8-K

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) July 20, 2005

VALLEY NATIONAL BANCORP

(Exact Name of Registrant as Specified in Charter)

New Jersey	1-11277	22-2477875
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

1455 Valley Road, Wayne, New Jersey	07470
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code (973) 305-8800

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):

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

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

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

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

Item 2.02 Results of Operations and Financial Condition

On July 20, 2005, Valley National Bancorp (“Valley”) issued a press release reporting 2005 second quarter results of operations.

A copy of the press release is attached to this Current Report Form 8-K as Exhibit 99.

The information disclosed in this Item 2.02 shall be considered “furnished” but not “filed” for purposes of the Securities Exchange Act of 1934, as amended.

Item 9.01 Financial Statements and Exhibits.

Exhibit
99	Press Release dated July 20, 2005 The Press Release disclosed in this Item 9.01 as Exhibit 99 shall be considered “furnished” but not “filed” pursuant to Item 2.02 of Form 8-K for purposes of the Securities Exchange Act of 1934, as amended.

SIGNATURE

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.

Dated: July 21, 2005	VALLEY NATIONAL BANCORP
	By:	/s/ Alan D. Eskow
		Alan D. Eskow
		Executive Vice President and
		Chief Financial Officer
		(Principal Financial Officer)

EXHIBIT INDEX

Exhibit No.	Title
99	Press Release

EX-99

Exhibit 99

FOR IMMEDIATE RELEASE	Contact:	Alan D. Eskow
		Executive Vice President and
		Chief Financial Officer
		973-305-4003

Valley National Bancorp

Completes NorCrown Merger and Posts 2^nd Quarter Results

WAYNE, NJ –July 20, 2005 — Valley National Bancorp (NYSE:VLY) today reported net income of $39.0 million for the second quarter ended June 30, 2005, compared to $36.7 million for the second quarter of 2004 representing a 6.2 percent increase. Diluted earnings per share increased to $0.36 for the second quarter of 2005 from $0.35 for the same period in 2004 inclusive of the additional shares issued as a result of Valley’s recent acquisitions. Share data also reflects the 5 percent stock dividend paid on May 20, 2005. Net income for the six months ended June 30, 2005 was $77.3 million compared to $75.2 million for the same period in 2004. Diluted earnings per share were $0.72 for both the six month period ended June 30, 2005 and 2004.

Gerald H. Lipkin, Valley’s Chairman, President and CEO stated, “The current quarter includes, for the first time, the earnings of Shrewsbury for the full quarter and one month of earnings for NorCrown which closed on June 3, 2005. We remain optimistic with the opportunities presented in both acquisitions. While the current quarter reflects additional expenses as a result of the Shrewsbury and

Valley National Bancorp (NYSE: VLY)

2005 2^nd Quarter Earnings

July 20, 2005

NorCrown integration and core deposit amortization, we anticipate both acquisitions to increase their contribution to our bottom line in the next few months as the full cost saves are realized. In a testimony to Valley’s historical successes with integration, Shrewsbury deposits have increased by 13 percent in balances and 16 percent in number of accounts during the initial quarter of operations. Shrewsbury’s data operations were successfully converted to Valley’s data processing systems during May while the NorCrown conversion is expected to be complete by the end of July.

“We are pleased with Valley’s ability to absorb the acquisition costs together with the external challenges and pressures arising from the continued net interest margin compression resulting from a flattening yield curve, loan and deposit pricing pressures, and the overall costs related to increasing government regulation. In spite of these factors and additional branch opening expenses, net income for the quarter increased over the prior year.

“Loans during the quarter increased by $111 million or 6.1 percent annualized excluding $413 million of loans added from NorCrown. The most significant growth was in the automobile sector and commercial loans. Automobile lending increased, as expected, from the sluggish first quarter. In addition to the normal increases, we realized some increase from the General Motors employee discount sales program. In the first weeks of July, we saw a large increase in application volume and expect it to continue throughout the third quarter. In addition, commercial lines of credit in New York increased, also as expected during the quarter, but were offset in part by competitive pricing on other commercial credits. Valley continues to maintain its credit and interest rate risk standards as we forego larger volumes of loans which would likely hurt credit quality in the future. Deposits increased 9.1 percent on an annualized basis from the first quarter exclusive of the $554 million added from NorCrown. The largest

2

Valley National Bancorp (NYSE: VLY)

2005 2^nd Quarter Earnings

July 20, 2005

growth came from various types of savings accounts and demand deposits both increasing in excess of 10 percent annualized during the quarter. Deposits grew at a faster pace than loans during the quarter. We are pricing competitively with the market in an attempt to increase deposits.

