820			10,459
Provision for unfunded lending commitments		(577	)		(3,264	)		1,690			3,618			136
Other		67,481			66,531			61,078			51,609			69,067
Total noninterest expense		398,167			372,276			354,417			350,103			352,966
Impairment loss on goodwill		353,804			-			-			-			-
Income (loss) before income taxes and minority interest		(611,008	)		52,731			88,506			155,073			35,703
Income taxes (benefit)		(126,512	)		11,214			22,037			49,896			(11,035	)
Minority interest		(1,520	)		3,757			(5,729	)		(1,572	)		1,197
Net income (loss)		(482,976	)		37,760			72,198			106,749			45,541
Preferred stock dividends		15,108			4,409			2,454			2,453			3,343
Net earnings (loss) applicable to common shareholders	$	(498,084	)	$	33,351		$	69,744		$	104,296		$	42,198
Weighted average common shares outstanding during the period:
Basic shares		114,065			108,407			106,595			106,514			106,454
Diluted shares		114,206			108,497			106,712			106,722			106,903
Net earnings (loss) per common share:
Basic	$	(4.37	)	$	0.31		$	0.65		$	0.98		$	0.40
Diluted		(4.36	)		0.31			0.65			0.98			0.39

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ZIONS BANCORPORATION AND SUBSIDIARIES
Press Release – Page 15
CONSOLIDATED STATEMENTS OF INCOME (Continued)
(Unaudited)
	Years Ended
(In thousands, except per share amounts)	December 31,
	2008			2007
Interest income:
Interest and fees on loans	$	2,646,112		$	2,823,382
Interest on loans held for sale		10,074			14,867
Lease financing		22,099			21,683
Interest on money market investments		47,780			43,699
Interest on securities:
Held-to-maturity – taxable		62,282			8,997
Held-to-maturity – nontaxable		25,368			25,150
Available-for-sale – taxable		151,139			255,039
Available-for-sale – nontaxable		7,170			9,200
Trading account		1,875			3,309
Total interest income		2,973,899			3,205,326
Interest expense:
Interest on savings and money market deposits		370,568			479,366
Interest on time and foreign deposits		342,325			472,353
Interest on short-term borrowings		178,875			218,696
Interest on long-term borrowings		110,485			152,959
Total interest expense		1,002,253			1,323,374
Net interest income		1,971,646			1,881,952
Provision for loan losses		648,269			152,210
Net interest income after provision for loan losses		1,323,377			1,729,742
Noninterest income:
Service charges and fees on deposit accounts		206,988			183,550
Other service charges, commissions and fees		167,669			170,564
Trust and wealth management income		37,752			36,532
Capital markets and foreign exchange		49,898			43,588
Dividends and other investment income		46,362			50,914
Loan sales and servicing income		24,379			38,503
Income from securities conduit		5,502			18,176
Fair value and nonhedge derivative loss		(47,976	)		(14,256	)
Equity securities gains, net		793			17,719
Fixed income securities gains, net		849			3,019
Impairment losses on investment securities and valuation
losses on securities purchased from Lockhart Funding		(317,112	)		(158,208	)
Other		15,588			22,243
Total noninterest income		190,692			412,344
Noninterest expense:
Salaries and employee benefits		810,501			799,884
Occupancy, net		114,175			107,438
Furniture and equipment		100,136			96,452
Other real estate expense		50,378			4,391
Legal and professional services		45,517			43,829
Postage and supplies		37,455			36,512
Advertising		30,731			26,920
Impairment losses on long-lived assets		3,134			-
Merger related expense		1,608			5,266
Amortization of core deposit and other intangibles		33,162			44,895
Provision for unfunded lending commitments		1,467			1,836
Other		246,699			237,165
Total noninterest expense		1,474,963			1,404,588
Impairment loss on goodwill		353,804			-
Income (loss) before income taxes and minority interest		(314,698	)		737,498
Income taxes (benefit)		(43,365	)		235,737
Minority interest		(5,064	)		8,016
Net income (loss)		(266,269	)		493,745
Preferred stock dividends		24,424			14,323
Net earnings (loss) applicable to common shareholders	$	(290,693	)	$	479,422
Weighted average common shares outstanding during the period:
Basic shares		108,908			107,365
Diluted shares		109,145			108,523
Net earnings (loss) per common share:
Basic	$	(2.67	)	$	4.47
Diluted		(2.66	)		4.42

