(4) Loans and Allowances for Credit Losses

Loans are either secured or unsecured based on the type of loan and the financial condition of the borrower. Repayment is generally expected from cash flow or proceeds from the sale of selected assets of the borrower. BOK Financial is exposed to risk of loss on loans due to the borrower�s difficulties, which may arise from any number of factors, including problems within the respective industry or local economic conditions. Access to collateral, in the event of borrower default, is reasonably assured through adherence to applicable lending laws and through sound lending standards and credit review procedures.

Performing loans may be renewed under the current collateral value, debt service ratio and other underwriting standards. Nonperforming loans may be renewed and will remain on nonaccrual status. Nonperforming loans renewed will be evaluated and may be charged off if the loan balance is no longer covered by the paying capacity of the borrower based on an evaluation of available cash resources and collateral value.

Interest is accrued at the applicable interest rate on the principal amount outstanding. Loans are placed on nonaccrual status when, in the opinion of management, full collection of principal or interest is uncertain. Interest previously accrued but not collected is charged against interest income when the loan is placed on nonaccrual status. Payments on nonaccrual loans are applied to principal or reported as interest income, according to management�s judgment as to the collectability of principal. Loans may be returned to accruing status when, in the opinion of management, full collection of principal and interest, including principal previously charged off, is probable based on improvements in the borrower�s financial condition or a sustained period of performance.

Loan origination and commitment fees and direct loan acquisition and origination costs are deferred and amortized as an adjustment to yield over the life of the loan or over the commitment period, as applicable.

Certain residential mortgage loans originated by the Company are held for sale. All residential mortgage loans originated for sale are carried at fair value based on sales commitments or market quotes. Changes in fair value are recorded in other operating revenue � mortgage banking revenue.

Loans are disaggregated into portfolio segments and further disaggregated into classes. The portfolio segment is the level at which the Company develops and documents a systematic method for determining its allowance for credit losses. Classes are a further disaggregation of portfolio segments based on the risk characteristics of the loans and the Company�s method for monitoring and assessing credit risk. Portfolio segments of the loan portfolio are as follows (in thousands):

	September 30, 2011								December 31, 2010
	Fixed		Variable						Fixed		Variable
	Rate		Rate		Nonaccrual		Total		Rate		Rate		Nonaccrual		Total

Commercial	$	3,054,787	$	3,337,166	$	83,736	$	6,475,689	$	2,883,905	$	3,011,636	$	38,455	$	5,933,996
Commercial real estate		864,053		1,285,801		110,048		2,259,902		829,836		1,297,148		150,366		2,277,350
Residential mortgage		954,960		925,205		31,731		1,911,896		851,048		939,774		37,426		1,828,248
Consumer		265,307		207,815		3,960		477,082		369,364		229,511		4,567		603,442
Total	$	5,139,107	$	5,755,987	$	229,475	$	11,124,569	$	4,934,153	$	5,478,069	$	230,814	$	10,643,036
Accruing loans past due (90 days)1							$	1,401							$	7,966

1	Excludes residential mortgage loans guaranteed by agencies of the U.S. government

At September 30, 2011, approximately $5.0 billion or 45% of the total loan portfolio is to businesses and individuals in Oklahoma and $3.2 billion or 29% of our total loan portfolio is to businesses and individuals in Texas. This geographic concentration subjects the loan portfolio to the general economic conditions within this area.

Commercial

Commercial loans represent loans for working capital, facilities acquisition or expansion, purchases of equipment and other needs of commercial customers primarily located within our geographical footprint. Commercial loans are underwritten individually and represent on-going relationships based on a thorough knowledge of the customer, the customer�s industry and market. While commercial loans are generally secured by the customer�s assets including real property, inventory, accounts receivable, operating equipment, interest in mineral rights and other property and may also include personal guarantees of the owners and related parties, the primary source of repayment of the loans

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is the on-going cash flow from operations of the customer�s business. Inherent lending risk is centrally monitored on a continuous basis from underwriting throughout the life of the loan for compliance with commercial lending policies.

Approximately $1.0 billion of loans in the services category consists of loans with individual balances of less than $10 million. Approximately $2.8 billion or 43% of the commercial portfolio are to businesses in Oklahoma and $2.1 billion or 32% of our commercial loan portfolio are to businesses in Texas.

