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 16, 2009

GREEN BANKSHARES, INC.

(Exact name of Registrant as specified in its charter)

Tennessee (State or Other Jurisdiction of Incorporation) 0-14289 (Commission File Number) 62-1222567 (I.R.S. Employer Identification No.)

100 North Main Street, Greeneville, Tennessee  37743-4992

(Address of principal executive offices)

(423) 639-5111

Registrant's telephone number, including area code

Not Applicable

(Former Name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On April 16, 2009, Green Bankshares, Inc. (the "Company") announced preliminary financial results for the first quarter ended March 31, 2009. The full text of the press release is set forth in Exhibit 99.1 hereto.

The information in this Form 8-K and the attached Exhibit is being furnished pursuant to Item 2.02 "Results of Operations and Financial Condition" and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

(d)             Exhibits.

99.1               Press Release dated April 16, 2009

SIGNATURES

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

	GREEN BANKSHARES, INC.
Date:  April 17, 2009	By:	/s/           James E. Adams
		James E. Adams
		Executive Vice President and
		Chief Financial Officer
		(Duly Authorized Representative)

EXHIBIT INDEX

Exhibit

Number            Description of Exhibit(s)

    99.1    Copy of press release issued by the Company on April 16, 2009.

EX-99.1

EXHIBIT 99.1

CONTACT:             James E. Adams

Executive Vice President and Chief Financial Officer

423-278-3050

GREEN BANKSHARES REPORTS FIRST QUARTER EARNINGS

GREENEVILLE, Tenn. (April 16, 2009) – Green Bankshares, Inc. (NASDAQ:GRNB), the holding company for GreenBank, today reported financial results for the first quarter ended March 31, 2009.  The Company reported net income available to common shareholders of $3,548,000 or $0.27 per diluted share for the quarter, after deducting $1,232,000 in TARP-related costs, compared with net income available to common shareholders of $7,178,000 or $0.56 per diluted share for the first quarter of 2008.

Stan Puckett, Chairman and Chief Executive Officer, stated, "Although net income for the first quarter was below the level reported in the same period last year, reflecting the increasing intensity of the nation's economic recession during the intervening time, we are pleased that the Company returned to profitability in the first quarter.  This rebound was made possible in part by our efforts and actions in the fourth quarter of last year to aggressively identify the credit quality challenges in our loan portfolio, which in turn allowed our first quarter loan loss provision to return to a more historical level.  During the first quarter, gross charge-offs totaled $3,736,000 and were offset by recoveries of $2,994,000, resulting in a net charge-off ratio for the first quarter of 0.03%.  On an annualized basis, the net charge-off ratio was 0.13% compared with 1.63% for the full year 2008.  Clearly, we cannot predict the further effects of the current recession or how long it may last, so we remain cautious in our outlook for the year knowing that tougher conditions probably lie ahead."

Puckett noted that the Company continues to focus on capital strength and liquidity.  Tangible common equity to tangible assets improved to 5.95% at March 31, 2009, from 5.50% at year-end 2008.  At the end of the first quarter of 2009, the Bank's Tier 1 leverage ratio was 11.63%, its Tier 1 risk-based capital ratio was 13.74%, and the Bank's total risk-based capital ratio was 15.00% – all well above the required minimums of 5%, 6% and 10%, respectively, to be deemed a 'well capitalized' institution."

The following information graphically displays the Bank-only loan portfolio breakdown, by purpose code, at March 31, 2009, and does not include overdraft reclassifications:

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Green Bankshares, Inc. ▪ 100 North Main Street ▪ Greeneville, TN  37743 ▪ (423) 639-5111

GRNB Reports First Quarter 2009 Results

Page 2

April 16, 2009

Total Loan Portfolio

$2,203

($ in millions)

At March 31, 2009, non-performing assets (NPAs) totaled $121,272,000 or 4.34% of total assets compared with $76,806,000 or 2.61% of total assets at December 31, 2008, and $39,354,000 or 1.35% of total assets at March 31, 2008.  At March 31, 2009, non-performing loans totaled $104,563,000 and OREO balances were $12,651,000.  The increase for the first quarter from the comparable period in 2008 primarily reflected continued weakness in the Company's real estate acquisition and development segment of the loan portfolio, which comprises approximately 12% of the total portfolio and, to a lesser degree, deterioration in the commercial 1-4 family residential construction portfolio, which comprises approximately 6% of the loan portfolio.