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ZIONS BANCORPORATION AND SUBSIDIARIES
Press Release – Page 16
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
AND COMPREHENSIVE INCOME
(Unaudited)									Accumulated
									other						Total
	Preferred		Common			Retained			comprehensive			Deferred			shareholders'
(In thousands, except per share amounts)	stock		stock			earnings			income (loss)			compensation			equity
Balance, December 31, 2007	$	240,000	$	2,212,237		$	2,910,692		$	(58,835	)	$	(11,294	)	$	5,292,800
Cumulative effect of change in accounting principle,
adoption of SFAS 159							(11,471	)		11,471						-
Comprehensive income:
Net income for the period							106,749									106,749
Other comprehensive income (loss), net of tax:
Net realized and unrealized holding losses
on investments and retained interests										(130,066	)
Foreign currency translation										(1	)
Reclassification for net realized losses
on investments recorded in operations										27,301
Net unrealized gains on derivative instruments										73,701
Other comprehensive loss										(29,065	)					(29,065	)
Total comprehensive income																77,684
Net stock issued under employee plans
and related tax benefits				7,668												7,668
Dividends declared on preferred stock							(2,453	)								(2,453	)
Dividends on common stock, $.43 per share							(46,006	)								(46,006	)
Change in deferred compensation													(1,892	)		(1,892	)
Balance, March 31, 2008		240,000		2,219,905			2,957,511			(76,429	)		(13,186	)		5,327,801
Comprehensive loss:
Net income for the period							72,198									72,198
Other comprehensive income (loss), net of tax:
Net realized and unrealized holding losses
on investments and retained interests										(40,336	)
Foreign currency translation										2
Reclassification for net realized losses
on investments recorded in operations										23,816
Net unrealized losses on derivative instruments										(66,112	)
Pension and postretirement										734
Other comprehensive loss										(81,896	)					(81,896	)
Total comprehensive loss																(9,698	)
Stock issued under dividend reinvestment plan				632												632
Net stock issued under employee plans
and related tax benefits				3,918												3,918
Dividends declared on preferred stock							(2,454	)								(2,454	)
Dividends on common stock, $.43 per share							(46,193	)								(46,193	)
Change in deferred compensation													(476	)		(476	)
Balance, June 30, 2008		240,000		2,224,455			2,981,062			(158,325	)		(13,662	)		5,273,530
Comprehensive income:
Net income for the period							37,760									37,760
Other comprehensive income (loss), net of tax:
Net realized and unrealized holding losses
on investments and retained interests										(40,454	)
Foreign currency translation										(53	)
Reclassification for net realized losses
on investments recorded in operations										16,012
Net unrealized gains on derivative instruments										25,515
Other comprehensive income										1,020						1,020
Total comprehensive income																38,780
Issuance of preferred stock		46,949		(503	)											46,446
Issuance of common stock				244,889												244,889
Stock issued under dividend reinvestment plan				629												629
Net stock issued under employee plans
and related tax benefits				13,047												13,047
Dividends declared on preferred stock							(4,409	)								(4,409	)
Dividends on common stock, $.43 per share							(46,171	)								(46,171	)
Change in deferred compensation													(714	)		(714	)
Balance, September 30, 2008		286,949		2,482,517			2,968,242			(157,305	)		(14,376	)		5,566,027
Comprehensive loss:
Net loss for the period							(482,976	)								(482,976	)
Other comprehensive income (loss), net of tax:
Net realized and unrealized holding losses
on investments and retained interests										(130,311	)
Foreign currency translation										47
Reclassification for net realized losses
on investments recorded in operations										122,467
Net unrealized gains on derivative instruments										98,339
Pension and postretirement										(32,195	)
Other comprehensive income										58,347						58,347
Total comprehensive loss																(424,629	)
Issuance of preferred stock		1,292,236		(77	)											1,292,159
Issuance of common stock and warrants				107,764												107,764
Net stock issued under employee plans
and related tax benefits				9,712												9,712
Dividends on preferred stock		2,649					(15,108	)								(12,459	)
Dividends on common stock, $.32 per share							(36,795	)								(36,795	)
Change in deferred compensation													(83	)		(83	)
Balance, December 31, 2008	$	1,581,834	$	2,599,916		$	2,433,363		$	(98,958	)	$	(14,459	)	$	6,501,696

