10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

_______________________________________________

FORM 10-Q

_______________________________________________ 

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

for the quarterly period ended September 30, 2012

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

For the transition period from              to            

COMMISSION FILE NUMBER 0-10161

_______________________________________________ 

FIRSTMERIT CORPORATION

(Exact name of registrant as specified in its charter)

_______________________________________________ 

OHIO	34-1339938
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification Number)

III CASCADE PLAZA, 7TH FLOOR, AKRON, OHIO

44308-1103

(Address of principal executive offices, zip code)

(330) 996-6300

(Registrant's telephone number, including area code)

_______________________________________________ 

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

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    YES  x    NO  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	x	Accelerated filer	¨
Non-accelerated filer	¨ (Do not check if a smaller reporting company)	Smaller reporting company	¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    YES  ¨    NO  x

As of October 29, 2012, 109,652,246 shares of common stock, without par value, were outstanding.

TABLE OF CONTENTS
PART 1. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS		2
	CONSOLIDATED BALANCE SHEETS	2
	CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME	3
	CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY	4
	CONSOLIDATED STATEMENTS OF CASH FLOWS	5
	NOTES TO CONSOLIDATED FINANCIAL STATEMENTS	6
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.		64
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.		97
ITEM 4. CONTROLS AND PROCEDURES.		97
PART II. OTHER INFORMATION		97
	ITEM 1. LEGAL PROCEEDINGS	97
	ITEM 1A. RISK FACTORS	97
	ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	97
	ITEM 3. DEFAULTS UPON SENIOR SECURITIES	98
	ITEM 4.MINE SAFETY DISCLOSURES	98
	ITEM 5. OTHER INFORMATION	98
	ITEM 6. EXHIBIT INDEX	99
SIGNATURES		100
EX-31.1
EX-31.2
EX-32.1
EX-32.2
EX-101 INSTANCE DOCUMENT
EX-101 SCHEMA DOCUMENT
EX-101 CALCULATION LINKBASE DOCUMENT
EX-101 LABELS LINKBASE DOCUMENT
EX-101 PRESENTATION LINKBASE DOCUMENT
EX-101 DEFINITION LINKBASE DOCUMENT

FIRSTMERIT CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Dollars in thousands) (Unaudited, except December 31, 2011, which is derived from the audited financial statements)	September 30, 2012			December 31, 2011			September 30, 2011
ASSETS
Cash and due from banks	$	201,359		$	219,256		$	202,886
Interest-bearing deposits in banks	37,058			158,063			116,059
Total cash and cash equivalents	238,417			377,319			318,945
Investment securities
Held-to-maturity	620,631			82,764			92,214
Available-for-sale	2,911,993			3,353,553			3,198,046
Other investments	140,730			140,726			160,793
Loans held for sale	17,540			30,077			39,340
Noncovered loans:
Commercial	5,511,678			5,107,747			5,018,857
Residential mortgage	439,062			413,664			397,309
Installment	1,321,081			1,263,665			1,271,327
Home equity	789,743			743,982			743,377
Credit cards	143,918			146,356			142,710
Leases	110,938			73,530			57,992
Total noncovered loans	8,316,420			7,748,944			7,631,572
Allowance for noncovered loan losses	(98,942		)	(107,699		)	(109,187		)
Net noncovered loans	8,217,478			7,641,245			7,522,385
Covered loans (includes loss share receivable of $131.9 million, $205.7 million and $220.5million at September 30, 2012, December 31, 2011 and September 30, 2011, respectively)	1,174,929			1,497,140			1,647,218
Allowance for covered loan losses	(43,644		)	(36,417		)	(34,603		)
Net covered loans	1,131,285			1,460,723			1,612,615
Net loans	9,348,763			9,101,968			9,135,000
Premises and equipment, net	182,043			192,949			193,075
Goodwill	460,044			460,044			460,044
Intangible assets	6,817			8,239			8,782
Covered other real estate (includes loss share receivable of $0.1 million, $1.3 million and $3.5 million at September 30, 2012, December 31, 2011 and September 30, 2011, respectively)	56,795			54,505			61,890
Accrued interest receivable and other assets	645,070			639,558			1,020,149
Total assets	$	14,628,843		$	14,441,702		$	14,688,278
LIABILITIES AND SHAREHOLDERS’ EQUITY
Deposits:
Noninterest-bearing	$	3,231,500		$	3,030,225		$	2,971,555
Interest-bearing	1,079,913			1,062,896			967,574
Savings and money market accounts	5,744,103			5,595,409			5,513,472
Certificates and other time deposits	1,476,910			1,743,079			1,943,520
Total deposits	11,532,426			11,431,609			11,396,121
Federal funds purchased and securities sold under agreements to repurchase	963,455			866,265			987,030
Wholesale borrowings	178,083			203,462			248,006
Accrued taxes, expenses, and other liabilities	330,175			374,413			486,467
Total liabilities	13,004,139			12,875,749			13,117,624
Shareholders’ equity:
Preferred stock, without par value: authorized and unissued 7,000,000 shares	—			—			—
Preferred stock, Series A, without par value: designated 800,000 shares; none outstanding	—			—			—
Convertible preferred stock, Series B, without par value: designated 220,000 shares; none outstanding	—			—			—
Common stock, without par value; authorized 300,000,000 shares; issued: September 30, 2012, December 31, 2011 and September 30, 2011 - 115,121,731 shares	127,937			127,937			127,937
Capital surplus	473,781			479,882			478,738
Accumulated other comprehensive loss	(13,900		)	(23,887		)	(4,654		)
Retained earnings	1,175,001			1,131,203			1,118,027
Treasury stock, at cost: September 30, 2012 - 5,468,853 shares; December 31, 2011 - 5,870,923 shares; September 30, 2011 -5,874,748 shares	(138,115		)	(149,182		)	(149,394		)
Total shareholders’ equity	1,624,704			1,565,953			1,570,654
Total liabilities and shareholders’ equity	$	14,628,843		$	14,441,702		$	14,688,278

The accompanying notes are an integral part of the consolidated financial statements.

2

FIRSTMERIT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Dollars in thousands except per share data)	Quarters ended						Nine Months Ended
(Unaudited)	September 30,						September 30,
	2012			2011			2012			2011
Interest income:
Loans and loans held for sale	$	103,005		$	108,417		$	309,213		$	330,877
Investment securities
Taxable	20,633			21,949			64,834			65,610
Tax-exempt	3,844			3,189			11,270			9,521
Total investment securities interest	24,477			25,138			76,104			75,131
Total interest income	127,482			133,555			385,317			406,008
Interest expense:
Deposits:
Demand-interest bearing	243			218			726			579
Savings and money market accounts	5,166			6,929			15,302			22,172
Certificates and other time deposits	2,743			4,370			9,436			16,803
Securities sold under agreements to repurchase	310			977			854			2,832
Wholesale borrowings	1,130			1,669			3,399			4,963
Total interest expense	9,592			14,163			29,717			47,349
Net interest income	117,890			119,392			355,600			358,659
Provision for noncovered loan losses	9,965			14,604			26,860			41,760
Provision for covered loan losses	6,214			4,768			15,576			17,580
Net interest income after provision for loan losses	101,711			100,020			313,164			299,319
Other income:
Trust department income	6,124			5,607			17,481			16,983
Service charges on deposits	14,603			17,838			43,490			48,460
Credit card fees	11,006			13,640			32,402			39,357
ATM and other service fees	3,680			3,801			11,360			9,781
Bank owned life insurance income	3,094			3,182			9,073			11,439
Investment services and insurance	2,208			1,965			6,843			6,384
Investment securities gains, net	553			4,402			1,361			5,291
Loan sales and servicing income	7,255			3,426			19,085			9,102
Other operating income	6,402			6,911			20,857			18,222
Total other income	54,925			60,772			161,952			165,019
Other expenses:
Salaries, wages, pension and employee benefits	58,061			61,232			183,632			177,815
Net occupancy expense	8,077			8,464			24,640			25,144
Equipment expense	7,143			7,073			21,845			20,725
Stationery, supplies and postage	2,210			2,517			6,638			7,972
Bankcard, loan processing and other costs	8,424			8,449			24,935			24,278
Professional services	4,702			5,732			17,361			17,466
Amortization of intangibles	456			543			1,422			1,629
FDIC expense	1,832			3,240			9,015			12,187
Other operating expense	17,682			18,707			51,944			53,254
Total other expenses	108,587			115,957			341,432			340,470
Income before income tax expense	48,049			44,835			133,684			123,868
Income tax expense	13,096			13,098			37,802			34,808
Net income	$	34,953		$	31,737		$	95,882		$	89,060
Other comprehensive income, net of taxes
Changes in unrealized securities' holding gains and losses	$	4,884		$	7,353		$	10,872		$	24,889
Reclassification for realized securities' gains	(359		)	(2,862		)	(885		)	(3,440		)
Total other comprehensive gain, net of taxes	4,525			4,491			9,987			21,449
Comprehensive income	$	39,478		$	36,228		$	105,869		$	110,509
Net income applicable to common shares	$	34,953		$	31,737		$	95,882		$	89,060
Net income used in diluted EPS calculation	$	34,953		$	31,737		$	95,882		$	89,060
Weighted average number of common shares outstanding - basic	109,645			109,245			109,473			109,052
Weighted average number of common shares outstanding - diluted	109,645			109,246			109,473			109,053
Basic earnings per common share	$	0.32		$	0.29		$	0.88		$	0.82
Diluted earnings per common share	$	0.32		$	0.29		$	0.88		$	0.82
Dividend per common share	$	0.16		$	0.16		$	0.48		$	0.48

The accompanying notes are an integral part of the consolidated financial statements.

3

FIRSTMERIT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

(In thousands)	Preferred Stock		Common Stock		Common Stock Warrant		Capital Surplus			Accumulated Other Comprehensive Income (Loss)			Retained Earnings			Treasury Stock			Total Shareholders’ Equity
(Unaudited)
Balance at December 31, 2010	$	—	$	127,937	$	—	$	485,567		$	(26,103	)	$	1,080,900		$	(160,586	)	$	1,507,715
Net income	—		—		—		—			—			89,060			—			89,060
Cash dividends - common stock ($0.48 per share)	—		—		—		—			—			(51,933		)	—			(51,933		)
Nonvested (restricted) shares granted (576,138 shares)	—		—		—		(13,985		)	—			—			13,985			—
Restricted stock activity (145,668 shares)	—		—		—		494			—			—			(2,751		)	(2,257		)
Deferred compensation trust (10,182 increase in shares)	—		—		—		42			—			—			(42		)	—
Share-based compensation	—		—		—		6,620			—			—			—			6,620
Net unrealized gains on investment securities, net of taxes	—		—		—		—			21,449			—			—			21,449
Balance at September 30, 2011	$	—	$	127,937	$	—	$	478,738		$	(4,654	)	$	1,118,027		$	(149,394	)	$	1,570,654
Balance at December 31, 2011	$	—	$	127,937	$	—	$	479,882		$	(23,887	)	$	1,131,203		$	(149,182	)	$	1,565,953
Net income	—		—		—		—			—			95,882			—			95,882
Cash dividends - common stock ($0.48 per share)	—		—		—		—			—			(52,084		)	—			(52,084		)
Nonvested (restricted) shares granted (588,765 shares)	—		—		—		(14,481		)	—			—			14,481			—
Restricted stock activity (186,695 shares)	—		—		—		1,023			—			—			(3,364		)	(2,341		)
Deferred compensation trust (86,174 increase in shares)	—		—		—		50			—			—			(50		)	—
Share-based compensation	—		—		—		7,258			—			—			—			7,258
Net unrealized gains on investment securities, net of taxes	—		—		—		—			9,987			—			—			9,987
Other	—		—		—		49			—			—			—			49
Balance at September 30, 2012	$	—	$	127,937	$	—	$	473,781		$	(13,900	)	$	1,175,001		$	(138,115	)	$	1,624,704

The accompanying notes are an integral part of the consolidated financial statements.

4

FIRSTMERIT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

	Nine months ended September 30,
(Dollars in thousands)	2012			2011
(Unaudited)
Operating Activities
Net income	$	95,882		$	89,060
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for loan losses	42,436			59,340
Depreciation and amortization	17,307			17,016
Benefit attributable to FDIC loss share	12,601			31,078
Accretion of acquired loans	(62,191		)	(91,872		)
Accretion income for lease financing	(2,168		)	(1,928		)
Amortization and accretion of securities, net
Available for sale	11,352			11,129
Held to maturity	1,239			25
Gain on sales and calls of investment securities, net
Available for sale	(1,361		)	(5,291		)
Originations of loans held for sale	(575,972		)	(322,760		)
Proceeds from sales of loans, primarily mortgage loans sold in the secondary mortgage markets	596,412			329,967
Gains on sales of loans, net	(7,903		)	(5,208		)
Amortization of intangible assets	1,422			1,629
Net change in assets and liabilities
Interest receivable	(1,375		)	(195		)
Interest payable	(1,117		)	(1,934		)
Prepaid assets	2,420			(5,989		)
Bank owned life insurance	(9,073		)	(7,378		)
Employee pension liability	(258		)	(2,287		)
Other assets and liabilities	3,888			(1,501		)
NET CASH PROVIDED BY OPERATING ACTIVITIES	123,541			92,901
Investing Activities
Proceeds from sales of securities
Available for sale	190,813			182,781
Proceeds from prepayments, calls, and maturities
Available for sale	611,382			778,697
Held to maturity	42,409			18,901
Other	—			12
Purchases of securities
Available for sale	(878,624		)	(1,338,279		)
Held to maturity	(98,893		)	(51,151		)
Other	(42		)	(79		)
Net decrease in loans and leases	(241,290		)	(81,096		)
Purchases of premises and equipment, net	(6,401		)	(12,225		)
NET CASH USED BY INVESTING ACTIVITIES	(380,646		)	(502,439		)
Financing Activities
Net increase in demand accounts	218,292			280,175
Net increase in savings and money market accounts	148,694			701,689
Net decrease in certificates and other time deposits	(266,169		)	(853,748		)
Net increase in securities sold under agreements to repurchase	97,190			209,445
Net decrease in wholesale borrowings	(25,379		)	(78,001		)
Cash dividends - common	(52,084		)	(51,933		)
Restricted stock activity	(2,341		)	(2,257		)
NET CASH PROVIDED BY FINANCING ACTIVITIES	118,203			205,370
Decrease in cash and cash equivalents	(138,902		)	(204,168		)
Cash and cash equivalents at beginning of period	377,319			523,113
Cash and cash equivalents at end of period	$	238,417		$	318,945
SUPPLEMENTAL DISCLOSURES
Cash paid during the period for:
Interest, net of amounts capitalized	$	27,462		$	43,055
Federal income taxes	$	43,421		$	7,915

The accompanying notes are an integral part of the consolidated financial statements.

5

FirstMerit Corporation and Subsidiaries

Notes to Consolidated Financial Statements

September 30, 2012(Unaudited) (Dollars in thousands except per share data)

1.    Summary of Significant Accounting Policies

Basis of Presentation - FirstMerit Corporation (the “Parent Company”) is a bank holding company whose principal asset is the common stock of its wholly-owned subsidiary, FirstMerit Bank, N. A. (the “Bank”). The Parent Company’s other subsidiaries include Citizens Savings Corporation of Stark County, FirstMerit Capital Trust I, FirstMerit Community Development Corporation, FirstMerit Risk Management, Inc., and FMT, Inc. All significant intercompany balances and transactions have been eliminated in consolidation.

The accounting and reporting policies of FirstMerit Corporation and its subsidiaries (the “Corporation”) conform to generally accepted accounting principles in the United States of America (“U.S. GAAP”) and to general practices within the financial services industry.

The consolidated balance sheet at December 31, 2011 has been derived from the audited consolidated financial statements at that date. The accompanying unaudited interim financial statements reflect all adjustments (consisting only of normally recurring adjustments) that are, in the opinion of FirstMerit Corporation’s Management (“Management”), necessary for a fair statement of the results for the interim periods presented. Certain information and note disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been omitted in accordance with the rules of the Securities and Exchange Commission (“SEC”). The unaudited consolidated financial statements of the Corporation as of September 30, 2012 and 2011 are not necessarily indicative of the results that may be achieved for the full fiscal year or for any future period. These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes included in the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2011 (the “2011 Form 10-K”). Certain reclassifications of prior year’s amounts have been made to conform to the current year presentation. Such reclassifications had no effect on net earnings or equity.

There have been no significant changes to the Corporation’s accounting policies as disclosed in the Annual Report on Form 10-K for the year ended December 31, 2011.

In preparing these accompanying unaudited interim consolidated financial statements, subsequent events were evaluated through the time the consolidated financial statements were issued. No material subsequent events have occurred requiring recognition in the consolidated financial statements or disclosure in the notes to the consolidated financial statements.

Recently Adopted and Issued Accounting Standards -

FASB ASU 2011-03, Reconsideration of Effective Control for Repurchase Agreements. ASU 2011-03 removes from the assessment of effective control (1) the criterion requiring the transferor to have the ability to repurchase or redeem the financial assets on substantially the agreed terms, even in the event of default by the transferee, and (2) the collateral maintenance implementation guidance related to that criterion. Other criteria applicable to the assessment of effective control are not changed by the amendments in the update. ASU 2011-03 is effective prospectively for all transactions or modifications of existing transactions that occur on or after January 1, 2012. ASU 2011-03 did not have a significant impact on the Corporation's consolidated financial statements.

6

FASB ASU 2011-04, Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs. This amendment was issued as result of an effort to develop common fair value measurement and disclosure requirements in U.S. GAAP and International Financial Reporting Standards (“IFRSs”). While ASU 2011-04 is largely consistent with existing fair value measurement principles under U.S. GAAP, it expands the disclosure requirements for fair value measurements and clarifies the existing guidance or wording changes to align with IRFS No. 13. Many of the requirements for the amendments in ASU 2011-04 do not result in a change in the application of the requirements in ASC 820. ASU 2011-04 was effective for the Corporation on a prospective basis beginning in the quarter ended March 31, 2012. The adoption of ASU 2011-04 did not have a significant impact on the Corporation's consolidated financial statements. The newly required disclosures are incorporated into Note 12 (Fair Value Measurement).

FASB ASU 2011-05, Presentation of Comprehensive Income. ASU 2011-05 provides entities with the option to present the total of comprehensive income, the components of net income, and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. In both choices, an entity is required to present each component of net income along with total net income, each component of other comprehensive income, along with a total for other comprehensive income, and a total amount for comprehensive income. As originally issued, ASU 2011-05 required entities to present reclassification adjustments out of accumulated other comprehensive income by component in the statement in which net income is presented and the statement in which other comprehensive income is presented. This requirement was deferred by ASU 2011-12, Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items Out of Accumulated Other Comprehensive Income in Accounting Standards Update No. 2011-05. ASU 2011-05 was effective for the Corporation on a retrospective basis beginning in the quarter ended March 31, 2012. The adoption of ASU 2011-05 did not have an impact on the Corporation's financial statements as the Corporation reports comprehensive income in a single continuous statement with all of the components required by ASU 2011-05.

FASB ASU 2011-08, TestingGoodwill for Impairment. ASU 2011-08 amends the guidance in ASC 350-20 on testing goodwill for impairment and provides the option of performing a qualitative assessment of whether it is more likely than not that a reporting unit's fair value is less than its carrying amount, before applying the current two-step goodwill impairment test. If the entity determines that the fair value of the reporting unit is more likely than not less than the carrying amount, the two-step impairment test would be required. Otherwise, the entity would not need to apply the two-step test. ASU 2011-08 is effective for annual and interim goodwill impairment tests performed for fiscal years beginning after December 15, 2011. The Corporation has not had to test goodwill for impairment since ASU 2011-08 became effective for the Corporation, January 1, 2012. ASU 2011-08 is not expected to have a significant impact on the Corporation's consolidated financial statements.

FASB ASU 2011-11, Disclosures about Offsetting Assets and Liabilities. ASU 2011-11 amends the guidance in ASC 210, Balance Sheet, to require an entity to disclose information about offsetting and related arrangements to enable users of an entity's financial statements to evaluate the effect or potential effect of netting arrangements with certain financial instruments and derivative instruments. The amendments are effective for annual reporting periods beginning on or after January 1, 2013, with retrospective application to the disclosures of all comparative periods presented. The Corporation has not completed evaluating the impact of ASU 2011-11 on its consolidated financial statements.

FASB ASU 2012-06, Business Combinations: Subsequent Accounting for an Indemnification Asset Recognized at the Acquisition Date as a Result of a Government-Assisted Acquisition of a Financial Institution (a consensus of the FASB Emerging Issues Task Force). ASU 2012-06 amends the guidance in ASU 805-20 on

7

the recognition of an indemnification asset as a result of a government-assisted acquisition of a financial institution when a subsequent change in the cash flows expected to be collected on the indemnification asset occurs (as a result of a change in cash flows expected to be collected on the assets subject to indemnification). A subsequent change in the measurement of the indemnification asset is to be accounted for on the same basis as the change in the assets subject to indemnification. Any amortization of changes in value are limited to the contractual term of the indemnification agreement (that is, the lesser of the term of the indemnification agreement and the remaining life of the indemnified assets). The amendments in ASU 2012-06 are effective for fiscal years, and interim periods within those years, beginning on or after December 15, 2012. Early adoption is permitted. The Corporation currently applies the accounting as described within ASU 2012-06, therefore, ASU 2012-06 will not have an impact on its consolidated financial statements.

8

2. Restructuring

During the quarter ended June 30, 2012, Management announced its implementation plans to enhance the operating efficiency and profitability of the Corporation. The efficiency initiative is a long-term plan to optimize service channels and lower the overall cost structure. It includes the elimination of assistant branch manager positions and closing of eight full service branches. As a result of the initiative, the Corporation estimated that it would reduce its workforce by approximately 340 positions. The elimination of the assistant branch manager positions represent the majority of those reductions. The majority of these positions were eliminated as of June 30, 2012. Management expects to complete its reduction in workforce by December 31, 2012. All branch closures occurred in the quarter ended September 30, 2012.

During the quarter ended September 30, 2012, the Corporation recognized the balance of estimated restructuring costs of $0.5 million which primarily consisted of costs associated with the closing of the branches. The following table summarizes the restructuring activity, including the reserves established and the total amount expected to be incurred.

	Employee Separation			Contract Termination			Long-Lived Asset Charges		Other			Total
Total expected restructuring charge	$	3,254		$	415		$	337	$	200		$	4,206
Balance at June 30, 2012	$	1,443		$	—		$	—	$	—		$	1,443
Charge to expense	—			415			—		38			453
Cash payments	(1,128		)	(168		)	—		(38		)	(1,334		)
Noncash utilization	—			—			—		—			—
Balance at September 30, 2012	$	315		$	247		$	—	$	—		$	562
Remaining expected restructuring charge	$	—		$	—		$	—	$	—		$	—

Severance expense of $3.3 million was recognized in the quarter ended June 30, 2012. The remaining obligation related to employee separation costs is included in accrued taxes, expenses and other liabilities in the accompanying unaudited consolidated balance sheets as of September 30, 2012.

The Corporation recognized $5.2 million in professional service fees in the quarter ended June 30, 2012 related to the efficiency initiative which was reported in professional services in the accompanying unaudited consolidated statements of comprehensive income. Other costs include costs related to closing the branches and other expenditures associated with the Corporation's restructuring initiative and are expensed as incurred.

3.    Business Combinations

Citizens Republic Bancorp, Inc. – Merger Agreement

On September 12, 2012, the Corporation and Citizens Republic Bancorp, Inc. (“Citizens”), a Michigan corporation, entered into an Agreement and Plan of Merger (the “Merger Agreement”).

The Merger Agreement provides that Citizens will merge with and into the Corporation (the “Merger”) and each share of Citizens common stock will be canceled and converted into the right to receive 1.37 shares of the Corporation's common stock (except that any shares of Citizens common stock that are owned by Citizens, the Corporation or any of their respective subsidiaries, other than in a fiduciary capacity, will be canceled without any consideration therefor). Each outstanding option to acquire, and each outstanding equity award relating to, one share of Citizens' common stock will be converted into an option to acquire, or an equity award

9

relating to, 1.37 shares of the Corporation's common stock, as applicable. As a result of the Merger, the former shareholders of Citizens will become shareholders of the Corporation. At the effective time of the Merger, the Fixed Rate Cumulative Perpetual Preferred Stock, Series A, of Citizens issued to the United States Treasury as part of the Troubled Assets Relief Program (the “TARP Preferred”), will be canceled and converted into the right to receive cash in the aggregate amount equal to the liquidation preference of the TARP Preferred plus all accrued, accumulated and unpaid dividends thereon.

The Merger Agreement provides that upon completion of the Merger, the Corporation will increase its board of directors by two directors. The new directorships will be filled with current members of the Citizens board as recommended by the Citizens board, and the recommended directors must be reasonably acceptable to the Corporation’s board.

The Corporation and Citizens have each made customary representations, warranties and covenants in the Merger Agreement, including, among others, covenants to conduct their businesses in the ordinary course between the execution of the Merger Agreement and the completion of the Merger and covenants not to engage in certain kinds of transactions during that period.

Consummation of the Merger is subject to customary conditions, including, among others, (i) approval of the stockholders of each of the Corporation and Citizens, (ii) absence of any material adverse effect, (iii) absence of any order or injunction prohibiting the consummation of the Merger, (iv) the registration statement of the Corporation filed on Form S-4 having become effective, (v) shares of the Corporation's common stock to be issued in connection with the Merger having been approved for listing on the Nasdaq Stock Market, (vi) subject to certain exceptions, the accuracy of representations and warranties with respect to the Corporation's and Citizens’ business, as applicable, (vii) compliance with the Corporation’s and Citizens’ respective covenants, (viii) receipt of customary tax opinions, (ix) receipt of all required regulatory approvals from, among others, various banking regulators and the United States Treasury, and (x) no materially adverse condition or restriction is included in any such regulatory approval.

The Merger Agreement contains certain termination rights for both FirstMerit and Citizens, and further provides that, upon termination of the Merger Agreement under specified circumstances, a party would be required to pay to the other party a termination fee of $37.5 million and the other party’s fees and expenses.

The Merger Agreement has been filed as an exhibit to this report to provide security holders with information regarding its terms. It is not intended to provide any other factual information about the Corporation, Citizens or their respective subsidiaries and affiliates. The Merger Agreement contains representations and warranties by each of the parties to the Merger Agreement. These representations and warranties were made solely for the benefit of the other party to the Merger Agreement and (a) are not intended to be treated as categorical statements of fact, but rather as a way of allocating risk to one of the parties if those statements prove to be inaccurate, (b) may have been qualified in the Merger Agreement by confidential disclosure schedules that were delivered to the other party in connection with the signing of the Merger Agreement, which disclosure schedules contain information that modifies, qualifies and creates exceptions to the representations, warranties and covenants set forth in the Merger Agreement, (c) may be subject to standards of materiality applicable to the parties that differ from what might be viewed as material to stockholders and (d) were made only as of the date of the Merger Agreement or such other date or dates as may be specified in the Merger Agreement. Moreover, information concerning the subject matter of the representations, warranties and covenants may change after the date of the Merger Agreement, which subsequent information may or may not be fully reflected in public disclosures by the Corporation or Citizens. Accordingly, the representations, warranties and covenants or any descriptions thereof as characterizations of the actual state of facts or condition of the Corporation or Citizens should not be relied upon.

10

Midwest Bank and Trust Company – FDIC Assisted Acquisition

On May 14, 2010, the Bank entered into a purchase and assumption agreement with a loss share arrangement with the Federal Deposit Insurance Corporation ("FDIC"), as receiver of Midwest Bank and Trust Company (“Midwest”), a wholly-owned subsidiary of Midwest Bank Holdings, Inc., to acquire substantially all of the loans and certain other assets and assume substantially all of the deposits and certain liabilities in a whole-bank acquisition of Midwest, a full-service commercial bank located in the greater Chicago, Illinois area. The Bank made a cash payment to the FDIC of approximately $227.5 million to assume the net assets.

The acquisition of the net assets of Midwest constituted a business combination and, accordingly, were recorded at their estimated fair values on the date of acquisition. The estimated fair value of the liabilities assumed and cash payment made to the FDIC exceeded the revised fair value of assets acquired, resulting in recognition of goodwill of $272.1 million.

George Washington Savings Bank – FDIC Assisted Acquisition

On February 19, 2010, the Bank entered into a purchase and assumption agreement with a loss share arrangement with the FDIC as receiver of George Washington Savings Bank (“George Washington”), the subsidiary of George Washington Savings Bancorp, to acquire certain assets and assume substantially all of the deposits and certain liabilities in a whole-bank acquisition of George Washington, a full service Illinois-chartered savings bank headquartered in Orland Park, Illinois. The Bank received a cash payment from the FDIC of approximately $40.2 million to assume the net liabilities.

The purchased assets and liabilities assumed were recorded at their estimated fair values on the date of acquisition. The estimated fair value of assets acquired, intangible assets and the cash payment received from the FDIC exceeded the estimated fair value of the liabilities assumed, resulting in a bargain purchase gain of $1.0 million or $0.7 million net of tax.

First Bank Branches

On February 19, 2010, the Bank completed the acquisition of certain assets and the assumption of certain liabilities with respect to 24 branches of First Banks, Inc. (“First Bank”) located in the greater Chicago, Illinois area. This acquisition was accounted for under the acquisition method in accordance with ASC 805, Business Combinations (“ASC 805”).

All loans acquired in the First Bank acquisition were performing as of the date of acquisition. The difference between the fair value and the outstanding principal balance of the purchased loans is being accreted to interest income over the remaining term of the loans in accordance with ASC 310, Receivables (“ASC 310”).

Additional information on these three acquisitions can be found in Note 5 (Loans), Note 7 (Goodwill and Other Intangible Assets) and Note 12 (Fair Value Measurement).

4.    Investment Securities

The following tables provide the amortized cost and fair value for the major categories of held-to-maturity and available-for-sale securities. Held-to-maturity securities are carried at amortized cost, which reflects historical cost, adjusted for amortization of premiums and accretion of discounts. Available-for-sale

11

securities are carried at fair value with net unrealized gains or losses reported on an after-tax basis as a component of other comprehensive income in the statements of comprehensive income and shareholders’ equity.

	September 30, 2012
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Securities available for sale
Debt Securities
U.S. government agency debentures	$	35,109	$	28	$	—		$	35,137
U.S. States and political subdivisions	241,436		17,003		(21		)	258,418
Residential mortgage-backed securities:
U.S. government agencies	1,216,671		61,160		—			1,277,831
Commercial mortgage-backed securities:
U.S. government agencies	15,434		233		—			15,667
Residential collateralized mortgage-backed securities:
U.S. government agencies	1,188,072		17,836		(383		)	1,205,525
Non-agency	12		—		—			12
Commercial collateralized mortgage-backed securities:
U.S. government agencies	66,316		2,349		—			68,665
Corporate debt securities	61,527		—		(14,034		)	47,493
Total debt securities	2,824,577		98,609		(14,438		)	2,908,748
Marketable equity securities	3,245		—		—			3,245
Total securities available for sale	$	2,827,822	$	98,609	$	(14,438	)	$	2,911,993
Securities held to maturity
Debt Securities
U.S. States and political subdivisions	$	262,091	$	6,946	$	(17	)	$	269,020
Commercial mortgage-backed securities:
U.S. government agency obligations	33,149		792		—			33,941
Residential collateralized mortgage-backed securities:
U.S. government agencies	129,265		396		—			129,661
Commercial collateralized mortgage obligations:
U.S. government agency obligations	98,961		1,054		—			100,015
Corporate debt securities	97,165		1,435		—			98,600
Total securities held to maturity	$	620,631	$	10,623	$	(17	)	$	631,237

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	December 31, 2011
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Securities available for sale
Debt Securities
U.S. government agency debentures	$	122,711	$	358	$	—		$	123,069
U.S. States and political subdivisions	334,916		22,865		(50		)	357,731
Residential mortgage-backed securities:
U.S. government agencies	1,407,345		53,129		(131		)	1,460,343
Residential collateralized mortgage-backed securities:
U.S. government agencies	1,115,832		22,058		(55		)	1,137,835
Non-agency	43,225		82		—			43,307
Commercial collateralized mortgage-backed securities:
U.S. government agencies	127,624		1,648		(145		)	129,127
Corporate debt securities	115,947		276		(17,381		)	98,842
Total debt securities	3,267,600		100,416		(17,762		)	3,350,254
Marketable equity securities	3,299		—		—			3,299
Total securities available for sale	$	3,270,899	$	100,416	$	(17,762	)	$	3,353,553
Securities held to maturity
Debt Securities
U.S. States and political subdivisions	$	82,764	$	2,348	$	—		$	85,112
Total securities held to maturity	$	82,764	$	2,348	$	—		$	85,112

	September 30, 2011
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Securities available for sale
Debt Securities
U.S. government agency debentures	$	203,148	$	590	$	(20	)	$	203,718
U.S. States and political subdivisions	298,140		16,426		(125		)	314,441
Residential mortgage-backed securities:
U.S. government agencies	1,419,808		61,416		(2		)	1,481,222
Residential collateralized mortgage-backed securities:
U.S. government agencies	1,080,627		23,327		(45		)	1,103,909
Non-agency	44,715		139		—			44,854
Corporate debt securities	61,474		—		(15,287		)	46,187
Total debt securities	3,107,912		101,898		(15,479		)	3,194,331
Marketable equity securities	3,715		—		—			3,715
Total securities available for sale	$	3,111,627	$	101,898	$	(15,479	)	$	3,198,046
Securities held to maturity
Debt Securities
U.S. States and political subdivisions	$	92,214	$	2,707	$	—		$	94,921
Total securities held to maturity	$	92,214	$	2,707	$	—		$	94,921

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Federal Reserve Bank (“FRB”) and Federal Home Loan Bank (“FHLB”) stock constitute the majority of other investments on the consolidated balance sheets.

	September 30, 2012		December 31, 2011		September 30, 2011
FRB stock	$	21,045	$	21,003	$	20,804
FHLB stock	119,145		119,145		139,398
Other	540		578		591
Total other investments	$	140,730	$	140,726	$	160,793

FRB and FHLB stock is classified as a restricted investment, carried at cost and valued based on the ultimate recoverability of par value. Cash and stock dividends received on the stock are reported as interest income. There are no identified events or changes in circumstances that may have a significant adverse effect on these investments carried at cost.

Securities with a carrying value of $1.9 billion, $1.9 billion and $2.2 billion as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively, were pledged to secure trust and public deposits and securities sold under agreements to repurchase and for other purposes required or permitted by law.

Gross Unrealized Losses and Fair Value

The following table presents the gross unrealized losses and fair value of securities in the securities available-for-sale portfolio by length of time that individual securities in each category had been in a continuous loss position.

	September 30, 2012
	Less than 12 months						12 months or longer						Total
	Fair Value		Unrealized Losses			Number of Impaired Securities	Fair Value		Unrealized Losses			Number of Impaired Securities	Fair Value		Unrealized Losses
Debt Securities
U.S. government agency debentures	$	—	$	—		—	$	—	$	—		—	$	—	$	—
U.S. States and political subdivisions	3,560		(21		)	8	—		—			—	3,560		(21		)
Residential mortgage-backed securities:
U.S. government agencies	—		—			—	14		—			1	14		—
Commercial mortgage-backed securities:
U.S. government agencies	—		—			—	—		—			—	—		—
Residential collateralized mortgage-backed securities:
U.S. government agencies	121,427		(379		)	8	1,581		(4		)	1	123,008		(383		)
U.S. non agencies	—		—			—	2		—			1	2		—
Commercial collateralized mortgage-backed securities:
U.S. government agencies	—		—			—	—		—			—	—		—
Corporate debt securities	—		—			—	47,493		(14,034		)	8	47,493		(14,034		)
Total temporarily impaired securities	$	124,987	$	(400	)	16	$	49,090	$	(14,038	)	11	$	174,077	$	(14,438	)

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	December 31, 2011
	Less than 12 months						12 months or longer						Total
	Fair Value		Unrealized Losses			Number of Impaired Securities	Fair Value		Unrealized Losses			Number of Impaired Securities	Fair Value		Unrealized Losses
Debt Securities
U.S. States and political subdivisions	$	5,249	$	(50	)	6	$	—	$	—		—	$	5,249	$	(50	)
Residential mortgage-backed securities:
U.S. government agencies	40,020		(129		)	4	149		(2		)	1	40,169		(131		)
Residential collateralized mortgage-backed securities:
U.S. government agencies	48,003		(55		)	6	—		—			—	48,003		(55		)
Non-agency	—		—			—	2		—			1	2		—
Commercial collateralized mortgage-backed securities:
U.S. government agencies	30,227		(145		)	2	—		—			—	30,227		(145		)
Corporate debt securities	24,846		(127		)	8	44,234		(17,254		)	8	69,080		(17,381		)
Total temporarily impaired securities	$	148,345	$	(506	)	26	$	44,385	$	(17,256	)	10	$	192,730	$	(17,762	)

	September 30, 2011
	Less than 12 months						12 months or longer						Total
	Fair Value		Unrealized Losses			Number of Impaired Securities	Fair Value		Unrealized Losses			Number of Impaired Securities	Fair Value		Unrealized Losses
Debt Securities
U.S. government agency debentures	$	15,032	$	(20	)	1	$	—	$	—		—	$	15,032	$	(20	)
U.S. States and political subdivisions	16,180		(102		)	18	648		(23		)	1	16,828		(125		)
Residential mortgage-backed securities:
U.S. government agencies	—		—			—	174		(2		)	2	174		(2		)
Residential collateralized mortgage-backed securities:
U.S. government agencies	21,505		(45		)	3	—		—			—	21,505		(45		)
Corporate debt securities	—		—			—	46,187		(15,287		)	8	46,187		(15,287		)
Total temporarily impaired securities	$	52,717	$	(167	)	22	$	47,009	$	(15,312	)	11	$	99,726	$	(15,479	)

At least quarterly, the Corporation conducts a comprehensive security-level impairment assessment on all securities in an unrealized loss position to determine if other-than-temporary impairment (“OTTI”) exists. An unrealized loss exists when the current fair value of an individual security is less than its amortized cost basis. Under the current OTTI accounting model for debt securities, an OTTI loss must be recognized for a debt security in an unrealized loss position if the Corporation intends to sell the security or it is more likely than not that the Corporation will be required to sell the security before recovery of its amortized cost basis. In this situation, the amount of loss recognized in income is equal to the difference between the fair value and the amortized cost basis of the security. Even if the Corporation does not expect to sell the security, the Corporation must evaluate the expected cash flows to be received to determine if a credit loss has occurred. In the event of a credit loss, only the amount of impairment associated with the credit loss is recognized in income. The portion of the unrealized loss relating to other factors, such as liquidity conditions in the market or changes in market interest rates, is recorded in other comprehensive income. Equity securities are also evaluated to determine whether the unrealized loss is expected to be recoverable based on whether evidence exists to support a

15

realizable value equal to or greater than the amortized cost basis. If it is probable that the Corporation will not recover the amortized cost basis, taking into consideration the estimated recovery period and its ability to hold the equity security until recovery, OTTI is recognized.

The security-level assessment is performed on each security, regardless of the classification of the security as available for sale or held to maturity. The assessments are based on the nature of the securities, the financial condition of the issuer, the extent and duration of the securities, the extent and duration of the loss and whether Management intends to sell or it is more likely than not that it will be required to sell a security before recovery of its amortized cost basis, which may be maturity. For those securities for which the assessment shows the Corporation will recover the entire cost basis, Management does not intend to sell these securities and it is not more likely than not that the Corporation will be required to sell them before the anticipated recovery of the amortized cost basis, the gross unrealized losses are recognized in other comprehensive income, net of tax.

As of September 30, 2012, gross unrealized losses are concentrated within corporate debt securities and is composed of eight, single issuer, trust preferred securities with stated maturities. Such investments are less than 2% of the fair value of the entire investment portfolio. None of the corporate issuers have deferred paying dividends on their issued trust preferred shares in which the Corporation is invested. The fair values of these investments have been impacted by market conditions that have caused risk premiums to increase, resulting in the decline in the fair value of the trust preferred securities. Management believes the Corporation will fully recover the cost of these securities, it does not intend to sell these securities and it is not more likely than not that it will be required to sell them before the anticipated recovery of the remaining amortized cost basis, which may be maturity. As a result, Management concluded that these securities were not OTTI at September 30, 2012 and has recognized the total amount of the impairment in other comprehensive income, net of tax.

Realized Gains and Losses

The following table shows the proceeds from sales of available-for-sale securities and the gross realized gains and losses on those sales that have been included in earnings. Gains or losses on the sales of available-for-sale securities are recognized upon sale and are determined using the specific identification method.

	Three Months Ended September 30,					Nine Months Ended September 30,
	2012		2011			2012		2011
Proceeds	$	29,735	$	179,133		$	190,813	$	182,781
Realized gains	553		4,473			1,361		5,418
Realized losses	—		(71		)	—		(127		)
Net securities gains	$	553	$	4,402		$	1,361	$	5,291

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Contractual Maturity of Debt Securities

The following table shows the remaining contractual maturities and contractual yields of debt securities held-to-maturity and available-for-sale as of September 30, 2012. Estimated lives on mortgage-backed securities may differ from contractual maturities as issuers may have the right to call or prepay obligations with or without call or prepayment penalties.

	U.S. Government agency debentures			U.S. States and political subdivisions obligations			Residential mortgage-backed securities - U.S govt. agency obligations			Commercial mortgage-backed securities - U.S govt. agency obligations			Residential collateralized mortgage obligations - U.S. govt. agency obligations			Residential collateralized mortgage obligations - non - U.S. govt. agency issued			Commercial collateralized mortgage obligations - U.S. govt. agency obligations			Corporate debt securities			Total			Weighted Average Yield
Securities Available for Sale
Remaining maturity:
One year or less	$	35,137		$	7,322		$	4,032		$	5,073		$	62,769		$	—		$	—		$	—		$	114,333		2.68	%
Over one year through five years	—			27,234			1,265,886			—			1,111,218			12			63,358			—			2,467,708			2.55	%
Over five years through ten years	—			177,836			7,913			10,594			31,538			—			5,307			—			233,188			4.74	%
Over ten years	—			46,026			—			—			—			—			—			47,493			93,519			2.74	%
Fair Value	$	35,137		$	258,418		$	1,277,831		$	15,667		$	1,205,525		$	12		$	68,665		$	47,493		$	2,908,748		2.74	%
Amortized Cost	$	35,109		$	241,436		$	1,216,671		$	15,434		$	1,188,072		$	12		$	66,316		$	61,527		$	2,824,577
Weighted-Average Yield	0.73		%	5.37		%	2.98		%	1.75		%	2.14		%	3.81		%	2.13		%	1.09		%	2.74		%
Weighted-Average Maturity	0.14			7.83			3.02			4.00			2.94			1.92			4.35			15.06			3.66
Securities Held to Maturity
Remaining maturity:
One year or less	$	—		$	45,126		$	—		$	—		$	—		$	—		$	—		$	—		$	45,126		1.61	%
Over one year through five years	—			15,116			—			—			129,661			—			21,160			33,529			199,466			2.17	%
Over five years through ten years	—			30,309			—			33,941			—			—			78,855			65,071			208,176			2.81	%
Over ten years	—			178,469			—			—			—			—			—			—			178,469			5.14	%
Fair Value	$	—		$	269,020		$	—		$	33,941		$	129,661		$	—		$	100,015		$	98,600		$	631,237		3.18	%
Amortized Cost	$	—		$	262,091		$	—		$	33,149		$	129,265		$	—		$	98,961		$	97,165		$	620,631
Weighted-Average Yield	—		%	5.10		%	—		%	1.42		%	1.89		%	—		%	2.91		%	2.23		%	3.18		%
Weighted-Average Maturity	—			13.48			—			6.03			2.70			—			6.86			5.29			7.35

5.    Loans

Total noncovered and covered loans outstanding as of September 30, 2012, December 31, 2011 and September 30, 2011 were as follows:

	September 30, 2012			December 31, 2011			September 30, 2011
Commercial	$	5,511,678		$	5,107,747		$	5,018,857
Residential mortgage	439,062			413,664			397,309
Installment	1,321,081			1,263,665			1,271,327
Home equity	789,743			743,982			743,377
Credit card	143,918			146,356			142,710
Leases	110,938			73,530			57,992
Total noncovered loans (a)	8,316,420			7,748,944			7,631,572
Allowance for noncovered loan losses	(98,942		)	(107,699		)	(109,187		)
Net noncovered loans	8,217,478			7,641,245			7,522,385
Covered loans (b)	1,174,929			1,497,140			1,647,218
Allowance for covered loan losses	(43,644		)	(36,417		)	(34,603		)
Net covered loans	1,131,285			1,460,723			1,612,615
Net loans	$	9,348,763		$	9,101,968		$	9,135,000

(a) Includes acquired, noncovered loans of $56.0 million, $113.2 million and $178.0 million as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively.

(b) Includes loss share receivable of $131.9 million, $205.7 million and $220.5 million as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively.

17

Originated loans are presented net of deferred loan origination fees and costs, which amounted to $5.8 million, $6.0 million and $5.8 million at September 30, 2012, December 31, 2011 and September 30, 2011, respectively. Acquired loans, including covered loans, are recorded at fair value as of the date of purchase with no allowance for loan loss. As discussed in Note 3 (Business Combinations), the Bank acquired loans with a fair value of $275.6 million on February 19, 2010 in its acquisition of the First Bank branches, and $177.8 million on February 19, 2010 and $1.8 billion on May 14, 2010 in conjunction with the FDIC-assisted acquisitions of George Washington and Midwest, respectively. The loans that were acquired in these FDIC-assisted transactions are covered by loss sharing agreements that afford the Bank significant loss protection. Loans covered under loss sharing agreements, including the amounts of expected reimbursements from the FDIC under these agreements, are reported as covered loans in the accompanying consolidated balance sheets. Changes in the loss share receivable associated with covered loans for the three and nine months endedSeptember 30, 2012 and 2011 were as follows:

	Three Months Ended						Nine Months Ended
	September 30, 2012			September 30, 2011			September 30, 2012			September 30, 2011
Balance at beginning of period	$	152,615		$	239,424		$	205,664		$	288,605
Accretion	(8,401		)	(9,322		)	(26,935		)	(30,821		)
Increase due to impairment	1,484			8,224			12,601			31,077
FDIC reimbursement	(12,597		)	(14,493		)	(50,678		)	(62,895		)
Covered loans paid in full	(1,229		)	(3,362		)	(8,780		)	(5,495		)
Balance at end of the period	$	131,872		$	220,471		$	131,872		$	220,471

Acquired Loans

The Corporation evaluates acquired loans for impairment in accordance with the provisions of ASC 310-30, Loans and Debt Securities Acquired with Deteriorated Credit Quality (“ASC 310-30”). Acquired loans are considered impaired if there is evidence of credit deterioration since origination and if it is probable that not all contractually required payments will be collected. Acquired impaired loans are not classified as nonperforming assets as the loans are considered to be performing under ASC 310-30.

All loans acquired in the First Bank acquisition were performing as of the date of acquisition. The difference between the fair value and the outstanding principal balance of the First Bank acquired loans is being accreted to interest income over the remaining term of the loans.

The Corporation has elected to account for all loans acquired in the George Washington and Midwest acquisitions under ASC 310-30 (“Acquired Impaired Loans”) except for $162.6 million of acquired loans with revolving privileges, which are outside the scope of this guidance and which are being accounted for in accordance with ASC 310 (“Acquired Non-Impaired Loans”). The outstanding balance, including contractual principal, interest, fees and penalties, of all covered loans accounted for in accordance with ASC 310-30 was $1.3 billion, $1.6 billion and $1.7 billion as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively.

Over the life of the loans acquired and considered to be impaired under ASC 310-30, the Corporation evaluates the remaining contractual required payments receivable and estimates cash flows expected to be collected, considering the impact of prepayments. The excess of an acquired impaired loan's contractually required payments over the amount of its undiscounted cash flows expected to be collected is referred to as the nonaccretable difference. The nonaccretable difference, which is neither accreted into income nor recorded on our consolidated balance sheet, reflects estimated future credit losses and uncollectible contractual interest expected to be incurred over the life of the acquired impaired loan. The excess of cash flows expected to be

18

collected over the carrying amount of the acquired impaired loans is referred to as the accretable yield. This amount is accreted into interest income over the remaining life of the acquired impaired loans or pools using the level yield method. The accretable yield is affected by changes in interest rate indices for variable rate loans, changes in prepayment speed assumptions and changes in expected principal and interest payments over the estimated lives of the acquired impaired loans.

The contractually required payments receivable represents the total undiscounted amount of all uncollected principal and interest payments. Contractually required payments receivable may increase or decrease for a variety of reasons, for example, when the contractual terms of the loan agreement are modified, when interest rates on variable rate loans change, or when principal and/or interest payments are received.

Cash flows expected to be collected on acquired impaired loans are estimated by incorporating several key assumptions similar to the initial estimate of fair value. These key assumptions include probability of default, loss given default, and the amount of actual prepayments after the acquisition dates. Prepayments affect the estimated life of loans and could change the amount of interest income, and possibly principal, expected to be collected. In reforecasting future estimated cash flows, credit loss expectations are adjusted as necessary. These adjustments are based, in part, on actual loss severities recognized for each loan type, as well as changes in the probability of default. For periods in which estimated cash flows are not reforecasted, the prior reporting period's estimated cash flows are adjusted to reflect the actual cash received and credit events that transpired during the current reporting period.

Changes in the carrying amount and accretable yield for Acquired Impaired Loans were as follows for the three and nine months endedSeptember 30, 2012 and 2011:

	Three Months Ended												Nine Months Ended
	September 30, 2012						September 30, 2011						September 30, 2012						September 30, 2011
	Accretable Yield			Carrying Amount			Accretable Yield			Carrying Amount			Accretable Yield			Carrying Amount			Accretable Yield			Carrying Amount
Balance at beginning of period	$	147,576		$	964,314		$	196,525		$	1,337,921		$	176,736		$	1,128,978		$	227,652		$	1,512,817
Accretion	(23,631		)	23,631			(31,120		)	31,120			(75,478		)	75,478			(101,244		)	101,244
Net Reclassifications from non-accretable to accretable	6,008			—			27,160			—			30,814			—			67,118			—
Payments received, net	—			(96,593		)	—			(114,500		)	—			(313,104		)	—			(359,520		)
Disposals	(1,929		)	—			(1,057		)	—			(4,048		)	—			(2,018		)	—
Balance at end of period	$	128,024		$	891,352		$	191,508		$	1,254,541		$	128,024		$	891,352		$	191,508		$	1,254,541

A reconciliation of the contractual required payments receivable to the carrying amount of Acquired Impaired Loans as of September 30, 2012 and 2011 is as follows:

	September 30, 2012			September 30, 2011
Contractual required payments receivable	$	1,333,127		$	1,742,815
Nonaccretable difference	(313,751		)	(296,766		)
Expected cash flows	1,019,376			1,446,049
Accretable yield	(128,024		)	(191,508		)
Carrying balance	$	891,352		$	1,254,541

Increases in expected cash flows subsequent to the acquisition are recognized prospectively through adjustment of the yield on the loans or pools over its remaining life, while decreases in expected cash flows are recognized as impairment through a provision for loan loss and an increase in the allowance for covered loan

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losses. The most recent quarterly evaluation of the remaining contractual required payments receivable and cash flows expected to be collected resulted in an overall improvement in the cash flow expectations as a result of positive changes in risk ratings, improvements in the underlying value of collateral dependent loans and actual cash flows received higher than expected. There were no significant changes from prior periods to key assumptions used in the most recent quarterly evaluation of cash flows expected to be collected.

The overall improvement in the cash flow expectations resulted in the reclassification from nonaccretable difference to accretable yield of $6.0 million during the three months ended September 30, 2012. These reclassifications resulted in yield adjustments on these loans and pools on a prospective basis to interest income. Improved cash flow expectations for loans or pools that were impaired during prior periods were recorded first as a reversal of previously recorded impairment and then as an increase in prospective yield when all previously recorded impairment has been recaptured. Additionally, the FDIC loss share receivable was also reduced by the guaranteed portion of the additional cash flows expected to be received through an increase in provision expense and a corresponding reduction in the prospective yield of the remaining loss share receivable.

The most recent quarterly evaluation of the remaining contractual required payments receivable and cash flows expected to be collected resulted in the decline in the cash flow expectations of certain loans and pools during the quarter ended September 30, 2012. The decline in expected cash flows was recorded as provision expense of $7.7 million in the quarter ended September 30, 2012 with a related increase of $1.5 million in the loss share receivable for the portion of the losses recoverable under the loss share agreements with the FDIC. This decrease in cash flows resulted in a net provision for covered loan losses of $6.2 million as in the quarter ended September 30, 2012. Further detail on impairment and provision expense related to acquired impaired loans can be found in the Note 6 (Allowance for Loan Losses).

Credit Quality Disclosures

The quality of the Corporation’s loan portfolios is assessed as a function of net credit losses, levels of nonperforming assets and delinquencies, and credit quality ratings as defined by the Corporation. These credit quality ratings are an important part of the Corporation’s overall credit risk management process and evaluation of the allowance for credit losses. See Note 6 (Allowance for Loan Losses) for further information.

Generally, loans, except for certain commercial, credit card and mortgage loans, and leases on which payments are past due for 90 days are placed on nonaccrual status, unless those loans are in the process of collection and, in Management’s opinion, are fully secured. Credit card loans on which payments are past due for 120 days are placed on nonaccrual status. When a loan is placed on nonaccrual status, interest deemed uncollectible which had been accrued in prior years is charged against the allowance for loan losses and interest deemed uncollectible accrued in the current year is reversed against interest income. Interest on mortgage loans is accrued until Management deems it uncollectible based upon the specific identification method. Payments subsequently received on nonaccrual loans are generally applied to principal. A loan is returned to accrual status when principal and interest are no longer past due and collectability is probable. This generally requires timely principal and interest payments for a minimum of six consecutive payment cycles. Loans are generally written off when deemed uncollectible or when they reach a predetermined number of days past due depending upon loan product, terms and other factors.

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The following tables provide a summary of loans by portfolio type, including the delinquency status of those loans that continue to accrue interest and those loans that are nonaccrual.

As of September 30, 2012
Legacy Loans													≥ 90 Days Past Due  and Accruing (a)
	Days Past Due						Total Past Due		Current		Total Loans					Nonaccrual Loans (b)
	30-59		60-89		≥ 90
Commercial
C&I	$	8,781	$	2,795	$	1,469	$	13,045	$	3,033,770	$	3,046,815	$	57	$	9,926
CRE	3,197		3,856		14,311		21,364		2,099,760		2,121,124		1,862		17,812
Construction	116		—		853		969		308,136		309,105		—		923
Leases	7		—		—		7		110,931		110,938		—		—
Consumer
Installment	8,884		3,430		4,834		17,148		1,301,995		1,319,143		4,439		3,267
Home Equity Lines	1,784		463		1,311		3,558		768,013		771,571		409		1,858
Credit Cards	991		556		808		2,355		141,563		143,918		393		525
Residential Mortgages	14,364		2,777		6,233		23,374		414,438		437,812		2,399		13,169
Total	$	38,124	$	13,877	$	29,819	$	81,820	$	8,178,606	$	8,260,426	$	9,559	$	47,480

Acquired Loans (Noncovered)
	Days Past Due						Total Past Due		Current		Total Loans		≥ 90 Days Past Due  and Accruing			Nonaccrual Loans
	30-59		60-89		≥ 90
Commercial
C&I	$	—	$	—	$	50	$	50	$	2,366	$	2,416	$	—	$	69
CRE	—		—		2,565		2,565		29,653		32,218		—		2,762
Consumer
Installment	50		—		—		50		1,888		1,938		—		—
Home Equity Lines	56		9		100		165		18,007		18,172		132		—
Residential Mortgages	63		—		—		63		1,187		1,250		—		—
Total	$	169	$	9	$	2,715	$	2,893	$	53,101	$	55,994	$	132	$	2,831

Covered Loans (c)													≥ 90 Days Past Due and Accruing (d)
	Days Past Due						Total Past Due		Current		Total Loans			Nonaccrual Loans (d)
	30-59		60-89		≥ 90
Commercial
C&I	$	2,962	$	973	$	27,035	$	30,970	$	131,721	$	162,691	n/a	n/a
CRE	4,965		21,919		184,067		210,951		412,323		623,274		n/a	n/a
Construction	—		998		41,325		42,323		19,453		61,776		n/a	n/a
Consumer
Installment	2,289		—		35		2,324		6,036		8,360		n/a	n/a
Home Equity Lines	1,398		435		1,981		3,814		119,364		123,178		n/a	n/a
Residential Mortgages	10,382		1,248		8,576		20,206		43,573		63,779		n/a	n/a
Total	$	21,996	$	25,573	$	263,019	$	310,588	$	732,470	$	1,043,058	n/a	n/a

(a) Installment loans 90 days or more past due and accruing include $3.1 million of loans guaranteed by the U.S. government as of September 30, 2012.

(b) Nonaccrual loans at September 30, 2012 include $10.6 million of loans resulting from consumer loans classified as troubled debt restructurings where the borrower's obligation to the Corporation has been restructured in bankruptcy.

(c) Excludes loss share receivable of $131.9 million as of September 30, 2012.

(d) Acquired impaired loans were not classified as nonperforming assets at September 30, 2012 as the loans are considered to be performing under ASC 310-30. As a result interest income, through the accretion of the difference between the carrying amount of the loans and the expected cash flows, is being recognized on all acquired impaired loans. These asset quality disclosures are, therefore, not applicable to acquired impaired loans.

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As of December 31, 2011
Legacy Loans							Total Past Due		Current		Total Loans		≥ 90 Days Past Due  and Accruing (a)		Nonaccrual Loans
	Days Past Due
	30-59		60-89		≥ 90
Commercial
C&I	$	1,521	$	940	$	5,490	$	7,951	$	2,740,751	$	2,748,702	$	465	$	9,266
CRE	6,187		4,819		29,976		40,982		1,951,211		1,992,193		984		36,025
Construction	39		—		7,837		7,876		269,459		277,335		609		7,575
Leases	—		—		—		—		73,530		73,530		—		—
Consumer
Installment	11,531		3,388		5,167		20,086		1,241,059		1,261,145		4,864		624
Home Equity Lines	2,627		778		1,241		4,646		720,045		724,691		796		1,102
Credit Cards	1,090		707		1,019		2,816		143,540		146,356		403		622
Residential Mortgages	11,778		2,059		9,719		23,556		388,268		411,824		3,252		6,468
Total	$	34,773	$	12,691	$	60,449	$	107,913	$	7,527,863	$	7,635,776	$	11,373	$	61,682

Acquired Loans (Noncovered)							Total Past Due		Current		Total Loans		≥ 90 Days Past Due  and Accruing		Nonaccrual Loans
	Days Past Due
	30-59		60-89		≥ 90
Commercial
C&I	$	—	$	—	$	66	$	66	$	26,708	$	26,774	$	—	$	69
CRE	—		452		1,675		2,127		60,616		62,743		—		2,880
Consumer
Installment	—		—		1		1		2,519		2,520		1		—
Home Equity Lines	67		—		1		68		19,223		19,291		2		—
Residential Mortgages	—		—		—		—		1,840		1,840		—		—
Total	$	67	$	452	$	1,743	$	2,262	$	110,906	$	113,168	$	3	$	2,949

Covered Loans (b)							Total Past Due		Current		Total Loans		≥ 90 Days Past Due  and Accruing (c)	Nonaccrual Loans (c)
	Days Past Due
	30-59		60-89		≥ 90
Commercial
C&I	$	7,451	$	2,137	$	25,801	$	35,389	$	162,150	$	197,539	n/a	n/a
CRE	20,379		12,895		170,795		204,069		573,779		777,848		n/a	n/a
Construction	4,206		1,674		57,978		63,858		26,051		89,909		n/a	n/a
Consumer
Installment	24		25		60		109		10,013		10,122		n/a	n/a
Home Equity Lines	2,656		1,094		1,088		4,838		136,710		141,548		n/a	n/a
Residential Mortgages	14,106		164		14,254		28,524		45,986		74,510		n/a	n/a
Total	$	48,822	$	17,989	$	269,976	$	336,787	$	954,689	$	1,291,476	n/a	n/a

(a) Installment loans 90 days or more past due and accruing include $3.0 million of loans guaranteed by the U.S. government as of December 31, 2011.

(b) Excludes loss share receivable of $205.7 million as of December 31, 2011.

(c) Acquired impaired loans were not classified as nonperforming assets at December 31, 2011 as the loans are considered to be performing under ASC 310-30. As a result interest income, through the accretion of the difference between the carrying amount of the loans and the expected cash flows, is being recognized on all acquired impaired loans. These asset quality disclosures are, therefore, not applicable to acquired impaired loans.

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As of September 30, 2011
Legacy Loans													≥ 90 Days Past Due  and Accruing
	Days Past Due						Total Past Due		Current		Total Loans				Nonaccrual Loans
	30-59		60-89		≥ 90
Commercial
C&I	$	12,639	$	6,255	$	5,361	$	24,255	$	2,633,735	$	2,657,990	$	123	$	6,096
CRE	5,145		11,030		33,003		49,178		1,907,048		1,956,226		—		39,560
Construction	779		1,719		8,943		11,441		241,137		252,578		—		10,580
Leases	—		—		—		—		57,992		57,992		—		—
Consumer
Installment	9,090		4,225		5,052		18,367		1,249,676		1,268,043		1,125		438
Home Equity Lines	2,474		731		922		4,127		718,494		722,621		922		753
Credit Cards	1,222		701		771		2,694		140,016		142,710		357		614
Residential Mortgages	9,687		2,412		7,648		19,747		375,706		395,453		1,481		6,166
Total	$	41,036	$	27,073	$	61,700	$	129,809	$	7,323,804	$	7,453,613	$	4,008	$	64,207

Acquired Loans (Noncovered)													≥ 90 Days Past Due  and Accruing
	Days Past Due						Total Past  Due		Current		Total Loans				Nonaccrual Loans
	30-59		60-89		≥ 90
Commercial
C&I	$	448	$	—	$	138	$	586	$	43,682	$	44,268	$	—	$	138
CRE	1,746		1,696		3,284		6,726		101,069		107,795		394		3,558
Consumer
Installment	1		—		—		1		3,283		3,284		—		—
Home Equity Lines	—		37		1		38		20,718		20,756		1		—
Residential Mortgages	78		—		—		78		1,778		1,856		—		—
Total	$	2,273	$	1,733	$	3,423	$	7,429	$	170,530	$	177,959	$	395	$	3,696

Covered Loans (b)													≥ 90 Days Past Due  and Accruing(c)
	Days Past Due						Total Past Due		Current		Total Loans			Nonaccrual Loans (c)
	30-59		60-89		≥ 90
Commercial
C&I	$	3,913	$	2,108	$	32,491	$	38,512	$	178,882	$	217,394	n/a	n/a
CRE	17,486		11,963		198,957		228,406		649,812		878,218		n/a	n/a
Construction	913		1,346		68,016		70,275		29,779		100,054		n/a	n/a
Consumer
Installment	505		136		42		683		10,455		11,138		n/a	n/a
Home Equity Lines	500		896		979		2,375		143,757		146,132		n/a	n/a
Residential Mortgages	14,807		1,062		9,364		25,233		48,578		73,811		n/a	n/a
Total	$	38,124	$	17,511	$	309,849	$	365,484	$	1,061,263	$	1,426,747	n/a	n/a

(a) Installment loans 90 days or more past due and accruing include $2.6 million of loans guaranteed by the U.S. government as of September 30, 2011.

(b) Excludes loss share receivable of $220.5 million as of September 30, 2011.

(c) Acquired impaired loans were not classified as nonperforming assets at September 30, 2011 as the loans are considered to be performing under ASC 310-30. As a result interest income, through the accretion of the difference between the carrying amount of the loans and the expected cash flows, is being recognized on all acquired impaired loans. These asset quality disclosures are, therefore, not applicable to acquired impaired loans.

Individual commercial loans are assigned credit risk grades based on an internal assessment of conditions that affect a borrower’s ability to meet its contractual obligation under the loan agreement. The assessment process includes reviewing a borrower’s current financial information, historical payment experience, credit documentation, public information, and other information specific to each borrower. Commercial loans are reviewed on an annual, quarterly or rotational basis or as Management becomes aware of

23

information during a borrower’s ability to fulfill its obligation.

The credit-risk grading process for commercial loans is summarized as follows:

“Pass” Loans (Grades 1, 2, 3, 4) are not considered a greater than normal credit risk. Generally, the borrowers have the apparent ability to satisfy obligations to the bank, and the Corporation anticipates insignificant uncollectible amounts based on its individual loan review.

“Special-Mention” Loans (Grade 5) are commercial loans that have identified potential weaknesses that deserve Management’s close attention. If left uncorrected, these potential weaknesses may result in noticeable deterioration of the repayment prospects for the asset or in the institution’s credit position.

“Substandard” Loans (Grade 6) are inadequately protected by the current financial condition and paying capacity of the obligor or by any collateral pledged. Loans so classified have a well-defined weakness or weaknesses that may jeopardize the liquidation of the debt pursuant to the contractual principal and interest terms. Such loans are characterized by the distinct possibility that the Corporation may sustain some loss if the deficiencies are not corrected.

“Doubtful” Loans (Grade 7) have all the weaknesses inherent in those classified as substandard, with the added characteristic that existing facts, conditions, and values make collection or liquidation in full highly improbable. Such loans are currently managed separately to determine the highest recovery alternatives.

“Loss” Loans (Grade 8) are considered uncollectible and of such little value that their continuance as bankable assets is not warranted. These loans are charged off when loss is identified.

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The following tables provide a summary of loans by portfolio type and the Corporation’s internal credit quality rating:

As of September 30, 2012
Legacy Loans
	Commercial
	C&I		CRE		Construction		Leases
Grade 1	$	37,327	$	—	$	—	$	13,785
Grade 2	105,504		3,170		—		190
Grade 3	573,561		278,017		19,312		8,857
Grade 4	2,213,241		1,709,667		282,438		87,259
Grade 5	60,544		53,980		2,893		514
Grade 6	56,638		76,290		4,462		333
Grade 7	—		—		—		—
	$	3,046,815	$	2,121,124	$	309,105	$	110,938

Acquired Loans (Noncovered)
	Commercial
	C&I		CRE		Construction		Leases
Grade 1	$	—	$	—	$	—	$	—
Grade 2	—		—		—		—
Grade 3	—		—		—		—
Grade 4	2,095		28,590		—		—
Grade 5	259		675		—		—
Grade 6	62		2,953		—		—
Grade 7	—		—		—		—
	$	2,416	$	32,218	$	—	$	—

Covered Loans
	Commercial
	C&I		CRE		Construction		Leases
Grade 1	$	—	$	—	$	—	$	—
Grade 2	1,742		—		—		—
Grade 3	92		449		—		—
Grade 4	91,101		240,630		494		—
Grade 5	3,844		39,883		—		—
Grade 6	61,192		340,063		58,586		—
Grade 7	4,720		2,249		2,696		—
	$	162,691	$	623,274	$	61,776	$	—

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As of December 31, 2011
Legacy Loans
	Commercial
	C&I		CRE		Construction		Leases
Grade 1	$	37,607	$	—	$	—	$	10,636
Grade 2	122,124		4,218		615		—
Grade 3	479,119		249,382		16,752		5,868
Grade 4	1,973,671		1,548,420		241,302		57,026
Grade 5	50,789		58,942		4,583		—
Grade 6	85,392		130,968		14,083		—
Grade 7	—		263		—		—
	$	2,748,702	$	1,992,193	$	277,335	$	73,530

Acquired Loans (Noncovered)
	Commercial
	C&I		CRE		Construction		Leases
Grade 1	$	—	$	—	$	—	$	—
Grade 2	—		—		—		—
Grade 3	—		1,871		—		—
Grade 4	26,036		55,129		—		—
Grade 5	—		—		—		—
Grade 6	738		5,743		—		—
Grade 7	—		—		—		—
	$	26,774	$	62,743	$	—	$	—

Covered Loans
	Commercial
	C&I		CRE		Construction		Leases
Grade 1	$	948	$	—	$	—	$	—
Grade 2	1,376		—		—		—
Grade 3	—		516		—		—
Grade 4	109,360		303,231		487		—
Grade 5	9,661		103,919		1,567		—
Grade 6	69,330		344,445		80,009		—
Grade 7	6,864		25,737		7,846		—
	$	197,539	$	777,848	$	89,909	$	—

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As of September 30, 2011
Legacy Loans
	Commercial
	C&I		CRE		Construction		Leases
Grade 1	$	48,173	$	11,299	$	1,429	$	—
Grade 2	100,058		3,843		620		—
Grade 3	487,017		245,756		18,067		4,219
Grade 4	1,930,074		1,490,214		209,307		53,771
Grade 5	49,251		73,815		4,851		—
Grade 6	43,417		130,584		18,304		2
Grade 7	—		715		—		—
	$	2,657,990	$	1,956,226	$	252,578	$	57,992

Acquired Loans (Noncovered)
	Commercial
	C&I		CRE		Construction		Leases
Grade 1	$	—	$	—	$	—	$	—
Grade 2	—		—		—		—
Grade 3	3		1,968		—		—
Grade 4	43,250		98,668		—		—
Grade 5	160		—		—		—
Grade 6	855		6,491		—		—
Grade 7	—		668		—		—
	$	44,268	$	107,795	$	—	$	—

Covered Loans
	Commercial
	C&I		CRE		Construction		Leases
Grade 1	$	915	$	—	$	—	$	—
Grade 2	1,801		—		—		—
Grade 3	—		538		—		—
Grade 4	101,794		343,697		4,207		—
Grade 5	32,094		154,591		1,992		—
Grade 6	78,153		348,152		83,051		—
Grade 7	2,637		31,240		10,804		—
	$	217,394	$	878,218	$	100,054	$	—

6.    Allowance for Loan Losses

The Corporation’s Credit Policy Division manages credit risk by establishing common credit policies for its subsidiary bank, participating in approval of its loans, conducting reviews of loan portfolios, providing centralized consumer underwriting, collections and loan operation services, and overseeing loan workouts. The Corporation’s objective is to minimize losses from its commercial lending activities and to maintain consumer losses at acceptable levels that are stable and consistent with growth and profitability objectives.

The allowance for loan losses is Management’s estimate of the amount of probable credit losses inherent in the portfolio at the balance sheet date. Management estimates credit losses based on individual loans determined to be impaired and on all other loans grouped based on similar risk characteristics. Management also considers internal and external factors such as economic conditions, loan management practices, portfolio monitoring, and other risks, collectively known as qualitative factors, or Q-factors, to estimate credit losses in

27

the loan portfolio. Q-factors are used to reflect changes in the portfolio’s collectability characteristics not captured by historical loss data.

The Corporation’s historical loss component is the most significant of the allowance for loan losses components and is based on historical loss experience by credit-risk grade (for commercial loan pools) and payment status (for mortgage and consumer loan pools). Balances by credit-risk grade and payment status, as well as descriptions of the credit-risk grades are included in Note 5 (Loans). The historical loss experience component of the allowance for loan losses represents the results of migration analysis of historical net charge-offs for portfolios of loans (including groups of commercial loans within each credit-risk grade and groups of consumer loans by payment status). For measuring loss exposure in a pool of loans, the historical net charge-off or migration experience is utilized to estimate expected losses to be realized from the pool of loans.

If a nonperforming, substandard loan has an outstanding balance of $0.3 million or greater or if a doubtful loan has an outstanding balance of $0.1 million or greater, as determined by the Corporation’s credit-risk grading process, further analysis is performed to determine the probable loss content and assign a specific allowance to the loan, if deemed appropriate. The allowance for loan losses relating to originated loans that have become impaired is based on either expected cash flows discounted using the original effective interest rate, the observable market price, or the fair value of the collateral for certain collateral dependent loans. To the extent credit deterioration occurs on purchased loans after the date of acquisition, the Corporation records an allowance for loan losses, net of any expected reimbursement under any loss sharing agreements with the FDIC.

The activity within the allowance for noncovered loan losses, by portfolio type, for the three and nine months endedSeptember 30, 2012 and 2011 is shown in the following tables:

	Nine Months Ended September 30, 2012
	C&I			CRE			Construction			Leases		Installment			Home Equity  Lines			Credit Cards			Residential Mortgages			Total
Allowance for loan losses, beginning balance	$	32,363		$	31,857		$	5,173		$	341	$	17,981		$	6,766		$	7,369		$	5,849		$	107,699
Charge-offs	(19,906		)	(3,496		)	(165		)	—		(14,441		)	(7,373		)	(4,618		)	(3,431		)	(53,430		)
Recoveries	3,120			825			364			38		9,104			2,588			1,583			191			17,813
Provision for noncovered loan losses	23,582			(4,008		)	(568		)	127		(809		)	2,904			2,901			2,731			26,860
Allowance for loan losses, ending balance	$	39,159		$	25,178		$	4,804		$	506	$	11,835		$	4,885		$	7,235		$	5,340		$	98,942

	Three Months Ended September 30, 2012
	C&I			CRE			Construction			Leases		Installment			Home Equity  Lines			Credit Cards			Residential Mortgages			Total
Allowance for loan losses, beginning balance	$	40,327		$	27,186		$	5,147		$	358	$	13,029		$	5,449		$	6,690		$	5,663		$	103,849
Charge-offs	(8,773		)	(727		)	(127		)	—		(5,507		)	(2,784		)	(1,390		)	(1,691		)	(20,999		)
Recoveries	1,408			180			61			—		2,883			1,007			488			100			6,127
Provision for noncovered loan losses	6,197			(1,461		)	(277		)	148		1,430			1,213			1,447			1,268			9,965
Allowance for loan losses, ending balance	$	39,159		$	25,178		$	4,804		$	506	$	11,835		$	4,885		$	7,235		$	5,340		$	98,942

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	Nine Months Ended September 30, 2011
	C&I			CRE			Construction			Leases			Installment			Home Equity  Lines			Credit Cards			Residential Mortgages			Total
Allowance for loan losses, beginning balance	$	29,764		$	32,026		$	7,180		$	475		$	21,555		$	7,217		$	11,107		$	5,366		$	114,690
Charge-offs	(13,517		)	(7,763		)	(3,245		)	(778		)	(20,204		)	(8,356		)	(6,135		)	(3,786		)	(63,784		)
Recoveries	1,254			54			545			35			10,812			1,840			1,789			192			16,521
Provision for noncovered loan losses	12,837			8,984			2,335			593			6,160			5,542			1,235			4,074			41,760
Allowance for loan losses, ending balance	$	30,338		$	33,301		$	6,815		$	325		$	18,323		$	6,243		$	7,996		$	5,846		$	109,187

	Three Months Ended September 30, 2011
	C&I			CRE			Construction			Leases			Installment			Home Equity  Lines			Credit Cards			Residential Mortgages			Total
Allowance for loan losses, beginning balance	$	28,366		$	32,946		$	7,876		$	353		$	18,089		$	7,142		$	8,403		$	6,012		$	109,187
Charge-offs	(4,528		)	(3,304		)	(550		)	(651		)	(5,911		)	(2,779		)	(1,520		)	(771		)	(20,014		)
Recoveries	540			6			171			1			3,375			658			585			74			5,410
Provision for noncovered loan losses	5,960			3,653			(682		)	622			2,770			1,222			528			531			14,604
Allowance for loan losses, ending balance	$	30,338		$	33,301		$	6,815		$	325		$	18,323		$	6,243		$	7,996		$	5,846		$	109,187

The following tables present the allowance for noncovered loan losses and the recorded investment in noncovered loans, by portfolio type, based on impairment method as of September 30, 2012, December 31, 2011 and September 30, 2011.

	As of September 30, 2012
	C&I		CRE		Construction		Leases		Installment		Home Equity  Lines		Credit Cards		Residential Mortgages		Total
Ending allowance for noncovered loan losses balance attributable to loans:
Individually evaluated for impairment	$	2,900	$	1,953	$	117	$	—	$	1,674	$	95	$	106	$	1,599	$	8,444
Collectively evaluated for impairment	36,259		23,225		4,687		506		10,161		4,790		7,129		3,741		90,498
Total ending allowance for noncovered loan losses balance	$	39,159	$	25,178	$	4,804	$	506	$	11,835	$	4,885	$	7,235	$	5,340	$	98,942
Noncovered loans:
Individually evaluated for impairment	$	9,994	$	28,972	$	3,577	$	—	$	32,577	$	6,922	$	1,767	$	24,569	$	108,378
Collectively evaluated for impairment	3,039,235		2,124,370		305,528		110,938		1,288,505		782,820		142,152		414,494		8,208,042
Total ending noncovered loan balance	$	3,049,229	$	2,153,342	$	309,105	$	110,938	$	1,321,082	$	789,742	$	143,919	$	439,063	$	8,316,420

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	As of December 31, 2011
	C&I		CRE		Construction		Leases		Installment		Home Equity  Lines		Credit Cards		Residential Mortgages		Total
Ending allowance for noncovered loan losses balance attributable to loans:
Individually evaluated for impairment	$	2,497	$	1,599	$	99	$	—	$	1,382	$	31	$	108	$	1,364	$	7,080
Collectively evaluated for impairment	29,866		30,258		5,074		341		16,599		6,735		7,261		4,485		100,619
Total ending allowance for noncovered loan losses balance	$	32,363	$	31,857	$	5,173	$	341	$	17,981	$	6,766	$	7,369	$	5,849	$	107,699
Noncovered loans:
Individually evaluated for impairment	$	8,269	$	36,087	$	9,320	$	—	$	33,571	$	4,763	$	2,202	$	17,398	$	111,610
Collectively evaluated for impairment	2,767,207		2,018,849		268,015		73,530		1,230,094		739,219		144,154		396,266		7,637,334
Total ending noncovered loan balance	$	2,775,476	$	2,054,936	$	277,335	$	73,530	$	1,263,665	$	743,982	$	146,356	$	413,664	$	7,748,944

	As of September 30, 2011
	C&I		CRE		Construction		Leases		Installment		Home Equity  Lines		Credit Cards		Residential Mortgages		Total
Ending allowance for noncovered loan losses balance attributable to loans:
Individually evaluated for impairment	$	256	$	2,064	$	1,264	$	—	$	1,568	$	52	$	121	$	1,346	$	6,671
Collectively evaluated for impairment	30,082		31,237		5,551		325		16,755		6,191		7,875		4,500		102,516
Total ending allowance for noncovered loan losses balance	$	30,338	$	33,301	$	6,815	$	325	$	18,323	$	6,243	$	7,996	$	5,846	$	109,187
Noncovered loans:
Individually evaluated for impairment	$	4,271	$	39,288	$	11,789	$	—	$	34,654	$	4,413	$	2,356	$	16,316	$	113,087
Collectively evaluated for impairment	2,697,987		2,024,734		240,788		57,992		1,236,673		738,964		140,354		380,993		7,518,485
Total ending noncovered loan balance	$	2,702,258	$	2,064,022	$	252,577	$	57,992	$	1,271,327	$	743,377	$	142,710	$	397,309	$	7,631,572

To the extent there is a decrease in the present value of cash flows from Acquired Impaired Loans after the date of acquisition, the Corporation records an allowance for loan losses, net of expected reimbursement under any loss sharing agreements. These expected reimbursements are recorded as part of covered loans in the accompanying consolidated balance sheets. During the three months ended September 30, 2012, the Corporation increased its allowance for covered loan losses to $43.6 million to reserve for estimated additional losses on certain Acquired Impaired Loans. The increase in the allowance was recorded in the three months ended September 30, 2012 by a charge to the provision for covered loan losses of $7.7 million and an increase of $1.5 million in the loss share receivable for the portion of the losses recoverable under the loss sharing agreements.

To the extent credit deterioration occurs in Acquired Non-Impaired loans after the date of acquisition, the Corporation records a provision for loan losses only when the required allowance, net of any expected reimbursement under the loss sharing agreements exceeds any remaining credit discount. The allowance for losses on Acquired Nonimpaired loans, included in the allowance for noncovered covered loan losses on the consolidated balance sheets was $0.3 million, $0.7 million and $0.6 million as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively.

30

The activity within the allowance for covered loan losses for the three and nine months endedSeptember 30, 2012 and 2011 is shown in the following table:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Balance at beginning of the period	$	42,606		$	33,360		$	36,417		$	13,733
Provision for loan losses before benefit attributable to FDIC loss share agreements	7,698			12,992			28,177			48,657
Benefit attributable to FDIC loss share agreements	(1,484		)	(8,224		)	(12,601		)	(31,077		)
Net provision for covered loan losses	6,214			4,768			15,576			17,580
Increase in indemnification asset	1,484			8,224			12,601			31,077
Loans charged-off	(6,660		)	(11,749		)	(20,950		)	(27,787		)
Balance at end of the period	$	43,644		$	34,603		$	43,644		$	34,603

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Credit Quality Disclosures

A loan is considered to be impaired when, based on current events or information, it is probable the Corporation will be unable to collect all amounts due (principal and interest) per the contractual terms of the loan agreement. Loan impairment for all loans is measured based on either the present value of expected future cash flows discounted at the loan’s effective interest rate, at the observable market price of the loan, or the fair value of the collateral for certain collateral dependent loans. Impaired loans include all nonaccrual commercial, agricultural, construction, and commercial real estate loans, and loans modified as troubled debt restructurings (“TDRs”). Aggregated consumer loans, mortgage loans, and leases that are collectively evaluated for impairment are not included in the following tables.

	As of September 30, 2012
	Recorded Investment		Unpaid Principal Balance		Related Allowance		Average Recorded Investment
Impaired loans with no related allowance
Commercial
C&I	$	1,443	$	10,154	$	—	$	9,903
CRE	16,910		22,337		—		19,217
Construction	3,370		3,944		—		4,080
Consumer
Installment	2,902		4,739		—		4,888
Home equity line	959		1,239		—		1,237
Credit card	4		4		—		4
Residential mortgages	10,693		12,838		—		11,542
Subtotal	$	36,281	$	55,255	$	—	$	50,871
Impaired loans with a related allowance
Commercial
C&I	8,551		12,555		2,900		10,163
CRE	11,543		14,113		1,953		10,559
Construction	726		726		117		733
Consumer
Installment	29,675		29,675		1,674		30,361
Home equity line	5,963		5,963		95		6,206
Credit card	1,763		1,763		106		1,975
Residential mortgages	13,876		13,967		1,599		13,946
Subtotal	72,097		78,762		8,444		73,943
Total impaired loans	$	108,378	$	134,017	$	8,444	$	124,814

(a) These tables exclude loans fully charged off.

(b) The differences between the recorded investment and unpaid principal balance amounts represents partial charge offs.

32

	As of December 31, 2011
	Recorded Investment		Unpaid Principal Balance		Related Allowance		Average Recorded Investment
Impaired loans with no related allowance
Commercial
C&I	$	6,999	$	9,121	$	—	$	8,442
CRE	29,566		46,744		—		37,720
Construction	7,522		13,675		—		9,908
Consumer
Installment	—		—		—		—
Home equity line	—		—		—		—
Credit card	—		—		—		—
Residential mortgages	4,244		5,746		—		4,450
Subtotal	48,331		75,286		—		60,520
Impaired loans with a related allowance
Commercial
C&I	1,270		1,769		2,497		752
CRE	6,521		6,789		1,599		3,247
Construction	1,798		2,864		99		1,929
Consumer
Installment	33,571		33,723		1,382		33,742
Home equity line	4,763		4,763		31		4,996
Credit card	2,202		2,202		108		2,497
Residential mortgages	13,154		13,167		1,364		13,155
Subtotal	63,279		65,277		7,080		60,318
Total impaired loans	$	111,610	$	140,563	$	7,080	$	120,838

(a) These tables exclude loans fully charged off.

(b) The differences between the recorded investment and unpaid principal balance amounts represents partial charge offs.

33

	As of September 30, 2011
	Recorded Investment		Unpaid Principal Balance		Related Allowance		Average Recorded Investment
Impaired loans with no related allowance
Commercial
C&I	$	843	$	1,831	$	—	$	1,613
CRE	28,728		40,092		—		34,838
Construction	5,883		8,657		—		6,850
Consumer
Installment	—		—		—		—
Home equity line	—		—		—		—
Credit card	—		—		—		—
Residential mortgages	2,872		4,229		—		2,999
Subtotal	$	38,326	$	54,809	$	—	$	46,300
Impaired loans with a related allowance
Commercial
C&I	3,428		4,725		256		4,053
CRE	10,560		15,444		2,064		12,286
Construction	5,906		8,840		1,264		6,386
Consumer
Installment	34,654		34,703		1,568		34,485
Home equity line	4,413		4,412		52		4,581
Credit card	2,359		2,359		121		2,560
Residential mortgages	13,444		13,469		1,346		13,409
Subtotal	74,764		83,952		6,671		77,760
Total impaired loans	$	113,090	$	138,761	$	6,671	$	124,060

(a) These tables exclude loans fully charged off.

(b) The differences between the recorded investment and unpaid principal balance amounts represents partial charge offs.

In certain circumstances, the Corporation may modify the terms of a loan to maximize the collection of amounts due when a borrower is experiencing financial difficulties or is expected to experience difficulties in the near term. In most cases the modification is either a concessionary reduction in interest rate, extension of the maturity date or modification of the adjustable rate provisions of the loan that would otherwise not be considered; however, forgiveness of principal is rarely granted. Concessionary modifications are classified as TDRs unless the modification is short-term, typically less than 90 days. TDRs accrue interest if the borrower complies with the revised terms and conditions and has demonstrated repayment performance at a level commensurate with the modified terms for a minimum of six consecutive payment cycles after the restructuring date.

The substantial majority of the Corporation’s residential mortgage TDRs involve reducing the client’s loan payment through an interest rate reduction for a set period of time based on the borrower’s ability to service the modified loan payment. As a result of guidance from the Office of the Comptroller of the Currency ("OCC"), in the quarter ended September 30, 2012, approximately $10.6 million of consumer loans were identified as troubled debt restructurings whereby the borrower's obligation to the Corporation has been discharged in bankruptcy and the borrower has not reaffirmed the debt. These loans were reclassified from performing loans to nonaccrual status as of September 30, 2012 and consisted of $6.7 million of first mortgages, $1.0 million of junior liens and $2.9 million of automobile loans. Modifications of mortgages retained in portfolio are handled using proprietary modification guidelines, or the FDIC’s Modification Program for residential first mortgages covered by loss share agreements (agreements between the Bank and the FDIC that

34

afford the Bank significant protection against future losses). The Corporation participates in the U.S. Treasury’s Home Affordable Modification Program for originated mortgages sold to and serviced for Fannie Mae and Freddie Mac. Commercial and industrial loans modified in a TDR often involve temporary interest-only payments, term extensions and converting revolving credit lines to term loans. Additional collateral, a co-borrower, or a guarantor is often requested. Commercial real estate and construction loans modified in a TDR often involve reducing the interest rate for the remaining term of the loan, extending the maturity date at an interest rate lower than the current market rate for new debt with similar risk, or substituting or adding a new borrower or guarantor. Construction loans modified in a TDR may also involve extending the interest-only payment period. Acquired loans restructured after acquisition are not considered TDRs for purposes of the Corporation’s accounting and disclosure if the loans evidenced credit deterioration as of the acquisition date and are accounted for in pools. The Corporation has modified certain loans according to provisions in loss share agreements. Losses associated with modifications on these loans, including the economic impact of interest rate reductions, are generally eligible for reimbursement under the loss share agreements.

The following tables provide the number of loans modified in a TDR and the recorded investment and unpaid principal balance by loan portfolio as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively.

			As of September 30, 2012
			Number of Loans	Recorded Investment		Unpaid Principal Balance
Noncovered loans
	Commercial
		C&I	22	$	2,413	$	8,478
		CRE	36	17,763		21,307
		Construction	27	3,577		4,025
		Subtotal	85	23,753		33,810
	Consumer
		Installment	1,840	32,577		34,414
		Home equity lines	229	6,922		7,202
		Credit card	426	1,767		1,767
		Residential mortgages	308	24,569		26,805
		Subtotal	2,803	65,835		70,188
Covered loans
	Commercial
		C&I	11	5,278		6,216
		CRE	25	52,079		57,681
		Construction	10	14,640		42,567
		Subtotal	46	71,997		106,464
	Consumer
		Home equity lines	30	4,742		4,774
		Total	2,964	$	166,327	$	215,236

(a) The differences between the recorded investment and unpaid principal balance amounts represents partial charge offs.

35

			As of December 31, 2011
			Number of Loans	Recorded Investment		Unpaid Principal Balance
Noncovered loans
	Commercial
		C&I	14	$	2,512	$	4,336
		CRE	28	9,167		12,659
		Construction	22	3,323		3,985
		Subtotal	64	15,002		20,980
	Consumer
		Installment	1,547	33,571		33,723
		Home equity lines	174	4,763		4,763
		Credit card	496	2,202		2,202
		Residential mortgages	177	17,398		18,913
		Subtotal	2,394	57,934		59,601
Covered loans
	Commercial
		C&I	15	7,578		10,812
		CRE	21	57,786		62,159
		Construction	8	12,056		32,035
		Subtotal	44	77,420		105,006
		Total	2,502	$	150,356	$	185,587

(a) The differences between the recorded investment and unpaid principal balance amounts represents partial charge offs.

			As of September 30, 2011
			Number of Loans	Recorded Investment		Unpaid Principal Balance
Noncovered loans
	Commercial
		C&I	8	$	1,096	$	2,654
		CRE	20	8,068		10,725
		Construction	16	3,443		3,657
		Subtotal	44	12,607		17,036
	Consumer
		Installment	1,568	34,654		34,703
		Home equity lines	166	4,413		4,412
		Credit card	529	2,359		2,359
		Residential mortgages	161	16,316		17,698
		Subtotal	2,424	57,742		59,172
Covered loans
	Commercial
		C&I	8	7,287		10,901
		CRE	15	41,403		45,282
		Construction	11	10,940		21,918
		Subtotal	34	59,630		78,101
		Total	2,502	$	129,979	$	154,309

(a) The differences between the recorded investment and unpaid principal balance amounts represents partial charge offs.

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The pre-modification and post-modification outstanding recorded investments of loans modified as TDRs during the quarters ended September 30, 2012 and 2011 were not materially different. Post-modification balances may include capitalization of unpaid accrued interest and fees associated with the modification as well as forgiveness of principal. Loans modified as TDRs during the quarters ended September 30, 2012 and 2011 did not involve the forgiveness of principal, accordingly, the Corporation did not record a charge-off at the modification date. Additionally, capitalization of any unpaid accrued interest and fees assessed to loans modified in the quarters ended September 30, 2012 and 2011 were not material to the accompanying consolidated financial statements. Specific allowances for loan losses are established for loans whose terms have been modified in a TDR. Specific reserve allocations are generally assessed prior to loans being modified in a TDR, as most of these loans migrate from the Corporation’s internal watch list and have been specifically allocated for as part of the Corporation’s normal loan loss provisioning methodology. At September 30, 2012, the Corporation had $0.3 million in commitments to lend additional funds to debtors owing receivables whose terms have been modified in a TDR.

