8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

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

Date of Report (Date of earliest event reported): April 24, 2007 (April 23, 2007)

BANCORPSOUTH, INC.

(Exact name of registrant as specified in its charter)

Mississippi	1-12991	64-0659571
(State or other	(Commission File	(IRS Employer
jurisdiction of	Number)	Identification No.)
incorporation)

One Mississippi Plaza
201 South Spring Street
Tupelo, Mississippi	38804
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (662) 680-2000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):

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

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

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

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

Section 2 — Financial Information

  Item 2.02. Results of Operations and Financial Condition.

     On April 23, 2007, BancorpSouth, Inc. issued a press release announcing its financial results for the first quarter ended March 31, 2007. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference in its entirety.

Section 9 — Financial Statements and Exhibits

   Item 9.01. Financial Statements and Exhibits.

     (a) Not applicable.

     (b) Not applicable.

     (c) Not applicable.

     (d) Exhibits.

     Exhibit 99.1      Press release issued on April 23, 2007 by BancorpSouth, Inc.

SIGNATURES

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

BANCORPSOUTH, INC.
By:	/s/ L. Nash Allen, Jr.
	L. Nash Allen, Jr.
	Treasurer and Chief Financial Officer

Date: April 23, 2007

EXHIBIT INDEX

Exhibit Number		Description
	99.1	Press Release issued on April 23, 2007 by BancorpSouth, Inc.

EX-99.1

Exhibit 99.1

News Release

Contact:
L. Nash Allen, Jr.	Gary C. Bonds
Treasurer and Chief Financial Officer	Senior Vice President and Controller
662/680-2330	662/680-2332

BancorpSouth Reports First Quarter 2007 Earnings of $0.42 per Diluted Share

Loans and Deposits Expand Significantly with Acquisition of The Signature Bank

Insurance Commission Revenue Increases 21 Percent

TUPELO, Miss., Apr. 23, 2007/PRNewswire-FirstCall via COMTEX/ — BancorpSouth, Inc. (NYSE: BXS) today announced financial results for the first quarter ended March 31, 2007.

   Highlights of the announcement include:

• Net income for the first quarter of $33.6 million, or $0.42 per diluted share, up from $28.1 million, or $0.35 per diluted share, for the fourth quarter of 2006.

• An increase in the net interest margin to 3.66 percent for the first quarter from 3.64 percent for the fourth quarter of 2006.

• Growth in loans and leases, net of unearned income, of 18.2 percent and in total deposits of 8.9 percent.

• Further enhancement of BancorpSouth’s credit quality, with a 7.0 percent reduction in non-performing loans and leases at the end of the first quarter of 2007 from the same time in 2006, and annualized net charge offs for the quarter of 0.08 percent of average loans and leases.

• The fourth consecutive quarter of double-digit growth in insurance commission revenue, up 21.3 percent for the first quarter of 2007 compared to the first quarter of 2006.

• Completion of the acquisition on March 1, 2007, of City Bancorp, the parent company of The Signature Bank (“Signature”), headquartered in Springfield, Missouri, with assets in excess of $850 million and which, with offices in Springfield and the suburbs of St. Louis, brings BancorpSouth its initial access to strong markets in its eighth contiguous state.

- MORE -

Box 789 • Tupelo, MS 38802-0789 • (662) 680-2000
BancorpSouth, Inc. is a financial holding company.

BXS Announces First Quarter Results
Page 2
April 23, 2007

First Quarter 2006 Summary Results

BancorpSouth’s net income was $33.6 million, or $0.42 per diluted share, for the first quarter of 2007. These results included a negative impact of $0.01 per diluted share resulting from a $1.8 million pre-tax decline in the value of BancorpSouth’s mortgage servicing asset. Net income for the first quarter of 2006 was $37.7 million, or $0.47 per diluted share, which included a positive impact of $0.04 per diluted share from a $4.8 million reduction in the previous allowance for credit losses related to Hurricane Katrina.

“Our first quarter results marked a solid beginning to 2007,” remarked Aubrey Patterson, Chairman and Chief Executive Officer of BancorpSouth. “As indicated by the increase in our net interest margin from the fourth quarter of 2006, the acquisition of Signature Bank with its higher net interest margin along with our own internal loan growth during the first quarter had a positive impact on net interest revenue. In addition, the acquisition of Signature drove the expansion of both our loan and deposit portfolios for the quarter, while taking us into new attractive markets.