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ZIONS BANCORPORATION AND SUBSIDIARIES
Press Release – Page 17
INVESTMENT SECURITIES PORTFOLIO
ASSET-BACKED SECURITIES CLASSIFIED AT HIGHEST CREDIT RATING*
As of December 31, 2008
(Unaudited)					Net					Net
					unrealized					unrealized
					gains (losses)					gains (losses)			Estimated
(In thousands)	Par		Amortized		recognized			Carrying		not recognized			fair
	value		cost		in OCI (1)			value		in OCI (1)			value
HELD-TO-MATURITY:
Municipal securities	$	699,673	$	696,653	$	-		$	696,653	$	(1,570	)	$	695,083
Asset-backed securities:
Trust preferred securities – banks and insurance
AA rated		10,000		10,000		(1,350	)		8,650		(3,389	)		5,261
A rated		1,190,637		1,048,955		(157,220	)		891,735		(291,791	)		599,944
BBB rated		173,333		128,849		(25,572	)		103,277		(32,446	)		70,831
		1,373,970		1,187,804		(184,142	)		1,003,662		(327,626	)		676,036
Trust preferred securities – real estate investment trusts
AAA rated		20,000		17,720		(4,830	)		12,890		(2,266	)		10,624
A rated		25,000		18,293		(3,841	)		14,452		(4,005	)		10,447
		45,000		36,013		(8,671	)		27,342		(6,271	)		21,071
Other
AAA rated		23,364		21,730		(171	)		21,559		(6,507	)		15,052
AA rated		25,320		22,721		(1,120	)		21,601		(5,128	)		16,473
BBB rated		44,012		26,725		(11,800	)		14,925		(332	)		14,593
Noninvestment grade		12,619		5,147		-			5,147		-			5,147
		105,315		76,323		(13,091	)		63,232		(11,967	)		51,265
Other debt securities		100		100		-			100		-			100
		2,224,058		1,996,893		(205,904	)		1,790,989		(347,434	)		1,443,555
AVAILABLE-FOR-SALE:
U.S. Treasury securities		28,571		27,973		1,148			29,121					29,121
U.S. Government agencies and corporations:
Agency securities		323,174		323,371		1,838			325,209					325,209
Agency guaranteed mortgage-backed securities		414,767		413,352		3,653			417,005					417,005
Small Business Administration loan-backed securities		645,166		692,634		(25,957	)		666,677					666,677
Municipal securities		177,116		177,938		2,060			179,998					179,998
Asset-backed securities:
Trust preferred securities – banks and insurance
AAA rated		760,700		729,483		(119,871	)		609,612					609,612
A rated		53,319		48,156		(21,405	)		26,751					26,751
BBB rated		7,000		2,874		-			2,874					2,874
Not rated		26,020		26,024		(4,634	)		21,390					21,390
		847,039		806,537		(145,910	)		660,627					660,627
Trust preferred securities – real estate investment trusts
A rated		15,000		6,003		-			6,003					6,003
BBB rated		35,000		12,109		(2,238	)		9,871					9,871
Noninvestment grade		70,569		8,768		(745	)		8,023					8,023
		120,569		26,880		(2,983	)		23,897					23,897
Other
AAA rated		40,355		40,231		(13,299	)		26,932					26,932
A rated		50,000		48,148		(15,102	)		33,046					33,046
BBB rated		3,021		3,001		(1,793	)		1,208					1,208
Noninvestment grade		30,000		4,401		-			4,401					4,401
		123,376		95,781		(30,194	)		65,587					65,587
		2,679,778		2,564,466		(196,345	)		2,368,121					2,368,121
Other securities:
Mutual funds and stock		308,134		308,134		-			308,134					308,134
		2,987,912		2,872,600		(196,345	)		2,676,255					2,676,255
Total	$	5,211,970	$	4,869,493	$	(402,249	)	$	4,467,244	$	(347,434	)	$	4,119,810
* Ratings categories include entire range. For example, “A rated” includes A+, A and A-. Split rated securities with more than one rating are categorized at the highest
rating level.
(1) Other comprehensive income. All amounts reported are pretax.