The following tables provide a summary of the delinquency status of TDRs along with the specific allowance for loan loss, by loan type, as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively, including TDRs that continue to accrue interest and TDRs included in nonperforming assets.

	As of September 30, 2012
	Accruing TDRs						Nonaccruing TDRs						Total		Total
	Current		Delinquent		Total		Current		Delinquent		Total		TDRS		Allowance
Noncovered loans
Commercial
C&I	$	955	$	—	$	955	$	865	$	593	$	1,458	$	2,413	$	126
CRE	11,609		2,464		14,073		473		3,217		3,690		17,763		401
Construction	3,507		—		3,507		70		—		70		3,577		117
Total noncovered commercial	16,071		2,464		18,535		1,408		3,810		5,218		23,753		644
Consumer
Installment	28,604		1,071		29,675		2,882		20		2,902		32,577		1,674
Home equity lines	5,394		171		5,565		1,131		226		1,357		6,922		95
Credit card	1,655		109		1,764		—		3		3		1,767		106
Residential mortgages	11,386		3,339		14,725		6,611		3,233		9,844		24,569		1,599
Total noncovered consumer	47,039		4,690		51,729		10,624		3,482		14,106		65,835		3,474
Covered loans
Commercial
C&I	1,000		4,278		5,278		—		—		—		5,278		1,527
CRE	17,298		34,782		52,080		—		—		—		52,080		8,088
Construction	6,324		8,315		14,639		—		—		—		14,639		1,632
Total covered commercial	24,622		47,375		71,997		—		—		—		71,997		11,247
Consumer
Home equity lines	4,698		44		4,742		—		—		—		4,742		—
Total TDRs	$	92,430	$	54,573	$	147,003	$	12,032	$	7,292	$	19,324	$	166,327	$	15,365

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	As of December 31, 2011
	Accruing TDRs						Nonaccruing TDRs						Total		Total
	Current		Delinquent		Total		Current		Delinquent		Total		TDRS		Allowance
Noncovered loans
Commercial
C&I	$	91	$	—	$	91	$	—	$	2,421	$	2,421	$	2,512	$	247
CRE	3,305		513		3,818		3,590		1,759		5,349		9,167		236
Construction	2,782		—		2,782		304		237		541		3,323		99
Total noncovered commercial	6,178		513		6,691		3,894		4,417		8,311		15,002		582
Consumer
Installment	31,637		1,800		33,437		—		134		134		33,571		1,382
Home equity lines	4,226		222		4,448		76		239		315		4,763		31
Credit card	2,073		110		2,183		—		19		19		2,202		108
Residential mortgages	13,736		688		14,424		1,622		1,352		2,974		17,398		1,364
Total noncovered consumer	51,672		2,820		54,492		1,698		1,744		3,442		57,934		2,885
Covered loans
Commercial
C&I	1,587		5,991		7,578		—		—		—		7,578		1,384
CRE	35,083		22,703		57,786		—		—		—		57,786		6,567
Construction	5,838		6,218		12,056		—		—		—		12,056		696
Total covered commercial	42,508		34,912		77,420		—		—		—		77,420		8,647
Total TDRs	$	100,358	$	38,245	$	138,603	$	5,592	$	6,161	$	11,753	$	150,356	$	12,114

	As of September 30, 2011
	Accruing TDRs						Nonaccruing TDRs						Total		Total
	Current		Delinquent		Total		Current		Delinquent		Total		TDRS		Allowance
Noncovered loans
Commercial
C&I	$	129	$	—	$	129	$	—	$	967	$	967	$	1,096	$	215
CRE	4,778		—		4,778		1,215		2,075		3,290		8,068		125
Construction	2,760		—		2,760		180		503		683		3,443		772
Total noncovered commercial	7,667		—		7,667		1,395		3,545		4,940		12,607		1,112
Consumer
Installment	32,882		1,772		34,654		—		—		—		34,654		1,568
Home equity lines	3,885		528		4,413		—		—		—		4,413		52
Credit card	2,201		158		2,359		—		—		—		2,359		121
Residential mortgages	12,313		1,570		13,883		1,485		948		2,433		16,316		1,346
Total noncovered consumer	51,281		4,028		55,309		1,485		948		2,433		57,742		3,087
Covered loans
Commercial
C&I	6,052		1,235		7,287		—		—		—		7,287		746
CRE	41,403		—		41,403		—		—		—		41,403		1,542
Construction	10,940		—		10,940		—		—		—		10,940		394
Total covered commercial	58,395		1,235		59,630		—		—		—		59,630		2,682
Total TDRs	$	117,343	$	5,263	$	122,606	$	2,880	$	4,493	$	7,373	$	129,979	$	6,881

Loans modified in a TDR are closely monitored for delinquency as an early indicator of possible future default. If loans modified in a TDR subsequently default, the Corporation evaluates the loan for possible further impairment. The allowance for loan losses may be increased, adjustments may be made in the allocation of the

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allowance for loan losses, or partial charge-offs may be taken to further write-down the carrying value of the loan. The following table provides the number of loans modified in a TDR during the previous 12 months which subsequently defaulted during the quarter ended September 30, 2012, as well as the recorded investment in these restructured loans as of September 30, 2012.

	As of September 30, 2012
	Number of Loans	Recorded Investment
Noncovered loans
Commercial
C&I	—	$	—
CRE	—	—
Construction	—	—
Total noncovered commercial	—	—
Consumer
Installment	122	4,385
Home equity lines	15	669
Credit card	18	122
Residential mortgages	1	80
Total noncovered consumer	156	5,256
Covered loans
Commercial
C&I	—	—
CRE	—	—
Construction	—	—
Total covered commercial	—	—
Total	156	$	5,256

7.    Goodwill and Other Intangible Assets

Goodwill

Goodwill totaled $460.0 million at September 30, 2012, December 31, 2011 and September 30, 2011. Goodwill is not amortized but is evaluated for impairment on an annual basis at November 30th of each year or whenever events or changes in circumstances indicate the carrying value may not be recoverable. No events or changes in circumstances since the November 30, 2011 annual impairment test were noted that would indicate it was more likely than not a goodwill impairment exists.

Other Intangible Assets

The following tables show the gross carrying amount and the amount of accumulated amortization of intangible assets subject to amortization.

	September 30, 2012
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Core deposit intangibles	$	16,759	$	(10,117	)	$	6,642
Non-compete covenant	102		(70		)	32
Lease intangible	618		(475		)	143
	$	17,479	$	(10,662	)	$	6,817

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	December 31, 2011
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Core deposit intangibles	$	16,759	$	(8,829	)	$	7,930
Non-compete covenant	102		(51		)	51
Lease intangible	618		(360		)	258
	$	17,479	$	(9,240	)	$	8,239

	September 30, 2011
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Core deposit intangibles	$	16,760	$	(8,339	)	$	8,421
Non-compete covenant	102		(45		)	57
Lease intangible	617		(313		)	304
	$	17,479	$	(8,697	)	$	8,782

Intangible asset amortization expense was $0.5 million in each of the three months ended September 30, 2012 and 2011. Estimated amortization expense for each of the next five years is as follows: 2012 - $0.4 million; 2013 - $1.2 million; 2014 - $1.1 million; 2015 - $1.0 million; and 2016 - $0.9 million.

8.    Earnings Per Share

The reconciliation between basic and diluted earnings per share (“EPS”) is calculated using the treasury stock method and presented as follows:

	Three Months Ended				Nine Months Ended
	September 30, 2012		September 30, 2011		September 30, 2012		September 30, 2011
BASIC EPS:
Net income	$	34,953	$	31,737	$	95,882	$	89,060
Net income available to common shareholders	$	34,953	$	31,737	$	95,882	$	89,060
Average common shares outstanding	109,645		109,245		109,473		109,052
Basic net income per share	$	0.32	$	0.29	$	0.88	$	0.82
DILUTED EPS:
Income used in diluted earnings per share calculation	$	34,953	$	31,737	$	95,882	$	89,060
Average common and common stock equivalent shares outstanding	109,645		109,246		109,473		109,053
Diluted net income per share	$	0.32	$	0.29	$	0.88	$	0.82

For the three months ended September 30, 2012 and 2011 options to purchase 1.8 million and 3.3 million shares, respectively, were outstanding, but not included in the computation of diluted EPS because they were antidilutive.

9.    Segment Information

Management monitors the Corporation’s results by an internal performance measurement system, which provides lines of business results and key performance measures. The profitability measurement system is based on internal Management methodologies designed to produce consistent results and reflect the underlying economics of the businesses. The development and application of these methodologies is a dynamic process.

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Accordingly, these measurement tools and assumptions may be revised periodically to reflect methodological, product, and/or management organizational changes. Further, these tools measure financial results that support the strategic objectives and internal organizational structure of the Corporation. Consequently, the information presented is not necessarily comparable with similar information for other financial institutions.

A description of each line of business, selected financial performance, and the methodologies used to measure financial performance are presented below.

•Commercial – The commercial line of business provides a full range of lending, depository, and related financial services to middle-market corporate, industrial, financial, business banking (formerly known as small business), public entities and leasing clients. Commercial also includes personal business from commercial loan clients in coordination with the Wealth Management segment. Products and services offered include commercial term loans, revolving credit arrangements, asset-based lending, leasing, commercial mortgages, real estate construction lending, letters of credit, cash management services and other depository products.

•Retail – The retail line of business includes consumer lending and deposit gathering, residential mortgage loan origination and servicing, and branch-based small business banking (formerly known as the “micro business” line). Retail offers a variety of retail financial products and services including consumer direct and indirect installment loans, debit and credit cards, debit gift cards, residential mortgage loans, home equity loans and lines of credit, deposit products, fixed and variable annuities and ATM network services. Deposit products include checking, savings, money market accounts and certificates of deposit.

•Wealth – The wealth line of business offers a broad array of asset management, private banking, financial planning, estate settlement and administration, credit and deposit products and services. Trust and investment services include personal trust and planning, investment management, estate settlement and administration services. Retirement plan services focus on investment management and fiduciary activities. Brokerage and insurance delivers retail mutual funds, other securities, variable and fixed annuities, personal disability and life insurance products and brokerage services. Private banking provides credit, deposit and asset management solutions for affluent clients.

•Other – The other line of business includes activities that are not directly attributable to one of the three principal lines of business. Included in the Other category are the parent company, eliminations companies, community development operations, the treasury group, which includes the securities portfolio, wholesale funding and asset liability management activities, and the economic impact of certain assets, capital and support function not specifically identifiable with the three primary lines of business.

The accounting policies of the lines of businesses are the same as those of the Corporation described in Note 1 (Summary of Significant Accounting Policies) to the 2011 Form 10-K. Funds transfer pricing is used in the determination of net interest income by assigning a cost for funds used or credit for funds provided to assets and liabilities within each business unit. Assets and liabilities are match-funded based on their maturity, prepayment and/or re-pricing characteristics. As a result, the three primary lines of business are generally insulated from changes in interest rates. Changes in net interest income due to changes in rates are reported in Other by the treasury group. Capital has been allocated on an economic risk basis. Loans and lines of credit have been allocated capital based upon their respective credit risk. Asset management holdings in the Wealth segment have been allocated capital based upon their respective market risk related to assets under management. Normal business operating risk has been allocated to each line of business by the level of noninterest expense. Mismatch between asset and liability cash flow as well as interest rate risk for mortgage servicing rights and the origination business franchise value have been allocated capital based upon their respective asset/liability management risk. The provision for loan loss is allocated based upon the actual net

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charge-offs of each respective line of business, adjusted for loan growth and changes in risk profile. Noninterest income and expenses directly attributable to a line of business are assigned to that line of business. Expenses for centrally provided services are allocated to the business line by various activity based cost formulas.

	Commercial				Retail				Wealth						Other						Consolidated
September 30, 2012	3rd Qtr		YTD		3rd Qtr		YTD		3rd Qtr			YTD			3rd Qtr			YTD			3rd Qtr		YTD
OPERATIONS:
Net interest income (loss)	$	65,446	$	193,776	$	51,181	$	158,745	$	4,223		$	13,412		$	(2,960	)	$	(10,333	)	$	117,890	$	355,600
Provision for loan losses	10,401		22,970		1,194		5,459		(519		)	(318		)	5,103			14,325			16,179		42,436
Other income	15,247		47,603		26,783		76,226		8,528			24,987			4,367			13,136			54,925		161,952
Other expenses	39,595		123,074		53,788		169,618		9,711			29,718			5,493			19,022			108,587		341,432
Net income (loss)	19,954		61,967		14,939		38,931		2,313			5,849			(2,253		)	(10,865		)	34,953		95,882
AVERAGES:
Assets	$	6,466,355	$	6,386,617	$	2,960,336	$	2,929,911	$	242,539		$	238,899		$	5,064,786		$	5,041,099		$	14,734,016	$	14,596,526

	Commercial				Retail				Wealth				Other						Consolidated
September 30, 2011	3rd Qtr		YTD		3rd Qtr		YTD		3rd Qtr		YTD		3rd Qtr			YTD			3rd Qtr		YTD
OPERATIONS:
Net interest income (loss)	$	65,998	$	198,197	$	56,705	$	168,718	$	4,568	$	14,205	$	(7,879	)	$	(22,461	)	$	119,392	$	358,659
Provision for loan losses	4,546		29,653		5,249		17,715		1,261		2,587		8,316			9,385			19,372		59,340
Other income	16,219		43,632		28,333		78,309		7,784		24,066		8,436			19,012			60,772		165,019
Other expenses	36,745		110,073		57,567		177,201		10,004		30,363		11,641			22,833			115,957		340,470
Net income (loss)	40,644		100,519		20,464		45,779		1,199		5,420		(30,570		)	(62,658		)	31,737		89,060
AVERAGES:
Assets	$	6,258,625	$	6,162,742	$	2,925,345	$	2,937,888	$	237,638	$	240,919	$	5,189,020		$	5,110,001		$	14,610,628	$	14,451,550

10.     Derivatives and Hedging Activities

The Corporation, through its mortgage banking, foreign exchange and risk management operations, is party to various derivative instruments that are used for asset and liability management and customers’ financing needs. Derivative instruments are contracts between two or more parties that have a notional amount and underlying variable, require no net investment and allow for the net settlement of positions. The notional amount serves as the basis for the payment provision of the contract and takes the form of units, such as shares or dollars. The underlying variable represents a specified interest rate, index or other component. The interaction between the notional amount and the underlying variable determines the number of units to be exchanged between the parties and influences the market value of the derivative contract. Derivative assets and liabilities are recorded at fair value on the balance sheet and do not take into account the effects of master netting agreements. Master netting agreements allow the Corporation to settle all derivative contracts held with a single counterparty on a net basis, and to offset net derivative positions with related collateral, where applicable.

The predominant derivative and hedging activities include interest rate swaps and certain mortgage banking activities. Generally, these instruments help the Corporation manage exposure to market risk and meet customer financing needs. Market risk represents the possibility that economic value or net interest income will be adversely affected by fluctuations in external factors, such as interest rates, market-driven rates and prices or other economic factors. Foreign exchange contracts are entered into to accommodate the needs of customers.

Derivatives Designated in Hedge Relationships

The Corporation’s fixed rate loans result in exposure to losses in value as interest rates change. The risk management objective for hedging fixed rate loans is to convert the fixed rate received to a floating rate. The Corporation hedges exposure to changes in the fair value of fixed rate loans through the use of swaps. For a qualifying fair value hedge, changes in the value of the derivatives that have been highly effective as hedges are

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recognized in current period earnings along with the corresponding changes in the fair value of the designated hedged item attributable to the risk being hedged.

Through the Corporation’s Fixed Rate Advantage Program (“FRAP Program”), a customer received a fixed interest rate commercial loan and the Corporation subsequently converted that fixed rate loan to a variable rate instrument over the term of the loan by entering into an interest rate swap with a dealer counterparty. The Corporation receives a fixed rate payment from the customer on the loan and pays the equivalent amount to the dealer counterparty on the swap in exchange for a variable rate payment based on the one month London Inter-Bank Offered Rate index. These interest rate swaps are designated as fair value hedges. Through application of the “short cut method of accounting”, there is an assumption that the hedges are effective. The Corporation discontinued originating interest rate swaps under the FRAP program in February 2008 and subsequently began a new interest rate swap program for commercial loan customers, termed the Back-to-Back Program. These swaps do not qualify as designated hedges; therefore, each swap is accounted for as a stand-alone derivative.

As of September 30, 2012, December 31, 2011 and September 30, 2011, the notional values or contractual amounts and fair value of the Corporation’s derivatives designated in hedge relationships were as follows:

	Asset Derivatives												Liability Derivatives
	September 30, 2012				December 31, 2011				September 30, 2011				September 30, 2012				December 31, 2011				September 30, 2011
	Notional/ Contract Amount		Fair Value (a)		Notional/ Contract Amount		Fair Value (a)		Notional/ Contract Amount		Fair Value (a)		Notional/ Contract Amount		Fair Value (b)		Notional/ Contract Amount		Fair Value (b)		Notional/ Contract Amount		Fair Value (b)
Interest rate swaps:
Fair value hedges	$	—	$	—	$	819	$	—	$	—	$	—	$	182,950	$	22,071	$	234,330	$	25,889	$	248,447	$	28,278

(a) Included in Other Assets on the Consolidated Balance Sheets

(b) Included in Other Liabilities on the Consolidated Balance Sheets

Derivatives Not Designated in Hedge Relationships

As of September 30, 2012, December 31, 2011 and September 30, 2011, the notional values or contractual amounts and fair value of the Corporation’s derivatives not designated in hedge relationships were as follows:

	Asset Derivatives															Liability Derivatives
	September 30, 2012					December 31, 2011					September 30, 2011					September 30, 2012				December 31, 2011				September 30, 2011
	Notional/ Contract Amount		Fair Value  (a)			Notional/ Contract Amount		Fair Value  (a)			Notional/ Contract Amount		Fair Value  (a)			Notional/ Contract Amount		Fair Value  (b)		Notional/ Contract Amount		Fair Value  (b)		Notional/ Contract Amount		Fair Value  (b)
Interest rate swaps	$	1,166,765	$	62,796		$	976,823	$	58,875		$	934,248	$	61,299		$	1,166,765	$	62,796	$	976,823	$	58,875	$	934,248	$	61,299
Mortgage loan commitments	221,057		7,394			191,514		4,959			227,999		5,525			—		—		—		—		—		—
Forward sales contracts	144,849		(2,223		)	159,377		(1,798		)	182,588		(1,591		)	—		—		—		—		—		—
Credit contracts	—		—			—		—			—		—			20,861		—		17,951		—		24,435		—
Foreign exchange	4,363		80			3,582		65			2,461		85			4,371		71		3,793		62		2,456		80
Other	—		—			—		—			—		—			27,898		—		21,094		1,324		17,809		—
Total	$	1,537,034	$	68,047		$	1,331,296	$	62,101		$	1,347,296	$	65,318		$	1,219,895	$	62,867	$	1,019,661	$	60,261	$	978,948	$	61,379

(a) Included in Other Assets on the Consolidated Balance Sheet

(b) Included in Other Liabilities on the Consolidated Balance Sheet

Interest Rate Swaps. In 2008, the Corporation implemented the Back-to-Back Program, which is an interest rate swap program for commercial loan customers. The Back-to-Back Program provides the customer with a fixed rate loan while creating a variable rate asset for the Corporation through the customer entering into an interest rate swap with the Corporation on terms that match the loan. The Corporation offsets its risk exposure by entering into an offsetting interest rate swap with a dealer counterparty. These swaps do not qualify as designated hedges; therefore, each swap is accounted for as a stand-alone derivative.

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Mortgage banking. In the normal course of business, the Corporation sells originated mortgage loans into the secondary mortgage loan markets. During the period of loan origination and prior to the sale of the loans in the secondary market, the Corporation has exposure to movements in interest rates associated with mortgage loans that are in the “mortgage pipeline” and the “mortgage warehouse”. A pipeline loan is one in which the Corporation has entered into a written mortgage loan commitment with a potential borrower that will be held for resale. Once a mortgage loan is closed and funded, it is included within the mortgage warehouse of loans awaiting sale and delivery into the secondary market.

Written loan commitments that relate to the origination of mortgage loans that will be held for resale are considered free-standing derivatives and do not qualify for hedge accounting. Written loan commitments generally have a term of up to 60 days before the closing of the loan. The loan commitment does not bind the potential borrower to entering into the loan, nor does it guarantee that the Corporation will approve the potential borrower for the loan. Therefore, when determining fair value, the Corporation makes estimates of expected “fallout” (loan commitments not expected to close), using models, which consider cumulative historical fallout rates and other factors. Fallout can occur for a variety of reasons including falling rate environments when a borrower will abandon an interest rate lock loan commitment at one lender and enter into a new lower interest rate lock loan commitment at another, when a borrower is not approved as an acceptable credit by the lender or for a variety of other non-economic reasons. In addition, expected net future cash flows related to loan servicing activities are included in the fair value measurement of a written loan commitment.

Written loan commitments in which the borrower has locked in an interest rate results in market risk to the Corporation to the extent market interest rates change from the rate quoted to the borrower. The Corporation economically hedges the risk of changing interest rates associated with its interest rate lock commitments by entering into forward sales contracts.

The Corporation’s warehouse (mortgage loans held for sale) is subject to changes in fair value, due to fluctuations in interest rates from the loan’s closing date through the date of sale of the loan into the secondary market. Typically, the fair value of the warehouse declines in value when interest rates increase and rises in value when interest rates decrease. To mitigate this risk, the Corporation enters into forward sales contracts on a significant portion of the warehouse to provide an economic hedge against those changes in fair value. Mortgage loans held for sale and the forward sales contracts were recorded at fair value with ineffective changes in value recorded in current earnings as Loan sales and servicing income.

The Corporation periodically enters into derivative contracts by purchasing to be announced (“TBA”) securities that are utilized as economic hedges of its mortgage servicing rights (“MSRs”) to minimize the effects of loss of value of MSRs associated with increase prepayment activity that generally results from declining interest rates. In a rising interest rate environment, the value of the MSRs generally will increase while the value of the hedged instruments will decline. The hedges are economic hedges only, and are terminated and reestablished as needed to respond to changes in market conditions. There were no outstanding TBA securities contracts as of September 30, 2012, December 31, 2011 or September 30, 2011.

Credit contracts. Prior to implementation of the Back-to-Back Program, certain of the Corporation’s commercial loan customers entered into interest rate swaps with unaffiliated dealer counterparties. The Corporation entered into swap participations with these dealer counterparties whereby the Corporation guaranteed payment in the event that the counterparty experienced a loss on the interest rate swap due to a failure to pay by the Corporation’s commercial loan customer. The Corporation simultaneously entered into reimbursement agreements with the commercial loan customers obligating the customers to reimburse the Corporation for any payments it makes under the swap participations. The Corporation monitors its payment

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risk on its swap participations by monitoring the creditworthiness of its commercial loan customers, which is based on the normal credit review process the Corporation would have performed had it entered into these derivative instruments directly with the commercial loan customers. At September 30, 2012, the remaining terms on these swap participation agreements generally ranged from one to six years. The Corporation’s maximum estimated exposure to written swap participations, as measured by projecting a maximum value of the guaranteed derivative instruments based on interest rate curve simulations and assuming 100% default by all obligors on the maximum values, was approximately $2.9 million as of September 30, 2012. The fair values of the written swap participations were not material as of September 30, 2012, December 31, 2011 and September 30, 2011.

Gains and losses recognized in income on non-designated hedging instruments for the three months ended September 30, 2012 and 2011 are as follows:

		Amount of Gain / (Loss) Recognized in Income on Derivatives
		Three Months Ended,			Three Months Ended,
		September 30, 2012			September 30, 2011
Mortgage loan commitments	Loan sales and servicing income	$	2,146		$	3,986
Forward sales contracts	Loan sales and servicing income	(1,023		)	(1,596		)
Foreign exchange contracts	Other income	136			6
Total		$	1,259		$	2,396

Counterparty Credit Risk

Like other financial instruments, derivatives contain an element of “credit risk”— the possibility that the Corporation will incur a loss because a counterparty, which may be a bank, a broker-dealer or a customer, fails to meet its contractual obligations. This risk is measured as the expected positive replacement value of contracts. All derivative contracts may be executed only with exchanges or counterparties approved by the Corporation’s Asset and Liability Committee, and only within the Corporation’s Board of Directors Credit Committee approved credit exposure limits. Where contracts have been created for customers, the Corporation enters into derivatives with dealers to offset its risk exposure. To manage the credit exposure to exchanges and counterparties, the Corporation generally enters into bilateral collateral agreements using standard forms published by the International Swaps and Derivatives Association. These agreements are to include thresholds of credit exposure or the maximum amount of unsecured credit exposure which the Corporation is willing to assume. Beyond the threshold levels, collateral in the form of securities made available from the investment portfolio or other forms of collateral acceptable under the bilateral collateral agreements are provided. The threshold levels for each counterparty are established by the Corporation’s Asset and Liability Committee. The Corporation generally posts collateral in the form of highly rated Government Agency issued bonds or mortgage backed securities (“MBSs”). Collateral posted against derivative liabilities was $103.0 million, $107.0 million and $113.8 million as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively.

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11.    Benefit Plans

The Corporation sponsors several qualified and nonqualified pension and other postretirement plans for certain of its employees. The net periodic pension cost is based on estimated values provided by an outside actuary. The components of net periodic benefit cost are as follows:

	Pension Benefits
	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Components of Net Periodic Pension Cost
Service Cost	$	1,799		$	1,531		$	5,397		$	4,593
Interest Cost	2,965			2,860			8,895			8,580
Expected return on assets	(3,034		)	(3,328		)	(9,102		)	(9,984		)
Amortization of unrecognized prior service costs	97			98			291			294
Cumulative net loss	2,593			1,780			7,779			5,340
Net periodic pension cost	$	4,420		$	2,941		$	13,260		$	8,823

	Postretirement Benefits
	Three Months Ended September 30,					Nine Months Ended September 30,
	2012			2011		2012			2011
Components of Net Periodic Postretirement Cost
Service Cost	$	19		$	14	$	57		$	42
Interest Cost	174			221		522			663
Amortization of unrecognized prior service costs	(117		)	—		(351		)	—
Cumulative net loss	72			28		216			84
Net periodic postretirement cost	$	148		$	263	$	444		$	789

Management contributed $10.0 million to the qualified pension plan in the quarter ended September 30, 2012.

The Corporation also maintains a savings plan under Section 401(k) of the Internal Revenue Code of 1986, as amended, covering substantially all full-time and part-time employees beginning in the quarter following three months of continuous employment. The savings plan was approved for non-vested employees in the defined benefit pension plan and new hires as of January 1, 2007. Effective January 1, 2009, the Corporation suspended its matching contribution to the savings plan. Effective April 1, 2011, the Corporation reinstated its matching contribution to $.50 for each $1.00 up to 1% of an employee’s qualifying salary. Matching contributions vest in accordance with plan specifications.

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12. Fair Value Measurement

As defined in ASC 820, Fair Value Measurements and Disclosures, fair value is defined as the price to sell an asset or transfer a liability in an orderly transaction between market participants in the principal market or most advantageous market for the asset or liability. Fair value is based on quoted market prices, when available, for identical or similar assets or liabilities. In the absence of quoted market prices, Management determines the fair value of the Corporation's assets and liabilities using valuation models or third-party pricing services. Both of these approaches rely on market-based parameters when available, such as interest rate yield curves, option volatilities and credit spreads, or unobservable inputs. Unobservable inputs may be based on Management's judgment, assumptions and estimates related to credit quality, liquidity, interest rates and other relevant inputs.

U.S. GAAP establishes a three-level valuation hierarchy for determining fair value that is based on the transparency of the inputs used in the valuation process. The inputs used in determining fair value in each of the three levels of the hierarchy, highest ranking to lowest, are as follow:

• Level 1 - Quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity has the ability to access as of the measurement date.

• Level 2 - Significant other observable inputs other than Level 1 prices such quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.

• Level 3 - Significant unobservable inputs that reflect a company's own assumptions about the assumptions that market participants would use in pricing an asset or liability.

The level in the fair value hierarchy ascribed to a fair value measurement in its entirety is based on the lowest level input that is significant to the overall fair value measurement.

Valuation adjustments, such as those pertaining to counterparty and the Corporation's own credit quality and liquidity, may be necessary to ensure that assets and liabilities are recorded at fair value.  Credit valuation adjustments are made when market pricing does not accurately reflect the counterparty's credit quality.  As determined by Management, liquidity valuation adjustments may be made to the fair value of certain assets to reflect the uncertainty in the pricing and trading of the instruments when Management is unable to observe recent market transactions for identical or similar instruments. Liquidity valuation adjustments are based on the following factors:

• the amount of time since the last relevant valuation;

• whether there is an actual trade or relevant external quote available at the measurement date; and

• volatility associated with the primary pricing components.

Management ensures that fair value measurements are accurate and appropriate by relying upon various controls, including:

• an independent review and approval of valuation models;

• recurring detailed reviews of profit and loss; and

• a validation of valuation model components against benchmark data and similar products, where possible.  

Management reviews any changes to its valuation methodologies to ensure they are appropriate and justified, and refines valuation methodologies as more market-based data becomes available.  Transfers

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between levels of the fair value hierarchy are recognized at the end of the reporting period.

The following tables presents the balances of assets and liabilities measured at fair value on a recurring and nonrecurring basis as of September 30, 2012, December 31, 2011 and September 30, 2011:

				Fair Value by Hierarchy
	September 30, 2012			Level 1		Level 2			Level 3
Recurring fair value measurement
Available-for-sale securities:
Money market mutual funds	$	3,245		$	3,245	$	—		$	—
U.S. government agency debentures	35,137			—		35,137			—
U.S. States and political subdivisions	258,418			—		258,418			—
Residential mortgage-backed securities:
U.S. government agencies	1,277,831			—		1,277,831			—
Commercial mortgage-backed securities:
U.S. government agencies	15,667			—		15,667			—
Residential collateralized mortgage-backed securities:
U.S. government agencies	1,205,525			—		1,205,525			—
Non-agency	12			—		1			11
Commercial collateralized mortgage-backed securities:
U.S. government agencies	68,665			—		68,665			—
Corporate debt securities	47,493			—		—			47,493
Total available-for-sale securities	2,911,993			3,245		2,861,244			47,504
Residential loans held for sale	17,540			—		17,540			—
Derivative assets:
Interest rate swaps - fair value hedges	—			—		—			—
Interest rate swaps - nondesignated	62,796			—		62,796			—
Mortgage loan commitments	7,394			—		7,394			—
Forward sale contracts	(2,223		)	—		(2,223		)	—
Foreign exchange	80			—		80			—
Total derivative assets	68,047			—		68,047			—
Total fair value of assets (a)	$	2,997,580		$	3,245	$	2,946,831		$	47,504
Derivative liabilities:
Interest rate swaps - fair value hedges	22,071			—		22,071			—
Interest rate swaps - nondesignated	62,796			—		62,796			—
Foreign exchange	71			—		71			—
Total derivative liabilities	84,938			—		84,938			—
True-up liability	12,642			—		—			12,642
Total fair value of liabilities (a)	$	97,580		$	—	$	84,938		$	12,642
Nonrecurring fair value measurement
Mortgage servicing rights (b)	$	17,294		$	—	$	—		$	17,294
Impaired loans (c)	44,010			—		—			44,010
Other property (d)	6,333			—		—			6,333
Other real estate covered by loss share (e)	14,695			—		—			14,695
Total fair value	$	82,332		$	—	$	—		$	82,332

(a) - There were no transfers between levels 1 and 2 of the fair value hierarchy during the quarter ended September 30, 2012.

(b) - MSRs with a recorded investment of $21.3 million were reduced by a specific valuation allowance totaling $4.1 million to a reported carrying value of $17.3 million resulting in recognition of $0.6 million in expense included in loans sales and servicing income in the quarter ended September 30, 2012.

(c) - Collateral dependent impaired loans with a recorded investment of $52.5 million were reduced by specific valuation allowance allocations totaling $8.5 million to a reported net carrying value of $44.0 million.

(d) - Amounts do not include assets held at cost at September 30, 2012. During the quarter ended September 30, 2012, the re-measurement of foreclosed assets at fair value subsequent to initial recognition resulted in losses of $0.1 million included in noninterest expense.

(e) - Amounts do not include assets held at cost at September 30, 2012. During the quarter ended September 30, 2012, the re-measurement of covered foreclosed assets at fair value subsequent to initial recognition resulted in losses $0.2 million included in noninterest expense.

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				Fair Value by Hierarchy
	December 31, 2011			Level 1		Level 2			Level 3
Recurring fair value measurement
Available-for-sale securities:
Money market mutual funds	$	3,299		$	3,299	$	—		$	—
U.S. government agency debentures	123,069			—		123,069			—
U.S. States and political subdivisions	357,731			—		357,731			—
Residential mortgage-backed securities:
U.S. government agencies	1,460,343			—		1,460,343			—
Residential collateralized mortgage-backed securities:
U.S. government agencies	1,137,835			—		1,137,835			—
Non-agency	43,307			—		2			43,305
Commercial collateralized mortgage-backed securities:
U.S. government agencies	129,127			—		129,127			—
Corporate debt securities	98,842			—		54,608			44,234
Total available-for-sale securities	3,353,553			3,299		3,262,715			87,539
Residential loans held for sale	30,077			—		30,077			—
Derivative assets:
Interest rate swaps - fair value hedges	—			—		—			—
Interest rate swaps - nondesignated	58,875			—		58,875			—
Mortgage loan commitments	4,959			—		4,959			—
Forward sale contracts	(1,798		)	—		(1,798		)	—
Foreign exchange	20			—		65			—
Total derivative assets	62,056			—		62,101			—
Total fair value of assets (a)	$	3,445,686		$	3,299	$	3,354,893		$	87,539
Derivative liabilities:
Interest rate swaps - fair value hedges	25,889			—		25,889			—
Interest rate swaps - nondesignated	58,875			—		58,875			—
Foreign exchange	18			—		62			—
Other	1,324			—		1,324			—
Total derivative liabilities	86,106			—		86,150			—
True-up liability	11,551			—		—			11,551
Total fair value of liabilities (a)	$	97,657		$	—	$	86,150		$	11,551
Nonrecurring fair value measurement
Mortgage servicing rights (b)	$	17,749		$	—	$	—		$	17,749
Impaired loans (c)	56,739			—		—			56,739
Other property (d)	4,087			—		—			4,087
Other real estate covered by loss share (e)	18,707			—		—			18,707
Total fair value	$	97,282		$	—	$	—		$	97,282

(a) - There were no transfers between levels 1 and 2 of the fair value hierarchy during the quarter ended December 31, 2011.  

(b) - MSRs with a recorded investment of $21.2 million were reduced by a specific valuation allowance totaling $3.5 million to a reported carrying value of $17.6 million resulting in the recognition of an impairment charge of $3.5 million in the year ended December 31, 2011.

(c) - Collateral dependent impaired loans with a recorded investment of $64.5 million were reduced by specific valuation allowance allocations totaling $7.7 million to a reported net carrying value of $56.7 million.

(d) Amounts do not include assets held at cost at December 31, 2011. During the year ended December 31, 2011, the re-measurement of foreclosed assets at fair value subsequent to initial recognition resulted in losses of $5.4 million included in noninterest expense.

(e) Amounts do not include assets held at cost at December 31, 2011. During the year ended December 31, 2011, the re-measurement of covered foreclosed assets at fair value subsequent to initial recognition resulted in losses of $3.0 million included in noninterest expense.

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				Fair Value by Hierarchy
	September 30, 2011			Level 1		Level 2			Level 3
Recurring fair value measurement
Available-for-sale securities:
Money market mutual funds	$	3,715		$	3,715	$	—		$	—
U.S. government agency debentures	203,718			—		203,718			—
U.S. States and political subdivisions	314,441			—		314,441			—
Residential mortgage-backed securities:
U.S. government agencies	1,481,222			—		1,481,222			—
Residential collateralized mortgage-backed securities:
U.S. government agencies	1,103,906			—		1,103,906			—
Non-agency	44,857			—		3			44,854
Commercial collateralized mortgage-backed securities:
U.S. government agencies	—			—		—			—
Corporate debt securities	46,187			—		—			46,187
Total available-for-sale securities	3,198,046			3,715		3,103,290			91,041
Residential loans held for sale	39,340			—		39,340			—
Derivative assets:
Interest rate swaps - fair value hedges	—			—		—			—
Interest rate swaps - nondesignated	61,299			—		61,299			—
Mortgage loan commitments	5,525			—		5,525			—
Forward sale contracts	(1,591		)	—		(1,591		)	—
Foreign exchange	85			—		85			—
Total derivative assets	65,318			—		65,318			—
Total fair value of assets (a)	$	3,302,704		$	3,715	$	3,207,948		$	91,041
Derivative liabilities:
Interest rate swaps - fair value hedges	28,278			—		28,278			—
Interest rate swaps - nondesignated	61,299			—		61,299			—
Foreign exchange	80			—		80			—
Other	—			—		—			—
Total derivative liabilities	89,657			—		89,657			—
True-up liability	11,913			—		—			11,913
Total fair value of liabilities (a)	$	101,570		$	—	$	89,657		$	11,913
Nonrecurring fair value measurement
Mortgage servicing rights (b)	$	16,866		$	—	$	—		$	16,866
Impaired loans (c)	59,155			—		—			59,155
Other property (d)	8,648			—		—			8,648
Other real estate covered by loss share (e)	29,350			—		—			29,350
Total fair value	$	114,019		$	—	$	—		$	114,019

(a) - There were no transfers between levels 1 and 2 of the fair value hierarchy during the quarter endedSeptember 30, 2011.

(b) - MSRs were recorded at carrying value of $16.8 million as of September 30, 2011.

(c) - Collateral dependent impaired loans with a recorded investment of $66.2 million were reduced by specific valuation allowance allocations totaling $7.1 million to a reported net carrying value of $59.2 million.

(d) - Amounts do not include assets held at cost at September 30, 2011. During the quarter ended September 30, 2011, the re-measurement of foreclosed assets at fair value subsequent to initial recognition resulted in losses of $1.0 million included in noninterest expense.

(e) Amounts do not include assets held at cost at September 30, 2011. During the quarter ended September 30, 2011, the re-measurement of covered foreclosed assets at fair value subsequent to initial recognition resulted in losses of $1.1 million included in noninterest expense.

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The following section describes the valuation methodologies used by the Corporation to measure financial assets and liabilities at fair value. During the quarters ended September 30, 2012 and 2011, there were no significant changes to the valuation techniques used by the Corporation to measure fair value.

Available-for-sale securities. When quoted prices are available in an active market, securities are valued using the quoted price and are classified as Level 1. The quoted prices are not adjusted. Level 1 instruments are predominantly money market mutual funds and represent less than 1% of the available-for-sale portfolio.

Securities are classified as Level 2 if quoted prices for identical securities are not available, and fair value is determined using pricing models by a third-party pricing service.   Approximately 98% of the available-for-sale portfolio is Level 2. For the majority of available-for sale securities, the Corporation obtains fair value measurements from an independent third party pricing service. These instruments include: municipal bonds; bonds backed by the U.S. government; corporate bonds; MBSs; securities issued by the U.S. Treasury; and certain agency and corporate collateralized mortgage obligations.  The independent pricing service uses industry-standard models to price U.S. Government agencies and MBSs that consider various assumptions, including time value, yield curves, volatility factors, prepayment speeds, default rates, loss severity, current market and contractual prices for the underlying financial instruments, as well as other relevant economic measures. Obligations of state and political subdivisions are valued using a type of matrix, or grid, pricing in which securities are benchmarked against the treasury rate based on credit rating. For collateralized mortgage securities, depending on the characteristics of a given tranche, a volatility driven multidimensional static model or Option-Adjusted Spread model is generally used. Substantially all assumptions used by the independent pricing service for securities classified as Level 2 are observable in the marketplace, can be derived from observable data, or are supported by observable levels at which transactions are executed in the marketplace.

Securities are classified as Level 3 when there is limited activity in the market for a particular instrument and fair value is determined by obtaining broker quotes. Less than 2% of the available-for-sale portfolio is Level 3 and consists of mortgage-backed securities issued and guaranteed by the National Credit Union Administration and single issuer trust preferred securities. These instruments are measured at unadjusted prices obtained from the independent pricing service. The independent pricing service prices these instruments through a broker quote when sufficient information, such as cash flows or other security structure or market information, is not available to produce an evaluation. Broker-quoted securities are adjusted by the independent pricing service based solely on the receipt of updated quotes from market makers or broker-dealers recognized as market participants. A list of such issues is compiled by the independent pricing service daily. For broker-quoted issues, the independent pricing service applies a zero spread relationship to the bid-side valuation, resulting in the same values for the mean and ask.

On a monthly basis, Management validates the pricing methodologies utilized by our independent pricing service to ensure the fair value determination is consistent with the applicable accounting guidance and that the investments are properly classified in the fair value hierarchy. Management substantiates the fair values determined for a sample of securities held in portfolio by reviewing the key assumptions used by the independent pricing service to value the securities and comparing the fair values to prices from other independent sources for the same and similar securities. Management analyzes variances and conducts additional research with the independent pricing service, if necessary, and takes appropriate action based on its findings.

Loans held for sale. These loans are regularly traded in active markets through programs offered by the Federal Home Loan Mortgage Corporation and the Federal National Mortgage Association, and

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observable pricing information is available from market participants. The prices are adjusted as necessary to include any embedded servicing value in the loans and to take into consideration the specific characteristics of certain loans. These adjustments represent unobservable inputs to the valuation but are not considered significant to the fair value of the loans. Accordingly, residential real estate loans held for sale are classified as Level 2.

Impaired loans. Certain impaired collateral dependent loans are reported at fair value less costs to sell the collateral. Collateral values are estimated using Level 3 inputs, consisting of third-party appraisals or price opinions and internal adjustments necessary in the judgment of Management to reflect current market conditions and current operating results for the specific collateral. Collateral may be in the form of real estate or personal property including equipment and inventory. The vast majority of the collateral is real estate. When impaired collateral dependent loans are individually re-measured and reported at fair value of the collateral, less costs to sell, a direct loan charge off to the allowance for loan losses and/or a specific valuation allowance allocation is recorded.

Other Property. Certain other property which consists of foreclosed assets and properties securing residential and commercial loans, upon initial recognition and transfer from loans, are re-measured and reported at fair value less costs to sell to the property through a charge-off to the allowance for loan losses based on the fair value of the foreclosed assets. The fair value of a foreclosed asset, upon initial recognition, is estimated using Level 3 inputs, consisting of third party appraisals or price opinions and internal adjustments necessary in the judgment of Management to reflect current market conditions and current operating results for the specific collateral. Subsequent to foreclosure, valuations are updated periodically, and the assets may be written down further through a charge to noninterest expense.

Mortgage Servicing Rights. The Corporation carries its mortgage servicing rights at lower of cost or fair value, and, therefore, they subject to fair value measurements on a nonrecurring basis. Since sales of mortgage servicing rights tend to occur in private transactions and the precise terms and conditions of the sales are typically not readily available, there is a limited market to refer to in determining the fair value of mortgage servicing rights. As such, like other participants in the mortgage banking business, the Corporation relies primarily on a discounted cash flow model, incorporating assumptions about loan prepayment rates, discount rates, servicing costs and other economic factors, to estimate the fair value of its mortgage servicing rights. Since the valuation model uses significant unobservable inputs, the Corporation classifies mortgage servicing rights within Level 3.

The Corporation utilizes a third-party vendor to perform the modeling to estimate the fair value of its mortgage servicing rights. The Corporation reviews the estimated fair values and assumptions used by the third party in the model on a quarterly basis. The Corporation also compares the estimates of fair value and assumptions to recent market activity and against its own experience. See Note 13 (Mortgage Servicing Rights and Mortgage Servicing Activity) for further information on mortgage servicing rights valuation assumptions.

Derivatives. The Corporation's derivatives include interest rate swaps and written loan commitments and forward sales contracts related to residential mortgage loan origination activity. Valuations for interest rate swaps are derived from third party models whose significant inputs are readily observable market parameters, primarily yield curves, with appropriate adjustments for liquidity and credit risk. These fair value measurements are classified as Level 2. The fair values of written loan commitments and forward sales contracts on the associated loans are based on quoted prices for similar loans in the secondary market, consistent with the valuation of residential mortgage loans held for sale. Expected net future cash flows related to loan servicing activities are included in the fair value measurement of written

52

loan commitments. A written loan commitment does not bind the potential borrower to entering into the loan, nor does it guarantee that the Corporation will approve the potential borrower for the loan. Therefore, when determining fair value, the Corporation makes estimates of expected “fallout” (interest rate locked pipeline loans not expected to close), using models, which consider cumulative historical fallout rates and other factors. Fallout can occur for a variety of reasons including falling rate environments when a borrower will abandon a fixed rate loan commitment at one lender and enter into a new lower fixed rate loan commitment at another, when a borrower is not approved as an acceptable credit by the lender or for a variety of other non-economic reasons. Fallout is not a significant input to the fair value of the written loan commitments in their entirety. These measurements are classified as Level 2.

Derivative assets are typically secured through securities with financial counterparties or cross collateralization with a borrowing customer. Derivative liabilities are typically secured through the Corporation pledging securities to financial counterparties or, in the case of a borrowing customer, by the right of setoff. The Corporation considers factors such as the likelihood of default by itself and its counterparties, right of setoff, and remaining maturities in determining the appropriate fair value adjustments. All derivative counterparties approved by the Corporation's Asset and Liability Committee are regularly reviewed, and appropriate business action is taken to adjust the exposure to certain counterparties, as necessary. Counterparty exposure is evaluated by netting positions that are subject to master netting agreements, as well as considering the amount of marketable collateral securing the position. This approach used to estimate impacted exposures to counterparties is also used by the Corporation to estimate its own credit risk on derivative liability positions. To date, no material losses have been incurred due to a counterparty's inability to pay any uncollateralized position. There was no significant change in value of derivative assets and liabilities attributed to credit risk for the quarter ended September 30, 2012.

True-up liability. In connection with the George Washington and Midwest acquisitions in 2010, the Bank has agreed to pay the FDIC should the estimated losses on the acquired loan portfolios as well as servicing fees earned on the acquired loan portfolios not meet thresholds as stated in the loss sharing agreements (the "true-up liability"). This contingent consideration is classified as a liability within accrued taxes, expenses and other liabilities on the consolidated balance sheets and is remeasured at fair value each reporting date until the contingency is resolved. The changes in fair value are recognized in earnings in the current period.

An expected value methodology is used as a starting point for determining the fair value of the true-up liability based on the contractual terms prescribed in the loss sharing agreements. The resulting values under both calculations are discounted over 10 years (the period defined in the loss sharing agreements) to reflect the uncertainty in the timing and payment of the true-up liability by the Bank to arrive at a net present value. The discount rate used to value the true-up liability was 2.99% and 3.81% as of September 30, 2012 and 2011, respectively. Increasing or decreasing the discount rate by one percentage point would change the liability by $0.9 million and $1.0 million, respectively, as of September 30, 2012.

In accordance with the loss sharing agreements governing the Midwest acquisition, on July 15, 2020 (the “Midwest True-Up Measurement Date”), the Bank has agreed to pay to the FDIC half of the amount, if positive, calculated as: (1) 20% of the intrinsic loss estimate of the FDIC (approximately $152 million); minus (2) the sum of (A) 25% of the asset premium paid in connection with the Midwest acquisition (approximately $20 million); plus (B) 25% of the cumulative shared-loss payments (as defined below) plus (C) the cumulative servicing amount (as defined below). The fair value of the true-up liability associated with the Midwest acquisition was $7.7 million, $7.2 million and $7.3 million as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively.

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In accordance with the loss sharing agreements governing the George Washington acquisition, on April 14, 2020 (the “George Washington True-Up Measurement Date”), the Bank has agreed to pay to the FDIC 50% of the excess, if any, of (1) 20% of the stated threshold ($172.0 million) less (2) the sum of (A) 25% of the asset discount ($47.0 million) received in connection with the George Washington acquisition plus (B) 25% of the cumulative shared-loss payments (as defined below) plus (C) the cumulative servicing amount (as defined below). The fair value of the true-up liability associated with the George Washington acquisition was $5.0 million, $4.3 million and $4.6 million as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively.

For the purposes of the above calculations, cumulative shared-loss payments means: (i) the aggregate of all of the payments made or payable to the Bank under the loss sharing agreements minus (ii) the aggregate of all of the payments made or payable to the FDIC. The cumulative servicing amount means the period servicing amounts (as defined in the loss sharing agreements) for every consecutive twelve-month period prior to and ending on the Midwest and George Washington True-Up Measurement Dates. The cumulative loss share payments and cumulative service amounts components of the true-up calculations are estimated each period end based on the expected amount and timing of cash flows of the acquired loan portfolios. See Note 5 (Loans) for additional information on the estimated cash flows of the acquired loan portfolios.

The changes in Level 3 assets and liabilities measured at fair value on a recurring basis are summarized follows:

	Three months ended											Nine Months Ended
	September 30, 2012					September 30, 2011						September 30, 2012					September 30, 2011
	Available-for-sale securities			True-up liability		Available-for-sale securities			True-up liability			Available-for-sale securities			True-up liability		Available-for-sale securities			True-up liability
Balance at beginning of period	$	48,096		$	11,820	$	144,570		$	12,196		$	87,539		$	11,551	$	60,344		$	12,061
(Gains) losses included in earnings (a)	—			822		—			(283		)	—			1,091		—			(148		)
Unrealized gains (losses) (b)	(605		)	—		(4,549		)	—			3,137			—		(4,199		)	—
Purchases	—			—		—			—			—			—		83,876			—
Sales	—			—		(44,924		)	—			(40,520		)	—		(44,924		)	—
Settlements	13			—		(4,056		)	—			(2,652		)	—		(4,056		)	—
Net transfers into (out of) Level 3	—			—		—			—			—			—		—			—
Balance at ending of period	$	47,504		$	12,642	$	91,041		$	11,913		$	47,504		$	12,642	$	91,041		$	11,913

(a) Reported in other expense

(b) Reported in other comprehensive income (loss)

Fair Value Option

Residential mortgage loans held for sale are recorded at fair value under fair value option accounting guidance. The election of the fair value option aligns the accounting for these loans with the related hedges. It also eliminates the requirements of hedge accounting under U.S. GAAP.

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Interest income on loans held for sale is accrued on the principal outstanding primarily using the “simple-interest” method. None of these loans were 90 days or more past due, nor were any on nonaccrual status as of September 30, 2012, December 31, 2011 and September 30, 2011. The aggregate fair value, contractual balance and gains on loans held for sale are as follows:

	Quarter ended		Year ended		Quarter ended
	September 30, 2012		December 31, 2011		September 30, 2011
Aggregate fair value	$	17,540	$	30,077	$	39,340
Contractual balance	16,635		28,948		37,786
Gain (a)	905		1,129		1,554

(a) Included in loan sales and servicing income.

Disclosures about Fair Value of Financial Instruments

The carrying amount and estimated fair value of the Corporation’s financial instruments that are carried at either fair value or cost as of September 30, 2012, December 31, 2011 and September 30, 2011 are shown in the tables below.

	September 30, 2012
	Carrying Amount		Fair Value
			Total		Level 1		Level 2		Level 3
Financial assets:
Cash and due from banks	$	238,417	$	238,417	$	—	$	238,417	$	—
Available for sale securities	2,911,993		2,911,993		3,245		2,861,244		47,504
Held to maturity securities	620,631		631,237		—		631,237		—
Other securities	140,730		140,730		—		140,730		—
Loans held for sale	17,540		17,540		—		17,540		—
Net noncovered loans	8,217,478		7,898,195		—		—		7,898,195
Net covered loans and loss share receivable	1,131,285		1,131,285		—		—		1,131,285
Accrued interest receivable	43,901		43,901		—		43,901		—
Derivatives	68,047		68,047		—		68,047		—
Financial liabilities:
Deposits	$	11,532,426	$	11,540,681	$	—	$	11,540,681	$	—
Federal funds purchased and securities sold under agreements to repurchase	963,455		963,455		—		963,455		—
Wholesale borrowings	178,083		187,230		—		187,230		—
Accrued interest payable	2,798		2,798		—		2,798		—
Derivatives	84,938		84,938		—		84,938		—

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	December 31, 2011
	Carrying Amount		Fair Value
			Total		Level 1		Level 2		Level 3
Financial assets:
Cash and due from banks	$	377,319	$	377,319	$	—	$	377,319	$	—
Available for sale securities	3,353,553		3,353,553		3,299		3,262,715		87,539
Held to maturity securities	82,764		85,112		—		85,112		—
Other securities	140,726		140,726		—		140,726		—
Loans held for sale	30,077		30,077		—		30,077		—
Net noncovered loans	7,641,245		7,373,801		—		—		7,373,801
Net covered loans and loss share receivable	1,460,723		1,460,723		—		—		1,460,723
Accrued interest receivable	42,274		42,274		—		42,274		—
Derivatives	62,056		62,101		—		62,101		—
Financial liabilities:
Deposits	$	11,431,609	$	11,445,777	$	—	$	11,445,777	$	—
Federal funds purchased and securities sold under agreements to repurchase	866,265		866,265		—		866,265		—
Wholesale borrowings	203,462		211,623		—		211,623		—
Accrued interest payable	3,915		3,915		—		3,915		—
Derivatives	86,106		86,150		—		86,150		—

	September 30, 2011
	Carrying Amount		Fair Value
			Total		Level 1		Level 2		Level 3
Financial assets:
Cash and due from banks	$	318,945	$	318,945	$	—	$	318,945	$	—
Available for sale securities	3,198,046		3,198,046		3,715		3,103,290		91,041
Held to maturity securities	92,214		94,921		—		94,921		—
Other securities	160,793		160,793		—		160,793		—
Loans held for sale	39,340		39,340		—		39,340		—
Net noncovered loans	7,522,385		7,148,775		—		—		7,148,775
Net covered loans and loss share receivable	1,612,615		1,612,615		—		—		1,612,615
Accrued interest receivable	41,199		41,199		—		41,199		—
Derivatives	65,318		65,318		—		65,318		—
Financial liabilities:
Deposits	$	11,396,121	$	11,412,576	$	—	$	11,412,576	$	—
Federal funds purchased and securities sold under agreements to repurchase	987,030		991,304		—		991,304		—
Wholesale borrowings	248,006		256,069		—		256,069		—
Accrued interest payable	4,627		4,627		—		4,627		—
Derivatives	89,657		89,657		—		89,657		—

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The following methods and assumptions were used to estimate the fair value of the remaining classes of financial instruments not measured at fair value on a recurring or nonrecurring basis:

Cash and due from banks – For these short-term instruments, the carrying amount is considered a reasonable estimate of fair value.

Held to maturity securities - The held to maturity portfolio was segmented based on security type and repricing characteristics. Carrying values are used to estimate fair values of variable rate securities. A discounted cash flow method was used to estimate the fair value of fixed-rate securities. Discounting was based on the contractual cash flows, and discount rates are based on the year-end yield curve plus a spread that reflects current pricing on securities with similar characteristics. If applicable, prepayment assumptions are factored into the fair value determination based on historical experience and current economic conditions.

Other securities - Other securities is mainly composed of FRB and FHLB stock. The carrying amount of this stock is a reasonable fair value estimate given their restricted nature.

Net noncovered loans – The loan portfolio was segmented based on loan type and repricing characteristics. Carrying values are used to estimate fair values of variable rate loans. A discounted cash flow method was used to estimate the fair value of fixed-rate loans. Discounting was based on the contractual cash flows, and discount rates are based on the year-end yield curve plus a spread that reflects current pricing on loans with similar characteristics. If applicable, prepayment assumptions are factored into the fair value determination based on historical experience and current economic conditions.

Net covered loansand loss share receivable – Fair values for loans were based on a discounted cash flow methodology that considered factors including the type of loan and related collateral, classification status, fixed or variable interest rate, term of loan and whether or not the loan was amortizing, and current discount rates. Loans were grouped together according to similar characteristics and were treated in the aggregate when applying various valuation techniques. The discount rates used for loans are based on current market rates for new originations of comparable loans and include adjustments for liquidity concerns. The discount rate does not include a factor for credit losses as that has been included in the estimated cash flows.

Loss share receivable – This loss sharing asset is measured separately from the related covered assets as it is not contractually embedded in the covered assets and is not transferable with the covered assets should the Bank choose to dispose of them. Fair value was estimated using projected cash flows related to the Loss Share Agreements based on the expected reimbursements for losses and the applicable loss sharing percentages. These cash flows were discounted to reflect the uncertainty of the timing and receipt from the FDIC.

Accrued interest receivable – The carrying amount is considered a reasonable estimate of fair value.

Deposits – The estimated fair value of deposits with no stated maturity, which includes demand deposits, money market accounts and other savings accounts, are established at carrying value because of the customers’ ability to withdraw funds immediately. A discounted cash flow method is used to estimate the fair value of fixed rate time deposits. Discounting was based on the contractual cash flows and the current rates at which similar deposits with similar remaining maturities would be issued.

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Federal funds purchased and securities sold under agreements to repurchase and wholesale borrowings – The carrying amount of variable rate borrowings including federal funds purchased is considered to be their fair value. Quoted market prices or the discounted cash flow method was used to estimate the fair value of the Corporation’s long-term debt. Discounting was based on the contractual cash flows and the current rate at which debt with similar terms could be issued.

Accrued interest payable – The carrying amount is considered a reasonable estimate of fair value.

13. Mortgage Servicing Rights and Mortgage Servicing Activity

In the nine months ended September 30, 2012 and 2011, the Corporation sold residential mortgage loans from the held for sale portfolio with unpaid principal balances of $588.6 million and $324.8 million, respectively, and recognized pre-tax gains of $7.9 million and $5.2 million, respectively, which are included as a component of loan sales and servicing income. The Corporation retained the related mortgage servicing rights on $560.9 million and $283.2 million, respectively, of the loans sold and receives servicing fees.

The Corporation serviced for third parties approximately $2.4 billion of residential mortgage loans at September 30, 2012 and $2.2 billion at September 30, 2011. For the nine months ended September 30, 2012 and 2011, loan servicing fees, not including valuation changes included in loan sales and servicing income, were $4.2 million and $4.0 million, respectively.

Servicing rights are presented within other assets on the accompanying consolidated balance sheet. The retained servicing rights are initially valued at fair value. Since mortgage servicing rights do not trade in an active market with readily observable prices, the Corporation relies primarily on a discounted cash flow analysis model to estimate the fair value of its mortgage servicing rights. Additional information can be found in Note 12 (Fair Value Measurement). Mortgage servicing rights are subsequently measured using the amortization method. Accordingly, the mortgage servicing rights are amortized over the period of, and in proportion to, the estimated net servicing income and is recorded in loan sales and servicing income.

Changes in the carrying amount of mortgage servicing rights and the mortgage servicing rights valuation allowance are as follows:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Balance at beginning of period	$	21,273		$	21,094		$	21,179		$	21,317
Additions	1,408			798			4,597			2,660
Amortization	(1,390		)	(1,111		)	(4,485		)	(3,196		)
Balance at end of period	21,291			20,781			21,291			20,781
Valuation allowance at beginning of period	(3,488		)	(350		)	(3,539		)	—
Recoveries (Additions)	(590		)	(3,639		)	(539		)	(3,989		)
Valuation allowance at end of period	(4,078		)	(3,989		)	(4,078		)	(3,989		)
Mortgage servicing rights, net carrying balance	$	17,213		$	16,792		$	17,213		$	16,792
Fair value at end of period	$	17,294		$	16,866		$	17,294		$	16,866

On a quarterly basis, the Corporation assesses its capitalized servicing rights for impairment based on their current fair value. For purposes of the impairment, the servicing rights are disaggregated based on loan type and interest rate which are the predominant risk characteristics of the underlying loans. A valuation allowance is established through a charge to earnings to the extent the amortized cost of the mortgage servicing rights exceeds the estimated fair value by stratification. If it is later determined that all or a portion of the

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temporary impairment no longer exists for the stratification, the valuation is reduced through a recovery to earnings. No permanent impairment losses were written off against the allowance during the quarters ended September 30, 2012 and September 30, 2011.

Key economic assumptions and the sensitivity of the current fair value of the mortgage servicing rights related to immediate 10% and 25% adverse changes in those assumptions at September 30, 2012 are presented in the following table below. These sensitivities are hypothetical and should be used with caution. As the figures indicate, changes in the fair value based on 10% variation in the prepayment speed assumption generally cannot be extrapolated because the relationship of the change in the prepayment speed assumption to the change in fair value may not be linear. Also, in the below table, the effect of a variation in the discount rate assumption on the fair value of the mortgage servicing rights is calculated independently without changing any other assumption. In reality, changes in one factor may result in changes in another (for example, changes in prepayment speed estimates could result in changes in the discount rates), which might magnify or counteract the sensitivities.

Prepayment speed assumption (annual CPR)	17.5		%
Decrease in fair value from 10% adverse change	$	921
Decrease in fair value from 25% adverse change	2,193
Discount rate assumption	9.7		%
Decrease in fair value from 100 basis point adverse change	$	478
Decrease in fair value from 200 basis point adverse change	926
Expected weighted-average life (in months)	71.5

14.    Contingencies and Guarantees

Litigation

In the normal course of business, the Corporation and its subsidiaries are at all times subject to pending and threatened legal actions, some for which the relief or damages sought are substantial. Although the Corporation is not able to predict the outcome of such actions, after reviewing pending and threatened actions with counsel, Management believes that based on the information currently available the outcome of such actions, individually or in the aggregate, will not have a material adverse effect on the results of operations or shareholders' equity of the Corporation. However, it is possible that the ultimate resolution of these matters, if unfavorable, may be material to the results of operations in a particular future period as the time and amount of any resolution of such actions and its relationship to the future results of operations are not known.

Reserves are established for legal claims only when losses associated with the claims are judged to be probable, and the loss can be reasonably estimated. In many lawsuits and arbitrations, including almost all of the class action lawsuits, it is not possible to determine whether a liability has been incurred or to estimate the ultimate or minimum amount of that liability until the case is close to resolution, in which case a reserve will not be recognized until that time.

Overdraft Litigation

Commencing in December 2010, two separate lawsuits were filed in the Summit County Court of Common Pleas and the Lake County Court of Common Plea against the Corporation and the Bank. The complaints were brought as putative class actions on behalf of Ohio residents who maintained a checking account at the Bank and who incurred one or more overdraft fees as a result of the alleged re-sequencing of debit transactions. The lawsuit that had been filed in Summit County Court of Common Pleas was dismissed without prejudice on July 11, 2011. The remaining suit in Lake County seeks actual damages, disgorgement of

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overdraft fees, punitive damages, interest, injunctive relief and attorney fees.

365/360 Interest Litigation

In August 2008, a lawsuit was filed in the Cuyahoga County Court of Common Pleas against the Bank. The breach of contract complaint was brought as a putative class action on behalf of Ohio commercial borrowers who had allegedly had the interest they owed calculated improperly by using the 365/360 method. The complaint seeks actual damages, interest, injunctive relief and attorney fees. In June 2012, the trial court certified the class and the Bank has appealed the determination.

Indirect Lending Litigation

In April 2012 a lawsuit was filed in the United States District Court for the Northern District of Ohio, Eastern Division, against the Corporation and Bank. The complaint was brought as a putative class action on behalf of all persons who purchased a motor vehicle in Ohio from an Ohio motor vehicle dealer, which purchase and sale was financed by the Bank. The lawsuit alleges a violation of the Clayton Act, as amended by the Robinson-Patman Act, breach of common law of agency, a violation of the Ohio Retail Installment Sales Act and a violation of the federal Truth in Lending Act. The complaint seeks disgorgement of fees, treble damages, interest and attorney fees. In June 2012, the court granted the Corporation's and Bank's motion to dismiss and that decision is now final.

Shareholder Derivative Litigation

In July 2012, three related shareholder derivative lawsuits were filed in the United States District Court for the Northern District of Ohio. The lawsuits name as defendants the members of the Corporation's board of directors and certain senior executives. The lawsuits are purportedly brought on behalf of the Company and seek a recovery for its benefit. The lawsuits generally allege that the defendants breached fiduciary duties owed to the Corporation in connection with decisions concerning executive compensation, and allege that the senior executives named as defendants were unjustly enriched by receiving excessive compensation. The lawsuits also allege that the defendants caused the Corporation to issue incomplete or misleading disclosures concerning executive compensation in its 2012 proxy statement. The complaints seek an award against the defendants of monetary damages to be paid to the Corporation, and various other forms of relief. In September 2012, the lawsuits were consolidated.

Merger Litigation

In September and October 2012, six shareholder class action lawsuits were separately filed in the Genesee County Circuit Court of Michigan by purported shareholders of Citizens Republic Bancorp against Citizens, the members of Citizens’ board of directors, and the Corporation, arising out of the Corporation’s proposed acquisition of Citizens. The lawsuits generally allege that the terms and the price of the proposed acquisition are unfair to Citizens’ shareholders and that the Citizens' directors breached their fiduciary duties to Citizens' shareholders by approving the proposed transaction. It is alleged that the Corporation aided and abetted the breaches of duties by Citizens’ directors. Plaintiffs, on behalf of all Citizens' shareholders, seek injunctive relief against the consummation of the proposed transaction, request rescission of the transaction or damages to the extent the transaction is consummated, and costs and attorney fees.

Based on information currently available, consultation with counsel, available insurance coverage and established reserves, Management believes that the eventual outcome of all claims against the Corporation and its subsidiaries will not, individually or in the aggregate, have a material adverse effect on its consolidated financial position or results of operations. However, it is possible that the ultimate resolution of these matters, if

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unfavorable, may be material to the results of operations for a particular period. The Corporation has not established any reserves with respect to any of this disclosed litigation because it is not possible to determine either (i) whether a liability has been incurred or (ii) to estimate the ultimate or minimum amount of that liability or both at this time.

Commitments to Extend Credit

Commitments to extend credit are agreements to lend to a customer provided there is no violation of any condition established in the contract. Loan commitments to originate residential mortgage loans held for sale and forward commitments to sell residential mortgage loans are considered derivative instruments, and the fair value of these commitments is recorded on the consolidated balance. Additional information is provided in Note 10 (Derivatives and Hedging Activities). Commitments generally are extended at the then-prevailing interest rates, have fixed expiration dates or other termination clauses and may require payment of a fee. Since many of the commitments are expected to expire without being drawn upon the total commitment amounts do not necessarily represent future cash requirements. Loan commitments involve credit risk not reflected on the balance sheet. The Corporation mitigates exposure to credit risk with internal controls that guide how applications for credit are reviewed and approved, how credit limits are established and, when necessary, how demands for collateral are made. Collateral held varies but may include accounts receivable, inventory, property, plant and equipment, and income-producing commercial properties. Management evaluates the creditworthiness of each prospective borrower on a case-by-case basis and, when appropriate, adjusts the allowance for probable credit losses inherent in all commitments. The allowance for unfunded lending commitments at September 30, 2012, December 31, 2011 and September 30, 2011 was $5.8 million, $6.4 million and $6.4 million, respectively. Additional information pertaining to this allowance is included under the heading “Allowance for Loan Losses and Reserve for Unfunded Lending Commitments” within Management’s Discussion and Analysis of Financial Condition and Results of Operation of this report.

The following table shows the remaining contractual amount of each class of commitments to extend credit as of September 30, 2012, December 31, 2011 and September 30, 2011. This amount represents the Corporation’s maximum exposure to loss if the customer were to draw upon the full amount of the commitment and subsequently default on payment for the total amount of the then outstanding loan.

	September 30, 2012		December 31, 2011		September 30, 2011
Loan Commitments
Commercial	$	2,406,226	$	2,023,284	$	2,047,840
Consumer	1,687,955		1,585,655		1,610,924
Total loan commitments	$	4,094,181	$	3,608,939	$	3,658,764

Guarantees

The Corporation is a guarantor in certain agreements with third parties. The following table shows the types of guarantees the Corporation had outstanding as of September 30, 2012, December 31, 2011 and September 30, 2011.

	September 30, 2012		December 31, 2011		September 30, 2011
Financial guarantees
Standby letters of credit	$	125,791	$	135,039	$	130,186
Loans sold with recourse	39,251		38,808		40,763
Total financial guarantees	$	165,042	$	173,847	$	170,949

Standby letters of credit obligate the Corporation to pay a specified third party when a customer fails to

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repay an outstanding loan or debt instrument, or fails to perform some contractual nonfinancial obligation. The credit risk involved in issuing letters of credit is essentially the same as involved in extending loan facilities to customers. Collateral held varies, but may include marketable securities, equipment and real estate. Any amounts drawn under standby letters of credit are treated as loans; they bear interest and pose the same credit risk to the Corporation as a loan. Except for short-term guarantees of $69.6 million at September 30, 2012, the remaining guarantees extend in varying amounts through 2017.

Changes in the amount of the repurchase reserve for the three and nine months ended September 30, 2012 and 2011 are as follows:

	Three Months Ended September 30, 2012
	Reserve on residential mortgage loans			Reserve on manufactured housing loans			Total repurchase reserve
Balance at beginning of period	$	750		$	1,263		$	2,013
Net realized losses	(202		)	—			(202		)
Net increase to reserve	552			(70		)	482
Balance at end of period	$	1,100		$	1,193		$	2,293

	Three Months Ended September 30, 2011
	Reserve on residential mortgage loans			Reserve on manufactured housing loans		Total repurchase reserve
Balance at beginning of period	$	465		$	1,598	$	2,063
Net realized losses	(96		)	—		(96		)
Net increase to reserve	1			6		7
Balance at end of period	$	370		$	1,604	$	1,974

	Nine Months Ended September 30, 2012
	Reserve on residential mortgage loans			Reserve on manufactured housing loans			Total repurchase reserve
Balance at beginning of period	$	470		$	1,273		$	1,743
Net realized losses	(569		)	—			(569		)
Net increase to reserve	1,199			(80		)	1,119
Balance at end of period	$	1,100		$	1,193		$	2,293

	Nine Months Ended September 30, 2011
	Reserve on residential mortgage loans			Reserve on manufactured housing loans			Total repurchase reserve
Balance at beginning of period	$	600		$	2,233		$	2,833
Net realized losses	(321		)	(35		)	(356		)
Net increase to reserve	91			(594		)	(503		)
Balance at end of period	$	370		$	1,604		$	1,974

The total reserve associated with loans sold with recourse was approximately $2.3 million, $1.7 million and $2.0 million as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively, and is

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included in accrued taxes, expenses and other liabilities on the consolidated balance sheet. The Corporation’s reserve reflects management’s best estimate of losses. The Corporation's reserving methodology uses current information about investor repurchase requests, and assumptions about defect concur rate, repurchase mix, and loss severity, based upon the Corporation’s most recent loss trends. The Corporation also considers qualitative factors that may result in anticipated losses differing from historical loss trends, such as loan vintage, underwriting characteristics and macroeconomic trends.

The Corporation regularly sells residential mortgage loans service retained to government sponsored enterprises (“GSEs”) as part of its mortgage banking activities. The Corporation provides customary representation and warranties to the GSEs in conjunction with these sales. These representations and warranties generally require the Corporation to repurchase assets if it is subsequently determined that a loan did not meet specified criteria, such as a documentation deficiency or rescission of mortgage insurance. If the Corporation is unable to cure or refute a repurchase request, the Corporation is generally obligated to repurchase the loan or otherwise reimburse the counterparty for losses. The Corporation also sells residential mortgage loans serviced released to other investors which contain early payment default recourse provisions. As of September 30, 2012, December 31, 2011 and September 30, 2011, the Corporation had sold $28.5 million, $28.1 million and $29.4 million, respectively, of outstanding residential mortgage loans to GSEs and other investors with recourse provisions. The Corporation had reserved $1.1 million, $0.5 million and $0.4 million as of September 30, 2012, December 31, 2011and September 30, 2011, respectively, for potential losses from representation and warranty obligations and early payment default recourse provisions.

Due to prior acquisitions, as of September 30, 2012 and December 31, 2011, the Corporation continued to service approximately $10.7 million in manufactured housing loans which were sold with recourse compared to $11.4 million as of September 30, 2011. As of September 30, 2012, the Corporation had reserved $1.2 million for potential losses from these manufactured housing loans compared to $1.3 millionand$1.6 million as of December 31, 2011andSeptember 30, 2011, respectively.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

Average Consolidated Balance Sheets (Unaudited)
Fully Tax-equivalent Interest Rates and Interest Differential
	Three months ended							Three months ended
	September 30, 2012							September 30, 2011
(Dollars in thousands)	Average Balance			Interest		Average Rate		Average Balance			Interest		Average Rate
ASSETS
Cash and due from banks	$	440,231						$	517,150
Investment securities and federal funds sold:
U.S. Treasury securities and U.S. Government agency obligations (taxable)	2,688,658			$	17,981	2.66	%	2,974,656			$	19,864	2.65	%
Obligations of states and political subdivisions (tax exempt)	660,143			6,332		3.82	%	385,055			5,275		5.44	%
Other securities and federal funds sold	344,823			2,652		3.06	%	316,383			2,084		2.61	%
Total investment securities and federal funds sold	3,693,624			26,965		2.90	%	3,676,094			27,223		2.94	%
Loans held for sale	23,631			240		4.04	%	24,524			284		4.59	%
Loans, including loss share receivable	9,402,218			103,128		4.36	%	9,177,487			108,444		4.69	%
Total earning assets	13,119,473			130,333		3.95	%	12,878,105			135,951		4.19	%
Total allowance for loan losses	(145,061		)					(138,441		)
Other assets	1,319,373							1,353,814
Total assets	$	14,734,016						$	14,610,628
LIABILITIES AND SHAREHOLDERS’ EQUITY
Deposits:
Noninterest-bearing	$	3,236,703		$	—	—	%	$	2,988,521		$	—	—
Interest-bearing	1,080,841			243		0.09	%	913,252			218		0.09	%
Savings and money market accounts	5,746,210			5,166		0.36	%	5,446,351			6,929		0.50	%
Certificates and other time deposits	1,528,177			2,743		0.71	%	2,099,558			4,370		0.83	%
Total deposits	11,591,931			8,152		0.28	%	11,447,682			11,517		0.40	%
Securities sold under agreements to repurchase	1,032,401			310		0.12	%	969,020			977		0.40	%
Wholesale borrowings	178,022			1,130		2.53	%	320,691			1,669		2.06	%
Total interest-bearing liabilities	9,565,651			9,592		0.40	%	9,748,872			14,163		0.58	%
Other liabilities	315,093							302,824
Shareholders’ equity	1,616,569							1,570,411
Total liabilities and shareholders’ equity	$	14,734,016						$	14,610,628
Net yield on earning assets	$	13,119,473		$	120,741	3.66	%	$	12,878,105		$	121,788	3.75	%
Interest rate spread						3.55	%						3.61	%

Note: Interest income on tax-exempt securities and loans has been adjusted to a fully-taxable equivalent basis. Nonaccrual loans have been included in the average balances.

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Average Consolidated Balance Sheets (Unaudited)
Fully Tax-equivalent Interest Rates and Interest Differential
	Nine Months Ended							Nine Months Ended
	September 30, 2012							September 30, 2011
(Dollars in thousands)	Average Balance			Interest		Average Rate		Average Balance			Interest		Average Rate
ASSETS
Cash and due from banks	$	409,944						$	541,992
Investment securities and federal funds sold:
U.S. Treasury securities and U.S. Government agency obligations (taxable)	2,797,521			$	56,688	2.71	%	2,906,269			$	59,174	2.72	%
Obligations of states and political subdivisions (tax exempt)	526,962			18,450		4.68	%	370,553			15,709		5.67	%
Other securities and federal funds sold	369,639			8,146		2.94	%	296,976			6,436		2.90	%
Total investment securities and federal funds sold	3,694,122			83,284		3.01	%	3,573,798			81,319		3.04	%
Loans held for sale	24,279			761		4.19	%	21,877			779		4.76	%
Loans, including loss share receivable	9,295,866			309,530		4.45	%	9,126,596			330,965		4.85	%
Total earning assets	13,014,267			393,575		4.04	%	12,722,271			413,063		4.34	%
Allowance for loan losses	(143,756		)					(138,758		)
Other assets	1,316,071							1,326,045
Total assets	$	14,596,526						$	14,451,550
LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits:
Noninterest-bearing	$	3,139,515		$	—	—	%	$	2,954,172		$	—	—	%
Interest-bearing	1,069,290			726		0.09	%	859,903			579		0.09	%
Savings and money market accounts	5,717,860			15,302		0.36	%	5,236,540			22,172		0.57	%
Certificates and other time deposits	1,613,270			9,436		0.78	%	2,360,522			16,803		0.95	%
Total deposits	11,539,935			25,464		0.29	%	11,411,137			39,554		0.46	%
Securities sold under agreements to repurchase	947,135			854		0.12	%	900,920			2,832		0.42	%
Wholesale borrowings	180,215			3,399		2.52	%	323,678			4,963		2.05	%
Total interest bearing liabilities	9,527,770			29,717		0.42	%	9,681,563			47,349		0.65	%
Other liabilities	330,254							275,452
Shareholders' equity	1,598,987							1,540,363
Total liabilities and shareholders' equity	$	14,596,526						$	14,451,550
Net yield on earning assets	$	13,014,267		$	363,858	3.73	%	$	12,722,271		$	365,714	3.84	%
Interest rate spread						3.62	%						3.69	%

Note: Interest income on tax-exempt securities and loans has been adjusted to a fully-taxable equivalent basis. Nonaccrual loans have been included in the average balances.

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HIGHLIGHTS OF THIRD QUARTER 2012 PERFORMANCE

Earnings Summary

The Corporation reported third quarter 2012 net income of $35.0 million, or $0.32 per diluted share. This compares with $30.6 million, or $0.28 per diluted share, for the second quarter 2012 and $31.7 million, or $0.29 per diluted share, for the third quarter 2011.

Returns on average common equity and average assets for the third quarter 2012 were 8.60% and 0.94%, respectively, compared with 7.69% and 0.84%, respectively, for the second quarter 2012 and 8.02% and 0.86%, respectively, for the third quarter 2011.

Net interest margin was 3.66% for the third quarter of 2012 compared with 3.77% for the second quarter of 2012 and 3.75% for the third quarter of 2011. The net interest margin compressed 11 basis points compared with the second quarter of 2012 due to reductions in overall loan and investment portfolio yields.  Despite the persistent low rate environment, the Corporation partially offset earning asset pressure by continuing to remix the deposit base with lower costing liabilities.

Average noncovered loans during the third quarter of 2012increased$244.4 million, or 3.08%, compared with the second quarter of 2012 and increased$702.2 million, or 9.38%, compared with the third quarter of 2011. Average noncovered commercial loans increased$169.4 million, or 3.21%, compared with the prior quarter, and increased$567.7 million, or 11.64%, compared with the year ago quarter. The average consumer loan portfolio grew for the fifth consecutive quarter, increasing $65.3 million, or 2.52%, compared to the prior quarter, and $102.8 million, or 4.03%, compared with the year ago quarter.

Average deposits were $11.6 billion during the third quarter of 2012, an increase of $36.6 million, or 0.32%, compared with the second quarter of 2012, and an increase of $144.2 million, or 1.26%, compared with the third quarter of 2011. During the third quarter 2012, average core deposits, which exclude time deposits, increased$126.8 million, or 1.28%, compared with the second quarter 2012 and increased$715.6 million, or 7.66%, compared with the third quarter 2011. Average time deposits decreased$90.1 million, or 5.57%, and decreased$571.4 million, or 27.21%, respectively, over prior and year-ago quarters. The Corporation continues to emphasize growth in lower cost core deposit products and decrease its reliance on certificates of deposit accounts to support balance sheet growth.   For the third quarter of 2012, average core deposits accounted for 86.82% of total average deposits, compared with 85.99% for the second quarter of 2012 and 81.66% for the third quarter of 2011.

Average investments decreased$4.3 million, or 0.12%, compared with the second quarter of 2012 and increased$17.5 million, or 0.48% compared with the third quarter of 2011.

Net interest income on a fully tax-equivalent (“FTE”) basis was $120.7 million in the third quarter 2012 compared with $121.7 million in the second quarter of 2012 and $121.8 million in the third quarter of 2011.

Noninterest income, excluding gains on securities transactions of $0.6 million, for the third quarter of 2012 was $54.4 million, a decrease of $0.4 million, or 0.70%, from the second quarter of 2012 and a decrease of $2.0 million, or 3.54%, from the third quarter of 2011. The decrease in noninterest income from the second quarter of 2012 was attributable to a decrease of $2.6 million in gains on covered loans paid in full partially offset by increased loan sales and servicing income of $2.1 million. The decrease in noninterest income from the third quarter of 2011 was attributable a decline in service charges on deposits of $3.2 million as a result of regulatory revisions to overdraft fee policies which took effect in the fourth quarter of 2011 and a decline in

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credit card fees of $2.6 million as a result of the implementation of the Durbin Interchange Amendment in the fourth quarter of 2011. These declines in income were partially offset by an increase in loans sales and servicing income of $3.8 million resulting from an increase in mortgage loan originations and refinancings activity due to a decrease in interest rates in 2012.

Other income, net of $0.6 million in securities gains, as a percentage of net revenue for the third quarter of 2012 was 31.05% compared with 31.03% for second quarter of 2012 and 31.64% for the third quarter of 2011. Net revenue is defined as net interest income, on an FTE basis, plus other income, less gains from securities sales.

Noninterest expense for the third quarter of 2012 was $108.6 million, a decrease of $10.5 million, or 8.81%, from the second quarter of 2012, which included $8.9 million in one-time charges related to the Efficiency Initiative announced in the prior quarter, and a decrease of $7.4 million, or 6.36%, from the third quarter of 2011. Other one-time charges incurred in the third quarter of 2012 included $0.5 million associated with costs of closing eight full service branches and $1.1 million of professional and legal fees associated with the proposed acquisition of Citizens. The Corporation demonstrated significant ongoing progress in reducing operating expenses in response to the challenging industry environment.

During the third quarter of 2012, the Corporation reported an efficiency ratio of 61.75%, compared with 67.21% for the second quarter of 2012 and 64.78% for the third quarter of 2011. Excluding the $8.9 million in one-time charges related to the Efficiency Initiative announced in the prior quarter, the reported efficiency ratio for the second quarter of 2012 would be 62.15%.

As a result of guidance from the OCC, $10.6 million of consumer loans were identified as troubled debt restructurings whereby the borrower's obligation to the Corporation has been discharged in bankruptcy and the borrower has not reaffirmed the debt. These loans were reclassified from performing loans to nonaccrual status and consisted of $6.7 million of first mortgages, $1.0 million of junior liens and $2.9 million of automobile loans, and net loan charge-offs of $2.8 million were recognized.

Net charge-offs of noncovered loans totaled $14.9 million, or 0.72% of average noncovered loans in the third quarter of 2012, including $2.8 million in charge-offs relating to the aforementioned troubled debt restructured loans, compared with $8.8 million, or 0.44% of average noncovered loans, in the second quarter 2012 and $14.6 million, or 0.77% of average noncovered loans, in the third quarter of 2011.

Nonperforming assets totaled $64.1 million at September 30, 2012, an increase of $3.0 million, or 4.87%, compared with June 30, 2012 and a decrease of $26.0 million, or 28.89%, compared with September 30, 2011. The increase in nonperforming assets in the third quarter is a result of the $10.6 million in loans noted above. Excluding the impact of the OCC guidance, nonperforming assets decreased $7.6 million or 12.44% compared with June 30, 2012 and $36.6 million or 40.63% compared with September 30, 2011. Nonperforming assets at September 30, 2012 represented 0.77% of period-end noncovered loans plus noncovered other real estate compared with 0.75% at June 30, 2012 and 1.18% at September 30, 2011.

The allowance for noncovered loan losses totaled $98.9 million at September 30, 2012, down from $103.8 million at June 30, 2012. At September 30, 2012, the allowance for noncovered loan losses was 1.19% of period-end noncovered loans compared with 1.28% at June 30, 2012 and 1.43% at September 30, 2011. The allowance for credit losses is the sum of the allowance for noncovered loan losses and the reserve for unfunded lending commitments. For comparative purposes the allowance for credit losses was 1.26% of period-end noncovered loans at September 30, 2012, compared with 1.35% at June 30, 2012 and 1.51% at September 30, 2011. The allowance for credit losses to nonperforming noncovered loans was 208.11% at September 30, 2012,

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compared with 234.57% at June 30, 2012 and 170.16% at September 30, 2011.

The Corporation's total assets at September 30, 2012 were $14.6 billion, an increase of $7.5 million, or 0.05%, compared with June 30, 2012 and a decrease of $59.4 million, or 0.40%, compared with September 30, 2011.

Total deposits were $11.5 billion at September 30, 2012, a decrease of $83.4 million, or 0.72%, from June 30, 2012 and an increase of $136.3 million, or 1.20%, from September 30, 2011. Core deposits totaled $10.1 billion at September 30, 2012, an increase of $18.3 million, or 0.18% from June 30, 2012 and an increase of $0.6 billion, or 6.38%, from September 30, 2011.

Shareholders' equity was $1.6 billion at September 30, 2012, June 30, 2012 and September 30, 2011, respectively. The Corporation maintained a strong capital position as tangible common equity to assets was 8.18% at September 30, 2012, compared with 8.01% at June 30, 2012 and 7.75% at September 30, 2011. The common cash dividend per share paid in the third quarter 2012 was $0.16.

RESULTS OF OPERATION

Net Interest Income

Net interest income, the Corporation’s principal source of earnings, is the difference between interest income generated by earning assets (primarily loans and investment securities) and interest paid on interest-bearing funds (namely customer deposits and wholesale borrowings). Net interest income is affected by market interest rates on both earning assets and interest bearing liabilities, the level of earning assets being funded by interest bearing liabilities, noninterest-bearing liabilities, the mix of funding between interest bearing liabilities, noninterest-bearing liabilities and equity, and the growth in earning assets.

Net interest income for the three and nine months ended September 30, 2012 was $117.9 million and $355.6 million, respectively, compared to $119.4 million and $358.7 million for the three and nine month ended September 30, 2011. For the purpose of this remaining discussion, net interest income is presented on an FTE basis, to make tax-exempt loans and investment securities comparable to other taxable products. That is, interest on tax-exempt investment securities and loans has been restated as if such interest were taxed at the statutory Federal income tax rate of 35%, adjusted for the non-deductible portion of interest expense incurred to acquire the tax-free assets. Net interest income presented on an FTE basis is a non-GAAP financial measure which Management believes to be the preferred industry measurement of net interest income and enhances comparability of net interest income arising from taxable and tax-exempt sources. In addition, Management believes this metric assists investors in understanding management’s view of particular financial measures, as well as aligns presentation of these financial measures with peers in the industry who may also provide a similar presentation. The FTE adjustment was $2.9 million and $2.4 million for the three months ending September 30, 2012 and 2011, respectively, and $8.3 million and $7.1 million for the nine months ended September 30, 2012 and September 30, 2011, respectively.

FTE net interest income for the three and nine month periods ended September 30, 2012 was $120.7 million and $363.9 million, respectively, compared to $121.8 million and $365.7 million for the three and nine months ended September 30, 2011, respectively.

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The impact of changes in the volume of interest-earning assets and interest-bearing liabilities and interest rates on net interest income is illustrated in the following table.

RATE/VOLUME ANALYSIS	Three Months Ended September 30, 2012 and 2011									Nine Months Ended September 30, 2012 and 2011
	Increases (Decreases)									Increases (Decreases)
(Dollars in thousands)	Volume			Rate			Total			Volume			Rate			Total
INTEREST INCOME - FTE
Investment securities and federal funds sold:
Taxable	$	(1,745	)	$	430		$	(1,315	)	$	(739	)	$	(37	)	$	(776	)
Tax-exempt	2,973			(1,916		)	1,057			5,813			(3,072		)	2,741
Loans held for sale	(10		)	(34		)	(44		)	80			(98		)	(18		)
Loans	2,607			(7,923		)	(5,316		)	6,045			(27,480		)	(21,435		)
Total interest income - FTE	3,825			(9,443		)	(5,618		)	11,199			(30,687		)	(19,488		)
INTEREST EXPENSE
Interest on deposits:
Interest-bearing	38			(13		)	25			142			5			147
Savings and money market accounts	364			(2,127		)	(1,763		)	1,888			(8,758		)	(6,870		)
Certificates of deposits and other time deposits	(1,081		)	(546		)	(1,627		)	(4,713		)	(2,654		)	(7,367		)
Securities sold under agreements to repurchase	60			(727		)	(667		)	139			(2,117		)	(1,978		)
Wholesale borrowings	(852		)	313			(539		)	(2,533		)	969			(1,564		)
Total interest expense	(1,471		)	(3,100		)	(4,571		)	(5,077		)	(12,555		)	(17,632		)
Net interest income - FTE	$	5,296		$	(6,343	)	$	(1,047	)	$	16,276		$	(18,132	)	$	(1,856	)

The net interest margin is calculated by dividing net interest income FTE by average earning assets. As with net interest income, the net interest margin is affected by the level and mix of earning assets, the proportion of earning assets funded by non-interest bearing liabilities, and the interest rate spread. In addition, the net interest margin is impacted by changes in federal income tax rates and regulations as they affect the tax-equivalent adjustment. The following table provides 2012 FTE net interest income and net interest margin totals as well as 2011 comparative amounts:

	Three Months Ended September 30,						Nine Months Ended September 30,
(Dollars in thousands)	2012			2011			2012			2011
Net interest income	$	117,890		$	119,392		$	355,600		$	358,659
Tax equivalent adjustment	2,851			2,396			8,258			7,055
Net interest income - FTE	$	120,741		$	121,788		$	363,858		$	365,714
Average earning assets	$	13,119,473		$	12,878,105		$	13,014,267		$	12,722,271
Net interest margin - FTE	3.66		%	3.75		%	3.73		%	3.84		%

The average yield on earning assets decreased from 4.19% in the quarter ended September 30, 2011 to 3.95% in the quarter ended September 30, 2012. Higher outstanding balances on total average earning assets in the quarter ended September 30, 2012 did not mitigate the decrease in average yield, which caused interest income to decrease $5.6 million from year-ago levels. Average balances for investment securities were up from the third quarter of 2011, increasing interest income by $1.2 million, and lower rates earned on the securities decreased interest income by $1.5 million. Average loans outstanding, up from the third quarter of 2011, increased interest income from the quarter ended September 30, 2011 by $2.6 million and lower yields earned on the loans, decreased loan interest income in the quarter ended September 30, 2012 by $7.9 million. Higher outstanding balances on average deposits and lower rates paid on deposits caused interest expense to decrease $3.4 million in the quarter ended September 30, 2012. Lower average outstanding balances on wholesale debt

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and lower rates paid caused interest expense to decrease by $0.5 million in the quarter ended September 30, 2012.

The cost of funds for the year as a percentage of average earning assets decreased 18 basis points from 0.11% for the quarter ended September 30, 2011 to 0.07% for the quarter ended September 30, 2012. The drop in interest rates was the primary factor driving this decrease.