“We are also pleased with the performance of noninterest revenue, which increased to 59% of net interest revenue, led by significant growth of our insurance business. Our long-term strategy of building noninterest revenue to mitigate the interest rate dependency of our core banking business continues to be validated in light of the ongoing challenges posed by high energy costs and economic uncertainty. We expect the momentum evident in our noninterest revenues and the earnings contribution from Signature to help us manage these challenges and achieve our operating and financial goals for 2007.”

Patterson added, “In February 2007, Statement of Financial Accounting Standards No. 159 was issued which permits entities to choose to measure financial instruments at fair value. The standard included an early adoption provision allowing entities to adopt within 120 days of their most recent fiscal year-end. BancorpSouth has decided not to implement this new accounting standard until January of 2008.”

Net Interest Revenue

Interest revenue for the first quarter of 2007 increased 17.0 percent, or $27.2 million, to $187.1 million from $159.9 million for the first quarter of 2006 and increased 4.3 percent from $179.4 million for the fourth quarter of 2006. Interest expense increased 38.3 percent, or $24.5 million, to $88.5 million for the first quarter of 2007 from $64.0 million for the first quarter of 2006 and 6.4 percent from $83.1 million for the fourth quarter of 2006.

The average taxable equivalent yield on earning assets increased to 6.85 percent for the first quarter of 2007 from 6.16 percent for the first quarter of 2006 and 6.70 percent for the fourth quarter of 2006. The average rate paid on interest bearing liabilities was 3.80 percent for the first quarter of 2007, compared with 2.91 percent for the first quarter of 2006 and 3.67 percent for the fourth quarter of 2006.

-MORE-

BXS Announces First Quarter Results
Page 3
April 23, 2007

Net interest revenue increased 2.9 percent to $98.7 million for the first quarter of 2007 from $95.9 million for the first quarter of 2006 and increased 2.5 percent from $96.3 million for the fourth quarter of 2006. Net interest margin was 3.66 percent for the first quarter of 2007 compared with 3.73 percent for the first quarter of 2006 and 3.64 percent for the fourth quarter of 2006.

Patterson said, “The comparable-quarter growth in our net interest revenue reflects the ongoing successful efforts of our asset/liability management team, considering first, the decline in net interest margin from the first quarter last year and, second, that Signature was included in our results for only the last month of the quarter. Our relatively stronger sequential-quarter results were positively affected by the flattening of the interest rate curve as compared to the latter part of 2006, increasing our asset/liability management flexibility.”

Deposit and Loan Activity

Total assets at March 31, 2007 increased 9.0 percent to $13.0 billion from $11.9 billion at March 31, 2006. Total deposits grew 8.9 percent to $10.7 billion at March 31, 2007 from $9.8 billion at March 31, 2006. Loans and leases, net of unearned income, increased 18.2 percent to $8.7 billion at March 31, 2007 from $7.4 billion at March 31, 2006.

“The acquisition of Signature accounted for approximately 70% of the growth in deposits and approximately 58% of the growth in loans for the quarter,” Patterson added. “These percentages indicate that, excluding the impact of this acquisition, the rate of our organic loan growth improved from the fourth quarter of 2006. In addition, consistent with our asset/liability management strategy, we have continued to fund our loan growth primarily through maturing securities from our investment portfolio, while pricing both demand and time deposits with a focus on maintaining core customer relationships.”

Provision for Credit Losses and Allowance for Credit Losses

For the first quarter of 2007, the provision for credit losses was $1.4 million compared with a negative provision for credit losses of $3.9 million for the first quarter of 2006 related to a $4.8 million reduction in a previous allowance for credit losses related to Hurricane Katrina. The provision for credit losses for the fourth quarter of 2006 was $6.3 million. Annualized net charge-offs were 0.08 percent of average loans and leases for the first quarter of 2007 compared with 0.09 percent for the first quarter of 2006 and 0.25 percent for the fourth quarter of 2006.

Non-performing loans and leases decreased 7.0 percent to $24.2 million, or 0.28 percent of loans and leases, at March 31, 2007, from $26.0 million, or 0.35 percent of loans and leases, at March 31, 2006, and increased 3.1 percent from $23.5 million, or 0.30 percent of loans and leases, at December 31, 2006. The allowance for credit losses was 1.20 percent of loans and leases at March 31, 2007, compared with 1.30 percent of loans and leases at March 31, 2006 and 1.26 percent of loans and leases at December 31, 2006.