Commercial Real Estate

Commercial real estate loans are for the construction of buildings or other improvements to real estate and property held by borrowers for investment purposes primarily within our geographical footprint. We require collateral values in excess of the loan amounts, demonstrated cash flows in excess of expected debt service requirements, equity investment in the project and a portion of the project already sold, leased or permanent financing already secured. The expected cash flows from all significant new or renewed income producing property commitments are stress tested to reflect the risks in varying interest rates, vacancy rates and rental rates. As with commercial loans, inherent lending risks are centrally monitored on a continuous basis from underwriting throughout the life of the loan for compliance with applicable lending policies. Approximately 33% of commercial real estate loans are secured by properties primarily located in the Dallas and Houston areas of Texas. An additional 28% of commercial real estate loans are secured by properties located primarily in the Tulsa and Oklahoma City metropolitan areas of Oklahoma.

Residential Mortgage and Consumer

Residential mortgage loans provide funds for our customers to purchase or refinance their primary residence or to borrow against the equity in their home. Residential mortgage loans are secured by a first or second-mortgage on the customer�s primary residence. Consumer loans include direct loans secured by and for the purchase of automobiles, recreational and marine equipment as well as other unsecured loans. Consumer loans also include indirect automobile loans made through primary dealers. Residential mortgage and consumer loans are made in accordance with underwriting policies we believe to be conservative and are fully documented. Credit scoring is assessed based on significant credit characteristics including credit history, residential and employment stability. Residential mortgage loans retained in the Company�s portfolio are primarily composed of various mortgage programs to support customer relationships including jumbo mortgage loans, non-builder construction loans and special loan programs for high net worth individuals and certain professionals. Jumbo loans may be fixed or variable rate and are fully amortizing. Jumbo loans generally conform to government sponsored entity standards, with exception that the loan size exceeds maximums required under these standards. These loans generally require a minimum FICO score of 720 and a maximum debt-to-income ratio (�DTI�) of 38%. Loan-to-value (�LTV�) ratios are tiered from 60% to 100%, depending on the market. Special mortgage programs include fixed and variable fully amortizing loans tailored to the needs of certain healthcare professionals. Variable rate loans are fully indexed at origination and may have fixed rates for three to ten years, then adjust annually thereafter.

At September 30, 2011 and December 31, 2010, residential mortgage loans included $169 million and $48 million, respectively, of loans guaranteed by U.S. government agencies previously sold into GNMA mortgage pools. The Company may repurchase these loans when certain defined delinquency criteria are met. Because of this repurchase right, the Company is deemed to have regained effective control over these loans and must include them on the Consolidated Balance Sheet.

Home equity loans are generally first or second lien loans with a maximum LTV of 100%, including consideration of any superior liens. The loans require a minimum FICO score of 700 and a maximum DTI of 40%. The maximum loan amount available for our home equity loan products is generally $400 thousand.

Credit Commitments

Commitments to extend credit are agreements to lend to a customer as long as there is no violation of conditions established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. At September 30, 2011, outstanding commitments totaled $5.7 billion. Because some commitments are expected to expire before being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. BOK Financial uses the same credit policies in making commitments as it does loans.

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The amount of collateral obtained, if deemed necessary, is based upon management�s credit evaluation of the borrower.

Standby letters of credit are conditional commitments issued to guarantee the performance of a customer to a third party. Because the credit risk involved in issuing standby letters of credit is essentially the same as that involved in extending loan commitments, BOK Financial uses the same credit policies in evaluating the creditworthiness of the customer. Additionally, BOK Financial uses the same evaluation process in obtaining collateral on standby letters of credit as it does for loan commitments. The term of these standby letters of credit is defined in each commitment and typically corresponds with the underlying loan commitment. At September 30, 2011, outstanding standby letters of credit totaled $509 million. Commercial letters of credit are used to facilitate customer trade transactions with the drafts being drawn when the underlying transaction is consummated. At September 30, 2011, outstanding commercial letters of credit totaled $7 million.

Allowances for Credit Losses

BOK Financial maintains separate allowances for loan losses and for off-balance sheet credit risk related to commitments to extend credit and standby letters of credit. As discussed in greater detail in Note 5, the Company also has separate allowances related to off-balance sheet credit risk related to residential mortgage loans sold with full or partial recourse and for residential mortgage loans sold to government sponsored agencies under standard representations and warranties.

The allowance for loan losses is assessed by management on a quarterly basis and consists of specific amounts attributed to certain impaired loans, general allowances for unimpaired loans and non-specific allowances based on general economic conditions, risk concentration and related factors. Impairment is individually measured for certain impaired loans and collectively measured for all other loans. There have been no material changes in the approach or techniques utilized in developing the allowances for loan losses and off-balance sheet credit losses for the nine months ended September 30, 2011.

Internally risk graded loans are evaluated individually for impairment. Non-risk graded loans are collectively evaluated for impairment through past-due status and other relevant factors. Substantially all commercial and commercial real estate loans are risk graded. Certain residential mortgage and consumer loans are also risk graded. Certain commercial loans and most residential mortgage and consumer loans are small balance, homogeneous pools of loans that are not risk graded.

