Employee Stock Ownership Plan And Trust

12 Months Ended

Dec. 31, 2011

Employee Stock Ownership Plan And Trust

Employee Stock Ownership Plan And Trust

Note 15:  EMPLOYEE STOCK OWNERSHIP PLAN AND TRUST

The Company established for eligible employees an ESOP and related trust that became effective upon the former mutual holding company’s conversion to a stock-based holding company.  Eligible employees of Banner Bank as of January 1, 1995 and eligible employees of the Banks or Company employed after such date who have been credited with at least 1,000 hours during a twelve-month period are participants.

In 1995, the ESOP borrowed $8.7 million from the Company in order to purchase the common stock.  The loan is repaid principally from the Company’s contributions to the ESOP over a period not to exceed 25 years, and the collateral for the loan is the unreleased, restricted common stock purchased by the ESOP.  Contributions to the ESOP are discretionary.  The interest rate for the loan is 8.75%.  Shares are released to participants for allocation based on the cumulative debt service paid to the Company by the ESOP divided by cumulative debt service paid to date plus the scheduled debt service remaining.  Dividends on allocated shares are distributed to the participants as additional earnings.  Dividends on unallocated shares are used to reduce the Company’s contribution to the ESOP.

Participants generally become 100% vested in their ESOP account after seven years of credited service or if their service was terminated due to death, early retirement, permanent disability or a change in control of the Company.  Prior to the completion of one year of credited service, a participant who terminates employment for reasons other than death, retirement, disability or change in control of the Company will not receive any benefit.  Forfeitures will be reallocated among remaining participating employees in the same proportion as contributions.  Benefits are payable upon death, retirement, early retirement, disability or separation from service.  The contributions to the ESOP are not fixed, so benefits payable under the ESOP cannot be estimated.

A summary of key transactions for the ESOP follows:

	Years Ended December 31
	2011		2010		2009
ESOP contribution expense	$	--	$	--	$	--
Total contribution to ESOP/Debt service		--		--		--
Interest portion of debt service		--		--		--
Dividends on unallocated ESOP shares used to    reduce ESOP contribution		3,434		9,615		19,230

No ESOP contributions were made for the years ended December 31, 2011, 2010 or 2009.  As of December 31, 2011, the Company has 34,340 unearned, restricted shares remaining to be released to the ESOP.  The fair value of unearned, restricted shares held by the ESOP trust was $589,000 at December 31, 2011.  The ESOP held 139,067 allocated, earned shares at December 31, 2011.  No payments were made on the loan for the years ended December 31, 2011, 2010 and 2009.  The balance of the ESOP loan was $2.5 million at December 31, 2011, with accrued interest of $1.1 million.