Patterson added, “Our credit quality strengthened during the first quarter on both a comparable- and sequential-quarter basis, as measured by non-performing loans as a percentage of total loans and leases, net of unearned income; annualized net charge-offs; and our coverage ratio, which is

-MORE-

BXS Announces First Quarter Results
Page 4
April 23, 2007

the ratio of our allowance for credit losses to non-performing loans and leases. We attribute this improvement, as well as the quality of our overall credit position, to the consistency and discipline with which we carry out our conservative lending and credit policies. These policies are fundamental to creating long-term profitable growth and shareholder value and are, therefore, not affected by cyclical changes in the lending environment.”

Noninterest Revenue

Noninterest revenue increased 10.6 percent to $58.4 million for the first quarter of 2007 from $52.8 million for the first quarter of 2006. The results for the first quarter of 2007 include the impact of the $1.8 million decline in revenue related to changes in the value of BancorpSouth’s mortgage servicing asset.

“The substantial growth in our noninterest revenue continues to reflect strong performance by our insurance business,” stated Patterson. “Insurance commission revenue rose 21.3 percent for the first quarter of 2007 from the first quarter last year, representing the fourth consecutive quarter of double-digit growth. The expansion of this business — and a significant continuing growth opportunity — is primarily attributable to growth in our Mississippi and Louisiana operations in the aftermath of Hurricane Katrina. In addition, our fourth-quarter entry into the insurance market in Alabama through our new office in Mobile demonstrates both our commitment to expanding our presence along the Gulf Coast and our ability to leverage our significant banking presence in a number of growing markets throughout Alabama.”

Noninterest Expense

Noninterest expense increased 10.0 percent to $105.6 million for the first quarter of 2007 from $96.0 million for the first quarter of 2006 and increased 5.5 percent from $100.1 million for the fourth quarter of 2006. The growth in noninterest expense primarily resulted from additional salaries, employee benefits and occupancy expense associated with the opening of seven new loan production offices and seven new full-service branch bank offices during 2006, the launch of insurance operations in Mobile, Alabama in the fourth quarter of 2006 and the acquisition of Signature on March 1, 2007.

Capital Management

BancorpSouth repurchased 225,500 shares of its common stock during the first quarter of 2007. BancorpSouth has repurchased 986,000 shares under the stock repurchase plan for the repurchase of up to three million shares that commenced May 1, 2005 and expires April 30, 2007. Combined with the shares repurchased under earlier stock repurchase plans, BancorpSouth has repurchased approximately 11.5 million shares of its common stock since its original share repurchase program was initiated in 2001. On March 21, 2007, BancorpSouth announced that the Board of Directors authorized a new stock repurchase plan for the repurchase of up to three million shares that commences on May 1, 2007 and expires on April 30, 2009. BancorpSouth will continue to evaluate additional share repurchase opportunities under this plan.

-MORE-

BXS Announces First Quarter Results
Page 5
April 23, 2007

Summary

“We are encouraged by our performance for the first quarter of 2007 and by our prospects for continued growth,” concluded Patterson. “We believe we have ample opportunities for expansion within our geographically diverse markets through a proven business model with mutually supporting banking and noninterest revenue streams. Within Mississippi alone, as the largest financial institution headquartered in the state, we are well positioned to participate in opportunities inherent in the revitalization of the Gulf Coast region, which is expected to drive investment within the region to unprecedented levels for many years to come. We have also entered attractive new markets that broaden our franchise, through our expansion into the Florida market in the third quarter of 2006 and the Missouri market in the quarter just ended.

“Consistent with our long-term record of success, we intend to pursue these growth opportunities within the framework of our conservative lending, credit and operating philosophies. As reflected by our 23-year record of increasing cash dividends, we remain focused on and committed to long-term growth in earnings and shareholder value.”

Conference Call

BancorpSouth will conduct a conference call to discuss its first quarter 2007 results tomorrow, April 24, 2007, at 9:00 a.m. (Central Time). Investors may listen via the Internet by accessing BancorpSouth’s website at http://www.bancorpsouth.com. A replay of the conference call will be available at BancorpSouth’s website for at least two weeks following the call.

Forward-Looking Statements

Certain statements contained in this news release may not be based on historical facts and are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements may be identified by their reference to a future period or periods or by the use of forward-looking terminology such as “anticipate,” “believe,” “estimate,” “expect,” “may,” “might,” “will,” “would,” “could” or “intend.” These forward-looking statements include, without limitation, statements relating to our noninterest revenue, the integration of Signature, opportunities and investment in the Gulf Coast region, repurchases under our common stock repurchase plan and our ability to pursue profitable growth in existing and new markets.

