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American National Bankshares Inc. Reports Second Quarter 2012 Earnings

DANVILLE, VA -- (Marketwire) -- 07/20/12 -- American National Bankshares Inc. (NASDAQ: AMNB)

  • Completed one year of operation post-merger with MidCarolina
  • Q2 net income of $4.3 million and diluted EPS of $0.54
  • Net interest margin of 4.57% for Q2 2012
  • Substantial improvement in non-performing assets between Q3 2011 (first quarter end after merger) and Q2 2012
  • Average shareholders' equity of $157 million is 12.03% of average assets

American National Bankshares Inc. (NASDAQ: AMNB), parent company of American National Bank and Trust Company, today announced second quarter 2012 net income of $4,274,000 compared to $1,012,000 for the second quarter of 2011, a $3,262,000 or 322% increase. Diluted earnings per share were $0.54 for the 2012 quarter compared to $0.16 for the 2011 quarter. This quarterly net income produced for 2012 a return on average assets of 1.31%, a return on average equity of 10.86%, and a return on average tangible equity of 16.62%.

Net income for the first six months of 2012 was $8,449,000 compared to $2,790,000 for the comparable period of 2011. Diluted earnings per share were $1.08 for the 2012 period compared to $0.45 for the 2011 period.

Earnings for the 2012 quarter and six month period were favorably impacted by the July 2011 merger between American National and MidCarolina Financial Corporation ("MidCarolina"). Earnings for the 2011 quarter and six month period were negatively impacted by costs associated with the merger. Unless otherwise noted, most of the material differences between the periods are related to the merger.

Financial Performance and Overview
Charles H. Majors, Chairman and Chief Executive Officer, reported, "We are pleased with the first year of our merger with MidCarolina. As we closed the transaction on July 1, 2011, we had four primary goals for the ensuing twelve months. They were: (1) to integrate our new North Carolina offices into our organization and culture; (2) to convert the entire bank to a new and robust management information system; (3) to deal aggressively with any and all credit issues brought over from MidCarolina; and (4) to operate the combined organization successfully during these difficult economic times.

"We believe we have been successful in carrying out these four goals.

Integration and conversion: During this past year, we have successfully integrated MidCarolina and made it a vital part of American National. Broadening our regional footprint into North Carolina provides us with solid growth potential and a team of energetic and talented bankers with which to take advantage of any opportunities. On the technology front, in the first quarter of 2012, we converted both banks to a new and robust management information system.

Aggressive credit action: On June 30, 2011, American National had $514 million in loans. The July 2011 merger added $327 million (net of a $40.4 million fair value mark). At June 30, 2012, American National had $808 million in loans (net of a $19 million fair value mark). Between July 1, 2011 and June 30, 2012, loans are down $33 million or 3.92%. This is the result of a deliberate strategy to reduce the problem and criticized loan balances brought over from MidCarolina. On a standalone basis, for the same period, the Virginia market is up approximately $10 million in loan volumes, or almost 2%.

Ongoing operations and earnings: Our earnings for the first four quarters since the merger have been strong, a total of over $17 million. They continued to be strong for this quarter, exceeding $4.2 million. On a diluted EPS basis, we earned $0.54 compared to $0.16 a year earlier.

"Much of the increase was driven by the merger with MidCarolina. Approximately $2,100,000 of pretax income for the second quarter of 2012 was directly related to various categorical fair value adjustments, the majority of which results from the loan portfolio purchase discount. In fact, of this income, $800,000 related to early pay offs of loans in the purchased credit impaired loan portfolio.

"We are continuously reviewing and assessing the overall credit risk in the loan portfolio for both states. The purchase discount (also known as the "mark") on our acquired loans is reducing at a faster velocity than the related loan balances, because of loan structure, and this has implications for our loan loss methodology. Consequently, during the second quarter, our normally determined provision expense included $400,000 directly related to the acquired portfolio.

Majors concluded, "We all know these are difficult times for our industry, our region and our nation. However, we believe the challenges of today are the seeds of tomorrow's opportunities. At American National, our ongoing goal is to be the best possible community bank for our customers, our communities and our shareholders, in any economic or regulatory environment. We invite our customers and shareholders to help us build and grow this community bank for the future."