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ZIONS BANCORPORATION AND SUBSIDIARIES
Press Release – Page 18
INVESTMENT SECURITIES PORTFOLIO
ASSET-BACKED SECURITIES CLASSIFIED AT LOWEST CREDIT RATING*
As of December 31, 2008
(Unaudited)					Net					Net
					unrealized					unrealized
					gains (losses)					gains (losses)			Estimated
(In thousands)	Par		Amortized		recognized			Carrying		not recognized			fair
	value		cost		in OCI (1)			value		in OCI (1)			value
HELD-TO-MATURITY:
Municipal securities	$	699,673	$	696,653	$	-		$	696,653	$	(1,570	)	$	695,083
Asset-backed securities:
Trust preferred securities – banks and insurance
A rated		387,874		388,065		(89,494	)		298,571		(90,658	)		207,913
BBB rated		268,352		200,595		(31,575	)		169,020		(44,932	)		124,088
Noninvestment grade		717,744		599,144		(63,073	)		536,071		(192,036	)		344,035
		1,373,970		1,187,804		(184,142	)		1,003,662		(327,626	)		676,036
Trust preferred securities – real estate investment trusts
AA rated		20,000		17,720		(4,830	)		12,890		(2,266	)		10,624
A rated		25,000		18,293		(3,841	)		14,452		(4,005	)		10,447
		45,000		36,013		(8,671	)		27,342		(6,271	)		21,071
Other
AAA rated		5,518		5,276		(116	)		5,160		(158	)		5,002
AA rated		17,846		16,455		(55	)		16,400		(6,349	)		10,051
A rated		21,000		19,072		48			19,120		(5,772	)		13,348
BBB rated		4,320		3,649		(1,168	)		2,481		644			3,125
Noninvestment grade		56,631		31,871		(11,800	)		20,071		(332	)		19,739
		105,315		76,323		(13,091	)		63,232		(11,967	)		51,265
Other debt securities		100		100		-			100		-			100
		2,224,058		1,996,893		(205,904	)		1,790,989		(347,434	)		1,443,555
AVAILABLE-FOR-SALE:
U.S. Treasury securities		28,571		27,973		1,148			29,121					29,121
U.S. Government agencies and corporations:
Agency securities		323,174		323,371		1,838			325,209					325,209
Agency guaranteed mortgage-backed securities		414,767		413,352		3,653			417,005					417,005
Small Business Administration loan-backed securities		645,166		692,634		(25,957	)		666,677					666,677
Municipal securities		177,116		177,938		2,060			179,998					179,998
Asset-backed securities:
Trust preferred securities – banks and insurance
AAA rated		206,195		199,728		(38,853	)		160,875					160,875
AA rated		142,715		137,812		(22,013	)		115,799					115,799
A rated		175,500		168,674		(31,821	)		136,853					136,853
BBB rated		187,290		176,132		(18,613	)		157,519					157,519
Not rated		26,020		26,024		(4,634	)		21,390					21,390
Noninvestment grade		109,319		98,167		(29,976	)		68,191					68,191
		847,039		806,537		(145,910	)		660,627					660,627
Trust preferred securities – real estate investment trusts
Noninvestment grade		120,569		26,880		(2,983	)		23,897					23,897
		120,569		26,880		(2,983	)		23,897					23,897
Other
AAA rated		40,345		40,221		(13,299	)		26,922					26,922
AA rated		10		10		-			10					10
BBB rated		53,021		51,149		(16,895	)		34,254					34,254
Noninvestment grade		30,000		4,401		-			4,401					4,401
		123,376		95,781		(30,194	)		65,587					65,587
		2,679,778		2,564,466		(196,345	)		2,368,121					2,368,121
Other securities:
Mutual funds and stock		308,134		308,134		-			308,134					308,134
		2,987,912		2,872,600		(196,345	)		2,676,255					2,676,255
Total	$	5,211,970	$	4,869,493	$	(402,249	)	$	4,467,244	$	(347,434	)	$	4,119,810
* Ratings categories include entire range. For example, “A rated” includes A+, A and A-. Split rated securities with more than one rating are categorized at the lowest
rating level.
(1) Other comprehensive income. All amounts reported are pretax.