We caution you not to place undue reliance on the forward-looking statements contained in this news release in that actual results could differ materially from those indicated in such forward-looking statements because of a variety of factors. These factors may include, but are not limited to, the rate of economic recovery in the region affected by Hurricane Katrina, the ability of BancorpSouth to integrate the operations of Signature, changes in economic conditions and government fiscal and monetary policies, fluctuations in prevailing interest rates and the ability of BancorpSouth to manage its assets and liabilities to limit exposure to changing interest rates, the ability of BancorpSouth to increase noninterest revenue and expand noninterest revenue business, the ability of BancorpSouth to maintain credit quality, changes in laws and regulations affecting financial service companies in general, the ability of BancorpSouth to compete with other financial services companies, the ability of BancorpSouth to provide and market competitive services and products, changes in BancorpSouth’s operating or expansion strategy, geographic concentration of BancorpSouth’s assets, the ability of BancorpSouth to manage its

-MORE-

BXS Announces First Quarter Results
Page 6
April 23, 2007

growth and effectively serve an expanding customer and market base, the ability of BancorpSouth to achieve profitable growth and increase shareholder value, the ability of BancorpSouth to attract, train and retain qualified personnel, the ability of BancorpSouth to repurchase its common stock on favorable terms, the ability of BancorpSouth to identify, close and effectively integrate potential acquisitions, the ability of BancorpSouth to expand geographically and enter growing markets, changes in consumer preferences, other factors generally understood to affect the financial results of financial services companies, and other factors described from time to time in BancorpSouth’s filings with the Securities and Exchange Commission. We undertake no obligation to update these forward-looking statements to reflect events or circumstances that occur after the date on which such statements were made.

BancorpSouth, Inc. is a financial holding company headquartered in Tupelo, Mississippi with approximately $13.0 billion in assets. BancorpSouth Bank, a wholly-owned subsidiary of BancorpSouth, Inc., operates approximately 283 commercial banking, mortgage, insurance, trust and broker/dealer locations in Alabama, Arkansas, Florida, Louisiana, Mississippi, Tennessee and Texas and The Signature Bank, a wholly-owned subsidiary of BancorpSouth, Inc., operates seven commercial banking, mortgage and broker locations in Missouri.

-MORE-

BancorpSouth, Inc.
Selected Financial Data

	Three Months Ended
	March 31,
	2007			2006
(Dollars in thousands, except per share amounts)
Earnings Summary:
Net interest revenue	$	98,668		$	95,929
Provision for credit losses		1,355			(3,860	)
Non-interest revenue		58,359			52,770
Non-interest expense		105,610			96,008
Income before income taxes		50,062			56,551
Income tax provision		16,485			18,806
Net income	$	33,577		$	37,745
Earning per share: Basic	$	0.42		$	0.48
Diluted	$	0.42		$	0.47
Balance sheet data at March 31:
Total assets	$	12,960,658		$	11,889,916
Total earning assets		11,834,420			10,779,583
Loans and leases, net of unearned income		8,739,106			7,395,287
Allowance for credit losses		104,687			96,017
Total deposits		10,659,493			9,793,203
Common shareholders’ equity		1,126,003			997,565
Book value per share		13.70			12.59
Average balance sheet data:
Total assets	$	12,296,324		$	11,764,310
Total earning assets		11,226,190			10,684,683
Loans and leases, net of unearned interest		8,150,205			7,371,764
Total deposits		10,036,386			9,706,317
Common shareholders’ equity		1,055,665			973,891
Non-performing assets at March 31:
Non-accrual loans and leases	$	10,128		$	10,157
Loans and leases 90+ days past due		12,749			13,661
Restructured loans and leases		1,312			2,197
Other real estate owned		9,215			12,012
Net charge-offs as a percentage of average loans (annualized)		0.08	%		0.09	%
Performance ratios (annualized):
Return on average assets		1.11	%		1.30	%
Return on common equity		12.90	%		15.72	%
Net interest margin		3.66	%		3.73	%
Average shares outstanding — basic		79,456,437			79,212,313
Average shares outstanding — diluted		79,892,404			79,541,988

BancorpSouth, Inc.
Consolidated Balance Sheet
(Unaudited)