The Company's allowance for loan losses totaled $49,054,000 or 2.19% of total loans at March 31, 2009, compared with $48,811,000 or 2.20% of total loans at December 31, 2008, and $33,927,000 or 1.45% of total loans as of March 31, 2008.  During the first quarter, the Company's provision for loan losses was $985,000, up from $888,000 for the first quarter of 2008, but down significantly from $32,283,000 in the fourth quarter of 2008.

Net interest income for the first quarter of 2009 totaled $19,429,000, net of interest reversals of almost $519,000, compared with net interest income of $24,472,000 in the same period a year ago.  Net interest margin contracted to 3.23% in the current quarter from 3.30% for the fourth quarter of 2008 and 3.86% in the first quarter of 2008, reflecting the combination of significant rate reductions by the Federal Reserve in the second half of 2008, interest reversals and the impact on net interest income of carrying a higher level of average non-accrual loans.

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GRNB Reports First Quarter 2009 Results

Page 3

April 16, 2009

Non-interest income totaled $6,943,000 for the first quarter, down 5% from $7,306,000 in the first quarter of 2008 primarily because of lower mortgage banking and other income.  The Company's High Performance Checking program continued to contribute to a high level of non-interest income – 26% of total revenue versus 23% in the year-earlier quarter, adding more than $5.4 million to non-interest income compared with $5.5 million last year.

Non-interest expense totaled $17,831,000 in the first quarter of 2009, down 9% from $19,561,000 in the first quarter last year, reflecting lower personnel expense, reduced advertising expense, and lower equipment expense.  Non-interest expense for the first quarter of 2009 included OREO losses of $81,000, down significantly from $4,006,000 in the fourth quarter of 2008 following the Company's efforts then to aggressively liquidate OREO.  The efficiency ratio for the first quarter was 67.61% compared with 77.26% for the fourth quarter of 2008 and 61.56% for the first quarter of 2008.

At March 31, 2009, the Company's total assets declined slightly to $2,795,839,000 compared with $2,912,615,000 at March 31, 2008, and were down from $2,944,671,000 at December 31, 2008.  Net loans of $2,244,848,000 at March 31, 2009, declined 4% from $2,335,979,000 at March 31, 2008, but were up slightly from $2,223,390,000 at December 31, 2008. Deposits declined slightly to $2,038,520,000 at March 31, 2009, from $2,059,382,000 at March 31, 2008, and were down 7% from $2,184,147,000 as of December 31, 2008.

Greeneville, Tennessee-based Green Bankshares, Inc., with total assets of approximately $2.796 billion, is the holding company for GreenBank.  GreenBank, which traces its origin to 1890, has 63 branches across East and Middle Tennessee, and one branch each in Bristol, Virginia, and Hot Springs, North Carolina.  It also provides wealth management services through its GreenWealth Division and residential mortgage lending through its Mortgage Division.  In addition, GreenBank conducts separate businesses through three wholly owned subsidiaries: Superior Financial Services, Inc., a consumer finance company; GCB Acceptance Corporation, a consumer finance company specializing in automobile lending; and Fairway Title Co., a title insurance company.

Certain matters discussed in this news release are not historical facts but are "forward-looking statements" within the meaning of and are furnished pursuant to the Private Securities Litigation Reform Act of 1995. All forward-looking statements involve risk and uncertainty and actual results could differ materially from the anticipated results or other expectations expressed in the forward-looking statements. Risks and uncertainties related to the Company's business are discussed in the Company's SEC filings, including its Annual Report on Form 10-K for the year ended December 31, 2008, and include, but are not limited to, (1) unanticipated deterioration in the financial condition of borrowers resulting in significant increases in loan losses and provisions for those losses; (2) continued deterioration in the residential real estate market; (3) lack of sustained growth in the economy in the markets that the Company serves; (4) changes in the legislative and regulatory environment; (5) the Company's inability to successfully implement its growth strategy; and (6) the loss of key personnel. The Company undertakes no obligation to update forward-looking statements.