Other Income

Excluding investment gains, other income for the three and nine months ended September 30, 2012 totaled $54.4 million and $160.6 million, respectively, compared with $56.4 million and $159.7 million in the same periods of 2011. The latter represents a decrease of $2.0 million or 3.54% in the third quarter of 2012 and an increase of $0.9 million or 0.54% in the first nine months of 2012. Other income as a percentage of net revenue (FTE net interest income plus other income, less security gains from securities) was 31.05% and 30.62% for the three and nine months ended September 30, 2012, respectively, compared to 31.64% and 30.40% in the same periods of 2011. Explanations for the most significant changes in the components of other income are discussed immediately after the following table.

	Three Months Ended				Nine Months Ended
(In thousands)	September 30, 2012		September 30, 2011		September 30, 2012		September 30, 2011
Trust department income	$	6,124	$	5,607	$	17,481	$	16,983
Service charges on deposits	14,603		17,838		43,490		48,460
Credit card fees	11,006		13,640		32,402		39,357
ATM and other service fees	3,680		3,801		11,360		9,781
Bank owned life insurance income	3,094		3,182		9,073		11,439
Investment services and life insurance	2,208		1,965		6,843		6,384
Investment securities gains, net	553		4,402		1,361		5,291
Loan sales and servicing income	7,255		3,426		19,085		9,102
Other operating income	6,402		6,911		20,857		18,222
Total other income	$	54,925	$	60,772	$	161,952	$	165,019

Service charges on deposits decreased$3.2 million and $5.0 million in the three and nine months ended September 30, 2012, respectively, compared to the same periods of 2011, as a result of regulatory revisions to overdraft fee policies that took effect in the fourth quarter of 2011. Credit card fees decreased$2.6 million and $7.0 million in the three and nine months ended September 30, 2012, respectively, compared to the same periods of 2011 as a result of the implementation of the Durbin Interchange Amendment in the fourth quarter of 2011. Loan sales and servicing income increased $3.8 million, or 111.76%, in the third quarter of 2012 and $10.0 million, or 109.68%, in the first nine months of 2012 due to an increase in mortgage loan originations and refinancing activity as a result of lower interest rates in 2012, partially offset by impairment charges of mortgage servicing rights in 2012.

Other Expenses

Other expenses totaled $108.6 million and $341.4 million for the three and nine months ended September 30, 2012, respectively, compared with $116.0 million and $340.5 million the same periods of 2011. The latter represents an increase of $7.4 millionand $1.0 million in the three and nine months ended September 30, 2012, respectively, compared with the same periods of 2011.

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The following table compares the components of other expenses for the three and nine months ended September 30, 2012 and 2011.

	Three Months Ended				Nine Months Ended
	September 30, 2012		September 30, 2011		September 30, 2012		September 30, 2011
Salaries, wages, pension and employee benefits	$	58,061	$	61,232	$	183,632	$	177,815
Net occupancy expense	8,077		8,464		24,640		25,144
Equipment expense	7,143		7,073		21,845		20,725
Taxes, other than federal income taxes	2,051		1,507		6,025		4,389
Stationery, supplies and postage	2,210		2,517		6,638		7,972
Bankcard, loan processing, and other costs	8,424		8,449		24,935		24,278
Advertising	2,472		2,391		6,436		7,061
Professional services	4,702		5,732		17,361		17,466
Telephone	1,316		1,570		4,094		4,518
Amortization of intangibles	456		543		1,422		1,629
FDIC expense	1,832		3,240		9,015		12,187
Other operating expense	11,843		13,239		35,389		37,286
Total other expense	$	108,587	$	115,957	$	341,432	$	340,470

During the second quarter ended June 30, 2012, management announced its implementation plan to enhance the operating efficiency and profitability of the Corporation and as a result recognized $8.9 million in one-time charges primarily consisting of employee separation costs and professional services fees. Of the total one-time charges, $3.3 million was related to employee separation costs and $5.2 million was related to professional services fees. Other one-time charges incurred in the third quarter of 2012 included $0.5 million associated with costs of closing eight full service branches and $1.1 million of professional and legal fees associated with the proposed acquisition of Citizens. For further information on these one-time charges, refer to Note 2 (Restructuring).

The efficiency ratio for the third quarter 2012 was 61.75%, compared to 64.78% during the same period in 2011. The efficiency ratio indicates the percentage of operating costs that are used to generate each dollar of net revenue - that is, during the third quarter 2012, 61.75 cents was spent to generate each $1 of net revenue. Net revenue is defined as net interest income, on a tax-equivalent basis, plus other income less gains from the sales of securities.

Income Taxes

Income tax expense was $13.1 million (an effective tax rate of 27.26%) and $13.1 million (an effective tax rate of 29.21%) for the quarter ended September 30, 2012 and 2011, respectively, and $37.8 million (an effective tax rate of 28.28%) and $34.8 million (an effective tax rate of 28.10%) for the nine months ended September 30, 2012 and 2011, respectively.

Line of Business Results

Line of business results are presented in the table below. A description of each business line, important financial performance data and the methodologies used to measure financial performance are presented in Note 9 (Segment Information) to the consolidated financial statements. The Corporation's profitability is primarily dependent on the net interest income, provision for credit losses, non-interest income and operating expenses of its commercial and retail segments as well as the asset management and trust operations of the wealth segment.

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The following tables present a summary of financial results as of and for the three and nine months endedSeptember 30, 2012 and 2011:

	Commercial				Retail				Wealth						Other						FirstMerit Consolidated
September 30, 2012	QTD		YTD		QTD		YTD		QTD			YTD			QTD			YTD			QTD		YTD
OPERATIONS:
Net interest income (loss) - FTE	$	66,446	$	196,729	$	51,181	$	158,745	$	4,223		$	13,412		$	(1,109	)	$	(5,028	)	$	120,741	$	363,858
Provision for loan losses	10,401		22,970		1,194		5,459		(519		)	(318		)	5,103			14,325			16,179		42,436
Other income	15,247		47,603		26,783		76,226		8,528			24,987			4,367			13,136			54,925		161,952
Other expenses	39,595		123,074		53,788		169,618		9,711			29,718			5,493			19,022			108,587		341,432
Net income (loss)	20,954		64,920		14,939		38,931		2,313			5,849			(3,253		)	(13,818		)	34,953		95,882
AVERAGES :
Assets	$	6,466,355	$	6,386,617	$	2,960,336	$	2,929,911	$	242,539		$	238,899		$	5,064,786		$	5,041,099		$	14,734,016	$	14,596,526
Loans (noncovered and covered)	6,424,591		6,355,908		2,683,439		2,653,490		228,973			225,349			65,215			61,119			9,402,218		9,295,866
Earnings assets	6,529,888		6,454,874		2,716,445		2,686,854		228,998			225,375			3,644,142			3,647,164			13,119,473		13,014,267
Deposits	3,391,783		3,245,210		7,357,534		7,450,182		706,616			703,724			135,998			140,819			11,591,931		11,539,935
Economic Capital	395,725		391,731		215,412		213,227		49,781			49,138			955,651			944,891			1,616,569		1,598,987

	Commercial				Retail				Wealth				Other						FirstMerit Consolidated
September 30, 2011	QTD		YTD		QTD		YTD		QTD		YTD		QTD			YTD			QTD		YTD
OPERATIONS:
Net interest income (loss) - FTE	$	66,674	$	200,154	$	56,705	$	168,718	$	4,568	$	14,205	$	(6,159	)	$	(17,363	)	$	121,788	$	365,714
Provision for loan losses	4,546		29,653		5,249		17,715		1,261		2,587		8,316			9,385			19,372		59,340
Other income	16,219		43,632		28,333		78,309		7,784		24,066		8,436			19,012			60,772		165,019
Other expenses	36,745		110,073		57,567		177,201		10,004		30,363		11,641			22,833			115,957		340,470
Net income (loss)	27,674		69,392		14,448		33,876		708		3,455		(11,093		)	(17,663		)	31,737		89,060
AVERAGES :
Assets	$	6,258,625	$	6,162,742	$	2,925,345	$	2,937,888	$	237,638	$	240,919	$	5,189,020		$	5,110,001		$	14,610,628	$	14,451,550
Loans (noncovered and covered)	6,247,841		6,164,243		2,644,160		2,667,285		224,077		227,851		61,409			67,217			9,177,487		9,126,596
Earnings assets	6,333,506		6,240,618		2,677,173		2,723,413		224,077		227,850		3,643,349			3,530,390			12,878,105		12,722,271
Deposits	3,131,268		2,982,536		7,463,753		7,531,653		628,028		640,232		224,633			256,716			11,447,682		11,411,137
Economic Capital	368,948		368,901		220,946		222,097		44,320		50,574		936,197			898,791			1,570,411		1,540,363

On a quarterly basis, the commercial segment's net income decreased $5.8 million from September 30, 2011 to $21.0 million for the quarter ended September 30, 2012. FTE adjusted net interest income totaled $66.4 million for the quarter ended September 30, 2012 compared to $66.7 million for the quarter ended September 30, 2011, a decrease of $0.3 million, or 0.50% The decrease was primarily attributable to a $428.2 million decrease in covered loan balances acquired via FDIC-assisted acquisitions, offset by $605.0 million increase in noncovered loans. Provision for credit losses for the commercial segment totaled $10.4 million for the quarter ended September 30, 2012 compared to $4.5 million for the quarter ended September 30, 2011, an increase of $5.9 million. The increase in the provision for loan losses reflected the timing of reserves associated with of a few larger credits in the Commercial Bank. On a year-to-date basis, however, provision is down from the same period in 2011. Non-interest income was $15.2 million for the quarter ended September 30, 2012 compared to $16.2 million for the same period in 2011. The decrease was primarily attributable to lower gains recognized from covered loans paid in full, offset partially by higher syndication fees, swap fees, merchant fees and letter of credit fees. Non-interest expense for the commercial segment was $39.6 million for the quarter ended September 30, 2012 compared to $36.7 million for the quarter ended September 30, 2011. The increase in expenses was primarily attributable to a change in the FDIC assessment calculation from using deposit

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balances to risk-weighted assets. Additionally, expenses are higher due to the build-out of specialized banking capabilities, including leasing, asset based lending, capital markets, and treasury management.

On a quarterly basis, the retail segment's net income decreased $0.3 million for the quarter ended September 30, 2012 to $15.0 million for the quarter ended September 30, 2011. FTE adjusted net interest income totaled $51.2 million for the quarter ended September 30, 2012 compared to $56.7 million for the quarter ended September 30, 2011, a decrease of $5.5 million, or 9.74%. The decrease was primarily attributable to a $49.3 million decrease in covered loan balances. Additionally, deposit spreads decreased 23 basis points due to a lower internal credit applied to deposits, which was driven by lower market rates. Deposit balances decreased $106.2 million from the third quarter of 2011. The retail segment shifted deposit mix from higher cost time deposits to lower cost core deposits. Provision for credit losses totaled $1.2 million for the quarter ended September 30, 2012 compared to $5.2 million for the quarter ended September 30, 2011, a decrease of $4.1 million, or 77.25%. The decrease in the provision for loan losses reflected the results of focused efforts to improve asset quality and portfolio credit metrics. Net charge-offs declined $0.3 million to $4.8 million for the quarter ended September 30, 2012. Non-interest income was $26.8 million for the quarter ended September 30, 2012 compared to $28.3 million for the quarter ended September 30, 2011, a decrease of $1.6 million, or 5.47%. The decrease was primarily attributable to the effects of new regulations on charges for non-sufficient funds and overdrafts, as well as the effects of the Durbin Interchange Amendment on interchange fees, offset partially by strong mortgage fee income. Non-interest expense was $53.8 million for the quarter ended September 30, 2012 compared to $57.6 million for the quarter ended September 30, 2011. The decrease in expenses was primarily attributable to lower FTEs associated with the Efficiency Initiative announced in the second quarter, as well as the change in the FDIC assessment calculation from using deposit balances to risk-weighted assets.

On a quarterly basis, the wealth segment's net income of $2.3 million for the quarter ended September 30, 2012 increased $1.6 million from the quarter ended September 30, 2011. The increase was attributable to lower provision for loan losses. Additionally, non-interest income of $8.5 million is $0.7 million, or 9.56%, higher than the quarter ended September 30, 2011 due to growth in both trust fees and brokerage revenue. Deposits have grown $78.6 million to $706.6 million as of September 30, 2012. Non-interest expense was $9.7 million for the quarter ended September 30, 2012 compared to $10.0 for the quarter ended September 30, 2011.

Activities that are not directly attributable to one of the primary lines of business are included in the other segment. Included in this category are the parent company, community development operations, treasury operations, including the securities portfolio, wholesale funding and asset liability management activities, inter-company eliminations, and the economic impact of certain assets, capital and support functions not specifically identifiable with the three primary lines of business. The Other segment recorded a net loss of $3.3 million for the quarter ended September 30, 2012, which was $ 7.8 million lower than for the quarter ended September 30, 2011. The decrease in losses was primarily attributable to lower expenses driven by Management's efficiency initiative coupled with lower other real estate expenses. Additionally, net interest income was higher due to the rate compression impact on internal funds transfer pricing.

On a year-to-date basis, the commercial segment's net income increased $1.7 million from September 30, 2011 to $65.1 million for the nine months ended September 30, 2012. FTE adjusted net interest income totaled $196.7 million for the nine months ended September 30, 2012 compared to $200.2 million for the quarter ended September 30, 2011, a decrease of $3.5 million, or 1.7% The decrease was primarily attributable to a $426.0 million decrease in covered loan balances, offset by the $617.7 million increase in noncovered loan balances. Additionally deposit spreads decreased, offsetting strong growth in deposit balances, which grew $262.7 million to $3.2 billion. Provision for credit losses for the commercial segment totaled $23.0 million for the nine months ended September 30, 2012 compared to $29.7 million for the nine months ended September 30,

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2011, a decrease of $6.7 million, or 22.54%. The decrease in the provision for loan losses reflected the results of Management's focused efforts to improve asset quality and portfolio credit metrics. Net charge-offs declined $3.8 million to $19.3 million for the nine months ended September 30, 2012. The remaining provision covered the substantial loan growth. Non-interest income was $47.6 million for the nine months ended September 30, 2012 compared to $43.6 million for the same period in 2011. The increase was primarily attributable to higher syndication fees, swap fees, merchant fees and letter of credit fees, offset partially by lower gains from the sale of covered loans. Non-interest expense for the commercial segment was $123.1 million for the nine months ended September 30, 2012 compared to $110.1 million for the nine months ended September 30, 2011. The increase in expenses was primarily attributable to the build-out of specialized banking capabilities, including leasing, asset based lending, capital markets, and treasury management.

On a year-to-date basis, the retail segment's net income increased $2.8 million for the nine months ended September 30, 2012 to $38.9 million for the nine months ended September 30, 2011. FTE adjusted net interest income totaled $158.7 million for the nine months ended September 30, 2012 compared to $168.8 million for the nine months ended September 30, 2011, a decrease of $10.0 million, or 5.9%. The decrease was primarily attributable to a $49.1 million decrease in covered loan balances. Additionally, deposit spreads decreased eleven basis points due to a lower internal credit applied to deposits, which was driven by lower market rates. Deposit balances decreased $81.5 million with the year-to-date average in 2011. The retail segment shifted deposit mix from higher cost time deposits to lower cost core deposits. Provision for credit losses totaled $5.5 million for the nine months ended September 30, 2012 compared to $17.7 million for the nine months ended September 30, 2011, a decrease of $12.3 million, or 69.18%. The decrease in the provision for loan losses reflected the results of focused efforts to improve asset quality and portfolio credit metrics. Net charge-offs declined $6.7 million to $14.1 million for the nine months ended September 30, 2012. Non-interest income was $76.2 million for the nine months ended September 30, 2012 compared to $78.3 million for the nine months ended September 30, 2011, a decrease of $2.1 million, or 2.66%. The decrease was primarily attributable to the effects of new regulations on charges for non-sufficient funds and overdrafts, as well as the effects of the Durbin Interchange Amendment on interchange fees, offset partially by strong mortgage fee income. Non-interest expense was $169.6 million for the nine months ended September 30, 2012 compared to $177.2 million for the nine months ended September 30, 2011. The decrease in expenses was primarily attributable to the change in FDIC assessment methodology. The internal allocations were shifted from allocating based upon deposits to an allocation based upon risk-weighted assets.

On a year-to-date basis, the wealth segment's net income of $5.5 million for the nine months ended September 30, 2012 increased $2.1 million from the nine months ended September 30, 2011. The increase was attributable to lower provision for loan losses. Deposits have grown $63.5 million to $703.7 million as of September 30, 2012. Non-interest expense was $29.7 million for the nine months ended September 30, 2012 compared to $30.4 million for the nine-months ended September 30, 2011.

The other segment recorded a net loss of $5.0 million for the nine months ended September 30, 2012, which was better than prior year's net loss of $17.6 million.  The decrease in losses was primarily attributable to lower expenses driven by Management's efficiency initiative.   Additionally, net interest income was higher due to the rate compression impact on internal funds transfer pricing.

FINANCIAL CONDITION

Acquisitions

Citizens Republic Bancorp, Inc.- Merger Agreement

On September 12, 2012, the Corporation and Citizens, a Michigan corporation, entered into a Merger Agreement.

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The Merger Agreement provides that Citizens will merge with and into the Corporation and each share of Citizens common stock will be canceled and converted into the right to receive 1.37 shares of the Corporation's common stock (except that any shares of Citizens common stock that are owned by Citizens, the Corporation or any of their respective subsidiaries, other than in a fiduciary capacity, will be canceled without any consideration therefor). Each outstanding option to acquire, and each outstanding equity award relating to, one share of Citizens common stock will be converted into an option to acquire, or an equity award relating to, 1.37 shares of the Corporation common stock, as applicable. As a result of the Merger, the former shareholders of Citizens will become shareholders of the Corporation. At the effective time of the Merger, the Fixed Rate Cumulative Perpetual Preferred Stock, Series A, of Citizens issued to the United States Treasury as part of the Troubled Assets Relief Program will be canceled and converted into the right to receive cash in the aggregate amount equal to the liquidation preference of the TARP Preferred plus all accrued, accumulated and unpaid dividends thereon.

The Merger Agreement provides that upon completion of the Merger, the Corporation will increase its board of directors by two directors. The new directorships will be filled with current members of the Citizens board as recommended by the Citizens board, and the recommended directors must be reasonably acceptable to the Corporation’s board.

The Corporation and Citizens have each made customary representations, warranties and covenants in the Merger Agreement, including, among others, covenants to conduct their businesses in the ordinary course between the execution of the Merger Agreement and the completion of the Merger and covenants not to engage in certain kinds of transactions during that period.

Consummation of the Merger is subject to customary conditions, including, among others, (i) approval of the stockholders of each of the Corporation and Citizens, (ii) absence of any material adverse effect, (iii) absence of any order or injunction prohibiting the consummation of the Merger, (iv) the registration statement of the Corporation filed on Form S-4 having become effective, (v) shares of the Corporation's common stock to be issued in connection with the Merger having been approved for listing on the Nasdaq Stock Market, (vi) subject to certain exceptions, the accuracy of representations and warranties with respect to the Corporation's and Citizens’ business, as applicable, (vii) compliance with the Corporation’s and Citizens’ respective covenants, (viii) receipt of customary tax opinions, (ix) receipt of all required regulatory approvals from, among others, various banking regulators and the United States Treasury, and (x) no materially adverse condition or restriction is included in any such regulatory approval.

The Merger Agreement contains certain termination rights for both FirstMerit and Citizens, and further provides that, upon termination of the Merger Agreement under specified circumstances, a party would be required to pay to the other party a termination fee of $37.5 million and the other party’s fees and expenses.

The Merger Agreement has been filed as an exhibit to this report to provide security holders with information regarding its terms. It is not intended to provide any other factual information about the Corporation, Citizens or their respective subsidiaries and affiliates. The Merger Agreement contains representations and warranties by each of the parties to the Merger Agreement. These representations and warranties were made solely for the benefit of the other party to the Merger Agreement and (a) are not intended to be treated as categorical statements of fact, but rather as a way of allocating risk to one of the parties if those statements prove to be inaccurate, (b) may have been qualified in the Merger Agreement by confidential disclosure schedules that were delivered to the other party in connection with the signing of the Merger Agreement, which disclosure schedules contain information that modifies, qualifies and creates exceptions to the representations, warranties and covenants set forth in the Merger Agreement, (c) may be subject to standards of materiality applicable to the parties that differ from what might be viewed as material to stockholders and (d)

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were made only as of the date of the Merger Agreement or such other date or dates as may be specified in the Merger Agreement. Moreover, information concerning the subject matter of the representations, warranties and covenants may change after the date of the Merger Agreement, which subsequent information may or may not be fully reflected in public disclosures by the Corporation or Citizens. Accordingly, the representations, warranties and covenants or any descriptions thereof as characterizations of the actual state of facts or condition of the Corporation or Citizens should not be relied upon.

Midwest Bank and Trust Company – FDIC Assisted Acquisition

On May 14, 2010, the Bank entered into a purchase and assumption agreement with a loss share arrangement with the FDIC, as receiver of Midwest, to acquire substantially all of the loans and certain other assets and assume substantially all of the deposits and certain liabilities in a whole-bank acquisition of Midwest, a full-service commercial bank located in the greater Chicago, Illinois area. The Bank made a cash payment to the FDIC of approximately $227.5 million to assume the net assets. The estimated fair value of the liabilities assumed and cash payment made to the FDIC exceeded the revised fair value of assets acquired, resulting in recognition of goodwill of $272.1 million.

The acquisitions of First Bank, George Washington and Midwest were considered business combinations and all acquired assets and liabilities were recorded at their estimated fair value. The one-year measurement period for the three acquisitions expired before June 30, 2011. Material adjustments to acquisition date estimated fair values were recorded in the period in which the acquisition occurred and, as a result, previously reported results are subject to change. Certain reclassifications of prior periods’ amounts may also be made to conform to the current period’s presentation and would have no effect on previously reported net income amounts.

George Washington Savings Bank – FDIC Assisted Acquisition

On February 19, 2010, the Bank entered into a purchase and assumption agreement with a loss share arrangement with the FDIC, as receiver of George Washington to acquire certain assets and assume substantially all of the deposits and certain liabilities in a whole-bank acquisition of George Washington, a full service Illinois-chartered savings bank headquartered in Orland Park, Illinois. The Bank received a cash payment from the FDIC of approximately $40.2 million to assume the net liabilities. The estimated fair value of assets acquired, intangible assets and the cash payment received from the FDIC exceeded the estimated fair value of the liabilities assumed, resulting in a bargain purchase gain of $1.0 million, or $0.7 million net of tax.

First Bank Branches

On February 19, 2010, the Bank completed the acquisition of certain assets and the assumption of certain liabilities with respect to 24 branches of First Bank located in the greater Chicago, Illinois area.

Additional information on these three acquisitions can be found in Note 3 (Business Combinations), Note 5 (Loans), Note 7 (Goodwill and Other Intangible Assets) and Note 12 (Fair Value Measurement) in the notes to unaudited consolidated financial statements.

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Investment Securities

At September 30, 2012, total investment securities were $3.7 billion compared to $3.6 billion at December 31, 2011 and $3.5 billion at September 30, 2011. Available-for-sale securities were $2.9 billion at September 30, 2012 compared to $3.4 billion at December 31, 2011 and $3.2 billion atSeptember 30, 2011. The available-for-sale securities are held primarily for liquidity, interest rate risk management and long-term yield enhancement. Accordingly, the Corporation’s investment policy is to invest in securities with low credit risk, such as U.S. Treasury securities, U.S. Government agency obligations, state and political obligations and mortgage-backed securities. Held-to-maturity securities totaled $620.6 million at September 30, 2012 compared to $82.8 million at December 31, 2011 and $92.2 million at September 30, 2011 and consist principally of securities issued by state and political subdivisions.

Available-for-sale securities decreased $441.6 million and $286.1 million from December 31, 2011 and September 30, 2011, respectively, while held-to-maturity securities increased $537.9 million and $528.4 million from December 31, 2011 and September 30, 2011, respectively. This movement in the investment portfolio was in response to potential future changes in regulatory capital rules.

Other investments totaled $140.7 million at September 30, 2012 and December 31, 2011 compared to $160.8 million at September 30, 2011 and consisted primarily of FHLB and FRB stock. The Corporation redeemed $20.3 million in FHLB Chicago stock in the quarter ended December 31, 2011.

During the nine months endedSeptember 30, 2012 and September 30, 2011, net realized gains of $1.4 million and $5.3 million, respectively, from the sale of available-for-sale securities were recorded. Net unrealized gains were $84.2 million, $82.7 million and $86.4 million at September 30, 2012, December 31, 2011, and September 30, 2011, respectively. The improvement in the fair value of the investment securities is driven by government agency securities held in portfolio.

The Corporation conducts a regular assessment of its investment securities to determine whether any securities are other-than-temporarily impaired. Only the credit portion of OTTI is recognized in current earnings for those securities where there is no intent to sell or it is more likely than not the Corporation would not be required to sell the security prior to expected recovery. The remaining portion of OTTI is to be included in accumulated other comprehensive loss, net of income tax.

Gross unrealized losses of $14.4 million as of September 30, 2012, compared to $17.8 million as of December 31, 2011 and $15.5 million at September 30, 2011 were concentrated within trust preferred securities held in the investment portfolio. The Corporation holds eight, single issuer, trust preferred securities. Such investments are less than 2% of the fair value of the entire investment portfolio. None of the bank issuers have deferred paying dividends on their issued trust preferred shares in which the Corporation is invested. The fair values of these investments have been impacted by market conditions, which have caused risk premiums to increase resulting in the decline in the fair value of the Corporation’s trust preferred securities.

Further detail of the composition of the securities portfolio and discussion of the results of the most recent OTTI assessment are in Note 4 (Investment Securities) to the unaudited consolidated financial statements.

Loans

Loans acquired under loss share agreements with the FDIC include the amounts of expected reimbursements from the FDIC under these agreements and are presented as “covered loans” below. Loans not

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subject to loss share agreements are presented below as “non-covered loans”. Acquired loans are initially measured at fair value as of the acquisition date. Fair value measurements include estimates related to expected prepayments and the amount and timing of undiscounted expected principal, interest and other cash flows. Credit discounts representing the principal losses expected over the life of the loan are also a component of the initial fair value; therefore, an allowance for loan losses is not recorded at the acquisition date.

Total noncovered loans increased from December 31, 2011 by $567.5 million, or 7.32% and increased from September 30, 2011 by $684.8 million, or 8.97%. This increase was driven primarily by higher commercial loans which increased 7.91% from December 31, 2011 and 9.82% from September 30, 2011 due to the Corporation's expansion into the Chicago, Illinois area. This growth was also attributable to increases in asset-based lending as well as new business within the capital markets and healthcare lines of business. While the Corporation is adding new commercial loans in both its core Ohio and newer Chicago, Illinois markets, low credit line utilization by existing customers is mitigating new loan production with respect to the overall portfolio balances.

Residential mortgage loans are originated and then sold into the secondary market or held in portfolio. Low interest rates contributed to an increase in mortgage loan originations, particularly refinancing activity. Total residential mortgage loan balances increased $25.4 million, or 6.14%, from December 31, 2011 and $41.8 million, or 10.51%, from September 30, 2011as a larger amount of shorter maturity and adjustable rate mortgages were held in portfolio than in previous periods.

Installment loans decreased $57.4 million, or 4.54%, from December 31, 2011 and $49.8 million, or 3.91%, from September 30, 2011 reflecting continued consumer loans pay downs. Credit card loans decreased $2.4 million, or 1.67%, from December 31, 2011 and $1.2 million, or 0.85%, from September 30, 2011.

Total covered loans, including the loss share receivable, decreased from December 31, 2011 by $322.2 million, or 21.52%, and decreased from September 30, 2011 by $472.3 million, or 28.67%. The covered loan portfolio will continue to decline, through payoffs, charge-offs, termination or expiration of loss share coverage, unless the Corporation acquires additional loans subject to loss share agreements in the future.

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The following table breaks down outstanding loans by category for the period ended. There is no predominant concentration of loans in any particular industry or group of industries.

	September 30, 2012			December 31, 2011			September 30, 2011
(dollars in thousands)
Commercial	$	5,511,678		$	5,107,747		$	5,018,857
Residential mortgage	439,062			413,664			397,309
Installment	1,321,081			1,263,665			1,271,327
Home equity	789,743			743,982			743,377
Credit card	143,918			146,356			142,710
Leases	110,938			73,530			57,992
Total noncovered loans (a)	8,316,420			7,748,944			7,631,572
Allowance for noncovered loan losses	(98,942		)	(107,699		)	(109,187		)
Net noncovered loans	8,217,478			7,641,245			7,522,385
Covered loans (b)	1,174,929			1,497,140			1,647,218
Allowance for covered loan losses	(43,644		)	(36,417		)	(34,603		)
Net covered loans	1,131,285			1,460,723			1,612,615
Net loans	$	9,348,763		$	9,101,968		$	9,135,000

(a) Includes acquired, noncovered loans of $56.0 million, $113.2 million and $178.0 million as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively.

(b) Includes loss share receivable of $131.9 million, $205.7 million and $220.5 million as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively.

The Corporation has approximately $3.3 billion of loans secured by real estate. Approximately 85.52% of the property underlying these loans is located within the Corporation’s primary market area of Ohio, Western Pennsylvania, and Chicago, Illinois.

The Corporation evaluates acquired loans for impairment in accordance with the provisions of ASC 310-30. Acquired loans are considered impaired if there is evidence of credit deterioration since origination and if it is probable all contractually required payments will not be collected. Expected cash flows at the purchase date in excess of the fair value of acquired impaired loans are recorded as interest income over the life of the loans if the timing and amount of the future cash flows is reasonably estimable. Subsequent to the purchase date, increases in cash flows over those expected at the purchase date are recognized as interest income prospectively. The present value of any decreases in expected cash flows after the purchase date is recognized as a provision for loans losses net of any expected reimbursement under any loss share agreements. Revolving loans, including lines of credit and credit cards loans, and leases are excluded from acquired impaired loan accounting.

A loss share receivable is recorded at the acquisition date, which represents the estimated fair value of reimbursement the Corporation expects to receive under any loss share agreements. The fair value measurement reflects counterparty credit risk and other uncertainties. The loss share receivable continues to be measured on the same basis as the related indemnified loans. Deterioration in the credit quality of the loans (recorded as an adjustment to the allowance for covered loan losses) would immediately increase the basis of the loss share receivable, with the offset recorded through the consolidated statement of income and comprehensive income. Increases in the credit quality or cash flows of loans (reflected as an adjustment to yield and accreted into income over the remaining life of the loans) decrease the basis of the loss share receivable, with such decrease being accreted into income over 1) the same period or 2) the life of the loss share agreements, whichever is shorter. Loss assumptions used in the basis of the loss share receivable are consistent with the loss assumptions used to measure the related covered loans.

All loans acquired in the First Bank acquisition were performing as of the date of acquisition and,

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therefore, the difference between the fair value and the outstanding balance of these loans is being accreted to interest income over the remaining term of the loans.

In 2010, the Bank acquired $177.8 million and $1.8 billion of loans in conjunction with the FDIC assisted acquisitions of George Washington and Midwest, respectively. All loans acquired in the George Washington and Midwest acquisitions were acquired with loss share agreements. The Corporation has elected to account for all loans acquired in the George Washington and Midwest acquisitions as impaired loans under ASC 310-30 except for $162.6 million of acquired loans with revolving privileges, which are outside the scope of this guidance, and which are being accounted for in accordance with ASC 310. Interest income, through accretion of the difference between the carrying amount of the Acquired Impaired Loans and the expected cash flows, is recognized on all Acquired Impaired Loans. The difference between the fair value of the Acquired Non-Impaired Loans and their outstanding balances is being accreted to interest income over the remaining period the revolving lines are in effect.

Allowance for Loan Losses and Reserve for Unfunded Commitments

The Corporation maintains what Management believes is an adequate allowance for loan losses. The Corporation and the Bank regularly analyze the adequacy of this allowance through ongoing review of trends in risk ratings, delinquencies, nonperforming assets, charge-offs, economic conditions, and changes in the composition of the loan portfolio. Notes 1 (Summary of Significant Accounting Policies) and 4 (Loans and Allowance for Loan Losses) to the consolidated financial statements in the 2011 Form 10-K provide detailed information regarding the Corporation’s credit policies and practices.

The Corporation uses a vendor based loss migration model to forecast losses for commercial loans. The model creates loss estimates using twelve-month (monthly rolling) vintages and calculates cumulative three years loss rates within two different scenarios. One scenario uses five-year historical performance data while the other one uses two year historical data. The calculated rate is the average cumulative expected loss of the two and five-year data set. As a result, this approach lends more weight to the more recent performance.

Management also considers internal and external factors such as economic conditions, loan management practices, portfolio monitoring, and other risks, collectively known as qualitative factors, or Q-factors, to estimate credit losses in the loan portfolio. Q-factors are used to reflect changes in the portfolio’s collectability characteristics not captured by historical loss data.

Acquired loans are recorded at acquisition date at their acquisition date fair values and, therefore, are excluded from the calculation of loan loss reserves as of the acquisition date. To the extent there is a decrease in the present value of cash flows from Acquired Impaired Loans after the date of acquisition, the Corporation records an allowance for loan losses, net of expected reimbursement under any loss share agreements. These expected reimbursements are recorded as part of covered loans in the accompanying consolidated balance sheets. During the quarter ended September 30, 2012, the Corporation increased its allowance for covered loan losses to $43.6 million to reserve for estimated additional losses on certain Acquired Impaired Loans. The increase in the allowance was recorded by a charge to the provision for covered loan losses of $7.7 million and an increase of $1.5 million in the loss share receivable for the portion of the losses recoverable under the loss share agreements.

For acquired loans that are not deemed impaired at acquisition, credit discounts representing the principal losses expected over the life of the loan are a component of the initial fair value. Subsequent to the purchase date, the methods utilized to estimate the required allowance for loan losses for these loans is similar to originated loans; however, the Corporation records a provision for loan losses only when the required

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allowance, net of any expected reimbursement under any loss share agreements, exceeds any remaining credit discounts. The allowance for loan losses on Acquired Non-Impaired Loans was $0.3 million, $0.7 million and $0.6 million as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively, and is included in the allowance for noncovered loan losses on the consolidated balance sheets.

At September 30, 2012, the allowance for loan losses on noncovered loans was $98.9 million, or 1.19% of noncovered loans outstanding, compared to $107.7 million, or 1.39%, at December 31, 2011 and $109.2 million, or 1.43%, as of September 30, 2011. The allowance equaled 196.66% of nonperforming loans at September 30, 2012, compared to 166.64% at December 31, 2011, and 160.80% at September 30, 2011. The additional reserves related to qualitative risk factors totaled $26.0 million, $14.5 million and $14.2 million at September 30, 2012, December 31, 2011 and September 30, 2011, respectively. Nonperforming noncovered loans have decreased by $14.3 million over December 31, 2011 and $17.6 million over September 30, 2011 primarily attributable to the improving economic conditions and extensive loan work out activities.

Net charge-offs on noncovered loans were $14.9 million for the third quarter ended 2012 and $35.6 million for the nine months ended September 30, 2012 compared to $14.6 million and $47.3 million for the same periods in 2011. As a percentage of noncovered average loans outstanding, net charge-offs equaled 0.72% and 0.77% for the quarter ended September 30, 2012 and 2011, respectively, and 0.60% and 0.86% for the nine months ended September 30, 2012 and 2011, respectively. Losses are charged against the allowance for loan losses as soon as they are identified.

The allowance for unfunded lending commitments at September 30, 2012, December 31, 2011 and September 30, 2011 was $5.8 million, $6.4 million and $6.4 million, respectively. Binding unfunded lending commitments include items such as letters of credit, financial guarantees and binding unfunded loan commitments. The allowance for credit losses, which includes both the allowance for loan losses and the reserve for unfunded lending commitments, amounted to $104.7 million, $114.1 million and $115.0 million at September 30, 2012, December 31, 2011 and September 30, 2011, respectively.

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The following table is a summary of the allowance for credit losses.

	Three Months Ended						Nine Months Ended
	September 30, 2012			September 30, 2011			September 30, 2012			September 30, 2011
(dollars in thousands)
Allowance for Noncovered Loan Losses
Allowance for loan losses-beginning of period	$	103,849		$	109,187		$	107,699		$	114,690
Provision for loan losses	9,965			14,604			26,860			41,760
(Less) net charge-offs	14,872			14,604			35,617			47,263
Allowance for loan losses-end of period	$	98,942		$	109,187		$	98,942		$	109,187
Reserve for Unfunded Lending Commitments
Balance at beginning of period	$	5,666		$	5,799		$	6,372		$	8,849
Provision for/(relief of) credit losses	94			561			(612		)	(2,489		)
Balance at end of period	5,760			6,360			5,760			6,360
Allowance for credit losses	$	104,702		$	115,547		$	104,702		$	115,547
Annualized net charge-offs as a % of average noncovered loans	0.72		%	0.77		%	0.60		%	0.86		%
Allowance for noncovered loan losses:
As a percentage of period-end noncovered loans	1.19		%	1.43		%	1.19		%	1.43		%
As a percentage of nonperforming noncovered loans	196.66		%	160.80		%	196.66		%	160.80		%
As a multiple of annualized net charge offs	1.67			1.88			2.08			1.73
Allowance for credit losses:
As a percentage of period-end noncovered loans	1.26		%	1.51		%	1.26		%	1.51		%
As a percentage of nonperforming noncovered loans	208.11		%	170.16		%	208.11		%	170.16		%
As a multiple of annualized net charge offs	1.77			1.99			2.20			1.83

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The following tables show the overall credit quality by specific asset and risk categories of noncovered loans.

	At September 30, 2012
	Loan Type
Allowance for Loan Losses Components:	C&I		CRE and Construction		Leases		Installment		Home Equity Lines		Credit  Cards		Residential Mortgages		Total
(In thousands)
Individually Impaired Loan Component:
Loan balance	$	9,994	$	32,549	$	—	$	32,577	$	6,922	$	1,767	$	24,569	$	108,378
Allowance	2,900		2,070		—		1,674		95		106		1,599		8,444
Collective Loan Impairment Components:
Credit risk-graded loans
Grade 1 loan balance	37,327		—		13,785										51,112
Grade 1 allowance	16		—		6										22
Grade 2 loan balance	105,504		3,170		190										108,864
Grade 2 allowance	96		5		—										101
Grade 3 loan balance	573,561		297,329		8,857										879,747
Grade 3 allowance	749		939		16										1,704
Grade 4 loan balance	2,215,334		2,012,160		87,259										4,314,753
Grade 4 allowance	23,035		15,991		430										39,456
Grade 5 (Special Mention) loan balance	60,803		56,802		514										118,119
Grade 5 allowance	3,068		2,441		20										5,529
Grade 6 (Substandard) loan balance	46,706		60,437		333										107,476
Grade 6 allowance	9,295		8,536		34										17,865
Grade 7 (Doubtful) loan balance	—		—		—										—
Grade 7 allowance	—		—		—										—
Consumer loans based on payment status:
Current loan balances							1,272,397		779,494		139,909		397,628		2,589,428
Current loans allowance							7,657		3,496		4,916		2,364		18,433
30 days past due loan balance							8,234		1,683		957		10,672		21,546
30 days past due allowance							664		310		589		473		2,036
60 days past due loan balance							3,193		462		506		2,159		6,320
60 days past due allowance							675		189		530		410		1,804
90+ days past due loan balance							4,681		1,181		780		4,035		10,677
90+ days past due allowance							1,165		795		1,094		494		3,548
Total loans	$	3,049,229	$	2,462,447	$	110,938	$	1,321,082	$	789,742	$	143,919	$	439,063	$	8,316,420
Total Allowance for Loan Losses	$	39,159	$	29,982	$	506	$	11,835	$	4,885	$	7,235	$	5,340	$	98,942

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	At December 31, 2011
	Loan Type
Allowance for Loan Losses Components:	C&I		CRE and Construction		Leases		Installment		Home Equity Lines		Credit  Cards		Residential Mortgages		Total
(In thousands)
Individually Impaired Loan Component:
Loan balance	$	8,269	$	45,407	$	—	$	33,571	$	4,763	$	2,202	$	17,398	$	111,610
Allowance	2,497		1,698		—		1,382		31		108		1,364		7,080
Collective Loan Impairment Components:
Credit risk-graded loans
Grade 1 loan balance	37,607		—		10,636										48,243
Grade 1 allowance	15		—		6										21
Grade 2 loan balance	122,124		4,833		—										126,957
Grade 2 allowance	117		12		—										129
Grade 3 loan balance	479,119		268,005		5,868										752,992
Grade 3 allowance	756		1,015		9										1,780
Grade 4 loan balance	1,999,707		1,844,851		57,026										3,901,584
Grade 4 allowance	17,643		16,968		326										34,937
Grade 5 (Special Mention) loan balance	50,789		63,525		—										114,314
Grade 5 allowance	2,226		2,841		—										5,067
Grade 6 (Substandard) loan balance	77,861		105,387		—										183,248
Grade 6 allowance	9,109		14,496		—										23,605
Grade 7 (Doubtful) loan balance	—		263		—										263
Grade 7 allowance	—		—		—										—
Consumer loans based on payment status:
Current loan balances							1,210,007		734,505		141,338		372,710		2,458,560
Current loans allowance							12,286		4,619		5,158		3,045		25,108
30 days past due loan balance							11,531		2,694		1,090		11,778		27,093
30 days past due allowance							1,333		623		529		498		2,983
60 days past due loan balance							3,388		778		707		2,059		6,932
60 days past due allowance							1,104		442		530		315		2,391
90+ days past due loan balance							5,168		1,242		1,019		9,719		17,148
90+ days past due allowance							1,876		1,051		1,044		627		4,598
Total loans	$	2,775,476	$	2,332,271	$	73,530	$	1,263,665	$	743,982	$	146,356	$	413,664	$	7,748,944
Total Allowance for Loan Losses	$	32,363	$	37,030	$	341	$	17,981	$	6,766	$	7,369	$	5,849	$	107,699

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	September 30, 2011
	Loan Type
Allowance for Loan Losses Components:	C&I		CRE and Construction		Leases		Installment		Home Equity Lines		Credit Cards		Residential Mortgages		Total
(In thousands)
Individually Impaired Loan Component:
Loan balance	$	4,271	$	51,077	$	—	$	34,654	$	4,413	$	2,356	$	16,316	$	113,087
Allowance	256		3,328		—		1,568		52		121		1,346		6,671
Collective Loan Impairment Components:
Credit risk-graded loans
Grade 1 loan balance	48,173		12,728		—										60,901
Grade 1 allowance	15		—		4										19
Grade 2 loan balance	100,058		4,463		—										104,521
Grade 2 allowance	116		12		—										128
Grade 3 loan balance	487,020		265,791		4,219										757,030
Grade 3 allowance	871		1,155		7										2,033
Grade 4 loan balance	1,973,312		1,796,912		53,771										3,823,995
Grade 4 allowance	20,482		17,728		314										38,524
Grade 5 (Special Mention) loan balance	49,411		78,198		—										127,609
Grade 5 allowance	3,153		3,826		—										6,979
Grade 6 (Substandard) loan balance	40,013		106,762		2										146,777
Grade 6 allowance	5,445		14,067		—										19,512
Grade 7 (Doubtful) loan balance	—		668		—										668
Grade 7 allowance	—		—		—										—
Consumer loans based on payment status:
Current loan balances							1,220,076		735,364		137,815		363,685		2,456,940
Current loans allowance							13,528		4,496		5,889		3,052		26,965
30 days past due loan balance							7,918		1,994		1,123		9,765		20,800
30 days past due allowance							1,098		542		625		538		2,803
60 days past due loan balance							3,728		721		676		1,751		6,876
60 days past due allowance							1,251		399		544		287		2,481
90+ days past due loan balance							4,951		885		740		5,792		12,368
90+ days past due allowance							878		754		817		623		3,072
Total loans	$	2,702,258	$	2,316,599	$	57,992	$	1,271,327	$	743,377	$	142,710	$	397,309	$	7,631,572
Total Allowance for Loan Losses	$	30,338	$	40,116	$	325	$	18,323	$	6,243	$	7,996	$	5,846	$	109,187

Asset Quality

Making a loan to earn an interest spread inherently includes taking the risk of not being repaid. Successful management of credit risk requires making good underwriting decisions, carefully administering the loan portfolio and diligently collecting delinquent accounts.

The Corporation’s Credit Policy Division manages credit risk by establishing common credit policies for its subsidiaries, participating in approval of their largest loans, conducting reviews of their loan portfolios, providing them with centralized consumer underwriting, collections and loan operations services, and overseeing their loan workouts. Notes 1 (Summary of Significant Accounting Policies) and 4 (Loans Allowance for Loan Losses) to the consolidated financial statements in the 2011 Form 10-K provide detailed information regarding the Corporation’s credit policies and practices.

The Corporation’s objective is to minimize losses from its commercial lending activities and to maintain consumer losses at acceptable levels that are stable and consistent with growth and profitability objectives.

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Nonperforming Loans are defined as follows:

• Nonaccrual loans on which interest is no longer accrued because its collection is doubtful.

• Restructured loans on which, due to deterioration in the borrower’s financial condition, the original terms have been modified in favor of the borrower or either principal or interest has been forgiven.

Nonperforming Assets are defined as follows:

• Nonaccrual loans on which interest is no longer accrued because its collection is doubtful.

• Restructured loans on which, due to deterioration in the borrower’s financial condition, the original terms have been modified in favor of the borrower or either principal or interest has been forgiven.

• Other real estate (“ORE”) acquired through foreclosure in satisfaction of a loan.

(Dollars in thousands)	September 30, 2012			December 31, 2011			September 30, 2011
Nonperforming noncovered loans:
Restructured nonaccrual noncovered loans:
Commercial loans	$	5,218		$	8,311		$	4,940
Consumer loans	14,106			3,465			2,433
Total restructured loans	19,324			11,776			7,373
Other nonaccrual noncovered loans:
Commercial loans	26,274			47,504			54,992
Consumer loans	4,713			5,351			5,538
Total nonaccrual loans	30,987			52,855			60,530
Total nonperforming noncovered loans	50,311			64,631			67,903
Other noncovered real estate	13,744			16,463			22,172
Total nonperforming noncovered assets	$	64,055		$	81,094		$	90,075
Noncovered loans past due 90 days or more accruing interest	$	9,691		$	11,376		$	4,403
Total nonperforming noncovered assets as a percentage of total noncovered loans and ORE	0.77		%	1.05		%	1.18		%

Credit quality continued to improve during the nine months ended September 30, 2012. Total nonperforming noncovered assets as of September 30, 2012 were $64.1 million, a decrease of $17.0 million, or 21.01%, from December 31, 2011 and a decrease of $26.0 million, or 28.89%, from September 30, 2011. Total noncovered loans past due 30-89 days totaled $52.2 million at September 30, 2012, an increase of $4.2 million, or 8.74%, from December 31, 2011 and a decrease of $19.9 million, or 27.64%, from September 30, 2011. Delinquency trends are observable in the Allowance for Loan Loss Allocation tables within this section. Commercial nonperforming noncovered loans decreased$24.3 million from December 31, 2011 and $28.4 million from September 30, 2011 reflecting movement of assets for disposition into other real estate along with loan payments and charge-downs. New nonperforming noncovered commercial loans have continued to decline from December 31, 2011 through September 30, 2012. Total other noncovered real estate decreased$2.7 million from December 31, 2011 and decreased$8.4 million from September 30, 2011, reflecting the disposition of foreclosed properties and a slow down in new foreclosures. As of September 30, 2012, other noncovered real estate includes $1.2 million of vacant land no longer considered for branch expansion.

Net charge offs within the noncovered consumer portfolio were $6.9 million and $16.4 million for the three and nine months ended September 30, 2012 compared to $6.3 million and $23.8 million for the three and

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nine months ended September 30, 2011. Average FICO scores on the noncovered consumer portfolio subcomponents are excellent with average scores on installment loans at 717, home equity lines at 775, residential mortgages at 753 and credit cards at 773.

Noncovered loans past due 90 days or more but still accruing interest are classified as such where the

underlying loans are both well secured (the collateral value is sufficient to cover principal and accrued interest) and are in the process of collection. At September 30, 2012, accruing noncovered loans 90 days or more past due totaled $9.7 million compared to $11.4 million at December 31, 2011 and $4.4 million at September 30, 2011. Credit card loans on which payments are past due for 120 days are placed on nonaccrual status. When a loan is placed on nonaccrual status, interest deemed uncollectible that had been accrued in prior years is charged against the allowance for loan losses and interest deemed uncollectible accrued in the current year is reversed against interest income. Interest on mortgage loans is accrued until Management deems it uncollectible based upon the specific identification method. Payments subsequently received on nonaccrual loans are generally applied to principal. A loan is returned to accrual status when principal and interest are no longer past due and collectability is probable. This generally requires timely principal and interest payments for a minimum of six consecutive payment cycles. Loans are generally written off when deemed uncollectible or when they reach a predetermined number of days past due depending upon loan product, terms and other factors.

The following table is a nonaccrual noncovered commercial loan flow analysis:

	Three Months Ended
	September 30, 2012			June 30, 2012			March 31, 2012			December 31, 2011			September 30, 2011
Nonaccrual noncovered commercial loans beginning of period	$	38,381		$	44,546		$	55,815		$	59,932		$	63,688
Credit Actions:
New	25,182			10,091			5,980			11,402			9,232
Loan and lease losses	(400		)	(6,675		)	(3,296		)	(648		)	(5,047		)
Charged down	(9,227		)	(266		)	(3,703		)	(6,769		)	(3,987		)
Return to accruing status	(2,177		)	(1,247		)	(1,990		)	(119		)	(38		)
Payments	(20,267		)	(8,068		)	(8,260		)	(7,983		)	(3,916		)
Nonaccrual noncovered commercial loans end of period	$	31,492		$	38,381		$	44,546		$	55,815		$	59,932

A loan is considered to be impaired when, based on current events or information, it is probable the Corporation will be unable to collect all amounts due (principal and interest) per the contractual terms of the loan agreement. Loan impairment for all loans is measured based on either the present value of expected future cash flows discounted at the loan's effective interest rate, at the observable market price of the loan, or the fair value of the collateral for certain collateral dependent loans. Impaired loans include all nonaccrual commercial, agricultural, construction, and commercial real estate loans, and loans modified as TDRs. In certain circumstances, the Corporation may modify the terms of a loan to maximize the collection of amounts due when a borrower is experiencing financial difficulties or is expected to experience difficulties in the near-term. In most cases the modification is either a concessionary reduction in interest rate, extension of the maturity date or modification of the adjustable rate provisions of the loan that would otherwise not be considered. Concessionary modifications are classified as TDRs unless the modification is short-term (30 to 90 days) and considered to be an insignificant delay while awaiting additional information from the borrower. All amounts due, including interest accrued at the contractual interest rate, are expected to be collected. TDRs return to accrual status once the borrower complies with the revised terms and conditions and has demonstrated repayment performance at a level commensurate with the modified terms over several payment cycles. A sustained period of repayment performance would be a minimum of six consecutive payment cycles from the date of restructure.

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The Corporation's TDR portfolio, excluding covered loans, totaled $89.6 million, $72.9 million and $70.3 million as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively. These TDRs are predominately composed of noncovered consumer installment loans, first and second lien residential mortgages and home equity lines of credit and represented 73.49%, 79.43% and 82.08% of the total noncovered TDR portfolio as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively. We restructure residential mortgages in a variety of ways to help our clients remain in their homes and to mitigate the potential for additional losses. The primary restructuring methods being offered to our residential clients are reductions in interest rates and extensions in terms. Modifications of mortgages retained in portfolio are handled using proprietary modification guidelines, or the FDIC's Modification Program for residential first mortgages covered by loss share agreements.  The Corporation participates in the U.S. Treasury's Home Affordable Modification Program for originated mortgages sold to and serviced for Fannie Mae and Freddie Mac. As a result of guidance from the OCC, in the quarter ended September 30, 2012, approximately $10.6 million of consumer loans were identified as troubled debt restructurings whereby the borrower's obligation to the Corporation has been discharged in bankruptcy and the borrower has not reaffirmed the debt. These loans were reclassified from performing loans to nonaccrual status as of September 30, 2012 and consisted of $6.7 million of first mortgages, $1.0 million of junior liens and $2.9 million of automobile loans.

In addition, the Corporation has also modified certain loans according to provisions in loss share agreements. Losses associated with modifications on these loans, including the economic impact of interest rate reductions, are generally eligible for reimbursement under the loss share agreements.

Acquired loans restructured after acquisition are not considered TDRs for purposes of the Corporation's accounting and disclosure if the loans evidenced credit deterioration as of the acquisition date and are accounted for in pools.

Deposits, Securities Sold Under Agreements to Repurchase and Wholesale Borrowings

Average deposits as of September 30, 2012 totaled and December 31, 2011 totaled $11.6 billion compared to $11.4 billion at September 30, 2011. The Corporation has successfully executed a strategy to increase the concentration of lower cost deposits within the overall deposit mix by focusing on growth in checking, money market and savings account products with less emphasis on renewing maturing certificate of deposit accounts. In addition to efficiently funding balance sheet growth, the increased concentration in core deposit accounts generally deepens and extends the length of customer relationships.

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The following table provides additional information about the Corporation's deposit products and their respective rates.

	Three Months Ended
	September 30, 2012				December 31, 2011				September 30, 2011
	Average Balance		Average Rate		Average Balance		Average Rate		Average Balance		Average Rate
(dollars in thousands)
Noninterest-bearing	$	3,236,703	—		$	3,144,183	—		$	2,988,521	—
Interest-bearing	1,080,841		0.09	%	1,060,771		0.09	%	913,252		0.09	%
Savings and money market accounts	5,746,210		0.36	%	5,732,007		0.35	%	5,446,351		0.50	%
Certificates and other time deposits	1,528,177		0.71	%	1,618,322		0.79	%	2,099,558		0.83	%
Total customer deposits	11,591,931		0.28	%	11,555,283		0.29	%	11,447,682		0.40	%
Securities sold under agreements to repurchase	1,032,401		0.12	%	920,352		0.12	%	969,020		0.40	%
Wholesale borrowings	178,022		2.53	%	177,987		2.53	%	320,691		2.06	%
Total funds	$	12,802,354			$	12,653,622			$	12,737,393

Average demand deposits comprised 37.25% of average deposits in the 2012third quarter compared to 34.08% in the 2011third quarter. Savings accounts, including money market products, made up 49.57% of average deposits in the 2012third quarter compared to 47.58% in the 2011third quarter. Certificates of deposits made up 13.18% of average deposits in the third quarter 2012 and 18.34% in the third quarter 2011.

The average cost of deposits, securities sold under agreements to repurchase and wholesale borrowings was down 18 basis points compared to the same period one year ago, or 45.00%, for the quarter ended September 30, 2012 due to a drop in interest rates.

The following table summarizes certificates of deposits of $100 thousand or more as of September 30, 2012, by time remaining until maturity:

	Amount
Time until maturity:	(In thousands)
Under 3 months	$	126,357
3 to 6 months	110,978
6 to 12 months	172,281
Over 1 year through 3 years	92,916
Over 3 years	20,711
	$	523,243

Capital Resources

The capital management objectives of the Corporation are to provide capital sufficient to cover the risks inherent in the Corporation’s businesses, to maintain excess capital to well-capitalized standards and to assure ready access to the capital markets.

Shareholders’ Equity

Shareholders’ equity at September 30, 2012, December 31, 2011 and September 30, 2011 totaled $1.6 billion, respectively. The cash dividend of $0.16 per share paid in the third quarter of 2012 has an indicated annual rate of $0.64 per share.

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Capital Adequacy

Capital adequacy is an important indicator of financial stability and performance. The Corporation maintained a strong capital position as tangible common equity to assets was 8.18% at September 30, 2012, compared to 7.86% at December 31, 2011, and 7.75% at September 30, 2011.

Financial institutions are subject to a strict uniform system of capital-based regulations. Under this system, there are five different categories of capitalization, with “prompt corrective actions” and significant operational restrictions imposed on institutions that are capital deficient under the categories. The five categories are: well capitalized, adequately capitalized, undercapitalized, significantly undercapitalized and critically undercapitalized.

To be considered well capitalized, an institution must have a total risk-based capital ratio of at least 10%, a Tier I capital ratio of at least 6%, a leverage capital ratio of at least 5%, and must not be subject to any order or directive requiring the institution to improve its capital level. An adequately capitalized institution has a total risk-based capital ratio of at least 8%, a Tier I capital ratio of at least 4% and a leverage capital ratio of at least 4%. Institutions with lower capital levels are deemed to be undercapitalized, significantly undercapitalized or critically undercapitalized, depending on their actual capital levels. The appropriate federal regulatory agency may also downgrade an institution to the next lower capital category upon a determination that the institution is in an unsafe or unsound practice. Institutions are required to monitor closely their capital levels and to notify their appropriate regulatory agency of any basis for a change in capital category.

The George Washington and Midwest FDIC-assisted transactions, which were accounted for as business combinations, resulted in the recognition of an FDIC indemnification asset, which represents the fair value of estimated future payments by the FDIC to the Corporation for losses on covered assets. The FDIC indemnification asset, as well as covered assets, are risk-weighted at 20% for regulatory capital requirement purposes.

As of September 30, 2012, the Corporation, on a consolidated basis, as well as FirstMerit Bank, exceeded the minimum capital levels of the well capitalized category.

	September 30, 2012				December 31, 2011				September 30, 2011
(dollars in thousands)
Consolidated
Total equity	$	1,624,704	11.11	%	$	1,565,953	10.84	%	$	1,570,654	10.69	%
Common equity	1,624,704		11.11	%	1,565,953		10.84	%	1,570,654		10.69	%
Tangible common equity (a)	1,157,843		8.18	%	1,097,670		7.86	%	1,101,828		7.75	%
Tier 1 capital (b)	1,170,095		11.37	%	1,119,892		11.48	%	1,104,869		11.02	%
Total risk-based capital (c)	1,298,944		12.63	%	1,242,177		12.73	%	1,230,519		12.27	%
Leverage (d)	1,170,095		8.25	%	1,119,892		7.95	%	1,104,869		7.86	%
Bank Only
Total equity	$	1,565,513	10.71	%	$	1,483,743	10.29	%	$	1,487,926	10.14	%
Common equity	1,565,513		10.71	%	1,483,743		10.29	%	1,487,926		10.14	%
Tangible common equity (a)	1,098,652		7.77	%	1,015,460		7.28	%	1,019,100		7.18	%
Tier 1 capital (b)	1,106,099		10.77	%	1,033,171		10.62	%	1,017,738		10.17	%
Total risk-based capital (c)	1,229,922		11.98	%	1,150,675		11.82	%	1,138,725		11.38	%
Leverage (d)	1,106,099		7.81	%	1,033,171		7.35	%	1,017,738		7.26	%

(a) Common equity less all intangibles; computed as a ratio to total assets less intangible assets.

(b) Shareholders' equity less goodwill; computed as a ratio to risk-adjusted assets, as defined in the 1992 risk-based capital guidelines.

(c) Tier 1 capital plus qualifying loan loss allowance, computed as a ratio to risk adjusted assets as defined in the 1992 risk-based capital guidelines.

(d) Tier 1 capital computed as a ratio to the latest quarter's average assets less goodwill.

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Market Risk Management

Market risk refers to potential losses arising from changes in interest rates, foreign exchange rates, equity prices and commodity prices, including the correlation among these factors and their volatility. When the value of an instrument is tied to such external factors, the holder faces “market risk.” The Corporation is primarily exposed to interest rate risk as a result of offering a wide array of financial products to its customers.

Interest rate risk management

Changes in market interest rates may result in changes in the fair market value of the Corporation’s financial instruments, cash flows, and net interest income. The Corporation seeks to achieve consistent growth in net interest income and capital while managing volatility arising from shifts in market interest rates. The Asset and Liability Committee (“ALCO”) oversees market risk management, establishing risk measures, limits, and policy guidelines for managing the amount of interest rate risk and its effect on net interest income and capital. According to these policies, responsibility for measuring and the management of interest rate risk resides in the Corporate Treasury function.

Interest rate risk on the Corporation’s balance sheets consists of reprice, option, and basis risks. Reprice risk results from differences in the maturity, or repricing, of asset and liability portfolios. Option risk arises from “embedded options” present in the investment portfolio and in many financial instruments such as loan prepayment options, deposit early withdrawal options, and interest rate options. These options allow customers opportunities to benefit when market interest rates change, which typically results in higher costs or lower revenue for the Corporation. Basis risk refers to the potential for changes in the underlying relationship between market rates or indices, which subsequently result in a narrowing of profit spread on an earning asset or liability. Basis risk is also present in administered rate liabilities, such as interest-bearing checking accounts, savings accounts and money market accounts where historical pricing relationships to market rates may change due to the level or directional change in market interest rates. Each of these types of risks is defined in the discussion of market risk management of the 2011 Form 10-K.

The interest rate risk position is measured and monitored using risk management tools, including earnings simulation modeling and economic value of equity sensitivity analysis, which capture both near term and long-term interest rate risk exposures. Combining the results from these separate risk measurement processes allows a reasonably comprehensive view of short-term and long-term interest rate risk in the Corporation.

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Net interest income simulation analysis. Earnings simulation involves forecasting net interest earnings under a variety of scenarios including changes in the level of interest rates, the shape of the yield curve, and spreads between market interest rates. The sensitivity of net interest income to changes in interest rates is measured using numerous interest rate scenarios including shocks, gradual ramps, curve flattening, curve steepening as well as forecasts of likely interest rates scenarios. Presented below is the Corporation’s interest rate risk profile as of September 30, 2012and2011:

	Immediate Change in Rates and Resulting  Percentage Increase/(Decrease) in Net Interest Income:
	- 100 basis points		+ 100 basis points		+ 200 basis points		+ 300 basis points
September 30, 2012	(7.65	)%	3.40	%	5.80	%	7.70	%
September 30, 2011	(3.06	)%	2.79	%	3.92	%	4.81	%

Modeling the sensitivity of net interest earnings to changes in market interest rates is highly dependent on numerous assumptions incorporated into the modeling process. To the extent that actual performance is different than what was assumed, actual net interest earnings sensitivity may be different than projected. The assumptions used in the models are Management’s best estimate based on studies conducted by the ALCO department. The ALCO department uses a data-warehouse to study interest rate risk at a transactional level and uses various ad-hoc reports to refine assumptions continuously. Assumptions and methodologies regarding administered rate liabilities (e.g., savings, money market and interest-bearing checking accounts), balance trends, and repricing relationships reflect Management’s best estimate of expected behavior and these assumptions are reviewed regularly.

Economic value of equity modeling. The Corporation also has longer-term interest rate risk exposure, which may not be appropriately measured by earnings sensitivity analysis. ALCO uses economic value of equity (“EVE”) sensitivity analysis to study the impact of long-term cash flows on earnings and capital. EVE involves discounting present values of all cash flows of on balance sheet and off balance sheet items under different interest rate scenarios. The discounted present value of all cash flows represents the Corporation’s economic value of equity. The analysis requires modifying the expected cash flows in each interest rate scenario, which will impact the discounted present value. The amount of base-case measurement and its sensitivity to shifts in the yield curve allow management to measure longer-term repricing and option risk in the balance sheet. Presented below is the Corporation’s EVE profile as of September 30, 2012 and 2011:

	Immediate Change in Rates and Resulting Percentage Increase/(Decrease) in EVE:
	- 100 basis points		+ 100 basis points		+ 200 basis points		+ 300 basis points
September 30, 2012	(3.02	)%	1.66	%	1.74	%	0.45	%
September 30, 2011	0.18	%	4.77	%	7.01	%	7.89	%

Management reviews and takes appropriate action if this analysis indicates that the Corporation’s EVE will change by more than 5% in response to an immediate 100 basis point increase in interest rates or EVE will change by more than 15% in response to an immediate 200 basis point increase or decrease in interest rates. The Corporation is operating within these guidelines.

Management of interest rate exposure.Management uses the results of its various simulation analysis to formulate strategies to achieve a desired risk profile within the parameters of the Corporation’s capital and

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liquidity guidelines. Specifically, Management actively manages interest rate risk positions by using derivatives predominately in the form of interest rate swaps, which modify the interest rate characteristics of certain assets and liabilities. For more information about how the Corporation uses interest rate swaps to manage its balance sheet, see Note 10 (Derivatives and Hedging Activities) to the unaudited consolidated financial statements.

Liquidity Risk Management

Liquidity risk is the possibility of the Corporation being unable to meet current and future financial obligations in a timely manner. Liquidity is managed to ensure stable, reliable and cost-effective sources of funds to satisfy demand for credit, deposit withdrawals and investment opportunities. The Corporation considers core earnings, strong capital ratios and credit quality essential for maintaining high credit ratings, which allow the Corporation cost-effective access to market-based liquidity. The Corporation relies on a large, stable core deposit base and a diversified base of wholesale funding sources to manage liquidity risk.

The treasury group is responsible for identifying, measuring and monitoring the Corporation’s liquidity profile. The position is evaluated daily, weekly and monthly by analyzing the composition of all funding sources, reviewing projected liquidity commitments by future month and identifying sources and uses of funds. The overall management of the Corporation’s liquidity position is also integrated into retail deposit pricing policies to ensure a stable core deposit base.

The Corporation’s primary source of liquidity is its core deposit base, raised through its retail branch system. Core deposits comprised approximately 87.19% of total deposits at September 30, 2012. The Corporation also has available unused wholesale sources of liquidity, including advances from the FHLB of Cincinnati, issuance through dealers in the capital markets and access to certificates of deposit issued through brokers. Liquidity is further enhanced by an excess reserve position that averaged greater than one half billion dollars through the third quarter of 2012 in addition to unencumbered, or unpledged, investment securities that totaled $1.4 billion as of September 30, 2012.

The treasury group also prepares a contingency funding plan that details the potential erosion of funds in the event of a systemic financial market crisis or institutional-specific stress. An example of an institution specific event would be a downgrade in the Corporation’s public credit rating by a rating agency due to factors such as deterioration in asset quality, a large charge to earnings, a decline in profitability or other financial measures, or a significant merger or acquisition. Examples of systemic events unrelated to the Corporation that could have an effect on its access to liquidity would be terrorism or war, natural disasters, political events, or the default or bankruptcy of a major corporation, mutual fund or hedge fund. Similarly, market speculation or rumors about the Corporation or the banking industry in general may adversely affect the cost and availability of normal funding sources. The liquidity contingency plan therefore outlines the process for addressing a liquidity crisis. The plan provides for an evaluation of funding sources under various market conditions. It also assigns specific roles and responsibilities for effectively managing liquidity through a problem period.

Funding Trends for the Quarter - During the three months ended September 30, 2012, lower cost core deposits increased by $18.3 million from the previous quarter. In aggregate, deposits decreased $83.4 million from June 30, 2012. Securities sold under agreements to repurchase increased$66.5 million from June 30, 2012. Wholesale borrowings decreased$0.1 million from June 30, 2012. The Corporation’s loan to deposit ratio increased to 82.30% at September 30, 2012 from 80.68% at June 30, 2012.

Parent Company Liquidity - The Corporation manages its liquidity principally through dividends from the bank subsidiary. The parent company has sufficient liquidity to service its debt; support customary corporate operations and activities (including acquisitions) at a reasonable cost, in a timely manner and without adverse

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consequences; and pay dividends to shareholders.

During the quarter ended September 30, 2012, FirstMerit Bank paid $17.5 million in dividends to FirstMerit Corporation. As of September 30, 2012, FirstMerit Bank had an additional $203.2 million available to pay dividends without regulatory approval.

Recent Market and Regulatory Developments. In response to the current national and international economic recession, and in efforts to stabilize and strengthen the financial markets and banking industries, the United States Congress and governmental agencies have taken a number of significant actions over the past several years, including the passage of legislation and implementation of a number of programs. The most recent of these actions was the passage into law, on July 21, 2010, of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (the “Dodd-Frank Act”). The Dodd-Frank Act is the most comprehensive change to banking laws and the financial regulatory environment since the Great Depression of the 1930s. The Dodd-Frank Act affects almost every aspect of the nation’s financial services industry and mandates change in several key areas, including regulation and compliance (both with respect to financial institutions and systemically important nonbank financial companies), securities regulation, executive compensation, regulation of derivatives, corporate governance, and consumer protection.

In this respect, it is noteworthy that preemptive rights heretofore granted to national banking associations by the OCC under the National Bank Act will diminish with respect to consumer financial laws and regulations. Thus, Congress has authorized states to enact their own substantive protections and to allow state attorneys general to initiate civil actions to enforce federal consumer protections. In this respect, the Corporation will be subject to regulation by a new consumer protection bureau known as the Bureau of Consumer Financial Protection (the “Bureau”) under the Board of Governors of the Federal Reserve System. The Bureau will consolidate enforcement currently undertaken by myriad financial regulatory agencies, and will have substantial power to define the rights of consumers and responsibilities of providers, including the Corporation.

In addition, and among many other legislative changes as a result of the Dodd-Frank Act that the Corporation will assess, the Corporation (1) experienced a new assessment model from the FDIC based on assets, not deposits, (2) will be subject to enhanced executive compensation and corporate governance requirements, and (3) will be able, for the first time to offer interest on business transaction and other accounts.

The extent to which the Dodd-Frank Act and initiatives thereunder will succeed in addressing the credit markets or otherwise result in an improvement in the national economy is not yet known. In addition, because most aspects of this legislation will be subject to intensive agency rulemaking and subsequent public comment prior to implementation, it is difficult to predict at this time the ultimate effect of the Dodd-Frank Act on the Corporation. It is likely, however, that the Corporation’s expenses will increase as a result of new compliance requirements.

In December 2010, the Basel Committee on Banking Supervision (the “Basel Committee”) released its final framework for strengthening international capital and liquidity regulation (“Basel III”). Minimum global liquidity standards under Basel III are meant to ensure banks maintain adequate levels of liquidity on both a short and medium to longer horizon. Expected liquidity standard implementation dates are January 1, 2015 and January 1, 2018. When implemented by the federal banking agencies and fully phased-in, Basel III will require bank holding companies and their bank subsidiaries to maintain substantially more capital, with a greater emphasis on common equity. When fully phased in on January 1, 2019, Basel III will require banking institutions to maintain heightened Tier 1 common equity, Tier 1 capital and total capital ratios, as well as maintaining a “capital conservation buffer.” Regulations implementing Basel III are expected to be proposed in

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mid-2012, with adoption of final regulations unknown. Notwithstanding its release of the Basel III framework as a final framework, the Basel Committee is considering further amendments to Basel III, including imposition of additional capital surcharges on globally systemically important financial institutions. In addition to Basel III, the Dodd-Frank Act requires or permits federal banking agencies to adopt regulations affecting capital requirements in a number of respects, including potentially more stringent capital requirements for systemically important financial institutions. Accordingly, the regulations ultimately applicable to the Corporation may differ substantially from the currently published final Basel III framework. Requirements of higher capital levels or higher levels of liquid assets could adversely impact the Corporation’s net income and return on equity.

Various legislation affecting financial institutions and the financial industry will likely continue to be introduced in Congress, and such legislation may further change banking statutes and the operating environment of the Corporation and its subsidiaries in substantial and unpredictable ways, and could increase or decrease the cost of doing business, limit or expand permissible activities or affect the competitive balance depending upon whether any of this potential legislation will be enacted, and if enacted, the effect that it or any implementing regulations, would have on the financial condition or results of operations of the Corporation or any of its subsidiaries. With the enactment of the Dodd-Frank Act, the nature and extent of future legislative and regulatory changes affecting financial institutions remains very unpredictable.

To the extent that the previous information describes statutory and regulatory provisions applicable to the Corporation or its subsidiaries, it is qualified in its entirety by reference to the full text of those provisions. Also, such statutes, regulations and policies are continually under review by Congress and state legislatures and federal and state regulatory agencies and are subject to change at any time, particularly in the current economic and regulatory environment. Any such change in statutes, regulations or regulatory policies applicable to the Corporation could have a material effect on the business of the Corporation.

Critical Accounting Policies

The Corporation’s consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States of America and follow general practices within the financial services industry in which it operates. All accounting policies are important, and all policies described in Note 1 (Summary of Significant Accounting Policies) to the consolidated financial statements of the 2011 Form 10-K provide a greater understanding of how the Corporation’s financial performance is recorded and reported.

Some accounting policies are more likely than others to have a significant effect on the Corporation’s financial results and to expose those results to potentially greater volatility. The policies require Management to exercise judgment and make certain assumptions and estimates that affect amounts reported in the financial statements. These assumptions and estimates are based on information available as of the date of the financial statements.

Management relies heavily on the use of judgment, assumptions and estimates to make a number of core decisions, including accounting for the allowance for loan losses, income taxes, derivative instruments and hedging activities, and assets and liabilities that involve valuation methodologies. A brief discussion of each of these areas appears within Management’s Discussion and Analysis of Financial Condition and Results of Operations in the 2011 Form 10-K.

Off-Balance Sheet Arrangements

A detailed discussion of the Corporation’s off-balance sheet arrangements, including interest rate swaps, forward sale contracts, mortgage loan commitments, and TBA Securities is included in Note 10 (Derivatives

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and Hedging Activities) to the Corporation’s unaudited consolidated financial statements included in this report and in Note 17 to the consolidated financial statements in the 2011 Form 10-K. There have been no significant changes since December 31, 2011.

Forward-looking Safe-harbor Statement

Discussions in this report that are not statements of historical fact (including statements that include terms such as “will,” “may,” “should,” “believe,” “expect,” “anticipate,” “estimate,” “project,” intend,” and “plan”) are forward-looking statements that involve risks and uncertainties. Any forward-looking statement is not a guarantee of future performance and actual future results could differ materially from those contained in forward-looking information. Factors that could cause or contribute to such differences include, without limitation, risks and uncertainties detailed from time to time in the Corporation’s filings with the Securities and Exchange Commission, including without limitation the risk factors disclosed in Item 1A, “Risk Factors,” of the 2011 Form 10-K.

Forward-looking statements are necessarily based upon estimates and assumptions that are inherently subject to significant business, operational, economic and competitive uncertainties and contingencies, many of which are beyond a company’s control, and many of which, with respect to future business decisions and actions (including acquisitions and divestitures), are subject to change. Examples of uncertainties and contingencies include, among other important factors; general and local economic and business conditions; recession or other economic downturns; expectations of, and actual timing and amount of, interest rate movements, including the slope of the yield curve (which can have a significant impact on a financial services institution); market and monetary fluctuations; inflation or deflation; customer and investor responses to these conditions; the financial condition of borrowers and other counterparties; competition within and outside the financial services industry; geopolitical developments including possible terrorist activity; recent and future legislative and regulatory developments; natural disasters; effectiveness of the Corporation’s hedging practices; technology; demand for the Corporation’s product offerings; new products and services in the industries in which the Corporation operates; critical accounting estimates; the possibility that regulatory and other approvals and conditions to the Merger are not received or satisfied on a timely basis or at all, or contain unanticipated terms and conditions; the possibility that modifications to the terms of the Merger may be required in order to obtain or satisfy such approvals or conditions; the timing of approvals by Citizens' and the Corporation's shareholders; delays in closing the Merger and the Merger of the parties' bank subsidiaries; difficulties, delays and unanticipated costs in integrating the merging organizations' businesses or realizing expected cost savings and other benefits; business disruptions as a result of the integration of the merging organizations, including possible loss of customers; diversion of management time to address Merger related issues; changes in asset quality and credit risk as a result of the Merger. Other factors are those inherent in originating, selling and servicing loans including prepayment risks, pricing concessions, fluctuation in U.S. housing prices, fluctuation of collateral values, and changes in customer profiles. Additionally, the actions of the SEC, the FASB, the OCC, the Federal Reserve System, Financial Industry Regulatory Authority, and other regulators; regulatory and judicial proceedings and changes in laws and regulations applicable to the Corporation including the costs of complying with any such laws and regulations; and the Corporation’s success in executing its business plans and strategies, including efforts to reduce operating expenses, and managing the risks involved in the foregoing, could cause actual results to differ.

Other factors not currently anticipated may also materially and adversely affect the Corporation’s results of operations, cash flows and financial position. There can be no assurance that future results will meet expectations. While the Corporation believes that the forward-looking statements in this report are reasonable, the reader should not place undue reliance on any forward-looking statement. In addition, these statements speak only as of the date made. The Corporation does not undertake, and expressly disclaims, any obligation to

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update or alter any statements whether as a result of new information, future events or otherwise, except as may be required by applicable law.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

See Market Risk Section in Management’s Discussion and Analysis of Financial Condition and Results of Operations.

ITEM 4. CONTROLS AND PROCEDURES.

Management, including the Corporation’s Chief Executive Officer and Chief Financial Officer, has made an evaluation of the effectiveness of the design and operation of the Corporation’s disclosure controls and procedures pursuant to Exchange Act Rule 13a-15.

Based upon the evaluation, the Chief Executive Officer and Chief Financial Officer have concluded, as of the end of the period covered by this report, that the Corporation’s disclosure controls and procedures are effective.

During the quarter covered by this report, there was no change in internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, the Corporation’s internal control over financial reporting.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

In the normal course of business, the Corporation is subject to pending and threatened legal actions, including claims for material relief or damages sought are substantial. Although the Corporation is not able to predict the outcome of such actions, after reviewing pending and threatened actions with counsel, Management believes that the outcome of any or all such actions will not have a material adverse effect on the results of operations or shareholders' equity of the Corporation.

For additional information on litigation, see Note 14 (Contingencies and Guarantees) to the unaudited consolidated financial statements.

ITEM 1A. RISK FACTORS.

There have been no material changes in our risk factors from those disclosed in the 2011 Form 10-K.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

(a) Not applicable.

(b) Not applicable.

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(c) The following table provides information with respect to purchases the Corporation made of shares of its common stock during the third quarter of the 2012 fiscal year:

	Total Number of Shares  Purchased (1)	Average Price Paid per  Share		Total Number of Shares  Purchased as Part of Publicly Announced Plans or Programs (2)	Maximum Number of  Shares that May Yet Be Purchased Under Plans or Programs (2)
Balances as of December 31, 2011					396,272
July 1, 2012 - July 31, 2012	248	$	24.63	—	396,272
August 1, 2012 - August 31, 2012	936	16.49		—	396,272
September 1, 2012 - September 30, 2012	4,953	19.61		—	396,272
Balances as of September 30, 2012	6,137	$	19.34	—	396,272

(1) Reflects 6,137 shares of common stock purchased as a result of either: (1) delivered by the option holder with respect to the exercise of stock options; (2) shares withheld to pay income taxes or other tax liabilities associated with vested restricted shares of common stock; or (3) shares returned upon the resignation of the restricted shareholder. No shares were purchased under the program referred to in note (2) to this table during the third quarter of 2012.

(2) On January 19, 2006, the Board of Directors authorized the repurchase of up to 3 million shares of common stock (the “New Repurchase Plan”). The New Repurchase Plan, which has no expiration date, superseded all other repurchase programs, including that authorized by the Board of Directors on July 15, 2004.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 4. MINE SAFETY DISCLOSURES.

Not Applicable.

ITEM 5. OTHER INFORMATION.

None.

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ITEM 6. EXHIBITS.

Exhibit Index

Exhibit Number
2.1	Agreement and Plan of Merger, dated September 12, 2012, by and between FirstMerit Corporation and Citizens Republic Bancorp, Inc. (incorporated by reference from Exhibit 2.1 to the Current Report on Form 8-K filed by FirstMerit Corporation on September 13, 2012).
3.1	Second Amended and Restated Articles of Incorporation of FirstMerit Corporation, as amended (incorporated by reference from Exhibit 3.1 to the Quarterly Report on Form 10-Q for the quarter ended March 31, 2010 (File No. 000-10161) filed by FirstMerit Corporation on May 10, 2010).
3.2	Second Amended and Restated Code of Regulations of FirstMerit Corporation, as amended (incorporated by reference from Exhibit 3.2 to the Quarterly Report on Form 10-Q for the quarter ended March 31, 2010 (File No. 000-10161) filed by FirstMerit Corporation on May 10, 2010).
10.1	Transition and Retirement Agreement, dated August 31, 2012, by and between FirstMerit Bank, N.A. and Larry A.Shoff.
10.53	FirstMerit Corporation Form of Indemnification Agreement with Officers and Directors.
31.1	Rule 13a-14(a)/Section 302 Certification of Paul G. Greig, Chief Executive Officer of FirstMerit Corporation.
31.2	Rule 13a-14(a)/Section 302 Certification of Terrence E. Bichsel, Executive Vice President and Chief Financial Officer of FirstMerit Corporation.
32.1	Rule 13a-14(b)/Section 906 Certification of Paul G. Greig, Chief Executive Officer of FirstMerit Corporation.
32.2	Rule 13a-14(b)/Section 906 Certification of Terrence E. Bichsel, Executive Vice President and Chief Financial Officer of FirstMerit Corporation.
101	The following materials from FirstMerit Corporation’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2012, formatted in XBRL (Extensible Business Reporting Language): (i) the Consolidated Balance Sheets; (ii) the Consolidated Statements of Comprehensive Income; (iii) the Consolidated Statements of Changes in Shareholders’ Equity; (iv) the Consolidated Statements of Cash Flows; and (iv) Notes to Consolidated Financial Statements.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

FIRSTMERIT CORPORATION
By:	/s/    TERRENCE E. BICHSEL
	Terrence E. Bichsel, Executive Vice President and Chief Financial Officer (duly authorized officer of registrant and principal financial officer)

November 2, 2012

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EX-10.1

TRANSITION AND RETIREMENT AGREEMENT

BY AND BETWEEN

FIRSTMERIT BANK N.A.

AND

LARRY A. SHOFF

Effective as of the Effective Date (as defined in Section 9.03[4]), FirstMerit Bank, N.A. (“Corporation”), a national banking association, and Larry A. Shoff (“Mr. Shoff”), collectively, the “Parties,” enter into this Transition and Retirement Agreement (“Agreement”) to describe the terms and conditions of Mr. Shoff's continuing employment with the Corporation and subsequent retirement at the end of the Term (as defined below) of this Agreement.

ARTICLE 1TERM OF AGREEMENT

Unless it terminates at an earlier date as provided in Article 5, Mr. Shoff will remain employed by the Corporation from the Effective Date until the end of the Transition Period (“Term”), at which time Mr. Shoff agrees that he will voluntarily terminate employment with the Corporation because of retirement.

ARTICLE 2POSITIONS; DUTIES

2.01Position, Transition Duties and Retirement. Mr. Shoff agrees:

[1] Effective as of the Effective Date [a] to resign as Executive Vice President and Chief Information Officer (“CIO”), but [b][i] to continue in active employment with the Corporation until the earlier of the following dates: a) the date a successor is identified and installed by the Corporation or b) March 1, 2013 (“Transition Period”), and [ii] during the Transition Period, to perform services as an interim CIO, including without limitation participation in the preparation of and transfer of duties to a designated successor. Mr. Shoff will perform duties and responsibilities as assigned by the Chief Financial Officer of the Corporation.

[2] Effective as of conclusion of the Transition Period to resign as an employee of the Corporation and any other entity that is related through common ownership to the Corporation (all entities related through common ownership to the Corporation are called “Group Members” and the Corporation and all Group Members collectively are called the “Group”). Mr. Shoff will resign from the FirstMerit Bank N.A. Board of Directors effective on the Termination Date.

2.02Reporting. During the Term, Mr. Shoff will report directly to the Chief Financial Officer of the Corporation.

ARTICLE 3COMPENSATION

During the Term and subject to this section and to Article 5:

3.01Base Salary. The Corporation will pay to Mr. Shoff a semi-monthly Base Salary payment in the amount of Twelve Thousand Four Hundred Twelve Dollars and Fifty Cents ($12,412.12) each less all withholding deductions for applicable federal, state and local income and employment taxes in accordance with the Corporation's normal payroll practices. During the Term, the Base Salary will not be reduced without Mr. Shoff's consent.

3.02 Incentive Compensation. Mr. Shoff will not be eligible to participate in the 2012 or 2013 incentive compensation program. Mr. Shoff will not be eligible to receive any 2012 or 2013 restricted stock awards.

3.03Benefits. Mr. Shoff will be entitled to continue to participate in the hospitalization, life insurance and other employee benefit plans and programs, if any, that the Corporation maintains during the Term in accordance with the provisions of those plans and programs and on the same basis as other full-time salaried employees of the Corporation who participate in those employee benefit plans. Mr. Shoff will not be compensated for any 2013 accrued PTO days which remain unused on March 1, 2013. Mr. Shoff also may exercise his vested stock options during the Term and continue to vest in his stock options and restricted stock during the Term, subject to the terms of the plans and award agreements through which those equity awards were issued.

3.04No Duplicate Payments. Nothing in this Agreement is intended to result in the duplication of any payments or benefits provided to Mr. Shoff prior to the execution of this Agreement or under the terms of any other agreement by and between Mr. Shoff and the Corporation (“Prior Agreements”) or under any other employee benefit plan or program maintained or sponsored by the Corporation on or before the Effective Date.

ARTICLE 4BUSINESS-RELATED EXPENSES

The Corporation will pay (or reimburse) Mr. Shoff for all reasonable, ordinary and necessary expenses that he incurs prior to and during the Term will be reimbursed in accordance with the Corporation's policy for the reimbursement of such expenses.

ARTICLE 5TERMINATION OF EMPLOYMENT

5.01Expiration of Term. Mr. Shoff agrees that he will comply with the terms of this Agreement and will voluntarily terminate his employment because of retirement at the expiration of the Term. In exchange, but subject to Mr. Shoff's execution and non-revocation of a general release, substantially in the form attached hereto as Exhibit A (“General Release”), and any restrictions imposed under Section 409A of the Internal Revenue Code of 1986, as amended (“Code”), and to the terms of this section, Mr. Shoff benefits described in this Agreement.

In addition to the consideration and benefits which Mr. Shoff will receive prior to the expiration of the Term, upon his termination at the end of the Term:

[1]Transition and Separation Compensation. Beginning on the first payroll date following the Termination Date (provided, that Mr. Shoff has not revoked his General Release prior to the expiration of the period contained in Section 1.03 of Exhibit “A,” the Corporation will pay to Mr. Shoff Eighteen (18) equal semi-monthly payments in the amount of Twelve Thousand Four Hundred Twelve Dollars and 50/100 Cents ($12,412.50) each less all withholding deductions for applicable federal, state and local income and employment taxes in accordance with the Corporation's normal payroll practices. In addition, in the event that Mr. Shoff is employed at the expiration of the Transition Period, the Corporation will pay Mr. Shoff the amount of One Hundred Thousand Dollars ($100,000.00) less all withholding deductions for applicable federal, state and local income and employment taxes in accordance with the Corporation's normal payroll practices. This amount will be paid in a lump sum on the first payroll date following the expiration of the revocation period contained in Section 1.03 of Exhibit “A.” A 2012 and 2013 Form W-2 will be issued to Mr. Shoff for this amount. Mr. Shoff acknowledges, warrants and agrees that interest on these payments will not accrue.

[2]Equity Awards. The vesting, ability to exercise and lapsing of any restrictions of Mr. Shoff's outstanding equity awards will be determined in accordance with and to the extent provided under the terms relating to terminations of employment for similar reasons contained in the plan and the award agreements through which they were granted.

[3]Medical Coverage. After the Termination Date (as defined below) and in the event that Mr. Shoff elects health insurance continuation under COBRA, Mr. Shoff will be eligible to participate in the Corporation's group health coverage continuation, however, Mr. Shoff will be responsible for any and all costs associated with the monthly premiums.

[4]Retirement Plan Benefits. Mr. Shoff (or, if applicable, his beneficiary) will be entitled to all benefits he has accrued under:

[a]The FirstMerit Corporation and Affiliates Employees' Salary Savings Retirement Plan.

[b]The Pension Plan for Employees of FirstMerit Corporation and Subsidiaries.

[c]The FirstMerit Corporation Amended and Restated Supplemental Executive Retirement Plan, as last amended and restated effective January 1, 2008 (the “SERP”).

[5]Unemployment.The Corporation agrees not to contest Mr. Shoff's application for Unemployment Insurance and will communicate that the reason for separation was “retirement.” Should Mr. Shoff elect to file an application for unemployment compensation benefits, he understands and agrees that whether or not he receives unemployment compensation shall be based upon whether the claim is allowed by the appropriate state agency.

[6]Outplacement. Corporation will provide Mr. Shoff with outplacement services with Dice & Company for a period not to exceed six months.

The amounts distributable under Section 5.01[3] will be distributed subject to the terms and conditions of each plan in effect on the Termination Date.

5.02Termination of Employment Before Expiration of Term for Disability, by Mr. Shoff With Good Reason or any Other Reason Other Than by the Corporation for Cause. If, before the expiration of the Term, Mr. Shoff's employment terminates for Disability, or termination by Mr. Shoff with Good Reason (as defined in Section 5.07[3]), or termination by the Corporation, other than for Cause (as defined in Section 5.07[1]), then, subject to the execution and non-revocation of the General Release by Mr. Shoff or, if applicable, his representative, he will be entitled to the payments and benefits described in Article 3 as if the Term had expired at the end of the Transition Period.

5.03Termination of Employment Before Expiration of Term by the Corporation for Cause or by Mr. Shoff Without Good Reason or by Mr. Shoff's Death. If, before the expiration of the Term, Mr. Shoff's employment is terminated by the Corporation for Cause or by Mr. Shoff without Good Reason or by Mr. Shoff's death, then Mr. Shoff (or, if applicable, his beneficiary) will be entitled to:

[1]The amount described in Section 3.01[1] and any benefits he has earned through the date of termination or death under the employee benefit plans and programs described in Section 3.03.

[2]The vesting, ability to exercise and lapsing of any restrictions of Mr. Shoff's outstanding equity awards as determined in accordance with and to the extent provided under the terms relating to

terminations of employment for similar reasons contained in the plan and the award agreements through which they were granted.

5.04Effect of Other Severance Benefits. Regardless of any other provision of this Agreement and except as specifically provided in this Agreement, all amounts paid under this Article 5 will be in lieu of any amounts payable to Mr. Shoff from any broad-based severance program in which Mr. Shoff participates and, by signing this Agreement, Mr. Shoff specifically waives any rights to receive any amounts from any broad-based severance program in which he participates.

5.05Effect of Multiple Termination Events. Except as provided otherwise in this Agreement, Mr. Shoff will receive the benefits and payments attributable to the first termination event to occur, the effects of which are described in this Article 5.

5.06Notice of Termination. Any purported termination of employment by the Corporation or by Mr. Shoff (other than due to Mr. Shoff's death) must be communicated by written Notice of Termination to the other Party. For purposes of this Agreement, a “Notice of Termination” means a notice that indicates the specific termination provision in this Agreement relied upon and will set forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of employment under the provision so indicated. The Corporation may terminate Mr. Shoff's employment [1] for Cause as defined in Section 5.07[1] or [2] without Cause to be effective after the written notice is delivered to Mr. Shoff. Mr. Shoff may terminate his employment, with or without Good Reason as defined in Section 5.07[3] after the written notice is delivered to the Executive Vice President - Human Resources of the Corporation. However, any Notice of Termination that cites a reason that may be cured will be deemed to not have been given if the condition cited is corrected within the 30 day (or shorter) period after written notice is delivered.

5.07Definitions.

[1]“Cause” means the termination of Mr. Shoff's employment by the Corporation for any of the following reasons:

[a]Conviction of, or plea of guilty or nolo contendere to, a felony, whether or not affecting the Corporation or any Group Member.