	March 31,
							%
	2007			2006			Change
	(Dollars in thousands)
Assets
Cash and due from banks	$	292,401		$	386,543			(24.35	%)
Interest bearing deposits with other banks		11,390			6,809			67.28	%
Held-to-maturity securities, at amortized cost		1,693,329			1,777,923			(4.76	%)
Available-for-sale securities, at fair value		1,102,248			1,336,745			(17.54	%)
Federal funds sold and securities purchased under agreement to resell		225,055			224,298			0.34	%
Loans and leases		8,785,170			7,433,156			18.19	%
Less: Unearned income		46,064			37,869			21.64	%
Allowance for credit losses		104,687			96,017			9.03	%
Net loans and leases		8,634,419			7,299,270			18.29	%
Loans held for sale		63,291			38,521			64.30	%
Premises and equipment, net		306,659			270,605			13.32	%
Accrued interest receivable		94,854			85,616			10.79	%
Goodwill		250,337			139,335			79.67	%
Other assets		286,675			324,251			(11.59	%)
Total Assets	$	12,960,658			11,889,916			9.01	%
Liabilities
Deposits:
Demand: Noninterest bearing	$	1,787,365			1,790,418			(0.17	%)
Interest bearing		3,312,765			3,071,176			7.87	%
Savings		743,767			771,933			(3.65	%)
Other time		4,815,596			4,159,676			15.77	%
Total deposits		10,659,493			9,793,203			8.85	%
Federal funds purchased and securities sold under agreement to repurchase		702,837			643,401			9.24	%
Accrued interest payable		42,231			28,492			48.22	%
Junior subordinated debt securities		163,405			144,847			12.81	%
Long-term Federal Home Loan Bank borrowings		152,186			136,857			11.20	%
Other liabilities		114,503			145,551			(21.33	%)
Total Liabilities		11,834,655			10,892,351			8.65	%
Shareholders’ Equity
Common stock		205,447			198,018			3.75	%
Capital surplus		186,089			110,000			69.17	%
Accumulated other comprehensive income (loss)		(23,120	)		(16,904	)		36.77	%
Retained earnings		757,587			706,451			7.24	%
Total Shareholders’ Equity		1,126,003			997,565			12.88	%
Total Liabilities & Shareholders’ Equity	$	12,960,658		$	11,889,916			9.01	%

BancorpSouth, Inc.
Consolidated Condensed Statements of Income
(Dollars in thousands, except per share data)
(Unaudited)

	Quarter To Date
	Mar-07		Dec-06			Sep-06		Jun-06		Mar-06
INTEREST REVENUE:
Loans and leases	$	153,241	$	147,784		$	143,712	$	134,569	$	127,200
Deposits with other banks		286		217			295		176		141
Federal funds sold and securities purchased under agreement to resell		2,511		635			609		976		2,846
Held-to-maturity securities:
Taxable		16,705		16,532			16,107		16,048		14,323
Tax-exempt		2,015		2,012			2,017		2,077		1,887
Available-for-sale securities:
Taxable		9,592		9,653			10,405		11,389		10,904
Tax-exempt		1,115		1,170			1,215		1,276		1,363
Loans held for sale		1,675		1,366			878		871		1,238
Total interest revenue		187,140		179,369			175,238		167,382		159,902
INTEREST EXPENSE:
Interest bearing demand		19,887		16,228			15,514		14,613		13,790
Savings		2,383		2,160			2,089		2,044		1,693
Other time		51,985		48,585			45,361		40,773		37,650
Fed funds purchased and securities sold under agreement to repurchase		7,824		8,940			8,498		6,549		5,902
Other		6,393		7,205			7,378		6,182		4,938
Total interest expense		88,472		83,118			78,840		70,161		63,973
Net interest revenue		98,668		96,251			96,398		97,221		95,929
Provision for credit losses		1,355		6,325			2,526		3,586		(3,860	)
Net interest revenue, after provision for credit losses		97,313		89,926			93,872		93,635		99,789
NONINTEREST REVENUE:
Mortgage lending		1,779		(820	)		41		3,720		3,176
Credit card, debit card and merchant fees		5,720		5,712			5,340		5,242		4,973
Service and NSF charges		16,550		17,343			17,354		17,489		15,450
Trust income		2,214		3,703			2,344		2,325		2,016
Security gains, net		7		4			9		17		10
Insurance commissions		19,794		16,146			15,977		14,841		16,322
Other		12,295		8,402			8,169		9,966		10,823
Total noninterest revenue		58,359		50,490			49,234		53,600		52,770
NONINTEREST EXPENSES:
Salaries and employee benefits		63,628		60,178			58,453		58,376		57,573
Occupancy, net of rental income		8,463		8,173			8,598		7,759		7,442
Equipment		6,026		5,941			5,896		5,822		5,763
Other		27,493		25,849			25,714		26,387		25,230
Total noninterest expenses		105,610		100,141			98,661		98,344		96,008
Income before income taxes		50,062		40,275			44,445		48,891		56,551
Income tax expense		16,485		12,202			20,568		13,392		18,806
Net income	$	33,577	$	28,073		$	23,877	$	35,499	$	37,745
Net income per share: Basic	$	0.42	$	0.35		$	0.30	$	0.45	$	0.48
Diluted	$	0.42	$	0.35		$	0.30	$	0.45	$	0.47