“The acquisition of NorCrown provides an opportunity to add to our footprint in Essex and Morris Counties. On July 13, 2005, we completed the wholesale issuance of $100 million subordinated 10 year notes due July 15, 2015 with a fixed rate of 5 percent. This replaces cash payments made in connection with the recent acquisitions. Our branch strategy continues to exceed expectations in deposit growth and we look forward to opening three new branches in New Jersey and three in Manhattan before the end of 2005.”

For the quarter ended June 30, 2005, Valley achieved an annualized return on average tangible shareholders’ equity of 22.50 percent, an annualized return on average assets of 1.35 percent and an efficiency ratio of 50.8 percent. The annualized return on shareholders’ equity was 18.41 percent and includes intangible assets arising from the Shrewsbury and NorCrown mergers. Valley’s risk-based capital ratios at June 30, 2005 were 10.18 percent for Tier 1 capital, 11.02 percent for total capital and 8.01 percent for Tier 1 leverage. Valley expects the efficiency ratio to return to more traditional levels as the cost savings associated with Shrewsbury and NorCrown take effect.

Net interest income for the second quarter increased $8.5 million or 9.3 percent to $99.8 million over the same quarter of 2004 and $5.2 million or 5.5 percent over the first quarter of 2005. The net interest margin on a tax equivalent basis was 3.76 percent, 4 basis points lower than the first quarter of 2005. This decline is mainly the result of the flattening of the yield curve with funding costs increasing faster

3

Valley National Bancorp (NYSE: VLY)

2005 2^nd Quarter Earnings

July 20, 2005

than yields on new and re-pricing term loans and investments. The overall yield on loans and investments increased over the first quarter of 2005 by 14 basis points, while deposit and borrowing costs increased 21 basis points causing most of the narrowing of the margin. Deposit costs have been increasing mainly due to competitive pricing pressure combined with rising short-term interest rates. Valley continues to grow its loan portfolio through traditional lending products using well established credit underwriting standards and does not seek to grow its balance sheet with non-traditional products offered by other financial institutions. These products include negative amortization residential mortgages and high loan to value home equity loans.

Net charge-offs for the second quarter were $936 thousand compared to $633 thousand for the first quarter of 2005 and $2.8 million for the fourth quarter of 2004. The provision for loan losses was $925 thousand for the second quarter of 2005 compared to $752 thousand for the first quarter of 2005 and $3.2 million for the fourth quarter of 2004. Total non-performing assets, which include non-accrual loans and other real estate owned (“OREO”), totaled $26.1 million, or 0.33 percent of loans and OREO, at June 30, 2005, compared to $26.0 million at March 31, 2005 and $30.8 million at December 31, 2004.

Loans past due 90 days or more and still accruing at June 30, 2005 were $5.0 million, or 0.06 percent of $7.8 billion of total loans, compared to $1.5 million at March 31, 2005 and $2.9 million at December 31, 2004. Total loans past due in excess of 30 days were 0.69 percent of all loans at June 30, 2005 compared to 0.63 percent at March 31, 2005 and 0.90 percent at December 31, 2004.

4

Valley National Bancorp (NYSE: VLY)

2005 2^nd Quarter Earnings

July 20, 2005

Non-interest income for the second quarter of 2005 was $19.3 million compared to $20.7 million for the second quarter of 2004. The decrease was mainly due to lower insurance premiums and securities gains offset by higher service charges on deposit accounts.

Non-interest expense for the second quarter of 2005 increased $5.7 million or 10.4 percent to $60.5 million from the 2004 second quarter, mostly the result of operating expenses related to the Shrewsbury and NorCrown mergers combined with additional regulatory related expenses. Other operating expenses increased for the cost and staffing of new branches, Sunday and extended branch hours and expanding the call center to 24/7 hours. These costs have added to Valley’s franchise value as evidenced by an increase in account openings and a decline in account closures.