Borrowers are considered to be experiencing financial difficulty when it becomes probable that BOK Financial will be unable to collect the full contractual principal and interest due according to the contractual terms of the loan agreements. This is substantially the same criteria used to determine when a loan should be placed on nonaccrual status. Accordingly, all internally risk graded loans to borrowers who are experiencing financial difficulty are considered to be impaired, placed on nonaccrual status and evaluated for specific allowance. Specific allowances for impaired loans are measured by an evaluation of estimated future cash flows discounted at the loans� initial effective interest rate or the fair value of collateral for certain collateral dependent loans. Historical statistics may be used in limited situations to assist in estimating future cash flows or collateral values, such as when an impaired collateral dependent loan is identified at the end of a reporting period. Historical statistics are a practical way to estimate impairment until an updated appraisal of collateral value is received or a full assessment of future cash flows is completed. Estimates of future cash flows and collateral values require significant judgments and are subject to volatility.

General allowances for unimpaired loans are based on migration models. Separate migration models are used to determine general allowances for commercial and commercial real estate loans, residential mortgage loans and consumer loans. Substantially all commercial and commercial real estate loans are risk-graded based on an evaluation of the borrowers� ability to pay. Risk grades are updated quarterly. Migration factors are determined for each risk grade to determine the inherent loss based on historical trends using an eight-quarter aggregate accumulation of net losses. Losses incurred in more recent periods were more heavily weighted by a sum-of-periods-digits formula. The greater of the loss factors based on migration trends or a minimum migration factor based on long-term history is assigned to each risk grade. The resulting general allowances may be adjusted upward or downward by management to account for the limitations in migration models which are based entirely on historical data, such as their limited accuracy at the beginning and ending of credit cycles. The general allowance for residential mortgage loans is based on an eight-quarter average percent of loss. The general allowance for consumer loans is based on an eight-quarter average percent loss with separate migration factors determined by major product line, such as indirect automobile loans and direct consumer loans.

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Nonspecific allowances are maintained for risks beyond factors specific to a particular loan or identified by the migration models. These factors include trends in the economy in our primary lending areas, conditions in certain industries where we have a concentration and overall growth in the loan portfolio. Evaluation of nonspecific factors considers the effect of the duration of the business cycle on migration factors and also considers current economic conditions and other factors.

A provision for credit losses is charged against earnings in amounts necessary to maintain appropriate allowances for loan and off-balance sheet credit losses. Loans are charged off when the loan balance or a portion of the loan balance is no longer covered by the paying capacity of the borrower based on an evaluation of available cash resources and collateral value. Loans are evaluated quarterly and charge-offs are taken in the quarter in which the loss is identified. Additionally, all unsecured or under-secured residential mortgage and consumer loans that are past due 180 days are charged off. Recoveries of loans previously charged off are added to the allowance.

Collateral value of real property is generally based on third party appraisals that conform to Uniform Standards of Professional Appraisal Practice, less estimated selling costs. Appraised values are on an �as-is� basis and generally are not adjusted by the Company. Collateral value of mineral rights is generally determined by our internal staff of engineers based on projected cash flows from proven oil and gas reserves under existing economic and operating conditions. The value of other collateral is generally determined by our special assets staff based on projected liquidation cash flows under current market conditions. Collateral values and available cash resources that support impaired loans are evaluated quarterly. Updated appraisals are obtained at least annually or more frequently if market conditions indicate collateral values have declined.

The allowance for loan losses and recorded investment of the related loans by portfolio segment for each impairment measurement method at September 30, 2011 is as follows (in thousands):

	Collectively Measured for Impairment				Individually Measured for Impairment				Total
	Recorded Investment		Related Allowance		Recorded Investment		Related Allowance		Recorded Investment		Related Allowance

Commercial	$	6,392,150	$	107,745	$	83,539	$	1,799	$	6,475,689	$	109,544
Commercial real estate		2,149,854		87,513		110,048		4,199		2,259,902		91,712
Residential mortgage		1,902,993		39,653		8,903		635		1,911,896		40,288
Consumer		475,693		8,228		1,389		67		477,082		8,295
Total		10,920,690		243,139		203,879		6,700		11,124,569		249,839

Nonspecific allowance		�		�		�		�		�		21,617

Total	$	10,920,690	$	243,139	$	203,879	$	6,700	$	11,124,569	$	271,456

The allowance for loan losses and recorded investment of the related loans by portfolio segment for each impairment measurement method at December 31, 2010 is as follows (in thousands):