[b]Disclosure to unauthorized persons of material information of the Corporation or any Group Member which is believed by the Board, acting in good faith, to be confidential; provided, that a disclosure will not be considered “Cause” to the extent that [i] it is required pursuant to a court order or subpoena from an appropriate regulatory agency or otherwise required by law or regulation, [ii] it is made by Mr. Shoff in the ordinary course of business within the scope of his authority or [iii] it is in the context of a dispute between Mr. Shoff and the Corporation or any Group Member and limited to the court or arbitrator considering the dispute, legal counsel and the other parties to the dispute. In addition, it will not be “Cause” for Mr. Shoff to provide truthful testimony regarding the Corporation or any Group Member to governmental or regulatory authorities and any disclosure that does not constitute “Cause” will be deemed not to violate Section 6.01.

[c]Engagement (in connection with the business of the Corporation or any Group Member) in illegal conduct or in gross misconduct, in either case, that causes material financial or material reputational harm to the Corporation or any Group Member.

[d]Failure to perform substantially Mr. Shoff's responsibilities as described in this Agreement, after demand for substantial performance has been given by the Board that specifically identifies how Mr. Shoff has not substantially performed his responsibilities in accordance with Article 2 of this Agreement. “Cause” does not, however, include any failure afterthe Corporation gives a notice of a termination without Cause or Mr. Shoff gives notice of a termination for Good Reason.

[e]Material breach of the Corporation's written code of conduct and business ethics. However, to the extent the breach is curable, the Corporation must give Mr. Shoff notice and a reasonable opportunity to cure as described in Section 5.06.

[f]Attempt to obstruct or willful failure to cooperate with any investigation authorized by the Board or any governmental or regulatory agency.

[g]Being subject to the prohibitions of Section 19(a)(1) of the Federal Deposit Insurance Act.

However, Cause will not arise solely because Mr. Shoff is absent from active employment during periods of paid time-off, consistent with the Corporation's applicable paid-time-off policy, sickness or illness or while suffering from an incapacity due to physical or mental illness, including a condition that does or may result in a Disability or other period of absence initiated by Mr. Shoff and approved by the Corporation.

[2]“Disability” meansMr. Shoff's inability to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment which can be expected to result in death or which has lasted or can be expected to last for a continuous period beyond expiration of the Term, as determined by a physician engaged by the Corporation.

[3]“Good Reason” means the termination of Mr. Shoff's employment by Mr. Shoff for any of the following reasons:

[a]Reduction in Mr. Shoff's Base Salary without his consent; or

[b]Involuntary discontinuance of Mr. Shoff's participation in any employee benefit plans maintained by the Corporation, other than [i] by reason of legal restrictions or limitations, [ii] as required by applicable law or [iii] a discontinuance of a benefit plan as to all similarly situated executives of the Corporation; or

[c]Failure by the Corporation to obtain an assumption of the Corporation's obligations under this Agreement by any successor to the Corporation, regardless of whether that entity becomes a successor to the Corporation as a result of a merger, consolidation, sale of assets of the Corporation or other form of reorganization; or

[d]Termination of employment by the Corporation which is not effected pursuant to a Notice of Termination satisfying the requirements of Section 5.06; or

[e]A material breach of this Agreement by the Corporation, which breach is not corrected within the time prescribed pursuant to Section 5.06 after Mr. Shoff notifies the Corporation in writing of his intent to terminate employment due to that material breach.

However, it is specifically understood that termination of employment because a successor has been identified and installed by the Corporation (as described in Section 2.01) will not constitute “Good Reason” under this Agreement.

[4]“Termination Date” means the earlier of [a] March 1, 2013, [b] the date a successor is identified and installed by the Corporation, [c] the date specified in the Notice of Termination provided pursuant to Section 5.06, [d] Mr. Shoff's death, or [e] Mr. Shoff's Disability.

ARTICLE 6POST-TERMINATION OBLIGATIONS

6.01Non-Disclosure of Confidential Information. Mr. Shoff expressly covenants and agrees that, during and after the Term, he will not reveal, divulge or make known to any person, firm, company or corporation any Confidential Information without the prior express written consent of the Corporation. “Confidential Information” shall mean financial information about the Corporation or any of its affiliates, strategies and techniques, trade secrets, contract terms with vendors and suppliers, supplier lists and data, and such other confidential, proprietary, or sensitive information concerning or relating to the Corporation, any Group Member or any of their respective affiliates or any third party that has disclosed or provided any of the same to the Corporation on a confidential basis. Confidential Information shall not include [1] any information which was or becomes generally available to the public other than as a result of a wrongful disclosure by Mr. Shoff, or [2] any information disclosed by Mr. Shoff which he reasonably and in good faith believes is required for the performance of his duties under this Agreement, or [3] any information compelled to be disclosed by applicable law; provided that Mr. Shoff, to the extent not prohibited from so doing by applicable law, will give the Corporation prior written notice of the information to be so disclosed pursuant to clause [3]of this sentence as far in advance of its disclosure as may be practical, will disclose no more information than is required and will cooperate with any attempts by the Corporation or any Group Member to obtain a protection order or similar treatment.

6.02Return of Materials. Mr. Shoff agrees [1] to deliver or return to the Corporation upon termination or expiration of this Agreement all written Confidential Information furnished by the Corporation or any Group Member or prepared by Mr. Shoff in connection with his services hereunder and [2] that he will not retain any copies of any of the materials described in Section 6.02[1]. In addition, upon Mr. Shoff's termination of employment for any reason, he agrees to immediately return to the Corporation all property of the Corporation or any Group Member which is in his possession, including, but not limited to, memoranda, books, papers, computer files, laptops, credit cards and keys.

6.03Non-Competition and Non-Solicitation. Mr. Shoff covenants and agrees that the non-solicitation covenants and obligations contained in the Award Agreements shall remain enforceable and shall survive the termination of Mr. Shoff's employment. Mr. Shoff further covenants and agrees that the non-competition covenants and obligations contained in the SERP shall remain enforceable and shall survive the termination of Mr. Shoff's employment.

6.04Non-solicitation. Mr. Shoff hereby further agrees and covenants that for a period of one (1) year following the Termination Date, he shall not, directly or indirectly, on his own behalf or with others (i) induce or attempt to induce any employee of Group Members to leave the employ of Group Members, or in any way interfere with the relationship between Group Members and any employee, (ii) knowingly hire any employee of Group Members, or (iii) induce or attempt to induce any referral source, customer, or other business relation of Group Members, not to do business with Group Members, or to cease doing business with FirstMerit, or in any way interfere with the relationship between any such referral source, customer, or business relation and Group Members.

6.05Cooperation and Non-disparagement. Mr. Shoff agrees that he shall fully and completely cooperate with Corporation, the Group and Group's counsel in connection with any legal or administrative matter currently pending or hereafter brought against the Group or any of the Released Parties. Mr. Shoff agrees that he will not knowingly make statements that are false and defamatory about the Corporation, and Corporation agrees not to knowingly make statements that are false and defamatory about Mr. Shoff. In determining whether a statement is false and defamatory, the common law of Ohio shall apply and all privileges and defenses to a claim of defamation shall be applicable. Provided further that, for purposes of this Section, a statement shall be considered to be made by the Corporation only if it is made by the Chief Executive Officer of the Corporation or any executive that reports directly to the Chief Executive Officer of the Corporation.

6.06Injunctive Relief. Mr. Shoff acknowledges that it is impossible to measure in money the damages that will accrue to the Corporation by reason of Mr. Shoff's failure to observe any of the obligations imposed on him by this Article 6. Accordingly, if the Corporation institutes an action to enforce the provisions hereof, Mr. Shoff hereby waives the claim or defense that an adequate remedy at law is available to the Corporation, and Mr. Shoff agrees not to urge the claim or defense that a remedy at law exists. Also, if a final determination is made by a court having competent jurisdiction that the time or territory or any other restriction contained in Section 6.03 is an unenforceable restriction on Mr. Shoff's activities, the provisions of Section 6.03 will not be rendered void but will be deemed amended to apply the maximum time and territory and other restrictions the court judicially determines or otherwise indicates to be reasonable.

ARTICLE 7ASSIGNMENT OF AGREEMENT

7.01Except as specifically provided in this section, the Corporation may not assign this Agreement to any person or entity that is not a Group Member. However, this Agreement may and will be assigned or transferred to, and will be binding upon and inure to the benefit of, any Successor of the Corporation, in which case this Agreement will be interpreted and applied by substituting that Successor for the Corporation under the terms of this Agreement. For these purposes, “Successor” means any person, firm, corporation or business entity which at any time, whether by merger, purchase or otherwise acquires all or substantially all of the assets or the business of the Corporation.

7.02Because the services to be provided by Mr. Shoff to the Corporation under this Agreement are personal to him, Mr. Shoff may not assign the duties allocated to him under this Agreement to any other person or entity. However, this Agreement will inure to the benefit of and be enforceable by Mr. Shoff's personal or legal representatives, executors and administrators, successors, heirs, distributees, devisees, and legatees to the extent of any amounts payable to Mr. Shoff that are due to Mr. Shoff upon his death.

ARTICLE 8CONFIDENTIALITY

8.01The Parties acknowledge and agree that a material inducement for them to enter into this Agreement is their respective obligations to hold the facts, terms, existence and amount of this Agreement completely confidential. In order to preserve the value of this Agreement, the Parties agree as follows:

[1] The events leading to this Agreement and the facts, terms, existence and amount of this Agreement are confidential and shall not be disclosed by the Parties or their attorneys except as required by legal process and then only after notice is first given by the party seeking to make disclosure such that the other party will have a reasonable opportunity to oppose disclosure. The Parties and their counsel agree that they will exercise their best efforts to cause their attorneys, representatives and other agents to maintain the confidentiality and terms and provisions of this Agreement. The Parties

may disclose the terms of this Agreement to their respective spouses, attorneys or accountants and to applicable government taxing authorities. Additionally, the Group Members may disclose this Agreement to their shareholders, directors, officers, agents, insurers, employees, accountants, regulatory agencies and financial advisors with legitimate business related reasons to know;

[2] The Parties and their counsel agree not to disclose to any person, including any members of the press or any other media or in any non-judicial public or private forum, any information concerning the terms, facts, existence and amount of this Agreement; and

[3] The Parties represent and agree that they have not disclosed the facts, terms, existence or amount of this Agreement to anyone other than their attorneys, spouses or financial advisors.

ARTICLE 9RELEASES, WAIVERS AND REVOCATION RIGHTS

9.01Release. In consideration of receipt of the payments and benefits set forth herein, Mr. Shoff does hereby fully and forever surrender, release, acquit and discharge the Corporation, and its principals, stockholders, directors, officers, agents, administrators, insurers, subsidiaries, affiliates, employees, successors, assigns, related entities, and legal representatives, personally and in their representative capacities, and each of them (collectively, “Released Parties”), of and from any and all claims for costs of attorneys' fees, expenses, compensation, and all losses, demands and damage of whatsoever nature or kind in law or in equity, whether known or unknown, including without limitation those claims arising out of, under, or by reason of Mr. Shoff's employment with the Corporation or any Group Member, Mr. Shoff's relationship with the Corporation or any Group Member and/or the termination of Mr. Shoff's employment relationship and any and all claims which were or could have been asserted in any charge, complaint, or related lawsuit. Without limiting the generality of the foregoing, Mr. Shoff specifically releases and discharges, but not by way of limitation, any obligation, claim, demand or cause of action based on, or arising out of, any alleged wrongful termination, breach of employment contract, breach of implied covenants of good faith and fair dealing, defamation, fraud, promissory estoppel, intentional or negligent infliction of emotional distress, discrimination based on age, pain and suffering, personal injury, punitive damages, and any and all claims arising from any alleged violation by the Released Parties of any federal, state, or local statutes, ordinances or common laws, including but not limited to the Ohio Civil Rights Act, including all provisions of the Ohio Revised Code concerning discrimination on the basis of age, the Age Discrimination in Employment Act of 1967 (“ADEA”), Title VII of the Civil Rights Act of 1964, the Americans With Disabilities Act or the Employee Retirement Income Security Act of 1974. This release of rights is knowing and voluntary. The Corporation acknowledges that Mr. Shoff does not release herein any rights or claims which may arise after the Effective Date of this Agreement or any rights he has under this Agreement, any rights he may have regarding the enforcement of this Agreement, his rights under COBRA, or his rights to indemnification.

9.02Waiver of Right to Sue. Except for the Corporation's promises and obligations contained in this Agreement, Mr. Shoff further agrees, promises and covenants that neither he, nor any person, organization, or any other entity acting on his behalf will file, charge, claim, sue or cause or permit to be filed, charged or claimed, any action for damages or other relief (including injunctive, declaratory, monetary relief or other) against the Corporation, involving any matter occurring in the past up to the Effective Date of this Agreement or involving any continuing effects of actions or practices which arose prior to the Effective Date of this Agreement or the termination of Mr. Shoff's employment.

9.03Older Workers' Benefit Protection Act Waiver. Mr. Shoff has certain individual federal rights, which must be explicitly waived. Specifically, Mr. Shoff is protected by the ADEA from discrimination in employment because of his age. By executing this Agreement, Mr. Shoff waives these rights as to any past or current claims. Notwithstanding anything else in this Agreement, excluded from this Agreement are ADEA age claims that may arise after execution of this Agreement. In connection with the releases in Section 9.01 and waivers in Section 9.02 of any and all claims or disputes that Mr. Shoff has or may have on the date hereof, Mr. Shoff makes the following acknowledgements:

[1]By signing this Agreement, Mr. Shoff waives all claims against the Released Parties for discrimination based on age, including without limitation, any claim which arises under or by reason of a violation of the ADEA.

[2]In consideration of the releases, waivers and covenants made by Mr. Shoff under this Agreement, Mr. Shoff will be receiving the payments and other benefits in the amounts and manner described in Articles 3, 4 and 5 of this Agreement.

[3]Mr. Shoff represents and acknowledges that he has consulted with an attorney prior to executing this Agreement and Mr. Shoff has been given a period of at least twenty-one (21) days within which to consider whether or not to enter into this Agreement.

[4]Mr. Shoff understands that this Agreement shall be effective as of August 31, 2012 (“Effective Date”), provided that the Agreement is not revoked by Mr. Shoff within seven days after he signs the Agreement. For a period of seven days after he signs the Agreement, Mr. Shoff has the right to revoke and/or cancel this Agreement by the delivery of notice in writing of revocation and/or cancellation to the Corporation. In the event that Mr. Shoff does not revoke and/or cancel this Agreement during this period, this Agreement shall become effective on the Effective Date. In the event that Mr. Shoff revokes this Agreement, Mr. Shoff shall not be entitled to any of the consideration set out in this Agreement.

ARTICLE 10MISCELLANEOUS

10.01Notices. Any notices, consents, requests, demands, approvals or other communications to be given under this Agreement must be given in writing and must be sent by registered or certified mail, return receipt requested, to Mr. Shoff at the last address he has filed in writing with the Corporation or, in the case of the Corporation, to the Corporation's General Counsel and Secretary at the Corporation's principal offices.

10.02Entire Agreement. Except for the award agreements evidencing Mr. Shoff's equity awards, the retirement and pension plans identified herein, including the SERP (referenced above), and the Indemnification Agreement dated December 27, 2000, this Agreement, including Exhibit “A”, supersedes any prior agreements or understandings, oral or written, between the Parties, or between Mr. Shoff and the Corporation, with respect to the subject matter described in this Agreement and Exhibit “A”, including without limitation, the Amended and Restated Change in Control Termination Agreement dated January 8, 2009, and the Amended and Restated Displacement Agreement dated December 22, 2008, (rendering such agreements null and void as of the Effective Date of this Agreement), and constitutes the entire agreement of the Parties with respect to any matter covered in this Agreement and Exhibit “A.”

10.03Amendment and Modification. This Agreement may not be varied, altered, modified, canceled, changed or in any way amended except by written agreement of the Parties. However, by signing this Agreement, Mr. Shoff agrees, without any further consideration, to consent to any amendment necessary to avoid penalties under Code §409A.

10.04Severability. If any provision or portion of this Agreement is determined to be invalid or unenforceable for any reason, the remaining provisions of this Agreement will remain in full force and effect.

10.05Counterparts. This Agreement may be executed in one or more counterparts, each of which will be deemed to be an original, but all of which together will constitute one and the same Agreement. Facsimile signatures will have the same legal effect as original signatures.

10.06Tax Withholding. The Corporation will withhold from any benefits payable under this Agreement all federal, state, city or other taxes as required by any applicable law or governmental regulation or ruling. Mr. Shoff will be responsible for the payment of all taxes associated with any payments or benefits provided under this Agreement.

10.08Waiver. Failure to insist upon strict compliance with any of the terms, covenants or conditions described in this Agreement [1] will not constitute a waiver of that or any other term, covenant or condition and [2] will not constitute a waiver or relinquishment of the Party's right to insist subsequently on strict compliance of the affected (and all other) terms, covenants or conditions of this Agreement.

10.10Governing Document. The terms of this Agreement will supersede and control over any conflicting language in any other agreement, plan, program or practice of the Corporation.

10.11ApplicableLaw. To the extent not preempted by federal law, the provisions of this Agreement will be construed and enforced in accordance with the laws of the state of Ohio.

10.12Code §409A. This Agreement is intended to satisfy the requirements of Code §409A and shall be interpreted and administered consistent with such intent. Solely for purposes of complying with Code §409A, any reference to a “termination” or “termination of employment” shall mean a “separation from service” within the meaning of Code §409A. All payments pursuant to this Agreement shall first be paid under an exemption from the requirements of Code §409A, including, without limitation, the exemption for short-term deferrals and separation pay. For purposes of Code §409A, each payment pursuant to this Agreement shall be treated as a separate payment. Notwithstanding the foregoing, in the event that Mr. Shoff is a “specified employee” (as defined in Code §409A) of the Corporation on the date of his termination of employment and is entitled to a payment under this Agreement that is required to be delayed pursuant to Code § 409A(a)(2)(B)(i), then such payment or benefit, as applicable, shall not be paid or provided (or begin to be paid or provided) until the first day of the seventh month following the date of Mr. Shoff's termination of employment (or, if earlier, the date of his death). The first payment that can be made to the Executive following such period shall include the cumulative amount of any payments or benefits that could not be paid or provided during such period due to the application of Code §409A(a)(2)(B)(i). If any benefits permitted or required to be provided under this Agreement are otherwise reasonably determined by the Corporation or Mr. Shoff to be subject for any reason to a material risk of additional tax pursuant to Code §409A(a)(1), the Corporation and Mr. Shoff agree to negotiate in good faith appropriate provisions to avoid such risk without materially changing the economic value of this Agreement to Mr. Shoff or the economic value or financial effect of this Agreement on the Corporation.

10.13Headings. The descriptive headings in this Agreement are inserted for convenience of reference only and are not intended to be part of or to affect the meaning or interpretation of this Agreement.

10.14Survival of Mr. Shoff's Rights. All of Mr. Shoff's rights hereunder, including his rights to compensation and benefits, and his obligations under Article 6 hereof, shall survive the termination of Mr. Shoff's employment and/or the termination of this Agreement.

10.15Joint and Several Liability. The obligations of the Corporation and the Group Members to Mr. Shoff under this Agreement are joint and several.

10.16Approvals. The Corporation represents and warrants to Mr. Shoff that it has taken all corporate action necessary to authorize this Agreement.

IN WITNESS WHEREOF, the Parties have executed this Agreement, as of August 31, 2012.

FIRSTMERIT BANK, NA

By:  /s/ Christopher J. Maurer          Christopher J. Maurer	Date signed:August 31, 2012
Title: Executive Vice President Human Resources

Larry A. Shoff

By: /s/ Larry A. Shoff  Larry A. Shoff Date signed:August 31, 2012

EXHIBIT A

GENERAL RELEASE

This General Release (the “Agreement”) is made and entered into as of [______], by and between FirstMerit Bank, NA (“Corporation”), a national banking association, and Larry A. Shoff (“Mr. Shoff”) (collectively, the “Parties”).

ARTICLE IRELEASES, WAIVERS AND REVOCATION RIGHTS

1.01Release. In consideration of receipt of the payments and benefits set forth in Article 5 of the Transition Agreement by and between the Corporation and Mr. Shoff, effective as of _______, 2012 (“Transition Agreement”), Mr. Shoff does hereby fully and forever surrender, release, acquit and discharge the Corporation, and its principals, stockholders, directors, officers, agents, administrators, insurers, subsidiaries, affiliates, employees, successors, assigns, related entities, and legal representatives, personally and in their representative capacities, and each of them (collectively, “Released Parties”), of and from any and all claims for costs of attorneys' fees, expenses, compensation, and all losses, demands and damage of whatsoever nature or kind in law or in equity, whether known or unknown, including without limitation those claims arising out of, under, or by reason of Mr. Shoff's employment with the Corporation or any Group Member (as defined in the Transition Agreement), Mr. Shoff's relationship with the Corporation or any Group Member and/or the termination of Mr. Shoff's employment relationship and any and all claims which were or could have been asserted in any charge, complaint, or related lawsuit. Without limiting the generality of the foregoing, Mr. Shoff specifically releases and discharges, but not by way of limitation, any obligation, claim, demand or cause of action based on, or arising out of, any alleged wrongful termination, breach of employment contract, breach of implied covenants of good faith and fair dealing, defamation, fraud, promissory estoppel, intentional or negligent infliction of emotional distress, discrimination based on age, pain and suffering, personal injury, punitive damages, and any and all claims arising from any alleged violation by the Released Parties of any federal, state, or local statutes, ordinances or common laws, including but not limited to the Ohio Civil Rights Act, including all provisions of the Ohio Revised Code concerning discrimination on the basis of age, the Age Discrimination in Employment Act of 1967 (“ADEA”), Title VII of the Civil Rights Act of 1964, the Americans With Disabilities Act or the Employee Retirement Income Security Act of 1974. This release of rights is knowing and voluntary. The Corporation acknowledges that Mr. Shoff does not release herein any rights or claims which may arise after the Effective Date of this Agreement (as defined in Section 1.03 of this Agreement) nor any rights he has under the Transition Agreement, any rights he may have regarding the enforcement of the Transition Agreement, his rights under the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended, or his rights to indemnification.

1.02Waiver of Right to Sue. Except for the Corporation's promises and obligations contained in the Transition Agreement, Mr. Shoff further agrees, promises and covenants that neither he, nor any person, organization, or any other entity acting on his behalf will file, charge, claim, sue or cause or permit to be filed, charged or claimed, any action for damages or other relief (including injunctive, declaratory, monetary relief or other) against the Corporation, involving any matter occurring in the past up to the Effective Date of this Agreement or involving any continuing effects of actions or practices which arose prior to the Effective Date of this Agreement or the termination of Mr. Shoff's employment.

1.03Older Workers' Benefit Protection Act Waiver. Mr. Shoff has certain individual federal rights, which must be explicitly waived. Specifically, Mr. Shoff is protected by the ADEA from discrimination in

employment because of his age. By executing this Agreement, Mr. Shoff waives these rights as to any past or current claims. Notwithstanding anything else in this Agreement, excluded from this Agreement are ADEA age claims that may arise after execution of this Agreement. In connection with the releases in Section 1.01 and waivers in Section 1.02 of any and all claims or disputes that Mr. Shoff has or may have on the date hereof, Mr. Shoff makes the following acknowledgements:

[1]    By signing this Agreement, Mr. Shoff waives all claims against the Released Parties for discrimination based on age, including without limitation, any claim which arises under or by reason of a violation of the ADEA.

[2]    In consideration of the releases, waivers and covenants made by Mr. Shoff under this Agreement, Mr. Shoff will be receiving the payments and other benefits in the amounts and manner described in Article 5 of the Transition Agreement.

[3]    Mr. Shoff represents and acknowledges that he has consulted with an attorney prior to executing this Agreement and Mr. Shoff has been given a period of at least twenty-one (21) days within which to consider whether or not to enter into this Agreement.

[4]    Mr. Shoff understands that this Agreement shall be effective as of the Effective Date (as defined in the Transition Agreement) (“Effective Date”), provided that the Agreement is not revoked by Mr. Shoff within seven days after he signs the Agreement. For a period of seven days after he signs the Agreement, Mr. Shoff has the right to revoke and/or cancel this Agreement by the delivery of notice in writing of revocation and/or cancellation to the Corporation. In the event that Mr. Shoff does not revoke and/or cancel this Agreement during this period, this Agreement shall become effective on the Effective Date. In the event that Mr. Shoff revokes this Agreement, Mr. Shoff shall not be entitled to any of the consideration set out in Article 5 of the Transition Agreement.

ARTICLE 2MISCELLANEOUS

2.01Counterparts. This Agreement may be executed in one or more counterparts, each of which will be deemed to be an original, but all of which together will constitute one and the same Agreement. Facsimile signatures will have the same legal effect as original signatures.

2.02ApplicableLaw. To the extent not preempted by federal law, the provisions of this Agreement will be construed and enforced in accordance with the laws of the state of Ohio.

2.03Headings. The descriptive headings in this Agreement are inserted for convenience of reference only and are not intended to be part of or to affect the meaning or interpretation of this Agreement.

IN WITNESS WHEREOF, the Parties have executed this Agreement, as of _________, 20___.

FIRSTMERIT BANK, NA

By: ___________________	Date signed:
Title:________________________________

Larry A. Shoff

By: Larry A. Shoff Date signed:

EX-10.53

Exhibit 10.53

INDEMNIFICATION AGREEMENT

THIS INDEMNIFICATION AGREEMENT made this ____ day of ____, 20__, between FirstMerit Corporation, an Ohio corporation (the “Company”) and _______________________, a director (as hereinafter described) of the Company (the “Indemnitee”).

R E C I T A L S:

A.The Company and the Indemnitee are each aware of the exposure to litigation of officers, directors, employees, agents and representatives of the Company as such persons exercise their duties to the Company;

B.The Company and the Indemnitee are also aware of conditions in the insurance industry that have affected and may continue to affect the Company's ability to obtain appropriate liability insurance on an economically acceptable basis;

C.The Company desires to continue to benefit from the services of highly qualified, experienced and otherwise competent persons such as the Indemnitee;

D.The Indemnitee desires to serve or to continue to serve the Company as a director, officer, employee, or agent or as a director, officer, employee, agent, or trustee of another corporation, joint venture, trust or other enterprise in which the Company has a direct or indirect ownership interest, for so long as the Company continues to provide, on an acceptable basis, adequate and reliable indemnification against certain liabilities and expenses which may be incurred by the Indemnitee.

NOW, THEREFORE, in consideration of the foregoing premises and the mutual covenants herein contained, the parties hereto agree as follows:

1.INDEMNIFICATION. The Company shall indemnify the Indemnitee with respect to his/her activities as a director, officer, employee or agent of the Company and/or as a person who is serving or has served at the request of the Company (“representative”) as a director, officer, employee, agent or trustee of another corporation, joint venture trust or other enterprise, domestic or foreign, in which the Company has a direct or indirect ownership interest (an “affiliated entity”) against expenses (including, without limitation, attorneys' fees, judgments, fines and amounts paid in settlement) actually and reasonably incurred by him/her (“Expenses”) in connection with any claim against Indemnitee which is the subject of any threatened, pending or completed action, suit or other type of proceeding, whether civil, criminal, administrative, investigative or otherwise and whether formal or informal (a “Proceeding”), to which Indemnitee was, is or is threatened to be made a party by reason of facts which include Indemnitee's being or having been such a director, officer, employee, agent or representative, to the extent of the highest and most advantageous to the Indemnitee, as determined by the Indemnitee, of one or any combination of the following:

(a)The benefits provided by the Company's Amended and Restated Articles of Incorporation, as amended (“Articles”) in effect on the date hereof, a copy of the relevant portions of which are attached hereto as Exhibit A;

(b)The benefits provided by the Articles, the Company's Code of Regulations (“Regulations”), or their equivalent of the Company in effect at the time Expenses are incurred by Indemnitee;

(c)The benefits allowable under Ohio law in effect at the date hereof;

(d)The benefits allowable under the law of the jurisdiction under which the Company exists at the time Expenses are incurred by the Indemnitee;

(e)The benefits available under any liability insurance obtained by the Company; and

(f)Such other benefits as are or may be otherwise available to Indemnitee.

Combination of two or more of the benefits provided by (a) through (f) shall be available to the extent that the Applicable Document (as hereafter defined), does not require that the benefits provided therein be exclusive of other benefits. The document or law providing for the benefits listed in items (a) through (f) above is called the “Applicable Document” in this Agreement. Company hereby undertakes to use its best efforts to assist Indemnitee, in all proper and legal ways, to obtain the benefits selected by Indemnitee under item (a) through (f) above.

For purposes of this Agreement, references to “other enterprises” shall include employee benefit plans for employees of the Company or of any affiliated entity without regard to ownership of such plans; references to “fines” shall include any excise taxes assessed on the Indemnitee with respect to any employee benefit plan; references to “serving at the request of the Company” shall include any service as a director, officer, employee or agent of the Company which imposes duties on, or involves services by, the Indemnitee with respect to an employee benefit plan, its participants or beneficiaries; references to the masculine shall include the feminine; references to the singular shall include the plural and vice versa; and if the Indemnitee acted in good faith and in a manner he/she reasonably believed to be in the interest of the participants and beneficiaries of an employee benefit plan, he/she shall be deemed to have acted in a manner consistent with the standards required for indemnification by the Company under the Applicable Documents.

2.INSURANCE. The Company may, but need not, maintain liability insurance for so long as Indemnitee's services are covered hereunder, provided and to the extent that such insurance is available on a basis acceptable to the Company. However, the Company agrees that the provisions hereof shall remain in effect regardless of whether liability or other insurance coverage is at any time obtained or retained by the Company; except that any payments in fact made to Indemnitee under an insurance policy obtained or retained by the Company shall reduce the obligation of the Company to make payments hereunder by the amount of the payments made under any such insurance policy.

3.PAYMENT OF EXPENSES. At Indemnitee's request, after receipt of written notice pursuant to Section 5 hereof and an undertaking in the form of Exhibit B attached hereto by or on behalf of Indemnitee to repay such amounts so paid on Indemnitee's behalf if it shall ultimately be determined under the Applicable Document that Indemnitee is not entitled to be indemnified by the Company for such Expenses, the Company shall pay the Expenses as and when incurred by Indemnitee. That portion of Expenses which represents attorneys fees and other costs incurred in defending any proceeding shall be paid by the Company within thirty (30) days of its receipt of such request, together with reasonable documentation evidencing the amount and nature of such Expenses, subject to its also having received such a notice and undertaking.

4.ADDITIONAL RIGHTS. The indemnification provided in this Agreement shall not be exclusive of any other indemnification or right to which Indemnitee may be entitled and shall continue after Indemnitee has ceased to occupy a position as an officer, director, employee, agent or representative as described in Section 1 above with respect to Proceedings relating to or arising out of Indemnitee's acts or omissions during his/her service in such position.

5.NOTICE TO COMPANY. Indemnitee shall provide to the Company prompt written notice of any Proceeding brought, threatened, asserted or commenced against Indemnitee with respect to which Indemnitee may assert a right to indemnification hereunder; provided that failure to provide such notice shall not, in any way, limit Indemnitee's rights under this Agreement.

6.COOPERATION IN DEFENSE AND SETTLEMENT. Indemnitee shall not make any admission or effect any settlement without the Company's written consent unless Indemnitee shall have determined to undertake his/her own defense in such matter and has waived the benefits of this Agreement. The Company shall not settle any Proceeding to which Indemnitee is a party in any manner which would impose any Expense on Indemnitee without his/her written consent. Neither Indemnitee nor the Company will unreasonably withhold consent to any proposed settlement. Indemnitee and the Company shall cooperate to the extent reasonably possible with each other and with the Company's insurers, in attempts to defend and/or settle such Proceeding.

7.ASSUMPTION OF DEFENSE. Except as otherwise provided below, to the extent that it may wish, the Company jointly with any other indemnifying party similarly notified will be entitled to assume Indemnitee's defense in any Proceeding, with counsel mutually satisfactory to Indemnitee and the Company. After notice from the Company to Indemnitee of the Company's election so to assume such defense, the Company will not be liable to Indemnitee under this Agreement for Expenses subsequently incurred by Indemnitee in connection with the defense thereof other than reasonable costs of investigation or as otherwise provided below. Indemnitee shall have the right to employ counsel in such Proceeding, but the fees and expenses of such counsel incurred after notice from the Company of its assumption of the defense thereof shall be at Indemnitee's expense unless:

(a)The employment of counsel by Indemnitee has been authorized by the Company;

(b)Counsel employed by the Company initially is unacceptable or later becomes unacceptable to Indemnitee and such unacceptability is reasonable under then existing circumstances;

(c)Indemnitee shall have reasonably concluded that there may be a conflict or interest between Indemnitee and the Company in the conduct of the defense of such Proceeding; or

(d)The Company shall not have employed counsel promptly to assume the defense of such Proceeding, in each of which cases the fees and expenses of counsel shall be at the expense of the Company and subject to payment pursuant to this Agreement. The Company shall not be entitled to assume the defense of Indemnitee in any Proceeding brought by or on behalf of the Company or as to which Indemnitee shall have made either of the conclusions provided for in clauses (b) or (c) above.

8.EXCLUSIONS. Notwithstanding the scope of indemnification which may be available to Indemnitees from time to time under any Applicable Document, no indemnification, reimbursement or payment shall be required of the Company hereunder with respect to: (i) any Proceeding initiated by Indemnitee without the consent or authorization of the Board of Directors of the Company, provided that

this exclusion shall not apply with respect to any claims brought by Indemnitee to enforce his/her rights under this Agreement or in any Proceeding initiated by another person or entity whether or not such claims were brought by Indemnitee against a person or entity who was otherwise a party to such Proceeding, or (ii) those actions, fines or penalties specifically excluded from indemnification coverage under applicable Ohio law. Nothing in this Section 8 shall eliminate or diminish Company's obligations to advance that portion of Indemnitee's Expenses which represent attorneys' fees and other costs incurred in defending any proceeding pursuant to Section 3 of this Agreement.

9.EXTRAORDINARY TRANSACTIONS. The Company covenants and agrees that in the event of any merger, consolidation or reorganization in which the Company is not the surviving entity, any sale of all or substantially all of the assets of the Company or any liquidation of the Company (each such event is hereinafter referred to as an “extraordinary transaction”), the Company shall:

(a)Have the obligations of the Company under this Agreement expressly assumed by the survivor, purchaser or successor, as the case may be, in such extraordinary transaction; or

(b)Otherwise adequately provide for the satisfaction of the Company's obligations under this Agreement, in a manner acceptable to Indemnitee.

10.NO PERSONAL LIABILITY. Indemnitee agrees that neither the Directors nor any officer, employee, representative or agent of the Company shall be personally liable for the satisfaction of the Company's obligations under this Agreement, and Indemnitee shall look solely to the assets of the Company for satisfaction of any claims hereunder.

11.SEVERABILITY. If any provision, phrase or other portion of this Agreement should be determined by any court of competent jurisdiction to be invalid, illegal or unenforceable, in whole or in part, and such determination should become final, such provision, phrase or other portion shall be deemed to be severed or limited, but only to the extent required to render the remaining provisions and portions of the Agreement enforceable, and the Agreement as thus amended shall be enforced to give effect to the intention of the parties insofar as that is possible.

12.SUBROGATION. In the event of any payment under this Agreement, the Company shall be subrogated to the extent thereof to all rights to indemnification or reimbursement against any insurer or other entity or person vested in the Indemnitee, who shall execute all instruments and take all other actions as shall be reasonably necessary for the Company to enforce such rights.

13.GOVERNING LAW. The parties hereto agree that this Agreement shall be construed and enforced in accordance with and governed by the laws of the State of Ohio.

14.NOTICES. All notices, requests, demands and other communications hereunder shall be in writing and shall be considered to have been duly given if delivered by hand and receipted for by the party to whom the notice, request, demand or other communication shall have been directed, or mailed by Certified mail, return receipt requested, with postage prepaid;

If to the Company, to:FirstMerit Corporation

III Cascade Plaza

Akron, Ohio 44308

Attention: Secretary

If to Indemnitee, to:_____________________

FirstMerit Corporation III

Cascade Plaza

Akron, Ohio 44308

or to such other or further address as shall be designated from time to time by the Indemnitee or the Company to the other.

15.TERMINATION. This Agreement may be terminated by either party upon not less than sixty (60) days' prior written notice delivered to the other party, but such termination shall not in any way diminish the obligations of Company hereunder with respect to Indemnitee's activities prior to the effective date of termination.

16.AMENDMENTS. This Agreement and the rights and duties of Indemnitee and the Company hereunder may not be amended, modified or terminated except by written instrument signed and delivered by the parties hereto. This Agreement is and shall be binding upon and shall inure to the benefits of the parties thereto and their respective heirs, executors, administrators, successors and assigns.

IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the date first above written.

FIRSTMERIT CORPORATION

By:

Its:

INDEMNITEE

Title:

EXHIBIT A

Second Amended and Restated

Articles of Incorporation of FirstMerit Corporation

Article Sixth

SIXTH: The Corporation may indemnify any director or officer, any former director or officer of the Corporation and any person who is or has served at the request of the Corporation as a director, officer or trustee of another corporation, partnership, joint venture, trust or other enterprise (and his/her heirs, executors and administrators) against expenses, including attorneys' fees, judgment, fines and amounts paid in settlement, actually and reasonably incurred by him/her by reason of the fact that he/she is or was such director, officer or trustee in connection with any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative, to the full extent permitted by applicable law, as the same may be in effect from time to time. The indemnification provided for herein shall not be deemed to restrict the right of the Corporation to (i) indemnity employees, agents and others as permitted by such law, (ii) purchase and maintain insurance or provide similar protection on behalf of directors, officers or such other persons against liabilities asserted against them or expenses incurred by them arising out of their service to the Corporation as contemplated herein, and (iii) enter into agreements with such directors, officers, employees, agents or others indemnifying them against any and all liabilities (or such lesser indemnification as may be provided in such agreements) asserted against them or incurred by them arising out of their service to the Corporation as contemplated herein.

EXHIBIT B

Form Of Undertaking

THIS UNDERTAKING has been entered into by _________________ (“Indemnitee”) pursuant to an Indemnification Agreement dated __________, 20__, (the “Indemnification Agreement”) between FirstMerit Corporation (the “Company”), and Ohio corporation and Indemnitee.

R E C I T A L S :

A.Pursuant to the Indemnification Agreement, Company agreed to pay Expenses (within the meaning of the Indemnification Agreement) as and when incurred by Indemnitee in connection with any claim against Indemnitee which is the subject of any threatened, pending or completed action, suit or proceeding, whether civil, criminal or investigative, to which Indemnitee was, is or is threatened to be made a party by reason of facts which include Indemnitee's being or having been a director, officer or representative (within the meaning of the Indemnification Agreement) of Company;

B.Such claim has arisen against Indemnitee and Indemnitee has notified Company thereof in accordance with the terms of Section 5 of the Indemnification Agreement (hereinafter the “Proceeding”);

C.Indemnitee believes that Indemnitee should prevail in this Proceeding and it is in the interest of both Indemnitee and Company to defend against the claims against Indemnitee thereunder;

NOW, THEREFORE, Indemnitee hereby agrees that in consideration of Company's advance payment of Indemnitee's Expenses incurred prior to a final disposition of the Proceeding, Indemnitee hereby undertakes to reimburse Company for any and all expenses paid by Company on behalf of Indemnitee prior to a final disposition of the Proceeding in the event that Indemnitee is determined under the Applicable Document (within the meaning of the Indemnification Agreement) not to be entitled to indemnification for such Expenses pursuant to the Indemnification Agreement and applicable law, provided that if Indemnitee is entitled under the Applicable Document to indemnification for some or a portion of such Expenses, Indemnitee's obligation to reimburse Company shall only be for those Expenses for which Indemnitee is determined not to be entitled to indemnification. Such reimbursement or arrangements for reimbursement by Indemnitee shall be consummated within ninety (90) days after a determination that Indemnitee is not entitled to indemnification and reimbursement pursuant to the Indemnification Agreement and applicable law.

IN WITNESS WHEREOF, the undersigned has set his/her hand this _____ day of ________________, 20___.

__________________________________

Indemnitee

EX-31.1

Exhibit 31.1

CERTIFICATION PURSUANT TO SECTION 302 OF SARBANES-OXLEY ACT OF 2002

I, Paul G. Greig, certify that:

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

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

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

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

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

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

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

d. Disclosed in this report any change in the registrant's internal control over financial reporting that has occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

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

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

Dated:	November 2, 2012	By:	/s/ Paul G. Greig
		Printed Name:	Paul G. Greig
		Title:	Chairman, President and Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION PURSUANT TO SECTION 302 OF SARBANES-OXLEY ACT OF 2002

I, Terrence E. Bichsel, certify that:

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

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

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

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

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

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

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

d. Disclosed in this report any change in the registrant's internal control over financial reporting that has occurred during the most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

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

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

Dated:	November 2, 2012	By:	/s/ Terrence E. Bichsel
		Printed Name:	Terrence E. Bichsel
		Title:	Executive Vice President and Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO SECTION 906 OF SARBANES-OXLEY 2002

Pursuant to 18 U.S.C. Section 1350, each of the undersigned officer of FirstMerit Corporation (the “Corporation”), hereby certifies that, to such officer's knowledge, the Corporation's Form 10-Q to which this certificate is attached (the "Report") fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Corporation as of the dates and for periods presented in the Report. The foregoing certification is being furnished solely pursuant to 18 U.S.C. Section 1350 and is not being filed as part of the Report or as a separate disclosure document.

Dated:	November 2, 2012	By:	/s/ Paul G. Greig
		Chairman, President and Chief Executive Officer

A signed original of this written statement has been provided to FirstMerit Corporation and will be retained by it and furnished to the Securities and Exchange Commission or its staff upon request.

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO SECTION 906 OF SARBANES-OXLEY 2002

Pursuant to 18 U.S.C. Section 1350, each of the undersigned officer of FirstMerit Corporation (the “Corporation”), hereby certifies that, to such officer's knowledge, the Corporation's Form 10-Q to which this certificate is attached (the "Report") fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Corporation as of the dates and for periods presented in the Report. The foregoing certification is being furnished solely pursuant to 18 U.S.C. Section 1350 and is not being filed as part of the Report or as a separate disclosure document.

Dated:	November 2, 2012	By:	/s/ Terrence E. Bichsel
		Executive Vice President and Chief Financial Officer

A signed original of this written statement has been provided to FirstMerit Corporation and will be retained by it and furnished to the Securities and Exchange Commission or its staff upon request.

XML

Investment Securities (Details 1) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2012	Dec. 31, 2011	Sep. 30, 2011
Other investments
FRB stock	$ 21,045	$ 21,003	$ 20,804
FHLB stock	119,145	119,145	139,398
Other	540	578	591
Total other investments	$ 140,730	$ 140,726	$ 160,793

XML

Allowance for loan losses (Details 5) (USD $) In Thousands, unless otherwise specified	3 Months Ended				9 Months Ended
	Sep. 30, 2012		Sep. 30, 2011		Sep. 30, 2012		Sep. 30, 2011		Jun. 30, 2012	Dec. 31, 2011		Mar. 31, 2011	Dec. 31, 2010
Financing Receivable, Allowance for Credit Losses [Line Items]
Total	$ 166,327		$ 129,979		$ 166,327		$ 129,979			$ 150,356
Accruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	92,430		117,343		92,430		117,343			100,358
Delinquent	54,573		5,263		54,573		5,263			38,245
Total	147,003		122,606		147,003		122,606			138,603
Nonaccruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	12,032		2,880		12,032		2,880			5,592
Delinquent	7,292		4,493		7,292		4,493			6,161
Total	19,324		7,373		19,324		7,373			11,753
Total Tdr Allowance [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total Allowance	15,365		6,881		15,365		6,881			12,114
Noncovered Loans [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total	23,753		12,607		23,753		12,607			15,002
Total Allowance	98,942		109,187		98,942		109,187		103,849	107,699		109,187	114,690
Financing Receivable, Allowance for Credit Losses, Charge-offs	(20,999)		(20,014)		(53,430)		(63,784)
Financing Receivable, Allowance for Credit Losses, Recoveries	6,127		5,410		17,813		16,521
Financing Receivable, Allowance for Credit Losses, Provisions	9,965		14,604		26,860		41,760
Noncovered Loans [Member] | Accruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	16,071		7,667		16,071		7,667			6,178
Delinquent	2,464		0		2,464		0			513
Total	18,535		7,667		18,535		7,667			6,691
Noncovered Loans [Member] | Nonaccruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	1,408		1,395		1,408		1,395			3,894
Delinquent	3,810		3,545		3,810		3,545			4,417
Total	5,218		4,940		5,218		4,940			8,311
Noncovered Loans [Member] | Total Tdr Allowance [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total Allowance	644		1,112		644		1,112			582
Noncovered Loans [Member] | Commercial and Industrial Financing Receivable [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total	2,413		1,096		2,413		1,096			2,512
Noncovered Loans [Member] | Commercial and Industrial Financing Receivable [Member] | Accruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	955		129		955		129			91
Delinquent	0		0		0		0			0
Total	955		129		955		129			91
Noncovered Loans [Member] | Commercial and Industrial Financing Receivable [Member] | Nonaccruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	865		0		865		0			0
Delinquent	593		967		593		967			2,421
Total	1,458		967		1,458		967			2,421
Noncovered Loans [Member] | Commercial and Industrial Financing Receivable [Member] | Total Tdr Allowance [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total Allowance	126		215		126		215			247
Noncovered Loans [Member] | Commercial Real Estate [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total	17,763		8,068		17,763		8,068			9,167
Noncovered Loans [Member] | Commercial Real Estate [Member] | Accruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	11,609		4,778		11,609		4,778			3,305
Delinquent	2,464		0		2,464		0			513
Total	14,073		4,778		14,073		4,778			3,818
Noncovered Loans [Member] | Commercial Real Estate [Member] | Nonaccruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	473		1,215		473		1,215			3,590
Delinquent	3,217		2,075		3,217		2,075			1,759
Total	3,690		3,290		3,690		3,290			5,349
Noncovered Loans [Member] | Commercial Real Estate [Member] | Total Tdr Allowance [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total Allowance	401		125		401		125			236
Noncovered Loans [Member] | Commercial Real Estate Construction Financing Receivable [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total	3,577		3,443		3,577		3,443			3,323
Noncovered Loans [Member] | Commercial Real Estate Construction Financing Receivable [Member] | Accruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	3,507		2,760		3,507		2,760			2,782
Delinquent	0		0		0		0			0
Total	3,507		2,760		3,507		2,760			2,782
Noncovered Loans [Member] | Commercial Real Estate Construction Financing Receivable [Member] | Nonaccruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	70		180		70		180			304
Delinquent	0		503		0		503			237
Total	70		683		70		683			541
Noncovered Loans [Member] | Commercial Real Estate Construction Financing Receivable [Member] | Total Tdr Allowance [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total Allowance	117		772		117		772			99
Noncovered Consumer Loans [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total	65,835		57,742		65,835		57,742			57,934
Noncovered Consumer Loans [Member] | Accruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	47,039		51,281		47,039		51,281			51,672
Delinquent	4,690		4,028		4,690		4,028			2,820
Total	51,729		55,309		51,729		55,309			54,492
Noncovered Consumer Loans [Member] | Nonaccruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	10,624		1,485		10,624		1,485			1,698
Delinquent	3,482		948		3,482		948			1,744
Total	14,106		2,433		14,106		2,433			3,442
Noncovered Consumer Loans [Member] | Total Tdr Allowance [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total Allowance	3,474		3,087		3,474		3,087			2,885
Noncovered Consumer Loans [Member] | Consumer Installment [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total	32,577		34,654		32,577		34,654			33,571
Noncovered Consumer Loans [Member] | Consumer Installment [Member] | Accruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	28,604		32,882		28,604		32,882			31,637
Delinquent	1,071		1,772		1,071		1,772			1,800
Total	29,675		34,654		29,675		34,654			33,437
Noncovered Consumer Loans [Member] | Consumer Installment [Member] | Nonaccruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	2,882		0		2,882		0			0
Delinquent	20		0		20		0			134
Total	2,902		0		2,902		0			134
Noncovered Consumer Loans [Member] | Consumer Installment [Member] | Total Tdr Allowance [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total Allowance	1,674		1,568		1,674		1,568			1,382
Noncovered Consumer Loans [Member] | Consumer Home Equity Lines Financing Receivable [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total	6,922		4,413		6,922		4,413			4,763
Noncovered Consumer Loans [Member] | Consumer Home Equity Lines Financing Receivable [Member] | Accruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	5,394		3,885		5,394		3,885			4,226
Delinquent	171		528		171		528			222
Total	5,565		4,413		5,565		4,413			4,448
Noncovered Consumer Loans [Member] | Consumer Home Equity Lines Financing Receivable [Member] | Nonaccruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	1,131		0		1,131		0			76
Delinquent	226		0		226		0			239
Total	1,357		0		1,357		0			315
Noncovered Consumer Loans [Member] | Consumer Home Equity Lines Financing Receivable [Member] | Total Tdr Allowance [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total Allowance	95		52		95		52			31
Noncovered Consumer Loans [Member] | Consumer Credit Card Financing Receivable [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total	1,767		2,359		1,767		2,359			2,202
Noncovered Consumer Loans [Member] | Consumer Credit Card Financing Receivable [Member] | Accruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	1,655		2,201		1,655		2,201			2,073
Delinquent	109		158		109		158			110
Total	1,764		2,359		1,764		2,359			2,183
Noncovered Consumer Loans [Member] | Consumer Credit Card Financing Receivable [Member] | Nonaccruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	0		0		0		0			0
Delinquent	3		0		3		0			19
Total	3		0		3		0			19
Noncovered Consumer Loans [Member] | Consumer Credit Card Financing Receivable [Member] | Total Tdr Allowance [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total Allowance	106		121		106		121			108
Noncovered Consumer Loans [Member] | Consumer Residential Mortgages Financing Receivable [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total	24,569		16,316		24,569		16,316			17,398
Noncovered Consumer Loans [Member] | Consumer Residential Mortgages Financing Receivable [Member] | Accruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	11,386		12,313		11,386		12,313			13,736
Delinquent	3,339		1,570		3,339		1,570			688
Total	14,725		13,883		14,725		13,883			14,424
Noncovered Consumer Loans [Member] | Consumer Residential Mortgages Financing Receivable [Member] | Nonaccruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	6,611		1,485		6,611		1,485			1,622
Delinquent	3,233		948		3,233		948			1,352
Total	9,844		2,433		9,844		2,433			2,974
Noncovered Consumer Loans [Member] | Consumer Residential Mortgages Financing Receivable [Member] | Total Tdr Allowance [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total Allowance	1,599		1,346		1,599		1,346			1,364
Covered Loans [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	732,470	[1]	1,061,263	[2]	732,470	[1]	1,061,263	[2]		954,689	[3]
Delinquent	310,588	[1]	365,484	[2]	310,588	[1]	365,484	[2]		336,787	[3]
Total	71,997		59,630		71,997		59,630			77,420
Covered Loans [Member] | Accruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	24,622		58,395		24,622		58,395			42,508
Delinquent	47,375		1,235		47,375		1,235			34,912
Total	71,997		59,630		71,997		59,630			77,420
Covered Loans [Member] | Nonaccruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	0		0		0		0			0
Delinquent	0		0		0		0			0
Total	0		0		0		0			0
Covered Loans [Member] | Total Tdr Allowance [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total Allowance	11,247		2,682		11,247		2,682			8,647
Covered Loans [Member] | Commercial and Industrial Financing Receivable [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total	5,278		7,287		5,278		7,287			7,578
Covered Loans [Member] | Commercial and Industrial Financing Receivable [Member] | Accruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	1,000		6,052		1,000		6,052			1,587
Delinquent	4,278		1,235		4,278		1,235			5,991
Total	5,278		7,287		5,278		7,287			7,578
Covered Loans [Member] | Commercial and Industrial Financing Receivable [Member] | Nonaccruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	0		0		0		0			0
Delinquent	0		0		0		0			0
Total	0		0		0		0			0
Covered Loans [Member] | Commercial and Industrial Financing Receivable [Member] | Total Tdr Allowance [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total Allowance	1,527		746		1,527		746			1,384
Covered Loans [Member] | Commercial Real Estate [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total	52,080		41,403		52,080		41,403			57,786
Covered Loans [Member] | Commercial Real Estate [Member] | Accruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	17,298		41,403		17,298		41,403			35,083
Delinquent	34,782		0		34,782		0			22,703
Total	52,080		41,403		52,080		41,403			57,786
Covered Loans [Member] | Commercial Real Estate [Member] | Nonaccruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	0		0		0		0			0
Delinquent	0		0		0		0			0
Total	0		0		0		0			0
Covered Loans [Member] | Commercial Real Estate [Member] | Total Tdr Allowance [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total Allowance	8,088		1,542		8,088		1,542			6,567
Covered Loans [Member] | Commercial Real Estate Construction Financing Receivable [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total	14,639		10,940		14,639		10,940			12,056
Covered Loans [Member] | Commercial Real Estate Construction Financing Receivable [Member] | Accruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	6,324		10,940		6,324		10,940			5,838
Delinquent	8,315		0		8,315		0			6,218
Total	14,639		10,940		14,639		10,940			12,056
Covered Loans [Member] | Commercial Real Estate Construction Financing Receivable [Member] | Nonaccruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	0		0		0		0			0
Delinquent	0		0		0		0			0
Total	0		0		0		0			0
Covered Loans [Member] | Commercial Real Estate Construction Financing Receivable [Member] | Total Tdr Allowance [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total Allowance	1,632		394		1,632		394			696
Covered Loans [Member] | Consumer Home Equity Lines Financing Receivable [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total	4,742				4,742
Covered Loans [Member] | Consumer Home Equity Lines Financing Receivable [Member] | Accruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	4,698				4,698
Delinquent	44				44
Total	4,742				4,742
Covered Loans [Member] | Consumer Home Equity Lines Financing Receivable [Member] | Nonaccruing TDRs [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Current	0				0
Delinquent	0				0
Total	0				0
Covered Loans [Member] | Consumer Home Equity Lines Financing Receivable [Member] | Total Tdr Allowance [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total Allowance	0				0
Commercial Portfolio Segment [Member] | Noncovered Loans [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total Allowance	39,159		30,338		39,159		30,338		40,327	32,363		28,366	29,764
Financing Receivable, Allowance for Credit Losses, Charge-offs	8,773		(4,528)		19,906		13,517
Financing Receivable, Allowance for Credit Losses, Recoveries	1,408		540		3,120		1,254
Financing Receivable, Allowance for Credit Losses, Provisions	6,197		5,960		23,582		12,837
Commercial Real Estate Portfolio Segment [Member] | Noncovered Loans [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total Allowance	25,178		33,301		25,178		33,301		27,186	31,857		32,946	32,026
Financing Receivable, Allowance for Credit Losses, Charge-offs	727		(3,304)		3,496		7,763
Financing Receivable, Allowance for Credit Losses, Recoveries	180		6		825		54
Financing Receivable, Allowance for Credit Losses, Provisions	(1,461)		3,653		(4,008)		8,984
Commercial Construction Financing Receivable Portfolio Segment [Member] | Noncovered Loans [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total Allowance	4,804		6,815		4,804		6,815		5,147	5,173		7,876	7,180
Financing Receivable, Allowance for Credit Losses, Charge-offs	127		(550)		165		3,245
Financing Receivable, Allowance for Credit Losses, Recoveries	61		171		364		545
Financing Receivable, Allowance for Credit Losses, Provisions	(277)		(682)		(568)		2,335
Finance Leases Portfolio Segment [Member] | Noncovered Loans [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total Allowance	506		325		506		325		358	341		353	475
Financing Receivable, Allowance for Credit Losses, Charge-offs	0		(651)		0		778
Financing Receivable, Allowance for Credit Losses, Recoveries	0		1		38		35
Financing Receivable, Allowance for Credit Losses, Provisions	148		622		127		593
Installment Financing Receivable Portfolio Segment [Member] | Noncovered Loans [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total Allowance	11,835		18,323		11,835		18,323		13,029	17,981		18,089	21,555
Financing Receivable, Allowance for Credit Losses, Charge-offs	5,507		(5,911)		14,441		20,204
Financing Receivable, Allowance for Credit Losses, Recoveries	2,883		3,375		9,104		10,812
Financing Receivable, Allowance for Credit Losses, Provisions	1,430		2,770		(809)		6,160
Home Equity Receivable Portfolio Segment [Member] | Noncovered Loans [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total Allowance	4,885		6,243		4,885		6,243		5,449	6,766		7,142	7,217
Financing Receivable, Allowance for Credit Losses, Charge-offs	2,784		(2,779)		7,373		8,356
Financing Receivable, Allowance for Credit Losses, Recoveries	1,007		658		2,588		1,840
Financing Receivable, Allowance for Credit Losses, Provisions	1,213		1,222		2,904		5,542
Credit Card Receivables Portfolio Segment [Member] | Noncovered Loans [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total Allowance	7,235		7,996		7,235		7,996		6,690	7,369		8,403	11,107
Financing Receivable, Allowance for Credit Losses, Charge-offs	1,390		(1,520)		4,618		6,135
Financing Receivable, Allowance for Credit Losses, Recoveries	488		585		1,583		1,789
Financing Receivable, Allowance for Credit Losses, Provisions	1,447		528		2,901		1,235
Residential Portfolio Segment [Member] | Noncovered Loans [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Total Allowance	5,340		5,846		5,340		5,846		5,663	5,849		6,012	5,366
Financing Receivable, Allowance for Credit Losses, Charge-offs	1,691		(771)		3,431		3,786
Financing Receivable, Allowance for Credit Losses, Recoveries	100		74		191		192
Financing Receivable, Allowance for Credit Losses, Provisions	$ 1,268		$ 531		$ 2,731		$ 4,074

[1] Excludes loss share receivable of $131.9 million as of September 30, 2012.

[2] Excludes loss share receivable of $220.5 million as of September 30, 2011

[3] Excludes loss share receivable of $205.7 million as of December 31, 2011.

XML

Loans (Details Textual) (USD $)	3 Months Ended				9 Months Ended						3 Months Ended				9 Months Ended
	Sep. 30, 2012		Sep. 30, 2011		Sep. 30, 2012		Sep. 30, 2011		Dec. 31, 2011		Sep. 30, 2012 Covered Loans [Member]		Sep. 30, 2011 Covered Loans [Member]		Sep. 30, 2012 Covered Loans [Member]		Sep. 30, 2011 Covered Loans [Member]		Dec. 31, 2011 Covered Loans [Member]		Sep. 30, 2012 Acquired Loans Noncovered [Member]	Dec. 31, 2011 Acquired Loans Noncovered [Member]	Sep. 30, 2011 Acquired Loans Noncovered [Member]	Sep. 30, 2012 Loss Share Receivable [Member]	Jun. 30, 2012 Loss Share Receivable [Member]	Dec. 31, 2011 Loss Share Receivable [Member]	Sep. 30, 2011 Loss Share Receivable [Member]	Jun. 30, 2011 Loss Share Receivable [Member]	Dec. 31, 2010 Loss Share Receivable [Member]	Sep. 30, 2012 Legacy Loans [Member]	Dec. 31, 2011 Legacy Loans [Member]	Sep. 30, 2011 Legacy Loans [Member]	Sep. 30, 2012 Consumer Loan [Member]	Sep. 30, 2012 Commercial Real Estate Other Receivable [Member] Covered Loans [Member]		Dec. 31, 2011 Commercial Real Estate Other Receivable [Member] Covered Loans [Member]		Sep. 30, 2011 Commercial Real Estate Other Receivable [Member] Covered Loans [Member]		Sep. 30, 2012 Commercial Real Estate Other Receivable [Member] Acquired Loans Noncovered [Member]	Dec. 31, 2011 Commercial Real Estate Other Receivable [Member] Acquired Loans Noncovered [Member]	Sep. 30, 2011 Commercial Real Estate Other Receivable [Member] Acquired Loans Noncovered [Member]	Sep. 30, 2012 Commercial Real Estate Other Receivable [Member] Legacy Loans [Member]	Dec. 31, 2011 Commercial Real Estate Other Receivable [Member] Legacy Loans [Member]	Sep. 30, 2011 Commercial Real Estate Other Receivable [Member] Legacy Loans [Member]	Sep. 30, 2012 Commercial Construction Financing Receivable [Member] Covered Loans [Member]		Dec. 31, 2011 Commercial Construction Financing Receivable [Member] Covered Loans [Member]		Sep. 30, 2011 Commercial Construction Financing Receivable [Member] Covered Loans [Member]		Sep. 30, 2012 Commercial Construction Financing Receivable [Member] Legacy Loans [Member]	Dec. 31, 2011 Commercial Construction Financing Receivable [Member] Legacy Loans [Member]	Sep. 30, 2011 Commercial Construction Financing Receivable [Member] Legacy Loans [Member]	Sep. 30, 2012 Commercial Leases Financing Receivable [Member] Covered Loans [Member]	Dec. 31, 2011 Commercial Leases Financing Receivable [Member] Covered Loans [Member]	Sep. 30, 2011 Commercial Leases Financing Receivable [Member] Covered Loans [Member]	Sep. 30, 2012 Commercial Leases Financing Receivable [Member] Acquired Loans Noncovered [Member]	Dec. 31, 2011 Commercial Leases Financing Receivable [Member] Acquired Loans Noncovered [Member]	Sep. 30, 2011 Commercial Leases Financing Receivable [Member] Acquired Loans Noncovered [Member]	Sep. 30, 2012 Commercial Leases Financing Receivable [Member] Legacy Loans [Member]	Dec. 31, 2011 Commercial Leases Financing Receivable [Member] Legacy Loans [Member]	Sep. 30, 2011 Commercial Leases Financing Receivable [Member] Legacy Loans [Member]	Sep. 30, 2012 Consumer Installment Financing Receivable [Member] Covered Loans [Member]		Dec. 31, 2011 Consumer Installment Financing Receivable [Member] Covered Loans [Member]		Sep. 30, 2011 Consumer Installment Financing Receivable [Member] Covered Loans [Member]		Sep. 30, 2012 Consumer Installment Financing Receivable [Member] Acquired Loans Noncovered [Member]	Dec. 31, 2011 Consumer Installment Financing Receivable [Member] Acquired Loans Noncovered [Member]	Sep. 30, 2011 Consumer Installment Financing Receivable [Member] Acquired Loans Noncovered [Member]	Sep. 30, 2012 Consumer Installment Financing Receivable [Member] Legacy Loans [Member]	Dec. 31, 2011 Consumer Installment Financing Receivable [Member] Legacy Loans [Member]	Sep. 30, 2011 Consumer Installment Financing Receivable [Member] Legacy Loans [Member]	Sep. 30, 2012 Consumer Home Equity Lines Financing Receivable [Member] Covered Loans [Member]		Dec. 31, 2011 Consumer Home Equity Lines Financing Receivable [Member] Covered Loans [Member]		Sep. 30, 2011 Consumer Home Equity Lines Financing Receivable [Member] Covered Loans [Member]		Sep. 30, 2012 Consumer Home Equity Lines Financing Receivable [Member] Acquired Loans Noncovered [Member]	Dec. 31, 2011 Consumer Home Equity Lines Financing Receivable [Member] Acquired Loans Noncovered [Member]	Sep. 30, 2011 Consumer Home Equity Lines Financing Receivable [Member] Acquired Loans Noncovered [Member]	Sep. 30, 2012 Consumer Home Equity Lines Financing Receivable [Member] Legacy Loans [Member]	Dec. 31, 2011 Consumer Home Equity Lines Financing Receivable [Member] Legacy Loans [Member]	Sep. 30, 2011 Consumer Home Equity Lines Financing Receivable [Member] Legacy Loans [Member]	Sep. 30, 2012 Consumer Credit Card Financing Receivable [Member] Legacy Loans [Member]	Dec. 31, 2011 Consumer Credit Card Financing Receivable [Member] Legacy Loans [Member]	Sep. 30, 2011 Consumer Credit Card Financing Receivable [Member] Legacy Loans [Member]	Sep. 30, 2012 Consumer Residential Mortgages Financing Receivable [Member] Covered Loans [Member]		Dec. 31, 2011 Consumer Residential Mortgages Financing Receivable [Member] Covered Loans [Member]		Sep. 30, 2011 Consumer Residential Mortgages Financing Receivable [Member] Covered Loans [Member]		Sep. 30, 2012 Consumer Residential Mortgages Financing Receivable [Member] Acquired Loans Noncovered [Member]	Dec. 31, 2011 Consumer Residential Mortgages Financing Receivable [Member] Acquired Loans Noncovered [Member]	Sep. 30, 2011 Consumer Residential Mortgages Financing Receivable [Member] Acquired Loans Noncovered [Member]	Sep. 30, 2012 Consumer Residential Mortgages Financing Receivable [Member] Legacy Loans [Member]	Dec. 31, 2011 Consumer Residential Mortgages Financing Receivable [Member] Legacy Loans [Member]	Sep. 30, 2011 Consumer Residential Mortgages Financing Receivable [Member] Legacy Loans [Member]	Sep. 30, 2012 Commercial and Industrial Financing Receivable [Member] Covered Loans [Member]		Dec. 31, 2011 Commercial and Industrial Financing Receivable [Member] Covered Loans [Member]		Sep. 30, 2011 Commercial and Industrial Financing Receivable [Member] Covered Loans [Member]		Sep. 30, 2012 Commercial and Industrial Financing Receivable [Member] Acquired Loans Noncovered [Member]	Dec. 31, 2011 Commercial and Industrial Financing Receivable [Member] Acquired Loans Noncovered [Member]	Sep. 30, 2011 Commercial and Industrial Financing Receivable [Member] Acquired Loans Noncovered [Member]	Sep. 30, 2012 Commercial and Industrial Financing Receivable [Member] Legacy Loans [Member]	Dec. 31, 2011 Commercial and Industrial Financing Receivable [Member] Legacy Loans [Member]	Sep. 30, 2011 Commercial and Industrial Financing Receivable [Member] Legacy Loans [Member]	May 14, 2010 Midwest Transaction [Member]	Feb. 19, 2010 First Bank Branches [Member]	Feb. 19, 2010 George Washington [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and Leases Receivable, Gross, Carrying Amount	$ 8,316,420,000	[1]	$ 7,631,572,000	[1]	$ 8,316,420,000	[1]	$ 7,631,572,000	[1]	$ 7,748,944,000	[1]											$ 56,000,000	$ 113,200,000	$ 178,000,000
Covered Loans and Leases Receivable Gross	1,174,929,000	[2]	1,647,218,000	[2]	1,174,929,000	[2]	1,647,218,000	[2]	1,497,140,000															131,872,000	152,615,000	205,664,000	220,471,000	239,424,000	288,605,000
Unamortized Loan Commitment and Origination Fees and Unamortized Discounts or Premiums	5,800,000		5,800,000		5,800,000		5,800,000		6,000,000
Certain Loans Acquired in Transfer Not Accounted for as Debt Securities, Acquired During Period, at Acquisition, at Fair Value																																																																																																																			1,800,000,000	275,600,000	177,800,000
Acquired Non Impaired Loans	162,600,000				162,600,000
Certain Loans Acquired in Transfer Not Accounted for as Debt Securities, Outstanding Balance	1,333,127,000		1,742,815,000		1,333,127,000		1,742,815,000		1,609,852,000
Certain Loans Acquired in Transfer Not Accounted for as Debt Securities, Accretable Yield, Reclassifications from Nonaccretable Difference	6,008,000		27,160,000		30,814,000		67,118,000
Provision for Loan Losses Before Benefit Attributable to FDIC Loss Share Agreements											7,698,000		12,992,000		28,177,000		48,657,000
Benefit Attributable to FDIC Loss Share Agreements											(1,484,000)		(8,224,000)		(12,601,000)		(31,077,000)
Loans Payments Past Due	90
Credit Card Loans Past Due	120
Allowance for Loan and Lease Losses, Period Increase (Decrease)											6,200,000
Financing Receivable, Recorded Investment, Equal to Greater than 90 Days Past Due											263,019,000	[3]	309,849,000	[4]	263,019,000	[3]	309,849,000	[4]	269,976,000	[5]	2,715,000	1,743,000	3,423,000							29,819,000	60,449,000	61,700,000		184,067,000	[3]	170,795,000	[5]	198,957,000	[4]	2,565,000	1,675,000	3,284,000	14,311,000	29,976,000	33,003,000	41,325,000	[3]	57,978,000	[5]	68,016,000	[4]	853,000	7,837,000	8,943,000							0	0	0	35,000	[3]	60,000	[5]	42,000	[4]	0	1,000	0	4,834,000	5,167,000	5,052,000	1,981,000	[3]	1,088,000	[5]	979,000	[4]	100,000	1,000	1,000	1,311,000	1,241,000	922,000	808,000	1,019,000	771,000	8,576,000	[3]	14,254,000	[5]	9,364,000	[4]	0	0	0	6,233,000	9,719,000	7,648,000	27,035,000	[3]	25,801,000	[5]	32,491,000	[4]	50,000	66,000	138,000	1,469,000	5,490,000	5,361,000
Financing Receivable, Recorded Investment, Past Due											310,588,000	[3]	365,484,000	[4]	310,588,000	[3]	365,484,000	[4]	336,787,000	[5]	2,893,000	2,262,000	7,429,000							81,820,000	107,913,000	129,809,000		210,951,000	[3]	204,069,000	[5]	228,406,000	[4]	2,565,000	2,127,000	6,726,000	21,364,000	40,982,000	49,178,000	42,323,000	[3]	63,858,000	[5]	70,275,000	[4]	969,000	7,876,000	11,441,000							7,000	0	0	2,324,000	[3]	109,000	[5]	683,000	[4]	50,000	1,000	1,000	17,148,000	20,086,000	18,367,000	3,814,000	[3]	4,838,000	[5]	2,375,000	[4]	165,000	68,000	38,000	3,558,000	4,646,000	4,127,000	2,355,000	2,816,000	2,694,000	20,206,000	[3]	28,524,000	[5]	25,233,000	[4]	63,000	0	78,000	23,374,000	23,556,000	19,747,000	30,970,000	[3]	35,389,000	[5]	38,512,000	[4]	50,000	66,000	586,000	13,045,000	7,951,000	24,255,000
Financing Receivable, Recorded Investment, Current											732,470,000	[3]	1,061,263,000	[4]	732,470,000	[3]	1,061,263,000	[4]	954,689,000	[5]	53,101,000	110,906,000	170,530,000							8,178,606,000	7,527,863,000	7,323,804,000		412,323,000	[3]	573,779,000	[5]	649,812,000	[4]	29,653,000	60,616,000	101,069,000	2,099,760,000	1,951,211,000	1,907,048,000	19,453,000	[3]	26,051,000	[5]	29,779,000	[4]	308,136,000	269,459,000	241,137,000							110,931,000	73,530,000	57,992,000	6,036,000	[3]	10,013,000	[5]	10,455,000	[4]	1,888,000	2,519,000	3,283,000	1,301,995,000	1,241,059,000	1,249,676,000	119,364,000	[3]	136,710,000	[5]	143,757,000	[4]	18,007,000	19,223,000	20,718,000	768,013,000	720,045,000	718,494,000	141,563,000	143,540,000	140,016,000	43,573,000	[3]	45,986,000	[5]	48,578,000	[4]	1,187,000	1,840,000	1,778,000	414,438,000	388,268,000	375,706,000	131,721,000	[3]	162,150,000	[5]	178,882,000	[4]	2,366,000	26,708,000	43,682,000	3,033,770,000	2,740,751,000	2,633,735,000
Financing Receivable	8,316,420,000				8,316,420,000						1,043,058,000	[3]	1,426,747,000	[4]	1,043,058,000	[3]	1,426,747,000	[4]	1,291,476,000	[5]	55,994,000	113,168,000	177,959,000							8,260,426,000	7,635,776,000	7,453,613,000		623,274,000	[3]	777,848,000	[5]	878,218,000	[4]	32,218,000	62,743,000	107,795,000	2,121,124,000	1,992,193,000	1,956,226,000	61,776,000	[3]	89,909,000	[5]	100,054,000	[4]	309,105,000	277,335,000	252,578,000	0	0	0	0	0	0	110,938,000	73,530,000	57,992,000	8,360,000	[3]	10,122,000	[5]	11,138,000	[4]	1,938,000	2,520,000	3,284,000	1,319,143,000	1,261,145,000	1,268,043,000	123,178,000	[3]	141,548,000	[5]	146,132,000	[4]	18,172,000	19,291,000	20,756,000	771,571,000	724,691,000	722,621,000	143,918,000	146,356,000	142,710,000	63,779,000	[3]	74,510,000	[5]	73,811,000	[4]	1,250,000	1,840,000	1,856,000	437,812,000	411,824,000	395,453,000	162,691,000	[3]	197,539,000	[5]	217,394,000	[4]	2,416,000	26,774,000	44,268,000	3,046,815,000	2,748,702,000	2,657,990,000
Financing Receivable, Recorded Investment, 90 Days Past Due and Still Accruing																					132,000	3,000	395,000							9,559,000	11,373,000	4,008,000								0	0	394,000	1,862,000	984,000	0							0	609,000	0							0	0	0							0	1,000	0	4,439,000	4,864,000	1,125,000							132,000	2,000	1,000	409,000	796,000	922,000	393,000	403,000	357,000							0	0	0	2,399,000	3,252,000	1,481,000							0	0	0	57,000	465,000	123,000
Financing Receivable, Recorded Investment, Nonaccrual Status																					2,831,000	2,949,000	3,696,000							47,480,000	61,682,000	64,207,000	10,600,000							2,762,000	2,880,000	3,558,000	17,812,000	36,025,000	39,560,000							923,000	7,575,000	10,580,000							0	0	0							0	0	0	3,267,000	624,000	438,000							0	0	0	1,858,000	1,102,000	753,000	525,000	622,000	614,000							0	0	0	13,169,000	6,468,000	6,166,000							69,000	69,000	138,000	9,926,000	9,266,000	6,096,000
Covered Loans Loss Share Receivable	$ 131,872,000		$ 220,471,000		$ 131,872,000		$ 220,471,000		$ 205,664,000

[1] (a)Includes acquired, noncovered loans of $56.0 million, $113.2 million and $178.0 million as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively.

[2] Includes loss share receivable of $131.9 million, $205.7 million and $220.5 million as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively.

[3] Excludes loss share receivable of $131.9 million as of September 30, 2012.

[4] Excludes loss share receivable of $220.5 million as of September 30, 2011

[5] Excludes loss share receivable of $205.7 million as of December 31, 2011.

XML

Fair Value Measurement (Details 2) (USD $) In Thousands, unless otherwise specified	3 Months Ended			12 Months Ended
	Sep. 30, 2012	Sep. 30, 2011		Dec. 31, 2011		Dec. 31, 2010
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities, Fair Value		$ 94,921		$ 85,112
Aggregate fair value	17,540	39,340		30,077
Contractual balance	16,635	37,786		28,948
Gain	905	1,554	[1]	1,129	[1]
Financial assets:
Cash and due from banks, carrying value	238,417	318,945		377,319		523,113
Available for sale securities, carrying value	2,911,993	3,198,046		3,353,553
Held to maturity Securities	620,631	92,214		82,764
Other securities	140,730	160,793		140,726
Loans held for sale		39,340		30,077
Net noncovered loans	8,217,478	7,522,385		7,641,245
Net covered loans and loss share receivable	1,131,285	1,612,615		1,460,723
Accrued interest receivable	43,901	41,199		42,274
Derivatives	68,047	65,318		62,056
Financial liabilities:
Deposits	11,532,426	11,396,121		11,431,609
Total Federal funds purchased and securities sold under agreements to repurchase	963,455	987,030		866,265
Wholesale borrowings	178,083	248,006		203,462
Accrued interest payable	2,798	4,627		3,915
Derivatives	84,938	89,657		86,106
Fair Value, Measurements, Recurring [Member] | Estimate of Fair Value, Fair Value Disclosure [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities, Fair Value	631,237	94,921		85,112
Financial assets:
Cash and due from banks, fair value	238,417	318,945		377,319
Available for sale securities, fair value	2,911,993	3,198,046		3,353,553
Other securities	140,730	160,793		140,726
Loans held for sale	17,540	39,340		30,077
Noncovered Loans and Leases Receivable Fair Value	7,898,195	7,148,775		7,373,801
Covered Loans and Leases Receivable Fair Value Disclosure	1,131,285	1,612,615		1,460,723
Accrued Interest Receivable Fair Value Disclosure	43,901	41,199		42,274
Derivatives	68,047	65,318		62,101
Financial liabilities:
Deposits	11,540,681	11,412,576		11,445,777
Total Federal funds purchased and securities sold under agreements to repurchase	963,455	991,304		866,265
Wholesale borrowings	187,230	256,069		211,623
Accrued interest payable	2,798	4,627		3,915
Derivatives	84,938	89,657		86,150
Fair Value, Measurements, Recurring [Member] | Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities, Fair Value	0	0		0
Financial assets:
Cash and due from banks, fair value	0	0		0
Available for sale securities, fair value	3,245	3,715		3,299
Other securities		0
Loans held for sale	0	0		0
Noncovered Loans and Leases Receivable Fair Value	0	0		0
Covered Loans and Leases Receivable Fair Value Disclosure	0	0		0
Accrued Interest Receivable Fair Value Disclosure	0	0		0
Derivatives	0	0		0
Financial liabilities:
Deposits		0
Total Federal funds purchased and securities sold under agreements to repurchase		0
Wholesale borrowings		0
Accrued interest payable		0
Derivatives	0	0		0
Fair Value, Measurements, Recurring [Member] | Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities, Fair Value	631,237	94,921				85,112
Financial assets:
Cash and due from banks, fair value	238,417	318,945		377,319
Available for sale securities, fair value	2,861,244	3,103,290		3,262,715
Loans held for sale	17,540	39,340		30,077
Noncovered Loans and Leases Receivable Fair Value	0	0		0
Covered Loans and Leases Receivable Fair Value Disclosure	0	0		0
Accrued Interest Receivable Fair Value Disclosure	43,901	41,199		42,274
Derivatives	68,047	65,318		62,101
Financial liabilities:
Deposits	11,540,681	11,412,576		11,445,777
Total Federal funds purchased and securities sold under agreements to repurchase	963,455	991,304		866,265
Wholesale borrowings	187,230	256,069		211,623
Accrued interest payable	2,798	4,627		3,915
Derivatives	84,938	89,657		86,150
Fair Value, Measurements, Recurring [Member] | Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities, Fair Value	0	0		0
Financial assets:
Cash and due from banks, fair value	0	0		0
Available for sale securities, fair value	47,504	91,041		87,539
Other securities		0
Loans held for sale	0	0		0
Noncovered Loans and Leases Receivable Fair Value	7,898,195	7,148,775		7,373,801
Covered Loans and Leases Receivable Fair Value Disclosure	1,131,285	1,612,615		1,460,723
Accrued Interest Receivable Fair Value Disclosure	0	0		0
Derivatives	0	0		0
Financial liabilities:
Deposits		0
Total Federal funds purchased and securities sold under agreements to repurchase		0
Wholesale borrowings		0
Accrued interest payable		0
Derivatives	$ 0	$ 0		$ 0

[1] Included in loan sales and servicing income.

XML

Allowance for loan losses (Details Textual) (Details) (USD $)	3 Months Ended			3 Months Ended	9 Months Ended	12 Months Ended		3 Months Ended		9 Months Ended
	Sep. 30, 2012 payment_cycles	Dec. 31, 2011	Sep. 30, 2011	Sep. 30, 2012 Acquired Non Impaired Loans [Member]	Sep. 30, 2011 Acquired Non Impaired Loans [Member]	Dec. 31, 2011 Acquired Non Impaired Loans [Member]	Sep. 30, 2012 Loans with No Related Allowance [Member]	Sep. 30, 2012 Covered Loans [Member]	Sep. 30, 2011 Covered Loans [Member]	Sep. 30, 2012 Covered Loans [Member]	Sep. 30, 2011 Covered Loans [Member]	Jun. 30, 2012 Covered Loans [Member]	Dec. 31, 2011 Covered Loans [Member]	Mar. 31, 2011 Covered Loans [Member]	Dec. 31, 2010 Covered Loans [Member]	Sep. 30, 2012 Consumer Loan [Member]
Financing Receivable, Modifications [Line Items]
Minimum Non Performing Substandard Loans Outstanding for Allowance for Credit Losses	$ 300,000
Minimum Non Performing Substandard Doubtful Loans Outstanding for Allowance for Credit Losses	100,000
Loans and Leases Receivable, Allowance	98,942,000	107,699,000	109,187,000					43,644,000	34,603,000	43,644,000	34,603,000	42,606,000	36,417,000	33,360,000	13,733,000
Provision for Loan Losses Before Benefit Attributable to FDIC Loss Share Agreements								7,698,000	12,992,000	28,177,000	48,657,000
Benefit Attributable to FDIC Loss Share Agreements								(1,484,000)	(8,224,000)	(12,601,000)	(31,077,000)
Net provision for covered loan losses				300,000	600,000	700,000		6,214,000	4,768,000	15,576,000	17,580,000
Maximum term in which concessionary modifications are considered short-term	90 days
Minimum number of consecutive payment cycles after restructuring date with modified term	6
Impaired Financing Receivable, Recorded Investment	108,378,000	111,610,000	113,090,000				300,000
Financing Receivable, Recorded Investment, Nonaccrual Status																$ 10,600,000

XML

Loans Loans (Details 2) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2012		Dec. 31, 2011		Sep. 30, 2011
Financing Receivable, Recorded Investment, Aging [Abstract]
Financing Receivable	$ 8,316,420
Covered Loans [Member]
Financing Receivable, Recorded Investment, Aging [Abstract]
Financing Receivable, Recorded Investment, 30 to 59 Days Past Due	21,996	[1]	48,822	[2]	38,124	[3]
Financing Receivable, Recorded Investment, 60 to 89 Days Past Due	25,573	[1]	17,989	[2]	17,511	[3]
Financing Receivable, Recorded Investment, Equal to Greater than 90 Days Past Due	263,019	[1]	269,976	[2]	309,849	[3]
Financing Receivable, Recorded Investment, Past Due	310,588	[1]	336,787	[2]	365,484	[3]
Financing Receivable, Recorded Investment, Current	732,470	[1]	954,689	[2]	1,061,263	[3]
Financing Receivable	1,043,058	[1]	1,291,476	[2]	1,426,747	[3]
Acquired Loans Noncovered [Member]
Financing Receivable, Recorded Investment, Aging [Abstract]
Financing Receivable, Recorded Investment, 30 to 59 Days Past Due	169		67		2,273
Financing Receivable, Recorded Investment, 60 to 89 Days Past Due	9		452		1,733
Financing Receivable, Recorded Investment, Equal to Greater than 90 Days Past Due	2,715		1,743		3,423
Financing Receivable, Recorded Investment, Past Due	2,893		2,262		7,429
Financing Receivable, Recorded Investment, Current	53,101		110,906		170,530
Financing Receivable	55,994		113,168		177,959
Financing Receivable, Recorded Investment, 90 Days Past Due and Still Accruing	132		3		395
Financing Receivable, Recorded Investment, Nonaccrual Status	2,831		2,949		3,696
Legacy Loans [Member]
Financing Receivable, Recorded Investment, Aging [Abstract]
Financing Receivable, Recorded Investment, 30 to 59 Days Past Due	38,124		34,773		41,036
Financing Receivable, Recorded Investment, 60 to 89 Days Past Due	13,877		12,691		27,073
Financing Receivable, Recorded Investment, Equal to Greater than 90 Days Past Due	29,819		60,449		61,700
Financing Receivable, Recorded Investment, Past Due	81,820		107,913		129,809
Financing Receivable, Recorded Investment, Current	8,178,606		7,527,863		7,323,804
Financing Receivable	8,260,426		7,635,776		7,453,613
Financing Receivable, Recorded Investment, 90 Days Past Due and Still Accruing	9,559		11,373		4,008
Financing Receivable, Recorded Investment, Nonaccrual Status	47,480		61,682		64,207
Commercial and Industrial Financing Receivable [Member] | Covered Loans [Member]
Financing Receivable, Recorded Investment, Aging [Abstract]
Financing Receivable, Recorded Investment, 30 to 59 Days Past Due	2,962	[1]	7,451	[2]	3,913	[3]
Financing Receivable, Recorded Investment, 60 to 89 Days Past Due	973	[1]	2,137	[2]	2,108	[3]
Financing Receivable, Recorded Investment, Equal to Greater than 90 Days Past Due	27,035	[1]	25,801	[2]	32,491	[3]
Financing Receivable, Recorded Investment, Past Due	30,970	[1]	35,389	[2]	38,512	[3]
Financing Receivable, Recorded Investment, Current	131,721	[1]	162,150	[2]	178,882	[3]
Financing Receivable	162,691	[1]	197,539	[2]	217,394	[3]
Commercial and Industrial Financing Receivable [Member] | Acquired Loans Noncovered [Member]
Financing Receivable, Recorded Investment, Aging [Abstract]
Financing Receivable, Recorded Investment, 30 to 59 Days Past Due	0		0		448
Financing Receivable, Recorded Investment, 60 to 89 Days Past Due	0		0		0
Financing Receivable, Recorded Investment, Equal to Greater than 90 Days Past Due	50		66		138
Financing Receivable, Recorded Investment, Past Due	50		66		586
Financing Receivable, Recorded Investment, Current	2,366		26,708		43,682
Financing Receivable	2,416		26,774		44,268
Financing Receivable, Recorded Investment, 90 Days Past Due and Still Accruing	0		0		0
Financing Receivable, Recorded Investment, Nonaccrual Status	69		69		138
Commercial and Industrial Financing Receivable [Member] | Legacy Loans [Member]
Financing Receivable, Recorded Investment, Aging [Abstract]
Financing Receivable, Recorded Investment, 30 to 59 Days Past Due	8,781		1,521		12,639
Financing Receivable, Recorded Investment, 60 to 89 Days Past Due	2,795		940		6,255
Financing Receivable, Recorded Investment, Equal to Greater than 90 Days Past Due	1,469		5,490		5,361
Financing Receivable, Recorded Investment, Past Due	13,045		7,951		24,255
Financing Receivable, Recorded Investment, Current	3,033,770		2,740,751		2,633,735
Financing Receivable	3,046,815		2,748,702		2,657,990
Financing Receivable, Recorded Investment, 90 Days Past Due and Still Accruing	57		465		123
Financing Receivable, Recorded Investment, Nonaccrual Status	9,926		9,266		6,096
Commercial Real Estate Other Receivable [Member] | Covered Loans [Member]
Financing Receivable, Recorded Investment, Aging [Abstract]
Financing Receivable, Recorded Investment, 30 to 59 Days Past Due	4,965	[1]	20,379	[2]	17,486	[3]
Financing Receivable, Recorded Investment, 60 to 89 Days Past Due	21,919	[1]	12,895	[2]	11,963	[3]
Financing Receivable, Recorded Investment, Equal to Greater than 90 Days Past Due	184,067	[1]	170,795	[2]	198,957	[3]
Financing Receivable, Recorded Investment, Past Due	210,951	[1]	204,069	[2]	228,406	[3]
Financing Receivable, Recorded Investment, Current	412,323	[1]	573,779	[2]	649,812	[3]
Financing Receivable	623,274	[1]	777,848	[2]	878,218	[3]
Commercial Real Estate Other Receivable [Member] | Acquired Loans Noncovered [Member]
Financing Receivable, Recorded Investment, Aging [Abstract]
Financing Receivable, Recorded Investment, 30 to 59 Days Past Due	0		0		1,746
Financing Receivable, Recorded Investment, 60 to 89 Days Past Due	0		452		1,696
Financing Receivable, Recorded Investment, Equal to Greater than 90 Days Past Due	2,565		1,675		3,284
Financing Receivable, Recorded Investment, Past Due	2,565		2,127		6,726
Financing Receivable, Recorded Investment, Current	29,653		60,616		101,069
Financing Receivable	32,218		62,743		107,795
Financing Receivable, Recorded Investment, 90 Days Past Due and Still Accruing	0		0		394
Financing Receivable, Recorded Investment, Nonaccrual Status	2,762		2,880		3,558
Commercial Real Estate Other Receivable [Member] | Legacy Loans [Member]
Financing Receivable, Recorded Investment, Aging [Abstract]
Financing Receivable, Recorded Investment, 30 to 59 Days Past Due	3,197		6,187		5,145
Financing Receivable, Recorded Investment, 60 to 89 Days Past Due	3,856		4,819		11,030
Financing Receivable, Recorded Investment, Equal to Greater than 90 Days Past Due	14,311		29,976		33,003
Financing Receivable, Recorded Investment, Past Due	21,364		40,982		49,178
Financing Receivable, Recorded Investment, Current	2,099,760		1,951,211		1,907,048
Financing Receivable	2,121,124		1,992,193		1,956,226
Financing Receivable, Recorded Investment, 90 Days Past Due and Still Accruing	1,862		984		0
Financing Receivable, Recorded Investment, Nonaccrual Status	17,812		36,025		39,560
Commercial Construction Financing Receivable [Member] | Covered Loans [Member]
Financing Receivable, Recorded Investment, Aging [Abstract]
Financing Receivable, Recorded Investment, 30 to 59 Days Past Due	0	[1]	4,206	[2]	913	[3]
Financing Receivable, Recorded Investment, 60 to 89 Days Past Due	998	[1]	1,674	[2]	1,346	[3]
Financing Receivable, Recorded Investment, Equal to Greater than 90 Days Past Due	41,325	[1]	57,978	[2]	68,016	[3]
Financing Receivable, Recorded Investment, Past Due	42,323	[1]	63,858	[2]	70,275	[3]
Financing Receivable, Recorded Investment, Current	19,453	[1]	26,051	[2]	29,779	[3]
Financing Receivable	61,776	[1]	89,909	[2]	100,054	[3]
Commercial Construction Financing Receivable [Member] | Legacy Loans [Member]
Financing Receivable, Recorded Investment, Aging [Abstract]
Financing Receivable, Recorded Investment, 30 to 59 Days Past Due	116		39		779
Financing Receivable, Recorded Investment, 60 to 89 Days Past Due	0		0		1,719
Financing Receivable, Recorded Investment, Equal to Greater than 90 Days Past Due	853		7,837		8,943
Financing Receivable, Recorded Investment, Past Due	969		7,876		11,441
Financing Receivable, Recorded Investment, Current	308,136		269,459		241,137
Financing Receivable	309,105		277,335		252,578
Financing Receivable, Recorded Investment, 90 Days Past Due and Still Accruing	0		609		0
Financing Receivable, Recorded Investment, Nonaccrual Status	923		7,575		10,580
Commercial Leases Financing Receivable [Member] | Covered Loans [Member]
Financing Receivable, Recorded Investment, Aging [Abstract]
Financing Receivable	0		0		0
Commercial Leases Financing Receivable [Member] | Acquired Loans Noncovered [Member]
Financing Receivable, Recorded Investment, Aging [Abstract]
Financing Receivable	0		0		0
Commercial Leases Financing Receivable [Member] | Legacy Loans [Member]
Financing Receivable, Recorded Investment, Aging [Abstract]
Financing Receivable, Recorded Investment, 30 to 59 Days Past Due	7		0		0
Financing Receivable, Recorded Investment, 60 to 89 Days Past Due	0		0		0
Financing Receivable, Recorded Investment, Equal to Greater than 90 Days Past Due	0		0		0
Financing Receivable, Recorded Investment, Past Due	7		0		0
Financing Receivable, Recorded Investment, Current	110,931		73,530		57,992
Financing Receivable	110,938		73,530		57,992
Financing Receivable, Recorded Investment, 90 Days Past Due and Still Accruing	0		0		0
Financing Receivable, Recorded Investment, Nonaccrual Status	0		0		0
Consumer Installment Financing Receivable [Member] | Covered Loans [Member]
Financing Receivable, Recorded Investment, Aging [Abstract]
Financing Receivable, Recorded Investment, 30 to 59 Days Past Due	2,289	[1]	24	[2]	505	[3]
Financing Receivable, Recorded Investment, 60 to 89 Days Past Due	0	[1]	25	[2]	136	[3]
Financing Receivable, Recorded Investment, Equal to Greater than 90 Days Past Due	35	[1]	60	[2]	42	[3]
Financing Receivable, Recorded Investment, Past Due	2,324	[1]	109	[2]	683	[3]
Financing Receivable, Recorded Investment, Current	6,036	[1]	10,013	[2]	10,455	[3]
Financing Receivable	8,360	[1]	10,122	[2]	11,138	[3]
Consumer Installment Financing Receivable [Member] | Acquired Loans Noncovered [Member]
Financing Receivable, Recorded Investment, Aging [Abstract]
Financing Receivable, Recorded Investment, 30 to 59 Days Past Due	50		0		1
Financing Receivable, Recorded Investment, 60 to 89 Days Past Due	0		0		0
Financing Receivable, Recorded Investment, Equal to Greater than 90 Days Past Due	0		1		0
Financing Receivable, Recorded Investment, Past Due	50		1		1
Financing Receivable, Recorded Investment, Current	1,888		2,519		3,283
Financing Receivable	1,938		2,520		3,284
Financing Receivable, Recorded Investment, 90 Days Past Due and Still Accruing	0		1		0
Financing Receivable, Recorded Investment, Nonaccrual Status	0		0		0
Consumer Installment Financing Receivable [Member] | Legacy Loans [Member]
Financing Receivable, Recorded Investment, Aging [Abstract]
Financing Receivable, Recorded Investment, 30 to 59 Days Past Due	8,884		11,531		9,090
Financing Receivable, Recorded Investment, 60 to 89 Days Past Due	3,430		3,388		4,225
Financing Receivable, Recorded Investment, Equal to Greater than 90 Days Past Due	4,834		5,167		5,052
Financing Receivable, Recorded Investment, Past Due	17,148		20,086		18,367
Financing Receivable, Recorded Investment, Current	1,301,995		1,241,059		1,249,676
Financing Receivable	1,319,143		1,261,145		1,268,043
Financing Receivable, Recorded Investment, 90 Days Past Due and Still Accruing	4,439		4,864		1,125
Financing Receivable, Recorded Investment, Nonaccrual Status	3,267		624		438
Consumer Home Equity Lines Financing Receivable [Member] | Covered Loans [Member]
Financing Receivable, Recorded Investment, Aging [Abstract]
Financing Receivable, Recorded Investment, 30 to 59 Days Past Due	1,398	[1]	2,656	[2]	500	[3]
Financing Receivable, Recorded Investment, 60 to 89 Days Past Due	435	[1]	1,094	[2]	896	[3]
Financing Receivable, Recorded Investment, Equal to Greater than 90 Days Past Due	1,981	[1]	1,088	[2]	979	[3]
Financing Receivable, Recorded Investment, Past Due	3,814	[1]	4,838	[2]	2,375	[3]
Financing Receivable, Recorded Investment, Current	119,364	[1]	136,710	[2]	143,757	[3]
Financing Receivable	123,178	[1]	141,548	[2]	146,132	[3]
Consumer Home Equity Lines Financing Receivable [Member] | Acquired Loans Noncovered [Member]
Financing Receivable, Recorded Investment, Aging [Abstract]
Financing Receivable, Recorded Investment, 30 to 59 Days Past Due	56		67		0
Financing Receivable, Recorded Investment, 60 to 89 Days Past Due	9		0		37
Financing Receivable, Recorded Investment, Equal to Greater than 90 Days Past Due	100		1		1
Financing Receivable, Recorded Investment, Past Due	165		68		38
Financing Receivable, Recorded Investment, Current	18,007		19,223		20,718
Financing Receivable	18,172		19,291		20,756
Financing Receivable, Recorded Investment, 90 Days Past Due and Still Accruing	132		2		1
Financing Receivable, Recorded Investment, Nonaccrual Status	0		0		0
Consumer Home Equity Lines Financing Receivable [Member] | Legacy Loans [Member]
Financing Receivable, Recorded Investment, Aging [Abstract]
Financing Receivable, Recorded Investment, 30 to 59 Days Past Due	1,784		2,627		2,474
Financing Receivable, Recorded Investment, 60 to 89 Days Past Due	463		778		731
Financing Receivable, Recorded Investment, Equal to Greater than 90 Days Past Due	1,311		1,241		922
Financing Receivable, Recorded Investment, Past Due	3,558		4,646		4,127
Financing Receivable, Recorded Investment, Current	768,013		720,045		718,494
Financing Receivable	771,571		724,691		722,621
Financing Receivable, Recorded Investment, 90 Days Past Due and Still Accruing	409		796		922
Financing Receivable, Recorded Investment, Nonaccrual Status	1,858		1,102		753
Consumer Credit Card Financing Receivable [Member] | Legacy Loans [Member]
Financing Receivable, Recorded Investment, Aging [Abstract]
Financing Receivable, Recorded Investment, 30 to 59 Days Past Due	991		1,090		1,222
Financing Receivable, Recorded Investment, 60 to 89 Days Past Due	556		707		701
Financing Receivable, Recorded Investment, Equal to Greater than 90 Days Past Due	808		1,019		771
Financing Receivable, Recorded Investment, Past Due	2,355		2,816		2,694
Financing Receivable, Recorded Investment, Current	141,563		143,540		140,016
Financing Receivable	143,918		146,356		142,710
Financing Receivable, Recorded Investment, 90 Days Past Due and Still Accruing	393		403		357
Financing Receivable, Recorded Investment, Nonaccrual Status	525		622		614
Consumer Residential Mortgages Financing Receivable [Member] | Covered Loans [Member]
Financing Receivable, Recorded Investment, Aging [Abstract]
Financing Receivable, Recorded Investment, 30 to 59 Days Past Due	10,382	[1]	14,106	[2]	14,807	[3]
Financing Receivable, Recorded Investment, 60 to 89 Days Past Due	1,248	[1]	164	[2]	1,062	[3]
Financing Receivable, Recorded Investment, Equal to Greater than 90 Days Past Due	8,576	[1]	14,254	[2]	9,364	[3]
Financing Receivable, Recorded Investment, Past Due	20,206	[1]	28,524	[2]	25,233	[3]
Financing Receivable, Recorded Investment, Current	43,573	[1]	45,986	[2]	48,578	[3]
Financing Receivable	63,779	[1]	74,510	[2]	73,811	[3]
Consumer Residential Mortgages Financing Receivable [Member] | Acquired Loans Noncovered [Member]
Financing Receivable, Recorded Investment, Aging [Abstract]
Financing Receivable, Recorded Investment, 30 to 59 Days Past Due	63		0		78
Financing Receivable, Recorded Investment, 60 to 89 Days Past Due	0		0		0
Financing Receivable, Recorded Investment, Equal to Greater than 90 Days Past Due	0		0		0
Financing Receivable, Recorded Investment, Past Due	63		0		78
Financing Receivable, Recorded Investment, Current	1,187		1,840		1,778
Financing Receivable	1,250		1,840		1,856
Financing Receivable, Recorded Investment, 90 Days Past Due and Still Accruing	0		0		0
Financing Receivable, Recorded Investment, Nonaccrual Status	0		0		0
Consumer Residential Mortgages Financing Receivable [Member] | Legacy Loans [Member]
Financing Receivable, Recorded Investment, Aging [Abstract]
Financing Receivable, Recorded Investment, 30 to 59 Days Past Due	14,364		11,778		9,687
Financing Receivable, Recorded Investment, 60 to 89 Days Past Due	2,777		2,059		2,412
Financing Receivable, Recorded Investment, Equal to Greater than 90 Days Past Due	6,233		9,719		7,648
Financing Receivable, Recorded Investment, Past Due	23,374		23,556		19,747
Financing Receivable, Recorded Investment, Current	414,438		388,268		375,706
Financing Receivable	437,812		411,824		395,453
Financing Receivable, Recorded Investment, 90 Days Past Due and Still Accruing	2,399		3,252		1,481
Financing Receivable, Recorded Investment, Nonaccrual Status	$ 13,169		$ 6,468		$ 6,166

[1] Excludes loss share receivable of $131.9 million as of September 30, 2012.