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GRNB Reports First Quarter 2009 Results

Page 4

April 16, 2009

GREEN BANKSHARES, INC.

Unaudited Financial Highlights

(In thousands, except per share amounts)

	Three Months Ended
	March 31, 2009		Dec. 31, 2008			March 31, 2008
Interest income	$	35,380	$	39,147		$	46,109
Interest expense		15,951		18,022			21,637
Net interest income		19,429		21,125			24,472
Provision for loan losses		985		32,283			888
Net interest income (loss) after provision for loan losses		18,444		(11,158	)		23,584
Non-interest income		6,943		10,186			7,306
Non-interest expense		17,831		24,192			19,561
Income (loss) before income taxes		7,556		(25,164	)		11,329
Income tax (benefit) provision		2,776		(9,930	)		4,151
Income (loss)		4,780		(15,234	)		7,178
Preferred stock dividends and related cost		1,232		92			--
Net income (loss) available to common shareholders	$	3,548	$	(15,326	)	$	7,178
Comprehensive income (loss)	$	5,668	$	(16,008	)	$	9,186
Earnings (loss) per share:
Basic	$	0.27	$	(1.18	)	$	0.56
Diluted	$	0.27	$	(1.18	)	$	0.56
Weighted average shares:
Basic		13,063		12,936			12,931
Diluted		13,142		12,999			12,963
Dividends declared per share	$	0.13	$	0.13		$	0.13
	March 31, 2009		Dec. 31, 2008			March 31, 2008
Total assets	$	2,795,839	$	2,944,671		$	2,912,615
Cash and cash equivalents		77,831		198,358			57,517
Investment and other securities		206,948		217,249			245,354
Loans, net of unearned interest		2,244,848		2,223,390			2,335,979
Allowance for loan losses		49,054		48,811			33,927
Deposits		2,038,520		2,184,147			2,059,382
Shareholders' equity		384,474		381,231			330,165
Common shareholders' equity 1		312,196		308,951			330,165
Tangible common shareholders' equity 2		157,526		153,477			172,993
Common book value per share 1		23.69		23.56			25.40
Tangible common book value per share 2		11.95		11.70			13.31

1 Common shareholders' equity is shareholders' equity less preferred stock of $72,278.

2 Tangible common shareholders' equity is shareholders' equity less goodwill, intangible assets and preferred stock of $72,278.

- END - -

GREEN BANKSHARES, INC.
Consolidated Balance Sheets
March 31, 2009, December 31, 2008 and March 31, 2008
(Dollars in thousands)
	(Unaudited)						(Unaudited)
	March 31,			December 31,			March 31,
	2009				2008*		2008
ASSETS
Cash and due from banks	$	71,804		$	193,095			57,517
Federal funds sold		6,027			5,263			-
Cash and cash equivalents		77,831			198,358			57,517
Securities available-for-sale ("AFS")		193,271			203,562			231,349
Securities held-to-maturity (with a market value of $595, $601 and $1,084
on March 31, 2009, December 31, 2008 and March 31, 2008)		647			657			1,118
FHLB and other stock, at cost		13,030			13,030			12,887
Loans held for sale		595			442			2,350
Loans, net of unearned income		2,244,848			2,223,390			2,335,979
Allowance for loan losses		(49,054	)		(48,811	)		(33,927	)
Other real estate owned and repossessed assets		12,651			45,371			9,252
Bank premises and equipment, net		84,639			83,359			82,685
Cash surrender value of life insurance		29,844			29,539			28,728
Goodwill		143,389			143,389			143,140
Core deposit and other intangibles		11,281			12,085			14,032
Other assets		32,867			40,300			27,505
Total assets	$	2,795,839		$	2,944,671			2,912,615
LIABILITIES AND SHAREHOLDERS' EQUITY
Noninterest-bearing deposits	$	168,178		$	176,685			192,093
Interest-bearing deposits		1,707,625			1,649,744			1,665,777
Brokered deposits		162,717			357,718			201,512
Total deposits		2,038,520			2,184,147			2,059,382
Federal funds purchased		-			-			39,839
Repurchase agreements		31,018			35,302			92,957
FHLB advances and notes payable		229,252			229,349			272,342
Subordinated debentures		88,662			88,662			88,662
Accrued interest payable and other liabilities		23,913			25,980			29,268
Total liabilities		2,411,365			2,563,440			2,582,450
SHAREHOLDERS' EQUITY
Preferred stock: no par value, 1,000,000 shares authorized;
72,278, 72,278 and -0- shares outstanding		65,694			65,346			-
Common stock: $2 par value, 20,000,000 shares authorized;
13,176,681, 13,112,687 and 13,000,987 shares outstanding		26,353			26,225			26,002
Common stock warrants		6,934			6,934			-
Additional paid in capital		187,783			187,742			185,222
Retained earnings		97,485			95,647			115,426
Accumulated other comprehensive income (loss)		225			(663	)		3,515
Total shareholders' equity		384,474			381,231			330,165
Total liabilities & shareholders' equity	$	2,795,839		$	2,944,671			2,912,615
* Derived from Audited Consolidated Financial Statements.