	Collectively Measured for Impairment				Individually Measured for Impairment				Total
	Recorded Investment		Related Allowance		Recorded Investment		Related Allowance		Recorded Investment		Related Allowance

Commercial	$	5,895,674	$	102,565	$	38,322	$	2,066	$	5,933,996	$	104,631
Commercial real estate		2,126,984		94,502		150,366		4,207		2,277,350		98,709
Residential mortgage		1,816,184		49,500		12,064		781		1,828,248		50,281
Consumer		601,691		12,536		1,751		78		603,442		12,614
Total		10,440,533		259,103		202,503		7,132		10,643,036		266,235

Nonspecific allowance		�		�		�		�		�		26,736

Total	$	10,440,533	$	259,103	$	202,503	$	7,132	$	10,643,036	$	292,971

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The activity in the allowance for loan losses and the allowance for off-balance sheet credit losses related to loan commitments and standby letters of credit for the three months ended September 30, 2011 is summarized as follows (in thousands):

	Commercial			Commercial Real Estate			Residential Mortgage			Consumer			Nonspecific allowance			Total

Allowance for loans losses:
Beginning balance	$	113,571		$	91,750		$	45,243		$	8,922		$	27,125		$	286,611
Provision for loan losses		(348	)		1,386			(1,835	)		1,304			(5,508	)		(5,001	)
Loans charged off		(5,083	)		(2,335	)		(3,403	)		(3,202	)		�			(14,023	)
Recoveries		1,404			911			283			1,271			�			3,869
Ending balance	$	109,544		$	91,712		$	40,288		$	8,295		$	21,617		$	271,456
Allowance for off-balance sheet credit losses:
Beginning balance	$	9,236		$	1,020		$	180		$	309		$	�		$	10,745
Provision for off-balance sheet credit losses		4,882			134			(30	)		15			�			5,001
Ending balance	$	14,118		$	1,154		$	150		$	324		$	�		$	15,746

Total provision for credit losses	$	4,534		$	1,520		$	(1,865	)	$	1,319		$	(5,508	)	$	�

The activity in the allowance for loan losses and the allowance for off-balance sheet credit losses related to loan commitments and standby letters of credit for the nine months ended September 30, 2011 is summarized as follows (in thousands):

	Commercial			Commercial Real Estate			Residential Mortgage			Consumer			Nonspecific allowance			Total

Allowance for loans losses:
Beginning balance	$	104,631		$	98,709		$	50,281		$	12,614		$	26,736		$	292,971
Provision for loan losses		10,488			4,051			(1,880	)		(65	)		(5,119	)		7,475
Loans charged off		(10,737	)		(12,608	)		(9,732	)		(8,952	)		�			(42,029	)
Recoveries		5,162			1,560			1,619			4,698			�			13,039
Ending balance	$	109,544		$	91,712		$	40,288		$	8,295		$	21,617		$	271,456
Allowance for off-balance sheet credit losses:
Beginning balance	$	13,456		$	443		$	131		$	241		$	�		$	14,271
Provision for off-balance sheet credit losses		662			711			19			83			�			1,475
Ending balance	$	14,118		$	1,154		$	150		$	324		$	�		$	15,746

Total provision for credit losses	$	11,150		$	4,762		$	(1,861	)	$	18		$	(5,119	)	$	8,950

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Credit Quality Indicators

The Company utilizes risk grading as a primary credit quality indicator. Substantially all commercial and commercial real estate loans and certain residential mortgage and consumer loans are risk graded based on a quarterly evaluation of the borrowers� ability to repay the loans. Certain commercial loans and most residential mortgage and consumer loans are small, homogeneous pools that are not risk graded. These loans are collectively evaluated for impairment primarily through past due status.

The allowance for loan losses and recorded investment of the related loans by portfolio segment for risk graded and non-risk graded loans at September 30, 2011 is as follows (in thousands):

	Internally Risk Graded				Non-Graded				Total
	Recorded Investment		Related Allowance		Recorded Investment		Related Allowance		Recorded Investment		Related Allowance

Commercial	$	6,456,621	$	105,695	$	19,068	$	3,849	$	6,475,689	$	109,544
Commercial real estate		2,259,902		91,712		�		�		2,259,902		91,712
Residential mortgage		339,324		7,356		1,572,572		32,932		1,911,896		40,288
Consumer		217,199		1,851		259,883		6,444		477,082		8,295
Total		9,273,046		206,614		1,851,523		43,225		11,124,569		249,839

Nonspecific allowance		�		�		�		�		�		21,617

Total	$	9,273,046	$	206,614	$	1,851,523	$	43,225	$	11,124,569	$	271,456

The allowance for loan losses and recorded investment of the related loans by portfolio segment for risk graded and non-risk graded loans at December 31, 2010 is as follows (in thousands):