BancorpSouth, Inc.
Average Balances, Interest Income and Expense,
and Average Yields and Rates
(Dollars in thousands)
(Unaudited)

	Quarter Ended
	March 31, 2007
	Average					Yield/
(Taxable equivalent basis)	Balance			Interest		Rate
ASSETS
Loans, loans held for sale, and leases net of unearned income	$	8,254,869		$	155,740		7.65	%
Held-to-maturity securities:
Taxable		1,523,186			16,705		4.45	%
Tax-exempt		184,853			3,099		6.80	%
Available-for-sale securities:
Taxable		964,323			9,592		4.03	%
Tax-exempt		93,108			1,716		7.47	%
Short-term investments		205,851			2,798		5.51	%
Total interest earning assets and revenue		11,226,190			189,650		6.85	%
Other assets		1,170,197
Less: allowance for credit losses		(100,063	)
Total	$	12,296,324
LIABILITIES AND SHAREHOLDERS’ EQUITY
Deposits:
Demand — interest bearing	$	3,130,639		$	19,887		2.58	%
Savings		722,849			2,384		1.34	%
Other time		4,521,939			51,985		4.66	%
Short-term borrowings		761,968			9,093		4.84	%
Junior subordinated debt		151,239			3,081		8.26	%
Long-term debt		141,183			2,042		5.87	%
Total interest bearing liabilities and expense		9,429,817			88,472		3.80	%
Demand deposits - noninterest bearing		1,660,959
Other liabilities		149,883
Total liabilities		11,240,659
Shareholders’ equity		1,055,665
Total	$	12,296,324
Net interest revenue				$	101,178
Net interest margin							3.66	%
Net interest rate spread							3.05	%
Interest bearing liabilities to interest earning assets							84.00	%
Net interest tax equivalent adjustment				$	2,510

BancorpSouth, Inc.
Average Balances, Interest Income and Expense,
and Average Yields and Rates
(Dollars in thousands)
(Unaudited)

	Quarter Ended
	March 31, 2006
	Average					Yield/
(Taxable equivalent basis)	Balance			Interest		Rate
ASSETS
Loans, loans held for sale, and leases net of unearned income	$	7,465,932		$	129,097		7.01	%
Held-to-maturity securities:
Taxable		1,457,104			14,323		3.99	%
Tax-exempt		174,340			2,903		6.75	%
Available-for-sale securities:
Taxable		1,201,272			10,904		3.68	%
Tax-exempt		117,601			2,097		7.23	%
Short-term investments		268,434			2,987		4.51	%
Total interest earning assets and revenue		10,684,683			162,311		6.16	%
Other assets		1,179,820
Less: allowance for credit losses		(100,193	)
Total	$	11,764,310
LIABILITIES AND SHAREHOLDERS’ EQUITY
Deposits:
Demand — interest bearing	$	3,085,163		$	13,790		1.81	%
Savings		749,318			1,693		0.92	%
Other time		4,150,031			37,650		3.68	%
Short-term borrowings		643,899			5,929		3.73	%
Junior subordinated debt		144,847			2,911		8.15	%
Long-term debt		136,984			2,000		5.92	%
Total interest bearing liabilities and expense		8,910,242			63,973		2.91	%
Demand deposits - noninterest bearing		1,721,805
Other liabilities		158,372
Total liabilities		10,790,419
Shareholders’ equity		973,891
Total	$	11,764,310
Net interest revenue				$	98,338
Net interest margin							3.73	%
Net interest rate spread							3.25	%
Interest bearing liabilities to interest earning assets							83.39	%
Net interest tax equivalent adjustment				$	2,409