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ZIONS BANCORPORATION AND SUBSIDIARIES
Press Release – Page 19
Nonperforming Assets
(Unaudited)
(In thousands)	December 31,			September 30,			June 30,			March 31,			December 31,
	2008			2008			2008			2008			2007
Nonaccrual loans	$	946,583		$	765,522		$	570,101		$	387,717		$	258,513
Restructured loans		2,086			2,103			2,145			10,100			10,140
Other real estate owned		191,792			156,817			125,186			36,476			15,201
Total	$	1,140,461		$	924,442		$	697,432		$	434,293		$	283,854
% of net loans and leases* and other real
estate owned		2.71	%		2.20	%		1.66	%		1.09	%		0.73	%
Accruing loans past due 90 days or more	$	129,567		$	97,831		$	108,934		$	84,637		$	77,419
% of net loans and leases*		0.31	%		0.23	%		0.26	%		0.21	%		0.20	%
*Includes loans held for sale.
Allowance and Reserve for Credit Losses
(Unaudited)
	Three Months Ended
(In thousands)	December 31,			September 30,			June 30,			March 31,			December 31,
	2008			2008			2008			2008			2007
Allowance for Loan Losses
Balance at beginning of period	$	609,433		$	548,958		$	501,283		$	459,376		$	418,165
Allowance of branches sold		-			-			-			-			(2,034	)
Allowance associated with repurchased
securitized loans and loans sold		30			(804	)		1,301			425			-
Add:
Provision for losses		285,189			156,606			114,192			92,282			69,982
Deduct:
Loan and lease charge-offs		(185,317	)		(100,241	)		(75,378	)		(53,751	)		(30,023	)
Recoveries		5,601			4,914			7,560			2,951			3,286
Net loan and lease charge-offs		(179,716	)		(95,327	)		(67,818	)		(50,800	)		(26,737	)
Reclassification to reserve for unfunded
lending commitments		(27,937	)		-			-			-			-
Balance at end of period	$	686,999		$	609,433		$	548,958		$	501,283		$	459,376
Ratio of allowance for loan losses to net loans
and leases outstanding at period end		1.64	%		1.45	%		1.31	%		1.26	%		1.18	%
Ratio of allowance for loan losses to nonperforming
loans at period end		72.42	%		79.39	%		95.93	%		126.01	%		170.99	%
Reserve for Unfunded Lending Commitments
Balance at beginning of period	$	23,574		$	26,838		$	25,148		$	21,530		$	21,394
Reclassification from allowance for loan losses		27,937			-			-			-			-
Provision charged (credited) against earnings		(577	)		(3,264	)		1,690			3,618			136
Balance at end of period	$	50,934		$	23,574		$	26,838		$	25,148		$	21,530
Total Allowance and Reserve for Credit Losses
Allowance for loan losses	$	686,999		$	609,433		$	548,958		$	501,283		$	459,376
Reserve for unfunded lending commitments		50,934			23,574			26,838			25,148			21,530
Total allowance and reserve for credit losses	$	737,933		$	633,007		$	575,796		$	526,431		$	480,906
Ratio of total allowance and reserve for credit losses
to net loans and leases outstanding at period end		1.76	%		1.51	%		1.38	%		1.32	%		1.23	%