	Internally Risk Graded				Non-Graded				Total
	Recorded Investment		Related Allowance		Recorded Investment		Related Allowance		Recorded Investment		Related Allowance

Commercial	$	5,914,178	$	102,259	$	19,818	$	2,372	$	5,933,996	$	104,631
Commercial real estate		2,277,350		98,709		�		�		2,277,350		98,709
Residential mortgage		451,874		8,356		1,376,374		41,925		1,828,248		50,281
Consumer		246,350		1,881		357,092		10,733		603,442		12,614
Total		8,889,752		211,205		1,753,284		55,030		10,643,036		266,235

Nonspecific allowance		�		�		�		�		�		26,736

Total	$	8,889,752	$	211,205	$	1,753,284	$	55,030	$	10,643,036	$	292,971

Loans are considered to be performing if they are in compliance with the original terms of the agreement which is consistent with the regulatory guideline of �pass.� Performing also includes loans considered to be �other loans especially mentioned� by regulatory guideline. Other loans especially mentioned are in compliance with the original terms of the agreement but may have a weakness that deserves management�s close attention. Performing loans also include past due residential mortgages that are guaranteed by agencies of the U.S. government.

The risk grading process identified certain criticized loans as potential problem loans. These loans have a well-defined weakness (e.g. inadequate debt service coverage or liquidity or marginal capitalization; repayment may depend on collateral or other risk mitigation) that may jeopardize liquidation of the debt and represent a greater risk due to deterioration in the financial condition of the borrower. This is consistent with the regulatory guideline for �substandard.� Because the borrowers are still performing in accordance with the original terms of the loan agreements, these loans were not placed in nonaccrual status. Known information does, however, cause concern as to the borrowers� continued compliance with current repayment terms. Nonaccrual loans represent loans for which full collection of principal and interest is uncertain. This is substantially the same criteria used to determine whether a loan is impaired and includes certain loans considered �substandard� and all loans considered �doubtful� by regulatory guidelines.

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The following table summarizes the Company�s loan portfolio at September 30, 2011 by the risk grade categories (in thousands):

	Internally Risk Graded						Non-Graded
	Performing		Potential Problem		Nonaccrual		Performing		Nonaccrual		Total

Commercial:
Energy	$	1,792,720	$	989	$	3,900	$	�	$	�	$	1,797,609
Services		1,805,100		34,197		18,181		�		�		1,857,478
Wholesale/retail		961,860		37,281		27,088		�		�		1,026,229
Manufacturing		340,533		2,505		27,691		�		�		370,729
Healthcare		897,930		3,502		5,715		�		�		907,147
Integrated food services		198,610		1,242		�		�		�		199,852
Other commercial and industrial		296,600		13		964		18,871		197		316,645
Total commercial		6,293,353		79,729		83,539		18,871		197		6,475,689

Commercial real estate:
Construction and land development		252,875		30,133		72,207		�		�		355,215
Retail		436,694		2,608		6,492		�		�		445,794
Office		399,350		14,426		11,967		�		�		425,743
Multifamily		374,417		9,015		4,036		�		�		387,468
Industrial		225,069		284		�		�		�		225,353
Other commercial real estate		387,635		17,348		15,346		�		�		420,329
Total commercial real estate		2,076,040		73,814		110,048		�		�		2,259,902

Residential mortgage:
Permanent mortgage		315,068		15,353		8,903		793,261		18,583		1,151,168
Permanent mortgages guaranteed by U.S. government agencies		�		�		�		168,690		�		168,690
Home equity		�		�		�		587,793		4,245		592,038
Total residential mortgage		315,068		15,353		8,903		1,549,744		22,828		1,911,896

Consumer:
Indirect automobile		�		�		�		127,878		2,418		130,296
Other consumer		212,492		3,319		1,389		129,433		153		346,786
Total consumer		212,492		3,319		1,389		257,311		2,571		477,082

Total	$	8,896,953	$	172,215	$	203,879	$	1,825,926	$	25,596	$	11,124,569

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The following table summarizes the Company�s loan portfolio at December 31, 2010 by the risk grade categories (in thousands):

	Internally Risk Graded						Non-Graded
	Performing		Potential Problem		Nonaccrual		Performing		Nonaccrual		Total

Commercial:
Energy	$	1,704,401	$	6,543	$	465	$	�	$	�	$	1,711,409
Services		1,531,239		30,420		19,262		�		�		1,580,921
Wholesale/retail		956,397		45,363		8,486		�		�		1,010,246
Manufacturing		319,075		4,000		2,116		�		�		325,191
Healthcare		801,525		4,566		3,534		�		�		809,625
Integrated food services		202,885		1,385		13		�		�		204,283
Other commercial and industrial		267,949		108		4,446		19,685		133		292,321
Total commercial		5,783,471		92,385		38,322		19,685		133		5,933,996