[2] Excludes loss share receivable of $205.7 million as of December 31, 2011.

[3] Excludes loss share receivable of $220.5 million as of September 30, 2011

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Mortgage Servicing Rights and Mortgage Servicing Activity (Tables)

9 Months Ended

Sep. 30, 2012

Transfers and Servicing [Abstract]

Changes in the carrying amount of mortgage servicing rights

Changes in the carrying amount of mortgage servicing rights and the mortgage servicing rights valuation allowance are as follows:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Balance at beginning of period	$	21,273		$	21,094		$	21,179		$	21,317
Additions	1,408			798			4,597			2,660
Amortization	(1,390		)	(1,111		)	(4,485		)	(3,196		)
Balance at end of period	21,291			20,781			21,291			20,781
Valuation allowance at beginning of period	(3,488		)	(350		)	(3,539		)	—
Recoveries (Additions)	(590		)	(3,639		)	(539		)	(3,989		)
Valuation allowance at end of period	(4,078		)	(3,989		)	(4,078		)	(3,989		)
Mortgage servicing rights, net carrying balance	$	17,213		$	16,792		$	17,213		$	16,792
Fair value at end of period	$	17,294		$	16,866		$	17,294		$	16,866

Changes in Key economics assumptions

Prepayment speed assumption (annual CPR)	17.5		%
Decrease in fair value from 10% adverse change	$	921
Decrease in fair value from 25% adverse change	2,193
Discount rate assumption	9.7		%
Decrease in fair value from 100 basis point adverse change	$	478
Decrease in fair value from 200 basis point adverse change	926
Expected weighted-average life (in months)	71.5

XML

Mortgage Servicing Rights and Mortgage Servicing Activity (Details Textual) (USD $)	3 Months Ended	9 Months Ended
	Sep. 30, 2012	Sep. 30, 2012	Sep. 30, 2011	Mar. 31, 2011	Sep. 30, 2012 Fair Value, Measurements, Nonrecurring [Member] Fair Value, Inputs, Level 3 [Member]		Dec. 31, 2011 Fair Value, Measurements, Nonrecurring [Member] Fair Value, Inputs, Level 3 [Member]	Mar. 31, 2011 Fair Value, Measurements, Nonrecurring [Member] Fair Value, Inputs, Level 3 [Member]
Servicing Assets at Fair Value [Line Items]
Servicing Asset at Amortized Value, Fair Value	$ 17,294,000	$ 17,294,000		$ 16,866,000	$ 17,294,000	[1]	$ 17,749,000	$ 16,866,000
Proceeds from Sale of Mortgage Loans Held-for-sale		596,412,000	329,967,000
Unpaid principal balances from sale of residential mortgage loans		588.6	324.8
Recognized pretax gains		7,900,000	5,200,000
Related mortgage servicing rights from loans sold and receives servicing fees	560,900,000	560,900,000	283,200,000
Principal amount of loans serviced	2,400,000,000	2,400,000,000	2,200,000,000
Loan servicing fees		$ 4,200,000	$ 4,000,000
Minimum percentage adverse change in prepayment speed	10.00%
Maximum percentage adverse change in prepayment speed	25.00%
Percentage of variation in prepayment speed	10.00%	10.00%

[1] with a recorded investment of $21.3 million were reduced by a specific valuation allowance totaling $4.1 million to a reported carrying value of $17.3 million resulting in recognition of $0.6 million in expense included in loans sales and servicing income in the quarter ended September 30, 2012.

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Goodwill and Other Intangible Assets (Details Textual) (USD $)	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011	Dec. 31, 2012	Dec. 31, 2011
Goodwill [Line Items]
Goodwill	$ 460,044,000	$ 460,044,000	$ 460,044,000	$ 460,044,000	$ 460,044,000	$ 460,044,000
Future Amortization Expense, Year One	400,000
Future Amortization Expense, Year Two	1,200,000
Future Amortization Expense, Year Three	1,100,000
Future Amortization Expense, Year Four	1,000,000
Future Amortization Expense, Year Five	900,000
Amortization of Intangible Assets	$ 456,000	$ 543,000	$ 1,422,000	$ 1,629,000

XML

Contingencies and Guarantees (Schedule of Guarantor Obligations) (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2012	Dec. 31, 2011	Sep. 30, 2011
Standby Letters of Credit [Member]
Guarantor Obligations [Line Items]
Guarantor Obligations, Current Carrying Value	$ 125,791	$ 135,039	$ 130,186
Loans Sold with Recourse [Member]
Guarantor Obligations [Line Items]
Guarantor Obligations, Current Carrying Value	39,251	38,808	40,763
Guarantee Obligations [Member]
Guarantor Obligations [Line Items]
Guarantor Obligations, Current Carrying Value	$ 165,042	$ 173,847	$ 170,949

XML

Contingencies and Guarantees Contingencies and Guarantees (Schedule of Changes in Repurchase Reserve) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011	Mar. 31, 2011
Financing Receivable, Allowance for Credit Losses [Line Items]
Balance at beginning of period	$ 2,013	$ 2,063	$ 1,743	$ 2,833
Net realized losses	(202)	(96)	(569)	(356)
Net increase to reserve	482	7	1,119	(503)
Balance at end of period	2,293	1,974	2,293	1,974
Residential Mortgage [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Balance at beginning of period	750		470	600	465
Net realized losses	(202)	(96)	(569)	(321)
Net increase to reserve	552	1	1,199	91
Balance at end of period	1,100	370	1,100	370	465
Manufactured housing [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Balance at beginning of period	1,263		1,273	2,233	1,598
Net realized losses	0	0	0	(35)
Net increase to reserve	(70)	6	(80)	(594)
Balance at end of period	$ 1,193	$ 1,604	$ 1,193	$ 1,604	$ 1,598

XML

Fair Value Measurement (Details Textual) (USD $)	Sep. 30, 2012	Dec. 31, 2011	Sep. 30, 2011
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
MSR Net Carrying Amount	$ 17,213,000	$ 17,600,000	$ 16,792,000
True-up Liabitlity Discount Rate	2.99%		3.81%
True-up Liability Effect of Change in Discount Rate Increase By One Percent	900,000
True-up Liability Effect of Change in Discount Rate Decrease by One Percent	1,000,000
George Washington [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Estimated fair value of true up liability	5,000,000	4,300,000	4,600,000
Midwest [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Estimated fair value of true up liability	$ 7,700,000	$ 7,200,000	$ 7,300,000

XML

Loans (Tables)

9 Months Ended

Sep. 30, 2012

Loans [Abstract]

Non Covered and Covered Loans Outstanding [Table Text Block]

Total noncovered and covered loans outstanding as of September 30, 2012, December 31, 2011 and September 30, 2011 were as follows:

	September 30, 2012			December 31, 2011			September 30, 2011
Commercial	$	5,511,678		$	5,107,747		$	5,018,857
Residential mortgage	439,062			413,664			397,309
Installment	1,321,081			1,263,665			1,271,327
Home equity	789,743			743,982			743,377
Credit card	143,918			146,356			142,710
Leases	110,938			73,530			57,992
Total noncovered loans (a)	8,316,420			7,748,944			7,631,572
Allowance for noncovered loan losses	(98,942		)	(107,699		)	(109,187		)
Net noncovered loans	8,217,478			7,641,245			7,522,385
Covered loans (b)	1,174,929			1,497,140			1,647,218
Allowance for covered loan losses	(43,644		)	(36,417		)	(34,603		)
Net covered loans	1,131,285			1,460,723			1,612,615
Net loans	$	9,348,763		$	9,101,968		$	9,135,000

(a) Includes acquired, noncovered loans of $56.0 million, $113.2 million and $178.0 million as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively.

(b) Includes loss share receivable of $131.9 million, $205.7 million and $220.5 million as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively.

Changes in Loss Share Receivable Associated with Covered Loans [Table Text Block]

Changes in the loss share receivable associated with covered loans for the three and nine months endedSeptember 30, 2012 and 2011 were as follows:

	Three Months Ended						Nine Months Ended
	September 30, 2012			September 30, 2011			September 30, 2012			September 30, 2011
Balance at beginning of period	$	152,615		$	239,424		$	205,664		$	288,605
Accretion	(8,401		)	(9,322		)	(26,935		)	(30,821		)
Increase due to impairment	1,484			8,224			12,601			31,077
FDIC reimbursement	(12,597		)	(14,493		)	(50,678		)	(62,895		)
Covered loans paid in full	(1,229		)	(3,362		)	(8,780		)	(5,495		)
Balance at end of the period	$	131,872		$	220,471		$	131,872		$	220,471

Past Due Financing Receivables [Table Text Block]

As of September 30, 2012
Legacy Loans													≥ 90 Days Past Due  and Accruing (a)
	Days Past Due						Total Past Due		Current		Total Loans					Nonaccrual Loans (b)
	30-59		60-89		≥ 90
Commercial
C&I	$	8,781	$	2,795	$	1,469	$	13,045	$	3,033,770	$	3,046,815	$	57	$	9,926
CRE	3,197		3,856		14,311		21,364		2,099,760		2,121,124		1,862		17,812
Construction	116		—		853		969		308,136		309,105		—		923
Leases	7		—		—		7		110,931		110,938		—		—
Consumer
Installment	8,884		3,430		4,834		17,148		1,301,995		1,319,143		4,439		3,267
Home Equity Lines	1,784		463		1,311		3,558		768,013		771,571		409		1,858
Credit Cards	991		556		808		2,355		141,563		143,918		393		525
Residential Mortgages	14,364		2,777		6,233		23,374		414,438		437,812		2,399		13,169
Total	$	38,124	$	13,877	$	29,819	$	81,820	$	8,178,606	$	8,260,426	$	9,559	$	47,480

Acquired Loans (Noncovered)
	Days Past Due						Total Past Due		Current		Total Loans		≥ 90 Days Past Due  and Accruing			Nonaccrual Loans
	30-59		60-89		≥ 90
Commercial
C&I	$	—	$	—	$	50	$	50	$	2,366	$	2,416	$	—	$	69
CRE	—		—		2,565		2,565		29,653		32,218		—		2,762
Consumer
Installment	50		—		—		50		1,888		1,938		—		—
Home Equity Lines	56		9		100		165		18,007		18,172		132		—
Residential Mortgages	63		—		—		63		1,187		1,250		—		—
Total	$	169	$	9	$	2,715	$	2,893	$	53,101	$	55,994	$	132	$	2,831

Covered Loans (c)													≥ 90 Days Past Due and Accruing (d)
	Days Past Due						Total Past Due		Current		Total Loans			Nonaccrual Loans (d)
	30-59		60-89		≥ 90
Commercial
C&I	$	2,962	$	973	$	27,035	$	30,970	$	131,721	$	162,691	n/a	n/a
CRE	4,965		21,919		184,067		210,951		412,323		623,274		n/a	n/a
Construction	—		998		41,325		42,323		19,453		61,776		n/a	n/a
Consumer
Installment	2,289		—		35		2,324		6,036		8,360		n/a	n/a
Home Equity Lines	1,398		435		1,981		3,814		119,364		123,178		n/a	n/a
Residential Mortgages	10,382		1,248		8,576		20,206		43,573		63,779		n/a	n/a
Total	$	21,996	$	25,573	$	263,019	$	310,588	$	732,470	$	1,043,058	n/a	n/a

(a) Installment loans 90 days or more past due and accruing include $3.1 million of loans guaranteed by the U.S. government as of September 30, 2012.

(b) Nonaccrual loans at September 30, 2012 include $10.6 million of loans resulting from consumer loans classified as troubled debt restructurings where the borrower's obligation to the Corporation has been restructured in bankruptcy.

(c) Excludes loss share receivable of $131.9 million as of September 30, 2012.

(d) Acquired impaired loans were not classified as nonperforming assets at September 30, 2012 as the loans are considered to be performing under ASC 310-30. As a result interest income, through the accretion of the difference between the carrying amount of the loans and the expected cash flows, is being recognized on all acquired impaired loans. These asset quality disclosures are, therefore, not applicable to acquired impaired loans.

As of December 31, 2011
Legacy Loans							Total Past Due		Current		Total Loans		≥ 90 Days Past Due  and Accruing (a)		Nonaccrual Loans
	Days Past Due
	30-59		60-89		≥ 90
Commercial
C&I	$	1,521	$	940	$	5,490	$	7,951	$	2,740,751	$	2,748,702	$	465	$	9,266
CRE	6,187		4,819		29,976		40,982		1,951,211		1,992,193		984		36,025
Construction	39		—		7,837		7,876		269,459		277,335		609		7,575
Leases	—		—		—		—		73,530		73,530		—		—
Consumer
Installment	11,531		3,388		5,167		20,086		1,241,059		1,261,145		4,864		624
Home Equity Lines	2,627		778		1,241		4,646		720,045		724,691		796		1,102
Credit Cards	1,090		707		1,019		2,816		143,540		146,356		403		622
Residential Mortgages	11,778		2,059		9,719		23,556		388,268		411,824		3,252		6,468
Total	$	34,773	$	12,691	$	60,449	$	107,913	$	7,527,863	$	7,635,776	$	11,373	$	61,682

Acquired Loans (Noncovered)							Total Past Due		Current		Total Loans		≥ 90 Days Past Due  and Accruing		Nonaccrual Loans
	Days Past Due
	30-59		60-89		≥ 90
Commercial
C&I	$	—	$	—	$	66	$	66	$	26,708	$	26,774	$	—	$	69
CRE	—		452		1,675		2,127		60,616		62,743		—		2,880
Consumer
Installment	—		—		1		1		2,519		2,520		1		—
Home Equity Lines	67		—		1		68		19,223		19,291		2		—
Residential Mortgages	—		—		—		—		1,840		1,840		—		—
Total	$	67	$	452	$	1,743	$	2,262	$	110,906	$	113,168	$	3	$	2,949

Covered Loans (b)							Total Past Due		Current		Total Loans		≥ 90 Days Past Due  and Accruing (c)	Nonaccrual Loans (c)
	Days Past Due
	30-59		60-89		≥ 90
Commercial
C&I	$	7,451	$	2,137	$	25,801	$	35,389	$	162,150	$	197,539	n/a	n/a
CRE	20,379		12,895		170,795		204,069		573,779		777,848		n/a	n/a
Construction	4,206		1,674		57,978		63,858		26,051		89,909		n/a	n/a
Consumer
Installment	24		25		60		109		10,013		10,122		n/a	n/a
Home Equity Lines	2,656		1,094		1,088		4,838		136,710		141,548		n/a	n/a
Residential Mortgages	14,106		164		14,254		28,524		45,986		74,510		n/a	n/a
Total	$	48,822	$	17,989	$	269,976	$	336,787	$	954,689	$	1,291,476	n/a	n/a

(a) Installment loans 90 days or more past due and accruing include $3.0 million of loans guaranteed by the U.S. government as of December 31, 2011.

(b) Excludes loss share receivable of $205.7 million as of December 31, 2011.

(c) Acquired impaired loans were not classified as nonperforming assets at December 31, 2011 as the loans are considered to be performing under ASC 310-30. As a result interest income, through the accretion of the difference between the carrying amount of the loans and the expected cash flows, is being recognized on all acquired impaired loans. These asset quality disclosures are, therefore, not applicable to acquired impaired loans.

As of September 30, 2011
Legacy Loans													≥ 90 Days Past Due  and Accruing
	Days Past Due						Total Past Due		Current		Total Loans				Nonaccrual Loans
	30-59		60-89		≥ 90
Commercial
C&I	$	12,639	$	6,255	$	5,361	$	24,255	$	2,633,735	$	2,657,990	$	123	$	6,096
CRE	5,145		11,030		33,003		49,178		1,907,048		1,956,226		—		39,560
Construction	779		1,719		8,943		11,441		241,137		252,578		—		10,580
Leases	—		—		—		—		57,992		57,992		—		—
Consumer
Installment	9,090		4,225		5,052		18,367		1,249,676		1,268,043		1,125		438
Home Equity Lines	2,474		731		922		4,127		718,494		722,621		922		753
Credit Cards	1,222		701		771		2,694		140,016		142,710		357		614
Residential Mortgages	9,687		2,412		7,648		19,747		375,706		395,453		1,481		6,166
Total	$	41,036	$	27,073	$	61,700	$	129,809	$	7,323,804	$	7,453,613	$	4,008	$	64,207

Acquired Loans (Noncovered)													≥ 90 Days Past Due  and Accruing
	Days Past Due						Total Past  Due		Current		Total Loans				Nonaccrual Loans
	30-59		60-89		≥ 90
Commercial
C&I	$	448	$	—	$	138	$	586	$	43,682	$	44,268	$	—	$	138
CRE	1,746		1,696		3,284		6,726		101,069		107,795		394		3,558
Consumer
Installment	1		—		—		1		3,283		3,284		—		—
Home Equity Lines	—		37		1		38		20,718		20,756		1		—
Residential Mortgages	78		—		—		78		1,778		1,856		—		—
Total	$	2,273	$	1,733	$	3,423	$	7,429	$	170,530	$	177,959	$	395	$	3,696

Covered Loans (b)													≥ 90 Days Past Due  and Accruing(c)
	Days Past Due						Total Past Due		Current		Total Loans			Nonaccrual Loans (c)
	30-59		60-89		≥ 90
Commercial
C&I	$	3,913	$	2,108	$	32,491	$	38,512	$	178,882	$	217,394	n/a	n/a
CRE	17,486		11,963		198,957		228,406		649,812		878,218		n/a	n/a
Construction	913		1,346		68,016		70,275		29,779		100,054		n/a	n/a
Consumer
Installment	505		136		42		683		10,455		11,138		n/a	n/a
Home Equity Lines	500		896		979		2,375		143,757		146,132		n/a	n/a
Residential Mortgages	14,807		1,062		9,364		25,233		48,578		73,811		n/a	n/a
Total	$	38,124	$	17,511	$	309,849	$	365,484	$	1,061,263	$	1,426,747	n/a	n/a

(a) Installment loans 90 days or more past due and accruing include $2.6 million of loans guaranteed by the U.S. government as of September 30, 2011.

(b) Excludes loss share receivable of $220.5 million as of September 30, 2011.

(c) Acquired impaired loans were not classified as nonperforming assets at September 30, 2011 as the loans are considered to be performing under ASC 310-30. As a result interest income, through the accretion of the difference between the carrying amount of the loans and the expected cash flows, is being recognized on all acquired impaired loans. These asset quality disclosures are, therefore, not applicable to acquired impaired loans

Changes in Carrying Amount of Accretable Yield for Purchased Loans [Table Text Block]

Changes in the carrying amount and accretable yield for Acquired Impaired Loans were as follows for the three and nine months endedSeptember 30, 2012 and 2011:

	Three Months Ended												Nine Months Ended
	September 30, 2012						September 30, 2011						September 30, 2012						September 30, 2011
	Accretable Yield			Carrying Amount			Accretable Yield			Carrying Amount			Accretable Yield			Carrying Amount			Accretable Yield			Carrying Amount
Balance at beginning of period	$	147,576		$	964,314		$	196,525		$	1,337,921		$	176,736		$	1,128,978		$	227,652		$	1,512,817
Accretion	(23,631		)	23,631			(31,120		)	31,120			(75,478		)	75,478			(101,244		)	101,244
Net Reclassifications from non-accretable to accretable	6,008			—			27,160			—			30,814			—			67,118			—
Payments received, net	—			(96,593		)	—			(114,500		)	—			(313,104		)	—			(359,520		)
Disposals	(1,929		)	—			(1,057		)	—			(4,048		)	—			(2,018		)	—
Balance at end of period	$	128,024		$	891,352		$	191,508		$	1,254,541		$	128,024		$	891,352		$	191,508		$	1,254,541

Financing Receivable Credit Quality Indicators [Table Text Block]

The following tables provide a summary of loans by portfolio type and the Corporation’s internal credit quality rating:

As of September 30, 2012
Legacy Loans
	Commercial
	C&I		CRE		Construction		Leases
Grade 1	$	37,327	$	—	$	—	$	13,785
Grade 2	105,504		3,170		—		190
Grade 3	573,561		278,017		19,312		8,857
Grade 4	2,213,241		1,709,667		282,438		87,259
Grade 5	60,544		53,980		2,893		514
Grade 6	56,638		76,290		4,462		333
Grade 7	—		—		—		—
	$	3,046,815	$	2,121,124	$	309,105	$	110,938

Acquired Loans (Noncovered)
	Commercial
	C&I		CRE		Construction		Leases
Grade 1	$	—	$	—	$	—	$	—
Grade 2	—		—		—		—
Grade 3	—		—		—		—
Grade 4	2,095		28,590		—		—
Grade 5	259		675		—		—
Grade 6	62		2,953		—		—
Grade 7	—		—		—		—
	$	2,416	$	32,218	$	—	$	—

Covered Loans
	Commercial
	C&I		CRE		Construction		Leases
Grade 1	$	—	$	—	$	—	$	—
Grade 2	1,742		—		—		—
Grade 3	92		449		—		—
Grade 4	91,101		240,630		494		—
Grade 5	3,844		39,883		—		—
Grade 6	61,192		340,063		58,586		—
Grade 7	4,720		2,249		2,696		—
	$	162,691	$	623,274	$	61,776	$	—

As of December 31, 2011
Legacy Loans
	Commercial
	C&I		CRE		Construction		Leases
Grade 1	$	37,607	$	—	$	—	$	10,636
Grade 2	122,124		4,218		615		—
Grade 3	479,119		249,382		16,752		5,868
Grade 4	1,973,671		1,548,420		241,302		57,026
Grade 5	50,789		58,942		4,583		—
Grade 6	85,392		130,968		14,083		—
Grade 7	—		263		—		—
	$	2,748,702	$	1,992,193	$	277,335	$	73,530

Acquired Loans (Noncovered)
	Commercial
	C&I		CRE		Construction		Leases
Grade 1	$	—	$	—	$	—	$	—
Grade 2	—		—		—		—
Grade 3	—		1,871		—		—
Grade 4	26,036		55,129		—		—
Grade 5	—		—		—		—
Grade 6	738		5,743		—		—
Grade 7	—		—		—		—
	$	26,774	$	62,743	$	—	$	—

Covered Loans
	Commercial
	C&I		CRE		Construction		Leases
Grade 1	$	948	$	—	$	—	$	—
Grade 2	1,376		—		—		—
Grade 3	—		516		—		—
Grade 4	109,360		303,231		487		—
Grade 5	9,661		103,919		1,567		—
Grade 6	69,330		344,445		80,009		—
Grade 7	6,864		25,737		7,846		—
	$	197,539	$	777,848	$	89,909	$	—

As of September 30, 2011
Legacy Loans
	Commercial
	C&I		CRE		Construction		Leases
Grade 1	$	48,173	$	11,299	$	1,429	$	—
Grade 2	100,058		3,843		620		—
Grade 3	487,017		245,756		18,067		4,219
Grade 4	1,930,074		1,490,214		209,307		53,771
Grade 5	49,251		73,815		4,851		—
Grade 6	43,417		130,584		18,304		2
Grade 7	—		715		—		—
	$	2,657,990	$	1,956,226	$	252,578	$	57,992

Acquired Loans (Noncovered)
	Commercial
	C&I		CRE		Construction		Leases
Grade 1	$	—	$	—	$	—	$	—
Grade 2	—		—		—		—
Grade 3	3		1,968		—		—
Grade 4	43,250		98,668		—		—
Grade 5	160		—		—		—
Grade 6	855		6,491		—		—
Grade 7	—		668		—		—
	$	44,268	$	107,795	$	—	$	—

Covered Loans
	Commercial
	C&I		CRE		Construction		Leases
Grade 1	$	915	$	—	$	—	$	—
Grade 2	1,801		—		—		—
Grade 3	—		538		—		—
Grade 4	101,794		343,697		4,207		—
Grade 5	32,094		154,591		1,992		—
Grade 6	78,153		348,152		83,051		—
Grade 7	2,637		31,240		10,804		—
	$	217,394	$	878,218	$	100,054	$	—

Reconcilation fo Carrying Amount of Acquired Impaired Loans [Table Text Block]

A reconciliation of the contractual required payments receivable to the carrying amount of Acquired Impaired Loans as of September 30, 2012 and 2011 is as follows:

	September 30, 2012			September 30, 2011
Contractual required payments receivable	$	1,333,127		$	1,742,815
Nonaccretable difference	(313,751		)	(296,766		)
Expected cash flows	1,019,376			1,446,049
Accretable yield	(128,024		)	(191,508		)
Carrying balance	$	891,352		$	1,254,541

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Allowance for loan losses (Details 1) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2012	Jun. 30, 2012	Dec. 31, 2011	Sep. 30, 2011	Mar. 31, 2011	Dec. 31, 2010
Legacy Loans
Total ending balance	$ 8,316,420
Commercial Portfolio Segment [Member]
Legacy Loans
Total ending balance	3,049,229
Commercial Real Estate Portfolio Segment [Member]
Legacy Loans
Total ending balance	2,153,342
Commercial Construction Financing Receivable Portfolio Segment [Member]
Legacy Loans
Total ending balance	309,105
Finance Leases Portfolio Segment [Member]
Legacy Loans
Total ending balance	110,938
Installment Financing Receivable Portfolio Segment [Member]
Legacy Loans
Total ending balance	1,321,082
Home Equity Receivable Portfolio Segment [Member]
Legacy Loans
Total ending balance	789,742
Credit Card Receivables Portfolio Segment [Member]
Legacy Loans
Total ending balance	143,919
Residential Portfolio Segment [Member]
Legacy Loans
Total ending balance	439,063
Noncovered Loans [Member]
Allowance for loan losses
Individually evaluated for impairment	8,444		7,080	6,671
Collectively evaluated for impairment	90,498		100,619	102,516
Financing Receivable, Allowance for Credit Losses	98,942	103,849	107,699	109,187	109,187	114,690
Legacy Loans
Ending Balance: Individually Evaluated	108,378
Ending Balance: Collectively Evaluated	8,208,042
Total ending balance			7,748,944	7,631,572
Noncovered Loans [Member] | Commercial Portfolio Segment [Member]
Allowance for loan losses
Individually evaluated for impairment	(2,900)		(2,497)	(256)
Collectively evaluated for impairment	(36,259)		(29,866)	(30,082)
Financing Receivable, Allowance for Credit Losses	39,159	40,327	32,363	30,338	28,366	29,764
Legacy Loans
Ending Balance: Individually Evaluated	9,994
Ending Balance: Collectively Evaluated	3,039,235
Noncovered Loans [Member] | Commercial Real Estate Portfolio Segment [Member]
Allowance for loan losses
Individually evaluated for impairment	1,953		1,599	2,064
Collectively evaluated for impairment	23,225		30,258	31,237
Financing Receivable, Allowance for Credit Losses	25,178	27,186	31,857	33,301	32,946	32,026
Legacy Loans
Ending Balance: Individually Evaluated	28,972
Ending Balance: Collectively Evaluated	2,124,370
Noncovered Loans [Member] | Commercial Construction Financing Receivable Portfolio Segment [Member]
Allowance for loan losses
Individually evaluated for impairment	117		99	1,264
Collectively evaluated for impairment	4,687		5,074	5,551
Financing Receivable, Allowance for Credit Losses	4,804	5,147	5,173	6,815	7,876	7,180
Legacy Loans
Ending Balance: Individually Evaluated	3,577
Ending Balance: Collectively Evaluated	305,528
Noncovered Loans [Member] | Finance Leases Portfolio Segment [Member]
Allowance for loan losses
Individually evaluated for impairment	0		0	0
Collectively evaluated for impairment	(506)		(341)	(325)
Financing Receivable, Allowance for Credit Losses	506	358	341	325	353	475
Legacy Loans
Ending Balance: Individually Evaluated	0
Ending Balance: Collectively Evaluated	110,938
Noncovered Loans [Member] | Installment Financing Receivable Portfolio Segment [Member]
Allowance for loan losses
Individually evaluated for impairment	1,674		1,382	1,568
Collectively evaluated for impairment	10,161		16,599	16,755
Financing Receivable, Allowance for Credit Losses	11,835	13,029	17,981	18,323	18,089	21,555
Legacy Loans
Ending Balance: Individually Evaluated	32,577
Ending Balance: Collectively Evaluated	1,288,505
Noncovered Loans [Member] | Home Equity Receivable Portfolio Segment [Member]
Allowance for loan losses
Individually evaluated for impairment	(95)		(31)	(52)
Collectively evaluated for impairment	(4,790)		(6,735)	(6,191)
Financing Receivable, Allowance for Credit Losses	4,885	5,449	6,766	6,243	7,142	7,217
Legacy Loans
Ending Balance: Individually Evaluated	6,922
Ending Balance: Collectively Evaluated	782,820
Noncovered Loans [Member] | Credit Card Receivables Portfolio Segment [Member]
Allowance for loan losses
Individually evaluated for impairment	106		108	121
Collectively evaluated for impairment	7,129		7,261	7,875
Financing Receivable, Allowance for Credit Losses	7,235	6,690	7,369	7,996	8,403	11,107
Legacy Loans
Ending Balance: Individually Evaluated	1,767
Ending Balance: Collectively Evaluated	142,152
Noncovered Loans [Member] | Residential Portfolio Segment [Member]
Allowance for loan losses
Individually evaluated for impairment	1,599		1,364	1,346
Collectively evaluated for impairment	3,741		4,485	4,500
Financing Receivable, Allowance for Credit Losses	5,340	5,663	5,849	5,846	6,012	5,366
Legacy Loans
Ending Balance: Individually Evaluated	24,569
Ending Balance: Collectively Evaluated	414,494
Legacy Loans [Member]
Legacy Loans
Ending Balance: Individually Evaluated			111,610	113,087
Ending Balance: Collectively Evaluated			7,637,334	7,518,485
Total ending balance	8,260,426		7,635,776	7,453,613
Legacy Loans [Member] | Commercial Portfolio Segment [Member]
Legacy Loans
Ending Balance: Individually Evaluated			8,269	4,271
Ending Balance: Collectively Evaluated			2,767,207	2,697,987
Total ending balance			2,775,476	2,702,258
Legacy Loans [Member] | Commercial Real Estate Portfolio Segment [Member]
Legacy Loans
Ending Balance: Individually Evaluated			36,087	39,288
Ending Balance: Collectively Evaluated			2,018,849	2,024,734
Total ending balance			2,054,936	2,064,022
Legacy Loans [Member] | Commercial Construction Financing Receivable Portfolio Segment [Member]
Legacy Loans
Ending Balance: Individually Evaluated			9,320	11,789
Ending Balance: Collectively Evaluated			268,015	240,788
Total ending balance			277,335	252,577
Legacy Loans [Member] | Finance Leases Portfolio Segment [Member]
Legacy Loans
Ending Balance: Individually Evaluated			0	0
Ending Balance: Collectively Evaluated			73,530	57,992
Total ending balance			73,530	57,992
Legacy Loans [Member] | Installment Financing Receivable Portfolio Segment [Member]
Legacy Loans
Ending Balance: Individually Evaluated			33,571	34,654
Ending Balance: Collectively Evaluated			1,230,094	1,236,673
Total ending balance			1,263,665	1,271,327
Legacy Loans [Member] | Home Equity Receivable Portfolio Segment [Member]
Legacy Loans
Ending Balance: Individually Evaluated			4,763	4,413
Ending Balance: Collectively Evaluated			739,219	738,964
Total ending balance			743,982	743,377
Legacy Loans [Member] | Credit Card Receivables Portfolio Segment [Member]
Legacy Loans
Ending Balance: Individually Evaluated			2,202	2,356
Ending Balance: Collectively Evaluated			144,154	140,354
Total ending balance			146,356	142,710
Legacy Loans [Member] | Residential Portfolio Segment [Member]
Legacy Loans
Ending Balance: Individually Evaluated			17,398	16,316
Ending Balance: Collectively Evaluated			396,266	380,993
Total ending balance			$ 413,664	$ 397,309

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Investment Securities (Details 4) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2012
Securities Available for Sale
One year or less	$ 114,333
Over one year through five years	2,467,708
Over five years through ten years	233,188
Over ten years	93,519
Fair Value	2,908,748
Weighted Average Yield, one year or less	2.68%
Weighted Average Yield, over one year through five years	2.55%
Weighted Average Yield, over five years through ten years	4.74%
Weighted Average Yield, over ten years	2.74%
Weighted Average Yield, Total	2.74%
Amortized Cost	2,824,577
Weighted-Average Yield	2.74%
Weighted-Average Maturity	3.66
Securities Held to Maturity
One year or less	45,126
Over one year through five years	199,466
Over five years through ten years	208,176
Over ten years	178,469
Fair Value	631,237
Weighted Average Yield, one year or less	1.61%
Weighted Average Yield, over one year through five years	2.17%
Weighted Average Yield, over five years through ten years	2.81%
Weighted Average Yield, over ten years	5.14%
Weighted Average Yield, Total	3.18%
Amortized Cost	620,631
Weighted Average Yield	3.18%
Weighted-Average Maturity	7.35
Commercial Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member]
Securities Held to Maturity
Amortized Cost	33,149
Weighted-Average Maturity	6.03
US Government Agencies Debt Securities [Member]
Securities Available for Sale
One year or less	35,137
Over one year through five years	0
Over five years through ten years	0
Over ten years	0
Fair Value	35,137
Amortized Cost	35,109
Weighted-Average Yield	0.73%
Weighted-Average Maturity	0.14
US States and Political Subdivisions Debt Securities [Member]
Securities Available for Sale
One year or less	7,322
Over one year through five years	27,234
Over five years through ten years	177,836
Over ten years	46,026
Fair Value	258,418
Amortized Cost	241,436
Weighted-Average Yield	5.37%
Weighted-Average Maturity	7.83
Securities Held to Maturity
Amortized Cost	262,091
Residential Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member]
Securities Available for Sale
One year or less	4,032
Over one year through five years	1,265,886
Over five years through ten years	7,913
Over ten years	0
Fair Value	1,277,831
Amortized Cost	1,216,671
Weighted-Average Yield	2.98%
Weighted-Average Maturity	3.02
Mortgage-backed Securities, Issued by US Government Sponsored Enterprises [Member]
Securities Available for Sale
One year or less	5,073
Over one year through five years	0
Over five years through ten years	10,594
Over ten years	0
Fair Value	15,667
Amortized Cost	15,434
Weighted-Average Yield	1.75%
Weighted-Average Maturity	4.00
Residential Collateralized Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member]
Securities Available for Sale
One year or less	62,769
Over one year through five years	1,111,218
Over five years through ten years	31,538
Over ten years	0
Fair Value	1,205,525
Amortized Cost	1,188,072
Weighted-Average Yield	2.14%
Weighted-Average Maturity	2.94
Securities Held to Maturity
Amortized Cost	129,265
Weighted-Average Maturity	2.7
Non-agency [Member]
Securities Available for Sale
One year or less	0
Over one year through five years	12
Over five years through ten years	0
Over ten years	0
Fair Value	12
Amortized Cost	12
Weighted-Average Yield	3.81%
Weighted-Average Maturity	1.92
Commercial Collateralized Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member]
Securities Available for Sale
One year or less	0
Over one year through five years	63,358
Over five years through ten years	5,307
Over ten years	0
Fair Value	68,665
Amortized Cost	66,316
Weighted-Average Yield	2.13%
Weighted-Average Maturity	4.35
Securities Held to Maturity
Amortized Cost	98,961
Weighted-Average Maturity	6.86
Corporate Debt Securities [Member]
Securities Available for Sale
One year or less	0
Over one year through five years	0
Over five years through ten years	0
Over ten years	47,493
Fair Value	47,493
Amortized Cost	61,527
Weighted-Average Yield	1.09%
Weighted-Average Maturity	15.06
Securities Held to Maturity
Amortized Cost	97,165
Residential Mortgage Backed Securities [Member]
Securities Held to Maturity
Fair Value	0
Corporate Debt Securities [Member]
Securities Held to Maturity
Over one year through five years	33,529
Over five years through ten years	65,071
Fair Value	98,600
Weighted Average Yield	2.23%
Weighted-Average Maturity	5.29
Commercial Collateralized Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member]
Securities Held to Maturity
Over one year through five years	21,160
Over five years through ten years	78,855
Fair Value	100,015
Weighted Average Yield	2.91%
Residential Collateralized Mortgage Backed Securities Issued by Non Agency [Member]
Securities Held to Maturity
Fair Value	0
Residential Collateralized Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member]
Securities Held to Maturity
Over one year through five years	129,661
Fair Value	129,661
Weighted Average Yield	1.89%
US States and Political Subdivisions Debt Securities [Member]
Securities Held to Maturity
One year or less	45,126
Over one year through five years	15,116
Over five years through ten years	30,309
Over ten years	178,469
Fair Value	269,020
Weighted Average Yield	5.10%
Weighted-Average Maturity	13.48
Commercial Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member]
Securities Held to Maturity
Over five years through ten years	33,941
Fair Value	$ 33,941
Weighted Average Yield	1.42%

XML

Contingencies and Guarantees (Schedule of Remaining Contractual Loan Commitments by Class) (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2012	Dec. 31, 2011	Sep. 30, 2011
Commercial [Member]
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Loan Commitments	$ 2,406,226	$ 2,023,284	$ 2,047,840
Consumer Loan [Member]
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Loan Commitments	1,687,955	1,585,655	1,610,924
Commitments to Extend Credit [Member]
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Loan Commitments	$ 4,094,181	$ 3,608,939	$ 3,658,764

XML

Business Combinations (Details Textual) (USD $)							3 Months Ended	9 Months Ended
	Dec. 31, 2012	Sep. 30, 2012 Branch	Dec. 31, 2011	Sep. 30, 2011	Mar. 31, 2011 Midwest Bank and Trust Company [Member]	May 14, 2010 Midwest Bank and Trust Company [Member]	Mar. 31, 2010 George Washington Savings Bank [Member]	Sep. 30, 2011 George Washington Savings Bank [Member]
Business Acquisition [Line Items]
Number of branches		24
Cash received to assume net liabilities							$ 40,200,000
Bargain purchase gain								1,000,000
Bargain purchase, net of tax								700,000
Cash payment made by bank to FDIC						227,500,000
Goodwill	$ 460,044,000	$ 460,044,000	$ 460,044,000	$ 460,044,000	$ 272,100,000

XML

Allowance for loan losses (Details 3) (USD $) In Thousands, unless otherwise specified	3 Months Ended		12 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Dec. 31, 2011
Financing Receivable, Allowance for Credit Losses [Line Items]
Recorded Investment	$ 108,378	$ 113,090	$ 111,610
Unpaid Principal Balance	134,017	138,761	140,563
Related Allowance	8,444	6,671	7,080
Average Recorded Investment	124,814	124,060	120,838
Total impaired loans with no related allowance [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Recorded Investment	36,281	38,326	48,331
Unpaid Principal Balance	55,255	54,809	75,286
Related Allowance	0	0	0
Average Recorded Investment	50,871	46,300	60,520
Total impaired loans with no related allowance [Member] | Commercial Loan [Member] | Commercial and Industrial Financing Receivable [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Recorded Investment	1,443	843	6,999
Unpaid Principal Balance	10,154	1,831	9,121
Related Allowance	0	0	0
Average Recorded Investment	9,903	1,613	8,442
Total impaired loans with no related allowance [Member] | Commercial Loan [Member] | Commercial Real Estate [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Recorded Investment	16,910	28,728	29,566
Unpaid Principal Balance	22,337	40,092	46,744
Related Allowance	0	0	0
Average Recorded Investment	19,217	34,838	37,720
Total impaired loans with no related allowance [Member] | Commercial Loan [Member] | Commercial Real Estate Construction Financing Receivable [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Recorded Investment	3,370	5,883	7,522
Unpaid Principal Balance	3,944	8,657	13,675
Related Allowance	0	0	0
Average Recorded Investment	4,080	6,850	9,908
Total impaired loans with no related allowance [Member] | Consumer Loan [Member] | Consumer Installment Financing Receivable [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Recorded Investment	2,902	0	0
Unpaid Principal Balance	4,739	0	0
Related Allowance	0	0	0
Average Recorded Investment	4,888	0	0
Total impaired loans with no related allowance [Member] | Consumer Loan [Member] | Consumer Home Equity Lines Financing Receivable [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Recorded Investment	959	0	0
Unpaid Principal Balance	1,239	0	0
Related Allowance	0	0	0
Average Recorded Investment	1,237	0	0
Total impaired loans with no related allowance [Member] | Consumer Loan [Member] | Consumer Credit Card Financing Receivable [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Recorded Investment	4	0	0
Unpaid Principal Balance	4	0	0
Related Allowance	0	0	0
Average Recorded Investment	4	0	0
Total impaired loans with no related allowance [Member] | Consumer Loan [Member] | Consumer Residential Mortgages Financing Receivable [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Recorded Investment	10,693	2,872	4,244
Unpaid Principal Balance	12,838	4,229	5,746
Related Allowance	0	0	0
Average Recorded Investment	11,542	2,999	4,450
Total impaired loans with a related allowance [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Recorded Investment	72,097	74,764	63,279
Unpaid Principal Balance	78,762	83,952	65,277
Related Allowance	8,444	6,671	7,080
Average Recorded Investment	73,943	77,760	60,318
Total impaired loans with a related allowance [Member] | Commercial Loan [Member] | Commercial and Industrial Financing Receivable [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Recorded Investment	8,551	3,428	1,270
Unpaid Principal Balance	12,555	4,725	1,769
Related Allowance	2,900	256	2,497
Average Recorded Investment	10,163	4,053	752
Total impaired loans with a related allowance [Member] | Commercial Loan [Member] | Commercial Real Estate [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Recorded Investment	11,543	10,560	6,521
Unpaid Principal Balance	14,113	15,444	6,789
Related Allowance	1,953	2,064	1,599
Average Recorded Investment	10,559	12,286	3,247
Total impaired loans with a related allowance [Member] | Commercial Loan [Member] | Commercial Real Estate Construction Financing Receivable [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Recorded Investment	726	5,906	1,798
Unpaid Principal Balance	726	8,840	2,864
Related Allowance	117	1,264	99
Average Recorded Investment	733	6,386	1,929
Total impaired loans with a related allowance [Member] | Consumer Loan [Member] | Consumer Installment Financing Receivable [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Recorded Investment	29,675	34,654	33,571
Unpaid Principal Balance	29,675	34,703	33,723
Related Allowance	1,674	1,568	1,382
Average Recorded Investment	30,361	34,485	33,742
Total impaired loans with a related allowance [Member] | Consumer Loan [Member] | Consumer Home Equity Lines Financing Receivable [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Recorded Investment	5,963	4,413	4,763
Unpaid Principal Balance	5,963	4,412	4,763
Related Allowance	95	52	31
Average Recorded Investment	6,206	4,581	4,996
Total impaired loans with a related allowance [Member] | Consumer Loan [Member] | Consumer Credit Card Financing Receivable [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Recorded Investment	1,763	2,359	2,202
Unpaid Principal Balance	1,763	2,359	2,202
Related Allowance	106	121	108
Average Recorded Investment	1,975	2,560	2,497
Total impaired loans with a related allowance [Member] | Consumer Loan [Member] | Consumer Residential Mortgages Financing Receivable [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Recorded Investment	13,876	13,444	13,154
Unpaid Principal Balance	13,967	13,469	13,167
Related Allowance	1,599	1,346	1,364
Average Recorded Investment	$ 13,946	$ 13,409	$ 13,155

XML

Benefit Plans (Schedule of Net Benefit Costs) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011
Pension Benefits [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost	$ 1,799	$ 1,531	$ 5,397	$ 4,593
Interest cost	2,965	2,860	8,895	8,580
Expected return on assets	(3,034)	(3,328)	(9,102)	(9,984)
Amortization of prior service costs	97	98	291	294
Cumulative net loss	2,593	1,780	7,779	5,340
Net periodic pension/postretirement cost (benefit)	4,420	2,941	13,260	8,823
Postretirement Benefits [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost	19	14	57	42
Interest cost	174	221	522	663
Amortization of prior service costs	(117)	0	(351)	0
Cumulative net loss	72	28	216	84
Net periodic pension/postretirement cost (benefit)	$ 148	$ 263	$ 444	$ 789

XML

Derivatives and Hedging Activities (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2012		Dec. 31, 2011		Sep. 30, 2011
Derivatives designated in hedge relationships
Derivative Asset, Fair Value	$ 68,047		$ 62,056		$ 65,318
Derivative Liability, Fair Value	84,938		86,106		89,657
Interest rate swaps [Member] | Designated as Hedging Instrument [Member]
Derivatives designated in hedge relationships
Derivative Asset, Notional/Contract Amount	0		819		0
Derivative Asset, Fair Value	0	[1]	0	[1]	0	[1]
Derivative Liability, Notional/Contract Amount	182,950		234,330		248,447
Derivative Liability, Fair Value	$ 22,071	[2]	$ 25,889	[2]	$ 28,278	[2]

[1] Included in Other Assets on the Consolidated Balance Sheets

[2] Included in Other Liabilities on the Consolidated Balance Sheets

XML

Loans (Details 3) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2012		Dec. 31, 2011		Sep. 30, 2011
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	$ 8,316,420
Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	8,260,426		7,635,776		7,453,613
Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	55,994		113,168		177,959
Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	1,043,058	[1]	1,291,476	[2]	1,426,747	[3]
Commercial Real Estate Other Receivable [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	2,121,124		1,992,193		1,956,226
Commercial Real Estate Other Receivable [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	32,218		62,743		107,795
Commercial Real Estate Other Receivable [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	623,274	[1]	777,848	[2]	878,218	[3]
Commercial Real Estate Other Receivable [Member] | Grade Two [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	3,170		4,218		3,843
Commercial Real Estate Other Receivable [Member] | Grade Two [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Real Estate Other Receivable [Member] | Grade Two [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Real Estate Other Receivable [Member] | Grade Three [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	278,017		249,382		245,756
Commercial Real Estate Other Receivable [Member] | Grade Three [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		1,871		1,968
Commercial Real Estate Other Receivable [Member] | Grade Three [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	449		516		538
Commercial Real Estate Other Receivable [Member] | Grade Four [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	1,709,667		1,548,420		1,490,214
Commercial Real Estate Other Receivable [Member] | Grade Four [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	28,590		55,129		98,668
Commercial Real Estate Other Receivable [Member] | Grade Four [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	240,630		303,231		343,697
Commercial Real Estate Other Receivable [Member] | Grade Five [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	53,980		58,942		73,815
Commercial Real Estate Other Receivable [Member] | Grade Five [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	675		0		0
Commercial Real Estate Other Receivable [Member] | Grade Five [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	39,883		103,919		154,591
Commercial Real Estate Other Receivable [Member] | Grade Six [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	76,290		130,968		130,584
Commercial Real Estate Other Receivable [Member] | Grade Six [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	2,953		5,743		6,491
Commercial Real Estate Other Receivable [Member] | Grade Six [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	340,063		344,445		348,152
Commercial Real Estate Other Receivable [Member] | Grade Seven [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		263		715
Commercial Real Estate Other Receivable [Member] | Grade Seven [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		668
Commercial Real Estate Other Receivable [Member] | Grade Seven [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	2,249		25,737		31,240
Commercial Real Estate Other Receivable [Member] | Grade One [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		11,299
Commercial Real Estate Other Receivable [Member] | Grade One [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Real Estate Other Receivable [Member] | Grade One [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Real Estate Construction Financing Receivable [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	309,105		277,335		252,578
Commercial Real Estate Construction Financing Receivable [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Real Estate Construction Financing Receivable [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	61,776		89,909		100,054
Commercial Real Estate Construction Financing Receivable [Member] | Grade Two [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		615		620
Commercial Real Estate Construction Financing Receivable [Member] | Grade Two [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Real Estate Construction Financing Receivable [Member] | Grade Two [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Real Estate Construction Financing Receivable [Member] | Grade Three [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	19,312		16,752		18,067
Commercial Real Estate Construction Financing Receivable [Member] | Grade Three [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Real Estate Construction Financing Receivable [Member] | Grade Three [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Real Estate Construction Financing Receivable [Member] | Grade Four [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	282,438		241,302		209,307
Commercial Real Estate Construction Financing Receivable [Member] | Grade Four [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Real Estate Construction Financing Receivable [Member] | Grade Four [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	494		487		4,207
Commercial Real Estate Construction Financing Receivable [Member] | Grade Five [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	2,893		4,583		4,851
Commercial Real Estate Construction Financing Receivable [Member] | Grade Five [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Real Estate Construction Financing Receivable [Member] | Grade Five [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		1,567		1,992
Commercial Real Estate Construction Financing Receivable [Member] | Grade Six [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	4,462		14,083		18,304
Commercial Real Estate Construction Financing Receivable [Member] | Grade Six [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Real Estate Construction Financing Receivable [Member] | Grade Six [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	58,586		80,009		83,051
Commercial Real Estate Construction Financing Receivable [Member] | Grade Seven [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Real Estate Construction Financing Receivable [Member] | Grade Seven [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Real Estate Construction Financing Receivable [Member] | Grade Seven [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	2,696		7,846		10,804
Commercial Real Estate Construction Financing Receivable [Member] | Grade One [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		1,429
Commercial Real Estate Construction Financing Receivable [Member] | Grade One [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Real Estate Construction Financing Receivable [Member] | Grade One [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Leases Financing Receivable [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	110,938		73,530		57,992
Commercial Leases Financing Receivable [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Leases Financing Receivable [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Leases Financing Receivable [Member] | Grade Two [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	190		0		0
Commercial Leases Financing Receivable [Member] | Grade Two [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Leases Financing Receivable [Member] | Grade Two [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Leases Financing Receivable [Member] | Grade Three [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	8,857		5,868		4,219
Commercial Leases Financing Receivable [Member] | Grade Three [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Leases Financing Receivable [Member] | Grade Three [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Leases Financing Receivable [Member] | Grade Four [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	87,259		57,026		53,771
Commercial Leases Financing Receivable [Member] | Grade Four [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Leases Financing Receivable [Member] | Grade Four [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Leases Financing Receivable [Member] | Grade Five [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	514		0		0
Commercial Leases Financing Receivable [Member] | Grade Five [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Leases Financing Receivable [Member] | Grade Five [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Leases Financing Receivable [Member] | Grade Six [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	333		0		2
Commercial Leases Financing Receivable [Member] | Grade Six [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Leases Financing Receivable [Member] | Grade Six [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Leases Financing Receivable [Member] | Grade Seven [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Leases Financing Receivable [Member] | Grade Seven [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Leases Financing Receivable [Member] | Grade Seven [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Leases Financing Receivable [Member] | Grade One [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	13,785		10,636		0
Commercial Leases Financing Receivable [Member] | Grade One [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial Leases Financing Receivable [Member] | Grade One [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial and Industrial Financing Receivable [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	3,046,815		2,748,702		2,657,990
Commercial and Industrial Financing Receivable [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	2,416		26,774		44,268
Commercial and Industrial Financing Receivable [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	162,691	[1]	197,539	[2]	217,394	[3]
Commercial and Industrial Financing Receivable [Member] | Grade Two [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	105,504		122,124		100,058
Commercial and Industrial Financing Receivable [Member] | Grade Two [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial and Industrial Financing Receivable [Member] | Grade Two [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	1,742		1,376		1,801
Commercial and Industrial Financing Receivable [Member] | Grade Three [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	573,561		479,119		487,017
Commercial and Industrial Financing Receivable [Member] | Grade Three [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		3
Commercial and Industrial Financing Receivable [Member] | Grade Three [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	92		0		0
Commercial and Industrial Financing Receivable [Member] | Grade Four [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	2,213,241		1,973,671		1,930,074
Commercial and Industrial Financing Receivable [Member] | Grade Four [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	2,095		26,036		43,250
Commercial and Industrial Financing Receivable [Member] | Grade Four [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	91,101		109,360		101,794
Commercial and Industrial Financing Receivable [Member] | Grade Five [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	60,544		50,789		49,251
Commercial and Industrial Financing Receivable [Member] | Grade Five [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	259		0		160
Commercial and Industrial Financing Receivable [Member] | Grade Five [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	3,844		9,661		32,094
Commercial and Industrial Financing Receivable [Member] | Grade Six [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	56,638		85,392		43,417
Commercial and Industrial Financing Receivable [Member] | Grade Six [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	62		738		855
Commercial and Industrial Financing Receivable [Member] | Grade Six [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	61,192		69,330		78,153
Commercial and Industrial Financing Receivable [Member] | Grade Seven [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial and Industrial Financing Receivable [Member] | Grade Seven [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial and Industrial Financing Receivable [Member] | Grade Seven [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	4,720		6,864		2,637
Commercial and Industrial Financing Receivable [Member] | Grade One [Member] | Legacy Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	37,327		37,607		48,173
Commercial and Industrial Financing Receivable [Member] | Grade One [Member] | Acquired Loans Noncovered [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	0		0		0
Commercial and Industrial Financing Receivable [Member] | Grade One [Member] | Covered Loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing Receivable	$ 0		$ 948		$ 915

[1] Excludes loss share receivable of $131.9 million as of September 30, 2012.

[2] Excludes loss share receivable of $205.7 million as of December 31, 2011.

[3] Excludes loss share receivable of $220.5 million as of September 30, 2011

XML

Restructuring

9 Months Ended

Sep. 30, 2012

Restructuring [Abstract]

Restructuring and Related Activities Disclosure [Text Block]

Restructuring

During the quarter ended June 30, 2012, Management announced its implementation plans to enhance the operating efficiency and profitability of the Corporation. The efficiency initiative is a long-term plan to optimize service channels and lower the overall cost structure. It includes the elimination of assistant branch manager positions and closing of eight full service branches. As a result of the initiative, the Corporation estimated that it would reduce its workforce by approximately 340 positions. The elimination of the assistant branch manager positions represent the majority of those reductions. The majority of these positions were eliminated as of June 30, 2012. Management expects to complete its reduction in workforce by December 31, 2012. All branch closures occurred in the quarter ended September 30, 2012.

During the quarter ended September 30, 2012, the Corporation recognized the balance of estimated restructuring costs of $0.5 million which primarily consisted of costs associated with the closing of the branches. The following table summarizes the restructuring activity, including the reserves established and the total amount expected to be incurred.

	Employee Separation			Contract Termination			Long-Lived Asset Charges		Other			Total
Total expected restructuring charge	$	3,254		$	415		$	337	$	200		$	4,206
Balance at June 30, 2012	$	1,443		$	—		$	—	$	—		$	1,443
Charge to expense	—			415			—		38			453
Cash payments	(1,128		)	(168		)	—		(38		)	(1,334		)
Noncash utilization	—			—			—		—			—
Balance at September 30, 2012	$	315		$	247		$	—	$	—		$	562
Remaining expected restructuring charge	$	—		$	—		$	—	$	—		$	—

Severance expense of $3.3 million was recognized in the quarter ended June 30, 2012. The remaining obligation related to employee separation costs is included in accrued taxes, expenses and other liabilities in the accompanying unaudited consolidated balance sheets as of September 30, 2012.

The Corporation recognized $5.2 million in professional service fees in the quarter ended June 30, 2012 related to the efficiency initiative which was reported in professional services in the accompanying unaudited consolidated statements of comprehensive income. Other costs include costs related to closing the branches and other expenditures associated with the Corporation's restructuring initiative and are expensed as incurred.

XML

Segment Information (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011
OPERATIONS:
Net interest income (loss)	$ 117,890	$ 119,392	$ 355,600	$ 358,659
Provision for loan losses	16,179	19,372	42,436	59,340
Other income	54,925	60,772	161,952	165,019
Other expenses	108,587	115,957	341,432	340,470
Net income (loss)	34,953	31,737	95,882	89,060
SegmentReportingInformationAverageAssets1	14,734,016	14,610,628	14,596,526	14,451,550
Commercial [Member]
OPERATIONS:
Net interest income (loss)	65,446	65,998	193,776	198,197
Provision for loan losses	10,401	4,546	22,970	29,653
Other income	15,247	16,219	47,603	43,632
Other expenses	39,595	36,745	123,074	110,073
Net income (loss)	19,954	40,644	61,967	100,519
SegmentReportingInformationAverageAssets1	6,466,355	6,258,625	6,386,617	6,162,742
Retail [Member]
OPERATIONS:
Net interest income (loss)	51,181	56,705	158,745	168,718
Provision for loan losses	1,194	5,249	5,459	17,715
Other income	26,783	28,333	76,226	78,309
Other expenses	53,788	57,567	169,618	177,201
Net income (loss)	14,939	20,464	38,931	45,779
SegmentReportingInformationAverageAssets1	2,960,336	2,925,345	2,929,911	2,937,888
Wealth [Member]
OPERATIONS:
Net interest income (loss)	4,223	4,568	13,412	14,205
Provision for loan losses	(519)	1,261	(318)	2,587
Other income	8,528	7,784	24,987	24,066
Other expenses	9,711	10,004	29,718	30,363
Net income (loss)	2,313	1,199	5,849	5,420
SegmentReportingInformationAverageAssets1	242,539	237,638	238,899	240,919
Other [Member]
OPERATIONS:
Net interest income (loss)	(2,960)	(7,879)	(10,333)	(22,461)
Provision for loan losses	5,103	8,316	14,325	9,385
Other income	4,367	8,436	13,136	19,012
Other expenses	5,493	11,641	19,022	22,833
Net income (loss)	(2,253)	(30,570)	(10,865)	(62,658)
SegmentReportingInformationAverageAssets1	$ 5,064,786	$ 5,189,020	$ 5,041,099	$ 5,110,001

XML

Investment Securities (Details Textual) (USD $) In Billions, unless otherwise specified	Sep. 30, 2012	Dec. 31, 2011	Sep. 30, 2011
Investment Securities
Other investment securities pledged	$ 1.9	$ 1.9	$ 2.2
Corporate Debt Securities [Member]
Investment Securities
Number of single issuer trust preferred securities with stated maturities	8
Percentage of investment that of fair value of investment portfolio	2.00%

XML

Derivatives and Hedging Activities (Tables)

9 Months Ended

Sep. 30, 2012

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Notional values or contractual amounts and fair value of the Corporation's derivatives designated in hedge relationships

	Asset Derivatives												Liability Derivatives
	September 30, 2012				December 31, 2011				September 30, 2011				September 30, 2012				December 31, 2011				September 30, 2011
	Notional/ Contract Amount		Fair Value (a)		Notional/ Contract Amount		Fair Value (a)		Notional/ Contract Amount		Fair Value (a)		Notional/ Contract Amount		Fair Value (b)		Notional/ Contract Amount		Fair Value (b)		Notional/ Contract Amount		Fair Value (b)
Interest rate swaps:
Fair value hedges	$	—	$	—	$	819	$	—	$	—	$	—	$	182,950	$	22,071	$	234,330	$	25,889	$	248,447	$	28,278

(a) Included in Other Assets on the Consolidated Balance Sheets

(b) Included in Other Liabilities on the Consolidated Balance Sheets

Notional values or contractual amounts and fair value of the Corporation's derivatives not designated in hedge

	Asset Derivatives															Liability Derivatives
	September 30, 2012					December 31, 2011					September 30, 2011					September 30, 2012				December 31, 2011				September 30, 2011
	Notional/ Contract Amount		Fair Value  (a)			Notional/ Contract Amount		Fair Value  (a)			Notional/ Contract Amount		Fair Value  (a)			Notional/ Contract Amount		Fair Value  (b)		Notional/ Contract Amount		Fair Value  (b)		Notional/ Contract Amount		Fair Value  (b)
Interest rate swaps	$	1,166,765	$	62,796		$	976,823	$	58,875		$	934,248	$	61,299		$	1,166,765	$	62,796	$	976,823	$	58,875	$	934,248	$	61,299
Mortgage loan commitments	221,057		7,394			191,514		4,959			227,999		5,525			—		—		—		—		—		—
Forward sales contracts	144,849		(2,223		)	159,377		(1,798		)	182,588		(1,591		)	—		—		—		—		—		—
Credit contracts	—		—			—		—			—		—			20,861		—		17,951		—		24,435		—
Foreign exchange	4,363		80			3,582		65			2,461		85			4,371		71		3,793		62		2,456		80
Other	—		—			—		—			—		—			27,898		—		21,094		1,324		17,809		—
Total	$	1,537,034	$	68,047		$	1,331,296	$	62,101		$	1,347,296	$	65,318		$	1,219,895	$	62,867	$	1,019,661	$	60,261	$	978,948	$	61,379

(a) Included in Other Assets on the Consolidated Balance Sheet

(b) Included in Other Liabilities on the Consolidated Balance Sheet

Gains and losses recognized in income on non-designated hedging instruments

		Amount of Gain / (Loss) Recognized in Income on Derivatives
		Three Months Ended,			Three Months Ended,
		September 30, 2012			September 30, 2011
Mortgage loan commitments	Loan sales and servicing income	$	2,146		$	3,986
Forward sales contracts	Loan sales and servicing income	(1,023		)	(1,596		)
Foreign exchange contracts	Other income	136			6
Total		$	1,259		$	2,396

XML

Share-Based Compensation (Tables)

9 Months Ended

Sep. 30, 2012

Share-based Compensation [Abstract]

Schedule of Earnings Per Share Reconciliation

	Three Months Ended				Nine Months Ended
	September 30, 2012		September 30, 2011		September 30, 2012		September 30, 2011
BASIC EPS:
Net income	$	34,953	$	31,737	$	95,882	$	89,060
Net income available to common shareholders	$	34,953	$	31,737	$	95,882	$	89,060
Average common shares outstanding	109,645		109,245		109,473		109,052
Basic net income per share	$	0.32	$	0.29	$	0.88	$	0.82
DILUTED EPS:
Income used in diluted earnings per share calculation	$	34,953	$	31,737	$	95,882	$	89,060
Average common and common stock equivalent shares outstanding	109,645		109,246		109,473		109,053
Diluted net income per share	$	0.32	$	0.29	$	0.88	$	0.82

XML

Allowance for loan losses Troubled debt restructuring (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2012		Jun. 30, 2012	Dec. 31, 2011		Sep. 30, 2011		Mar. 31, 2011	Dec. 31, 2010
Financing Receivable, Modifications [Line Items]
Financing Receivable, Modifications, Recorded Investment	$ 166,327			$ 150,356		$ 129,979
Noncovered Loans [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Modifications, Recorded Investment	23,753			15,002		12,607
Financing Receivable, Allowance for Credit Losses	98,942		103,849	107,699		109,187		109,187	114,690
Noncovered Loans [Member] | Commercial and Industrial Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Modifications, Recorded Investment	2,413			2,512		1,096
Noncovered Loans [Member] | Commercial Real Estate [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Modifications, Recorded Investment	17,763			9,167		8,068
Noncovered Loans [Member] | Commercial Real Estate Construction Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Modifications, Recorded Investment	3,577			3,323		3,443
Noncovered Consumer Loans [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Modifications, Recorded Investment	65,835			57,934		57,742
Noncovered Consumer Loans [Member] | Consumer Installment [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Modifications, Recorded Investment	32,577			33,571		34,654
Noncovered Consumer Loans [Member] | Consumer Home Equity Lines Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Modifications, Recorded Investment	6,922			4,763		4,413
Noncovered Consumer Loans [Member] | Consumer Credit Card Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Modifications, Recorded Investment	1,767			2,202		2,359
Noncovered Consumer Loans [Member] | Consumer Residential Mortgages Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Modifications, Recorded Investment	24,569			17,398		16,316
Covered Loans [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	732,470	[1]		954,689	[2]	1,061,263	[3]
Financing Receivable, Recorded Investment, Past Due	310,588	[1]		336,787	[2]	365,484	[3]
Financing Receivable, Modifications, Recorded Investment	71,997			77,420		59,630
Covered Loans [Member] | Commercial and Industrial Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Modifications, Recorded Investment	5,278			7,578		7,287
Covered Loans [Member] | Commercial Real Estate [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Modifications, Recorded Investment	52,080			57,786		41,403
Covered Loans [Member] | Commercial Real Estate Construction Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Modifications, Recorded Investment	14,639			12,056		10,940
Covered Loans [Member] | Consumer Home Equity Lines Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Modifications, Recorded Investment	4,742
Accruing TDRs [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	92,430			100,358		117,343
Financing Receivable, Recorded Investment, Past Due	54,573			38,245		5,263
Financing Receivable, Modifications, Recorded Investment	147,003			138,603		122,606
Accruing TDRs [Member] | Noncovered Loans [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	16,071			6,178		7,667
Financing Receivable, Recorded Investment, Past Due	2,464			513		0
Financing Receivable, Modifications, Recorded Investment	18,535			6,691		7,667
Accruing TDRs [Member] | Noncovered Loans [Member] | Commercial and Industrial Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	955			91		129
Financing Receivable, Recorded Investment, Past Due	0			0		0
Financing Receivable, Modifications, Recorded Investment	955			91		129
Accruing TDRs [Member] | Noncovered Loans [Member] | Commercial Real Estate [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	11,609			3,305		4,778
Financing Receivable, Recorded Investment, Past Due	2,464			513		0
Financing Receivable, Modifications, Recorded Investment	14,073			3,818		4,778
Accruing TDRs [Member] | Noncovered Loans [Member] | Commercial Real Estate Construction Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	3,507			2,782		2,760
Financing Receivable, Recorded Investment, Past Due	0			0		0
Financing Receivable, Modifications, Recorded Investment	3,507			2,782		2,760
Accruing TDRs [Member] | Noncovered Consumer Loans [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	47,039			51,672		51,281
Financing Receivable, Recorded Investment, Past Due	4,690			2,820		4,028
Financing Receivable, Modifications, Recorded Investment	51,729			54,492		55,309
Accruing TDRs [Member] | Noncovered Consumer Loans [Member] | Consumer Installment [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	28,604			31,637		32,882
Financing Receivable, Recorded Investment, Past Due	1,071			1,800		1,772
Financing Receivable, Modifications, Recorded Investment	29,675			33,437		34,654
Accruing TDRs [Member] | Noncovered Consumer Loans [Member] | Consumer Home Equity Lines Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	5,394			4,226		3,885
Financing Receivable, Recorded Investment, Past Due	171			222		528
Financing Receivable, Modifications, Recorded Investment	5,565			4,448		4,413
Accruing TDRs [Member] | Noncovered Consumer Loans [Member] | Consumer Credit Card Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	1,655			2,073		2,201
Financing Receivable, Recorded Investment, Past Due	109			110		158
Financing Receivable, Modifications, Recorded Investment	1,764			2,183		2,359
Accruing TDRs [Member] | Noncovered Consumer Loans [Member] | Consumer Residential Mortgages Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	11,386			13,736		12,313
Financing Receivable, Recorded Investment, Past Due	3,339			688		1,570
Financing Receivable, Modifications, Recorded Investment	14,725			14,424		13,883
Accruing TDRs [Member] | Covered Loans [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	24,622			42,508		58,395
Financing Receivable, Recorded Investment, Past Due	47,375			34,912		1,235
Financing Receivable, Modifications, Recorded Investment	71,997			77,420		59,630
Accruing TDRs [Member] | Covered Loans [Member] | Commercial and Industrial Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	1,000			1,587		6,052
Financing Receivable, Recorded Investment, Past Due	4,278			5,991		1,235
Financing Receivable, Modifications, Recorded Investment	5,278			7,578		7,287
Accruing TDRs [Member] | Covered Loans [Member] | Commercial Real Estate [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	17,298			35,083		41,403
Financing Receivable, Recorded Investment, Past Due	34,782			22,703		0
Financing Receivable, Modifications, Recorded Investment	52,080			57,786		41,403
Accruing TDRs [Member] | Covered Loans [Member] | Commercial Real Estate Construction Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	6,324			5,838		10,940
Financing Receivable, Recorded Investment, Past Due	8,315			6,218		0
Financing Receivable, Modifications, Recorded Investment	14,639			12,056		10,940
Accruing TDRs [Member] | Covered Loans [Member] | Consumer Home Equity Lines Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	4,698
Financing Receivable, Recorded Investment, Past Due	44
Financing Receivable, Modifications, Recorded Investment	4,742
Nonaccruing TDRs [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	12,032			5,592		2,880
Financing Receivable, Recorded Investment, Past Due	7,292			6,161		4,493
Financing Receivable, Modifications, Recorded Investment	19,324			11,753		7,373
Nonaccruing TDRs [Member] | Noncovered Loans [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	1,408			3,894		1,395
Financing Receivable, Recorded Investment, Past Due	3,810			4,417		3,545
Financing Receivable, Modifications, Recorded Investment	5,218			8,311		4,940
Nonaccruing TDRs [Member] | Noncovered Loans [Member] | Commercial and Industrial Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	865			0		0
Financing Receivable, Recorded Investment, Past Due	593			2,421		967
Financing Receivable, Modifications, Recorded Investment	1,458			2,421		967
Nonaccruing TDRs [Member] | Noncovered Loans [Member] | Commercial Real Estate [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	473			3,590		1,215
Financing Receivable, Recorded Investment, Past Due	3,217			1,759		2,075
Financing Receivable, Modifications, Recorded Investment	3,690			5,349		3,290
Nonaccruing TDRs [Member] | Noncovered Loans [Member] | Commercial Real Estate Construction Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	70			304		180
Financing Receivable, Recorded Investment, Past Due	0			237		503
Financing Receivable, Modifications, Recorded Investment	70			541		683
Nonaccruing TDRs [Member] | Noncovered Consumer Loans [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	10,624			1,698		1,485
Financing Receivable, Recorded Investment, Past Due	3,482			1,744		948
Financing Receivable, Modifications, Recorded Investment	14,106			3,442		2,433
Nonaccruing TDRs [Member] | Noncovered Consumer Loans [Member] | Consumer Installment [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	2,882			0		0
Financing Receivable, Recorded Investment, Past Due	20			134		0
Financing Receivable, Modifications, Recorded Investment	2,902			134		0
Nonaccruing TDRs [Member] | Noncovered Consumer Loans [Member] | Consumer Home Equity Lines Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	1,131			76		0
Financing Receivable, Recorded Investment, Past Due	226			239		0
Financing Receivable, Modifications, Recorded Investment	1,357			315		0
Nonaccruing TDRs [Member] | Noncovered Consumer Loans [Member] | Consumer Credit Card Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	0			0		0
Financing Receivable, Recorded Investment, Past Due	3			19		0
Financing Receivable, Modifications, Recorded Investment	3			19		0
Nonaccruing TDRs [Member] | Noncovered Consumer Loans [Member] | Consumer Residential Mortgages Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	6,611			1,622		1,485
Financing Receivable, Recorded Investment, Past Due	3,233			1,352		948
Financing Receivable, Modifications, Recorded Investment	9,844			2,974		2,433
Nonaccruing TDRs [Member] | Covered Loans [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	0			0		0
Financing Receivable, Recorded Investment, Past Due	0			0		0
Financing Receivable, Modifications, Recorded Investment	0			0		0
Nonaccruing TDRs [Member] | Covered Loans [Member] | Commercial and Industrial Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	0			0		0
Financing Receivable, Recorded Investment, Past Due	0			0		0
Financing Receivable, Modifications, Recorded Investment	0			0		0
Nonaccruing TDRs [Member] | Covered Loans [Member] | Commercial Real Estate [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	0			0		0
Financing Receivable, Recorded Investment, Past Due	0			0		0
Financing Receivable, Modifications, Recorded Investment	0			0		0
Nonaccruing TDRs [Member] | Covered Loans [Member] | Commercial Real Estate Construction Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	0			0		0
Financing Receivable, Recorded Investment, Past Due	0			0		0
Financing Receivable, Modifications, Recorded Investment	0			0		0
Nonaccruing TDRs [Member] | Covered Loans [Member] | Consumer Home Equity Lines Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Recorded Investment, Current	0
Financing Receivable, Recorded Investment, Past Due	0
Financing Receivable, Modifications, Recorded Investment	0
Total Tdr Allowance [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Allowance for Credit Losses	15,365			12,114		6,881
Total Tdr Allowance [Member] | Noncovered Loans [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Allowance for Credit Losses	644			582		1,112
Total Tdr Allowance [Member] | Noncovered Loans [Member] | Commercial and Industrial Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Allowance for Credit Losses	126			247		215
Total Tdr Allowance [Member] | Noncovered Loans [Member] | Commercial Real Estate [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Allowance for Credit Losses	401			236		125
Total Tdr Allowance [Member] | Noncovered Loans [Member] | Commercial Real Estate Construction Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Allowance for Credit Losses	117			99		772
Total Tdr Allowance [Member] | Noncovered Consumer Loans [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Allowance for Credit Losses	3,474			2,885		3,087
Total Tdr Allowance [Member] | Noncovered Consumer Loans [Member] | Consumer Installment [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Allowance for Credit Losses	1,674			1,382		1,568
Total Tdr Allowance [Member] | Noncovered Consumer Loans [Member] | Consumer Home Equity Lines Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Allowance for Credit Losses	95			31		52
Total Tdr Allowance [Member] | Noncovered Consumer Loans [Member] | Consumer Credit Card Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Allowance for Credit Losses	106			108		121
Total Tdr Allowance [Member] | Noncovered Consumer Loans [Member] | Consumer Residential Mortgages Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Allowance for Credit Losses	1,599			1,364		1,346
Total Tdr Allowance [Member] | Covered Loans [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Allowance for Credit Losses	11,247			8,647		2,682
Total Tdr Allowance [Member] | Covered Loans [Member] | Commercial and Industrial Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Allowance for Credit Losses	1,527			1,384		746
Total Tdr Allowance [Member] | Covered Loans [Member] | Commercial Real Estate [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Allowance for Credit Losses	8,088			6,567		1,542
Total Tdr Allowance [Member] | Covered Loans [Member] | Commercial Real Estate Construction Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Allowance for Credit Losses	1,632			696		394
Total Tdr Allowance [Member] | Covered Loans [Member] | Consumer Home Equity Lines Financing Receivable [Member]
Financing Receivable, Modifications [Line Items]
Financing Receivable, Allowance for Credit Losses	$ 0

[1] Excludes loss share receivable of $131.9 million as of September 30, 2012.

[2] Excludes loss share receivable of $205.7 million as of December 31, 2011.

[3] Excludes loss share receivable of $220.5 million as of September 30, 2011

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Loans (Details) (USD $)	9 Months Ended									3 Months Ended		9 Months Ended
	Sep. 30, 2012		Sep. 30, 2011		Dec. 31, 2011		Sep. 30, 2012 Acquired Loans Noncovered [Member]	Dec. 31, 2011 Acquired Loans Noncovered [Member]	Sep. 30, 2011 Acquired Loans Noncovered [Member]	Sep. 30, 2012 Loss Share Receivable [Member]	Sep. 30, 2011 Loss Share Receivable [Member]	Sep. 30, 2012 Loss Share Receivable [Member]	Sep. 30, 2011 Loss Share Receivable [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Proceeds from Sale of Mortgage Loans Held-for-sale	588.6		324.8
Financing Receivable, Recorded Investment, 90 Days Past Due and Still Accruing							$ 132,000	$ 3,000	$ 395,000
Financing Receivable, Recorded Investment, 90 Days Past Due and Still Accruing Guaranteed By US Government	3,100,000		2,600,000		3,000,000
Loans and Leases Receivable, Gross, Commercial	5,511,678,000		5,018,857,000		5,107,747,000
Loans and Leases Receivable, Gross, Consumer, Mortgage	439,062,000		397,309,000		413,664,000
Loans and Leases Receivable, Gross, Consumer, Installment, Other	1,321,081,000		1,271,327,000		1,263,665,000
Loans and Leases Receivable, Gross, Consumer, Home Equity	789,743,000		743,377,000		743,982,000
Loans and Leases Receivable, Gross, Consumer, Revolving, Credit Card	143,918,000		142,710,000		146,356,000
Loans and Leases Receivable, Gross, Consumer, Lease Financing	110,938,000		57,992,000		73,530,000
Total noncovered loans	8,316,420,000	[1]	7,631,572,000	[1]	7,748,944,000	[1]	56,000,000	113,200,000	178,000,000
Loans and Leases Receivable, Allowance	(98,942,000)		(109,187,000)		(107,699,000)
Net noncovered loans	8,217,478,000		7,522,385,000		7,641,245,000
Covered Loans and Leases Receivable Gross	1,174,929,000	[2]	1,647,218,000	[2]						131,872,000	220,471,000	131,872,000	220,471,000
Covered Certain Loans Acquired in Transfer not Accounted for as Debt Securities Allowance for Loan Losses	43,644,000		34,603,000		36,417,000
Covered Loans and Leases Receivable Net	1,131,285,000		1,612,615,000		1,460,723,000
Net loans	9,348,763,000		9,135,000,000		9,101,968,000
Changes in Loss Share Receivable Associated with Covered Loans [Roll Forward]
Balance at beginning of period	1,497,140,000									152,615,000	239,424,000	205,664,000	288,605,000
Accretion										(8,401,000)	(9,322,000)	(26,935,000)	(30,821,000)
Increase due to impairment										1,484,000	8,224,000	12,601,000	31,077,000
FDIC reimbursement										(12,597,000)	(14,493,000)	(50,678,000)	(62,895,000)
Covered loans paid in full										(1,229,000)	(3,362,000)	(8,780,000)	(5,495,000)
Balance at end of the period	1,174,929,000	[2]	1,647,218,000	[2]						131,872,000	220,471,000	131,872,000	220,471,000
Covered Loans Loss Share Receivable	$ 131,872,000		$ 220,471,000		$ 205,664,000

[1] (a)Includes acquired, noncovered loans of $56.0 million, $113.2 million and $178.0 million as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively.

[2] Includes loss share receivable of $131.9 million, $205.7 million and $220.5 million as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively.

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Segment Information (Tables)

9 Months Ended

Sep. 30, 2012

Segment Reporting [Abstract]

Lines of business results and key performance measures

	Commercial				Retail				Wealth						Other						Consolidated
September 30, 2012	3rd Qtr		YTD		3rd Qtr		YTD		3rd Qtr			YTD			3rd Qtr			YTD			3rd Qtr		YTD
OPERATIONS:
Net interest income (loss)	$	65,446	$	193,776	$	51,181	$	158,745	$	4,223		$	13,412		$	(2,960	)	$	(10,333	)	$	117,890	$	355,600
Provision for loan losses	10,401		22,970		1,194		5,459		(519		)	(318		)	5,103			14,325			16,179		42,436
Other income	15,247		47,603		26,783		76,226		8,528			24,987			4,367			13,136			54,925		161,952
Other expenses	39,595		123,074		53,788		169,618		9,711			29,718			5,493			19,022			108,587		341,432
Net income (loss)	19,954		61,967		14,939		38,931		2,313			5,849			(2,253		)	(10,865		)	34,953		95,882
AVERAGES:
Assets	$	6,466,355	$	6,386,617	$	2,960,336	$	2,929,911	$	242,539		$	238,899		$	5,064,786		$	5,041,099		$	14,734,016	$	14,596,526

	Commercial				Retail				Wealth				Other						Consolidated
September 30, 2011	3rd Qtr		YTD		3rd Qtr		YTD		3rd Qtr		YTD		3rd Qtr			YTD			3rd Qtr		YTD
OPERATIONS:
Net interest income (loss)	$	65,998	$	198,197	$	56,705	$	168,718	$	4,568	$	14,205	$	(7,879	)	$	(22,461	)	$	119,392	$	358,659
Provision for loan losses	4,546		29,653		5,249		17,715		1,261		2,587		8,316			9,385			19,372		59,340
Other income	16,219		43,632		28,333		78,309		7,784		24,066		8,436			19,012			60,772		165,019
Other expenses	36,745		110,073		57,567		177,201		10,004		30,363		11,641			22,833			115,957		340,470
Net income (loss)	40,644		100,519		20,464		45,779		1,199		5,420		(30,570		)	(62,658		)	31,737		89,060
AVERAGES:
Assets	$	6,258,625	$	6,162,742	$	2,925,345	$	2,937,888	$	237,638	$	240,919	$	5,189,020		$	5,110,001		$	14,610,628	$	14,451,550

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Benefit Plans (Tables)

9 Months Ended

Sep. 30, 2012

Compensation and Retirement Disclosure [Abstract]

Schedule of Net Benefit Costs

The components of net periodic benefit cost are as follows:

	Pension Benefits
	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Components of Net Periodic Pension Cost
Service Cost	$	1,799		$	1,531		$	5,397		$	4,593
Interest Cost	2,965			2,860			8,895			8,580
Expected return on assets	(3,034		)	(3,328		)	(9,102		)	(9,984		)
Amortization of unrecognized prior service costs	97			98			291			294
Cumulative net loss	2,593			1,780			7,779			5,340
Net periodic pension cost	$	4,420		$	2,941		$	13,260		$	8,823

	Postretirement Benefits
	Three Months Ended September 30,					Nine Months Ended September 30,
	2012			2011		2012			2011
Components of Net Periodic Postretirement Cost
Service Cost	$	19		$	14	$	57		$	42
Interest Cost	174			221		522			663
Amortization of unrecognized prior service costs	(117		)	—		(351		)	—
Cumulative net loss	72			28		216			84
Net periodic postretirement cost	$	148		$	263	$	444		$	789

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Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2012

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Basis of Presentation - FirstMerit Corporation (the “Parent Company”) is a bank holding company whose principal asset is the common stock of its wholly-owned subsidiary, FirstMerit Bank, N. A. (the “Bank”). The Parent Company’s other subsidiaries include Citizens Savings Corporation of Stark County, FirstMerit Capital Trust I, FirstMerit Community Development Corporation, FirstMerit Risk Management, Inc., and FMT, Inc. All significant intercompany balances and transactions have been eliminated in consolidation.

The accounting and reporting policies of FirstMerit Corporation and its subsidiaries (the “Corporation”) conform to generally accepted accounting principles in the United States of America (“U.S. GAAP”) and to general practices within the financial services industry.

The consolidated balance sheet at December 31, 2011 has been derived from the audited consolidated financial statements at that date. The accompanying unaudited interim financial statements reflect all adjustments (consisting only of normally recurring adjustments) that are, in the opinion of FirstMerit Corporation’s Management (“Management”), necessary for a fair statement of the results for the interim periods presented. Certain information and note disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been omitted in accordance with the rules of the Securities and Exchange Commission (“SEC”). The unaudited consolidated financial statements of the Corporation as of September 30, 2012 and 2011 are not necessarily indicative of the results that may be achieved for the full fiscal year or for any future period. These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes included in the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2011 (the “2011 Form 10-K”). Certain reclassifications of prior year’s amounts have been made to conform to the current year presentation. Such reclassifications had no effect on net earnings or equity.

There have been no significant changes to the Corporation’s accounting policies as disclosed in the Annual Report on Form 10-K for the year ended December 31, 2011.