GREEN BANKSHARES, INC.
Consolidated Statements of Income and Comprehensive Income
Three Months Ended March 31, 2009, December 31, 2008 and March 31, 2008
(Unaudited)
(Dollars in thousands except share and per share data)
	Three Months Ended
	March 31,		December 31,			March 31,
	2009		2008			2008
Interest income:
Interest and fees on loans	$	32,645	$	34,974		$	42,749
Taxable securities		2,220		3,636			2,863
Nontaxable securities		320		320			333
FHLB and other stock		150		154			160
Federal funds sold and other		45		63			4
Total interest income		35,380		39,147			46,109
Interest expense:
Deposits		12,653		14,433			15,935
Federal funds purchased and repurchase agreements		9		57			1,092
FHLB advances and notes payable		2,443		2,467			3,178
Subordinated debentures		846		1,065			1,432
Total interest expense		15,951		18,022			21,637
Net interest income		19,429		21,125			24,472
Provision for loan losses		985		32,283			888
Net interest income (loss) after provision for loan losses		18,444		(11,158	)		23,584
Noninterest income:
Service charges on deposit accounts		5,356		5,651			5,467
Other charges and fees		449		681			504
Trust and investment services income		388		480			286
Mortgage banking income		55		115			257
Net gain on the sale of securities		-		2,589			-
Other income		695		670			792
Total noninterest income		6,943		10,186			7,306
Noninterest expense:
Employee compensation		7,692		7,995			8,590
Employee benefits		1,295		1,145			1,259
Occupancy expense		1,787		1,790			1,715
Equipment expense		742		989			1,102
Computer hardware/software expense		637		686			632
Professional services		529		641			454
Advertising		64		1,140			874
Loss on OREO and repossessed assets		81		4,006			14
Core deposit and other intangible amortization		804		644			654
Other expenses		4,200		5,156			4,267
Total noninterest expense		17,831		24,192			19,561
Income (loss) before income taxes		7,556		(25,164	)		11,329
Income taxes provision (benefit)		2,776		(9,930	)		4,151
Net income (loss)		4,780		(15,234	)		7,178
Preferred stock dividends and accretion of discount on warrants		1,232		92			-
Net income (loss) available to common shareholders	$	3,548	$	(15,326	)	$	7,178
Comprehensive income	$	5,668	$	(16,008	)	$	9,186
Per share of common stock:
Basic earnings	$	0.27	$	(1.18	)	$	0.56
Diluted earnings	$	0.27	$	(1.18	)	$	0.56
Dividends	$	0.13	$	0.13		$	0.13
Weighted average shares outstanding:
Basic		13,062,881		12,935,665			12,931,169
Diluted		13,141,840		12,998,685			12,963,487

GREEN BANKSHARES, INC.