Valley National Bancorp is a regional bank holding company headquartered in Wayne, New Jersey. Its principal subsidiary, Valley National Bank, currently operates 161 offices located in 104 communities serving 12 counties throughout northern and central New Jersey and Manhattan. Valley’s web site can be found at http://www.valleynationalbank.com.

* * * * * * * * * * * * * * * * * * * * * * * *

The foregoing contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are not historical facts and include expressions about management’s confidence and strategies and management’s expectations about new and existing programs and products, relationships, opportunities, taxation, technology and market conditions. These statements may be identified by such forward-looking terminology as “expect,” “believe,” “view,” “opportunity,” “allow,” “continues,” “reflects,” “typically,” “usually,” “anticipate,” or similar statements

5

Valley National Bancorp (NYSE: VLY)

2005 2^nd Quarter Earnings

July 20, 2005

or variations of such terms. Such forward-looking statements involve certain risks and uncertainties. Actual results may differ materially from such forward-looking statements. Factors that may cause actual results to differ from those contemplated by such forward-looking statements include, among others, the following: unanticipated changes in the direction of interest rates, effective income tax rates, loan prepayment assumptions, levels of loan quality and origination volume, relationships with major customers, as well as the effects of unanticipated economic conditions and legal and regulatory barriers including compliance issues related to AML/BSA compliance and the development of new tax strategies or the disallowance of prior tax strategies and the ability of Valley to successfully integrate NorCrown without the loss of significant loan and deposit business. Valley assumes no obligation for updating any such forward-looking statement at any time.

# # #

-Tables to Follow-

6

Valley National Bancorp

Consolidated Financial Highlights

SELECTED FINANCIAL DATA

	Three Months Ended June 30,						Six Months Ended June 30,
(Dollars in thousands, except for share data)	2005			2004			2005			2004
FINANCIAL DATA:
Net income	$	38,991		$	36,729		$	77,259		$	75,161
Net interest income		99,840			91,386			194,433			181,603
Net interest income - FTE (1)		101,581			92,938			197,819			184,710
Weighted Average Number of Shares Outstanding: (2)
Diluted		109,753,156			104,072,353			107,057,239			104,082,491
Per share data: (2)
Basic earnings	$	0.36		$	0.35		$	0.72		$	0.73
Diluted earnings		0.36			0.35			0.72			0.72
Cash dividends declared		0.22			0.21			0.43			0.42
Book value		8.24			6.35			8.24			6.35
Tangible book value		6.21			5.89			6.21			5.89
Closing stock price - high		25.27			25.85			26.50			26.12
Closing stock price - low		22.82			23.00			22.82			23.00
FINANCIAL RATIOS:
Net interest margin - FTE (1)		3.76	%		3.90	%		3.78	%		3.96	%
Annualized return on average assets		1.35			1.45			1.38			1.51
Annualized return on average equity		18.41			21.56			19.77			22.37
Annualized return on average tangible equity (3)		22.50			23.24			22.68			24.18
Efficiency ratio (4)		50.75			48.88			49.81			47.88
AVERAGE BALANCE SHEET ITEMS:
Assets	$	11,583,688		$	10,142,322		$	11,173,330		$	9,957,712
Interest earning assets		10,801,202			9,521,979			10,468,622			9,330,816
Loans		7,480,523			6,371,083			7,234,991			6,301,040
Interest bearing liabilities		8,774,898			7,682,550			8,505,138			7,519,346
Deposits		8,200,244			7,330,069			7,857,009			7,274,956
Shareholders’ equity		847,214			681,387			781,730			671,840

(1) Net interest income and net interest margin are presented on a tax equivalent basis using a 35 percent federal tax rate. Valley believes that this presentation provides comparability of net interest income and net interest margin arising from both taxable and tax-exempt sources and is consistent with industry practice and SEC rules.

(2) Share data reflects the 5 percent stock dividend issued May 20, 2005.

(3) Tangible shareholders’ equity equals total shareholders’ equity less goodwill and identifiable intangible assets. The annualized return on average tangible equity is computed by dividing annualized net earnings by average monthly tangible shareholders’ equity.

(4) The efficiency ratio measures Valley’s total non-interest expense as a percentage of net interest income plus total non-interest income.