Capital
American National's capital ratios remain strong and exceed all regulatory requirements. For the quarter ended June 30, 2012, average shareholders' equity was 12.03% of average assets.

Book value per common share was $20.22 at June 30, 2012, compared to $18.06 at June 30, 2011.

Tangible book value per common share was $14.49 at June 30, 2012, compared to $14.23 at June 30, 2011.

Credit Quality Measurements
Non-performing assets ($8 million of non-performing loans and $4.7 million of foreclosed real estate) represented 0.99% of total assets at June 30, 2012, compared to 0.82% at June 30, 2011.

Of the non-performing loans, $5.3 million or 67% are in the North Carolina market. Of the foreclosed real estate, $2.2 million or 47% is in the North Carolina market.

At September 30, 2011, the conclusion of the first quarter after the MidCarolina merger, non-performing assets were $19.4 million ($13.5 million of non-performing loans and $5.9 million of foreclosed real estate) and represented 1.48% of total assets.

Annualized net charge offs to average loans were 16 basis points (0.16%) for the 2012 second quarter, compared to a net recovery of 12 basis points (-0.12%) for the same quarter in 2011.

At September 30, 2011, annualized net charge offs to average loans were 9 basis points (0.09%).

The annualized net charge offs for the first six months of 2012 were in a net recovery position of 3 basis points (-0.03%) compared to 14 basis points (0.14%) for the same period in 2011.

The allowance for loan losses as a percentage of total loans was 1.50% at June 30, 2012 compared to 1.70% at June 30, 2011. The loans acquired in connection with the MidCarolina merger, all valued at the merger date at fair value, whereby loan losses are implicit in the valuation, have had a significant impact on this ratio for June 30, 2012.

At September 30, 2011, the allowance for loan losses as a percentage of total loans was 1.11%.

Net Interest Income
Net interest income before provision for loan losses increased to $12,816,000 in the second quarter of 2012 from $6,599,000 in second quarter of 2011, an increase of $6,217,000 or 94.2%.

For the 2012 quarter, the net interest margin increased 92 basis points (0.92%) to 4.57% compared to the same quarter in 2011.

Noninterest Income
Noninterest income totaled $2,800,000 in the second quarter of 2012, compared with $1,988,000 in the second quarter of 2011, an increase of $812,000 or 40.8%. Mortgage banking income increased to $519,000, up from $271,000 for the 2011 quarter, a 91.5% increase. Service charge related income and mortgage banking income have been positively impacted by the merger.

Noninterest Expense
Noninterest expense totaled $8,833,000 in the second quarter of 2012, compared to $7,028,000 in the second quarter of 2011, an increase of $1,805,000 or 25.7%. Expenses for the 2012 quarter were favorably impacted by final adjustments to estimated costs associated with the merger of $202,000, and expenses for the 2011 quarter were negatively impacted by costs associated with the merger of $835,000.

About American National
American National Bankshares Inc. is a multi-state bank holding company with total assets of approximately $1.3 billion. Headquartered in Danville, Virginia, American National is the parent company of American National Bank and Trust Company. American National Bank is a community bank serving southern and central Virginia and north central North Carolina with 25 banking offices and two loan production offices. American National Bank and Trust Company also manages an additional $566 million of trust, investment and brokerage assets in its Trust and Investment Services Division. Additional information about the company and the bank is available on the bank's website at www.amnb.com.

Shares of American National are traded on the NASDAQ Global Select Market under the symbol "AMNB."

Forward-Looking Statements
This press release contains "forward-looking statements" within the meaning of federal securities laws. Certain of the statements involve significant risks and uncertainties. The statements herein are based on certain assumptions and analyses by American National and are factors it believes are appropriate in the circumstances. Actual results could differ materially from those contained in or implied by such statements for a variety of reasons including, but not limited to: changes in interest rates; changes in accounting principles, policies or guidelines; significant changes in the economic scenario; significant changes in regulatory requirements; significant changes in securities markets; and changes regarding acquisitions and dispositions. Consequently, all forward-looking statements made herein are qualified by these cautionary statements and the cautionary language in American National's most recent Form 10-K report and other documents filed with the Securities and Exchange Commission. American National Bankshares Inc. does not undertake to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements are made.