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ZIONS BANCORPORATION AND SUBSIDIARIES
Press Release – Page 20
Loan Balances By Portfolio Type
(Unaudited)
	December 31,		September 30,		June 30,		March 31,		December 31,
(In millions)	2008		2008		2008		2008		2007
Loans held for sale	$	200	$	152	$	159	$	209	$	208
Commercial lending:
Commercial and industrial		11,448		11,351		11,247		10,626		10,407
Leasing		431		451		492		494		503
Owner occupied		8,743		8,782		8,912		7,910		7,545
Total commercial lending		20,622		20,584		20,651		19,030		18,455
Commercial real estate:
Construction and land development		7,476		7,812		7,891		7,937		7,869
Term		6,236		6,079		5,939		5,569		5,334
Total commercial real estate		13,712		13,891		13,830		13,506		13,203
Consumer:
Home equity credit line		2,005		1,899		1,794		1,674		1,608
1-4 family residential		3,877		3,892		3,914		3,920		3,975
Construction and other consumer real estate		774		769		852		910		945
Bankcard and other revolving plans		374		360		332		316		347
Other		385		411		436		440		460
Total consumer		7,415		7,331		7,328		7,260		7,335
Foreign loans		43		70		65		59		51
Total loans	$	41,992	$	42,028	$	42,033	$	40,064	$	39,252

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ZIONS BANCORPORATION AND SUBSIDIARIES
Press Release – Page 21
CONSOLIDATED AVERAGE BALANCE SHEETS, YIELDS AND RATES
(Unaudited)
	Three Months Ended								Three Months Ended
	December 31, 2008								September 30, 2008
(In thousands)	Average			Amount of		Average			Average			Amount of		Average
	balance			interest (1)		rate			balance			interest (1)		rate
ASSETS
Money market investments	$	2,253,528		$	7,172		1.27	%	$	1,417,875		$	9,267		2.60	%
Securities:
Held-to-maturity		1,905,766			32,157		6.71	%		1,918,436			31,502		6.53	%
Available-for-sale		2,563,569			31,313		4.86	%		2,621,756			27,654		4.20	%
Trading account		47,224			598		5.04	%		42,535			437		4.09	%
Total securities		4,516,559			64,068		5.64	%		4,582,727			59,593		5.17	%
Loans:
Loans held for sale		169,050			2,442		5.75	%		160,026			1,916		4.76	%
Net loans and leases (2)		41,769,536			657,498		6.26	%		41,824,097			670,695		6.38	%
Total loans and leases		41,938,586			659,940		6.26	%		41,984,123			672,611		6.37	%
Total interest-earning assets		48,708,673			731,180		5.97	%		47,984,725			741,471		6.15	%
Cash and due from banks		1,359,684								1,424,407
Allowance for loan losses		(627,268	)							(562,518	)
Goodwill		1,720,536								2,009,509
Core deposit and other intangibles		130,703								132,167
Other assets		3,254,036								3,291,470
Total assets	$	54,546,364							$	54,279,760
LIABILITIES
Interest-bearing deposits:
Savings and NOW	$	4,368,768			8,008		0.73	%	$	4,248,715			8,285		0.78	%
Money market		15,331,993			87,709		2.28	%		13,880,283			82,435		2.36	%
Time under $100,000		3,008,645			23,855		3.15	%		2,675,894			21,898		3.26	%
Time $100,000 and over		4,794,768			39,464		3.27	%		3,929,454			32,918		3.33	%
Foreign		2,723,174			14,487		2.12	%		3,397,729			20,021		2.34	%
Total interest-bearing deposits		30,227,348			173,523		2.28	%		28,132,075			165,557		2.34	%
Borrowed funds:
Securities sold, not yet purchased		32,930			434		5.24	%		30,966			393		5.05	%
Federal funds purchased and security
repurchase agreements		2,344,500			4,289		0.73	%		2,284,997			10,246		1.78	%
Commercial paper		10,844			81		2.97	%		74,596			577		3.08	%
FHLB advances and other borrowings:
One year or less		3,422,389			15,564		1.81	%		5,983,823			38,948		2.59	%
Over one year		128,557			1,848		5.72	%		129,162			1,856		5.72	%
Long-term debt		2,379,407			21,019		3.51	%		2,443,488			26,072		4.24	%
Total borrowed funds		8,318,627			43,235		2.07	%		10,947,032			78,092		2.84	%
Total interest-bearing liabilities		38,545,975			216,758		2.24	%		39,079,107			243,649		2.48	%
Noninterest-bearing deposits		9,353,519								9,189,581
Other liabilities		546,617								575,224
Total liabilities		48,446,111								48,843,912
Minority interest		28,751								29,949
Shareholders' equity:
Preferred equity		961,072								282,500
Common equity		5,110,430								5,123,399
Total shareholders' equity		6,071,502								5,405,899
Total liabilities and shareholders' equity	$	54,546,364							$	54,279,760
Spread on average interest-bearing funds							3.73	%							3.67	%
Taxable-equivalent net interest income and
net yield on interest-earning assets				$	514,422		4.20	%				$	497,822		4.13	%
(1) Taxable-equivalent rates used where applicable.
(2) Net of unearned income and fees, net of related costs. Loans include nonaccrual and restructured loans.