Valley National Bancorp

Consolidated Financial Highlights

SELECTED FINANCIAL DATA

	Three Months Ended June 30,				Six Months Ended June 30,
(Dollars in thousands)	2005		2004		2005		2004
ALLOWANCE FOR LOAN LOSSES:
Beginning of period	$	69,029	$	64,796	$	65,699	$	64,650
Provision for loan losses		925		1,476		1,677		3,324
Charge-offs		1,886		2,501		3,264		5,980
Recoveries		950		1,041		1,695		2,818
Allowance for loan losses - Shrewsbury and NorCrown		6,041		0		9,252		0
End of period	$	75,059	$	64,812	$	75,059	$	64,812

	As of June 30,
	2005			2004
BALANCE SHEET ITEMS:
Assets	$	12,267,025		$	10,484,538
Loans		7,844,791			6,507,689
Deposits		8,627,093			7,374,502
Shareholders’ equity		916,725			658,563
CAPITAL RATIOS:
Tier 1 leverage ratio		8.01	%		8.32	%
Risk-based capital - Tier 1		10.18			10.99
Risk-based capital - Total Capital		11.02			11.83
ASSET QUALITY:
Non-accrual loans	$	25,037		$	14,594
Other real estate owned (OREO)		1,083			524
Total non-performing assets		26,120			15,118
Loans past due 90 days or more and still accruing		4,984			4,952
ASSET QUALITY RATIOS:
Non-performing assets to total loans plus other real estate owned (OREO)		0.33	%		0.23	%
Allowance for loan losses to loans		0.96			1.00
Net charge-offs to average loans		0.04			0.10

SHAREHOLDER RELATIONS

Requests for copies of reports and/or other inquiries should be directed to Dianne Grenz, Director of Public & Shareholder Relations, Valley National Bancorp, 1455 Valley Road, Wayne, New Jersey, 07470, by telephone at (973) 305-3380, by fax at (973) 696-2044 or by e-mail at dgrenz@valleynationalbank.com.

VALLEY NATIONAL BANCORP

Consolidated Statements of Financial Condition

($ in thousands, except per share data)

	June 30,
	2005			2004
Assets
Cash and due from banks	$	272,721		$	247,721
Federal funds sold		33,000			0
Securities:
Available for sale		2,175,026			1,913,624
Held to maturity		1,241,389			1,319,248
Trading account		2,349			2,174
Total securities		3,418,764			3,235,046
Loans held for sale		5,806			5,508
Loans		7,838,985			6,502,181
Less: Allowance for loan losses		(75,059	)		(64,812	)
Loans, net		7,763,926			6,437,369
Premises and equipment, net		172,596			138,672
Due from customers on acceptances outstanding		10,124			11,897
Accrued interest receivable		53,226			43,547
Intangible assets		226,096			48,278
Bank owned life insurance		178,946			167,517
Other assets		131,820			148,983
Total assets	$	12,267,025		$	10,484,538
Liabilities
Deposits:
Non-interest bearing	$	2,063,792		$	1,738,417
Interest bearing:
Savings		4,176,816			3,529,446
Time		2,386,485			2,106,639
Total deposits		8,627,093			7,374,502
Federal funds purchased and securities sold under agreements to repurchase		577,541			452,836
Treasury tax and loan account and other short-term borrowings		11,250			27,093
Long-term debt		1,990,142			1,820,308
Bank acceptances outstanding		10,124			11,897
Accrued expenses and other liabilities		134,150			139,339
Total liabilities		11,350,300			9,825,975
Shareholders’ Equity
Preferred stock, no par value 30,000,000 shares authorized; none issued		0			0
Common stock, no par value, authorized 164,894,580 shares; issued 111,432,471 shares in 2005 and 103,843,232 shares in 2004		39,332			34,956
Surplus		742,238			438,481
Retained earnings		140,462			198,042
Unallocated common stock held by the employee benefit plan		(26	)		(170	)
Accumulated other comprehensive loss		(1,707	)		(7,808	)
		920,299			663,501
Treasury stock, at cost (153,074 common shares in 2005 and 207,006 in 2004)		(3,574	)		(4,938	)
Total shareholders’ equity		916,725			658,563
Total liabilities and shareholders’ equity	$	12,267,025		$	10,484,538

* Share data reflects the 5 percent stock dividend issued May 20, 2005.