In preparing these accompanying unaudited interim consolidated financial statements, subsequent events were evaluated through the time the consolidated financial statements were issued. No material subsequent events have occurred requiring recognition in the consolidated financial statements or disclosure in the notes to the consolidated financial statements.

Recently Adopted and Issued Accounting Standards -

FASB ASU 2011-03, Reconsideration of Effective Control for Repurchase Agreements. ASU 2011-03 removes from the assessment of effective control (1) the criterion requiring the transferor to have the ability to repurchase or redeem the financial assets on substantially the agreed terms, even in the event of default by the transferee, and (2) the collateral maintenance implementation guidance related to that criterion. Other criteria applicable to the assessment of effective control are not changed by the amendments in the update. ASU 2011-03 is effective prospectively for all transactions or modifications of existing transactions that occur on or after January 1, 2012. ASU 2011-03 did not have a significant impact on the Corporation's consolidated financial statements.

FASB ASU 2011-04, Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs. This amendment was issued as result of an effort to develop common fair value measurement and disclosure requirements in U.S. GAAP and International Financial Reporting Standards (“IFRSs”). While ASU 2011-04 is largely consistent with existing fair value measurement principles under U.S. GAAP, it expands the disclosure requirements for fair value measurements and clarifies the existing guidance or wording changes to align with IRFS No. 13. Many of the requirements for the amendments in ASU 2011-04 do not result in a change in the application of the requirements in ASC 820. ASU 2011-04 was effective for the Corporation on a prospective basis beginning in the quarter ended March 31, 2012. The adoption of ASU 2011-04 did not have a significant impact on the Corporation's consolidated financial statements. The newly required disclosures are incorporated into Note 12 (Fair Value Measurement).

FASB ASU 2011-05, Presentation of Comprehensive Income. ASU 2011-05 provides entities with the option to present the total of comprehensive income, the components of net income, and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. In both choices, an entity is required to present each component of net income along with total net income, each component of other comprehensive income, along with a total for other comprehensive income, and a total amount for comprehensive income. As originally issued, ASU 2011-05 required entities to present reclassification adjustments out of accumulated other comprehensive income by component in the statement in which net income is presented and the statement in which other comprehensive income is presented. This requirement was deferred by ASU 2011-12, Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items Out of Accumulated Other Comprehensive Income in Accounting Standards Update No. 2011-05. ASU 2011-05 was effective for the Corporation on a retrospective basis beginning in the quarter ended March 31, 2012. The adoption of ASU 2011-05 did not have an impact on the Corporation's financial statements as the Corporation reports comprehensive income in a single continuous statement with all of the components required by ASU 2011-05.

FASB ASU 2011-08, TestingGoodwill for Impairment. ASU 2011-08 amends the guidance in ASC 350-20 on testing goodwill for impairment and provides the option of performing a qualitative assessment of whether it is more likely than not that a reporting unit's fair value is less than its carrying amount, before applying the current two-step goodwill impairment test. If the entity determines that the fair value of the reporting unit is more likely than not less than the carrying amount, the two-step impairment test would be required. Otherwise, the entity would not need to apply the two-step test. ASU 2011-08 is effective for annual and interim goodwill impairment tests performed for fiscal years beginning after December 15, 2011. The Corporation has not had to test goodwill for impairment since ASU 2011-08 became effective for the Corporation, January 1, 2012. ASU 2011-08 is not expected to have a significant impact on the Corporation's consolidated financial statements.

FASB ASU 2011-11, Disclosures about Offsetting Assets and Liabilities. ASU 2011-11 amends the guidance in ASC 210, Balance Sheet, to require an entity to disclose information about offsetting and related arrangements to enable users of an entity's financial statements to evaluate the effect or potential effect of netting arrangements with certain financial instruments and derivative instruments. The amendments are effective for annual reporting periods beginning on or after January 1, 2013, with retrospective application to the disclosures of all comparative periods presented. The Corporation has not completed evaluating the impact of ASU 2011-11 on its consolidated financial statements.

FASB ASU 2012-06, Business Combinations: Subsequent Accounting for an Indemnification Asset Recognized at the Acquisition Date as a Result of a Government-Assisted Acquisition of a Financial Institution (a consensus of the FASB Emerging Issues Task Force). ASU 2012-06 amends the guidance in ASU 805-20 on the recognition of an indemnification asset as a result of a government-assisted acquisition of a financial institution when a subsequent change in the cash flows expected to be collected on the indemnification asset occurs (as a result of a change in cash flows expected to be collected on the assets subject to indemnification). A subsequent change in the measurement of the indemnification asset is to be accounted for on the same basis as the change in the assets subject to indemnification. Any amortization of changes in value are limited to the contractual term of the indemnification agreement (that is, the lesser of the term of the indemnification agreement and the remaining life of the indemnified assets). The amendments in ASU 2012-06 are effective for fiscal years, and interim periods within those years, beginning on or after December 15, 2012. Early adoption is permitted. The Corporation currently applies the accounting as described within ASU 2012-06, therefore, ASU 2012-06 will not have an impact on its consolidated financial statements.

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Fair Value Measurement (Tables)

9 Months Ended

Sep. 30, 2012

Fair Value Disclosures [Abstract]

Recurring Fair Value Measurements

The following tables presents the balances of assets and liabilities measured at fair value on a recurring and nonrecurring basis as of September 30, 2012, December 31, 2011 and September 30, 2011:

				Fair Value by Hierarchy
	September 30, 2012			Level 1		Level 2			Level 3
Recurring fair value measurement
Available-for-sale securities:
Money market mutual funds	$	3,245		$	3,245	$	—		$	—
U.S. government agency debentures	35,137			—		35,137			—
U.S. States and political subdivisions	258,418			—		258,418			—
Residential mortgage-backed securities:
U.S. government agencies	1,277,831			—		1,277,831			—
Commercial mortgage-backed securities:
U.S. government agencies	15,667			—		15,667			—
Residential collateralized mortgage-backed securities:
U.S. government agencies	1,205,525			—		1,205,525			—
Non-agency	12			—		1			11
Commercial collateralized mortgage-backed securities:
U.S. government agencies	68,665			—		68,665			—
Corporate debt securities	47,493			—		—			47,493
Total available-for-sale securities	2,911,993			3,245		2,861,244			47,504
Residential loans held for sale	17,540			—		17,540			—
Derivative assets:
Interest rate swaps - fair value hedges	—			—		—			—
Interest rate swaps - nondesignated	62,796			—		62,796			—
Mortgage loan commitments	7,394			—		7,394			—
Forward sale contracts	(2,223		)	—		(2,223		)	—
Foreign exchange	80			—		80			—
Total derivative assets	68,047			—		68,047			—
Total fair value of assets (a)	$	2,997,580		$	3,245	$	2,946,831		$	47,504
Derivative liabilities:
Interest rate swaps - fair value hedges	22,071			—		22,071			—
Interest rate swaps - nondesignated	62,796			—		62,796			—
Foreign exchange	71			—		71			—
Total derivative liabilities	84,938			—		84,938			—
True-up liability	12,642			—		—			12,642
Total fair value of liabilities (a)	$	97,580		$	—	$	84,938		$	12,642
Nonrecurring fair value measurement
Mortgage servicing rights (b)	$	17,294		$	—	$	—		$	17,294
Impaired loans (c)	44,010			—		—			44,010
Other property (d)	6,333			—		—			6,333
Other real estate covered by loss share (e)	14,695			—		—			14,695
Total fair value	$	82,332		$	—	$	—		$	82,332

(a) - There were no transfers between levels 1 and 2 of the fair value hierarchy during the quarter ended September 30, 2012.

(b) - MSRs with a recorded investment of $21.3 million were reduced by a specific valuation allowance totaling $4.1 million to a reported carrying value of $17.3 million resulting in recognition of $0.6 million in expense included in loans sales and servicing income in the quarter ended September 30, 2012.

(c) - Collateral dependent impaired loans with a recorded investment of $52.5 million were reduced by specific valuation allowance allocations totaling $8.5 million to a reported net carrying value of $44.0 million.

(d) - Amounts do not include assets held at cost at September 30, 2012. During the quarter ended September 30, 2012, the re-measurement of foreclosed assets at fair value subsequent to initial recognition resulted in losses of $0.1 million included in noninterest expense.

(e) - Amounts do not include assets held at cost at September 30, 2012. During the quarter ended September 30, 2012, the re-measurement of covered foreclosed assets at fair value subsequent to initial recognition resulted in losses $0.2 million included in noninterest expense.

				Fair Value by Hierarchy
	December 31, 2011			Level 1		Level 2			Level 3
Recurring fair value measurement
Available-for-sale securities:
Money market mutual funds	$	3,299		$	3,299	$	—		$	—
U.S. government agency debentures	123,069			—		123,069			—
U.S. States and political subdivisions	357,731			—		357,731			—
Residential mortgage-backed securities:
U.S. government agencies	1,460,343			—		1,460,343			—
Residential collateralized mortgage-backed securities:
U.S. government agencies	1,137,835			—		1,137,835			—
Non-agency	43,307			—		2			43,305
Commercial collateralized mortgage-backed securities:
U.S. government agencies	129,127			—		129,127			—
Corporate debt securities	98,842			—		54,608			44,234
Total available-for-sale securities	3,353,553			3,299		3,262,715			87,539
Residential loans held for sale	30,077			—		30,077			—
Derivative assets:
Interest rate swaps - fair value hedges	—			—		—			—
Interest rate swaps - nondesignated	58,875			—		58,875			—
Mortgage loan commitments	4,959			—		4,959			—
Forward sale contracts	(1,798		)	—		(1,798		)	—
Foreign exchange	20			—		65			—
Total derivative assets	62,056			—		62,101			—
Total fair value of assets (a)	$	3,445,686		$	3,299	$	3,354,893		$	87,539
Derivative liabilities:
Interest rate swaps - fair value hedges	25,889			—		25,889			—
Interest rate swaps - nondesignated	58,875			—		58,875			—
Foreign exchange	18			—		62			—
Other	1,324			—		1,324			—
Total derivative liabilities	86,106			—		86,150			—
True-up liability	11,551			—		—			11,551
Total fair value of liabilities (a)	$	97,657		$	—	$	86,150		$	11,551
Nonrecurring fair value measurement
Mortgage servicing rights (b)	$	17,749		$	—	$	—		$	17,749
Impaired loans (c)	56,739			—		—			56,739
Other property (d)	4,087			—		—			4,087
Other real estate covered by loss share (e)	18,707			—		—			18,707
Total fair value	$	97,282		$	—	$	—		$	97,282

(a) - There were no transfers between levels 1 and 2 of the fair value hierarchy during the quarter ended December 31, 2011.  

(b) - MSRs with a recorded investment of $21.2 million were reduced by a specific valuation allowance totaling $3.5 million to a reported carrying value of $17.6 million resulting in the recognition of an impairment charge of $3.5 million in the year ended December 31, 2011.

(c) - Collateral dependent impaired loans with a recorded investment of $64.5 million were reduced by specific valuation allowance allocations totaling $7.7 million to a reported net carrying value of $56.7 million.

(d) Amounts do not include assets held at cost at December 31, 2011. During the year ended December 31, 2011, the re-measurement of foreclosed assets at fair value subsequent to initial recognition resulted in losses of $5.4 million included in noninterest expense.

(e) Amounts do not include assets held at cost at December 31, 2011. During the year ended December 31, 2011, the re-measurement of covered foreclosed assets at fair value subsequent to initial recognition resulted in losses of $3.0 million included in noninterest expense.

				Fair Value by Hierarchy
	September 30, 2011			Level 1		Level 2			Level 3
Recurring fair value measurement
Available-for-sale securities:
Money market mutual funds	$	3,715		$	3,715	$	—		$	—
U.S. government agency debentures	203,718			—		203,718			—
U.S. States and political subdivisions	314,441			—		314,441			—
Residential mortgage-backed securities:
U.S. government agencies	1,481,222			—		1,481,222			—
Residential collateralized mortgage-backed securities:
U.S. government agencies	1,103,906			—		1,103,906			—
Non-agency	44,857			—		3			44,854
Commercial collateralized mortgage-backed securities:
U.S. government agencies	—			—		—			—
Corporate debt securities	46,187			—		—			46,187
Total available-for-sale securities	3,198,046			3,715		3,103,290			91,041
Residential loans held for sale	39,340			—		39,340			—
Derivative assets:
Interest rate swaps - fair value hedges	—			—		—			—
Interest rate swaps - nondesignated	61,299			—		61,299			—
Mortgage loan commitments	5,525			—		5,525			—
Forward sale contracts	(1,591		)	—		(1,591		)	—
Foreign exchange	85			—		85			—
Total derivative assets	65,318			—		65,318			—
Total fair value of assets (a)	$	3,302,704		$	3,715	$	3,207,948		$	91,041
Derivative liabilities:
Interest rate swaps - fair value hedges	28,278			—		28,278			—
Interest rate swaps - nondesignated	61,299			—		61,299			—
Foreign exchange	80			—		80			—
Other	—			—		—			—
Total derivative liabilities	89,657			—		89,657			—
True-up liability	11,913			—		—			11,913
Total fair value of liabilities (a)	$	101,570		$	—	$	89,657		$	11,913
Nonrecurring fair value measurement
Mortgage servicing rights (b)	$	16,866		$	—	$	—		$	16,866
Impaired loans (c)	59,155			—		—			59,155
Other property (d)	8,648			—		—			8,648
Other real estate covered by loss share (e)	29,350			—		—			29,350
Total fair value	$	114,019		$	—	$	—		$	114,019

(a) - There were no transfers between levels 1 and 2 of the fair value hierarchy during the quarter endedSeptember 30, 2011.

(b) - MSRs were recorded at carrying value of $16.8 million as of September 30, 2011.

(c) - Collateral dependent impaired loans with a recorded investment of $66.2 million were reduced by specific valuation allowance allocations totaling $7.1 million to a reported net carrying value of $59.2 million.

(d) - Amounts do not include assets held at cost at September 30, 2011. During the quarter ended September 30, 2011, the re-measurement of foreclosed assets at fair value subsequent to initial recognition resulted in losses of $1.0 million included in noninterest expense.

(e) Amounts do not include assets held at cost at September 30, 2011. During the quarter ended September 30, 2011, the re-measurement of covered foreclosed assets at fair value subsequent to initial recognition resulted in losses of $1.1 million included in noninterest expense.

Assets measured at fair value on a nonrecurring basis

The changes in Level 3 assets and liabilities measured at fair value on a recurring basis are summarized follows:

	Three months ended											Nine Months Ended
	September 30, 2012					September 30, 2011						September 30, 2012					September 30, 2011
	Available-for-sale securities			True-up liability		Available-for-sale securities			True-up liability			Available-for-sale securities			True-up liability		Available-for-sale securities			True-up liability
Balance at beginning of period	$	48,096		$	11,820	$	144,570		$	12,196		$	87,539		$	11,551	$	60,344		$	12,061
(Gains) losses included in earnings (a)	—			822		—			(283		)	—			1,091		—			(148		)
Unrealized gains (losses) (b)	(605		)	—		(4,549		)	—			3,137			—		(4,199		)	—
Purchases	—			—		—			—			—			—		83,876			—
Sales	—			—		(44,924		)	—			(40,520		)	—		(44,924		)	—
Settlements	13			—		(4,056		)	—			(2,652		)	—		(4,056		)	—
Net transfers into (out of) Level 3	—			—		—			—			—			—		—			—
Balance at ending of period	$	47,504		$	12,642	$	91,041		$	11,913		$	47,504		$	12,642	$	91,041		$	11,913

(a) Reported in other

Fair Value of Financial Instruments

The carrying amount and estimated fair value of the Corporation’s financial instruments that are carried at either fair value or cost as of September 30, 2012, December 31, 2011 and September 30, 2011 are shown in the tables below.

	September 30, 2012
	Carrying Amount		Fair Value
			Total		Level 1		Level 2		Level 3
Financial assets:
Cash and due from banks	$	238,417	$	238,417	$	—	$	238,417	$	—
Available for sale securities	2,911,993		2,911,993		3,245		2,861,244		47,504
Held to maturity securities	620,631		631,237		—		631,237		—
Other securities	140,730		140,730		—		140,730		—
Loans held for sale	17,540		17,540		—		17,540		—
Net noncovered loans	8,217,478		7,898,195		—		—		7,898,195
Net covered loans and loss share receivable	1,131,285		1,131,285		—		—		1,131,285
Accrued interest receivable	43,901		43,901		—		43,901		—
Derivatives	68,047		68,047		—		68,047		—
Financial liabilities:
Deposits	$	11,532,426	$	11,540,681	$	—	$	11,540,681	$	—
Federal funds purchased and securities sold under agreements to repurchase	963,455		963,455		—		963,455		—
Wholesale borrowings	178,083		187,230		—		187,230		—
Accrued interest payable	2,798		2,798		—		2,798		—
Derivatives	84,938		84,938		—		84,938		—

	December 31, 2011
	Carrying Amount		Fair Value
			Total		Level 1		Level 2		Level 3
Financial assets:
Cash and due from banks	$	377,319	$	377,319	$	—	$	377,319	$	—
Available for sale securities	3,353,553		3,353,553		3,299		3,262,715		87,539
Held to maturity securities	82,764		85,112		—		85,112		—
Other securities	140,726		140,726		—		140,726		—
Loans held for sale	30,077		30,077		—		30,077		—
Net noncovered loans	7,641,245		7,373,801		—		—		7,373,801
Net covered loans and loss share receivable	1,460,723		1,460,723		—		—		1,460,723
Accrued interest receivable	42,274		42,274		—		42,274		—
Derivatives	62,056		62,101		—		62,101		—
Financial liabilities:
Deposits	$	11,431,609	$	11,445,777	$	—	$	11,445,777	$	—
Federal funds purchased and securities sold under agreements to repurchase	866,265		866,265		—		866,265		—
Wholesale borrowings	203,462		211,623		—		211,623		—
Accrued interest payable	3,915		3,915		—		3,915		—
Derivatives	86,106		86,150		—		86,150		—

	September 30, 2011
	Carrying Amount		Fair Value
			Total		Level 1		Level 2		Level 3
Financial assets:
Cash and due from banks	$	318,945	$	318,945	$	—	$	318,945	$	—
Available for sale securities	3,198,046		3,198,046		3,715		3,103,290		91,041
Held to maturity securities	92,214		94,921		—		94,921		—
Other securities	160,793		160,793		—		160,793		—
Loans held for sale	39,340		39,340		—		39,340		—
Net noncovered loans	7,522,385		7,148,775		—		—		7,148,775
Net covered loans and loss share receivable	1,612,615		1,612,615		—		—		1,612,615
Accrued interest receivable	41,199		41,199		—		41,199		—
Derivatives	65,318		65,318		—		65,318		—
Financial liabilities:
Deposits	$	11,396,121	$	11,412,576	$	—	$	11,412,576	$	—
Federal funds purchased and securities sold under agreements to repurchase	987,030		991,304		—		991,304		—
Wholesale borrowings	248,006		256,069		—		256,069		—
Accrued interest payable	4,627		4,627		—		4,627		—
Derivatives	89,657		89,657		—		89,657		—

Summary of Change in fair value carrying amount of residential mortgages

The aggregate fair value, contractual balance and gains on loans held for sale are as follows:

	Quarter ended		Year ended		Quarter ended
	September 30, 2012		December 31, 2011		September 30, 2011
Aggregate fair value	$	17,540	$	30,077	$	39,340
Contractual balance	16,635		28,948		37,786
Gain (a)	905		1,129		1,554

(a) Included in loan sales and servicing income.

XML

Investment Securities (Details 2) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011
Available-for-sale Securities, Gross Realized Gain (Loss) [Abstract]
Proceeds	$ 29,735	$ 179,133	$ 190,813	$ 182,781
Realized gains	553	4,473	1,361	5,418
Realized losses	0	(71)	0	(127)
Net securities gains	$ 553	$ 4,402	$ 1,361	$ 5,291

XML

Allowance for loan losses (Details 4) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2012 loans	Dec. 31, 2011 loans	Sep. 30, 2011 loans
Summary of Loans Modified as TDRS
Number of Loans	2,964,000	2,502,000	2,502,000
Financing Receivable, Modifications, Recorded Investment	$ 166,327	$ 150,356	$ 129,979
Unpaid Principal Balance	215,236	185,587	154,309
Summary of Loans Modified as TDRS Which Defaulted
Number of Loans	156,000
Recorded Investment	5,256
Noncovered Loans [Member]
Summary of Loans Modified as TDRS
Number of Loans	85,000	64,000	44,000
Financing Receivable, Modifications, Recorded Investment	23,753	15,002	12,607
Unpaid Principal Balance	33,810	20,980	17,036
Summary of Loans Modified as TDRS Which Defaulted
Number of Loans	0
Recorded Investment	0
Noncovered Loans [Member] | Commercial and Industrial Financing Receivable [Member]
Summary of Loans Modified as TDRS
Number of Loans	22,000	14,000	8,000
Financing Receivable, Modifications, Recorded Investment	2,413	2,512	1,096
Unpaid Principal Balance	8,478	4,336	2,654
Summary of Loans Modified as TDRS Which Defaulted
Number of Loans	0
Recorded Investment	0
Noncovered Loans [Member] | Commercial Real Estate [Member]
Summary of Loans Modified as TDRS
Number of Loans	36,000	28,000	20,000
Financing Receivable, Modifications, Recorded Investment	17,763	9,167	8,068
Unpaid Principal Balance	21,307	12,659	10,725
Summary of Loans Modified as TDRS Which Defaulted
Number of Loans	0
Recorded Investment	0
Noncovered Loans [Member] | Commercial Real Estate Construction Financing Receivable [Member]
Summary of Loans Modified as TDRS
Number of Loans	27,000	22,000	16,000
Financing Receivable, Modifications, Recorded Investment	3,577	3,323	3,443
Unpaid Principal Balance	4,025	3,985	3,657
Summary of Loans Modified as TDRS Which Defaulted
Number of Loans	0
Recorded Investment	0
Noncovered Consumer Loans [Member]
Summary of Loans Modified as TDRS
Number of Loans	2,803,000	2,394,000	2,424,000
Financing Receivable, Modifications, Recorded Investment	65,835	57,934	57,742
Unpaid Principal Balance	70,188	59,601	59,172
Summary of Loans Modified as TDRS Which Defaulted
Number of Loans	156,000
Recorded Investment	5,256
Noncovered Consumer Loans [Member] | Consumer Installment [Member]
Summary of Loans Modified as TDRS
Number of Loans	1,840,000	1,547,000	1,568,000
Financing Receivable, Modifications, Recorded Investment	32,577	33,571	34,654
Unpaid Principal Balance	34,414	33,723	34,703
Summary of Loans Modified as TDRS Which Defaulted
Number of Loans	122,000
Recorded Investment	4,385
Noncovered Consumer Loans [Member] | Consumer Home Equity Lines Financing Receivable [Member]
Summary of Loans Modified as TDRS
Number of Loans	229,000	174,000	166,000
Financing Receivable, Modifications, Recorded Investment	6,922	4,763	4,413
Unpaid Principal Balance	7,202	4,763	4,412
Summary of Loans Modified as TDRS Which Defaulted
Recorded Investment	669
Noncovered Consumer Loans [Member] | Consumer Credit Card Financing Receivable [Member]
Summary of Loans Modified as TDRS
Number of Loans	426,000	496,000	529,000
Financing Receivable, Modifications, Recorded Investment	1,767	2,202	2,359
Unpaid Principal Balance	1,767	2,202	2,359
Summary of Loans Modified as TDRS Which Defaulted
Number of Loans	18,000
Recorded Investment	122
Noncovered Consumer Loans [Member] | Consumer Residential Mortgages Financing Receivable [Member]
Summary of Loans Modified as TDRS
Number of Loans	308,000	177,000	161,000
Financing Receivable, Modifications, Recorded Investment	24,569	17,398	16,316
Unpaid Principal Balance	26,805	18,913	17,698
Summary of Loans Modified as TDRS Which Defaulted
Recorded Investment	80
Consumer Home Equity Lines Financing Receivable [Member]
Summary of Loans Modified as TDRS Which Defaulted
Number of Loans	15,000
Covered Loans [Member]
Summary of Loans Modified as TDRS
Number of Loans	46,000	44,000	34,000
Financing Receivable, Modifications, Recorded Investment	71,997	77,420	59,630
Unpaid Principal Balance	106,464	105,006	78,101
Summary of Loans Modified as TDRS Which Defaulted
Number of Loans	0
Recorded Investment	0
Covered Loans [Member] | Commercial and Industrial Financing Receivable [Member]
Summary of Loans Modified as TDRS
Number of Loans	11,000	15,000	8,000
Financing Receivable, Modifications, Recorded Investment	5,278	7,578	7,287
Unpaid Principal Balance	6,216	10,812	10,901
Summary of Loans Modified as TDRS Which Defaulted
Number of Loans	0
Recorded Investment	0
Covered Loans [Member] | Commercial Real Estate [Member]
Summary of Loans Modified as TDRS
Number of Loans	25,000	21,000	15,000
Financing Receivable, Modifications, Recorded Investment	52,079	57,786	41,403
Unpaid Principal Balance	57,681	62,159	45,282
Summary of Loans Modified as TDRS Which Defaulted
Number of Loans	0
Recorded Investment	0
Covered Loans [Member] | Commercial Real Estate Construction Financing Receivable [Member]
Summary of Loans Modified as TDRS
Number of Loans	10,000	8,000	11,000
Financing Receivable, Modifications, Recorded Investment	14,640	12,056	10,940
Unpaid Principal Balance	42,567	32,035	21,918
Summary of Loans Modified as TDRS Which Defaulted
Number of Loans	0
Recorded Investment	0
Covered Loans [Member] | Consumer Home Equity Lines Financing Receivable [Member]
Summary of Loans Modified as TDRS
Number of Loans	30,000
Financing Receivable, Modifications, Recorded Investment	4,742
Unpaid Principal Balance	$ 4,774
Consumer Residential Mortgages Financing Receivable [Member]
Summary of Loans Modified as TDRS Which Defaulted
Number of Loans	1,000

XML

Mortgage Servicing Rights and Mortgage Servicing Activity (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended				9 Months Ended		12 Months Ended
	Sep. 30, 2012 months	Dec. 31, 2011	Sep. 30, 2011	Dec. 31, 2010	Sep. 30, 2012	Sep. 30, 2011	Dec. 31, 2011	Dec. 31, 2010	Mar. 31, 2011
Transfers and Servicing [Abstract]
Balance at beginning of period	$ 21,273	$ 20,781			$ 21,179	$ 21,317	$ 21,317		$ 21,094
Additions	1,408		798		4,597	2,660
Amortization	(1,390)		(1,111)		(4,485)	(3,196)
Balance at end of period	21,291	21,179	20,781	21,317	21,291	20,781	21,179	21,317	21,094
Valuation allowance at beginning of period	(4,078)	(3,488)	(3,989)	(350)			(3,539)	0
Recoveries	(590)		(3,639)		(539)	(3,989)	(3,500)
Valuation allowance at end of period	(4,078)	(3,488)	(3,989)	(350)			(3,539)	0
MSR Net Carrying Amount	17,213	17,600	16,792		17,213	16,792	17,600
Fair value at end of period	17,294				17,294				16,866
Changes in Key economics assumptions
Prepayment speed assumption (annual CPR)	17.50%
Decrease in fair value from 10% adverse change	921				921
Decrease in fair value from 25% adverse change	2,193				2,193
Discount rate assumption	9.70%
Decrease in fair value from 100 basis point adverse change	478				478
Decrease in fair value from 200 basis point adverse change	$ 926				$ 926
Expected weighted-average life (in months)	71.5

XML

Consolidated Balance Sheets (USD $) In Thousands, unless otherwise specified	Sep. 30, 2012		Dec. 31, 2011		Sep. 30, 2011
ASSETS
Cash and due from banks	$ 201,359		$ 219,256		$ 202,886
Interest-bearing deposits in banks	37,058		158,063		116,059
Total cash and cash equivalents	238,417		377,319		318,945
Investment securities
Held-to-maturity Securities	620,631		82,764		92,214
Available-for-sale	2,911,993		3,353,553		3,198,046
Other investments	140,730		140,726		160,793
Loans held for sale			30,077		39,340
Noncovered loans:
Commercial loans	5,511,678		5,107,747		5,018,857
Mortgage loans	439,062		413,664		397,309
Installment loans	1,321,081		1,263,665		1,271,327
Home equity loans	789,743		743,982		743,377
Credit card loans	143,918		146,356		142,710
Loans and Leases Receivable, Gross, Consumer, Lease Financing	110,938		73,530		57,992
Total noncovered loans	8,316,420	[1]	7,748,944	[1]	7,631,572	[1]
Allowance for noncovered loan losses	(98,942)		(107,699)		(109,187)
Net noncovered loans	8,217,478		7,641,245		7,522,385
Covered loans (includes loss share receivable of $131.9 million, $205.7 million and $220.5 million at September 30, 2012, December 31, 2011 and September 30, 2011, respectively.)	1,174,929	[2]	1,497,140		1,647,218	[2]
Allowance for covered loan losses	(43,644)		(36,417)		(34,603)
Net covered loans	1,131,285		1,460,723		1,612,615
Net loans	9,348,763		9,101,968		9,135,000
Premises and equipment, net	182,043		192,949		193,075
Goodwill	460,044		460,044		460,044
Intangible assets	6,817		8,239		8,782
Covered other real estate (includes loss share receivable of $0.1 million, $1.3 million and $3.5 million at September 30, 2012, December 31, 2011 and September 30, 2011, respectively)	56,795		54,505		61,890
Accrued interest receivable and other assets	645,070		639,558		1,020,149
Total assets	14,628,843		14,441,702		14,688,278
Deposits:
Noninterest bearing	3,231,500		3,030,225		2,971,555
Interest bearing	1,079,913		1,062,896		967,574
Savings and money market accounts	5,744,103		5,595,409		5,513,472
Certificates and other time deposits	1,476,910		1,743,079		1,943,520
Total deposits	11,532,426		11,431,609		11,396,121
Federal funds purchased and securities sold under agreements to repurchase	963,455		866,265		987,030
Wholesale borrowings	178,083		203,462		248,006
Accrued taxes, expenses, and other liabilities	330,175		374,413		486,467
Total liabilities	13,004,139		12,875,749		13,117,624
Shareholders' equity:
Preferred stock, without par value	0		0		0
Common stock, without par value; authorized 300,000,000 shares; issued: September 30, 2012, December 31, 2011 and September 30, 2011 - 115,121,731 shares	127,937		127,937		127,937
Capital surplus	473,781		479,882		478,738
Accumulated other comprehensive loss	(13,900)		(23,887)		(4,654)
Retained earnings	1,175,001		1,131,203		1,118,027
Treasury stock, at cost: September 30, 2012 -5,468,853 shares; December 31, 2011 - 5,870,923 shares; September 30, 2011 - 5,874,748 shares	(138,115)		(149,182)		(149,394)
Total shareholders' equity	1,624,704		1,565,953		1,570,654
Total liabilities and shareholders' equity	14,628,843		14,441,702		14,688,278
Series A preferred stock
Shareholders' equity:
Preferred stock, without par value	0		0		0
Convertible preferred stock Series B
Shareholders' equity:
Preferred stock, without par value	$ 0		$ 0		$ 0

[1] (a)Includes acquired, noncovered loans of $56.0 million, $113.2 million and $178.0 million as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively.

[2] Includes loss share receivable of $131.9 million, $205.7 million and $220.5 million as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively.

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Loans (Details 1) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011	Jun. 30, 2012	Dec. 31, 2011	Jun. 30, 2011	Dec. 31, 2010
Deteriorated Loans Transferred in [Abstract]
Certain Loans Acquired in Transfer Not Accounted for as Debt Securities, Accretable Yield, Accretion	$ 23,631	$ 31,120	$ 75,478	$ 101,244
Certain Loans Acquired in Transfer not Accounted for as Debt Securities Carrying Amount Accretion	23,631	31,120	75,478	101,244
Certain Loans Acquired in Transfer Not Accounted for as Debt Securities, Accretable Yield, Reclassifications from Nonaccretable Difference	6,008	27,160	30,814	67,118
Certain Loans Acquired in Transfer Not Accounted for as Debt Securities F D I C Payments Received under Loss Sharing Agreement	96,593	114,500	313,104	359,520
Certain Loans Acquired in Transfer Not Accounted for as Debt Securities, Accretable Yield, Disposals of Loans	1,929	1,057	4,048	2,018
Contractual Required Payments Receivable [Abstract]
Certain Loans Acquired in Transfer Not Accounted for as Debt Securities, Outstanding Balance	1,333,127	1,742,815	1,333,127	1,742,815		1,609,852
Certain Loans Acquired in Transfer, Nonaccretable Difference	(313,751)	(296,766)	(313,751)	(296,766)
Certain Loans Acquired in Transfer Not Accounted for as Debt Securities, Acquired During Period, Cash Flows Expected to be Collected at Acquisition	1,019,376	1,446,049	1,019,376	1,446,049
Certain Loans Acquired in Transfer, Accretable Yield	(128,024)	(191,508)	(128,024)	(191,508)
Certain Loans Acquired in Transfer Not Accounted for as Debt Securities, Accretable Yield	(128,024)	(191,508)	(128,024)	(191,508)	(147,576)	(176,736)	(196,525)	(227,652)
Certain Loans Acquired in Transfer Not Accounted for as Debt Securities, Carrying Amount, Net	$ 891,352	$ 1,254,541	$ 891,352	$ 1,254,541	$ 964,314	$ 1,128,978	$ 1,337,921	$ 1,512,817

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Consolidated Statements of Changes in Shareholders' Equity (Parenthetical) (USD $) In Thousands, except Per Share data, unless otherwise specified	9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011
Statement of Stockholders' Equity [Abstract]
Cash dividends - common stock	$ 0.48	$ 0.48
Nonvested (restricted) shares granted	588,765	576,138
Restricted Stock Activity	186,695	145,668
Deferred Compensation Trust	86,174	10,182

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Share-Based Compensation (Narrative) (Details) In Millions, unless otherwise specified	3 Months Ended
	Sep. 30, 2012	Sep. 30, 2011
Share-based Compensation [Abstract]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	1.8	3.3

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Restructuring (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Sep. 30, 2012	Jun. 30, 2012	Dec. 31, 2012
Restructuring Cost and Reserve [Line Items]
Restructuring and Related Cost, Expected Cost	$ 4,206		$ 0
Restructuring Reserve, Beginning Balance	1,443		1,443
Restructuring Reserve, Period Expense	453
Restructuring Reserve, Settled with Cash	(1,334)
Restructuring Reserve, Settled without Cash	0
Restructuring Reserve, Ending Balance	562
Professional Fees [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring and Related Cost, Expected Cost		5,200
Employee Severance [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring and Related Cost, Expected Cost		3,254	0
Restructuring Reserve, Beginning Balance	1,443		1,443
Restructuring Reserve, Period Expense	0
Restructuring Reserve, Settled with Cash	(1,128)
Restructuring Reserve, Settled without Cash	0
Restructuring Reserve, Ending Balance	315	1,443
Contract Termination [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring and Related Cost, Expected Cost	415		0
Restructuring Reserve, Beginning Balance	0		0
Restructuring Reserve, Period Expense	415
Restructuring Reserve, Settled with Cash	(168)
Restructuring Reserve, Settled without Cash	0
Restructuring Reserve, Ending Balance	247
Impairment of long lived assets [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring and Related Cost, Expected Cost	337		0
Restructuring Reserve, Beginning Balance	0		0
Restructuring Reserve, Period Expense	0
Restructuring Reserve, Settled with Cash	0
Restructuring Reserve, Settled without Cash	0
Restructuring Reserve, Ending Balance	0
Other restructuring costs [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring and Related Cost, Expected Cost	200		0
Restructuring Reserve, Beginning Balance	0		0
Restructuring Reserve, Period Expense	38
Restructuring Reserve, Settled with Cash	(38)
Restructuring Reserve, Settled without Cash	0
Restructuring Reserve, Ending Balance	$ 0

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Derivatives and Hedging Activities (Details Textual) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Sep. 30, 2012	Dec. 31, 2011	Sep. 30, 2011
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Term of Written Loan Commitments	60 days
Remaining Term on Swap Participation Agreements, Min	1 year
Remaining Term on Swap Participation Agreements, Max	7 years
Derivative Instruments, Maximum Exposure	$ 2.9
Collateral posted against derivative liabilities	$ 103.0	$ 107.0	$ 113.8

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Summary of Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2012

Basis of Presentation

Basis of Accounting

Basis of Presentation - FirstMerit Corporation (the “Parent Company”) is a bank holding company whose principal asset is the common stock of its wholly-owned subsidiary, FirstMerit Bank, N. A. (the “Bank”). The Parent Company’s other subsidiaries include Citizens Savings Corporation of Stark County, FirstMerit Capital Trust I, FirstMerit Community Development Corporation, FirstMerit Risk Management, Inc., and FMT, Inc. All significant intercompany balances and transactions have been eliminated in consolidation.

The accounting and reporting policies of FirstMerit Corporation and its subsidiaries (the “Corporation”) conform to generally accepted accounting principles in the United States of America (“U.S. GAAP”) and to general practices within the financial services industry.

The consolidated balance sheet at December 31, 2011 has been derived from the audited consolidated financial statements at that date. The accompanying unaudited interim financial statements reflect all adjustments (consisting only of normally recurring adjustments) that are, in the opinion of FirstMerit Corporation’s Management (“Management”), necessary for a fair statement of the results for the interim periods presented. Certain information and note disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been omitted in accordance with the rules of the Securities and Exchange Commission (“SEC”). The unaudited consolidated financial statements of the Corporation as of September 30, 2012 and 2011 are not necessarily indicative of the results that may be achieved for the full fiscal year or for any future period. These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes included in the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2011 (the “2011 Form 10-K”). Certain reclassifications of prior year’s amounts have been made to conform to the current year presentation. Such reclassifications had no effect on net earnings or equity.

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Business Combinations (Details) (USD $) In Thousands, unless otherwise specified	Dec. 31, 2012	Sep. 30, 2012	Dec. 31, 2011	Sep. 30, 2011	Mar. 31, 2011 Midwest Bank and Trust Company [Member]
ASSETS
Goodwill	$ 460,044	$ 460,044	$ 460,044	$ 460,044	$ 272,100

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Investment Securities (Tables)

9 Months Ended

Sep. 30, 2012

Investments, Debt and Equity Securities [Abstract]

Amortized cost and fair value for the major categories of held-to-maturity and available-for-sale securities

	September 30, 2012
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Securities available for sale
Debt Securities
U.S. government agency debentures	$	35,109	$	28	$	—		$	35,137
U.S. States and political subdivisions	241,436		17,003		(21		)	258,418
Residential mortgage-backed securities:
U.S. government agencies	1,216,671		61,160		—			1,277,831
Commercial mortgage-backed securities:
U.S. government agencies	15,434		233		—			15,667
Residential collateralized mortgage-backed securities:
U.S. government agencies	1,188,072		17,836		(383		)	1,205,525
Non-agency	12		—		—			12
Commercial collateralized mortgage-backed securities:
U.S. government agencies	66,316		2,349		—			68,665
Corporate debt securities	61,527		—		(14,034		)	47,493
Total debt securities	2,824,577		98,609		(14,438		)	2,908,748
Marketable equity securities	3,245		—		—			3,245
Total securities available for sale	$	2,827,822	$	98,609	$	(14,438	)	$	2,911,993
Securities held to maturity
Debt Securities
U.S. States and political subdivisions	$	262,091	$	6,946	$	(17	)	$	269,020
Commercial mortgage-backed securities:
U.S. government agency obligations	33,149		792		—			33,941
Residential collateralized mortgage-backed securities:
U.S. government agencies	129,265		396		—			129,661
Commercial collateralized mortgage obligations:
U.S. government agency obligations	98,961		1,054		—			100,015
Corporate debt securities	97,165		1,435		—			98,600
Total securities held to maturity	$	620,631	$	10,623	$	(17	)	$	631,237

	December 31, 2011
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Securities available for sale
Debt Securities
U.S. government agency debentures	$	122,711	$	358	$	—		$	123,069
U.S. States and political subdivisions	334,916		22,865		(50		)	357,731
Residential mortgage-backed securities:
U.S. government agencies	1,407,345		53,129		(131		)	1,460,343
Residential collateralized mortgage-backed securities:
U.S. government agencies	1,115,832		22,058		(55		)	1,137,835
Non-agency	43,225		82		—			43,307
Commercial collateralized mortgage-backed securities:
U.S. government agencies	127,624		1,648		(145		)	129,127
Corporate debt securities	115,947		276		(17,381		)	98,842
Total debt securities	3,267,600		100,416		(17,762		)	3,350,254
Marketable equity securities	3,299		—		—			3,299
Total securities available for sale	$	3,270,899	$	100,416	$	(17,762	)	$	3,353,553
Securities held to maturity
Debt Securities
U.S. States and political subdivisions	$	82,764	$	2,348	$	—		$	85,112
Total securities held to maturity	$	82,764	$	2,348	$	—		$	85,112

	September 30, 2011
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Securities available for sale
Debt Securities
U.S. government agency debentures	$	203,148	$	590	$	(20	)	$	203,718
U.S. States and political subdivisions	298,140		16,426		(125		)	314,441
Residential mortgage-backed securities:
U.S. government agencies	1,419,808		61,416		(2		)	1,481,222
Residential collateralized mortgage-backed securities:
U.S. government agencies	1,080,627		23,327		(45		)	1,103,909
Non-agency	44,715		139		—			44,854
Corporate debt securities	61,474		—		(15,287		)	46,187
Total debt securities	3,107,912		101,898		(15,479		)	3,194,331
Marketable equity securities	3,715		—		—			3,715
Total securities available for sale	$	3,111,627	$	101,898	$	(15,479	)	$	3,198,046
Securities held to maturity
Debt Securities
U.S. States and political subdivisions	$	92,214	$	2,707	$	—		$	94,921
Total securities held to maturity	$	92,214	$	2,707	$	—		$	94,921

Other investments

	September 30, 2012		December 31, 2011		September 30, 2011
FRB stock	$	21,045	$	21,003	$	20,804
FHLB stock	119,145		119,145		139,398
Other	540		578		591
Total other investments	$	140,730	$	140,726	$	160,793

Gross unrealized losses and fair value of securities

The following table presents the gross unrealized losses and fair value of securities in the securities available-for-sale portfolio by length of time that individual securities in each category had been in a continuous loss position.

	September 30, 2012
	Less than 12 months						12 months or longer						Total
	Fair Value		Unrealized Losses			Number of Impaired Securities	Fair Value		Unrealized Losses			Number of Impaired Securities	Fair Value		Unrealized Losses
Debt Securities
U.S. government agency debentures	$	—	$	—		—	$	—	$	—		—	$	—	$	—
U.S. States and political subdivisions	3,560		(21		)	8	—		—			—	3,560		(21		)
Residential mortgage-backed securities:
U.S. government agencies	—		—			—	14		—			1	14		—
Commercial mortgage-backed securities:
U.S. government agencies	—		—			—	—		—			—	—		—
Residential collateralized mortgage-backed securities:
U.S. government agencies	121,427		(379		)	8	1,581		(4		)	1	123,008		(383		)
U.S. non agencies	—		—			—	2		—			1	2		—
Commercial collateralized mortgage-backed securities:
U.S. government agencies	—		—			—	—		—			—	—		—
Corporate debt securities	—		—			—	47,493		(14,034		)	8	47,493		(14,034		)
Total temporarily impaired securities	$	124,987	$	(400	)	16	$	49,090	$	(14,038	)	11	$	174,077	$	(14,438	)

	December 31, 2011
	Less than 12 months						12 months or longer						Total
	Fair Value		Unrealized Losses			Number of Impaired Securities	Fair Value		Unrealized Losses			Number of Impaired Securities	Fair Value		Unrealized Losses
Debt Securities
U.S. States and political subdivisions	$	5,249	$	(50	)	6	$	—	$	—		—	$	5,249	$	(50	)
Residential mortgage-backed securities:
U.S. government agencies	40,020		(129		)	4	149		(2		)	1	40,169		(131		)
Residential collateralized mortgage-backed securities:
U.S. government agencies	48,003		(55		)	6	—		—			—	48,003		(55		)
Non-agency	—		—			—	2		—			1	2		—
Commercial collateralized mortgage-backed securities:
U.S. government agencies	30,227		(145		)	2	—		—			—	30,227		(145		)
Corporate debt securities	24,846		(127		)	8	44,234		(17,254		)	8	69,080		(17,381		)
Total temporarily impaired securities	$	148,345	$	(506	)	26	$	44,385	$	(17,256	)	10	$	192,730	$	(17,762	)

	September 30, 2011
	Less than 12 months						12 months or longer						Total
	Fair Value		Unrealized Losses			Number of Impaired Securities	Fair Value		Unrealized Losses			Number of Impaired Securities	Fair Value		Unrealized Losses
Debt Securities
U.S. government agency debentures	$	15,032	$	(20	)	1	$	—	$	—		—	$	15,032	$	(20	)
U.S. States and political subdivisions	16,180		(102		)	18	648		(23		)	1	16,828		(125		)
Residential mortgage-backed securities:
U.S. government agencies	—		—			—	174		(2		)	2	174		(2		)
Residential collateralized mortgage-backed securities:
U.S. government agencies	21,505		(45		)	3	—		—			—	21,505		(45		)
Corporate debt securities	—		—			—	46,187		(15,287		)	8	46,187		(15,287		)
Total temporarily impaired securities	$	52,717	$	(167	)	22	$	47,009	$	(15,312	)	11	$	99,726	$	(15,479	)

Proceeds and gross unrealized gains and losses on sales of available-for-sale securities

Gains or losses on the sales of available-for-sale securities are recognized upon sale and are determined using the specific identification method.

	Three Months Ended September 30,					Nine Months Ended September 30,
	2012		2011			2012		2011
Proceeds	$	29,735	$	179,133		$	190,813	$	182,781
Realized gains	553		4,473			1,361		5,418
Realized losses	—		(71		)	—		(127		)
Net securities gains	$	553	$	4,402		$	1,361	$	5,291

Contractual maturities and contractual yields of debt securities held-to-maturity and available-for-sale

Estimated lives on mortgage-backed securities may differ from contractual maturities as issuers may have the right to call or prepay obligations with or without call or prepayment penalties.

	U.S. Government agency debentures			U.S. States and political subdivisions obligations			Residential mortgage-backed securities - U.S govt. agency obligations			Commercial mortgage-backed securities - U.S govt. agency obligations			Residential collateralized mortgage obligations - U.S. govt. agency obligations			Residential collateralized mortgage obligations - non - U.S. govt. agency issued			Commercial collateralized mortgage obligations - U.S. govt. agency obligations			Corporate debt securities			Total			Weighted Average Yield
Securities Available for Sale
Remaining maturity:
One year or less	$	35,137		$	7,322		$	4,032		$	5,073		$	62,769		$	—		$	—		$	—		$	114,333		2.68	%
Over one year through five years	—			27,234			1,265,886			—			1,111,218			12			63,358			—			2,467,708			2.55	%
Over five years through ten years	—			177,836			7,913			10,594			31,538			—			5,307			—			233,188			4.74	%
Over ten years	—			46,026			—			—			—			—			—			47,493			93,519			2.74	%
Fair Value	$	35,137		$	258,418		$	1,277,831		$	15,667		$	1,205,525		$	12		$	68,665		$	47,493		$	2,908,748		2.74	%
Amortized Cost	$	35,109		$	241,436		$	1,216,671		$	15,434		$	1,188,072		$	12		$	66,316		$	61,527		$	2,824,577
Weighted-Average Yield	0.73		%	5.37		%	2.98		%	1.75		%	2.14		%	3.81		%	2.13		%	1.09		%	2.74		%
Weighted-Average Maturity	0.14			7.83			3.02			4.00			2.94			1.92			4.35			15.06			3.66
Securities Held to Maturity
Remaining maturity:
One year or less	$	—		$	45,126		$	—		$	—		$	—		$	—		$	—		$	—		$	45,126		1.61	%
Over one year through five years	—			15,116			—			—			129,661			—			21,160			33,529			199,466			2.17	%
Over five years through ten years	—			30,309			—			33,941			—			—			78,855			65,071			208,176			2.81	%
Over ten years	—			178,469			—			—			—			—			—			—			178,469			5.14	%
Fair Value	$	—		$	269,020		$	—		$	33,941		$	129,661		$	—		$	100,015		$	98,600		$	631,237		3.18	%
Amortized Cost	$	—		$	262,091		$	—		$	33,149		$	129,265		$	—		$	98,961		$	97,165		$	620,631
Weighted-Average Yield	—		%	5.10		%	—		%	1.42		%	1.89		%	—		%	2.91		%	2.23		%	3.18		%
Weighted-Average Maturity	—			13.48			—			6.03			2.70			—			6.86			5.29			7.35

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Fair Value Measurement (Details) (USD $)	3 Months Ended							9 Months Ended				12 Months Ended
	Sep. 30, 2012		Dec. 31, 2011		Sep. 30, 2011		Dec. 31, 2010	Sep. 30, 2012		Sep. 30, 2011		Dec. 31, 2011		Dec. 31, 2010	Jun. 30, 2012	Mar. 31, 2011
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Servicing Asset at Amortized Cost	$ 21,291,000		$ 21,179,000		$ 20,781,000		$ 21,317,000	$ 21,291,000		$ 20,781,000		$ 21,179,000		$ 21,317,000	$ 21,273,000	$ 21,094,000
Recurring Fair Value Measurements
Loans held for sale			30,077,000		39,340,000					39,340,000		30,077,000
Derivative Asset, Fair Value, Gross Asset	68,047,000		62,056,000		65,318,000			68,047,000		65,318,000		62,056,000
Derivative Liability, Fair Value, Gross Liability	84,938,000		86,106,000		89,657,000			84,938,000		89,657,000		86,106,000
Nonrecurring Fair Value Measurement [Abstract]
Mortgage servicing rights	17,294,000							17,294,000								16,866,000
Servicing Asset at Amortized Value, Valuation Allowance	(4,078,000)		(3,488,000)		(3,989,000)		(350,000)					(3,539,000)		0
Servicing Asset at Amortized Value, Recoveries	(590,000)				(3,639,000)			(539,000)		(3,989,000)		(3,500,000)
Impaired Financing Receivable, Related Allowance	8,444,000		7,080,000		6,671,000			8,444,000		6,671,000		7,080,000
Loss on Re-measurement of Foreclosed Assets, Fair Value Disclosure	100,000				1,000,000							5,400,000
Loss on Re-measurement of Covered Foreclosed Assets, Fair Value Disclosure	200,000				1,100,000							3,000,000
MSR Net Carrying Amount	17,213,000		17,600,000		16,792,000			17,213,000		16,792,000		17,600,000
Estimate of Fair Value, Fair Value Disclosure [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	2,911,993,000		3,353,553,000		3,198,046,000			2,911,993,000		3,198,046,000		3,353,553,000
Loans held for sale	17,540,000		30,077,000		39,340,000			17,540,000		39,340,000		30,077,000
Derivative assets	68,047,000		62,056,000		65,318,000			68,047,000		65,318,000		62,056,000
Derivative Asset, Fair Value, Gross Asset	68,047,000		62,101,000		65,318,000			68,047,000		65,318,000		62,101,000
Total assets at fair value on a recurring and nonrecurring basis	2,997,580,000	[1]	3,445,686,000	[2]	3,302,704,000	[3]		2,997,580,000	[1]	3,302,704,000	[3]	3,445,686,000	[2]
Derivative liabilities	84,938,000		86,106,000		89,657,000			84,938,000		89,657,000		86,106,000
Derivative Liability, Fair Value, Gross Liability	84,938,000		86,150,000		89,657,000			84,938,000		89,657,000		86,150,000
True-up liability	12,642,000		11,551,000		11,913,000			12,642,000		11,913,000		11,551,000
Total liabilities at fair value on a recurring basis	97,580,000	[1]	97,657,000	[2]	101,570,000	[3]		97,580,000	[1]	101,570,000	[3]	97,657,000	[2]
Estimate of Fair Value, Fair Value Disclosure [Member] | Nonrecurring [Member]
Recurring Fair Value Measurements
Total assets at fair value on a recurring and nonrecurring basis	82,332,000		97,282,000		114,019,000			82,332,000		114,019,000		97,282,000
Nonrecurring Fair Value Measurement [Abstract]
Mortgage servicing rights	17,294,000	[4]	17,749,000	[5]	16,866,000	[6]		17,294,000	[4]	16,866,000	[6]	17,749,000	[5]
Impaired loans	44,010,000	[7]	56,739,000	[8]	59,155,000	[9]		44,010,000	[7]	59,155,000	[9]	56,739,000	[8]
Other property	6,333,000	[10]	4,087,000	[11]	8,648,000	[12]		6,333,000	[10]	8,648,000	[12]	4,087,000	[11]
Other real estate covered by loss share	14,695,000	[13]	18,707,000	[14]	29,350,000	[15]		14,695,000	[13]	29,350,000	[15]	18,707,000	[14]
Recorded Investment on Collateral Dependent Impaired Loans	52,500,000		64,500,000		66,200,000			52,500,000		66,200,000		64,500,000
Impaired Financing Receivable, Related Allowance	(8,500,000)		(7,700,000)		(7,100,000)			(8,500,000)		(7,100,000)		(7,700,000)
Level 1 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	3,245,000		3,299,000		3,715,000			3,245,000		3,715,000		3,299,000
Loans held for sale	0		0		0			0		0		0
Derivative assets	0		0		0			0		0		0
Derivative Asset, Fair Value, Gross Asset	0		0		0			0		0		0
Total assets at fair value on a recurring and nonrecurring basis	3,245,000	[1]	3,299,000	[2]	3,715,000	[3]		3,245,000	[1]	3,715,000	[3]	3,299,000	[2]
Derivative liabilities	0		0		0			0		0		0
Derivative Liability, Fair Value, Gross Liability	0		0		0			0		0		0
True-up liability	0		0		0			0		0		0
Total liabilities at fair value on a recurring basis	0	[1]	0	[2]	0	[3]		0	[1]	0	[3]	0	[2]
Level 1 [Member] | Nonrecurring [Member]
Recurring Fair Value Measurements
Total assets at fair value on a recurring and nonrecurring basis	0		0		0			0		0		0
Nonrecurring Fair Value Measurement [Abstract]
Mortgage servicing rights	0	[4]	0	[5]	0	[6]		0	[4]	0	[6]	0	[5]
Impaired loans	0	[7]	0	[8]	0	[9]		0	[7]	0	[9]	0	[8]
Other property	0	[10]	0	[11]	0	[12]		0	[10]	0	[12]	0	[11]
Other real estate covered by loss share	0	[13]	0	[14]	0	[15]		0	[13]	0	[15]	0	[14]
Level 2 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	2,861,244,000		3,262,715,000		3,103,290,000			2,861,244,000		3,103,290,000		3,262,715,000
Loans held for sale	17,540,000		30,077,000		39,340,000			17,540,000		39,340,000		30,077,000
Derivative assets	68,047,000		62,101,000		65,318,000			68,047,000		65,318,000		62,101,000
Derivative Asset, Fair Value, Gross Asset	68,047,000		62,101,000		65,318,000			68,047,000		65,318,000		62,101,000
Total assets at fair value on a recurring and nonrecurring basis	2,946,831,000	[1]	3,354,893,000	[2]	3,207,948,000	[3]		2,946,831,000	[1]	3,207,948,000	[3]	3,354,893,000	[2]
Derivative liabilities	84,938,000		86,150,000		89,657,000			84,938,000		89,657,000		86,150,000
Derivative Liability, Fair Value, Gross Liability	84,938,000		86,150,000		89,657,000			84,938,000		89,657,000		86,150,000
True-up liability	0		0		0			0		0		0
Total liabilities at fair value on a recurring basis	84,938,000	[1]	86,150,000	[2]	89,657,000	[3]		84,938,000	[1]	89,657,000	[3]	86,150,000	[2]
Level 2 [Member] | Nonrecurring [Member]
Recurring Fair Value Measurements
Total assets at fair value on a recurring and nonrecurring basis	0		0		0			0		0		0
Nonrecurring Fair Value Measurement [Abstract]
Mortgage servicing rights	0	[4]	0	[5]	0	[6]		0	[4]	0	[6]	0	[5]
Impaired loans	0	[7]	0	[8]	0	[9]		0	[7]	0	[9]	0	[8]
Other property	0	[10]	0	[11]	0	[12]		0	[10]	0	[12]	0	[11]
Other real estate covered by loss share	0	[13]	0	[14]	0	[15]		0	[13]	0	[15]	0	[14]
Level 3 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	47,504,000		87,539,000		91,041,000			47,504,000		91,041,000		87,539,000
Loans held for sale	0		0		0			0		0		0
Derivative assets	0		0		0			0		0		0
Derivative Asset, Fair Value, Gross Asset	0		0		0			0		0		0
Total assets at fair value on a recurring and nonrecurring basis	47,504,000	[1]	87,539,000	[2]	91,041,000	[3]		47,504,000	[1]	91,041,000	[3]	87,539,000	[2]
Derivative liabilities	0		0		0			0		0		0
Derivative Liability, Fair Value, Gross Liability	0		0		0			0		0		0
True-up liability	12,642,000		11,551,000		11,913,000			12,642,000		11,913,000		11,551,000
Total liabilities at fair value on a recurring basis	12,642,000	[1]	11,551,000	[2]	11,913,000	[3]		12,642,000	[1]	11,913,000	[3]	11,551,000	[2]
Level 3 [Member] | Nonrecurring [Member]
Recurring Fair Value Measurements
Total assets at fair value on a recurring and nonrecurring basis	82,332,000		97,282,000		114,019,000			82,332,000		114,019,000		97,282,000
Nonrecurring Fair Value Measurement [Abstract]
Mortgage servicing rights	17,294,000	[4]	17,749,000					17,294,000	[4]			17,749,000				16,866,000
Impaired loans	44,010,000	[7]	56,739,000	[8]	59,155,000	[9]		44,010,000	[7]	59,155,000	[9]	56,739,000	[8]
Other property	6,333,000	[10]	4,087,000	[11]	8,648,000	[12]		6,333,000	[10]	8,648,000	[12]	4,087,000	[11]
Other real estate covered by loss share	14,695,000	[13]	18,707,000	[14]	29,350,000	[15]		14,695,000	[13]	29,350,000	[15]	18,707,000	[14]
Not Designated as Hedging Instrument [Member]
Recurring Fair Value Measurements
Derivative Asset, Fair Value, Gross Asset	68,047,000	[16]	62,101,000	[16]	65,318,000	[16]		68,047,000	[16]	65,318,000	[16]	62,101,000	[16]
Derivative Liability, Fair Value, Gross Liability	62,867,000	[17]	60,261,000	[17]	61,379,000	[17]		62,867,000	[17]	61,379,000	[17]	60,261,000	[17]
Interest Rate Swap [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | Recurring [Member]
Recurring Fair Value Measurements
Derivative assets	0		0		0			0		0		0
Derivative liabilities	22,071,000		25,889,000		28,278,000			22,071,000		28,278,000		25,889,000
Interest Rate Swap [Member] | Level 1 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Derivative assets	0		0		0			0		0		0
Derivative liabilities	0		0		0			0		0		0
Interest Rate Swap [Member] | Level 2 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Derivative assets	0		0		0			0		0		0
Derivative liabilities			25,889,000		28,278,000					28,278,000		25,889,000
Interest Rate Swap [Member] | Level 3 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Derivative assets	0		0		0			0		0		0
Derivative liabilities	0		0		0			0		0		0
Interest Rate Swap [Member] | Not Designated as Hedging Instrument [Member]
Recurring Fair Value Measurements
Derivative Asset, Fair Value, Gross Asset	62,796,000	[16]	58,875,000	[16]	61,299,000	[16]		62,796,000	[16]	61,299,000	[16]	58,875,000	[16]
Derivative Liability, Fair Value, Gross Liability	62,796,000	[17]	58,875,000	[17]	61,299,000	[17]		62,796,000	[17]	61,299,000	[17]	58,875,000	[17]
Interest Rate Swap [Member] | Not Designated as Hedging Instrument [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | Recurring [Member]
Recurring Fair Value Measurements
Derivative assets	62,796,000		58,875,000		61,299,000			62,796,000		61,299,000		58,875,000
Derivative liabilities	62,796,000		58,875,000		61,299,000			62,796,000		61,299,000		58,875,000
Interest Rate Swap [Member] | Not Designated as Hedging Instrument [Member] | Level 1 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Derivative assets	0		0		0			0		0		0
Derivative liabilities	0		0		0			0		0		0
Interest Rate Swap [Member] | Not Designated as Hedging Instrument [Member] | Level 2 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Derivative assets			58,875,000		61,299,000					61,299,000		58,875,000
Derivative Asset, Fair Value, Gross Asset	62,796,000							62,796,000
Derivative liabilities			58,875,000		61,299,000					61,299,000		58,875,000
Derivative Liability, Fair Value, Gross Liability	62,796,000							62,796,000
Interest Rate Swap [Member] | Not Designated as Hedging Instrument [Member] | Level 3 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Derivative assets	0		0		0			0		0		0
Derivative liabilities	0		0		0			0		0		0
Interest Rate Swap [Member] | Designated as Hedging Instrument [Member]
Recurring Fair Value Measurements
Derivative Asset, Fair Value, Gross Asset	0	[16]	0	[16]	0	[16]		0	[16]	0	[16]	0	[16]
Derivative Liability, Fair Value, Gross Liability	22,071,000	[17]	25,889,000	[17]	28,278,000	[17]		22,071,000	[17]	28,278,000	[17]	25,889,000	[17]
Mortgage Loan Commitments [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | Recurring [Member]
Recurring Fair Value Measurements
Derivative assets	7,394,000		4,959,000		5,525,000			7,394,000		5,525,000		4,959,000
Mortgage Loan Commitments [Member] | Level 1 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Derivative assets	0		0		0			0		0		0
Mortgage Loan Commitments [Member] | Level 2 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Derivative assets			4,959,000		5,525,000					5,525,000		4,959,000
Derivative Asset, Fair Value, Gross Asset	7,394,000							7,394,000
Mortgage Loan Commitments [Member] | Level 3 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Derivative assets	0		0		0			0		0		0
Mortgage Loan Commitments [Member] | Not Designated as Hedging Instrument [Member]
Recurring Fair Value Measurements
Derivative Asset, Fair Value, Gross Asset	7,394,000	[16]	4,959,000	[16]	5,525,000	[16]		7,394,000	[16]	5,525,000	[16]	4,959,000	[16]
Derivative Liability, Fair Value, Gross Liability	0	[17]	0	[17]	0	[17]		0	[17]	0	[17]	0	[17]
Forward Contracts [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | Recurring [Member]
Recurring Fair Value Measurements
Derivative assets	(2,223,000)		(1,798,000)		(1,591,000)			(2,223,000)		(1,591,000)		(1,798,000)
Forward Contracts [Member] | Level 1 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Derivative assets	0		0		0			0		0		0
Forward Contracts [Member] | Level 2 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Derivative assets			(1,798,000)		(1,591,000)					(1,591,000)		(1,798,000)
Derivative Asset, Fair Value, Gross Asset	(2,223,000)							(2,223,000)
Forward Contracts [Member] | Level 3 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Derivative assets	0		0		0			0		0		0
Forward Contracts [Member] | Not Designated as Hedging Instrument [Member]
Recurring Fair Value Measurements
Derivative Asset, Fair Value, Gross Asset	(2,223,000)	[16]	(1,798,000)	[16]	(1,591,000)	[16]		(2,223,000)	[16]	(1,591,000)	[16]	(1,798,000)	[16]
Derivative Liability, Fair Value, Gross Liability	0	[17]	0	[17]	0	[17]		0	[17]	0	[17]	0	[17]
Foreign Exchange [Member]
Recurring Fair Value Measurements
Derivative Liability, Fair Value, Gross Liability	71,000	[17]						71,000	[17]
Foreign Exchange [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | Recurring [Member]
Recurring Fair Value Measurements
Derivative assets	80,000		20,000		85,000			80,000		85,000		20,000
Derivative liabilities	71,000		18,000		80,000			71,000		80,000		18,000
Foreign Exchange [Member] | Level 1 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Derivative assets	0		0		0			0		0		0
Derivative liabilities	0		0		0			0		0		0
Foreign Exchange [Member] | Level 2 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Derivative assets			65,000		85,000					85,000		65,000
Derivative Asset, Fair Value, Gross Asset	80,000							80,000
Derivative liabilities			62,000		80,000					80,000		62,000
Derivative Liability, Fair Value, Gross Liability	71,000							71,000
Foreign Exchange [Member] | Level 3 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Derivative assets	0		0		0			0		0		0
Derivative liabilities	0		0		0			0		0		0
Foreign Exchange [Member] | Not Designated as Hedging Instrument [Member]
Recurring Fair Value Measurements
Derivative Asset, Fair Value, Gross Asset	80,000	[16]	65,000	[16]	85,000	[16]		80,000	[16]	85,000	[16]	65,000	[16]
Derivative Liability, Fair Value, Gross Liability			62,000	[17]	80,000	[17]				80,000	[17]	62,000	[17]
Other Contract [Member]
Recurring Fair Value Measurements
Derivative Liability, Fair Value, Gross Liability	0	[17]						0	[17]
Other Contract [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | Recurring [Member]
Recurring Fair Value Measurements
Derivative liabilities			1,324,000		0					0		1,324,000
Other Contract [Member] | Level 1 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Derivative liabilities			0		0					0		0
Other Contract [Member] | Level 2 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Derivative liabilities			1,324,000		0					0		1,324,000
Other Contract [Member] | Level 3 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Derivative liabilities			0		0					0		0
Other Contract [Member] | Not Designated as Hedging Instrument [Member]
Recurring Fair Value Measurements
Derivative Asset, Fair Value, Gross Asset	0	[16]	0	[16]	0	[16]		0	[16]	0	[16]	0	[16]
Derivative Liability, Fair Value, Gross Liability			1,324,000	[17]	0	[17]				0	[17]	1,324,000	[17]
Money Market Funds [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	3,245,000		3,299,000		3,715,000			3,245,000		3,715,000		3,299,000
Money Market Funds [Member] | Level 1 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	3,245,000		3,299,000		3,715,000			3,245,000		3,715,000		3,299,000
Money Market Funds [Member] | Level 2 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	0		0		0			0		0		0
Money Market Funds [Member] | Level 3 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	0		0		0			0		0		0
US Government Agency Debentures [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	35,137,000		123,069,000		203,718,000			35,137,000		203,718,000		123,069,000
US Government Agency Debentures [Member] | Level 1 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	0		0		0			0		0		0
US Government Agency Debentures [Member] | Level 2 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	35,137,000		123,069,000		203,718,000			35,137,000		203,718,000		123,069,000
US Government Agency Debentures [Member] | Level 3 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	0		0		0			0		0		0
US States and Political Subdivisions Debt Securities [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	258,418,000		357,731,000		314,441,000			258,418,000		314,441,000		357,731,000
US States and Political Subdivisions Debt Securities [Member] | Level 1 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	0		0		0			0		0		0
US States and Political Subdivisions Debt Securities [Member] | Level 2 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	258,418,000		357,731,000		314,441,000			258,418,000		314,441,000		357,731,000
US States and Political Subdivisions Debt Securities [Member] | Level 3 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	0		0		0			0		0		0
Residential Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	1,277,831,000		1,460,343,000		1,481,222,000			1,277,831,000		1,481,222,000		1,460,343,000
Residential Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member] | Level 1 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	0		0		0			0		0		0
Residential Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member] | Level 2 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	1,277,831,000		1,460,343,000		1,481,222,000			1,277,831,000		1,481,222,000		1,460,343,000
Residential Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member] | Level 3 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	0		0		0			0		0		0
Commercial Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	15,667,000							15,667,000
Commercial Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member] | Level 1 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	0							0
Commercial Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member] | Level 2 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	15,667,000							15,667,000
Commercial Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member] | Level 3 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	0							0
Residential Collateralized Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	1,205,525,000		1,137,835,000		1,103,906,000			1,205,525,000		1,103,906,000		1,137,835,000
Residential Collateralized Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member] | Level 1 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	0		0		0			0		0		0
Residential Collateralized Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member] | Level 2 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	1,205,525,000		1,137,835,000		1,103,906,000			1,205,525,000		1,103,906,000		1,137,835,000
Residential Collateralized Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member] | Level 3 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	0		0		0			0		0		0
Residential Collateralized Mortgage Backed Securities Issued by Non Agency [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	12,000		43,307,000		44,857,000			12,000		44,857,000		43,307,000
Residential Collateralized Mortgage Backed Securities Issued by Non Agency [Member] | Level 1 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	0		0		0			0		0		0
Residential Collateralized Mortgage Backed Securities Issued by Non Agency [Member] | Level 2 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	1,000		2,000		3,000			1,000		3,000		2,000
Residential Collateralized Mortgage Backed Securities Issued by Non Agency [Member] | Level 3 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	11,000		43,305,000		44,854,000			11,000		44,854,000		43,305,000
Commercial Collateralized Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	68,665,000		129,127,000		0			68,665,000		0		129,127,000
Commercial Collateralized Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member] | Level 1 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	0		0		0			0		0		0
Commercial Collateralized Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member] | Level 2 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	68,665,000		129,127,000		0			68,665,000		0		129,127,000
Commercial Collateralized Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member] | Level 3 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	0		0		0			0		0		0
Corporate Debt Securities [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	47,493,000		98,842,000		46,187,000			47,493,000		46,187,000		98,842,000
Corporate Debt Securities [Member] | Level 1 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	0		0		0			0		0		0
Corporate Debt Securities [Member] | Level 2 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	0		54,608,000		0			0		0		54,608,000
Corporate Debt Securities [Member] | Level 3 [Member] | Recurring [Member]
Recurring Fair Value Measurements
Available for sale securities	$ 47,493,000		$ 44,234,000		$ 46,187,000			$ 47,493,000		$ 46,187,000		$ 44,234,000

[1] There were no transfers between levels 1 and 2 of the fair value hierarchy during the quarter ended September 30, 2012.

[2] There were no transfers between levels 1 and 2 of the fair value hierarchy during the quarter ended December 31, 2011.

[3] There were no transfers between levels 1 and 2 of the fair value hierarchy during the quarter ended September 30, 2011.

[4] with a recorded investment of $21.3 million were reduced by a specific valuation allowance totaling $4.1 million to a reported carrying value of $17.3 million resulting in recognition of $0.6 million in expense included in loans sales and servicing income in the quarter ended September 30, 2012.

[5] s with a recorded investment of $21.2 million were reduced by a specific valuation allowance totaling $3.5 million to a reported carrying value of $17.6 million resulting in the recognition of an impairment charge of $3.5 million in the year ended December 31, 2011.

[6] ecorded at carrying value of $16.8 million as of September 30, 2011.

[7] Collateral dependent impaired loans with a recorded investment of $52.5 million were reduced by specific valuation allowance allocations totaling $8.5 million to a reported net carrying value of $44.0 million.

[8] Collateral dependent impaired loans with a recorded investment of $64.5 million were reduced by specific valuation allowance allocations totaling $7.7 million to a reported net carrying value of $56.7 million.

[9] Collateral dependent impaired loans with a recorded investment of $66.2 million were reduced by specific valuation allowance allocations totaling $7.1 million to a reported net carrying value of $59.2 million.

[10] Amounts do not include assets held at cost at September 30, 2012. During the quarter ended September 30, 2012, the re-measurement of foreclosed assets at fair value subsequent to initial recognition resulted in losses of $0.1 million included in noninterest expense.

[11] Amounts do not include assets held at cost at December 31, 2011. During the year ended December 31, 2011, the re-measurement of foreclosed assets at fair value subsequent to initial recognition resulted in losses of $5.4 million included in noninterest expense.

[12] Amounts do not include assets held at cost at September 30, 2011. During the quarter ended September 30, 2011, the re-measurement of foreclosed assets at fair value subsequent to initial recognition resulted in losses of $1.0 million included in noninterest expense.

[13] Amounts do not include assets held at cost at September 30, 2012. During the quarter ended September 30, 2012, the re-measurement of covered foreclosed assets at fair value subsequent to initial recognition resulted in losses $0.2 million included in noninterest expense.

[14] Amounts do not include assets held at cost at December 31, 2011. During the year ended December 31, 2011, the re-measurement of covered foreclosed assets at fair value subsequent to initial recognition resulted in losses of $3.0 million included in noninterest expense.

[15] Amounts do not include assets held at cost at September 30, 2011. During the quarter ended September 30, 2011, the re-measurement of covered foreclosed assets at fair value subsequent to initial recognition resulted in losses of $1.1 million included in noninterest expense.

[16] Included in Other Assets on the Consolidated Balance Sheets

[17] Included in Other Liabilities on the Consolidated Balance Sheets

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Consolidated Statements of Cash Flows (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011
Operating Activities
Net income	$ 95,882	$ 89,060
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for loan losses	42,436	59,340
Depreciation and amortization	17,307	17,016
Benefit attributable to FDIC loss share	12,601	31,078
Accretion of acquired loans	(62,191)	(91,872)
Accretion income for lease financing	(2,168)	(1,928)
Amortization and accretion of investment securities, net
Amortization of Debt Discount (Premium)	11,352	11,129
Held to maturity amort	1,239	25
Gains on sales and calls of available-for-sale investment securities, net	(1,361)	(5,291)
Originations of loans held for sale	(575,972)	(322,760)
Proceeds from sales of loans, primarily mortgage loans sold in the secondary markets	596,412	329,967
Gains on sales of loans, net	(7,903)	(5,208)
Amortization of Intangible Assets	1,422	1,629
Net change in assets and liabilities
Interest receivable	(1,375)	(195)
Interest payable	(1,117)	(1,934)
Prepaid assets	2,420	(5,989)
Bank owned life insurance	(9,073)	(7,378)
Employee pension liability	(258)	(2,287)
Other assets and liabilities	3,888	(1,501)
NET CASH PROVIDED BY OPERATING ACTIVITIES	123,541	92,901
Proceeds from sales of securities
Available for sale	190,813	182,781
Proceeds from prepayments, calls, and maturities
Available for sale	611,382	778,697
Held to maturity	42,409	18,901
Other	0	12
Purchases of securities
Available for sale	(878,624)	(1,338,279)
Held to maturity	(98,893)	(51,151)
Other	(42)	(79)
Net decrease (increase) in loans and leases	(241,290)	(81,096)
Purchases of premises and equipment	(6,401)	(12,225)
NET CASH PROVIDED (USED) BY INVESTING ACTIVITIES	(380,646)	(502,439)
Financing Activities
Net increase in demand accounts	218,292	280,175
Net increase in savings and money market accounts	148,694	701,689
Net decrease in certificates and other time deposits	(266,169)	(853,748)
Net (decrease) increase in securities sold under agreements to repurchase	97,190	209,445
Net decrease in wholesale borrowings	(25,379)	(78,001)
Cash dividends - common	(52,084)	(51,933)
Restricted stock activity	(2,341)	(2,257)
NET CASH (USED) PROVIDED BY FINANCING ACTIVITIES	118,203	205,370
Increase (decrease) in cash and cash equivalents	(138,902)	(204,168)
Cash and cash equivalents at beginning of period	377,319	523,113
Cash and cash equivalents at end of period	238,417	318,945
Cash paid during period for:
Interest, net of amounts capitalized	27,462	43,055
Federal income taxes	$ 43,421	$ 7,915

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Consolidated Balance Sheets (Parentheticals) (USD $)	Sep. 30, 2012	Dec. 31, 2011	Sep. 30, 2011
Covered Loans Loss Share Receivable	$ 131,872,000	$ 205,664,000	$ 220,471,000
Other Assets, Noncurrent	$ 100,000	$ 1,300,000	$ 3,500,000
Common Stock, No Par Value	$ 0	$ 0	$ 0
Common Stock, Shares Authorized	300,000,000	300,000,000	300,000,000
Common Stock, Shares, Issued	115,121,731	115,121,731	115,121,731
Preferred Stock, No Par Value	$ 0	$ 0	$ 0
Preferred Stock, Shares Authorized	7,000,000	7,000,000	7,000,000
Preferred Stock, Shares Subscribed but Unissued	7,000,000	7,000,000	7,000,000
Treasury Stock, Shares	5,468,853	5,870,923	5,874,748
Series A Preferred Stock [Member]
Preferred Stock, No Par Value	$ 0	$ 0	$ 0
Preferred Stock, Shares Authorized	800,000	800,000	800,000
Preferred Stock, Shares Outstanding	0	0	0
Series B Preferred Stock [Member]
Preferred Stock, No Par Value	$ 0	$ 0	$ 0
Preferred Stock, Shares Authorized	220,000	220,000	220,000
Preferred Stock, Shares Outstanding	0	0	0

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Segment Information

9 Months Ended

Sep. 30, 2012

Segment Reporting [Abstract]

Segment Information

Management monitors the Corporation’s results by an internal performance measurement system, which provides lines of business results and key performance measures. The profitability measurement system is based on internal Management methodologies designed to produce consistent results and reflect the underlying economics of the businesses. The development and application of these methodologies is a dynamic process. Accordingly, these measurement tools and assumptions may be revised periodically to reflect methodological, product, and/or management organizational changes. Further, these tools measure financial results that support the strategic objectives and internal organizational structure of the Corporation. Consequently, the information presented is not necessarily comparable with similar information for other financial institutions.

A description of each line of business, selected financial performance, and the methodologies used to measure financial performance are presented below.

•Commercial – The commercial line of business provides a full range of lending, depository, and related financial services to middle-market corporate, industrial, financial, business banking (formerly known as small business), public entities and leasing clients. Commercial also includes personal business from commercial loan clients in coordination with the Wealth Management segment. Products and services offered include commercial term loans, revolving credit arrangements, asset-based lending, leasing, commercial mortgages, real estate construction lending, letters of credit, cash management services and other depository products.

•Retail – The retail line of business includes consumer lending and deposit gathering, residential mortgage loan origination and servicing, and branch-based small business banking (formerly known as the “micro business” line). Retail offers a variety of retail financial products and services including consumer direct and indirect installment loans, debit and credit cards, debit gift cards, residential mortgage loans, home equity loans and lines of credit, deposit products, fixed and variable annuities and ATM network services. Deposit products include checking, savings, money market accounts and certificates of deposit.

•Wealth – The wealth line of business offers a broad array of asset management, private banking, financial planning, estate settlement and administration, credit and deposit products and services. Trust and investment services include personal trust and planning, investment management, estate settlement and administration services. Retirement plan services focus on investment management and fiduciary activities. Brokerage and insurance delivers retail mutual funds, other securities, variable and fixed annuities, personal disability and life insurance products and brokerage services. Private banking provides credit, deposit and asset management solutions for affluent clients.

•Other – The other line of business includes activities that are not directly attributable to one of the three principal lines of business. Included in the Other category are the parent company, eliminations companies, community development operations, the treasury group, which includes the securities portfolio, wholesale funding and asset liability management activities, and the economic impact of certain assets, capital and support function not specifically identifiable with the three primary lines of business.

The accounting policies of the lines of businesses are the same as those of the Corporation described in Note 1 (Summary of Significant Accounting Policies) to the 2011 Form 10-K. Funds transfer pricing is used in the determination of net interest income by assigning a cost for funds used or credit for funds provided to assets and liabilities within each business unit. Assets and liabilities are match-funded based on their maturity, prepayment and/or re-pricing characteristics. As a result, the three primary lines of business are generally insulated from changes in interest rates. Changes in net interest income due to changes in rates are reported in Other by the treasury group. Capital has been allocated on an economic risk basis. Loans and lines of credit have been allocated capital based upon their respective credit risk. Asset management holdings in the Wealth segment have been allocated capital based upon their respective market risk related to assets under management. Normal business operating risk has been allocated to each line of business by the level of noninterest expense. Mismatch between asset and liability cash flow as well as interest rate risk for mortgage servicing rights and the origination business franchise value have been allocated capital based upon their respective asset/liability management risk. The provision for loan loss is allocated based upon the actual net charge-offs of each respective line of business, adjusted for loan growth and changes in risk profile. Noninterest income and expenses directly attributable to a line of business are assigned to that line of business. Expenses for centrally provided services are allocated to the business line by various activity based cost formulas.

	Commercial				Retail				Wealth						Other						Consolidated
September 30, 2012	3rd Qtr		YTD		3rd Qtr		YTD		3rd Qtr			YTD			3rd Qtr			YTD			3rd Qtr		YTD
OPERATIONS:
Net interest income (loss)	$	65,446	$	193,776	$	51,181	$	158,745	$	4,223		$	13,412		$	(2,960	)	$	(10,333	)	$	117,890	$	355,600
Provision for loan losses	10,401		22,970		1,194		5,459		(519		)	(318		)	5,103			14,325			16,179		42,436
Other income	15,247		47,603		26,783		76,226		8,528			24,987			4,367			13,136			54,925		161,952
Other expenses	39,595		123,074		53,788		169,618		9,711			29,718			5,493			19,022			108,587		341,432
Net income (loss)	19,954		61,967		14,939		38,931		2,313			5,849			(2,253		)	(10,865		)	34,953		95,882
AVERAGES:
Assets	$	6,466,355	$	6,386,617	$	2,960,336	$	2,929,911	$	242,539		$	238,899		$	5,064,786		$	5,041,099		$	14,734,016	$	14,596,526

	Commercial				Retail				Wealth				Other						Consolidated
September 30, 2011	3rd Qtr		YTD		3rd Qtr		YTD		3rd Qtr		YTD		3rd Qtr			YTD			3rd Qtr		YTD
OPERATIONS:
Net interest income (loss)	$	65,998	$	198,197	$	56,705	$	168,718	$	4,568	$	14,205	$	(7,879	)	$	(22,461	)	$	119,392	$	358,659
Provision for loan losses	4,546		29,653		5,249		17,715		1,261		2,587		8,316			9,385			19,372		59,340
Other income	16,219		43,632		28,333		78,309		7,784		24,066		8,436			19,012			60,772		165,019
Other expenses	36,745		110,073		57,567		177,201		10,004		30,363		11,641			22,833			115,957		340,470
Net income (loss)	40,644		100,519		20,464		45,779		1,199		5,420		(30,570		)	(62,658		)	31,737		89,060
AVERAGES:
Assets	$	6,258,625	$	6,162,742	$	2,925,345	$	2,937,888	$	237,638	$	240,919	$	5,189,020		$	5,110,001		$	14,610,628	$	14,451,550

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Document and Entity Information Document In Thousands, unless otherwise specified	9 Months Ended
	Sep. 30, 2012	Oct. 29, 2012
Entity Information [Line Items]
Entity Registrant Name	FIRSTMERIT CORP /OH/
Entity Central Index Key	0000354869
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Document Type	10-Q
Document Period End Date	Sep. 30, 2012
Document Fiscal Year Focus	2012
Document Fiscal Period Focus	Q3
Amendment Flag	false
Entity Common Stock, Shares Outstanding		109,652,246

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Benefit Plans

9 Months Ended

Sep. 30, 2012

Compensation and Retirement Disclosure [Abstract]

Benefit Plans

The Corporation sponsors several qualified and nonqualified pension and other postretirement plans for certain of its employees. The net periodic pension cost is based on estimated values provided by an outside actuary. The components of net periodic benefit cost are as follows:

	Pension Benefits
	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Components of Net Periodic Pension Cost
Service Cost	$	1,799		$	1,531		$	5,397		$	4,593
Interest Cost	2,965			2,860			8,895			8,580
Expected return on assets	(3,034		)	(3,328		)	(9,102		)	(9,984		)
Amortization of unrecognized prior service costs	97			98			291			294
Cumulative net loss	2,593			1,780			7,779			5,340
Net periodic pension cost	$	4,420		$	2,941		$	13,260		$	8,823

	Postretirement Benefits
	Three Months Ended September 30,					Nine Months Ended September 30,
	2012			2011		2012			2011
Components of Net Periodic Postretirement Cost
Service Cost	$	19		$	14	$	57		$	42
Interest Cost	174			221		522			663
Amortization of unrecognized prior service costs	(117		)	—		(351		)	—
Cumulative net loss	72			28		216			84
Net periodic postretirement cost	$	148		$	263	$	444		$	789

Management contributed $10.0 million to the qualified pension plan in the quarter ended September 30, 2012.

The Corporation also maintains a savings plan under Section 401(k) of the Internal Revenue Code of 1986, as amended, covering substantially all full-time and part-time employees beginning in the quarter following three months of continuous employment. The savings plan was approved for non-vested employees in the defined benefit pension plan and new hires as of January 1, 2007. Effective January 1, 2009, the Corporation suspended its matching contribution to the savings plan. Effective April 1, 2011, the Corporation reinstated its matching contribution to $.50 for each $1.00 up to 1% of an employee’s qualifying salary. Matching contributions vest in accordance with plan specifications.

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Consolidated Statements of Income and Comprehensive Income (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011
Interest income:
Loans and loans held for sale	$ 103,005	$ 108,417	$ 309,213	$ 330,877
Investment securities:
Taxable	20,633	21,949	64,834	65,610
Tax-exempt	3,844	3,189	11,270	9,521
Total investment securities interest	24,477	25,138	76,104	75,131
Total interest income	127,482	133,555	385,317	406,008
Deposits:
Demand-interest bearing	243	218	726	579
Savings and money market accounts	5,166	6,929	15,302	22,172
Certificates and other time deposits	2,743	4,370	9,436	16,803
Securities sold under agreements to repurchase	310	977	854	2,832
Wholesale borrowings	1,130	1,669	3,399	4,963
Total interest expense	9,592	14,163	29,717	47,349
Net interest income	117,890	119,392	355,600	358,659
Provision for noncovered loan losses	9,965	14,604	26,860	41,760
Provision for covered loan losses	6,214	4,768	15,576	17,580
Net interest income after provision for loan losses	101,711	100,020	313,164	299,319
Other income:
Trust department income	6,124	5,607	17,481	16,983
Service charges on deposits	14,603	17,838	43,490	48,460
Credit card fees	11,006	13,640	32,402	39,357
ATM and other service fees	3,680	3,801	11,360	9,781
Bank owned life insurance income	3,094	3,182	9,073	11,439
Investment services and insurance	2,208	1,965	6,843	6,384
Investment securities gains, net	553	4,402	1,361	5,291
Loan sales and servicing income	7,255	3,426	19,085	9,102
Other operating income	6,402	6,911	20,857	18,222
Total other income	54,925	60,772	161,952	165,019
Other expenses:
Salaries, wages, pension and employee benefits	58,061	61,232	183,632	177,815
Net occupancy expense	8,077	8,464	24,640	25,144
Equipment expense	7,143	7,073	21,845	20,725
Stationery, supplies and postage	2,210	2,517	6,638	7,972
Bankcard, loan processing and other costs	8,424	8,449	24,935	24,278
Professional services	4,702	5,732	17,361	17,466
Amortization of intangibles	456	543	1,422	1,629
FDIC expense	1,832	3,240	9,015	12,187
Other operating expense	17,682	18,707	51,944	53,254
Total other expenses	108,587	115,957	341,432	340,470
Income before income tax expense	48,049	44,835	133,684	123,868
Income tax expense	13,096	13,098	37,802	34,808
Net income	34,953	31,737	95,882	89,060
Other comprehensive income (loss), net of taxes:
Changes in unreaized securities' holding gains and losses	4,884	7,353	10,872	24,889
Reclassification for realized securities' gains	(359)	(2,862)	(885)	(3,440)
Total other comprehensive gain (loss), net of taxes	4,525	4,491	9,987	21,449
Comprehensive income	39,478	36,228	105,869	110,509
Net income available to common shareholders	34,953	31,737	95,882	89,060
Net income used in diluted EPS calculation	$ 34,953	$ 31,737	$ 95,882	$ 89,060
Weighted average number of common shares outstanding - basic	109,645	109,245	109,473	109,052
Average common shares outstanding	109,645	109,246	109,473	109,053
Basic earnings per common share (in dollars per share)	$ 0.32	$ 0.29	$ 0.88	$ 0.82
Diluted earnings per common share (in dollars per share)	$ 0.32	$ 0.29	$ 0.88	$ 0.82
Dividend per common share (in dollars per share)	$ 0.16	$ 0.16	$ 0.48	$ 0.48
Non stock options [Member]
Other comprehensive income (loss), net of taxes:
Average common shares outstanding			109,473	109,053

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Loans

9 Months Ended

Sep. 30, 2012

Receivables [Abstract]

Loans and Allowance for Loan Losses

Total noncovered and covered loans outstanding as of September 30, 2012, December 31, 2011 and September 30, 2011 were as follows:

	September 30, 2012			December 31, 2011			September 30, 2011
Commercial	$	5,511,678		$	5,107,747		$	5,018,857
Residential mortgage	439,062			413,664			397,309
Installment	1,321,081			1,263,665			1,271,327
Home equity	789,743			743,982			743,377
Credit card	143,918			146,356			142,710
Leases	110,938			73,530			57,992
Total noncovered loans (a)	8,316,420			7,748,944			7,631,572
Allowance for noncovered loan losses	(98,942		)	(107,699		)	(109,187		)
Net noncovered loans	8,217,478			7,641,245			7,522,385
Covered loans (b)	1,174,929			1,497,140			1,647,218
Allowance for covered loan losses	(43,644		)	(36,417		)	(34,603		)
Net covered loans	1,131,285			1,460,723			1,612,615
Net loans	$	9,348,763		$	9,101,968		$	9,135,000

(a) Includes acquired, noncovered loans of $56.0 million, $113.2 million and $178.0 million as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively.

(b) Includes loss share receivable of $131.9 million, $205.7 million and $220.5 million as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively.

Originated loans are presented net of deferred loan origination fees and costs, which amounted to $5.8 million, $6.0 million and $5.8 million at September 30, 2012, December 31, 2011 and September 30, 2011, respectively. Acquired loans, including covered loans, are recorded at fair value as of the date of purchase with no allowance for loan loss. As discussed in Note 3 (Business Combinations), the Bank acquired loans with a fair value of $275.6 million on February 19, 2010 in its acquisition of the First Bank branches, and $177.8 million on February 19, 2010 and $1.8 billion on May 14, 2010 in conjunction with the FDIC-assisted acquisitions of George Washington and Midwest, respectively. The loans that were acquired in these FDIC-assisted transactions are covered by loss sharing agreements that afford the Bank significant loss protection. Loans covered under loss sharing agreements, including the amounts of expected reimbursements from the FDIC under these agreements, are reported as covered loans in the accompanying consolidated balance sheets. Changes in the loss share receivable associated with covered loans for the three and nine months endedSeptember 30, 2012 and 2011 were as follows:

	Three Months Ended						Nine Months Ended
	September 30, 2012			September 30, 2011			September 30, 2012			September 30, 2011
Balance at beginning of period	$	152,615		$	239,424		$	205,664		$	288,605
Accretion	(8,401		)	(9,322		)	(26,935		)	(30,821		)
Increase due to impairment	1,484			8,224			12,601			31,077
FDIC reimbursement	(12,597		)	(14,493		)	(50,678		)	(62,895		)
Covered loans paid in full	(1,229		)	(3,362		)	(8,780		)	(5,495		)
Balance at end of the period	$	131,872		$	220,471		$	131,872		$	220,471

Acquired Loans

The Corporation evaluates acquired loans for impairment in accordance with the provisions of ASC 310-30, Loans and Debt Securities Acquired with Deteriorated Credit Quality (“ASC 310-30”). Acquired loans are considered impaired if there is evidence of credit deterioration since origination and if it is probable that not all contractually required payments will be collected. Acquired impaired loans are not classified as nonperforming assets as the loans are considered to be performing under ASC 310-30.