Consolidated Financial Highlights

(UNAUDITED)

(Dollars in thousands except share and per share data)

	March 31,			December 31,			%
	2009			2008			Change
Financial Condition Data:
Assets	$	2,795,839		$	2,944,671			-5.05	%
Loans, net of unearned interest		2,244,848			2,223,390			0.97	%
Cash and investments		284,779			415,607			-31.48	%
Federal funds sold		6,027			5,263			14.52	%
Deposits		2,038,520			2,184,147			-6.67	%
FHLB advances and notes payable		229,252			229,349			-0.04	%
Subordinated debentures		88,662			88,662			0.00	%
Repurchase agreements		31,018			35,302			-12.14	%
Shareholders' equity		384,474			381,231			0.85	%
Common shareholders' equity (1)		312,196			308,953			1.05	%
Tangible common shareholders' equity (2)		157,526			153,479			2.64	%
Tangible shareholders' equity (3)		229,804			225,757			1.79	%
Ratios:
Common book value per share (1)	$	23.69		$	23.56			0.55	%
Tangible common book value per share (2)		1195.00	%		1170.00	%		2.14	%
Total tangible equity to tangible assets (3)(4)		8.70	%		8.09	%		7.50	%
Tangible common equity to tangible assets (2)(4)		5.95	%		5.50	%		8.15	%
Average equity to average assets		13.52	%		11.24	%		20.28	%
Dividend payout ratio		48.15	%		123.81	%		N/A
(1) Common shareholders' equity is shareholders' equity less preferred stock of $72,278.
(2) Tangible common shareholders' equity is shareholders' equity less goodwill, intangible assets and preferred stock of $72,278.
(3) Tangible shareholders' equity is shareholders' equity less goodwill and intangible assets.
(4) Tangible assets is total assets less goodwill and intangible assets.

		Three Months Ended
		March 31,
		2009		2008	% Change
Operating Data:
Total Interest Income	$	35,380	$	46,109	-23.27%
Total Interest Expense		15,951		21,637	-26.28%
Net Interest Income		19,429		24,472	-20.61%
Provision for Loan Losses		985		888	10.92%
Net Interest Income After Provision for Loan Losses		18,444		23,584	-21.79%
Non-Interest Income		6,943		7,306	-4.97%
Non-Interest Expense		17,831		19,561	-8.84%
Income Before Income Taxes		7,556		11,329	-33.30%
Income Tax Expense		2,776		4,151	-33.12%
Net income		4,780		7,178	-33.41%
Preferred stock dividend and accretion of discount on warrants		1,232		0	100.00%
Net income available to common shareholders	$	3,548	$	7,178	-50.57%
Comprehensive Income	$	5,668	$	9,186	-38.30%
Per Share of Common Stock:
Basic Earnings		$0.27	$	0.56	-51.79%
Diluted Earnings		$0.27	$	0.56	-51.79%
Dividends		$0.13	$	0.13	0.00%
Weighted Average Shares Outstanding:
Basic		13,062,881		12,931,169
Diluted		13,141,840		12,963,487

	Three Months Ended
	March 31,			December 31,			March 31,
		2009			2008			2008
Key Financial Ratios:
Return on Average Assets		0.51	%		-2.07	%		0.99	%
Return on Average Shareholders' Equity		3.74	%		-18.11	%		8.78	%
Return on Average Common Shareholders' Equity (1)		4.60	%		-18.50	%		8.78	%
Return on Average Common Tangible Shareholders'  Equity (2)		9.14	%		-35.08	%		16.86	%
Interest Rate Spread		3.01	%		3.11	%		3.60	%
Net Interest Margin		3.23	%		3.30	%		3.86	%
Efficiency Ratio		67.61	%		77.26	%		61.56	%
(1) Common shareholders' equity is shareholders' equity less preferred stock of $72,278.
(2) Tangible common shareholders' equity is shareholders' equity less goodwill, intangible assets and preferred stock of $72,278.

	March 31,			December 31,			March 31,
	2009			2008			2008
Asset Quality Ratios:
Nonperforming Loans as a Percentage of Total Loans,		4.84	%		1.41	%		1.29	%
net of Unearned Income
Nonperforming Assets as a Percentage of Total Assets		4.34	%		2.61	%		1.35	%
Allowance for Loan Losses as a Percentage of Total Loans,
net of Unearned Income		2.19	%		2.20	%		1.45	%
Allowance for Loan Losses as a Percentage of
Nonperforming Loans		45.16	%		155.28	%		112.71	%
Net Charge-Offs to Average Total Loans, Net of
Unearned Income		0.03	%		1.63	%		0.05	%

GREEN BANKSHARES, INC.