Commercial real estate:
Construction and land development		326,769		21,516		99,579		�		�		447,864
Retail		395,094		5,468		4,978		�		�		405,540
Office		420,899		16,897		19,654		�		�		457,450
Multifamily		355,733		6,784		6,725		�		�		369,242
Industrial		177,712		294		4,087		�		�		182,093
Other commercial real estate		390,969		8,849		15,343		�		�		415,161
Total commercial real estate		2,067,176		59,808		150,366		�		�		2,277,350

Residential mortgage:
Permanent mortgage		420,407		19,403		12,064		730,638		20,047		1,202,559
Permanent mortgages guaranteed by U.S. government agencies		�		�		�		72,385		�		72,385
Home equity		�		�		�		547,989		5,315		553,304
Total residential mortgage		420,407		19,403		12,064		1,351,012		25,362		1,828,248

Consumer:
Indirect automobile		�		�		�		237,050		2,526		239,576
Other consumer		240,243		4,356		1,751		117,226		290		363,866
Total consumer		240,243		4,356		1,751		354,276		2,816		603,442

Total	$	8,511,297	$	175,952	$	202,503	$	1,724,973	$	28,311	$	10,643,036

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Impaired Loans

Loans are considered to be impaired when it is probable that the Company will not be able to collect all amounts due according to the contractual terms of the loan agreement.

A summary of risk-graded impaired loans follows (in thousands):

	As of September 30, 2011										For the three months				For the nine months
			Recorded Investment								ended Sept. 30, 2011				ended Sept. 30, 2011
	Unpaid Principal Balance		Total		With No Allowance		With Allowance		Related Allowance		Average Recorded Investment		Interest Income Recognized		Average Recorded Investment		Interest Income Recognized

Commercial:
Energy	$	3,900	$	3,900	$	3,900	$	�	$	�	$	2,123	$	�	$	2,183	$	�
Services		29,749		18,181		17,358		823		353		17,218		�		18,722		�
Wholesale/retail		32,226		27,088		25,345		1,743		1,104		26,113		�		17,787		�
Manufacturing		29,442		27,691		26,719		972		264		16,029		�		14,904		�
Healthcare		7,052		5,715		5,637		78		78		5,839		�		4,625		�
Integrated food services		�		�		�		�		�		�		�		7		�
Other commercial and industrial		8,462		964		964		�		�		1,031		�		2,705		�
Total commercial		110,831		83,539		79,923		3,616		1,799		68,353		�		60,933		�

Commercial real estate:
Construction and land development		110,052		72,207		62,056		10,151		1,978		74,236		�		85,893		�
Retail		8,161		6,492		3,631		2,861		1,122		5,567		�		5,735		�
Office		14,199		11,967		11,405		562		76		11,720		�		15,811		�
Multifamily		5,326		4,036		4,036		�		�		4,377		�		5,381		�
Industrial		�		�		�		�		�		�		�		2,044		�
Other real estate loans		16,197		15,346		6,738		8,608		1,023		14,306		�		15,345		�
Total commercial real estate		153,935		110,048		87,866		22,182		4,199		110,206		�		130,209		�

Residential mortgage:
Permanent mortgage		10,156		8,903		4,626		4,277		635		9,894		�		10,484		�
Home equity		�		�		�		�		�		�		�		�		�
Total residential mortgage		10,156		8,903		4,626		4,277		635		9,894		�		10,484		�

Consumer:
Indirect automobile		�		�		�		�		�		�		�		�		�
Other consumer		1,917		1,389		1,261		128		67		1,655		�		1,570		�
Total consumer		1,917		1,389		1,261		128		67		1,655		�		1,570		�

Total	$	276,839	$	203,879	$	173,676	$	30,203	$	6,700	$	190,108	$	�	$	203,196	$	�

Generally, no interest income is recognized on impaired loans until all principal balances, including amounts charged-off, have been recovered.