             American National Bankshares Inc. and Subsidiaries
                        Consolidated Balance Sheets
          (Dollars in thousands, except share and per share data)
                                 Unaudited

                                                            June 30
                                                   ------------------------
ASSETS                                                 2012         2011
                                                   -----------  -----------

Cash and due from banks                            $    18,529  $    15,873
Interest-bearing deposits in other banks                10,380       23,310

Securities available for sale, at fair value           334,523      231,393
Securities held to maturity                                  -        2,381
                                                   -----------  -----------
    Total securities                                   334,523      233,774
                                                   -----------  -----------

Restricted stock, at cost                                6,268        3,666
Loans held for sale                                      9,215        2,087

Loans                                                  808,069      514,081
  Less allowance for loan losses                       (12,099)      (8,744)
                                                   -----------  -----------
    Net Loans                                          795,970      505,337
                                                   -----------  -----------

Premises and equipment, net                             25,314       19,129
Other real estate owned, net                             4,731        3,513
Goodwill                                                39,352       22,468
Core deposit intangibles, net                            5,502        1,132
Bank owned life insurance                               13,273        4,171
Accrued interest receivable and other assets            27,835       11,556
                                                   -----------  -----------

    Total assets                                   $ 1,290,892  $   846,016
                                                   ===========  ===========


Liabilities
  Demand deposits -- noninterest-bearing           $   196,727  $   115,329
  Demand deposits -- interest-bearing                  149,229       95,453
  Money market deposits                                170,505       67,273
  Savings deposits                                      78,842       63,632
  Time deposits                                        447,182      317,263
                                                   -----------  -----------
    Total deposits                                   1,042,485      658,950

  Short-term borrowings:
    Customer repurchase agreements                      46,113       50,329
  Long-term borrowings                                  10,142          413
  Trust preferred capital notes                         27,267       20,619
  Accrued interest payable and other liabilities         6,461        4,515
                                                   -----------  -----------
    Total liabilities                                1,132,468      734,826
                                                   -----------  -----------

Shareholders' equity
  Preferred stock, $5 par, 2,000,000 shares
   authorized, none outstanding                              -            -
  Common stock, $1 par, 20,000,000 shares
   authorized, 7,836,056 shares outstanding at
   June 30, 2012 and 6,156,563 shares outstanding
   at June 30, 2011                                      7,836        6,157
  Capital in excess of par value                        56,825       27,670
  Retained earnings                                     86,642       74,810
  Accumulated other comprehensive income, net            7,121        2,553
                                                   -----------  -----------
    Total shareholders' equity                         158,424      111,190
                                                   -----------  -----------

    Total liabilities and shareholders' equity     $ 1,290,892  $   846,016
                                                   ===========  ===========




             American National Bankshares Inc. and Subsidiaries
                     Consolidated Statements of Income
          (Dollars in thousands, except share and per share data)
                                 Unaudited

                                Three Months Ended       Six Months Ended
                                      June 30                June 30
                              ----------------------  ---------------------
                                 2012        2011        2012       2011
                              ----------  ----------  ---------- ----------
Interest and Dividend Income:
  Interest and fees on loans  $   12,683  $    6,618  $   25,803 $   13,297
  Interest and dividends on
   securities:
    Taxable                        1,056       1,085       2,135      2,254
    Tax-exempt                     1,077         827       2,159      1,543
    Dividends                         52          26         103         53
  Other interest income               18          14          28         84
                              ----------  ----------  ---------- ----------
      Total interest and
       dividend income            14,886       8,570      30,228     17,231
                              ----------  ----------  ---------- ----------

Interest Expense:
  Interest on deposits             1,729       1,587       3,566      3,167
  Interest on short-term
   borrowings                         51          82          94        162
  Interest on long-term
   borrowings                         84           5         168         58
  Interest on trust preferred
   capital notes                     206         297         412        640
                              ----------  ----------  ---------- ----------
      Total interest expense       2,070       1,971       4,240      4,027
                              ----------  ----------  ---------- ----------

Net Interest Income               12,816       6,599      25,988     13,204
  Provision for loan losses          733         336       1,466        673
                              ----------  ----------  ---------- ----------

Net Interest Income After
 Provision for Loan Losses        12,083       6,263      24,522     12,531
                              ----------  ----------  ---------- ----------