Consolidated Financial Highlights

March 31, 2009

(UNAUDITED)

Nonperforming Assets and Net Charge-offs
As of and for the three months ended March 31, 2009	Bank		Other		Total
Loans past due 90 days and still accruing	$	4,058	$	-	$	4,058
Nonaccrual loans		103,711		852		104,563
Other real estate owned and repossessed assets		12,536		115		12,651
Total nonperforming assets	$	120,305	$	967	$	121,272
YTD net charge-offs	$	214	$	528	$	742
As of and for the three months ended March 31, 2008	Bank		Other		Total
Loans past due 90 days and still accruing	$	201	$	-	$	201
Nonaccrual loans		29,363		538		29,901
Other real estate owned and repossessed assets		8,845		407		9,252
Total nonperforming assets	$	38,409	$	945	$	39,354
YTD net charge-offs	$	682	$	390	$	1,072
As of and for the year ended December 31, 2008	Bank		Other		Total
Loans past due 90 days and still accruing	$	509	$	-	$	509
Nonaccrual loans		29,956		970		30,926
Other real estate owned and repossessed assets		45,054		317		45,371
Total nonperforming assets	$	75,519	$	1,287	$	76,806
Net charge-offs	$	35,564	$	2,546	$	38,110

Asset Quality Ratios
As of and for the three months ended March 31, 2009	Bank			Other			Consolidated
Nonperforming loans as a percentage of total loans, net of unearned income		4.83	%		2.05	%		4.84	%
Nonperforming assets as a percentage of total assets		4.31	%		1.98	%		4.34	%
Allowance for loan losses as a percentage of total loans, net of unearned income		2.05	%		8.09	%		2.19	%
Allowance for loan losses as a percentage of nonperforming loans		42.41	%		393.66	%		45.16	%
YTD net charge-offs to average total loans, net of unearned income		0.01	%		1.29	%		0.03	%
As of and for the three months ended March 31, 2008	Bank			Other			Consolidated
Nonperforming loans as a percentage of total loans, net of unearned income		1.27	%		1.37	%		1.29	%
Nonperforming assets as a percentage of total assets		1.32	%		1.83	%		1.35	%
Allowance for loan losses as a percentage of total loans, net of unearned income		1.32	%		8.00	%		1.45	%
Allowance for loan losses as a percentage of nonperforming loans		104.16	%		582.16	%		112.71	%
YTD net charge-offs to average total loans, net of unearned income		0.03	%		1.01	%		0.05	%
As of and for the year ended December 31, 2008	Bank			Other			Consolidated
Nonperforming loans as a percentage of total loans, net of unearned income		1.38	%		2.48	%		1.41	%
Nonperforming assets as a percentage of total assets		2.58	%		2.57	%		2.61	%
Allowance for loan losses as a percentage of total loans, net of unearned income		2.06	%		8.27	%		2.20	%
Allowance for loan losses as a percentage of nonperforming loans		149.59	%		333.81	%		155.28	%
Net charge-offs to average total loans, net of unearned income		1.53	%		6.42	%		1.63	%

GREEN BANKSHARES, INC.