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A summary of risk-graded impaired loans at December 31, 2010 follows (in thousands):

			Recorded Investment
	Unpaid Principal Balance		Total		With No Allowance		With Allowance		Related Allowance

Commercial:
Energy	$	559	$	465	$	404	$	61	$	60
Services		28,579		19,262		15,985		3,277		1,227
Wholesale/retail		14,717		8,486		7,562		924		684
Manufacturing		5,811		2,116		2,116		�		�
Healthcare		4,701		3,534		2,743		791		95
Integrated food services		172		13		13		�		�
Other commercial and industrial		13,007		4,446		4,446		�		�
Total commercial		67,546		38,322		33,269		5,053		2,066

Commercial real estate:
Construction and land development		138,922		99,579		84,959		14,620		2,428
Retail		6,111		4,978		1,968		3,010		514
Office		25,702		19,654		18,798		856		106
Multifamily		24,368		6,725		6,129		596		115
Industrial		4,087		4,087		�		4,087		723
Other real estate loans		17,129		15,343		13,802		1,541		321
Total commercial real estate		216,319		150,366		125,656		24,710		4,207

Residential mortgage:
Permanent mortgage		15,258		12,064		8,574		3,490		781
Home equity		�		�		�		�		�
Total residential mortgage		15,258		12,064		8,574		3,490		781

Consumer:
Indirect automobile		�		�		�		�		�
Other consumer		1,909		1,751		1,506		245		78
Total consumer		1,909		1,751		1,506		245		78

Total	$	301,032	$	202,503	$	169,005	$	33,498	$	7,132

Investments in impaired loans were as follows (in thousands):

	Sept. 30, 2011		Dec. 31, 2010		Sept. 30, 2010

Investment in impaired loans	$	203,879	$	202,503	$	242,969
Impaired loans with specific allowance for loss		30,203		33,498		65,292
Specific allowance balance		6,700		7,132		12,145
Impaired loans with no specific allowance for loss		173,676		169,005		177,667
Average recorded investment in impaired loans		190,108		262,368		290,909

Troubled Debt Restructurings

Loan modifications are considered a troubled debt restructuring if the Company grants a concession that it would not otherwise consider to a borrower experiencing financial difficulty, including concessions legally imposed on the Company through a bankruptcy of the borrower or other judicial proceedings. Loans that have been modified in troubled debt restructurings are considered to be impaired.

Loans subject to internal risk-grading, including all commercial and commercial real estate loans and certain residential mortgage and consumer loans modified in troubled debt restructuring are classified as nonaccruing. Modification of these loans generally consists of extension of payment terms and renewal of matured nonaccruing loans. The Company may grant interest rate concessions. The Company generally does not forgive principal or accrued but unpaid interest. Loans modified in troubled debt restructurings are evaluated for impairment and

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generally remain classified as nonaccruing until full collection of principal and interest.

Troubled debt restructurings of internally risk graded impaired loans at September 30, 2011 were as follows (in thousands):

	As of September 30, 2011								Amounts Charged-off During:
	Recorded Investment		Performing in Accordance With Modified Terms		Not Performing in Accordance With Modified Terms		Specific Allowance		Three months ended Sept. 30, 2011		Nine months ended Sept. 30, 2011

Commercial:
Energy	$	�	$	�	$	�	$	�	$	�	$	�
Services		3,747		2,010		1,737		�		�		301
Wholesale/retail		1,804		1,579		225		26		�		�
Manufacturing		�		�		�		�		�		�
Healthcare		65		65		�		�		�		�
Integrated food services		�		�		�		�		�		�
Other commercial and industrial		963		�		963		�		�		�
Total commercial		6,579		3,654		2,925		26		�		301

Commercial real estate:
Construction and land development		28,902		5,111		23,791		1,069		427		1,066
Retail		1,450		�		1,450		�		502		502
Office		3,085		1,421		1,664		�		�		�
Multifamily		�		�		�		�		�		�
Industrial		�		�		�		�		�		�
Other real estate loans		8,209		2,317		5,892		726		�		�
Total commercial real estate		41,646		8,849		32,797		1,795		929		1,568

Residential mortgage:
Permanent mortgage		3,991		3,991		�		282		�		54
Home equity		�		�		�		�		�		�
Total residential mortgage		3,991		3,991		�		282		�		54

Consumer:
Indirect automobile		�		�		�		�		�		�
Other consumer		38		12		26		�		�		�
Total consumer		38		12		26		�		�		�

Total	$	52,254	$	16,506	$	35,748	$	2,103	$	929	$	1,923

The financial impact of troubled debt restructurings primarily consist of specific allowances for credit losses and principal amounts charged off. Other financial impacts, such as foregone interest, are not material to the financial statements.

Non-risk graded residential mortgage loans that are modified in troubled debt restructurings primarily consist of loans that are guaranteed by U.S. government agencies. Modifications generally included reduction of interest rates and extension of the number of payments in accordance with U.S. government agency guidelines. Generally, no unpaid principal or interest is forgiven. Impairment is measured by discounting the modified cash flows at the non-modified interest rate. Interest continues to accrue based on the modified terms of the loan. If it becomes probable that the Company will not be able to collect all amounts due according to the modified loan terms, the loan is placed on nonaccrual status and included in nonaccrual loans.