All loans acquired in the First Bank acquisition were performing as of the date of acquisition. The difference between the fair value and the outstanding principal balance of the First Bank acquired loans is being accreted to interest income over the remaining term of the loans.

The Corporation has elected to account for all loans acquired in the George Washington and Midwest acquisitions under ASC 310-30 (“Acquired Impaired Loans”) except for $162.6 million of acquired loans with revolving privileges, which are outside the scope of this guidance and which are being accounted for in accordance with ASC 310 (“Acquired Non-Impaired Loans”). The outstanding balance, including contractual principal, interest, fees and penalties, of all covered loans accounted for in accordance with ASC 310-30 was $1.3 billion, $1.6 billion and $1.7 billion as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively.

Over the life of the loans acquired and considered to be impaired under ASC 310-30, the Corporation evaluates the remaining contractual required payments receivable and estimates cash flows expected to be collected, considering the impact of prepayments. The excess of an acquired impaired loan's contractually required payments over the amount of its undiscounted cash flows expected to be collected is referred to as the nonaccretable difference. The nonaccretable difference, which is neither accreted into income nor recorded on our consolidated balance sheet, reflects estimated future credit losses and uncollectible contractual interest expected to be incurred over the life of the acquired impaired loan. The excess of cash flows expected to be collected over the carrying amount of the acquired impaired loans is referred to as the accretable yield. This amount is accreted into interest income over the remaining life of the acquired impaired loans or pools using the level yield method. The accretable yield is affected by changes in interest rate indices for variable rate loans, changes in prepayment speed assumptions and changes in expected principal and interest payments over the estimated lives of the acquired impaired loans.

The contractually required payments receivable represents the total undiscounted amount of all uncollected principal and interest payments. Contractually required payments receivable may increase or decrease for a variety of reasons, for example, when the contractual terms of the loan agreement are modified, when interest rates on variable rate loans change, or when principal and/or interest payments are received.

Cash flows expected to be collected on acquired impaired loans are estimated by incorporating several key assumptions similar to the initial estimate of fair value. These key assumptions include probability of default, loss given default, and the amount of actual prepayments after the acquisition dates. Prepayments affect the estimated life of loans and could change the amount of interest income, and possibly principal, expected to be collected. In reforecasting future estimated cash flows, credit loss expectations are adjusted as necessary. These adjustments are based, in part, on actual loss severities recognized for each loan type, as well as changes in the probability of default. For periods in which estimated cash flows are not reforecasted, the prior reporting period's estimated cash flows are adjusted to reflect the actual cash received and credit events that transpired during the current reporting period.

Changes in the carrying amount and accretable yield for Acquired Impaired Loans were as follows for the three and nine months endedSeptember 30, 2012 and 2011:

	Three Months Ended												Nine Months Ended
	September 30, 2012						September 30, 2011						September 30, 2012						September 30, 2011
	Accretable Yield			Carrying Amount			Accretable Yield			Carrying Amount			Accretable Yield			Carrying Amount			Accretable Yield			Carrying Amount
Balance at beginning of period	$	147,576		$	964,314		$	196,525		$	1,337,921		$	176,736		$	1,128,978		$	227,652		$	1,512,817
Accretion	(23,631		)	23,631			(31,120		)	31,120			(75,478		)	75,478			(101,244		)	101,244
Net Reclassifications from non-accretable to accretable	6,008			—			27,160			—			30,814			—			67,118			—
Payments received, net	—			(96,593		)	—			(114,500		)	—			(313,104		)	—			(359,520		)
Disposals	(1,929		)	—			(1,057		)	—			(4,048		)	—			(2,018		)	—
Balance at end of period	$	128,024		$	891,352		$	191,508		$	1,254,541		$	128,024		$	891,352		$	191,508		$	1,254,541

A reconciliation of the contractual required payments receivable to the carrying amount of Acquired Impaired Loans as of September 30, 2012 and 2011 is as follows:

	September 30, 2012			September 30, 2011
Contractual required payments receivable	$	1,333,127		$	1,742,815
Nonaccretable difference	(313,751		)	(296,766		)
Expected cash flows	1,019,376			1,446,049
Accretable yield	(128,024		)	(191,508		)
Carrying balance	$	891,352		$	1,254,541

Increases in expected cash flows subsequent to the acquisition are recognized prospectively through adjustment of the yield on the loans or pools over its remaining life, while decreases in expected cash flows are recognized as impairment through a provision for loan loss and an increase in the allowance for covered loan losses. The most recent quarterly evaluation of the remaining contractual required payments receivable and cash flows expected to be collected resulted in an overall improvement in the cash flow expectations as a result of positive changes in risk ratings, improvements in the underlying value of collateral dependent loans and actual cash flows received higher than expected. There were no significant changes from prior periods to key assumptions used in the most recent quarterly evaluation of cash flows expected to be collected.

The overall improvement in the cash flow expectations resulted in the reclassification from nonaccretable difference to accretable yield of $6.0 million during the three months ended September 30, 2012. These reclassifications resulted in yield adjustments on these loans and pools on a prospective basis to interest income. Improved cash flow expectations for loans or pools that were impaired during prior periods were recorded first as a reversal of previously recorded impairment and then as an increase in prospective yield when all previously recorded impairment has been recaptured. Additionally, the FDIC loss share receivable was also reduced by the guaranteed portion of the additional cash flows expected to be received through an increase in provision expense and a corresponding reduction in the prospective yield of the remaining loss share receivable.

The most recent quarterly evaluation of the remaining contractual required payments receivable and cash flows expected to be collected resulted in the decline in the cash flow expectations of certain loans and pools during the quarter ended September 30, 2012. The decline in expected cash flows was recorded as provision expense of $7.7 million in the quarter ended September 30, 2012 with a related increase of $1.5 million in the loss share receivable for the portion of the losses recoverable under the loss share agreements with the FDIC. This decrease in cash flows resulted in a net provision for covered loan losses of $6.2 million as in the quarter ended September 30, 2012. Further detail on impairment and provision expense related to acquired impaired loans can be found in the Note 6 (Allowance for Loan Losses).

Credit Quality Disclosures

The quality of the Corporation’s loan portfolios is assessed as a function of net credit losses, levels of nonperforming assets and delinquencies, and credit quality ratings as defined by the Corporation. These credit quality ratings are an important part of the Corporation’s overall credit risk management process and evaluation of the allowance for credit losses. See Note 6 (Allowance for Loan Losses) for further information.

Generally, loans, except for certain commercial, credit card and mortgage loans, and leases on which payments are past due for 90 days are placed on nonaccrual status, unless those loans are in the process of collection and, in Management’s opinion, are fully secured. Credit card loans on which payments are past due for 120 days are placed on nonaccrual status. When a loan is placed on nonaccrual status, interest deemed uncollectible which had been accrued in prior years is charged against the allowance for loan losses and interest deemed uncollectible accrued in the current year is reversed against interest income. Interest on mortgage loans is accrued until Management deems it uncollectible based upon the specific identification method. Payments subsequently received on nonaccrual loans are generally applied to principal. A loan is returned to accrual status when principal and interest are no longer past due and collectability is probable. This generally requires timely principal and interest payments for a minimum of six consecutive payment cycles. Loans are generally written off when deemed uncollectible or when they reach a predetermined number of days past due depending upon loan product, terms and other factors.

The following tables provide a summary of loans by portfolio type, including the delinquency status of those loans that continue to accrue interest and those loans that are nonaccrual.

As of September 30, 2012
Legacy Loans													≥ 90 Days Past Due  and Accruing (a)
	Days Past Due						Total Past Due		Current		Total Loans					Nonaccrual Loans (b)
	30-59		60-89		≥ 90
Commercial
C&I	$	8,781	$	2,795	$	1,469	$	13,045	$	3,033,770	$	3,046,815	$	57	$	9,926
CRE	3,197		3,856		14,311		21,364		2,099,760		2,121,124		1,862		17,812
Construction	116		—		853		969		308,136		309,105		—		923
Leases	7		—		—		7		110,931		110,938		—		—
Consumer
Installment	8,884		3,430		4,834		17,148		1,301,995		1,319,143		4,439		3,267
Home Equity Lines	1,784		463		1,311		3,558		768,013		771,571		409		1,858
Credit Cards	991		556		808		2,355		141,563		143,918		393		525
Residential Mortgages	14,364		2,777		6,233		23,374		414,438		437,812		2,399		13,169
Total	$	38,124	$	13,877	$	29,819	$	81,820	$	8,178,606	$	8,260,426	$	9,559	$	47,480

Acquired Loans (Noncovered)
	Days Past Due						Total Past Due		Current		Total Loans		≥ 90 Days Past Due  and Accruing			Nonaccrual Loans
	30-59		60-89		≥ 90
Commercial
C&I	$	—	$	—	$	50	$	50	$	2,366	$	2,416	$	—	$	69
CRE	—		—		2,565		2,565		29,653		32,218		—		2,762
Consumer
Installment	50		—		—		50		1,888		1,938		—		—
Home Equity Lines	56		9		100		165		18,007		18,172		132		—
Residential Mortgages	63		—		—		63		1,187		1,250		—		—
Total	$	169	$	9	$	2,715	$	2,893	$	53,101	$	55,994	$	132	$	2,831

Covered Loans (c)													≥ 90 Days Past Due and Accruing (d)
	Days Past Due						Total Past Due		Current		Total Loans			Nonaccrual Loans (d)
	30-59		60-89		≥ 90
Commercial
C&I	$	2,962	$	973	$	27,035	$	30,970	$	131,721	$	162,691	n/a	n/a
CRE	4,965		21,919		184,067		210,951		412,323		623,274		n/a	n/a
Construction	—		998		41,325		42,323		19,453		61,776		n/a	n/a
Consumer
Installment	2,289		—		35		2,324		6,036		8,360		n/a	n/a
Home Equity Lines	1,398		435		1,981		3,814		119,364		123,178		n/a	n/a
Residential Mortgages	10,382		1,248		8,576		20,206		43,573		63,779		n/a	n/a
Total	$	21,996	$	25,573	$	263,019	$	310,588	$	732,470	$	1,043,058	n/a	n/a

(a) Installment loans 90 days or more past due and accruing include $3.1 million of loans guaranteed by the U.S. government as of September 30, 2012.

(b) Nonaccrual loans at September 30, 2012 include $10.6 million of loans resulting from consumer loans classified as troubled debt restructurings where the borrower's obligation to the Corporation has been restructured in bankruptcy.

(c) Excludes loss share receivable of $131.9 million as of September 30, 2012.

(d) Acquired impaired loans were not classified as nonperforming assets at September 30, 2012 as the loans are considered to be performing under ASC 310-30. As a result interest income, through the accretion of the difference between the carrying amount of the loans and the expected cash flows, is being recognized on all acquired impaired loans. These asset quality disclosures are, therefore, not applicable to acquired impaired loans.

As of December 31, 2011
Legacy Loans							Total Past Due		Current		Total Loans		≥ 90 Days Past Due  and Accruing (a)		Nonaccrual Loans
	Days Past Due
	30-59		60-89		≥ 90
Commercial
C&I	$	1,521	$	940	$	5,490	$	7,951	$	2,740,751	$	2,748,702	$	465	$	9,266
CRE	6,187		4,819		29,976		40,982		1,951,211		1,992,193		984		36,025
Construction	39		—		7,837		7,876		269,459		277,335		609		7,575
Leases	—		—		—		—		73,530		73,530		—		—
Consumer
Installment	11,531		3,388		5,167		20,086		1,241,059		1,261,145		4,864		624
Home Equity Lines	2,627		778		1,241		4,646		720,045		724,691		796		1,102
Credit Cards	1,090		707		1,019		2,816		143,540		146,356		403		622
Residential Mortgages	11,778		2,059		9,719		23,556		388,268		411,824		3,252		6,468
Total	$	34,773	$	12,691	$	60,449	$	107,913	$	7,527,863	$	7,635,776	$	11,373	$	61,682

Acquired Loans (Noncovered)							Total Past Due		Current		Total Loans		≥ 90 Days Past Due  and Accruing		Nonaccrual Loans
	Days Past Due
	30-59		60-89		≥ 90
Commercial
C&I	$	—	$	—	$	66	$	66	$	26,708	$	26,774	$	—	$	69
CRE	—		452		1,675		2,127		60,616		62,743		—		2,880
Consumer
Installment	—		—		1		1		2,519		2,520		1		—
Home Equity Lines	67		—		1		68		19,223		19,291		2		—
Residential Mortgages	—		—		—		—		1,840		1,840		—		—
Total	$	67	$	452	$	1,743	$	2,262	$	110,906	$	113,168	$	3	$	2,949

Covered Loans (b)							Total Past Due		Current		Total Loans		≥ 90 Days Past Due  and Accruing (c)	Nonaccrual Loans (c)
	Days Past Due
	30-59		60-89		≥ 90
Commercial
C&I	$	7,451	$	2,137	$	25,801	$	35,389	$	162,150	$	197,539	n/a	n/a
CRE	20,379		12,895		170,795		204,069		573,779		777,848		n/a	n/a
Construction	4,206		1,674		57,978		63,858		26,051		89,909		n/a	n/a
Consumer
Installment	24		25		60		109		10,013		10,122		n/a	n/a
Home Equity Lines	2,656		1,094		1,088		4,838		136,710		141,548		n/a	n/a
Residential Mortgages	14,106		164		14,254		28,524		45,986		74,510		n/a	n/a
Total	$	48,822	$	17,989	$	269,976	$	336,787	$	954,689	$	1,291,476	n/a	n/a

(a) Installment loans 90 days or more past due and accruing include $3.0 million of loans guaranteed by the U.S. government as of December 31, 2011.

(b) Excludes loss share receivable of $205.7 million as of December 31, 2011.

(c) Acquired impaired loans were not classified as nonperforming assets at December 31, 2011 as the loans are considered to be performing under ASC 310-30. As a result interest income, through the accretion of the difference between the carrying amount of the loans and the expected cash flows, is being recognized on all acquired impaired loans. These asset quality disclosures are, therefore, not applicable to acquired impaired loans.

As of September 30, 2011
Legacy Loans													≥ 90 Days Past Due  and Accruing
	Days Past Due						Total Past Due		Current		Total Loans				Nonaccrual Loans
	30-59		60-89		≥ 90
Commercial
C&I	$	12,639	$	6,255	$	5,361	$	24,255	$	2,633,735	$	2,657,990	$	123	$	6,096
CRE	5,145		11,030		33,003		49,178		1,907,048		1,956,226		—		39,560
Construction	779		1,719		8,943		11,441		241,137		252,578		—		10,580
Leases	—		—		—		—		57,992		57,992		—		—
Consumer
Installment	9,090		4,225		5,052		18,367		1,249,676		1,268,043		1,125		438
Home Equity Lines	2,474		731		922		4,127		718,494		722,621		922		753
Credit Cards	1,222		701		771		2,694		140,016		142,710		357		614
Residential Mortgages	9,687		2,412		7,648		19,747		375,706		395,453		1,481		6,166
Total	$	41,036	$	27,073	$	61,700	$	129,809	$	7,323,804	$	7,453,613	$	4,008	$	64,207

Acquired Loans (Noncovered)													≥ 90 Days Past Due  and Accruing
	Days Past Due						Total Past  Due		Current		Total Loans				Nonaccrual Loans
	30-59		60-89		≥ 90
Commercial
C&I	$	448	$	—	$	138	$	586	$	43,682	$	44,268	$	—	$	138
CRE	1,746		1,696		3,284		6,726		101,069		107,795		394		3,558
Consumer
Installment	1		—		—		1		3,283		3,284		—		—
Home Equity Lines	—		37		1		38		20,718		20,756		1		—
Residential Mortgages	78		—		—		78		1,778		1,856		—		—
Total	$	2,273	$	1,733	$	3,423	$	7,429	$	170,530	$	177,959	$	395	$	3,696

Covered Loans (b)													≥ 90 Days Past Due  and Accruing(c)
	Days Past Due						Total Past Due		Current		Total Loans			Nonaccrual Loans (c)
	30-59		60-89		≥ 90
Commercial
C&I	$	3,913	$	2,108	$	32,491	$	38,512	$	178,882	$	217,394	n/a	n/a
CRE	17,486		11,963		198,957		228,406		649,812		878,218		n/a	n/a
Construction	913		1,346		68,016		70,275		29,779		100,054		n/a	n/a
Consumer
Installment	505		136		42		683		10,455		11,138		n/a	n/a
Home Equity Lines	500		896		979		2,375		143,757		146,132		n/a	n/a
Residential Mortgages	14,807		1,062		9,364		25,233		48,578		73,811		n/a	n/a
Total	$	38,124	$	17,511	$	309,849	$	365,484	$	1,061,263	$	1,426,747	n/a	n/a

(a) Installment loans 90 days or more past due and accruing include $2.6 million of loans guaranteed by the U.S. government as of September 30, 2011.

(b) Excludes loss share receivable of $220.5 million as of September 30, 2011.

(c) Acquired impaired loans were not classified as nonperforming assets at September 30, 2011 as the loans are considered to be performing under ASC 310-30. As a result interest income, through the accretion of the difference between the carrying amount of the loans and the expected cash flows, is being recognized on all acquired impaired loans. These asset quality disclosures are, therefore, not applicable to acquired impaired loans.

Individual commercial loans are assigned credit risk grades based on an internal assessment of conditions that affect a borrower’s ability to meet its contractual obligation under the loan agreement. The assessment process includes reviewing a borrower’s current financial information, historical payment experience, credit documentation, public information, and other information specific to each borrower. Commercial loans are reviewed on an annual, quarterly or rotational basis or as Management becomes aware of information during a borrower’s ability to fulfill its obligation.

The credit-risk grading process for commercial loans is summarized as follows:

“Pass” Loans (Grades 1, 2, 3, 4) are not considered a greater than normal credit risk. Generally, the borrowers have the apparent ability to satisfy obligations to the bank, and the Corporation anticipates insignificant uncollectible amounts based on its individual loan review.

“Special-Mention” Loans (Grade 5) are commercial loans that have identified potential weaknesses that deserve Management’s close attention. If left uncorrected, these potential weaknesses may result in noticeable deterioration of the repayment prospects for the asset or in the institution’s credit position.

“Substandard” Loans (Grade 6) are inadequately protected by the current financial condition and paying capacity of the obligor or by any collateral pledged. Loans so classified have a well-defined weakness or weaknesses that may jeopardize the liquidation of the debt pursuant to the contractual principal and interest terms. Such loans are characterized by the distinct possibility that the Corporation may sustain some loss if the deficiencies are not corrected.

“Doubtful” Loans (Grade 7) have all the weaknesses inherent in those classified as substandard, with the added characteristic that existing facts, conditions, and values make collection or liquidation in full highly improbable. Such loans are currently managed separately to determine the highest recovery alternatives.

“Loss” Loans (Grade 8) are considered uncollectible and of such little value that their continuance as bankable assets is not warranted. These loans are charged off when loss is identified.

The following tables provide a summary of loans by portfolio type and the Corporation’s internal credit quality rating:

As of September 30, 2012
Legacy Loans
	Commercial
	C&I		CRE		Construction		Leases
Grade 1	$	37,327	$	—	$	—	$	13,785
Grade 2	105,504		3,170		—		190
Grade 3	573,561		278,017		19,312		8,857
Grade 4	2,213,241		1,709,667		282,438		87,259
Grade 5	60,544		53,980		2,893		514
Grade 6	56,638		76,290		4,462		333
Grade 7	—		—		—		—
	$	3,046,815	$	2,121,124	$	309,105	$	110,938

Acquired Loans (Noncovered)
	Commercial
	C&I		CRE		Construction		Leases
Grade 1	$	—	$	—	$	—	$	—
Grade 2	—		—		—		—
Grade 3	—		—		—		—
Grade 4	2,095		28,590		—		—
Grade 5	259		675		—		—
Grade 6	62		2,953		—		—
Grade 7	—		—		—		—
	$	2,416	$	32,218	$	—	$	—

Covered Loans
	Commercial
	C&I		CRE		Construction		Leases
Grade 1	$	—	$	—	$	—	$	—
Grade 2	1,742		—		—		—
Grade 3	92		449		—		—
Grade 4	91,101		240,630		494		—
Grade 5	3,844		39,883		—		—
Grade 6	61,192		340,063		58,586		—
Grade 7	4,720		2,249		2,696		—
	$	162,691	$	623,274	$	61,776	$	—

As of December 31, 2011
Legacy Loans
	Commercial
	C&I		CRE		Construction		Leases
Grade 1	$	37,607	$	—	$	—	$	10,636
Grade 2	122,124		4,218		615		—
Grade 3	479,119		249,382		16,752		5,868
Grade 4	1,973,671		1,548,420		241,302		57,026
Grade 5	50,789		58,942		4,583		—
Grade 6	85,392		130,968		14,083		—
Grade 7	—		263		—		—
	$	2,748,702	$	1,992,193	$	277,335	$	73,530

Acquired Loans (Noncovered)
	Commercial
	C&I		CRE		Construction		Leases
Grade 1	$	—	$	—	$	—	$	—
Grade 2	—		—		—		—
Grade 3	—		1,871		—		—
Grade 4	26,036		55,129		—		—
Grade 5	—		—		—		—
Grade 6	738		5,743		—		—
Grade 7	—		—		—		—
	$	26,774	$	62,743	$	—	$	—

Covered Loans
	Commercial
	C&I		CRE		Construction		Leases
Grade 1	$	948	$	—	$	—	$	—
Grade 2	1,376		—		—		—
Grade 3	—		516		—		—
Grade 4	109,360		303,231		487		—
Grade 5	9,661		103,919		1,567		—
Grade 6	69,330		344,445		80,009		—
Grade 7	6,864		25,737		7,846		—
	$	197,539	$	777,848	$	89,909	$	—

As of September 30, 2011
Legacy Loans
	Commercial
	C&I		CRE		Construction		Leases
Grade 1	$	48,173	$	11,299	$	1,429	$	—
Grade 2	100,058		3,843		620		—
Grade 3	487,017		245,756		18,067		4,219
Grade 4	1,930,074		1,490,214		209,307		53,771
Grade 5	49,251		73,815		4,851		—
Grade 6	43,417		130,584		18,304		2
Grade 7	—		715		—		—
	$	2,657,990	$	1,956,226	$	252,578	$	57,992

Acquired Loans (Noncovered)
	Commercial
	C&I		CRE		Construction		Leases
Grade 1	$	—	$	—	$	—	$	—
Grade 2	—		—		—		—
Grade 3	3		1,968		—		—
Grade 4	43,250		98,668		—		—
Grade 5	160		—		—		—
Grade 6	855		6,491		—		—
Grade 7	—		668		—		—
	$	44,268	$	107,795	$	—	$	—

Covered Loans
	Commercial
	C&I		CRE		Construction		Leases
Grade 1	$	915	$	—	$	—	$	—
Grade 2	1,801		—		—		—
Grade 3	—		538		—		—
Grade 4	101,794		343,697		4,207		—
Grade 5	32,094		154,591		1,992		—
Grade 6	78,153		348,152		83,051		—
Grade 7	2,637		31,240		10,804		—
	$	217,394	$	878,218	$	100,054	$	—

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Investment Securities

9 Months Ended

Sep. 30, 2012

Investments, Debt and Equity Securities [Abstract]

Investment Securities

Investment Securities

The following tables provide the amortized cost and fair value for the major categories of held-to-maturity and available-for-sale securities. Held-to-maturity securities are carried at amortized cost, which reflects historical cost, adjusted for amortization of premiums and accretion of discounts. Available-for-sale securities are carried at fair value with net unrealized gains or losses reported on an after-tax basis as a component of other comprehensive income in the statements of comprehensive income and shareholders’ equity.

	September 30, 2012
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Securities available for sale
Debt Securities
U.S. government agency debentures	$	35,109	$	28	$	—		$	35,137
U.S. States and political subdivisions	241,436		17,003		(21		)	258,418
Residential mortgage-backed securities:
U.S. government agencies	1,216,671		61,160		—			1,277,831
Commercial mortgage-backed securities:
U.S. government agencies	15,434		233		—			15,667
Residential collateralized mortgage-backed securities:
U.S. government agencies	1,188,072		17,836		(383		)	1,205,525
Non-agency	12		—		—			12
Commercial collateralized mortgage-backed securities:
U.S. government agencies	66,316		2,349		—			68,665
Corporate debt securities	61,527		—		(14,034		)	47,493
Total debt securities	2,824,577		98,609		(14,438		)	2,908,748
Marketable equity securities	3,245		—		—			3,245
Total securities available for sale	$	2,827,822	$	98,609	$	(14,438	)	$	2,911,993
Securities held to maturity
Debt Securities
U.S. States and political subdivisions	$	262,091	$	6,946	$	(17	)	$	269,020
Commercial mortgage-backed securities:
U.S. government agency obligations	33,149		792		—			33,941
Residential collateralized mortgage-backed securities:
U.S. government agencies	129,265		396		—			129,661
Commercial collateralized mortgage obligations:
U.S. government agency obligations	98,961		1,054		—			100,015
Corporate debt securities	97,165		1,435		—			98,600
Total securities held to maturity	$	620,631	$	10,623	$	(17	)	$	631,237

	December 31, 2011
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Securities available for sale
Debt Securities
U.S. government agency debentures	$	122,711	$	358	$	—		$	123,069
U.S. States and political subdivisions	334,916		22,865		(50		)	357,731
Residential mortgage-backed securities:
U.S. government agencies	1,407,345		53,129		(131		)	1,460,343
Residential collateralized mortgage-backed securities:
U.S. government agencies	1,115,832		22,058		(55		)	1,137,835
Non-agency	43,225		82		—			43,307
Commercial collateralized mortgage-backed securities:
U.S. government agencies	127,624		1,648		(145		)	129,127
Corporate debt securities	115,947		276		(17,381		)	98,842
Total debt securities	3,267,600		100,416		(17,762		)	3,350,254
Marketable equity securities	3,299		—		—			3,299
Total securities available for sale	$	3,270,899	$	100,416	$	(17,762	)	$	3,353,553
Securities held to maturity
Debt Securities
U.S. States and political subdivisions	$	82,764	$	2,348	$	—		$	85,112
Total securities held to maturity	$	82,764	$	2,348	$	—		$	85,112

	September 30, 2011
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Securities available for sale
Debt Securities
U.S. government agency debentures	$	203,148	$	590	$	(20	)	$	203,718
U.S. States and political subdivisions	298,140		16,426		(125		)	314,441
Residential mortgage-backed securities:
U.S. government agencies	1,419,808		61,416		(2		)	1,481,222
Residential collateralized mortgage-backed securities:
U.S. government agencies	1,080,627		23,327		(45		)	1,103,909
Non-agency	44,715		139		—			44,854
Corporate debt securities	61,474		—		(15,287		)	46,187
Total debt securities	3,107,912		101,898		(15,479		)	3,194,331
Marketable equity securities	3,715		—		—			3,715
Total securities available for sale	$	3,111,627	$	101,898	$	(15,479	)	$	3,198,046
Securities held to maturity
Debt Securities
U.S. States and political subdivisions	$	92,214	$	2,707	$	—		$	94,921
Total securities held to maturity	$	92,214	$	2,707	$	—		$	94,921

Federal Reserve Bank (“FRB”) and Federal Home Loan Bank (“FHLB”) stock constitute the majority of other investments on the consolidated balance sheets.

	September 30, 2012		December 31, 2011		September 30, 2011
FRB stock	$	21,045	$	21,003	$	20,804
FHLB stock	119,145		119,145		139,398
Other	540		578		591
Total other investments	$	140,730	$	140,726	$	160,793

FRB and FHLB stock is classified as a restricted investment, carried at cost and valued based on the ultimate recoverability of par value. Cash and stock dividends received on the stock are reported as interest income. There are no identified events or changes in circumstances that may have a significant adverse effect on these investments carried at cost.

Securities with a carrying value of $1.9 billion, $1.9 billion and $2.2 billion as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively, were pledged to secure trust and public deposits and securities sold under agreements to repurchase and for other purposes required or permitted by law.

Gross Unrealized Losses and Fair Value

The following table presents the gross unrealized losses and fair value of securities in the securities available-for-sale portfolio by length of time that individual securities in each category had been in a continuous loss position.

	September 30, 2012
	Less than 12 months						12 months or longer						Total
	Fair Value		Unrealized Losses			Number of Impaired Securities	Fair Value		Unrealized Losses			Number of Impaired Securities	Fair Value		Unrealized Losses
Debt Securities
U.S. government agency debentures	$	—	$	—		—	$	—	$	—		—	$	—	$	—
U.S. States and political subdivisions	3,560		(21		)	8	—		—			—	3,560		(21		)
Residential mortgage-backed securities:
U.S. government agencies	—		—			—	14		—			1	14		—
Commercial mortgage-backed securities:
U.S. government agencies	—		—			—	—		—			—	—		—
Residential collateralized mortgage-backed securities:
U.S. government agencies	121,427		(379		)	8	1,581		(4		)	1	123,008		(383		)
U.S. non agencies	—		—			—	2		—			1	2		—
Commercial collateralized mortgage-backed securities:
U.S. government agencies	—		—			—	—		—			—	—		—
Corporate debt securities	—		—			—	47,493		(14,034		)	8	47,493		(14,034		)
Total temporarily impaired securities	$	124,987	$	(400	)	16	$	49,090	$	(14,038	)	11	$	174,077	$	(14,438	)

	December 31, 2011
	Less than 12 months						12 months or longer						Total
	Fair Value		Unrealized Losses			Number of Impaired Securities	Fair Value		Unrealized Losses			Number of Impaired Securities	Fair Value		Unrealized Losses
Debt Securities
U.S. States and political subdivisions	$	5,249	$	(50	)	6	$	—	$	—		—	$	5,249	$	(50	)
Residential mortgage-backed securities:
U.S. government agencies	40,020		(129		)	4	149		(2		)	1	40,169		(131		)
Residential collateralized mortgage-backed securities:
U.S. government agencies	48,003		(55		)	6	—		—			—	48,003		(55		)
Non-agency	—		—			—	2		—			1	2		—
Commercial collateralized mortgage-backed securities:
U.S. government agencies	30,227		(145		)	2	—		—			—	30,227		(145		)
Corporate debt securities	24,846		(127		)	8	44,234		(17,254		)	8	69,080		(17,381		)
Total temporarily impaired securities	$	148,345	$	(506	)	26	$	44,385	$	(17,256	)	10	$	192,730	$	(17,762	)

	September 30, 2011
	Less than 12 months						12 months or longer						Total
	Fair Value		Unrealized Losses			Number of Impaired Securities	Fair Value		Unrealized Losses			Number of Impaired Securities	Fair Value		Unrealized Losses
Debt Securities
U.S. government agency debentures	$	15,032	$	(20	)	1	$	—	$	—		—	$	15,032	$	(20	)
U.S. States and political subdivisions	16,180		(102		)	18	648		(23		)	1	16,828		(125		)
Residential mortgage-backed securities:
U.S. government agencies	—		—			—	174		(2		)	2	174		(2		)
Residential collateralized mortgage-backed securities:
U.S. government agencies	21,505		(45		)	3	—		—			—	21,505		(45		)
Corporate debt securities	—		—			—	46,187		(15,287		)	8	46,187		(15,287		)
Total temporarily impaired securities	$	52,717	$	(167	)	22	$	47,009	$	(15,312	)	11	$	99,726	$	(15,479	)

At least quarterly, the Corporation conducts a comprehensive security-level impairment assessment on all securities in an unrealized loss position to determine if other-than-temporary impairment (“OTTI”) exists. An unrealized loss exists when the current fair value of an individual security is less than its amortized cost basis. Under the current OTTI accounting model for debt securities, an OTTI loss must be recognized for a debt security in an unrealized loss position if the Corporation intends to sell the security or it is more likely than not that the Corporation will be required to sell the security before recovery of its amortized cost basis. In this situation, the amount of loss recognized in income is equal to the difference between the fair value and the amortized cost basis of the security. Even if the Corporation does not expect to sell the security, the Corporation must evaluate the expected cash flows to be received to determine if a credit loss has occurred. In the event of a credit loss, only the amount of impairment associated with the credit loss is recognized in income. The portion of the unrealized loss relating to other factors, such as liquidity conditions in the market or changes in market interest rates, is recorded in other comprehensive income. Equity securities are also evaluated to determine whether the unrealized loss is expected to be recoverable based on whether evidence exists to support a realizable value equal to or greater than the amortized cost basis. If it is probable that the Corporation will not recover the amortized cost basis, taking into consideration the estimated recovery period and its ability to hold the equity security until recovery, OTTI is recognized.

The security-level assessment is performed on each security, regardless of the classification of the security as available for sale or held to maturity. The assessments are based on the nature of the securities, the financial condition of the issuer, the extent and duration of the securities, the extent and duration of the loss and whether Management intends to sell or it is more likely than not that it will be required to sell a security before recovery of its amortized cost basis, which may be maturity. For those securities for which the assessment shows the Corporation will recover the entire cost basis, Management does not intend to sell these securities and it is not more likely than not that the Corporation will be required to sell them before the anticipated recovery of the amortized cost basis, the gross unrealized losses are recognized in other comprehensive income, net of tax.

As of September 30, 2012, gross unrealized losses are concentrated within corporate debt securities and is composed of eight, single issuer, trust preferred securities with stated maturities. Such investments are less than 2% of the fair value of the entire investment portfolio. None of the corporate issuers have deferred paying dividends on their issued trust preferred shares in which the Corporation is invested. The fair values of these investments have been impacted by market conditions that have caused risk premiums to increase, resulting in the decline in the fair value of the trust preferred securities. Management believes the Corporation will fully recover the cost of these securities, it does not intend to sell these securities and it is not more likely than not that it will be required to sell them before the anticipated recovery of the remaining amortized cost basis, which may be maturity. As a result, Management concluded that these securities were not OTTI at September 30, 2012 and has recognized the total amount of the impairment in other comprehensive income, net of tax.

Realized Gains and Losses

The following table shows the proceeds from sales of available-for-sale securities and the gross realized gains and losses on those sales that have been included in earnings. Gains or losses on the sales of available-for-sale securities are recognized upon sale and are determined using the specific identification method.

	Three Months Ended September 30,					Nine Months Ended September 30,
	2012		2011			2012		2011
Proceeds	$	29,735	$	179,133		$	190,813	$	182,781
Realized gains	553		4,473			1,361		5,418
Realized losses	—		(71		)	—		(127		)
Net securities gains	$	553	$	4,402		$	1,361	$	5,291

Contractual Maturity of Debt Securities

The following table shows the remaining contractual maturities and contractual yields of debt securities held-to-maturity and available-for-sale as of September 30, 2012. Estimated lives on mortgage-backed securities may differ from contractual maturities as issuers may have the right to call or prepay obligations with or without call or prepayment penalties.

	U.S. Government agency debentures			U.S. States and political subdivisions obligations			Residential mortgage-backed securities - U.S govt. agency obligations			Commercial mortgage-backed securities - U.S govt. agency obligations			Residential collateralized mortgage obligations - U.S. govt. agency obligations			Residential collateralized mortgage obligations - non - U.S. govt. agency issued			Commercial collateralized mortgage obligations - U.S. govt. agency obligations			Corporate debt securities			Total			Weighted Average Yield
Securities Available for Sale
Remaining maturity:
One year or less	$	35,137		$	7,322		$	4,032		$	5,073		$	62,769		$	—		$	—		$	—		$	114,333		2.68	%
Over one year through five years	—			27,234			1,265,886			—			1,111,218			12			63,358			—			2,467,708			2.55	%
Over five years through ten years	—			177,836			7,913			10,594			31,538			—			5,307			—			233,188			4.74	%
Over ten years	—			46,026			—			—			—			—			—			47,493			93,519			2.74	%
Fair Value	$	35,137		$	258,418		$	1,277,831		$	15,667		$	1,205,525		$	12		$	68,665		$	47,493		$	2,908,748		2.74	%
Amortized Cost	$	35,109		$	241,436		$	1,216,671		$	15,434		$	1,188,072		$	12		$	66,316		$	61,527		$	2,824,577
Weighted-Average Yield	0.73		%	5.37		%	2.98		%	1.75		%	2.14		%	3.81		%	2.13		%	1.09		%	2.74		%
Weighted-Average Maturity	0.14			7.83			3.02			4.00			2.94			1.92			4.35			15.06			3.66
Securities Held to Maturity
Remaining maturity:
One year or less	$	—		$	45,126		$	—		$	—		$	—		$	—		$	—		$	—		$	45,126		1.61	%
Over one year through five years	—			15,116			—			—			129,661			—			21,160			33,529			199,466			2.17	%
Over five years through ten years	—			30,309			—			33,941			—			—			78,855			65,071			208,176			2.81	%
Over ten years	—			178,469			—			—			—			—			—			—			178,469			5.14	%
Fair Value	$	—		$	269,020		$	—		$	33,941		$	129,661		$	—		$	100,015		$	98,600		$	631,237		3.18	%
Amortized Cost	$	—		$	262,091		$	—		$	33,149		$	129,265		$	—		$	98,961		$	97,165		$	620,631
Weighted-Average Yield	—		%	5.10		%	—		%	1.42		%	1.89		%	—		%	2.91		%	2.23		%	3.18		%
Weighted-Average Maturity	—			13.48			—			6.03			2.70			—			6.86			5.29			7.35

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Restructuring (Tables)

3 Months Ended

Sep. 30, 2012

Restructuring Cost and Reserve [Line Items]

Restructuring and Related Activities, Description

During the quarter ended June 30, 2012, Management announced its implementation plans to enhance the operating efficiency and profitability of the Corporation. The efficiency initiative is a long-term plan to optimize service channels and lower the overall cost structure. It includes the elimination of assistant branch manager positions and closing of eight full service branches. As a result of the initiative, the Corporation estimated that it would reduce its workforce by approximately 340 positions. The elimination of the assistant branch manager positions represent the majority of those reductions. The majority of these positions were eliminated as of June 30, 2012. Management expects to complete its reduction in workforce by December 31, 2012.

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Fair Value Measurement

9 Months Ended

Sep. 30, 2012

Fair Value Disclosures [Abstract]

Fair Value Measurement

As defined in ASC 820, Fair Value Measurements and Disclosures, fair value is defined as the price to sell an asset or transfer a liability in an orderly transaction between market participants in the principal market or most advantageous market for the asset or liability. Fair value is based on quoted market prices, when available, for identical or similar assets or liabilities. In the absence of quoted market prices, Management determines the fair value of the Corporation's assets and liabilities using valuation models or third-party pricing services. Both of these approaches rely on market-based parameters when available, such as interest rate yield curves, option volatilities and credit spreads, or unobservable inputs. Unobservable inputs may be based on Management's judgment, assumptions and estimates related to credit quality, liquidity, interest rates and other relevant inputs.

U.S. GAAP establishes a three-level valuation hierarchy for determining fair value that is based on the transparency of the inputs used in the valuation process. The inputs used in determining fair value in each of the three levels of the hierarchy, highest ranking to lowest, are as follow:

• Level 1 - Quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity has the ability to access as of the measurement date.

• Level 2 - Significant other observable inputs other than Level 1 prices such quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.

• Level 3 - Significant unobservable inputs that reflect a company's own assumptions about the assumptions that market participants would use in pricing an asset or liability.

The level in the fair value hierarchy ascribed to a fair value measurement in its entirety is based on the lowest level input that is significant to the overall fair value measurement.

Valuation adjustments, such as those pertaining to counterparty and the Corporation's own credit quality and liquidity, may be necessary to ensure that assets and liabilities are recorded at fair value.  Credit valuation adjustments are made when market pricing does not accurately reflect the counterparty's credit quality.  As determined by Management, liquidity valuation adjustments may be made to the fair value of certain assets to reflect the uncertainty in the pricing and trading of the instruments when Management is unable to observe recent market transactions for identical or similar instruments. Liquidity valuation adjustments are based on the following factors:

• the amount of time since the last relevant valuation;

• whether there is an actual trade or relevant external quote available at the measurement date; and

• volatility associated with the primary pricing components.

Management ensures that fair value measurements are accurate and appropriate by relying upon various controls, including:

• an independent review and approval of valuation models;

• recurring detailed reviews of profit and loss; and

• a validation of valuation model components against benchmark data and similar products, where possible.  

Management reviews any changes to its valuation methodologies to ensure they are appropriate and justified, and refines valuation methodologies as more market-based data becomes available.  Transfers between levels of the fair value hierarchy are recognized at the end of the reporting period.

The following tables presents the balances of assets and liabilities measured at fair value on a recurring and nonrecurring basis as of September 30, 2012, December 31, 2011 and September 30, 2011:

				Fair Value by Hierarchy
	September 30, 2012			Level 1		Level 2			Level 3
Recurring fair value measurement
Available-for-sale securities:
Money market mutual funds	$	3,245		$	3,245	$	—		$	—
U.S. government agency debentures	35,137			—		35,137			—
U.S. States and political subdivisions	258,418			—		258,418			—
Residential mortgage-backed securities:
U.S. government agencies	1,277,831			—		1,277,831			—
Commercial mortgage-backed securities:
U.S. government agencies	15,667			—		15,667			—
Residential collateralized mortgage-backed securities:
U.S. government agencies	1,205,525			—		1,205,525			—
Non-agency	12			—		1			11
Commercial collateralized mortgage-backed securities:
U.S. government agencies	68,665			—		68,665			—
Corporate debt securities	47,493			—		—			47,493
Total available-for-sale securities	2,911,993			3,245		2,861,244			47,504
Residential loans held for sale	17,540			—		17,540			—
Derivative assets:
Interest rate swaps - fair value hedges	—			—		—			—
Interest rate swaps - nondesignated	62,796			—		62,796			—
Mortgage loan commitments	7,394			—		7,394			—
Forward sale contracts	(2,223		)	—		(2,223		)	—
Foreign exchange	80			—		80			—
Total derivative assets	68,047			—		68,047			—
Total fair value of assets (a)	$	2,997,580		$	3,245	$	2,946,831		$	47,504
Derivative liabilities:
Interest rate swaps - fair value hedges	22,071			—		22,071			—
Interest rate swaps - nondesignated	62,796			—		62,796			—
Foreign exchange	71			—		71			—
Total derivative liabilities	84,938			—		84,938			—
True-up liability	12,642			—		—			12,642
Total fair value of liabilities (a)	$	97,580		$	—	$	84,938		$	12,642
Nonrecurring fair value measurement
Mortgage servicing rights (b)	$	17,294		$	—	$	—		$	17,294
Impaired loans (c)	44,010			—		—			44,010
Other property (d)	6,333			—		—			6,333
Other real estate covered by loss share (e)	14,695			—		—			14,695
Total fair value	$	82,332		$	—	$	—		$	82,332

(a) - There were no transfers between levels 1 and 2 of the fair value hierarchy during the quarter ended September 30, 2012.

(b) - MSRs with a recorded investment of $21.3 million were reduced by a specific valuation allowance totaling $4.1 million to a reported carrying value of $17.3 million resulting in recognition of $0.6 million in expense included in loans sales and servicing income in the quarter ended September 30, 2012.

(c) - Collateral dependent impaired loans with a recorded investment of $52.5 million were reduced by specific valuation allowance allocations totaling $8.5 million to a reported net carrying value of $44.0 million.

(d) - Amounts do not include assets held at cost at September 30, 2012. During the quarter ended September 30, 2012, the re-measurement of foreclosed assets at fair value subsequent to initial recognition resulted in losses of $0.1 million included in noninterest expense.

(e) - Amounts do not include assets held at cost at September 30, 2012. During the quarter ended September 30, 2012, the re-measurement of covered foreclosed assets at fair value subsequent to initial recognition resulted in losses $0.2 million included in noninterest expense.

				Fair Value by Hierarchy
	December 31, 2011			Level 1		Level 2			Level 3
Recurring fair value measurement
Available-for-sale securities:
Money market mutual funds	$	3,299		$	3,299	$	—		$	—
U.S. government agency debentures	123,069			—		123,069			—
U.S. States and political subdivisions	357,731			—		357,731			—
Residential mortgage-backed securities:
U.S. government agencies	1,460,343			—		1,460,343			—
Residential collateralized mortgage-backed securities:
U.S. government agencies	1,137,835			—		1,137,835			—
Non-agency	43,307			—		2			43,305
Commercial collateralized mortgage-backed securities:
U.S. government agencies	129,127			—		129,127			—
Corporate debt securities	98,842			—		54,608			44,234
Total available-for-sale securities	3,353,553			3,299		3,262,715			87,539
Residential loans held for sale	30,077			—		30,077			—
Derivative assets:
Interest rate swaps - fair value hedges	—			—		—			—
Interest rate swaps - nondesignated	58,875			—		58,875			—
Mortgage loan commitments	4,959			—		4,959			—
Forward sale contracts	(1,798		)	—		(1,798		)	—
Foreign exchange	20			—		65			—
Total derivative assets	62,056			—		62,101			—
Total fair value of assets (a)	$	3,445,686		$	3,299	$	3,354,893		$	87,539
Derivative liabilities:
Interest rate swaps - fair value hedges	25,889			—		25,889			—
Interest rate swaps - nondesignated	58,875			—		58,875			—
Foreign exchange	18			—		62			—
Other	1,324			—		1,324			—
Total derivative liabilities	86,106			—		86,150			—
True-up liability	11,551			—		—			11,551
Total fair value of liabilities (a)	$	97,657		$	—	$	86,150		$	11,551
Nonrecurring fair value measurement
Mortgage servicing rights (b)	$	17,749		$	—	$	—		$	17,749
Impaired loans (c)	56,739			—		—			56,739
Other property (d)	4,087			—		—			4,087
Other real estate covered by loss share (e)	18,707			—		—			18,707
Total fair value	$	97,282		$	—	$	—		$	97,282

(a) - There were no transfers between levels 1 and 2 of the fair value hierarchy during the quarter ended December 31, 2011.  

(b) - MSRs with a recorded investment of $21.2 million were reduced by a specific valuation allowance totaling $3.5 million to a reported carrying value of $17.6 million resulting in the recognition of an impairment charge of $3.5 million in the year ended December 31, 2011.

(c) - Collateral dependent impaired loans with a recorded investment of $64.5 million were reduced by specific valuation allowance allocations totaling $7.7 million to a reported net carrying value of $56.7 million.

(d) Amounts do not include assets held at cost at December 31, 2011. During the year ended December 31, 2011, the re-measurement of foreclosed assets at fair value subsequent to initial recognition resulted in losses of $5.4 million included in noninterest expense.

(e) Amounts do not include assets held at cost at December 31, 2011. During the year ended December 31, 2011, the re-measurement of covered foreclosed assets at fair value subsequent to initial recognition resulted in losses of $3.0 million included in noninterest expense.

				Fair Value by Hierarchy
	September 30, 2011			Level 1		Level 2			Level 3
Recurring fair value measurement
Available-for-sale securities:
Money market mutual funds	$	3,715		$	3,715	$	—		$	—
U.S. government agency debentures	203,718			—		203,718			—
U.S. States and political subdivisions	314,441			—		314,441			—
Residential mortgage-backed securities:
U.S. government agencies	1,481,222			—		1,481,222			—
Residential collateralized mortgage-backed securities:
U.S. government agencies	1,103,906			—		1,103,906			—
Non-agency	44,857			—		3			44,854
Commercial collateralized mortgage-backed securities:
U.S. government agencies	—			—		—			—
Corporate debt securities	46,187			—		—			46,187
Total available-for-sale securities	3,198,046			3,715		3,103,290			91,041
Residential loans held for sale	39,340			—		39,340			—
Derivative assets:
Interest rate swaps - fair value hedges	—			—		—			—
Interest rate swaps - nondesignated	61,299			—		61,299			—
Mortgage loan commitments	5,525			—		5,525			—
Forward sale contracts	(1,591		)	—		(1,591		)	—
Foreign exchange	85			—		85			—
Total derivative assets	65,318			—		65,318			—
Total fair value of assets (a)	$	3,302,704		$	3,715	$	3,207,948		$	91,041
Derivative liabilities:
Interest rate swaps - fair value hedges	28,278			—		28,278			—
Interest rate swaps - nondesignated	61,299			—		61,299			—
Foreign exchange	80			—		80			—
Other	—			—		—			—
Total derivative liabilities	89,657			—		89,657			—
True-up liability	11,913			—		—			11,913
Total fair value of liabilities (a)	$	101,570		$	—	$	89,657		$	11,913
Nonrecurring fair value measurement
Mortgage servicing rights (b)	$	16,866		$	—	$	—		$	16,866
Impaired loans (c)	59,155			—		—			59,155
Other property (d)	8,648			—		—			8,648
Other real estate covered by loss share (e)	29,350			—		—			29,350
Total fair value	$	114,019		$	—	$	—		$	114,019

(a) - There were no transfers between levels 1 and 2 of the fair value hierarchy during the quarter endedSeptember 30, 2011.

(b) - MSRs were recorded at carrying value of $16.8 million as of September 30, 2011.

(c) - Collateral dependent impaired loans with a recorded investment of $66.2 million were reduced by specific valuation allowance allocations totaling $7.1 million to a reported net carrying value of $59.2 million.

(d) - Amounts do not include assets held at cost at September 30, 2011. During the quarter ended September 30, 2011, the re-measurement of foreclosed assets at fair value subsequent to initial recognition resulted in losses of $1.0 million included in noninterest expense.

(e) Amounts do not include assets held at cost at September 30, 2011. During the quarter ended September 30, 2011, the re-measurement of covered foreclosed assets at fair value subsequent to initial recognition resulted in losses of $1.1 million included in noninterest expense.

The following section describes the valuation methodologies used by the Corporation to measure financial assets and liabilities at fair value. During the quarters ended September 30, 2012 and 2011, there were no significant changes to the valuation techniques used by the Corporation to measure fair value.

Available-for-sale securities. When quoted prices are available in an active market, securities are valued using the quoted price and are classified as Level 1. The quoted prices are not adjusted. Level 1 instruments are predominantly money market mutual funds and represent less than 1% of the available-for-sale portfolio.

Securities are classified as Level 2 if quoted prices for identical securities are not available, and fair value is determined using pricing models by a third-party pricing service.   Approximately 98% of the available-for-sale portfolio is Level 2. For the majority of available-for sale securities, the Corporation obtains fair value measurements from an independent third party pricing service. These instruments include: municipal bonds; bonds backed by the U.S. government; corporate bonds; MBSs; securities issued by the U.S. Treasury; and certain agency and corporate collateralized mortgage obligations.  The independent pricing service uses industry-standard models to price U.S. Government agencies and MBSs that consider various assumptions, including time value, yield curves, volatility factors, prepayment speeds, default rates, loss severity, current market and contractual prices for the underlying financial instruments, as well as other relevant economic measures. Obligations of state and political subdivisions are valued using a type of matrix, or grid, pricing in which securities are benchmarked against the treasury rate based on credit rating. For collateralized mortgage securities, depending on the characteristics of a given tranche, a volatility driven multidimensional static model or Option-Adjusted Spread model is generally used. Substantially all assumptions used by the independent pricing service for securities classified as Level 2 are observable in the marketplace, can be derived from observable data, or are supported by observable levels at which transactions are executed in the marketplace.

Securities are classified as Level 3 when there is limited activity in the market for a particular instrument and fair value is determined by obtaining broker quotes. Less than 2% of the available-for-sale portfolio is Level 3 and consists of mortgage-backed securities issued and guaranteed by the National Credit Union Administration and single issuer trust preferred securities. These instruments are measured at unadjusted prices obtained from the independent pricing service. The independent pricing service prices these instruments through a broker quote when sufficient information, such as cash flows or other security structure or market information, is not available to produce an evaluation. Broker-quoted securities are adjusted by the independent pricing service based solely on the receipt of updated quotes from market makers or broker-dealers recognized as market participants. A list of such issues is compiled by the independent pricing service daily. For broker-quoted issues, the independent pricing service applies a zero spread relationship to the bid-side valuation, resulting in the same values for the mean and ask.

On a monthly basis, Management validates the pricing methodologies utilized by our independent pricing service to ensure the fair value determination is consistent with the applicable accounting guidance and that the investments are properly classified in the fair value hierarchy. Management substantiates the fair values determined for a sample of securities held in portfolio by reviewing the key assumptions used by the independent pricing service to value the securities and comparing the fair values to prices from other independent sources for the same and similar securities. Management analyzes variances and conducts additional research with the independent pricing service, if necessary, and takes appropriate action based on its findings.

Loans held for sale. These loans are regularly traded in active markets through programs offered by the Federal Home Loan Mortgage Corporation and the Federal National Mortgage Association, and observable pricing information is available from market participants. The prices are adjusted as necessary to include any embedded servicing value in the loans and to take into consideration the specific characteristics of certain loans. These adjustments represent unobservable inputs to the valuation but are not considered significant to the fair value of the loans. Accordingly, residential real estate loans held for sale are classified as Level 2.

Impaired loans. Certain impaired collateral dependent loans are reported at fair value less costs to sell the collateral. Collateral values are estimated using Level 3 inputs, consisting of third-party appraisals or price opinions and internal adjustments necessary in the judgment of Management to reflect current market conditions and current operating results for the specific collateral. Collateral may be in the form of real estate or personal property including equipment and inventory. The vast majority of the collateral is real estate. When impaired collateral dependent loans are individually re-measured and reported at fair value of the collateral, less costs to sell, a direct loan charge off to the allowance for loan losses and/or a specific valuation allowance allocation is recorded.

Other Property. Certain other property which consists of foreclosed assets and properties securing residential and commercial loans, upon initial recognition and transfer from loans, are re-measured and reported at fair value less costs to sell to the property through a charge-off to the allowance for loan losses based on the fair value of the foreclosed assets. The fair value of a foreclosed asset, upon initial recognition, is estimated using Level 3 inputs, consisting of third party appraisals or price opinions and internal adjustments necessary in the judgment of Management to reflect current market conditions and current operating results for the specific collateral. Subsequent to foreclosure, valuations are updated periodically, and the assets may be written down further through a charge to noninterest expense.

Mortgage Servicing Rights. The Corporation carries its mortgage servicing rights at lower of cost or fair value, and, therefore, they subject to fair value measurements on a nonrecurring basis. Since sales of mortgage servicing rights tend to occur in private transactions and the precise terms and conditions of the sales are typically not readily available, there is a limited market to refer to in determining the fair value of mortgage servicing rights. As such, like other participants in the mortgage banking business, the Corporation relies primarily on a discounted cash flow model, incorporating assumptions about loan prepayment rates, discount rates, servicing costs and other economic factors, to estimate the fair value of its mortgage servicing rights. Since the valuation model uses significant unobservable inputs, the Corporation classifies mortgage servicing rights within Level 3.

The Corporation utilizes a third-party vendor to perform the modeling to estimate the fair value of its mortgage servicing rights. The Corporation reviews the estimated fair values and assumptions used by the third party in the model on a quarterly basis. The Corporation also compares the estimates of fair value and assumptions to recent market activity and against its own experience. See Note 13 (Mortgage Servicing Rights and Mortgage Servicing Activity) for further information on mortgage servicing rights valuation assumptions.

Derivatives. The Corporation's derivatives include interest rate swaps and written loan commitments and forward sales contracts related to residential mortgage loan origination activity. Valuations for interest rate swaps are derived from third party models whose significant inputs are readily observable market parameters, primarily yield curves, with appropriate adjustments for liquidity and credit risk. These fair value measurements are classified as Level 2. The fair values of written loan commitments and forward sales contracts on the associated loans are based on quoted prices for similar loans in the secondary market, consistent with the valuation of residential mortgage loans held for sale. Expected net future cash flows related to loan servicing activities are included in the fair value measurement of written loan commitments. A written loan commitment does not bind the potential borrower to entering into the loan, nor does it guarantee that the Corporation will approve the potential borrower for the loan. Therefore, when determining fair value, the Corporation makes estimates of expected “fallout” (interest rate locked pipeline loans not expected to close), using models, which consider cumulative historical fallout rates and other factors. Fallout can occur for a variety of reasons including falling rate environments when a borrower will abandon a fixed rate loan commitment at one lender and enter into a new lower fixed rate loan commitment at another, when a borrower is not approved as an acceptable credit by the lender or for a variety of other non-economic reasons. Fallout is not a significant input to the fair value of the written loan commitments in their entirety. These measurements are classified as Level 2.

Derivative assets are typically secured through securities with financial counterparties or cross collateralization with a borrowing customer. Derivative liabilities are typically secured through the Corporation pledging securities to financial counterparties or, in the case of a borrowing customer, by the right of setoff. The Corporation considers factors such as the likelihood of default by itself and its counterparties, right of setoff, and remaining maturities in determining the appropriate fair value adjustments. All derivative counterparties approved by the Corporation's Asset and Liability Committee are regularly reviewed, and appropriate business action is taken to adjust the exposure to certain counterparties, as necessary. Counterparty exposure is evaluated by netting positions that are subject to master netting agreements, as well as considering the amount of marketable collateral securing the position. This approach used to estimate impacted exposures to counterparties is also used by the Corporation to estimate its own credit risk on derivative liability positions. To date, no material losses have been incurred due to a counterparty's inability to pay any uncollateralized position. There was no significant change in value of derivative assets and liabilities attributed to credit risk for the quarter ended September 30, 2012.

True-up liability. In connection with the George Washington and Midwest acquisitions in 2010, the Bank has agreed to pay the FDIC should the estimated losses on the acquired loan portfolios as well as servicing fees earned on the acquired loan portfolios not meet thresholds as stated in the loss sharing agreements (the "true-up liability"). This contingent consideration is classified as a liability within accrued taxes, expenses and other liabilities on the consolidated balance sheets and is remeasured at fair value each reporting date until the contingency is resolved. The changes in fair value are recognized in earnings in the current period.

An expected value methodology is used as a starting point for determining the fair value of the true-up liability based on the contractual terms prescribed in the loss sharing agreements. The resulting values under both calculations are discounted over 10 years (the period defined in the loss sharing agreements) to reflect the uncertainty in the timing and payment of the true-up liability by the Bank to arrive at a net present value. The discount rate used to value the true-up liability was 2.99% and 3.81% as of September 30, 2012 and 2011, respectively. Increasing or decreasing the discount rate by one percentage point would change the liability by $0.9 million and $1.0 million, respectively, as of September 30, 2012.

In accordance with the loss sharing agreements governing the Midwest acquisition, on July 15, 2020 (the “Midwest True-Up Measurement Date”), the Bank has agreed to pay to the FDIC half of the amount, if positive, calculated as: (1) 20% of the intrinsic loss estimate of the FDIC (approximately $152 million); minus (2) the sum of (A) 25% of the asset premium paid in connection with the Midwest acquisition (approximately $20 million); plus (B) 25% of the cumulative shared-loss payments (as defined below) plus (C) the cumulative servicing amount (as defined below). The fair value of the true-up liability associated with the Midwest acquisition was $7.7 million, $7.2 million and $7.3 million as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively.

In accordance with the loss sharing agreements governing the George Washington acquisition, on April 14, 2020 (the “George Washington True-Up Measurement Date”), the Bank has agreed to pay to the FDIC 50% of the excess, if any, of (1) 20% of the stated threshold ($172.0 million) less (2) the sum of (A) 25% of the asset discount ($47.0 million) received in connection with the George Washington acquisition plus (B) 25% of the cumulative shared-loss payments (as defined below) plus (C) the cumulative servicing amount (as defined below). The fair value of the true-up liability associated with the George Washington acquisition was $5.0 million, $4.3 million and $4.6 million as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively.

For the purposes of the above calculations, cumulative shared-loss payments means: (i) the aggregate of all of the payments made or payable to the Bank under the loss sharing agreements minus (ii) the aggregate of all of the payments made or payable to the FDIC. The cumulative servicing amount means the period servicing amounts (as defined in the loss sharing agreements) for every consecutive twelve-month period prior to and ending on the Midwest and George Washington True-Up Measurement Dates. The cumulative loss share payments and cumulative service amounts components of the true-up calculations are estimated each period end based on the expected amount and timing of cash flows of the acquired loan portfolios. See Note 5 (Loans) for additional information on the estimated cash flows of the acquired loan portfolios.

The changes in Level 3 assets and liabilities measured at fair value on a recurring basis are summarized follows:

	Three months ended											Nine Months Ended
	September 30, 2012					September 30, 2011						September 30, 2012					September 30, 2011
	Available-for-sale securities			True-up liability		Available-for-sale securities			True-up liability			Available-for-sale securities			True-up liability		Available-for-sale securities			True-up liability
Balance at beginning of period	$	48,096		$	11,820	$	144,570		$	12,196		$	87,539		$	11,551	$	60,344		$	12,061
(Gains) losses included in earnings (a)	—			822		—			(283		)	—			1,091		—			(148		)
Unrealized gains (losses) (b)	(605		)	—		(4,549		)	—			3,137			—		(4,199		)	—
Purchases	—			—		—			—			—			—		83,876			—
Sales	—			—		(44,924		)	—			(40,520		)	—		(44,924		)	—
Settlements	13			—		(4,056		)	—			(2,652		)	—		(4,056		)	—
Net transfers into (out of) Level 3	—			—		—			—			—			—		—			—
Balance at ending of period	$	47,504		$	12,642	$	91,041		$	11,913		$	47,504		$	12,642	$	91,041		$	11,913

(a) Reported in other expense

(b) Reported in other comprehensive income (loss)

Fair Value Option

Residential mortgage loans held for sale are recorded at fair value under fair value option accounting guidance. The election of the fair value option aligns the accounting for these loans with the related hedges. It also eliminates the requirements of hedge accounting under U.S. GAAP.

Interest income on loans held for sale is accrued on the principal outstanding primarily using the “simple-interest” method. None of these loans were 90 days or more past due, nor were any on nonaccrual status as of September 30, 2012, December 31, 2011 and September 30, 2011. The aggregate fair value, contractual balance and gains on loans held for sale are as follows:

	Quarter ended		Year ended		Quarter ended
	September 30, 2012		December 31, 2011		September 30, 2011
Aggregate fair value	$	17,540	$	30,077	$	39,340
Contractual balance	16,635		28,948		37,786
Gain (a)	905		1,129		1,554

(a) Included in loan sales and servicing income.

Disclosures about Fair Value of Financial Instruments

The carrying amount and estimated fair value of the Corporation’s financial instruments that are carried at either fair value or cost as of September 30, 2012, December 31, 2011 and September 30, 2011 are shown in the tables below.

	September 30, 2012
	Carrying Amount		Fair Value
			Total		Level 1		Level 2		Level 3
Financial assets:
Cash and due from banks	$	238,417	$	238,417	$	—	$	238,417	$	—
Available for sale securities	2,911,993		2,911,993		3,245		2,861,244		47,504
Held to maturity securities	620,631		631,237		—		631,237		—
Other securities	140,730		140,730		—		140,730		—
Loans held for sale	17,540		17,540		—		17,540		—
Net noncovered loans	8,217,478		7,898,195		—		—		7,898,195
Net covered loans and loss share receivable	1,131,285		1,131,285		—		—		1,131,285
Accrued interest receivable	43,901		43,901		—		43,901		—
Derivatives	68,047		68,047		—		68,047		—
Financial liabilities:
Deposits	$	11,532,426	$	11,540,681	$	—	$	11,540,681	$	—
Federal funds purchased and securities sold under agreements to repurchase	963,455		963,455		—		963,455		—
Wholesale borrowings	178,083		187,230		—		187,230		—
Accrued interest payable	2,798		2,798		—		2,798		—
Derivatives	84,938		84,938		—		84,938		—

	December 31, 2011
	Carrying Amount		Fair Value
			Total		Level 1		Level 2		Level 3
Financial assets:
Cash and due from banks	$	377,319	$	377,319	$	—	$	377,319	$	—
Available for sale securities	3,353,553		3,353,553		3,299		3,262,715		87,539
Held to maturity securities	82,764		85,112		—		85,112		—
Other securities	140,726		140,726		—		140,726		—
Loans held for sale	30,077		30,077		—		30,077		—
Net noncovered loans	7,641,245		7,373,801		—		—		7,373,801
Net covered loans and loss share receivable	1,460,723		1,460,723		—		—		1,460,723
Accrued interest receivable	42,274		42,274		—		42,274		—
Derivatives	62,056		62,101		—		62,101		—
Financial liabilities:
Deposits	$	11,431,609	$	11,445,777	$	—	$	11,445,777	$	—
Federal funds purchased and securities sold under agreements to repurchase	866,265		866,265		—		866,265		—
Wholesale borrowings	203,462		211,623		—		211,623		—
Accrued interest payable	3,915		3,915		—		3,915		—
Derivatives	86,106		86,150		—		86,150		—

	September 30, 2011
	Carrying Amount		Fair Value
			Total		Level 1		Level 2		Level 3
Financial assets:
Cash and due from banks	$	318,945	$	318,945	$	—	$	318,945	$	—
Available for sale securities	3,198,046		3,198,046		3,715		3,103,290		91,041
Held to maturity securities	92,214		94,921		—		94,921		—
Other securities	160,793		160,793		—		160,793		—
Loans held for sale	39,340		39,340		—		39,340		—
Net noncovered loans	7,522,385		7,148,775		—		—		7,148,775
Net covered loans and loss share receivable	1,612,615		1,612,615		—		—		1,612,615
Accrued interest receivable	41,199		41,199		—		41,199		—
Derivatives	65,318		65,318		—		65,318		—
Financial liabilities:
Deposits	$	11,396,121	$	11,412,576	$	—	$	11,412,576	$	—
Federal funds purchased and securities sold under agreements to repurchase	987,030		991,304		—		991,304		—
Wholesale borrowings	248,006		256,069		—		256,069		—
Accrued interest payable	4,627		4,627		—		4,627		—
Derivatives	89,657		89,657		—		89,657		—

The following methods and assumptions were used to estimate the fair value of the remaining classes of financial instruments not measured at fair value on a recurring or nonrecurring basis:

Cash and due from banks – For these short-term instruments, the carrying amount is considered a reasonable estimate of fair value.

Held to maturity securities - The held to maturity portfolio was segmented based on security type and repricing characteristics. Carrying values are used to estimate fair values of variable rate securities. A discounted cash flow method was used to estimate the fair value of fixed-rate securities. Discounting was based on the contractual cash flows, and discount rates are based on the year-end yield curve plus a spread that reflects current pricing on securities with similar characteristics. If applicable, prepayment assumptions are factored into the fair value determination based on historical experience and current economic conditions.

Other securities - Other securities is mainly composed of FRB and FHLB stock. The carrying amount of this stock is a reasonable fair value estimate given their restricted nature.

Net noncovered loans – The loan portfolio was segmented based on loan type and repricing characteristics. Carrying values are used to estimate fair values of variable rate loans. A discounted cash flow method was used to estimate the fair value of fixed-rate loans. Discounting was based on the contractual cash flows, and discount rates are based on the year-end yield curve plus a spread that reflects current pricing on loans with similar characteristics. If applicable, prepayment assumptions are factored into the fair value determination based on historical experience and current economic conditions.

Net covered loansand loss share receivable – Fair values for loans were based on a discounted cash flow methodology that considered factors including the type of loan and related collateral, classification status, fixed or variable interest rate, term of loan and whether or not the loan was amortizing, and current discount rates. Loans were grouped together according to similar characteristics and were treated in the aggregate when applying various valuation techniques. The discount rates used for loans are based on current market rates for new originations of comparable loans and include adjustments for liquidity concerns. The discount rate does not include a factor for credit losses as that has been included in the estimated cash flows.

Loss share receivable – This loss sharing asset is measured separately from the related covered assets as it is not contractually embedded in the covered assets and is not transferable with the covered assets should the Bank choose to dispose of them. Fair value was estimated using projected cash flows related to the Loss Share Agreements based on the expected reimbursements for losses and the applicable loss sharing percentages. These cash flows were discounted to reflect the uncertainty of the timing and receipt from the FDIC.

Accrued interest receivable – The carrying amount is considered a reasonable estimate of fair value.

Deposits – The estimated fair value of deposits with no stated maturity, which includes demand deposits, money market accounts and other savings accounts, are established at carrying value because of the customers’ ability to withdraw funds immediately. A discounted cash flow method is used to estimate the fair value of fixed rate time deposits. Discounting was based on the contractual cash flows and the current rates at which similar deposits with similar remaining maturities would be issued.

Federal funds purchased and securities sold under agreements to repurchase and wholesale borrowings – The carrying amount of variable rate borrowings including federal funds purchased is considered to be their fair value. Quoted market prices or the discounted cash flow method was used to estimate the fair value of the Corporation’s long-term debt. Discounting was based on the contractual cash flows and the current rate at which debt with similar terms could be issued.

Accrued interest payable – The carrying amount is considered a reasonable estimate of fair value.

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Earnings per share

9 Months Ended

Sep. 30, 2012

Earnings Per Share [Abstract]

Earnings per share

The reconciliation between basic and diluted earnings per share (“EPS”) is calculated using the treasury stock method and presented as follows:

	Three Months Ended				Nine Months Ended
	September 30, 2012		September 30, 2011		September 30, 2012		September 30, 2011
BASIC EPS:
Net income	$	34,953	$	31,737	$	95,882	$	89,060
Net income available to common shareholders	$	34,953	$	31,737	$	95,882	$	89,060
Average common shares outstanding	109,645		109,245		109,473		109,052
Basic net income per share	$	0.32	$	0.29	$	0.88	$	0.82
DILUTED EPS:
Income used in diluted earnings per share calculation	$	34,953	$	31,737	$	95,882	$	89,060
Average common and common stock equivalent shares outstanding	109,645		109,246		109,473		109,053
Diluted net income per share	$	0.32	$	0.29	$	0.88	$	0.82

For the three months ended September 30, 2012 and 2011 options to purchase 1.8 million and 3.3 million shares, respectively, were outstanding, but not included in the computation of diluted EPS because they were antidilutive.

XML

Earnings per share (Details) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011
Share-based Compensation [Abstract]
Net Income (Loss) Attributable to Parent	$ 34,953	$ 31,737	$ 95,882	$ 89,060
Net Income (Loss) Available to Common Stockholders, Basic	$ 34,953	$ 31,737	$ 95,882	$ 89,060
Weighted average number of common shares outstanding - basic	109,645	109,245	109,473	109,052
Earnings Per Share, Basic	$ 0.32	$ 0.29	$ 0.88	$ 0.82
Weighted Average Number of Shares Outstanding, Diluted	109,645	109,246	109,473	109,053
Earnings Per Share, Diluted	$ 0.32	$ 0.29	$ 0.88	$ 0.82

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Allowance for loan losses Alloance for loan losses

9 Months Ended

Sep. 30, 2012

Allowance for loan losses [Abstract]

Allowance for Credit Losses

The Corporation’s Credit Policy Division manages credit risk by establishing common credit policies for its subsidiary bank, participating in approval of its loans, conducting reviews of loan portfolios, providing centralized consumer underwriting, collections and loan operation services, and overseeing loan workouts. The Corporation’s objective is to minimize losses from its commercial lending activities and to maintain consumer losses at acceptable levels that are stable and consistent with growth and profitability objectives.

The allowance for loan losses is Management’s estimate of the amount of probable credit losses inherent in the portfolio at the balance sheet date. Management estimates credit losses based on individual loans determined to be impaired and on all other loans grouped based on similar risk characteristics. Management also considers internal and external factors such as economic conditions, loan management practices, portfolio monitoring, and other risks, collectively known as qualitative factors, or Q-factors, to estimate credit losses in the loan portfolio. Q-factors are used to reflect changes in the portfolio’s collectability characteristics not captured by historical loss data.

The Corporation’s historical loss component is the most significant of the allowance for loan losses components and is based on historical loss experience by credit-risk grade (for commercial loan pools) and payment status (for mortgage and consumer loan pools). Balances by credit-risk grade and payment status, as well as descriptions of the credit-risk grades are included in Note 5 (Loans). The historical loss experience component of the allowance for loan losses represents the results of migration analysis of historical net charge-offs for portfolios of loans (including groups of commercial loans within each credit-risk grade and groups of consumer loans by payment status). For measuring loss exposure in a pool of loans, the historical net charge-off or migration experience is utilized to estimate expected losses to be realized from the pool of loans.

If a nonperforming, substandard loan has an outstanding balance of $0.3 million or greater or if a doubtful loan has an outstanding balance of $0.1 million or greater, as determined by the Corporation’s credit-risk grading process, further analysis is performed to determine the probable loss content and assign a specific allowance to the loan, if deemed appropriate. The allowance for loan losses relating to originated loans that have become impaired is based on either expected cash flows discounted using the original effective interest rate, the observable market price, or the fair value of the collateral for certain collateral dependent loans. To the extent credit deterioration occurs on purchased loans after the date of acquisition, the Corporation records an allowance for loan losses, net of any expected reimbursement under any loss sharing agreements with the FDIC.

The activity within the allowance for noncovered loan losses, by portfolio type, for the three and nine months endedSeptember 30, 2012 and 2011 is shown in the following tables:

	Nine Months Ended September 30, 2012
	C&I			CRE			Construction			Leases		Installment			Home Equity  Lines			Credit Cards			Residential Mortgages			Total
Allowance for loan losses, beginning balance	$	32,363		$	31,857		$	5,173		$	341	$	17,981		$	6,766		$	7,369		$	5,849		$	107,699
Charge-offs	(19,906		)	(3,496		)	(165		)	—		(14,441		)	(7,373		)	(4,618		)	(3,431		)	(53,430		)
Recoveries	3,120			825			364			38		9,104			2,588			1,583			191			17,813
Provision for noncovered loan losses	23,582			(4,008		)	(568		)	127		(809		)	2,904			2,901			2,731			26,860
Allowance for loan losses, ending balance	$	39,159		$	25,178		$	4,804		$	506	$	11,835		$	4,885		$	7,235		$	5,340		$	98,942

	Three Months Ended September 30, 2012
	C&I			CRE			Construction			Leases		Installment			Home Equity  Lines			Credit Cards			Residential Mortgages			Total
Allowance for loan losses, beginning balance	$	40,327		$	27,186		$	5,147		$	358	$	13,029		$	5,449		$	6,690		$	5,663		$	103,849
Charge-offs	(8,773		)	(727		)	(127		)	—		(5,507		)	(2,784		)	(1,390		)	(1,691		)	(20,999		)
Recoveries	1,408			180			61			—		2,883			1,007			488			100			6,127
Provision for noncovered loan losses	6,197			(1,461		)	(277		)	148		1,430			1,213			1,447			1,268			9,965
Allowance for loan losses, ending balance	$	39,159		$	25,178		$	4,804		$	506	$	11,835		$	4,885		$	7,235		$	5,340		$	98,942

	Nine Months Ended September 30, 2011
	C&I			CRE			Construction			Leases			Installment			Home Equity  Lines			Credit Cards			Residential Mortgages			Total
Allowance for loan losses, beginning balance	$	29,764		$	32,026		$	7,180		$	475		$	21,555		$	7,217		$	11,107		$	5,366		$	114,690
Charge-offs	(13,517		)	(7,763		)	(3,245		)	(778		)	(20,204		)	(8,356		)	(6,135		)	(3,786		)	(63,784		)
Recoveries	1,254			54			545			35			10,812			1,840			1,789			192			16,521
Provision for noncovered loan losses	12,837			8,984			2,335			593			6,160			5,542			1,235			4,074			41,760
Allowance for loan losses, ending balance	$	30,338		$	33,301		$	6,815		$	325		$	18,323		$	6,243		$	7,996		$	5,846		$	109,187

	Three Months Ended September 30, 2011
	C&I			CRE			Construction			Leases			Installment			Home Equity  Lines			Credit Cards			Residential Mortgages			Total
Allowance for loan losses, beginning balance	$	28,366		$	32,946		$	7,876		$	353		$	18,089		$	7,142		$	8,403		$	6,012		$	109,187
Charge-offs	(4,528		)	(3,304		)	(550		)	(651		)	(5,911		)	(2,779		)	(1,520		)	(771		)	(20,014		)
Recoveries	540			6			171			1			3,375			658			585			74			5,410
Provision for noncovered loan losses	5,960			3,653			(682		)	622			2,770			1,222			528			531			14,604
Allowance for loan losses, ending balance	$	30,338		$	33,301		$	6,815		$	325		$	18,323		$	6,243		$	7,996		$	5,846		$	109,187

The following tables present the allowance for noncovered loan losses and the recorded investment in noncovered loans, by portfolio type, based on impairment method as of September 30, 2012, December 31, 2011 and September 30, 2011.

	As of September 30, 2012
	C&I		CRE		Construction		Leases		Installment		Home Equity  Lines		Credit Cards		Residential Mortgages		Total
Ending allowance for noncovered loan losses balance attributable to loans:
Individually evaluated for impairment	$	2,900	$	1,953	$	117	$	—	$	1,674	$	95	$	106	$	1,599	$	8,444
Collectively evaluated for impairment	36,259		23,225		4,687		506		10,161		4,790		7,129		3,741		90,498
Total ending allowance for noncovered loan losses balance	$	39,159	$	25,178	$	4,804	$	506	$	11,835	$	4,885	$	7,235	$	5,340	$	98,942
Noncovered loans:
Individually evaluated for impairment	$	9,994	$	28,972	$	3,577	$	—	$	32,577	$	6,922	$	1,767	$	24,569	$	108,378
Collectively evaluated for impairment	3,039,235		2,124,370		305,528		110,938		1,288,505		782,820		142,152		414,494		8,208,042
Total ending noncovered loan balance	$	3,049,229	$	2,153,342	$	309,105	$	110,938	$	1,321,082	$	789,742	$	143,919	$	439,063	$	8,316,420

	As of December 31, 2011
	C&I		CRE		Construction		Leases		Installment		Home Equity  Lines		Credit Cards		Residential Mortgages		Total
Ending allowance for noncovered loan losses balance attributable to loans:
Individually evaluated for impairment	$	2,497	$	1,599	$	99	$	—	$	1,382	$	31	$	108	$	1,364	$	7,080
Collectively evaluated for impairment	29,866		30,258		5,074		341		16,599		6,735		7,261		4,485		100,619
Total ending allowance for noncovered loan losses balance	$	32,363	$	31,857	$	5,173	$	341	$	17,981	$	6,766	$	7,369	$	5,849	$	107,699
Noncovered loans:
Individually evaluated for impairment	$	8,269	$	36,087	$	9,320	$	—	$	33,571	$	4,763	$	2,202	$	17,398	$	111,610
Collectively evaluated for impairment	2,767,207		2,018,849		268,015		73,530		1,230,094		739,219		144,154		396,266		7,637,334
Total ending noncovered loan balance	$	2,775,476	$	2,054,936	$	277,335	$	73,530	$	1,263,665	$	743,982	$	146,356	$	413,664	$	7,748,944

	As of September 30, 2011
	C&I		CRE		Construction		Leases		Installment		Home Equity  Lines		Credit Cards		Residential Mortgages		Total
Ending allowance for noncovered loan losses balance attributable to loans:
Individually evaluated for impairment	$	256	$	2,064	$	1,264	$	—	$	1,568	$	52	$	121	$	1,346	$	6,671
Collectively evaluated for impairment	30,082		31,237		5,551		325		16,755		6,191		7,875		4,500		102,516
Total ending allowance for noncovered loan losses balance	$	30,338	$	33,301	$	6,815	$	325	$	18,323	$	6,243	$	7,996	$	5,846	$	109,187
Noncovered loans:
Individually evaluated for impairment	$	4,271	$	39,288	$	11,789	$	—	$	34,654	$	4,413	$	2,356	$	16,316	$	113,087
Collectively evaluated for impairment	2,697,987		2,024,734		240,788		57,992		1,236,673		738,964		140,354		380,993		7,518,485
Total ending noncovered loan balance	$	2,702,258	$	2,064,022	$	252,577	$	57,992	$	1,271,327	$	743,377	$	142,710	$	397,309	$	7,631,572

To the extent there is a decrease in the present value of cash flows from Acquired Impaired Loans after the date of acquisition, the Corporation records an allowance for loan losses, net of expected reimbursement under any loss sharing agreements. These expected reimbursements are recorded as part of covered loans in the accompanying consolidated balance sheets. During the three months ended September 30, 2012, the Corporation increased its allowance for covered loan losses to $43.6 million to reserve for estimated additional losses on certain Acquired Impaired Loans. The increase in the allowance was recorded in the three months ended September 30, 2012 by a charge to the provision for covered loan losses of $7.7 million and an increase of $1.5 million in the loss share receivable for the portion of the losses recoverable under the loss sharing agreements.

To the extent credit deterioration occurs in Acquired Non-Impaired loans after the date of acquisition, the Corporation records a provision for loan losses only when the required allowance, net of any expected reimbursement under the loss sharing agreements exceeds any remaining credit discount. The allowance for losses on Acquired Nonimpaired loans, included in the allowance for noncovered covered loan losses on the consolidated balance sheets was $0.3 million, $0.7 million and $0.6 million as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively.

The activity within the allowance for covered loan losses for the three and nine months endedSeptember 30, 2012 and 2011 is shown in the following table:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Balance at beginning of the period	$	42,606		$	33,360		$	36,417		$	13,733
Provision for loan losses before benefit attributable to FDIC loss share agreements	7,698			12,992			28,177			48,657
Benefit attributable to FDIC loss share agreements	(1,484		)	(8,224		)	(12,601		)	(31,077		)
Net provision for covered loan losses	6,214			4,768			15,576			17,580
Increase in indemnification asset	1,484			8,224			12,601			31,077
Loans charged-off	(6,660		)	(11,749		)	(20,950		)	(27,787		)
Balance at end of the period	$	43,644		$	34,603		$	43,644		$	34,603

Credit Quality Disclosures

A loan is considered to be impaired when, based on current events or information, it is probable the Corporation will be unable to collect all amounts due (principal and interest) per the contractual terms of the loan agreement. Loan impairment for all loans is measured based on either the present value of expected future cash flows discounted at the loan’s effective interest rate, at the observable market price of the loan, or the fair value of the collateral for certain collateral dependent loans. Impaired loans include all nonaccrual commercial, agricultural, construction, and commercial real estate loans, and loans modified as troubled debt restructurings (“TDRs”). Aggregated consumer loans, mortgage loans, and leases that are collectively evaluated for impairment are not included in the following tables.

	As of September 30, 2012
	Recorded Investment		Unpaid Principal Balance		Related Allowance		Average Recorded Investment
Impaired loans with no related allowance
Commercial
C&I	$	1,443	$	10,154	$	—	$	9,903
CRE	16,910		22,337		—		19,217
Construction	3,370		3,944		—		4,080
Consumer
Installment	2,902		4,739		—		4,888
Home equity line	959		1,239		—		1,237
Credit card	4		4		—		4
Residential mortgages	10,693		12,838		—		11,542
Subtotal	$	36,281	$	55,255	$	—	$	50,871
Impaired loans with a related allowance
Commercial
C&I	8,551		12,555		2,900		10,163
CRE	11,543		14,113		1,953		10,559
Construction	726		726		117		733
Consumer
Installment	29,675		29,675		1,674		30,361
Home equity line	5,963		5,963		95		6,206
Credit card	1,763		1,763		106		1,975
Residential mortgages	13,876		13,967		1,599		13,946
Subtotal	72,097		78,762		8,444		73,943
Total impaired loans	$	108,378	$	134,017	$	8,444	$	124,814

(a) These tables exclude loans fully charged off.

(b) The differences between the recorded investment and unpaid principal balance amounts represents partial charge offs.

	As of December 31, 2011
	Recorded Investment		Unpaid Principal Balance		Related Allowance		Average Recorded Investment
Impaired loans with no related allowance
Commercial
C&I	$	6,999	$	9,121	$	—	$	8,442
CRE	29,566		46,744		—		37,720
Construction	7,522		13,675		—		9,908
Consumer
Installment	—		—		—		—
Home equity line	—		—		—		—
Credit card	—		—		—		—
Residential mortgages	4,244		5,746		—		4,450
Subtotal	48,331		75,286		—		60,520
Impaired loans with a related allowance
Commercial
C&I	1,270		1,769		2,497		752
CRE	6,521		6,789		1,599		3,247
Construction	1,798		2,864		99		1,929
Consumer
Installment	33,571		33,723		1,382		33,742
Home equity line	4,763		4,763		31		4,996
Credit card	2,202		2,202		108		2,497
Residential mortgages	13,154		13,167		1,364		13,155
Subtotal	63,279		65,277		7,080		60,318
Total impaired loans	$	111,610	$	140,563	$	7,080	$	120,838

(a) These tables exclude loans fully charged off.

(b) The differences between the recorded investment and unpaid principal balance amounts represents partial charge offs.

	As of September 30, 2011
	Recorded Investment		Unpaid Principal Balance		Related Allowance		Average Recorded Investment
Impaired loans with no related allowance
Commercial
C&I	$	843	$	1,831	$	—	$	1,613
CRE	28,728		40,092		—		34,838
Construction	5,883		8,657		—		6,850
Consumer
Installment	—		—		—		—
Home equity line	—		—		—		—
Credit card	—		—		—		—
Residential mortgages	2,872		4,229		—		2,999
Subtotal	$	38,326	$	54,809	$	—	$	46,300
Impaired loans with a related allowance
Commercial
C&I	3,428		4,725		256		4,053
CRE	10,560		15,444		2,064		12,286
Construction	5,906		8,840		1,264		6,386
Consumer
Installment	34,654		34,703		1,568		34,485
Home equity line	4,413		4,412		52		4,581
Credit card	2,359		2,359		121		2,560
Residential mortgages	13,444		13,469		1,346		13,409
Subtotal	74,764		83,952		6,671		77,760
Total impaired loans	$	113,090	$	138,761	$	6,671	$	124,060

(a) These tables exclude loans fully charged off.

(b) The differences between the recorded investment and unpaid principal balance amounts represents partial charge offs.

In certain circumstances, the Corporation may modify the terms of a loan to maximize the collection of amounts due when a borrower is experiencing financial difficulties or is expected to experience difficulties in the near term. In most cases the modification is either a concessionary reduction in interest rate, extension of the maturity date or modification of the adjustable rate provisions of the loan that would otherwise not be considered; however, forgiveness of principal is rarely granted. Concessionary modifications are classified as TDRs unless the modification is short-term, typically less than 90 days. TDRs accrue interest if the borrower complies with the revised terms and conditions and has demonstrated repayment performance at a level commensurate with the modified terms for a minimum of six consecutive payment cycles after the restructuring date.

The substantial majority of the Corporation’s residential mortgage TDRs involve reducing the client’s loan payment through an interest rate reduction for a set period of time based on the borrower’s ability to service the modified loan payment. As a result of guidance from the Office of the Comptroller of the Currency ("OCC"), in the quarter ended September 30, 2012, approximately $10.6 million of consumer loans were identified as troubled debt restructurings whereby the borrower's obligation to the Corporation has been discharged in bankruptcy and the borrower has not reaffirmed the debt. These loans were reclassified from performing loans to nonaccrual status as of September 30, 2012 and consisted of $6.7 million of first mortgages, $1.0 million of junior liens and $2.9 million of automobile loans. Modifications of mortgages retained in portfolio are handled using proprietary modification guidelines, or the FDIC’s Modification Program for residential first mortgages covered by loss share agreements (agreements between the Bank and the FDIC that afford the Bank significant protection against future losses). The Corporation participates in the U.S. Treasury’s Home Affordable Modification Program for originated mortgages sold to and serviced for Fannie Mae and Freddie Mac. Commercial and industrial loans modified in a TDR often involve temporary interest-only payments, term extensions and converting revolving credit lines to term loans. Additional collateral, a co-borrower, or a guarantor is often requested. Commercial real estate and construction loans modified in a TDR often involve reducing the interest rate for the remaining term of the loan, extending the maturity date at an interest rate lower than the current market rate for new debt with similar risk, or substituting or adding a new borrower or guarantor. Construction loans modified in a TDR may also involve extending the interest-only payment period. Acquired loans restructured after acquisition are not considered TDRs for purposes of the Corporation’s accounting and disclosure if the loans evidenced credit deterioration as of the acquisition date and are accounted for in pools. The Corporation has modified certain loans according to provisions in loss share agreements. Losses associated with modifications on these loans, including the economic impact of interest rate reductions, are generally eligible for reimbursement under the loss share agreements.

The following tables provide the number of loans modified in a TDR and the recorded investment and unpaid principal balance by loan portfolio as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively.

			As of September 30, 2012
			Number of Loans	Recorded Investment		Unpaid Principal Balance
Noncovered loans
	Commercial
		C&I	22	$	2,413	$	8,478
		CRE	36	17,763		21,307
		Construction	27	3,577		4,025
		Subtotal	85	23,753		33,810
	Consumer
		Installment	1,840	32,577		34,414
		Home equity lines	229	6,922		7,202
		Credit card	426	1,767		1,767
		Residential mortgages	308	24,569		26,805
		Subtotal	2,803	65,835		70,188
Covered loans
	Commercial
		C&I	11	5,278		6,216
		CRE	25	52,079		57,681
		Construction	10	14,640		42,567
		Subtotal	46	71,997		106,464
	Consumer
		Home equity lines	30	4,742		4,774
		Total	2,964	$	166,327	$	215,236

(a) The differences between the recorded investment and unpaid principal balance amounts represents partial charge offs.

			As of December 31, 2011
			Number of Loans	Recorded Investment		Unpaid Principal Balance
Noncovered loans
	Commercial
		C&I	14	$	2,512	$	4,336
		CRE	28	9,167		12,659
		Construction	22	3,323		3,985
		Subtotal	64	15,002		20,980
	Consumer
		Installment	1,547	33,571		33,723
		Home equity lines	174	4,763		4,763
		Credit card	496	2,202		2,202
		Residential mortgages	177	17,398		18,913
		Subtotal	2,394	57,934		59,601
Covered loans
	Commercial
		C&I	15	7,578		10,812
		CRE	21	57,786		62,159
		Construction	8	12,056		32,035
		Subtotal	44	77,420		105,006
		Total	2,502	$	150,356	$	185,587

(a) The differences between the recorded investment and unpaid principal balance amounts represents partial charge offs.

			As of September 30, 2011
			Number of Loans	Recorded Investment		Unpaid Principal Balance
Noncovered loans
	Commercial
		C&I	8	$	1,096	$	2,654
		CRE	20	8,068		10,725
		Construction	16	3,443		3,657
		Subtotal	44	12,607		17,036
	Consumer
		Installment	1,568	34,654		34,703
		Home equity lines	166	4,413		4,412
		Credit card	529	2,359		2,359
		Residential mortgages	161	16,316		17,698
		Subtotal	2,424	57,742		59,172
Covered loans
	Commercial
		C&I	8	7,287		10,901
		CRE	15	41,403		45,282
		Construction	11	10,940		21,918
		Subtotal	34	59,630		78,101
		Total	2,502	$	129,979	$	154,309

(a) The differences between the recorded investment and unpaid principal balance amounts represents partial charge offs.