Condensed Average Balances, Interest Rates and Yields

March 31, 2009

	Three Months Ended
	March 31,
	2009							2008
	Average				Average			Average				Average
	Balance		Interest		Rate			Balance		Interest		Rate
Interest-earning assets:
Loans(1)(2)		2,175,543		32,655		6.09	%		2,324,362		42,766		7.40	%
Investment securities (2)		216,757		2,862		5.35	%		245,863		3,536		5.78	%
Other short-term investments		70,459		45		0.26	%		458		3		2.63	%
Total interest-earning assets		2,462,759		35,562		5.86	%		2,570,683		46,305		7.24	%
Non-interest earning assets		384,013							357,408
Total assets		2,846,772							2,928,091
Interest-bearing liabilities:
Deposits:
Interest checking, money market and savings		623,708		1,852		1.20	%		697,444		3,325		1.92	%
Time deposits		1,296,277		10,799		3.38	%		1,137,188		12,610		4.46	%
Total interest bearing-deposits		1,919,985		12,651		2.67	%		1,834,632		15,935		3.49	%
Securities sold under repurchase and short-term borrowings		33,076		9		0.11	%		153,059		1,092		2.87	%
Notes payable		317,944		3,291		4.20	%		399,530		4,610		4.64	%
Total interest-bearing liabilities		2,271,005		15,951		2.85	%		2,387,221		21,637		3.65	%
Non-interest bearing liabilities:
Demand Deposits		168,109							186,454
Other Liabilities		22,734							25,640
Total non-interest bearing liabilities		190,843							212,094
Total liabilities		2,461,848							2,599,315
Shareholders' equity		384,924							328,776
Total liabilities & shareholders' equity		2,846,772							2,928,091
Net interest income				19,611							24,668
Interest rate spread						3.01	%						3.60	%
Net yield on interest-earning assets (net interest margin)						3.23	%						3.86	%
(1)Average loan balances exclude nonaccrual loans for the periods presented.
(2)Fully Taxable Equivalent (“FTE”) at the rate of 35%. The FTE basis adjusts for the tax benefits of income on certain tax-exempt loans and investments using the federal statutory rate of 35% for each period presented. The Company believes this measure to be the preferred industry measurement of net interest income and provides relevant comparison between taxable and non-taxable amounts.

GREEN BANKSHARES, INC.

Consolidated Financial Highlights

March 31, 2009

(UNAUDITED)

	March 31, 2009						December 31, 2008
Loans	Balance			%			Balance			%			% Change
Commercial	$	311,696			13.80	%	$	315,099			14.08	%		-1.08	%
Commercial real estate		1,460,343			64.63	%		1,430,225			63.92	%		2.11	%
Residential real estate		396,000			17.53	%		397,922			17.78	%		-0.48	%
Consumer		87,720			3.88	%		89,733			4.01	%		-2.24	%
Other		3,598			0.16	%		4,656			0.21	%		-22.72	%
Total loans		2,259,357			100.00	%		2,237,635			100.00	%		0.97	%
Less: Unearned income		(14,509	)					(14,245	)
Loans, net of unearned income	$	2,244,848					$	2,223,390
Loan Balances by Geographical Region and Operating Subsidiaries
	March 31, 2009						December 31, 2008
	Loan			% to			Loan			% to
	Balance			Total Loans			Balance			Total Loans			% Change
Northeastern Tennessee Region1	$	532,727			23.73	%	$	524,535			23.59	%		1.56	%
East Tennessee Region		776,550			34.59	%		755,147			33.96	%		2.83	%
Middle Tennessee Region		894,101			39.83	%		903,165			40.63	%		-1.00	%
GCB Acceptance Corporation		18,138			0.81	%		16,672			0.75	%		8.79	%
Superior Financial Services, Inc.		23,332			1.04	%		23,871			1.07	%		-2.26	%
Loans, net of unearned income	$	2,244,848			100.00	%	$	2,223,390			100.00	%		0.97	%
1 Includes one branch located in Southwestern Virginia and one branch located in Northwestern North Carolina

	March 31, 2009					December 31, 2008
Deposits	Balance		%			Balance		%			% Change
Non-interest bearing demand	$	168,178		8.25	%	$	176,685		8.09	%		-4.81	%
Interest bearing demand		487,868		23.93	%		445,927		20.42	%		9.41	%
Money market and savings		170,033		8.34	%		148,286		6.79	%		14.67	%
Retail time		645,510		31.67	%		646,009		29.57	%		-0.08	%
Jumbo time		566,931		27.81	%		767,240		35.13	%		-26.11	%
Total	$	2,038,520		100.00	%	$	2,184,147		100.00	%		-6.67	%
Deposit Balances by Geographical Region
	March 31, 2009					December 31, 2008
	Balance		%			Balance		%			% Change
Northeastern Tennessee Region1	$	809,366		39.70	%	$	996,712		45.63	%		-18.80	%
East Tennessee Region		273,726		13.43	%		257,716		11.80	%		6.21	%
Middle Tennessee Region		955,428		46.87	%		929,719		42.57	%		2.77	%
Total	$	2,038,520		100.00	%	$	2,184,147		100.00	%		-6.67	%
1 Includes one branch located in Southwestern Virginia and one branch located in Northwestern North Carolina