Noninterest Income:
  Trust fees                         966         878       1,848      1,806
  Service charges on deposit
   accounts                          413         400         901        821
  Other fees and commissions         445         338         902        654
  Mortgage banking income            519         271       1,050        418
  Securities gains (losses),
   net                               160         (19)        160        (18)
  Other                              297         120       1,173        278
                              ----------  ----------  ---------- ----------
      Total noninterest
       income                      2,800       1,988       6,034      3,959
                              ----------  ----------  ---------- ----------

Noninterest Expense:
  Salaries                         3,809       2,546       7,920      5,031
  Employee benefits                  799         624       1,877      1,165
  Occupancy and equipment          1,048         696       2,013      1,395
  FDIC assessment                    213         197         446        402
  Bank franchise tax                 182         176         365        351
  Core deposit intangible
   amortization                      546          95       1,093        189
  Foreclosed real estate, net        171         456          18        522
  Merger related expenses           (202)        835          49      1,144
  Other                            2,267       1,403       4,979      2,608
                              ----------  ----------  ---------- ----------
      Total noninterest
       expense                     8,833       7,028      18,760     12,807
                              ----------  ----------  ---------- ----------

Income Before Income Taxes         6,050       1,223      11,796      3,683
Income Taxes                       1,776         211       3,347        893
                              ----------  ----------  ---------- ----------
Net Income                         4,274       1,012       8,449      2,790
Dividends on preferred stock           -           -           -          -
                              ----------  ----------  ---------- ----------
Net income available to
 common shareholders          $    4,274  $    1,012  $    8,449 $    2,790
                              ==========  ==========  ========== ==========

Net Income Per Common Share:
    Basic                     $     0.55  $     0.16  $     1.08 $     0.45
    Diluted                   $     0.54  $     0.16  $     1.08 $     0.45
Average Common Shares
 Outstanding:
    Basic                      7,832,162   6,154,396   7,827,195  6,149,029
    Diluted                    7,849,142   6,161,265   7,839,364  6,157,032




American National Bankshares Inc. and Subsidiaries
Financial Highlights

(In thousands,
 except share,
 ratio and
 nonfinancial
 data,
 unaudited)        2nd Qtr     1st Qtr     2nd Qtr       YTD         YTD
                    2012        2012        2011        2012        2011
                 ----------  ----------  ----------  ----------  ----------
EARNINGS
  Interest
   income        $   14,886  $   15,342  $    8,570  $   30,228  $   17,231
  Interest
   expense            2,070       2,170       1,971       4,240       4,027
  Net interest
   income            12,816      13,172       6,599      25,988      13,204
  Provision for
   loan losses          733         733         336       1,466         673
  Noninterest
   income             2,800       3,234       1,988       6,034       3,959
  Noninterest
   expense            8,833       9,927       7,028      18,760      12,807
  Income taxes        1,776       1,571         211       3,347         893
  Net income          4,274       4,175       1,012       8,449       2,790

PER COMMON SHARE
  Earnings per
   share - basic $     0.55  $     0.53  $     0.16  $     1.08  $     0.45
  Earnings per
   share -
   diluted             0.54        0.53        0.16        1.08        0.45
  Cash dividends
   declared            0.23        0.23        0.23        0.46        0.46
  Book value per
   share              20.22       19.80       18.06       20.22       18.06
  Book value per
   share -
   tangible (a)       14.49       14.00       14.23       14.49       14.23
  Closing market
   price              23.56       21.30       18.39       23.56       18.39

FINANCIAL RATIOS
  Return on
   average
   assets              1.31%       1.27%       0.48%       1.29%       0.66%
  Return on
   average
   equity             10.86       10.80        3.65       10.83        5.07
  Return on
   average
   tangible
   equity (b)         16.62       16.70        5.00       16.67        6.79
  Average equity
   to average
   assets             12.03       11.79       13.06       11.91       13.06
  Net interest
   margin,
   taxable
   equivalent          4.57        4.55        3.65        4.63        3.65
  Efficiency
   ratio              55.56       61.65       73.00       58.15       68.59
  Effective tax
   rate               29.36       27.34       17.25       28.38       24.25