VALLEY NATIONAL BANCORP

Consolidated Statements of Income

($ in thousands, except per share data)

	Three Months Ended June 30,
	2005		2004
Interest Income
Interest and fees on loans	$	111,183	$	88,967
Interest and dividends on investment securities		40,594		36,675
Interest on federal funds sold and other short-term investments		291		34
Total interest income		152,068		125,676
Interest Expense
Interest on deposits:
Savings deposits		12,073		5,162
Time deposits		15,739		11,038
Interest on other borrowings		24,416		18,090
Total interest expense		52,228		34,290
Net Interest Income		99,840		91,386
Provision for loan losses		925		1,476
Net interest income after provision for loan losses		98,915		89,910
Non-Interest Income
Trust and investment services		2,090		2,183
Insurance premiums		2,773		3,745
Service charges on deposit accounts		5,921		5,171
Gains on securities transactions, net		585		1,051
Fees from loan servicing		1,788		2,034
Gains on sales of loans, net		559		691
Bank owned life insurance		1,753		1,534
Other		3,863		4,321
Total non-interest income		19,332		20,730
Non-Interest Expense
Salary expense		27,004		24,173
Employee benefit expense		7,121		5,791
Net occupancy expense		10,064		8,860
Amortization of intangible assets		2,340		2,690
Other		13,948		13,283
Total non-interest expense		60,477		54,797
Income before income taxes		57,770		55,843
Income tax expense		18,779		19,114
Net Income	$	38,991	$	36,729
Earnings Per Share: (*)
Basic	$	0.36	$	0.35
Diluted	$	0.36	$	0.35
Weighted Average Number of Shares Outstanding: (*)
Basic		109,338,563		103,593,023
Diluted		109,753,156		104,072,353

* Share data reflects the 5 percent stock dividend issued May 20, 2005.

VALLEY NATIONAL BANCORP

Consolidated Statements of Income

($ in thousands, except per share data)

	Six Months Ended June 30,
	2005		2004
Interest Income
Interest and fees on loans	$	212,377	$	176,799
Interest and dividends on investment securities		78,457		72,268
Interest on federal funds sold and other short-term investments		397		124
Total interest income		291,231		249,191
Interest Expense
Interest on deposits:
Savings deposits		20,707		9,875
Time deposits		28,658		22,441
Interest on other borrowings		47,433		35,272
Total interest expense		96,798		67,588
Net Interest Income		194,433		181,603
Provision for loan losses		1,677		3,324
Net interest income after provision for loan losses		192,756		178,279
Non-Interest Income
Trust and investment services		4,103		4,415
Insurance premiums		6,063		7,417
Service charges on deposit accounts		10,864		9,998
Gains on securities transactions, net		2,318		4,617
Fees from loan servicing		3,562		4,211
Gains on sales of loans, net		1,067		1,508
Bank owned life insurance		3,312		3,113
Other		7,401		8,450
Total non-interest income		38,690		43,729
Non-Interest Expense
Salary expense		51,446		48,279
Employee benefit expense		13,778		11,207
Net occupancy expense		19,899		18,130
Amortization of intangible assets		4,076		4,889
Other		26,924		25,373
Total non-interest expense		116,123		107,878
Income before income taxes		115,323		114,130
Income tax expense		38,064		38,969
Net Income	$	77,259	$	75,161
Earnings Per Share: (*)
Basic	$	0.72	$	0.73
Diluted	$	0.72	$	0.72
Weighted Average Number of Shares Outstanding: (*)
Basic		106,606,673		103,561,378
Diluted		107,057,239		104,082,491

* Share data reflects the 5 percent stock dividend issued May 20, 2005.

Valley National Bancorp

(dollars in thousands)

	End of Period - 06/30/05		End of Period - 03/31/05		End of Period - 12/31/04		End of Period - 09/30/04		End of Period - 06/30/04
	Loan Portfolio		Loan Portfolio		Loan Portfolio		Loan Portfolio		Loan Portfolio
Commercial Loans	$	1,368,499	$	1,310,757	$	1,261,854	$	1,316,972	$	1,205,739
Construction		457,258		435,812		368,120		282,299		254,007
Residential Mortgage		2,044,527		1,980,833		1,853,708		1,774,827		1,699,035
Commercial Mortgage		2,189,195		1,877,144		1,745,155		1,741,674		1,692,201
Total Mortgage Loans		4,690,980		4,293,789		3,966,983		3,798,800		3,645,243
Home Equity		559,049		554,534		517,325		510,790		486,962
Credit Card		8,849		8,745		9,691		9,433		9,636
Automobile		1,104,749		1,064,150		1,079,050		1,098,375		1,058,238
Other Consumer		112,665		89,050		99,412		89,255		101,871
Total Consumer Loans		1,785,312		1,716,479		1,705,478		1,707,853		1,656,707
Total Loans	$	7,844,791	$	7,321,025	$	6,934,315	$	6,823,625	$	6,507,689