The pre-modification and post-modification outstanding recorded investments of loans modified as TDRs during the quarters ended September 30, 2012 and 2011 were not materially different. Post-modification balances may include capitalization of unpaid accrued interest and fees associated with the modification as well as forgiveness of principal. Loans modified as TDRs during the quarters ended September 30, 2012 and 2011 did not involve the forgiveness of principal, accordingly, the Corporation did not record a charge-off at the modification date. Additionally, capitalization of any unpaid accrued interest and fees assessed to loans modified in the quarters ended September 30, 2012 and 2011 were not material to the accompanying consolidated financial statements. Specific allowances for loan losses are established for loans whose terms have been modified in a TDR. Specific reserve allocations are generally assessed prior to loans being modified in a TDR, as most of these loans migrate from the Corporation’s internal watch list and have been specifically allocated for as part of the Corporation’s normal loan loss provisioning methodology. At September 30, 2012, the Corporation had $0.3 million in commitments to lend additional funds to debtors owing receivables whose terms have been modified in a TDR.

The following tables provide a summary of the delinquency status of TDRs along with the specific allowance for loan loss, by loan type, as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively, including TDRs that continue to accrue interest and TDRs included in nonperforming assets.

	As of September 30, 2012
	Accruing TDRs						Nonaccruing TDRs						Total		Total
	Current		Delinquent		Total		Current		Delinquent		Total		TDRS		Allowance
Noncovered loans
Commercial
C&I	$	955	$	—	$	955	$	865	$	593	$	1,458	$	2,413	$	126
CRE	11,609		2,464		14,073		473		3,217		3,690		17,763		401
Construction	3,507		—		3,507		70		—		70		3,577		117
Total noncovered commercial	16,071		2,464		18,535		1,408		3,810		5,218		23,753		644
Consumer
Installment	28,604		1,071		29,675		2,882		20		2,902		32,577		1,674
Home equity lines	5,394		171		5,565		1,131		226		1,357		6,922		95
Credit card	1,655		109		1,764		—		3		3		1,767		106
Residential mortgages	11,386		3,339		14,725		6,611		3,233		9,844		24,569		1,599
Total noncovered consumer	47,039		4,690		51,729		10,624		3,482		14,106		65,835		3,474
Covered loans
Commercial
C&I	1,000		4,278		5,278		—		—		—		5,278		1,527
CRE	17,298		34,782		52,080		—		—		—		52,080		8,088
Construction	6,324		8,315		14,639		—		—		—		14,639		1,632
Total covered commercial	24,622		47,375		71,997		—		—		—		71,997		11,247
Consumer
Home equity lines	4,698		44		4,742		—		—		—		4,742		—
Total TDRs	$	92,430	$	54,573	$	147,003	$	12,032	$	7,292	$	19,324	$	166,327	$	15,365

	As of December 31, 2011
	Accruing TDRs						Nonaccruing TDRs						Total		Total
	Current		Delinquent		Total		Current		Delinquent		Total		TDRS		Allowance
Noncovered loans
Commercial
C&I	$	91	$	—	$	91	$	—	$	2,421	$	2,421	$	2,512	$	247
CRE	3,305		513		3,818		3,590		1,759		5,349		9,167		236
Construction	2,782		—		2,782		304		237		541		3,323		99
Total noncovered commercial	6,178		513		6,691		3,894		4,417		8,311		15,002		582
Consumer
Installment	31,637		1,800		33,437		—		134		134		33,571		1,382
Home equity lines	4,226		222		4,448		76		239		315		4,763		31
Credit card	2,073		110		2,183		—		19		19		2,202		108
Residential mortgages	13,736		688		14,424		1,622		1,352		2,974		17,398		1,364
Total noncovered consumer	51,672		2,820		54,492		1,698		1,744		3,442		57,934		2,885
Covered loans
Commercial
C&I	1,587		5,991		7,578		—		—		—		7,578		1,384
CRE	35,083		22,703		57,786		—		—		—		57,786		6,567
Construction	5,838		6,218		12,056		—		—		—		12,056		696
Total covered commercial	42,508		34,912		77,420		—		—		—		77,420		8,647
Total TDRs	$	100,358	$	38,245	$	138,603	$	5,592	$	6,161	$	11,753	$	150,356	$	12,114

	As of September 30, 2011
	Accruing TDRs						Nonaccruing TDRs						Total		Total
	Current		Delinquent		Total		Current		Delinquent		Total		TDRS		Allowance
Noncovered loans
Commercial
C&I	$	129	$	—	$	129	$	—	$	967	$	967	$	1,096	$	215
CRE	4,778		—		4,778		1,215		2,075		3,290		8,068		125
Construction	2,760		—		2,760		180		503		683		3,443		772
Total noncovered commercial	7,667		—		7,667		1,395		3,545		4,940		12,607		1,112
Consumer
Installment	32,882		1,772		34,654		—		—		—		34,654		1,568
Home equity lines	3,885		528		4,413		—		—		—		4,413		52
Credit card	2,201		158		2,359		—		—		—		2,359		121
Residential mortgages	12,313		1,570		13,883		1,485		948		2,433		16,316		1,346
Total noncovered consumer	51,281		4,028		55,309		1,485		948		2,433		57,742		3,087
Covered loans
Commercial
C&I	6,052		1,235		7,287		—		—		—		7,287		746
CRE	41,403		—		41,403		—		—		—		41,403		1,542
Construction	10,940		—		10,940		—		—		—		10,940		394
Total covered commercial	58,395		1,235		59,630		—		—		—		59,630		2,682
Total TDRs	$	117,343	$	5,263	$	122,606	$	2,880	$	4,493	$	7,373	$	129,979	$	6,881

Loans modified in a TDR are closely monitored for delinquency as an early indicator of possible future default. If loans modified in a TDR subsequently default, the Corporation evaluates the loan for possible further impairment. The allowance for loan losses may be increased, adjustments may be made in the allocation of the allowance for loan losses, or partial charge-offs may be taken to further write-down the carrying value of the loan. The following table provides the number of loans modified in a TDR during the previous 12 months which subsequently defaulted during the quarter ended September 30, 2012, as well as the recorded investment in these restructured loans as of September 30, 2012.

	As of September 30, 2012
	Number of Loans	Recorded Investment
Noncovered loans
Commercial
C&I	—	$	—
CRE	—	—
Construction	—	—
Total noncovered commercial	—	—
Consumer
Installment	122	4,385
Home equity lines	15	669
Credit card	18	122
Residential mortgages	1	80
Total noncovered consumer	156	5,256
Covered loans
Commercial
C&I	—	—
CRE	—	—
Construction	—	—
Total covered commercial	—	—
Total	156	$	5,256

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Goodwill and Other Intangible Assets

9 Months Ended

Sep. 30, 2012

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Other Intangible Assets

Goodwill

Goodwill totaled $460.0 million at September 30, 2012, December 31, 2011 and September 30, 2011. Goodwill is not amortized but is evaluated for impairment on an annual basis at November 30th of each year or whenever events or changes in circumstances indicate the carrying value may not be recoverable. No events or changes in circumstances since the November 30, 2011 annual impairment test were noted that would indicate it was more likely than not a goodwill impairment exists.

Other Intangible Assets

The following tables show the gross carrying amount and the amount of accumulated amortization of intangible assets subject to amortization.

	September 30, 2012
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Core deposit intangibles	$	16,759	$	(10,117	)	$	6,642
Non-compete covenant	102		(70		)	32
Lease intangible	618		(475		)	143
	$	17,479	$	(10,662	)	$	6,817

	December 31, 2011
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Core deposit intangibles	$	16,759	$	(8,829	)	$	7,930
Non-compete covenant	102		(51		)	51
Lease intangible	618		(360		)	258
	$	17,479	$	(9,240	)	$	8,239

	September 30, 2011
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Core deposit intangibles	$	16,760	$	(8,339	)	$	8,421
Non-compete covenant	102		(45		)	57
Lease intangible	617		(313		)	304
	$	17,479	$	(8,697	)	$	8,782

Intangible asset amortization expense was $0.5 million in each of the three months ended September 30, 2012 and 2011. Estimated amortization expense for each of the next five years is as follows: 2012 - $0.4 million; 2013 - $1.2 million; 2014 - $1.1 million; 2015 - $1.0 million; and 2016 - $0.9 million.

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Derivatives and Hedging Activities

9 Months Ended

Sep. 30, 2012

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivatives and Hedging Activities

The Corporation, through its mortgage banking, foreign exchange and risk management operations, is party to various derivative instruments that are used for asset and liability management and customers’ financing needs. Derivative instruments are contracts between two or more parties that have a notional amount and underlying variable, require no net investment and allow for the net settlement of positions. The notional amount serves as the basis for the payment provision of the contract and takes the form of units, such as shares or dollars. The underlying variable represents a specified interest rate, index or other component. The interaction between the notional amount and the underlying variable determines the number of units to be exchanged between the parties and influences the market value of the derivative contract. Derivative assets and liabilities are recorded at fair value on the balance sheet and do not take into account the effects of master netting agreements. Master netting agreements allow the Corporation to settle all derivative contracts held with a single counterparty on a net basis, and to offset net derivative positions with related collateral, where applicable.

The predominant derivative and hedging activities include interest rate swaps and certain mortgage banking activities. Generally, these instruments help the Corporation manage exposure to market risk and meet customer financing needs. Market risk represents the possibility that economic value or net interest income will be adversely affected by fluctuations in external factors, such as interest rates, market-driven rates and prices or other economic factors. Foreign exchange contracts are entered into to accommodate the needs of customers.

Derivatives Designated in Hedge Relationships

The Corporation’s fixed rate loans result in exposure to losses in value as interest rates change. The risk management objective for hedging fixed rate loans is to convert the fixed rate received to a floating rate. The Corporation hedges exposure to changes in the fair value of fixed rate loans through the use of swaps. For a qualifying fair value hedge, changes in the value of the derivatives that have been highly effective as hedges are recognized in current period earnings along with the corresponding changes in the fair value of the designated hedged item attributable to the risk being hedged.

Through the Corporation’s Fixed Rate Advantage Program (“FRAP Program”), a customer received a fixed interest rate commercial loan and the Corporation subsequently converted that fixed rate loan to a variable rate instrument over the term of the loan by entering into an interest rate swap with a dealer counterparty. The Corporation receives a fixed rate payment from the customer on the loan and pays the equivalent amount to the dealer counterparty on the swap in exchange for a variable rate payment based on the one month London Inter-Bank Offered Rate index. These interest rate swaps are designated as fair value hedges. Through application of the “short cut method of accounting”, there is an assumption that the hedges are effective. The Corporation discontinued originating interest rate swaps under the FRAP program in February 2008 and subsequently began a new interest rate swap program for commercial loan customers, termed the Back-to-Back Program. These swaps do not qualify as designated hedges; therefore, each swap is accounted for as a stand-alone derivative.

As of September 30, 2012, December 31, 2011 and September 30, 2011, the notional values or contractual amounts and fair value of the Corporation’s derivatives designated in hedge relationships were as follows:

	Asset Derivatives												Liability Derivatives
	September 30, 2012				December 31, 2011				September 30, 2011				September 30, 2012				December 31, 2011				September 30, 2011
	Notional/ Contract Amount		Fair Value (a)		Notional/ Contract Amount		Fair Value (a)		Notional/ Contract Amount		Fair Value (a)		Notional/ Contract Amount		Fair Value (b)		Notional/ Contract Amount		Fair Value (b)		Notional/ Contract Amount		Fair Value (b)
Interest rate swaps:
Fair value hedges	$	—	$	—	$	819	$	—	$	—	$	—	$	182,950	$	22,071	$	234,330	$	25,889	$	248,447	$	28,278

(a) Included in Other Assets on the Consolidated Balance Sheets

(b) Included in Other Liabilities on the Consolidated Balance Sheets

Derivatives Not Designated in Hedge Relationships

As of September 30, 2012, December 31, 2011 and September 30, 2011, the notional values or contractual amounts and fair value of the Corporation’s derivatives not designated in hedge relationships were as follows:

	Asset Derivatives															Liability Derivatives
	September 30, 2012					December 31, 2011					September 30, 2011					September 30, 2012				December 31, 2011				September 30, 2011
	Notional/ Contract Amount		Fair Value  (a)			Notional/ Contract Amount		Fair Value  (a)			Notional/ Contract Amount		Fair Value  (a)			Notional/ Contract Amount		Fair Value  (b)		Notional/ Contract Amount		Fair Value  (b)		Notional/ Contract Amount		Fair Value  (b)
Interest rate swaps	$	1,166,765	$	62,796		$	976,823	$	58,875		$	934,248	$	61,299		$	1,166,765	$	62,796	$	976,823	$	58,875	$	934,248	$	61,299
Mortgage loan commitments	221,057		7,394			191,514		4,959			227,999		5,525			—		—		—		—		—		—
Forward sales contracts	144,849		(2,223		)	159,377		(1,798		)	182,588		(1,591		)	—		—		—		—		—		—
Credit contracts	—		—			—		—			—		—			20,861		—		17,951		—		24,435		—
Foreign exchange	4,363		80			3,582		65			2,461		85			4,371		71		3,793		62		2,456		80
Other	—		—			—		—			—		—			27,898		—		21,094		1,324		17,809		—
Total	$	1,537,034	$	68,047		$	1,331,296	$	62,101		$	1,347,296	$	65,318		$	1,219,895	$	62,867	$	1,019,661	$	60,261	$	978,948	$	61,379

(a) Included in Other Assets on the Consolidated Balance Sheet

(b) Included in Other Liabilities on the Consolidated Balance Sheet

Interest Rate Swaps. In 2008, the Corporation implemented the Back-to-Back Program, which is an interest rate swap program for commercial loan customers. The Back-to-Back Program provides the customer with a fixed rate loan while creating a variable rate asset for the Corporation through the customer entering into an interest rate swap with the Corporation on terms that match the loan. The Corporation offsets its risk exposure by entering into an offsetting interest rate swap with a dealer counterparty. These swaps do not qualify as designated hedges; therefore, each swap is accounted for as a stand-alone derivative.

Mortgage banking. In the normal course of business, the Corporation sells originated mortgage loans into the secondary mortgage loan markets. During the period of loan origination and prior to the sale of the loans in the secondary market, the Corporation has exposure to movements in interest rates associated with mortgage loans that are in the “mortgage pipeline” and the “mortgage warehouse”. A pipeline loan is one in which the Corporation has entered into a written mortgage loan commitment with a potential borrower that will be held for resale. Once a mortgage loan is closed and funded, it is included within the mortgage warehouse of loans awaiting sale and delivery into the secondary market.

Written loan commitments that relate to the origination of mortgage loans that will be held for resale are considered free-standing derivatives and do not qualify for hedge accounting. Written loan commitments generally have a term of up to 60 days before the closing of the loan. The loan commitment does not bind the potential borrower to entering into the loan, nor does it guarantee that the Corporation will approve the potential borrower for the loan. Therefore, when determining fair value, the Corporation makes estimates of expected “fallout” (loan commitments not expected to close), using models, which consider cumulative historical fallout rates and other factors. Fallout can occur for a variety of reasons including falling rate environments when a borrower will abandon an interest rate lock loan commitment at one lender and enter into a new lower interest rate lock loan commitment at another, when a borrower is not approved as an acceptable credit by the lender or for a variety of other non-economic reasons. In addition, expected net future cash flows related to loan servicing activities are included in the fair value measurement of a written loan commitment.

Written loan commitments in which the borrower has locked in an interest rate results in market risk to the Corporation to the extent market interest rates change from the rate quoted to the borrower. The Corporation economically hedges the risk of changing interest rates associated with its interest rate lock commitments by entering into forward sales contracts.

The Corporation’s warehouse (mortgage loans held for sale) is subject to changes in fair value, due to fluctuations in interest rates from the loan’s closing date through the date of sale of the loan into the secondary market. Typically, the fair value of the warehouse declines in value when interest rates increase and rises in value when interest rates decrease. To mitigate this risk, the Corporation enters into forward sales contracts on a significant portion of the warehouse to provide an economic hedge against those changes in fair value. Mortgage loans held for sale and the forward sales contracts were recorded at fair value with ineffective changes in value recorded in current earnings as Loan sales and servicing income.

The Corporation periodically enters into derivative contracts by purchasing to be announced (“TBA”) securities that are utilized as economic hedges of its mortgage servicing rights (“MSRs”) to minimize the effects of loss of value of MSRs associated with increase prepayment activity that generally results from declining interest rates. In a rising interest rate environment, the value of the MSRs generally will increase while the value of the hedged instruments will decline. The hedges are economic hedges only, and are terminated and reestablished as needed to respond to changes in market conditions. There were no outstanding TBA securities contracts as of September 30, 2012, December 31, 2011 or September 30, 2011.

Credit contracts. Prior to implementation of the Back-to-Back Program, certain of the Corporation’s commercial loan customers entered into interest rate swaps with unaffiliated dealer counterparties. The Corporation entered into swap participations with these dealer counterparties whereby the Corporation guaranteed payment in the event that the counterparty experienced a loss on the interest rate swap due to a failure to pay by the Corporation’s commercial loan customer. The Corporation simultaneously entered into reimbursement agreements with the commercial loan customers obligating the customers to reimburse the Corporation for any payments it makes under the swap participations. The Corporation monitors its payment risk on its swap participations by monitoring the creditworthiness of its commercial loan customers, which is based on the normal credit review process the Corporation would have performed had it entered into these derivative instruments directly with the commercial loan customers. At September 30, 2012, the remaining terms on these swap participation agreements generally ranged from one to six years. The Corporation’s maximum estimated exposure to written swap participations, as measured by projecting a maximum value of the guaranteed derivative instruments based on interest rate curve simulations and assuming 100% default by all obligors on the maximum values, was approximately $2.9 million as of September 30, 2012. The fair values of the written swap participations were not material as of September 30, 2012, December 31, 2011 and September 30, 2011.

Gains and losses recognized in income on non-designated hedging instruments for the three months ended September 30, 2012 and 2011 are as follows:

		Amount of Gain / (Loss) Recognized in Income on Derivatives
		Three Months Ended,			Three Months Ended,
		September 30, 2012			September 30, 2011
Mortgage loan commitments	Loan sales and servicing income	$	2,146		$	3,986
Forward sales contracts	Loan sales and servicing income	(1,023		)	(1,596		)
Foreign exchange contracts	Other income	136			6
Total		$	1,259		$	2,396

Counterparty Credit Risk

Like other financial instruments, derivatives contain an element of “credit risk”— the possibility that the Corporation will incur a loss because a counterparty, which may be a bank, a broker-dealer or a customer, fails to meet its contractual obligations. This risk is measured as the expected positive replacement value of contracts. All derivative contracts may be executed only with exchanges or counterparties approved by the Corporation’s Asset and Liability Committee, and only within the Corporation’s Board of Directors Credit Committee approved credit exposure limits. Where contracts have been created for customers, the Corporation enters into derivatives with dealers to offset its risk exposure. To manage the credit exposure to exchanges and counterparties, the Corporation generally enters into bilateral collateral agreements using standard forms published by the International Swaps and Derivatives Association. These agreements are to include thresholds of credit exposure or the maximum amount of unsecured credit exposure which the Corporation is willing to assume. Beyond the threshold levels, collateral in the form of securities made available from the investment portfolio or other forms of collateral acceptable under the bilateral collateral agreements are provided. The threshold levels for each counterparty are established by the Corporation’s Asset and Liability Committee. The Corporation generally posts collateral in the form of highly rated Government Agency issued bonds or mortgage backed securities (“MBSs”). Collateral posted against derivative liabilities was $103.0 million, $107.0 million and $113.8 million as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively.

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Derivatives and Hedging Activities (Details 2) (Not Designated as Hedging Instrument [Member], USD $) In Thousands, unless otherwise specified	3 Months Ended
	Sep. 30, 2012	Sep. 30, 2011
Gains and losses recognized in income on non-designated hedging instruments
Gains and losses recognized in income on derivatives	$ 1,259	$ 2,396
Mortgage loan commitments [Member] | Other income [Member]
Gains and losses recognized in income on non-designated hedging instruments
Gains and losses recognized in income on derivatives	2,146	3,986
Forward sales contracts [Member] | Other income [Member]
Gains and losses recognized in income on non-designated hedging instruments
Gains and losses recognized in income on derivatives	(1,023)	(1,596)
Foreign exchange contract [Member] | Other income [Member]
Gains and losses recognized in income on non-designated hedging instruments
Gains and losses recognized in income on derivatives	$ 136	$ 6

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Benefit Plans (Narratives) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Sep. 30, 2012
Compensation and Retirement Disclosure [Abstract]
Defined Benefit Plan, Estimated Future Employer Contributions in Current Fiscal Year	$ 10.0
Matching Contribution to the Savings Plan	contribution to $.50 for each $1.00 up to 1% of an employee’s qualifying salary

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Derivatives and Hedging Activities (Details 1) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2012		Dec. 31, 2011		Sep. 30, 2011
Derivatives not designated in hedge relationships
Derivative Asset, Fair Value	$ 68,047		$ 62,056		$ 65,318
Derivative Liability, Fair Value	84,938		86,106		89,657
Foreign exchange [Member]
Derivatives not designated in hedge relationships
Derivative Liability, Fair Value	71	[1]
Other [Member]
Derivatives not designated in hedge relationships
Derivative Liability, Fair Value	0	[1]
Not Designated as Hedging Instrument [Member]
Derivatives not designated in hedge relationships
Derivative Asset, Notional/Contract Amount	1,537,034		1,331,296		1,347,296
Derivative Asset, Fair Value	68,047	[2]	62,101	[2]	65,318	[2]
Derivative Liability, Notional/Contract Amount	1,219,895		1,019,661		978,948
Derivative Liability, Fair Value	62,867	[1]	60,261	[1]	61,379	[1]
Not Designated as Hedging Instrument [Member] | Interest rate swaps [Member]
Derivatives not designated in hedge relationships
Derivative Asset, Notional/Contract Amount	1,166,765		976,823		934,248
Derivative Asset, Fair Value	62,796	[2]	58,875	[2]	61,299	[2]
Derivative Liability, Notional/Contract Amount	1,166,765		976,823		934,248
Derivative Liability, Fair Value	62,796	[1]	58,875	[1]	61,299	[1]
Not Designated as Hedging Instrument [Member] | Mortgage loan commitments [Member]
Derivatives not designated in hedge relationships
Derivative Asset, Notional/Contract Amount	221,057		191,514		227,999
Derivative Asset, Fair Value	7,394	[2]	4,959	[2]	5,525	[2]
Derivative Liability, Notional/Contract Amount	0		0		0
Derivative Liability, Fair Value	0	[1]	0	[1]	0	[1]
Not Designated as Hedging Instrument [Member] | Forward sales contracts [Member]
Derivatives not designated in hedge relationships
Derivative Asset, Notional/Contract Amount	144,849		159,377		182,588
Derivative Asset, Fair Value	(2,223)	[2]	(1,798)	[2]	(1,591)	[2]
Derivative Liability, Notional/Contract Amount	0		0		0
Derivative Liability, Fair Value	0	[1]	0	[1]	0	[1]
Not Designated as Hedging Instrument [Member] | Credit contracts [Member]
Derivatives not designated in hedge relationships
Derivative Asset, Notional/Contract Amount	0		0		0
Derivative Asset, Fair Value	0	[2]	0	[2]	0	[2]
Derivative Liability, Notional/Contract Amount	20,861		17,951		24,435
Derivative Liability, Fair Value	0	[1]	0	[1]	0	[1]
Not Designated as Hedging Instrument [Member] | Foreign exchange [Member]
Derivatives not designated in hedge relationships
Derivative Asset, Notional/Contract Amount	4,363		3,582		2,461
Derivative Asset, Fair Value	80	[2]	65	[2]	85	[2]
Derivative Liability, Notional/Contract Amount	4,371		3,793		2,456
Derivative Liability, Fair Value			62	[1]	80	[1]
Not Designated as Hedging Instrument [Member] | Other [Member]
Derivatives not designated in hedge relationships
Derivative Asset, Notional/Contract Amount	0		0		0
Derivative Asset, Fair Value	0	[2]	0	[2]	0	[2]
Derivative Liability, Notional/Contract Amount	27,898		21,094		17,809
Derivative Liability, Fair Value			$ 1,324	[1]	$ 0	[1]

[1] Included in Other Liabilities on the Consolidated Balance Sheets

[2] Included in Other Assets on the Consolidated Balance Sheets

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Contingencies and Guarantees (Tables)

9 Months Ended

Sep. 30, 2012

Commitments and Contingencies Disclosure [Abstract]

Changes in Repurchase Reserve

Changes in the amount of the repurchase reserve for the three and nine months ended September 30, 2012 and 2011 are as follows:

	Three Months Ended September 30, 2012
	Reserve on residential mortgage loans			Reserve on manufactured housing loans			Total repurchase reserve
Balance at beginning of period	$	750		$	1,263		$	2,013
Net realized losses	(202		)	—			(202		)
Net increase to reserve	552			(70		)	482
Balance at end of period	$	1,100		$	1,193		$	2,293

	Three Months Ended September 30, 2011
	Reserve on residential mortgage loans			Reserve on manufactured housing loans		Total repurchase reserve
Balance at beginning of period	$	465		$	1,598	$	2,063
Net realized losses	(96		)	—		(96		)
Net increase to reserve	1			6		7
Balance at end of period	$	370		$	1,604	$	1,974

	Nine Months Ended September 30, 2012
	Reserve on residential mortgage loans			Reserve on manufactured housing loans			Total repurchase reserve
Balance at beginning of period	$	470		$	1,273		$	1,743
Net realized losses	(569		)	—			(569		)
Net increase to reserve	1,199			(80		)	1,119
Balance at end of period	$	1,100		$	1,193		$	2,293

	Nine Months Ended September 30, 2011
	Reserve on residential mortgage loans			Reserve on manufactured housing loans			Total repurchase reserve
Balance at beginning of period	$	600		$	2,233		$	2,833
Net realized losses	(321		)	(35		)	(356		)
Net increase to reserve	91			(594		)	(503		)
Balance at end of period	$	370		$	1,604		$	1,974

Schedule of Product Warranty Liability

This amount represents the Corporation’s maximum exposure to loss if the customer were to draw upon the full amount of the commitment and subsequently default on payment for the total amount of the then outstanding loan.

	September 30, 2012		December 31, 2011		September 30, 2011
Loan Commitments
Commercial	$	2,406,226	$	2,023,284	$	2,047,840
Consumer	1,687,955		1,585,655		1,610,924
Total loan commitments	$	4,094,181	$	3,608,939	$	3,658,764

Schedule of Guarantor Obligations

The Corporation is a guarantor in certain agreements with third parties. The following table shows the types of guarantees the Corporation had outstanding as of September 30, 2012, December 31, 2011 and September 30, 2011.

	September 30, 2012		December 31, 2011		September 30, 2011
Financial guarantees
Standby letters of credit	$	125,791	$	135,039	$	130,186
Loans sold with recourse	39,251		38,808		40,763
Total financial guarantees	$	165,042	$	173,847	$	170,949

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Allowance for loan losses (Details 2) (USD $) In Thousands, unless otherwise specified				3 Months Ended		9 Months Ended
	Sep. 30, 2012	Dec. 31, 2011	Sep. 30, 2011	Sep. 30, 2012 Covered Loans [Member]	Sep. 30, 2011 Covered Loans [Member]	Sep. 30, 2012 Covered Loans [Member]	Sep. 30, 2011 Covered Loans [Member]	Mar. 31, 2011 Covered Loans [Member]
Allowance for Covered Loan Losses:
Balance at beginning of the period	$ 98,942	$ 107,699	$ 109,187	$ 42,606		$ 36,417	$ 13,733	$ 33,360
Provision for loan losses before benefit attributable to FDIC loss share agreements				7,698	12,992	28,177	48,657
Benefit attributable to FDIC loss share agreements				(1,484)	(8,224)	(12,601)	(31,077)
Net provision for covered loan losses				6,214	4,768	15,576	17,580
Increase in indemnification asset				1,484	8,224	12,601	31,077
Loans charged-off				(6,660)	(11,749)	(20,950)	(27,787)
Balance at end of the period	$ 98,942	$ 107,699	$ 109,187	$ 43,644	$ 34,603	$ 43,644	$ 34,603	$ 33,360

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Contingencies and Guarantees

9 Months Ended

Sep. 30, 2012

Commitments and Contingencies Disclosure [Abstract]

Contingencies and Guarantees

Litigation

In the normal course of business, the Corporation and its subsidiaries are at all times subject to pending and threatened legal actions, some for which the relief or damages sought are substantial. Although the Corporation is not able to predict the outcome of such actions, after reviewing pending and threatened actions with counsel, Management believes that based on the information currently available the outcome of such actions, individually or in the aggregate, will not have a material adverse effect on the results of operations or shareholders' equity of the Corporation. However, it is possible that the ultimate resolution of these matters, if unfavorable, may be material to the results of operations in a particular future period as the time and amount of any resolution of such actions and its relationship to the future results of operations are not known.

Reserves are established for legal claims only when losses associated with the claims are judged to be probable, and the loss can be reasonably estimated. In many lawsuits and arbitrations, including almost all of the class action lawsuits, it is not possible to determine whether a liability has been incurred or to estimate the ultimate or minimum amount of that liability until the case is close to resolution, in which case a reserve will not be recognized until that time.

Overdraft Litigation

Commencing in December 2010, two separate lawsuits were filed in the Summit County Court of Common Pleas and the Lake County Court of Common Plea against the Corporation and the Bank. The complaints were brought as putative class actions on behalf of Ohio residents who maintained a checking account at the Bank and who incurred one or more overdraft fees as a result of the alleged re-sequencing of debit transactions. The lawsuit that had been filed in Summit County Court of Common Pleas was dismissed without prejudice on July 11, 2011. The remaining suit in Lake County seeks actual damages, disgorgement of overdraft fees, punitive damages, interest, injunctive relief and attorney fees.

365/360 Interest Litigation

In August 2008, a lawsuit was filed in the Cuyahoga County Court of Common Pleas against the Bank. The breach of contract complaint was brought as a putative class action on behalf of Ohio commercial borrowers who had allegedly had the interest they owed calculated improperly by using the 365/360 method. The complaint seeks actual damages, interest, injunctive relief and attorney fees. In June 2012, the trial court certified the class and the Bank has appealed the determination.

Indirect Lending Litigation

In April 2012 a lawsuit was filed in the United States District Court for the Northern District of Ohio, Eastern Division, against the Corporation and Bank. The complaint was brought as a putative class action on behalf of all persons who purchased a motor vehicle in Ohio from an Ohio motor vehicle dealer, which purchase and sale was financed by the Bank. The lawsuit alleges a violation of the Clayton Act, as amended by the Robinson-Patman Act, breach of common law of agency, a violation of the Ohio Retail Installment Sales Act and a violation of the federal Truth in Lending Act. The complaint seeks disgorgement of fees, treble damages, interest and attorney fees. In June 2012, the court granted the Corporation's and Bank's motion to dismiss and that decision is now final.

Shareholder Derivative Litigation

In July 2012, three related shareholder derivative lawsuits were filed in the United States District Court for the Northern District of Ohio. The lawsuits name as defendants the members of the Corporation's board of directors and certain senior executives. The lawsuits are purportedly brought on behalf of the Company and seek a recovery for its benefit. The lawsuits generally allege that the defendants breached fiduciary duties owed to the Corporation in connection with decisions concerning executive compensation, and allege that the senior executives named as defendants were unjustly enriched by receiving excessive compensation. The lawsuits also allege that the defendants caused the Corporation to issue incomplete or misleading disclosures concerning executive compensation in its 2012 proxy statement. The complaints seek an award against the defendants of monetary damages to be paid to the Corporation, and various other forms of relief. In September 2012, the lawsuits were consolidated.

Merger Litigation

In September and October 2012, six shareholder class action lawsuits were separately filed in the Genesee County Circuit Court of Michigan by purported shareholders of Citizens Republic Bancorp against Citizens, the members of Citizens’ board of directors, and the Corporation, arising out of the Corporation’s proposed acquisition of Citizens. The lawsuits generally allege that the terms and the price of the proposed acquisition are unfair to Citizens’ shareholders and that the Citizens' directors breached their fiduciary duties to Citizens' shareholders by approving the proposed transaction. It is alleged that the Corporation aided and abetted the breaches of duties by Citizens’ directors. Plaintiffs, on behalf of all Citizens' shareholders, seek injunctive relief against the consummation of the proposed transaction, request rescission of the transaction or damages to the extent the transaction is consummated, and costs and attorney fees.

Based on information currently available, consultation with counsel, available insurance coverage and established reserves, Management believes that the eventual outcome of all claims against the Corporation and its subsidiaries will not, individually or in the aggregate, have a material adverse effect on its consolidated financial position or results of operations. However, it is possible that the ultimate resolution of these matters, if unfavorable, may be material to the results of operations for a particular period. The Corporation has not established any reserves with respect to any of this disclosed litigation because it is not possible to determine either (i) whether a liability has been incurred or (ii) to estimate the ultimate or minimum amount of that liability or both at this time.

Commitments to Extend Credit

Commitments to extend credit are agreements to lend to a customer provided there is no violation of any condition established in the contract. Loan commitments to originate residential mortgage loans held for sale and forward commitments to sell residential mortgage loans are considered derivative instruments, and the fair value of these commitments is recorded on the consolidated balance. Additional information is provided in Note 10 (Derivatives and Hedging Activities). Commitments generally are extended at the then-prevailing interest rates, have fixed expiration dates or other termination clauses and may require payment of a fee. Since many of the commitments are expected to expire without being drawn upon the total commitment amounts do not necessarily represent future cash requirements. Loan commitments involve credit risk not reflected on the balance sheet. The Corporation mitigates exposure to credit risk with internal controls that guide how applications for credit are reviewed and approved, how credit limits are established and, when necessary, how demands for collateral are made. Collateral held varies but may include accounts receivable, inventory, property, plant and equipment, and income-producing commercial properties. Management evaluates the creditworthiness of each prospective borrower on a case-by-case basis and, when appropriate, adjusts the allowance for probable credit losses inherent in all commitments. The allowance for unfunded lending commitments at September 30, 2012, December 31, 2011 and September 30, 2011 was $5.8 million, $6.4 million and $6.4 million, respectively. Additional information pertaining to this allowance is included under the heading “Allowance for Loan Losses and Reserve for Unfunded Lending Commitments” within Management’s Discussion and Analysis of Financial Condition and Results of Operation of this report.

The following table shows the remaining contractual amount of each class of commitments to extend credit as of September 30, 2012, December 31, 2011 and September 30, 2011. This amount represents the Corporation’s maximum exposure to loss if the customer were to draw upon the full amount of the commitment and subsequently default on payment for the total amount of the then outstanding loan.

	September 30, 2012		December 31, 2011		September 30, 2011
Loan Commitments
Commercial	$	2,406,226	$	2,023,284	$	2,047,840
Consumer	1,687,955		1,585,655		1,610,924
Total loan commitments	$	4,094,181	$	3,608,939	$	3,658,764

Guarantees

The Corporation is a guarantor in certain agreements with third parties. The following table shows the types of guarantees the Corporation had outstanding as of September 30, 2012, December 31, 2011 and September 30, 2011.

	September 30, 2012		December 31, 2011		September 30, 2011
Financial guarantees
Standby letters of credit	$	125,791	$	135,039	$	130,186
Loans sold with recourse	39,251		38,808		40,763
Total financial guarantees	$	165,042	$	173,847	$	170,949

Standby letters of credit obligate the Corporation to pay a specified third party when a customer fails to repay an outstanding loan or debt instrument, or fails to perform some contractual nonfinancial obligation. The credit risk involved in issuing letters of credit is essentially the same as involved in extending loan facilities to customers. Collateral held varies, but may include marketable securities, equipment and real estate. Any amounts drawn under standby letters of credit are treated as loans; they bear interest and pose the same credit risk to the Corporation as a loan. Except for short-term guarantees of $69.6 million at September 30, 2012, the remaining guarantees extend in varying amounts through 2017.

Changes in the amount of the repurchase reserve for the three and nine months ended September 30, 2012 and 2011 are as follows:

	Three Months Ended September 30, 2012
	Reserve on residential mortgage loans			Reserve on manufactured housing loans			Total repurchase reserve
Balance at beginning of period	$	750		$	1,263		$	2,013
Net realized losses	(202		)	—			(202		)
Net increase to reserve	552			(70		)	482
Balance at end of period	$	1,100		$	1,193		$	2,293

	Three Months Ended September 30, 2011
	Reserve on residential mortgage loans			Reserve on manufactured housing loans		Total repurchase reserve
Balance at beginning of period	$	465		$	1,598	$	2,063
Net realized losses	(96		)	—		(96		)
Net increase to reserve	1			6		7
Balance at end of period	$	370		$	1,604	$	1,974

	Nine Months Ended September 30, 2012
	Reserve on residential mortgage loans			Reserve on manufactured housing loans			Total repurchase reserve
Balance at beginning of period	$	470		$	1,273		$	1,743
Net realized losses	(569		)	—			(569		)
Net increase to reserve	1,199			(80		)	1,119
Balance at end of period	$	1,100		$	1,193		$	2,293

	Nine Months Ended September 30, 2011
	Reserve on residential mortgage loans			Reserve on manufactured housing loans			Total repurchase reserve
Balance at beginning of period	$	600		$	2,233		$	2,833
Net realized losses	(321		)	(35		)	(356		)
Net increase to reserve	91			(594		)	(503		)
Balance at end of period	$	370		$	1,604		$	1,974

The total reserve associated with loans sold with recourse was approximately $2.3 million, $1.7 million and $2.0 million as of September 30, 2012, December 31, 2011 and September 30, 2011, respectively, and is included in accrued taxes, expenses and other liabilities on the consolidated balance sheet. The Corporation’s reserve reflects management’s best estimate of losses. The Corporation's reserving methodology uses current information about investor repurchase requests, and assumptions about defect concur rate, repurchase mix, and loss severity, based upon the Corporation’s most recent loss trends. The Corporation also considers qualitative factors that may result in anticipated losses differing from historical loss trends, such as loan vintage, underwriting characteristics and macroeconomic trends.

The Corporation regularly sells residential mortgage loans service retained to government sponsored enterprises (“GSEs”) as part of its mortgage banking activities. The Corporation provides customary representation and warranties to the GSEs in conjunction with these sales. These representations and warranties generally require the Corporation to repurchase assets if it is subsequently determined that a loan did not meet specified criteria, such as a documentation deficiency or rescission of mortgage insurance. If the Corporation is unable to cure or refute a repurchase request, the Corporation is generally obligated to repurchase the loan or otherwise reimburse the counterparty for losses. The Corporation also sells residential mortgage loans serviced released to other investors which contain early payment default recourse provisions. As of September 30, 2012, December 31, 2011 and September 30, 2011, the Corporation had sold $28.5 million, $28.1 million and $29.4 million, respectively, of outstanding residential mortgage loans to GSEs and other investors with recourse provisions. The Corporation had reserved $1.1 million, $0.5 million and $0.4 million as of September 30, 2012, December 31, 2011and September 30, 2011, respectively, for potential losses from representation and warranty obligations and early payment default recourse provisions.

Due to prior acquisitions, as of September 30, 2012 and December 31, 2011, the Corporation continued to service approximately $10.7 million in manufactured housing loans which were sold with recourse compared to $11.4 million as of September 30, 2011. As of September 30, 2012, the Corporation had reserved $1.2 million for potential losses from these manufactured housing loans compared to $1.3 millionand$1.6 million as of December 31, 2011andSeptember 30, 2011, respectively.

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Allowance for loan losses (Tables)

9 Months Ended

Sep. 30, 2012

Sep. 30, 2011

Allowance for loan losses [Abstract]

Allowance for Credit Losses on Financing Receivables

	Three Months Ended September 30, 2012
	C&I			CRE			Construction			Leases		Installment			Home Equity  Lines			Credit Cards			Residential Mortgages			Total
Allowance for loan losses, beginning balance	$	40,327		$	27,186		$	5,147		$	358	$	13,029		$	5,449		$	6,690		$	5,663		$	103,849
Charge-offs	(8,773		)	(727		)	(127		)	—		(5,507		)	(2,784		)	(1,390		)	(1,691		)	(20,999		)
Recoveries	1,408			180			61			—		2,883			1,007			488			100			6,127
Provision for noncovered loan losses	6,197			(1,461		)	(277		)	148		1,430			1,213			1,447			1,268			9,965
Allowance for loan losses, ending balance	$	39,159		$	25,178		$	4,804		$	506	$	11,835		$	4,885		$	7,235		$	5,340		$	98,942

Schedule of Credit Losses Related to Financing Receivables, Current and Noncurrent

	As of September 30, 2012
	C&I		CRE		Construction		Leases		Installment		Home Equity  Lines		Credit Cards		Residential Mortgages		Total
Ending allowance for noncovered loan losses balance attributable to loans:
Individually evaluated for impairment	$	2,900	$	1,953	$	117	$	—	$	1,674	$	95	$	106	$	1,599	$	8,444
Collectively evaluated for impairment	36,259		23,225		4,687		506		10,161		4,790		7,129		3,741		90,498
Total ending allowance for noncovered loan losses balance	$	39,159	$	25,178	$	4,804	$	506	$	11,835	$	4,885	$	7,235	$	5,340	$	98,942
Noncovered loans:
Individually evaluated for impairment	$	9,994	$	28,972	$	3,577	$	—	$	32,577	$	6,922	$	1,767	$	24,569	$	108,378
Collectively evaluated for impairment	3,039,235		2,124,370		305,528		110,938		1,288,505		782,820		142,152		414,494		8,208,042
Total ending noncovered loan balance	$	3,049,229	$	2,153,342	$	309,105	$	110,938	$	1,321,082	$	789,742	$	143,919	$	439,063	$	8,316,420

Schedule of Credit Losses for Financing Receivables, Current

The activity within the allowance for covered loan losses for the three and nine months endedSeptember 30, 2012 and 2011 is shown in the following table:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Balance at beginning of the period	$	42,606		$	33,360		$	36,417		$	13,733
Provision for loan losses before benefit attributable to FDIC loss share agreements	7,698			12,992			28,177			48,657
Benefit attributable to FDIC loss share agreements	(1,484		)	(8,224		)	(12,601		)	(31,077		)
Net provision for covered loan losses	6,214			4,768			15,576			17,580
Increase in indemnification asset	1,484			8,224			12,601			31,077
Loans charged-off	(6,660		)	(11,749		)	(20,950		)	(27,787		)
Balance at end of the period	$	43,644		$	34,603		$	43,644		$	34,603

Impaired Financing Receivables

	As of September 30, 2012
	Recorded Investment		Unpaid Principal Balance		Related Allowance		Average Recorded Investment
Impaired loans with no related allowance
Commercial
C&I	$	1,443	$	10,154	$	—	$	9,903
CRE	16,910		22,337		—		19,217
Construction	3,370		3,944		—		4,080
Consumer
Installment	2,902		4,739		—		4,888
Home equity line	959		1,239		—		1,237
Credit card	4		4		—		4
Residential mortgages	10,693		12,838		—		11,542
Subtotal	$	36,281	$	55,255	$	—	$	50,871
Impaired loans with a related allowance
Commercial
C&I	8,551		12,555		2,900		10,163
CRE	11,543		14,113		1,953		10,559
Construction	726		726		117		733
Consumer
Installment	29,675		29,675		1,674		30,361
Home equity line	5,963		5,963		95		6,206
Credit card	1,763		1,763		106		1,975
Residential mortgages	13,876		13,967		1,599		13,946
Subtotal	72,097		78,762		8,444		73,943
Total impaired loans	$	108,378	$	134,017	$	8,444	$	124,814

(a) These tables exclude loans fully charged off.

(b) The differences between the recorded investment and unpaid principal balance amounts represents partial charge offs.

	As of December 31, 2011
	Recorded Investment		Unpaid Principal Balance		Related Allowance		Average Recorded Investment
Impaired loans with no related allowance
Commercial
C&I	$	6,999	$	9,121	$	—	$	8,442
CRE	29,566		46,744		—		37,720
Construction	7,522		13,675		—		9,908
Consumer
Installment	—		—		—		—
Home equity line	—		—		—		—
Credit card	—		—		—		—
Residential mortgages	4,244		5,746		—		4,450
Subtotal	48,331		75,286		—		60,520
Impaired loans with a related allowance
Commercial
C&I	1,270		1,769		2,497		752
CRE	6,521		6,789		1,599		3,247
Construction	1,798		2,864		99		1,929
Consumer
Installment	33,571		33,723		1,382		33,742
Home equity line	4,763		4,763		31		4,996
Credit card	2,202		2,202		108		2,497
Residential mortgages	13,154		13,167		1,364		13,155
Subtotal	63,279		65,277		7,080		60,318
Total impaired loans	$	111,610	$	140,563	$	7,080	$	120,838

(a) These tables exclude loans fully charged off.

(b) The differences between the recorded investment and unpaid principal balance amounts represents partial charge offs.

	As of September 30, 2011
	Recorded Investment		Unpaid Principal Balance		Related Allowance		Average Recorded Investment
Impaired loans with no related allowance
Commercial
C&I	$	843	$	1,831	$	—	$	1,613
CRE	28,728		40,092		—		34,838
Construction	5,883		8,657		—		6,850
Consumer
Installment	—		—		—		—
Home equity line	—		—		—		—
Credit card	—		—		—		—
Residential mortgages	2,872		4,229		—		2,999
Subtotal	$	38,326	$	54,809	$	—	$	46,300
Impaired loans with a related allowance
Commercial
C&I	3,428		4,725		256		4,053
CRE	10,560		15,444		2,064		12,286
Construction	5,906		8,840		1,264		6,386
Consumer
Installment	34,654		34,703		1,568		34,485
Home equity line	4,413		4,412		52		4,581
Credit card	2,359		2,359		121		2,560
Residential mortgages	13,444		13,469		1,346		13,409
Subtotal	74,764		83,952		6,671		77,760
Total impaired loans	$	113,090	$	138,761	$	6,671	$	124,060

(a) These tables exclude loans fully charged off.

(b) The differences between the recorded investment and unpaid principal balance amounts represents partial charge offs.

Troubled Debt Restructurings on Financing Receivables

	As of September 30, 2012
	Accruing TDRs						Nonaccruing TDRs						Total		Total
	Current		Delinquent		Total		Current		Delinquent		Total		TDRS		Allowance
Noncovered loans
Commercial
C&I	$	955	$	—	$	955	$	865	$	593	$	1,458	$	2,413	$	126
CRE	11,609		2,464		14,073		473		3,217		3,690		17,763		401
Construction	3,507		—		3,507		70		—		70		3,577		117
Total noncovered commercial	16,071		2,464		18,535		1,408		3,810		5,218		23,753		644
Consumer
Installment	28,604		1,071		29,675		2,882		20		2,902		32,577		1,674
Home equity lines	5,394		171		5,565		1,131		226		1,357		6,922		95
Credit card	1,655		109		1,764		—		3		3		1,767		106
Residential mortgages	11,386		3,339		14,725		6,611		3,233		9,844		24,569		1,599
Total noncovered consumer	47,039		4,690		51,729		10,624		3,482		14,106		65,835		3,474
Covered loans
Commercial
C&I	1,000		4,278		5,278		—		—		—		5,278		1,527
CRE	17,298		34,782		52,080		—		—		—		52,080		8,088
Construction	6,324		8,315		14,639		—		—		—		14,639		1,632
Total covered commercial	24,622		47,375		71,997		—		—		—		71,997		11,247
Consumer
Home equity lines	4,698		44		4,742		—		—		—		4,742		—
Total TDRs	$	92,430	$	54,573	$	147,003	$	12,032	$	7,292	$	19,324	$	166,327	$	15,365

	As of December 31, 2011
	Accruing TDRs						Nonaccruing TDRs						Total		Total
	Current		Delinquent		Total		Current		Delinquent		Total		TDRS		Allowance
Noncovered loans
Commercial
C&I	$	91	$	—	$	91	$	—	$	2,421	$	2,421	$	2,512	$	247
CRE	3,305		513		3,818		3,590		1,759		5,349		9,167		236
Construction	2,782		—		2,782		304		237		541		3,323		99
Total noncovered commercial	6,178		513		6,691		3,894		4,417		8,311		15,002		582
Consumer
Installment	31,637		1,800		33,437		—		134		134		33,571		1,382
Home equity lines	4,226		222		4,448		76		239		315		4,763		31
Credit card	2,073		110		2,183		—		19		19		2,202		108
Residential mortgages	13,736		688		14,424		1,622		1,352		2,974		17,398		1,364
Total noncovered consumer	51,672		2,820		54,492		1,698		1,744		3,442		57,934		2,885
Covered loans
Commercial
C&I	1,587		5,991		7,578		—		—		—		7,578		1,384
CRE	35,083		22,703		57,786		—		—		—		57,786		6,567
Construction	5,838		6,218		12,056		—		—		—		12,056		696
Total covered commercial	42,508		34,912		77,420		—		—		—		77,420		8,647
Total TDRs	$	100,358	$	38,245	$	138,603	$	5,592	$	6,161	$	11,753	$	150,356	$	12,114

			As of September 30, 2012
			Number of Loans	Recorded Investment		Unpaid Principal Balance
Noncovered loans
	Commercial
		C&I	22	$	2,413	$	8,478
		CRE	36	17,763		21,307
		Construction	27	3,577		4,025
		Subtotal	85	23,753		33,810
	Consumer
		Installment	1,840	32,577		34,414
		Home equity lines	229	6,922		7,202
		Credit card	426	1,767		1,767
		Residential mortgages	308	24,569		26,805
		Subtotal	2,803	65,835		70,188
Covered loans
	Commercial
		C&I	11	5,278		6,216
		CRE	25	52,079		57,681
		Construction	10	14,640		42,567
		Subtotal	46	71,997		106,464
	Consumer
		Home equity lines	30	4,742		4,774
		Total	2,964	$	166,327	$	215,236

(a) The differences between the recorded investment and unpaid principal balance amounts represents partial charge offs.

			As of December 31, 2011
			Number of Loans	Recorded Investment		Unpaid Principal Balance
Noncovered loans
	Commercial
		C&I	14	$	2,512	$	4,336
		CRE	28	9,167		12,659
		Construction	22	3,323		3,985
		Subtotal	64	15,002		20,980
	Consumer
		Installment	1,547	33,571		33,723
		Home equity lines	174	4,763		4,763
		Credit card	496	2,202		2,202
		Residential mortgages	177	17,398		18,913
		Subtotal	2,394	57,934		59,601
Covered loans
	Commercial
		C&I	15	7,578		10,812
		CRE	21	57,786		62,159
		Construction	8	12,056		32,035
		Subtotal	44	77,420		105,006
		Total	2,502	$	150,356	$	185,587

(a) The differences between the recorded investment and unpaid principal balance amounts represents partial charge offs.

			As of September 30, 2011
			Number of Loans	Recorded Investment		Unpaid Principal Balance
Noncovered loans
	Commercial
		C&I	8	$	1,096	$	2,654
		CRE	20	8,068		10,725
		Construction	16	3,443		3,657
		Subtotal	44	12,607		17,036
	Consumer
		Installment	1,568	34,654		34,703
		Home equity lines	166	4,413		4,412
		Credit card	529	2,359		2,359
		Residential mortgages	161	16,316		17,698
		Subtotal	2,424	57,742		59,172
Covered loans
	Commercial
		C&I	8	7,287		10,901
		CRE	15	41,403		45,282
		Construction	11	10,940		21,918
		Subtotal	34	59,630		78,101
		Total	2,502	$	129,979	$	154,309

	As of September 30, 2011
	Accruing TDRs						Nonaccruing TDRs						Total		Total
	Current		Delinquent		Total		Current		Delinquent		Total		TDRS		Allowance
Noncovered loans
Commercial
C&I	$	129	$	—	$	129	$	—	$	967	$	967	$	1,096	$	215
CRE	4,778		—		4,778		1,215		2,075		3,290		8,068		125
Construction	2,760		—		2,760		180		503		683		3,443		772
Total noncovered commercial	7,667		—		7,667		1,395		3,545		4,940		12,607		1,112
Consumer
Installment	32,882		1,772		34,654		—		—		—		34,654		1,568
Home equity lines	3,885		528		4,413		—		—		—		4,413		52
Credit card	2,201		158		2,359		—		—		—		2,359		121
Residential mortgages	12,313		1,570		13,883		1,485		948		2,433		16,316		1,346
Total noncovered consumer	51,281		4,028		55,309		1,485		948		2,433		57,742		3,087
Covered loans
Commercial
C&I	6,052		1,235		7,287		—		—		—		7,287		746
CRE	41,403		—		41,403		—		—		—		41,403		1,542
Construction	10,940		—		10,940		—		—		—		10,940		394
Total covered commercial	58,395		1,235		59,630		—		—		—		59,630		2,682
Total TDRs	$	117,343	$	5,263	$	122,606	$	2,880	$	4,493	$	7,373	$	129,979	$	6,881

Schedule of Debtor Troubled Debt Restructuring, Current Period

	As of September 30, 2012
	Number of Loans	Recorded Investment
Noncovered loans
Commercial
C&I	—	$	—
CRE	—	—
Construction	—	—
Total noncovered commercial	—	—
Consumer
Installment	122	4,385
Home equity lines	15	669
Credit card	18	122
Residential mortgages	1	80
Total noncovered consumer	156	5,256
Covered loans
Commercial
C&I	—	—
CRE	—	—
Construction	—	—
Total covered commercial	—	—
Total	156	$	5,256

XML

Allowance for loan losses (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2012 loans	Sep. 30, 2011 loans	Sep. 30, 2012 loans	Sep. 30, 2011 loans	Dec. 31, 2011 loans	Mar. 31, 2011
Financing Receivable, Impaired [Line Items]
Financing Receivable, Modifications, Number of Contracts	2,964,000	2,502,000	2,964,000	2,502,000	2,502,000
Financing Receivable, Modifications, Recorded Investment	$ 166,327	$ 129,979	$ 166,327	$ 129,979	$ 150,356
Financing Receivable, Modifications, Unpaid Principal Balance	215,236	154,309	215,236	154,309	185,587
Activity within the allowance for noncovered loan losses:
Certain Loans Acquired in Transfer, Accretable Yield	(128,024)	(191,508)	(128,024)	(191,508)
Noncovered Loans [Member]
Financing Receivable, Impaired [Line Items]
Financing Receivable, Modifications, Number of Contracts	85,000	44,000	85,000	44,000	64,000
Financing Receivable, Modifications, Recorded Investment	23,753	12,607	23,753	12,607	15,002
Financing Receivable, Modifications, Unpaid Principal Balance	33,810	17,036	33,810	17,036	20,980
Activity within the allowance for noncovered loan losses:
Allowance for loan losses, beginning balance	103,849		107,699	114,690		109,187
Charge-offs	20,999	20,014	53,430	63,784
Recoveries	6,127	5,410	17,813	16,521
Provision for noncovered loan losses	9,965	14,604	26,860	41,760
Allowance for loan losses, ending balance	98,942	109,187	98,942	109,187		109,187
Noncovered Loans [Member] | Commercial and Industrial Financing Receivable [Member]
Financing Receivable, Impaired [Line Items]
Financing Receivable, Modifications, Number of Contracts	22,000	8,000	22,000	8,000	14,000
Financing Receivable, Modifications, Recorded Investment	2,413	1,096	2,413	1,096	2,512
Financing Receivable, Modifications, Unpaid Principal Balance	8,478	2,654	8,478	2,654	4,336
Noncovered Loans [Member] | Commercial Portfolio Segment [Member]
Activity within the allowance for noncovered loan losses:
Allowance for loan losses, beginning balance	40,327		32,363	29,764		28,366
Charge-offs	(8,773)	4,528	(19,906)	(13,517)
Recoveries	1,408	540	3,120	1,254
Provision for noncovered loan losses	6,197	5,960	23,582	12,837
Allowance for loan losses, ending balance	39,159	30,338	39,159	30,338		28,366
Noncovered Loans [Member] | Commercial Real Estate Portfolio Segment [Member]
Activity within the allowance for noncovered loan losses:
Allowance for loan losses, beginning balance	27,186		31,857	32,026		32,946
Charge-offs	(727)	3,304	(3,496)	(7,763)
Recoveries	180	6	825	54
Provision for noncovered loan losses	(1,461)	3,653	(4,008)	8,984
Allowance for loan losses, ending balance	25,178	33,301	25,178	33,301		32,946
Noncovered Loans [Member] | Commercial Construction Financing Receivable Portfolio Segment [Member]
Activity within the allowance for noncovered loan losses:
Allowance for loan losses, beginning balance	5,147		5,173	7,180		7,876
Charge-offs	(127)	550	(165)	(3,245)
Recoveries	61	171	364	545
Provision for noncovered loan losses	(277)	(682)	(568)	2,335
Allowance for loan losses, ending balance	4,804	6,815	4,804	6,815		7,876
Noncovered Loans [Member] | Finance Leases Portfolio Segment [Member]
Activity within the allowance for noncovered loan losses:
Allowance for loan losses, beginning balance	358		341	475		353
Charge-offs	0	651	0	(778)
Recoveries	0	1	38	35
Provision for noncovered loan losses	148	622	127	593
Allowance for loan losses, ending balance	506	325	506	325		353
Noncovered Loans [Member] | Installment Financing Receivable Portfolio Segment [Member]
Activity within the allowance for noncovered loan losses:
Allowance for loan losses, beginning balance	13,029		17,981	21,555		18,089
Charge-offs	(5,507)	5,911	(14,441)	(20,204)
Recoveries	2,883	3,375	9,104	10,812
Provision for noncovered loan losses	1,430	2,770	(809)	6,160
Allowance for loan losses, ending balance	11,835	18,323	11,835	18,323		18,089
Noncovered Loans [Member] | Home Equity Receivable Portfolio Segment [Member]
Activity within the allowance for noncovered loan losses:
Allowance for loan losses, beginning balance	5,449		6,766	7,217		7,142
Charge-offs	(2,784)	2,779	(7,373)	(8,356)
Recoveries	1,007	658	2,588	1,840
Provision for noncovered loan losses	1,213	1,222	2,904	5,542
Allowance for loan losses, ending balance	4,885	6,243	4,885	6,243		7,142
Noncovered Loans [Member] | Credit Card Receivables Portfolio Segment [Member]
Activity within the allowance for noncovered loan losses:
Allowance for loan losses, beginning balance	6,690		7,369	11,107		8,403
Charge-offs	(1,390)	1,520	(4,618)	(6,135)
Recoveries	488	585	1,583	1,789
Provision for noncovered loan losses	1,447	528	2,901	1,235
Allowance for loan losses, ending balance	7,235	7,996	7,235	7,996		8,403
Noncovered Loans [Member] | Residential Portfolio Segment [Member]
Activity within the allowance for noncovered loan losses:
Allowance for loan losses, beginning balance	5,663		5,849	5,366		6,012
Charge-offs	(1,691)	771	(3,431)	(3,786)
Recoveries	100	74	191	192
Provision for noncovered loan losses	1,268	531	2,731	4,074
Allowance for loan losses, ending balance	5,340	5,846	5,340	5,846		6,012
Noncovered Loans [Member] | Commercial Real Estate [Member]
Financing Receivable, Impaired [Line Items]
Financing Receivable, Modifications, Number of Contracts	36,000	20,000	36,000	20,000	28,000
Financing Receivable, Modifications, Recorded Investment	17,763	8,068	17,763	8,068	9,167
Financing Receivable, Modifications, Unpaid Principal Balance	21,307	10,725	21,307	10,725	12,659
Noncovered Loans [Member] | Commercial Real Estate Construction Financing Receivable [Member]
Financing Receivable, Impaired [Line Items]
Financing Receivable, Modifications, Number of Contracts	27,000	16,000	27,000	16,000	22,000
Financing Receivable, Modifications, Recorded Investment	3,577	3,443	3,577	3,443	3,323
Financing Receivable, Modifications, Unpaid Principal Balance	4,025	3,657	4,025	3,657	3,985
Noncovered Consumer Loans [Member]
Financing Receivable, Impaired [Line Items]
Financing Receivable, Modifications, Number of Contracts	2,803,000	2,424,000	2,803,000	2,424,000	2,394,000
Financing Receivable, Modifications, Recorded Investment	65,835	57,742	65,835	57,742	57,934
Financing Receivable, Modifications, Unpaid Principal Balance	70,188	59,172	70,188	59,172	59,601
Noncovered Consumer Loans [Member] | Consumer Installment [Member]
Financing Receivable, Impaired [Line Items]
Financing Receivable, Modifications, Number of Contracts	1,840,000	1,568,000	1,840,000	1,568,000	1,547,000
Financing Receivable, Modifications, Recorded Investment	32,577	34,654	32,577	34,654	33,571
Financing Receivable, Modifications, Unpaid Principal Balance	34,414	34,703	34,414	34,703	33,723
Noncovered Consumer Loans [Member] | Consumer Home Equity Lines Financing Receivable [Member]
Financing Receivable, Impaired [Line Items]
Financing Receivable, Modifications, Number of Contracts	229,000	166,000	229,000	166,000	174,000
Financing Receivable, Modifications, Recorded Investment	6,922	4,413	6,922	4,413	4,763
Financing Receivable, Modifications, Unpaid Principal Balance	7,202	4,412	7,202	4,412	4,763
Noncovered Consumer Loans [Member] | Consumer Credit Card Financing Receivable [Member]
Financing Receivable, Impaired [Line Items]
Financing Receivable, Modifications, Number of Contracts	426,000	529,000	426,000	529,000	496,000
Financing Receivable, Modifications, Recorded Investment	1,767	2,359	1,767	2,359	2,202
Financing Receivable, Modifications, Unpaid Principal Balance	1,767	2,359	1,767	2,359	2,202
Noncovered Consumer Loans [Member] | Consumer Residential Mortgages Financing Receivable [Member]
Financing Receivable, Impaired [Line Items]
Financing Receivable, Modifications, Number of Contracts	308,000	161,000	308,000	161,000	177,000
Financing Receivable, Modifications, Recorded Investment	24,569	16,316	24,569	16,316	17,398
Financing Receivable, Modifications, Unpaid Principal Balance	26,805	17,698	26,805	17,698	18,913
Covered Loans [Member]
Financing Receivable, Impaired [Line Items]
Financing Receivable, Modifications, Number of Contracts	46,000	34,000	46,000	34,000	44,000
Financing Receivable, Modifications, Recorded Investment	71,997	59,630	71,997	59,630	77,420
Financing Receivable, Modifications, Unpaid Principal Balance	106,464	78,101	106,464	78,101	105,006
Covered Loans [Member] | Commercial and Industrial Financing Receivable [Member]
Financing Receivable, Impaired [Line Items]
Financing Receivable, Modifications, Number of Contracts	11,000	8,000	11,000	8,000	15,000
Financing Receivable, Modifications, Recorded Investment	5,278	7,287	5,278	7,287	7,578
Financing Receivable, Modifications, Unpaid Principal Balance	6,216	10,901	6,216	10,901	10,812
Covered Loans [Member] | Commercial Real Estate [Member]
Financing Receivable, Impaired [Line Items]
Financing Receivable, Modifications, Number of Contracts	25,000	15,000	25,000	15,000	21,000
Financing Receivable, Modifications, Recorded Investment	52,079	41,403	52,079	41,403	57,786
Financing Receivable, Modifications, Unpaid Principal Balance	57,681	45,282	57,681	45,282	62,159
Covered Loans [Member] | Commercial Real Estate Construction Financing Receivable [Member]
Financing Receivable, Impaired [Line Items]
Financing Receivable, Modifications, Number of Contracts	10,000	11,000	10,000	11,000	8,000
Financing Receivable, Modifications, Recorded Investment	14,640	10,940	14,640	10,940	12,056
Financing Receivable, Modifications, Unpaid Principal Balance	42,567	21,918	42,567	21,918	32,035
Covered Loans [Member] | Consumer Home Equity Lines Financing Receivable [Member]
Financing Receivable, Impaired [Line Items]
Financing Receivable, Modifications, Number of Contracts	30,000		30,000
Financing Receivable, Modifications, Recorded Investment	4,742		4,742
Financing Receivable, Modifications, Unpaid Principal Balance	$ 4,774		$ 4,774

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Investment Securities (Details 3) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2012 securities	Dec. 31, 2011 securities	Sep. 30, 2011 securities
Gross unrealized losses and fair value of securities
Fair Value, Less than 12 months	$ 124,987	$ 148,345	$ 52,717
Unrealized Losses, Less than 12 months	(400)	(506)	(167)
Number of Impaired Securities, Less than 12 months	16	26	22
Fair Value, 12 months or longer	49,090	44,385	47,009
Unrealized Losses, 12 months or longer	(14,038)	(17,256)	(15,312)
Number of Impaired Securities, 12 months or longer	11	10	11
Fair Value, Total	174,077	192,730	99,726
Unrealized Losses, Total	(14,438)	(17,762)	(15,479)
US Government Agencies Debt Securities [Member]
Gross unrealized losses and fair value of securities
Fair Value, Less than 12 months	0		15,032
Unrealized Losses, Less than 12 months	0		20
Number of Impaired Securities, Less than 12 months	0		1
Fair Value, 12 months or longer	0		0
Unrealized Losses, 12 months or longer	0		0
Number of Impaired Securities, 12 months or longer	0		0
Fair Value, Total	0		15,032
Unrealized Losses, Total	0		20
US States and Political Subdivisions Debt Securities [Member]
Gross unrealized losses and fair value of securities
Fair Value, Less than 12 months	3,560	5,249	16,180
Unrealized Losses, Less than 12 months	21	50	102
Number of Impaired Securities, Less than 12 months	8	0	18
Fair Value, 12 months or longer	0	0	648
Unrealized Losses, 12 months or longer	0	0	23
Number of Impaired Securities, 12 months or longer	0	0	1
Fair Value, Total	3,560	5,249	16,828
Unrealized Losses, Total	21	50	125
Residential Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member]
Gross unrealized losses and fair value of securities
Fair Value, Less than 12 months	0	40,020	0
Unrealized Losses, Less than 12 months	0	129	0
Number of Impaired Securities, Less than 12 months	0	0	0
Fair Value, 12 months or longer	14	149	174
Unrealized Losses, 12 months or longer	0	2	2
Number of Impaired Securities, 12 months or longer	1	0	2
Fair Value, Total	14	40,169	174
Unrealized Losses, Total	0	131	2
Commercial Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member]
Gross unrealized losses and fair value of securities
Fair Value, Less than 12 months	0
Unrealized Losses, Less than 12 months	0
Number of Impaired Securities, Less than 12 months	0
Fair Value, 12 months or longer	0
Unrealized Losses, 12 months or longer	0
Number of Impaired Securities, 12 months or longer	0
Fair Value, Total	0
Unrealized Losses, Total	0
Mortgage-backed Securities, Issued by US Government Sponsored Enterprises [Member]
Gross unrealized losses and fair value of securities
Fair Value, Less than 12 months	121,427	48,003	21,505
Unrealized Losses, Less than 12 months	379	55	45
Number of Impaired Securities, Less than 12 months	8	0	3
Fair Value, 12 months or longer	1,581	0	0
Unrealized Losses, 12 months or longer	4	0	0
Number of Impaired Securities, 12 months or longer	1	0	0
Fair Value, Total	123,008	48,003	21,505
Unrealized Losses, Total	383	55	45
Non-agency [Member]
Gross unrealized losses and fair value of securities
Fair Value, Less than 12 months	0	0
Unrealized Losses, Less than 12 months	0	0
Number of Impaired Securities, Less than 12 months	0	0
Fair Value, 12 months or longer	2	2
Unrealized Losses, 12 months or longer	0	0
Number of Impaired Securities, 12 months or longer	1	0
Fair Value, Total	2	2
Unrealized Losses, Total	0	0
Commercial Collateralized Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member]
Gross unrealized losses and fair value of securities
Fair Value, Less than 12 months	0	30,227
Unrealized Losses, Less than 12 months	0	145
Number of Impaired Securities, Less than 12 months	0	0
Fair Value, 12 months or longer	0	0
Unrealized Losses, 12 months or longer	0	0
Number of Impaired Securities, 12 months or longer	0	0
Fair Value, Total	0	30,227
Unrealized Losses, Total	0	145
Corporate Debt Securities [Member]
Gross unrealized losses and fair value of securities
Fair Value, Less than 12 months	0	24,846	0
Unrealized Losses, Less than 12 months	0	127	0
Number of Impaired Securities, Less than 12 months	0	0	0
Fair Value, 12 months or longer	47,493	44,234	46,187
Unrealized Losses, 12 months or longer	14,034	17,254	15,287
Number of Impaired Securities, 12 months or longer	0	0	8
Fair Value, Total	47,493	69,080	46,187
Unrealized Losses, Total	$ 14,034	$ 17,381	$ 15,287

XML

Consolidated Statements of Changes in Shareholders' Equity (USD $) In Thousands	Total	Preferred Stock	Common Stock	Common Stock Warrant	Capital Surplus	Accumulated Other Comprehensive Income (Loss)	Retained Earnings	Treasury Stock
Beginning Balance at Dec. 31, 2010	$ 1,507,715	$ 0	$ 127,937	$ 0	$ 485,567	$ (26,103)	$ 1,080,900	$ (160,586)
Net income	89,060	0	0	0	0	0	89,060	0
Cash dividends - common stock	(51,933)						(51,933)	0
Nonvested (restricted) shares granted	0				(13,985)	0	0	13,985
Restricted stock activity	(2,257)				(494)	0	0	(2,751)
Deferred compensation trust	0				42	0	0	(42)
Share-based compensation	6,620				6,620	0	0	0
Net unrealized gains on investment securities, net of taxes	21,449	0	0	0	0	21,449	0	0
Ending Balance at Sep. 30, 2011	1,570,654	0	127,937	0	478,738	(4,654)	1,118,027	(149,394)
Beginning Balance at Dec. 31, 2011	1,565,953	0	127,937	0	479,882	(23,887)	1,131,203	(149,182)
Net income	95,882	0	0	0	0	0	95,882	0
Cash dividends - common stock	(52,084)						(52,084)	0
Nonvested (restricted) shares granted	0				(14,481)	0	0	14,481
Restricted stock activity	(2,341)				(1,023)	0	0	(3,364)
Deferred compensation trust	0				50	0	0	(50)
Share-based compensation	7,258				7,258	0	0	0
Net unrealized gains on investment securities, net of taxes	9,987	0	0	0	0	9,987	0	0
Other capital surplus	49				49
Ending Balance at Sep. 30, 2012	$ 1,624,704	$ 0	$ 127,937	$ 0	$ 473,781	$ (13,900)	$ 1,175,001	$ (138,115)

XML

Business Combinations

9 Months Ended

Sep. 30, 2012

Business Combinations [Abstract]

Business Combinations

Citizens Republic Bancorp, Inc. – Merger Agreement

On September 12, 2012, the Corporation and Citizens Republic Bancorp, Inc. (“Citizens”), a Michigan corporation, entered into an Agreement and Plan of Merger (the “Merger Agreement”).

The Merger Agreement provides that Citizens will merge with and into the Corporation (the “Merger”) and each share of Citizens common stock will be canceled and converted into the right to receive 1.37 shares of the Corporation's common stock (except that any shares of Citizens common stock that are owned by Citizens, the Corporation or any of their respective subsidiaries, other than in a fiduciary capacity, will be canceled without any consideration therefor). Each outstanding option to acquire, and each outstanding equity award relating to, one share of Citizens' common stock will be converted into an option to acquire, or an equity award relating to, 1.37 shares of the Corporation's common stock, as applicable. As a result of the Merger, the former shareholders of Citizens will become shareholders of the Corporation. At the effective time of the Merger, the Fixed Rate Cumulative Perpetual Preferred Stock, Series A, of Citizens issued to the United States Treasury as part of the Troubled Assets Relief Program (the “TARP Preferred”), will be canceled and converted into the right to receive cash in the aggregate amount equal to the liquidation preference of the TARP Preferred plus all accrued, accumulated and unpaid dividends thereon.

The Merger Agreement provides that upon completion of the Merger, the Corporation will increase its board of directors by two directors. The new directorships will be filled with current members of the Citizens board as recommended by the Citizens board, and the recommended directors must be reasonably acceptable to the Corporation’s board.

The Corporation and Citizens have each made customary representations, warranties and covenants in the Merger Agreement, including, among others, covenants to conduct their businesses in the ordinary course between the execution of the Merger Agreement and the completion of the Merger and covenants not to engage in certain kinds of transactions during that period.

Consummation of the Merger is subject to customary conditions, including, among others, (i) approval of the stockholders of each of the Corporation and Citizens, (ii) absence of any material adverse effect, (iii) absence of any order or injunction prohibiting the consummation of the Merger, (iv) the registration statement of the Corporation filed on Form S-4 having become effective, (v) shares of the Corporation's common stock to be issued in connection with the Merger having been approved for listing on the Nasdaq Stock Market, (vi) subject to certain exceptions, the accuracy of representations and warranties with respect to the Corporation's and Citizens’ business, as applicable, (vii) compliance with the Corporation’s and Citizens’ respective covenants, (viii) receipt of customary tax opinions, (ix) receipt of all required regulatory approvals from, among others, various banking regulators and the United States Treasury, and (x) no materially adverse condition or restriction is included in any such regulatory approval.

The Merger Agreement contains certain termination rights for both FirstMerit and Citizens, and further provides that, upon termination of the Merger Agreement under specified circumstances, a party would be required to pay to the other party a termination fee of $37.5 million and the other party’s fees and expenses.

The Merger Agreement has been filed as an exhibit to this report to provide security holders with information regarding its terms. It is not intended to provide any other factual information about the Corporation, Citizens or their respective subsidiaries and affiliates. The Merger Agreement contains representations and warranties by each of the parties to the Merger Agreement. These representations and warranties were made solely for the benefit of the other party to the Merger Agreement and (a) are not intended to be treated as categorical statements of fact, but rather as a way of allocating risk to one of the parties if those statements prove to be inaccurate, (b) may have been qualified in the Merger Agreement by confidential disclosure schedules that were delivered to the other party in connection with the signing of the Merger Agreement, which disclosure schedules contain information that modifies, qualifies and creates exceptions to the representations, warranties and covenants set forth in the Merger Agreement, (c) may be subject to standards of materiality applicable to the parties that differ from what might be viewed as material to stockholders and (d) were made only as of the date of the Merger Agreement or such other date or dates as may be specified in the Merger Agreement. Moreover, information concerning the subject matter of the representations, warranties and covenants may change after the date of the Merger Agreement, which subsequent information may or may not be fully reflected in public disclosures by the Corporation or Citizens. Accordingly, the representations, warranties and covenants or any descriptions thereof as characterizations of the actual state of facts or condition of the Corporation or Citizens should not be relied upon.

Midwest Bank and Trust Company – FDIC Assisted Acquisition

On May 14, 2010, the Bank entered into a purchase and assumption agreement with a loss share arrangement with the Federal Deposit Insurance Corporation ("FDIC"), as receiver of Midwest Bank and Trust Company (“Midwest”), a wholly-owned subsidiary of Midwest Bank Holdings, Inc., to acquire substantially all of the loans and certain other assets and assume substantially all of the deposits and certain liabilities in a whole-bank acquisition of Midwest, a full-service commercial bank located in the greater Chicago, Illinois area. The Bank made a cash payment to the FDIC of approximately $227.5 million to assume the net assets.

The acquisition of the net assets of Midwest constituted a business combination and, accordingly, were recorded at their estimated fair values on the date of acquisition. The estimated fair value of the liabilities assumed and cash payment made to the FDIC exceeded the revised fair value of assets acquired, resulting in recognition of goodwill of $272.1 million.

George Washington Savings Bank – FDIC Assisted Acquisition

On February 19, 2010, the Bank entered into a purchase and assumption agreement with a loss share arrangement with the FDIC as receiver of George Washington Savings Bank (“George Washington”), the subsidiary of George Washington Savings Bancorp, to acquire certain assets and assume substantially all of the deposits and certain liabilities in a whole-bank acquisition of George Washington, a full service Illinois-chartered savings bank headquartered in Orland Park, Illinois. The Bank received a cash payment from the FDIC of approximately $40.2 million to assume the net liabilities.

The purchased assets and liabilities assumed were recorded at their estimated fair values on the date of acquisition. The estimated fair value of assets acquired, intangible assets and the cash payment received from the FDIC exceeded the estimated fair value of the liabilities assumed, resulting in a bargain purchase gain of $1.0 million or $0.7 million net of tax.

First Bank Branches

On February 19, 2010, the Bank completed the acquisition of certain assets and the assumption of certain liabilities with respect to 24 branches of First Banks, Inc. (“First Bank”) located in the greater Chicago, Illinois area. This acquisition was accounted for under the acquisition method in accordance with ASC 805, Business Combinations (“ASC 805”).

All loans acquired in the First Bank acquisition were performing as of the date of acquisition. The difference between the fair value and the outstanding principal balance of the purchased loans is being accreted to interest income over the remaining term of the loans in accordance with ASC 310, Receivables (“ASC 310”).

Additional information on these three acquisitions can be found in Note 5 (Loans), Note 7 (Goodwill and Other Intangible Assets) and Note 12 (Fair Value Measurement).

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Goodwill and Other Intangible Assets (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2012	Dec. 31, 2011	Sep. 30, 2011
Goodwill [Line Items]
Finite-Lived Intangible Assets, Gross	$ 17,479	$ 17,479	$ 17,479
Finite-Lived Intangible Assets, Accumulated Amortization	(10,662)	(9,240)	(8,697)
Finite-Lived Intangible Assets, Net	6,817	8,239	8,782
Core Deposits [Member]
Goodwill [Line Items]
Finite-Lived Intangible Assets, Gross	16,759	16,759	16,760
Finite-Lived Intangible Assets, Accumulated Amortization	(10,117)	(8,829)	(8,339)
Finite-Lived Intangible Assets, Net	6,642	7,930	8,421
Noncompete Agreements [Member]
Goodwill [Line Items]
Finite-Lived Intangible Assets, Gross	102	102	102
Finite-Lived Intangible Assets, Accumulated Amortization	(70)	(51)	(45)
Finite-Lived Intangible Assets, Net	32	51	57
Lease Agreements [Member]
Goodwill [Line Items]
Finite-Lived Intangible Assets, Gross	618	618	617
Finite-Lived Intangible Assets, Accumulated Amortization	(475)	(360)	(313)
Finite-Lived Intangible Assets, Net	$ 143	$ 258	$ 304

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Fair Value Measurement Fair Value Measurement (Details 1) (USD $) In Thousands, unless otherwise specified	3 Months Ended				9 Months Ended
	Sep. 30, 2012		Sep. 30, 2011		Sep. 30, 2012		Sep. 30, 2011		Mar. 31, 2011
Available-for-sale Securities [Member]
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
True-up liability, Beginning balance	$ 48,096				$ 87,539		$ 60,344		$ 144,570
(Gains) losses included in earnings	0		0		0		0
Unrealized gains (losses)	(605)	[1]	(4,549)	[1]	3,137	[1]	(4,199)	[1]
Purchases	0		0		0		83,876
Sales	0		(44,924)		(40,520)		(44,924)
Settlements	13		(4,056)		(2,652)		(4,056)
Net transfers inton (out of) Level 3	0		0		0		0
True-up liability, Ending balance	47,504		91,041		47,504		91,041		144,570
True Up Liability [Member]
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
True-up liability, Beginning balance	11,820				11,551		12,061		12,196
(Gains) losses included in earnings	822		(283)		1,091		(148)
Unrealized gains (losses)	0	[1]	0	[1]	0	[1]	0	[1]
Purchases	0		0		0		0
Sales	0		0		0		0
Settlements	0		0		0		0
Net transfers inton (out of) Level 3	0		0		0		0
True-up liability, Ending balance	$ 12,642		$ 11,913		$ 12,642		$ 11,913		$ 12,196

[1] Reported in other

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Goodwill and Other Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2012

Goodwill and Intangible Assets Disclosure [Abstract]

Accumulated amortization of intangible assets

	September 30, 2012
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Core deposit intangibles	$	16,759	$	(10,117	)	$	6,642
Non-compete covenant	102		(70		)	32
Lease intangible	618		(475		)	143
	$	17,479	$	(10,662	)	$	6,817

	December 31, 2011
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Core deposit intangibles	$	16,759	$	(8,829	)	$	7,930
Non-compete covenant	102		(51		)	51
Lease intangible	618		(360		)	258
	$	17,479	$	(9,240	)	$	8,239

	September 30, 2011
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Core deposit intangibles	$	16,760	$	(8,339	)	$	8,421
Non-compete covenant	102		(45		)	57
Lease intangible	617		(313		)	304
	$	17,479	$	(8,697	)	$	8,782

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Contingencies and Guarantees (Narratives) (Details) (USD $) In Millions, unless otherwise specified	Sep. 30, 2012	Dec. 31, 2011	Sep. 30, 2011
Loss Contingencies [Line Items]
Allowance for unfunded lending commitments	$ 5.8	$ 6.4	$ 6.4
Short-term guarantees	69.6
Allowance for loan loss associated with loans sold with recourse	2.3	1.7	2.0
Residential Mortgage [Member]
Loss Contingencies [Line Items]
Financing Receivable, Loans Sold to Third Party Investors	28.5	28.1	29.4
Financing Receivable, Reserve For Loans Sold to Third Party Investors	1.1	0.5	0.4
Manufactured housing [Member]
Loss Contingencies [Line Items]
Financing Receivable, Loans Sold to Third Party Investors	10.7		11.4
Financing Receivable, Reserve For Loans Sold to Third Party Investors	$ 1.2	$ 1.3	$ 1.6

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Investment Securities (Details) (USD $)	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011	Dec. 31, 2011	Sep. 30, 2012 US Government Agencies Debt Securities [Member]	Dec. 31, 2011 US Government Agencies Debt Securities [Member]	Sep. 30, 2011 US Government Agencies Debt Securities [Member]	Sep. 30, 2012 US States and Political Subdivisions Debt Securities [Member]	Dec. 31, 2011 US States and Political Subdivisions Debt Securities [Member]	Sep. 30, 2011 US States and Political Subdivisions Debt Securities [Member]	Sep. 30, 2012 Residential Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member]	Dec. 31, 2011 Residential Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member]	Sep. 30, 2011 Residential Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member]	Sep. 30, 2012 Commercial Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member]	Sep. 30, 2012 Mortgage-backed Securities, Issued by US Government Sponsored Enterprises [Member]	Dec. 31, 2011 Mortgage-backed Securities, Issued by US Government Sponsored Enterprises [Member]	Sep. 30, 2011 Mortgage-backed Securities, Issued by US Government Sponsored Enterprises [Member]	Sep. 30, 2012 Non-agency [Member]	Dec. 31, 2011 Non-agency [Member]	Sep. 30, 2011 Non-agency [Member]	Sep. 30, 2012 Commercial Collateralized Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member]	Dec. 31, 2011 Commercial Collateralized Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member]	Sep. 30, 2012 Corporate Debt Securities [Member]	Dec. 31, 2011 Corporate Debt Securities [Member]	Sep. 30, 2011 Corporate Debt Securities [Member]	Sep. 30, 2012 Total debt securities [Member]	Dec. 31, 2011 Total debt securities [Member]	Sep. 30, 2011 Total debt securities [Member]	Sep. 30, 2012 Marketable equity securities [Member]	Dec. 31, 2011 Marketable equity securities [Member]	Sep. 30, 2011 Marketable equity securities [Member]	Sep. 30, 2012 Corporate Debt Securities [Member]	Sep. 30, 2012 US Government Debt Securities [Member]	Sep. 30, 2012 Commercial Collateralized Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member]	Sep. 30, 2012 Commercial Mortgage Backed Securities Issued by US Government Sponsored Enterprises [Member]	Sep. 30, 2012 US States and Political Subdivisions Debt Securities [Member]	Dec. 31, 2011 US States and Political Subdivisions Debt Securities [Member]	Sep. 30, 2011 US States and Political Subdivisions Debt Securities [Member]	Sep. 30, 2012 Fair Value, Inputs, Level 2 [Member] Fair Value, Measurements, Recurring [Member]	Sep. 30, 2011 Fair Value, Inputs, Level 2 [Member] Fair Value, Measurements, Recurring [Member]	Dec. 31, 2010 Fair Value, Inputs, Level 2 [Member] Fair Value, Measurements, Recurring [Member]
Schedule of Available-for-sale Securities [Line Items]
Available-for-sale Securities, Gross Realized Gains (Losses), Sale Proceeds	$ 29,735,000	$ 179,133,000	$ 190,813,000	$ 182,781,000
Securities available for sale
Available-for-sale Securities, Amortized Cost	2,827,822,000	3,111,627,000	2,827,822,000	3,111,627,000	3,270,899,000	35,109,000	122,711,000	203,148,000	241,436,000	334,916,000	298,140,000	1,216,671,000	1,407,345,000	1,419,808,000	15,434,000	1,188,072,000	1,115,832,000	1,080,627,000	12,000	43,225,000	44,715,000	66,316,000	127,624,000	61,527,000	115,947,000	61,474,000	2,824,577,000	3,267,600,000	3,107,912,000	3,245,000	3,299,000	3,715,000
Available-for-sale Securities, Gross Unrealized Gains	98,609,000	101,898,000	98,609,000	101,898,000	100,416,000	28,000	358,000	590,000	17,003,000	22,865,000	16,426,000	61,160,000	53,129,000	61,416,000	233,000	17,836,000	22,058,000	23,327,000	0	82,000	139,000	2,349,000	1,648,000	0	276,000	0	98,609,000	100,416,000	101,898,000	0	0	0
Available-for-sale Securities, Gross Unrealized Losses	(14,438,000)	(15,479,000)	(14,438,000)	(15,479,000)	(17,762,000)	0	0	(20,000)	(21,000)	(50,000)	(125,000)	0	(131,000)	(2,000)	0	(383,000)	(55,000)	(45,000)	0	0	0	0	(145,000)	(14,034,000)	(17,381,000)	(15,287,000)	(14,438,000)	(17,762,000)	(15,479,000)	0	0	0
Available-for-sale	2,911,993,000	3,198,046,000	2,911,993,000	3,198,046,000	3,353,553,000	35,137,000	123,069,000	203,718,000	258,418,000	357,731,000	314,441,000	1,277,831,000	1,460,343,000	1,481,222,000	15,667,000	1,205,525,000	1,137,835,000	1,103,909,000	12,000	43,307,000	44,854,000	68,665,000	129,127,000	47,493,000	98,842,000	46,187,000	2,908,748,000	3,350,254,000	3,194,331,000	3,245,000	3,299,000	3,715,000
Securities held to maturity
Held-to-maturity Securities, Amortized Cost		92,214,000		92,214,000	82,764,000																												97,165,000	129,265,000	98,961,000	33,149,000	262,091,000	82,764,000	92,214,000
Held-to-maturity Securities, Unrecognized Holding Gain	10,623,000	2,707,000	10,623,000	2,707,000	2,348,000																												1,435,000	396,000	1,054,000	792,000	6,946,000	2,348,000	2,707,000
Held-to-maturity Securities, Unrecognized Holding Loss	(17,000)	0	(17,000)	0	0																												0	0	0	0	(17,000)	0	0
Held-to-maturity Securities, Fair Value		94,921,000		94,921,000	85,112,000																												98,600,000	129,661,000	100,015,000	33,941,000	269,020,000	85,112,000	94,921,000	631,237,000	94,921,000	85,112,000
Held-to-maturity Securities	$ 620,631,000	$ 92,214,000	$ 620,631,000	$ 92,214,000	$ 82,764,000

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Mortgage Servicing Rights and Mortgage Servicing Activity

9 Months Ended

Sep. 30, 2012

Transfers and Servicing [Abstract]

Mortgage Servicing Rights and Mortgage Servicing Activity

In the nine months ended September 30, 2012 and 2011, the Corporation sold residential mortgage loans from the held for sale portfolio with unpaid principal balances of $588.6 million and $324.8 million, respectively, and recognized pre-tax gains of $7.9 million and $5.2 million, respectively, which are included as a component of loan sales and servicing income. The Corporation retained the related mortgage servicing rights on $560.9 million and $283.2 million, respectively, of the loans sold and receives servicing fees.

The Corporation serviced for third parties approximately $2.4 billion of residential mortgage loans at September 30, 2012 and $2.2 billion at September 30, 2011. For the nine months ended September 30, 2012 and 2011, loan servicing fees, not including valuation changes included in loan sales and servicing income, were $4.2 million and $4.0 million, respectively.

Servicing rights are presented within other assets on the accompanying consolidated balance sheet. The retained servicing rights are initially valued at fair value. Since mortgage servicing rights do not trade in an active market with readily observable prices, the Corporation relies primarily on a discounted cash flow analysis model to estimate the fair value of its mortgage servicing rights. Additional information can be found in Note 12 (Fair Value Measurement). Mortgage servicing rights are subsequently measured using the amortization method. Accordingly, the mortgage servicing rights are amortized over the period of, and in proportion to, the estimated net servicing income and is recorded in loan sales and servicing income.

Changes in the carrying amount of mortgage servicing rights and the mortgage servicing rights valuation allowance are as follows:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Balance at beginning of period	$	21,273		$	21,094		$	21,179		$	21,317
Additions	1,408			798			4,597			2,660
Amortization	(1,390		)	(1,111		)	(4,485		)	(3,196		)
Balance at end of period	21,291			20,781			21,291			20,781
Valuation allowance at beginning of period	(3,488		)	(350		)	(3,539		)	—
Recoveries (Additions)	(590		)	(3,639		)	(539		)	(3,989		)
Valuation allowance at end of period	(4,078		)	(3,989		)	(4,078		)	(3,989		)
Mortgage servicing rights, net carrying balance	$	17,213		$	16,792		$	17,213		$	16,792
Fair value at end of period	$	17,294		$	16,866		$	17,294		$	16,866

On a quarterly basis, the Corporation assesses its capitalized servicing rights for impairment based on their current fair value. For purposes of the impairment, the servicing rights are disaggregated based on loan type and interest rate which are the predominant risk characteristics of the underlying loans. A valuation allowance is established through a charge to earnings to the extent the amortized cost of the mortgage servicing rights exceeds the estimated fair value by stratification. If it is later determined that all or a portion of the temporary impairment no longer exists for the stratification, the valuation is reduced through a recovery to earnings. No permanent impairment losses were written off against the allowance during the quarters ended September 30, 2012 and September 30, 2011.

Key economic assumptions and the sensitivity of the current fair value of the mortgage servicing rights related to immediate 10% and 25% adverse changes in those assumptions at September 30, 2012 are presented in the following table below. These sensitivities are hypothetical and should be used with caution. As the figures indicate, changes in the fair value based on 10% variation in the prepayment speed assumption generally cannot be extrapolated because the relationship of the change in the prepayment speed assumption to the change in fair value may not be linear. Also, in the below table, the effect of a variation in the discount rate assumption on the fair value of the mortgage servicing rights is calculated independently without changing any other assumption. In reality, changes in one factor may result in changes in another (for example, changes in prepayment speed estimates could result in changes in the discount rates), which might magnify or counteract the sensitivities.

Prepayment speed assumption (annual CPR)	17.5		%
Decrease in fair value from 10% adverse change	$	921
Decrease in fair value from 25% adverse change	2,193
Discount rate assumption	9.7		%
Decrease in fair value from 100 basis point adverse change	$	478
Decrease in fair value from 200 basis point adverse change	926
Expected weighted-average life (in months)	71.5