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ZIONS BANCORPORATION AND SUBSIDIARIES
Press Release – Page 22
CONSOLIDATED AVERAGE BALANCE SHEETS, YIELDS AND RATES
(Unaudited)
	Year Ended								Year Ended
	December 31, 2008								December 31, 2007
(In thousands)	Average			Amount of		Average			Average			Amount of		Average
	balance			interest (1)		rate			balance			interest (1)		rate
ASSETS
Money market investments	$	1,888,497		$	47,780		2.53	%	$	833,630		$	43,699		5.24	%
Securities:
Held-to-maturity		1,516,504			101,310		6.68	%		684,180			47,689		6.97	%
Available-for-sale		3,266,209			162,170		4.97	%		4,661,271			269,193		5.78	%
Trading account		42,521			1,875		4.41	%		61,231			3,309		5.40	%
Total securities		4,825,234			265,355		5.50	%		5,406,682			320,191		5.92	%
Loans:
Loans held for sale		182,443			10,074		5.52	%		233,565			14,867		6.37	%
Net loans and leases (2)		40,794,781			2,674,412		6.56	%		36,574,581			2,852,670		7.80	%
Total loans and leases		40,977,224			2,684,486		6.55	%		36,808,146			2,867,537		7.79	%
Total interest-earning assets		47,690,955			2,997,621		6.29	%		43,048,458			3,231,427		7.51	%
Cash and due from banks		1,380,571								1,476,664
Allowance for loan losses		(546,095	)							(391,285	)
Goodwill		1,936,865								2,005,245
Core deposit and other intangibles		136,698								180,783
Other assets		3,162,914								2,527,354
Total assets	$	53,761,908							$	48,847,219
LIABILITIES
Interest-bearing deposits:
Savings and NOW	$	4,446,182			35,538		0.80	%	$	4,443,072			41,400		0.93	%
Money market		13,738,814			335,030		2.44	%		11,962,006			437,966		3.66	%
Time under $100,000		2,694,891			96,194		3.57	%		2,528,429			110,722		4.38	%
Time $100,000 and over		4,382,386			161,918		3.69	%		4,779,187			231,202		4.84	%
Foreign		3,165,887			84,213		2.66	%		2,709,997			130,429		4.81	%
Total interest-bearing deposits		28,428,160			712,893		2.51	%		26,422,691			951,719		3.60	%
Borrowed funds:
Securities sold, not yet purchased		32,689			1,574		4.82	%		29,821			1,359		4.56	%
Federal funds purchased and security
repurchase agreements		2,733,583			53,310		1.95	%		3,211,117			148,506		4.62	%
Commercial paper		109,609			4,212		3.84	%		256,377			13,870		5.41	%
FHLB advances and other borrowings:
One year or less		4,588,834			119,779		2.61	%		1,099,105			54,961		5.00	%
Over one year		128,524			7,369		5.73	%		130,512			7,537		5.77	%
Long-term debt		2,448,991			103,116		4.21	%		2,364,846			145,422		6.15	%
Total borrowed funds		10,042,230			289,360		2.88	%		7,091,778			371,655		5.24	%
Total interest-bearing liabilities		38,470,390			1,002,253		2.61	%		33,514,469			1,323,374		3.95	%
Noninterest-bearing deposits		9,144,520								9,401,278
Other liabilities		578,231								647,460
Total liabilities		48,193,141								43,563,207
Minority interest		29,156								36,385
Shareholders' equity:
Preferred equity		431,936								240,000
Common equity		5,107,675								5,007,627
Total shareholders' equity		5,539,611								5,247,627
Total liabilities and shareholders' equity	$	53,761,908							$	48,847,219
Spread on average interest-bearing funds							3.68	%							3.56	%
Taxable-equivalent net interest income and
net yield on interest-earning assets				$	1,995,368		4.18	%				$	1,908,053		4.43	%
(1) Taxable-equivalent rates used where applicable.
(2) Net of unearned income and fees, net of related costs. Loans include nonaccrual and restructured loans.