	Quarter End - 06/30/05						Quarter End - 03/31/05						Quarter End - 12/31/04						Quarter End - 09/30/04						Quarter End - 06/30/04
	Average Balance		Interest		Avg. Rate		Average Balance		Interest		Avg. Rate		Average Balance		Interest		Avg. Rate		Average Balance		Interest		Avg. Rate		Average Balance		Interest		Avg. Rate
Assets
Loans	$	7,480,523	$	111,225	5.95	%	$	6,986,730	$	101,235	5.80	%	$	6,913,293	$	100,085	5.79	%	$	6,644,741	$	94,114	5.67	%	$	6,371,083	$	89,002	5.59	%
Taxable Investments		2,960,641		37,439	5.06	%		2,809,959		34,882	4.97	%		2,749,399		34,191	4.97	%		2,803,510		35,307	5.04	%		2,819,716		33,850	4.80	%
Non-Taxable Investments		325,138		4,854	5.97	%		323,590		4,587	5.67	%		322,141		4,572	5.68	%		325,127		4,576	5.63	%		317,298		4,342	5.47	%
Fed Funds and Other Int. Earning Assets		34,900		291	3.34	%		12,067		106	3.51	%		18,545		96	2.07	%		16,989		76	1.79	%		13,882		34	0.98	%
Total Int. Earning Assets		10,801,202		153,809	5.70	%		10,132,346		140,810	5.56	%		10,003,378		138,944	5.56	%		9,790,367		134,073	5.48	%		9,521,979		127,228	5.34	%
Other Assets		782,486						626,066						640,628						611,625						620,343
Total Average Assets	$	11,583,688					$	10,758,412					$	10,644,006					$	10,401,992					$	10,142,322
Liabilities and Shareholders’ Equity
Savings	$	3,993,938	$	12,073	1.21	%	$	3,658,713	$	8,634	0.94	%	$	3,569,992	$	7,354	0.82	%	$	3,491,498	$	5,886	0.67	%	$	3,446,731	$	5,162	0.60	%
Time Deposits		2,285,187		15,739	2.75	%		2,093,702		12,919	2.47	%		2,157,664		12,570	2.33	%		2,160,260		11,821	2.19	%		2,167,642		11,038	2.04	%
S/T Borrowings		535,485		3,769	2.82	%		590,699		3,350	2.27	%		508,105		2,235	1.76	%		484,850		1,603	1.32	%		372,815		921	0.99	%
Long-term Debt		1,960,288		20,647	4.21	%		1,889,266		19,667	4.16	%		1,859,993		19,200	4.13	%		1,802,459		18,350	4.07	%		1,695,362		17,169	4.05	%
Interest Bearing Liabilities		8,774,898		52,228	2.38	%		8,232,380		44,570	2.17	%		8,095,754		41,359	2.04	%		7,939,067		37,660	1.90	%		7,682,550		34,290	1.79	%
Non-Interest Bearing Deposits		1,921,119						1,757,545						1,801,238						1,762,175						1,715,696
Other Liabilities		40,457						52,968						44,795						34,581						62,689
Shareholders’ Equity		847,214						715,519						702,219						666,169						681,387
Total Average Liabilities and Shareholders’ Equity	$	11,583,688					$	10,758,412					$	10,644,006					$	10,401,992					$	10,142,322
Net Interest Income and Margin - tax equivalent basis			$	101,581	3.76	%			$	96,240	3.80	%			$	97,585	3.90	%			$	96,413	3.94	%			$	92,938	3.90	%

Notes:

Interest income is presented on a tax equivalent basis using a 35 percent federal tax rate.

Loans are stated net of unearned income and include non-accrual loans.