At September 30, 2011, approximately $13.6 million of the renegotiated residential mortgage loans are currently performing in accordance with the modified terms, $6.1 million are 30 to 89 days past due and $10.8 million are past due 90 days or more. Restructured residential mortgage loans guaranteed by agencies of the U.S. government in accordance with agency guidelines represent $26.7 million of our $30.5 million portfolio of renegotiated loans. All renegotiated loans past due 90 days or more are guaranteed by U.S. government agencies. Renegotiated loans

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guaranteed by U.S. government agencies may be sold once they become eligible according to agency guidelines.

The Company generally does not voluntarily modify consumer loans to troubled borrowers.

Nonaccrual & Past Due Loans

Past due status for all loan classes is based on the actual number of days since the last payment was due according to the contractual terms of the loans.

A summary of loans currently performing, loans 30 to 89 days past due and accruing, loans 90 days or more past due and accruing and nonaccrual loans as of September 30, 2011 is as follows (in thousands):

			Past Due
	Current		30 to 89 Days		90 Days or More		Nonaccrual		Total

Commercial:
Energy	$	1,792,662	$	599	$	448	$	3,900	$	1,797,609
Services		1,831,849		6,980		468		18,181		1,857,478
Wholesale/retail		985,988		12,880		273		27,088		1,026,229
Manufacturing		343,010		28		�		27,691		370,729
Healthcare		901,343		89		�		5,715		907,147
Integrated food services		199,831		21		�		�		199,852
Other commercial and industrial		314,899		585		�		1,161		316,645
Total commercial		6,369,582		21,182		1,189		83,736		6,475,689

Commercial real estate:
Construction and land development		282,323		685		�		72,207		355,215
Retail		436,438		2,864		�		6,492		445,794
Office		413,424		352		�		11,967		425,743
Multifamily		383,432		�		�		4,036		387,468
Industrial		225,353		�		�		�		225,353
Other real estate loans		397,795		7,188		�		15,346		420,329
Total commercial real estate		2,138,765		11,089		�		110,048		2,259,902

Residential mortgage:
Permanent mortgage		1,101,425		22,127		130		27,486		1,151,168
Permanent mortgages guaranteed by U.S. government agencies		20,384		8,414		139,892		�		168,690
Home equity		585,643		2,150		�		4,245		592,038
Total residential mortgage		1,707,452		32,691		140,022		31,731		1,911,896

Consumer:
Indirect automobile		123,160		4,718		�		2,418		130,296
Other consumer		344,211		951		82		1,542		346,786
Total consumer		467,371		5,669		82		3,960		477,082

Total	$	10,683,170	$	70,631	$	141,293	$	229,475	$	11,124,569

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A summary of loans currently performing, loans 30 to 89 days past due and accruing, loans 90 days or more past due and accruing and nonaccrual loans as of December 31, 2010 is as follows (in thousands):

			Past Due
	Current		30 to 89 Days		90 Days or More		Nonaccrual		Total

Commercial:
Energy	$	1,707,466	$	507	$	2,971	$	465	$	1,711,409
Services		1,558,120		3,196		343		19,262		1,580,921
Wholesale/retail		1,001,422		315		23		8,486		1,010,246
Manufacturing		321,102		168		1,805		2,116		325,191
Healthcare		805,124		75		892		3,534		809,625
Integrated food services		204,199		71		�		13		204,283
Other commercial and industrial		287,357		111		274		4,579		292,321
Total commercial		5,884,790		4,443		6,308		38,455		5,933,996

Commercial real estate:
Construction and land development		344,016		3,170		1,099		99,579		447,864
Retail		394,445		6,117		�		4,978		405,540
Office		437,496		300		�		19,654		457,450
Multifamily		362,517		�		�		6,725		369,242
Industrial		177,660		346		�		4,087		182,093
Other real estate loans		395,320		4,301		197		15,343		415,161
Total commercial real estate		2,111,454		14,234		1,296		150,366		2,277,350

Residential mortgage:
Permanent mortgage		1,148,271		22,177		�		32,111		1,202,559
Permanent mortgages guaranteed by U.S. government agencies		10,451		4,342		57,592		�		72,385
Home equity		546,384		1,605		�		5,315		553,304
Total residential mortgage		1,705,106		28,124		57,592		37,426		1,828,248

Consumer:
Indirect automobile		225,601		11,382		67		2,526		239,576
Other consumer		360,603		927		295		2,041		363,866
Total consumer		586,204		12,309		362		4,567		603,442

Total	$	10,287,554	$	59,110	$	65,558	$	230,814	$	10,643,036