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ZIONS BANCORPORATION AND SUBSIDIARIES
Press Release – Page 23
Capital Ratios
(Unaudited)
	December 31,				September 30,			December 31,
		2008			2008				2007
Tangible common equity ratio			5.89	%		6.05	%			5.70	%
Tangible equity ratio			8.86	%		6.60	%			6.17	%
Risk-based capital ratios (1):
Tier 1 risk-based capital			10.52	%		8.07	%			7.57	%
Total risk-based capital			14.71	%		12.30	%			11.68	%
(1) Ratios for December 31, 2008 are estimates.
GAAP to Non-GAAP Reconciliation
(Unaudited)
					Three Months Ended							Year Ended
					December 31, 2008							December 31, 2008
									Diluted						Diluted
(In millions, except per share data)					Amount				EPS (1)			Amount			EPS (2)
Net earnings (loss) applicable to common shareholders					$	(498.1	)		$	(4.36	)	$	(290.7	)	$	(2.66	)
Addback:
Impairment loss on goodwill, net of tax						339.7				2.97			339.7			3.11
Impairment and valuation losses on securities, net of tax						122.2				1.07			191.5			1.75
Income (loss) from core banking operations (non-GAAP)					$	(36.2	)		$	(0.32	)	$	240.5		$	2.20
(1) Per diluted common share after tax based on the fourth quarter weighted average shares
(2) Per diluted common share after tax based on the annual weighted average shares

The first two pages of this Press Release present computations of earnings excluding an impairment loss on goodwill and impairment and valuation losses on securities (hereinafter collectively referred to as ‘impairment losses’). The impairment losses are included in financial results presented in accordance with generally accepted accounting principles (GAAP). Zions believes the exclusion of these impairment losses in expressing earnings, including “Income (loss) from core banking operations,” provides a meaningful base for period-to-period and company-to-company comparisons, which management believes will assist investors in analyzing the operating results of the Company and predicting future performance. This non-GAAP financial measure is also used by management to assess the performance of Zions’ business, because management does not consider these impairment losses to be relevant to ongoing operating results. Management and the Board of Directors utilize these non-GAAP financial measures for the following purposes:

• Evaluation of bank reporting segment performance

• Presentations of Company performance to investors

Zions believes that presenting these non-GAAP financial measures will permit investors to assess the performance of the Company on the same basis as that applied by management and the Board of Directors.

Non-GAAP financial measures have inherent limitations, are not required to be uniformly applied and are not audited. Although these non-GAAP financial measures are frequently used by stakeholders in the evaluation of a company, they have limitations as analytical tools, and should not be considered in isolation, or as a substitute for analyses of results as reported under GAAP. In particular, a measure of earnings that excludes these impairment losses does not represent the amount that effectively accrues directly to shareholders (i.e., these impairment losses are a reduction in earnings and shareholders’ equity).

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