PERIOD-END
 BALANCES
  Securities     $  340,791  $  343,395  $  237,440  $  340,791  $  237,440
  Loans held for
   sale               9,215       3,774       2,087       9,215       2,087
  Loans, net of
   unearned
   income           808,069     816,471     514,081     808,069     514,081
  Goodwill and
   other
   intangibles       44,854      45,400      23,600      44,854      23,600
  Assets          1,290,892   1,323,260     846,016   1,290,892     846,016
  Assets -
   tangible (a)   1,246,038   1,277,860     822,416   1,246,038     822,416
  Deposits        1,042,485   1,074,730     658,950   1,042,485     658,950
  Customer
   repurchase
   agreements        46,113      48,651      50,329      46,113      50,329
  Long-term
   borrowings        37,409      37,412      21,032      37,409      21,032
  Shareholders'
   equity           158,424     155,024     111,190     158,424     111,190
  Shareholders'
   equity -
   tangible (a)     113,570     109,624      87,590     113,570      87,590

AVERAGE BALANCES
  Securities     $  335,996  $  319,159  $  235,725  $  327,578  $  231,185
  Loans held for
   sale               5,819       5,500       1,984       5,659       1,747
  Loans, net of
   unearned
   income           814,042     813,544     515,161     816,543     515,882
  Interest-
   earning
   assets         1,173,487   1,169,822     773,750   1,174,404     769,544
  Goodwill and
   other
   intangibles       45,214      45,400      23,651      45,263      23,700
  Assets          1,308,384   1,311,794     848,783   1,310,353     842,882
  Assets -
   tangible (a)   1,263,170   1,266,394     825,132   1,265,090     819,182
  Interest-
   bearing
   deposits         854,673     880,270     549,397     867,471     545,771
  Deposits        1,054,427   1,065,415     666,325   1,058,988     659,661
  Customer
   repurchase
   agreements        48,742      47,229      47,220      47,986      45,500
  Other short-
   term
   borrowings         1,878         115           -         997           -
  Long-term
   borrowings        37,419      37,421      21,062      37,420      24,439
  Shareholders'
   equity           157,390     154,685     110,859     156,037     110,046
  Shareholders'
   equity -
   tangible (a)     112,176     109,285      87,208     110,774      86,346

CAPITAL
  Average shares
   outstanding -
   basic          7,832,162   7,822,228   6,154,396   7,827,195   6,149,029
  Average shares
   outstanding -
   diluted        7,849,142   7,833,061   6,161,265   7,839,364   6,157,032

ALLOWANCE FOR
 LOAN LOSSES
  Beginning
   balance       $   11,691  $   10,529  $    8,257  $   10,529  $    8,420
  Provision for
   loan losses          733         733         336       1,466         673
  Charge-offs          (728)       (340)       (134)     (1,068)       (705)
  Recoveries            403         769         285       1,172         356
                 ----------  ----------  ----------  ----------  ----------
  Ending balance $   12,099  $   11,691  $    8,744  $   12,099  $    8,744

LOANS
  Construction
   and land
   development   $   50,913  $   52,446  $   35,756  $   50,913  $   35,756
  Commercial
   real estate      354,441     347,815     208,685     354,441     208,685
  Residential
   real estate      170,893     182,010     114,510     170,893     114,510
  Home equity        95,522      95,071      61,218      95,522      61,218
  Commercial and
   industrial       128,846     131,711      87,449     128,846      87,449
  Consumer            7,454       7,418       6,463       7,454       6,463
                 ----------  ----------  ----------  ----------  ----------
  Total          $  808,069  $  816,471  $  514,081  $  808,069  $  514,081

NONPERFORMING
 ASSETS AT
 PERIOD-END
  Nonperforming
   loans:
    90 days past
     due         $        -  $      183  $        -  $        -  $        -
    Nonaccrual        7,995      13,337       3,464       7,995       3,464
  Foreclosed
   real estate        4,731       6,369       3,513       4,731       3,513
                 ----------  ----------  ----------  ----------  ----------
  Nonperforming
   assets        $   12,726  $   19,889  $    6,977  $   12,726  $    6,977

ASSET QUALITY
 RATIOS
  Annualized net
   chargeoffs to
   average loans       0.16%      (0.21)%     (0.12)%     (0.03)%      0.14%
  Nonperforming
   assets to
   total assets        0.99        1.50        0.82        0.99        0.82
  Nonperforming
   loans to
   total loans         0.99        1.66        0.67        0.99        0.67
  Allowance for
   loan losses
   to total
   loans               1.50        1.43        1.70        1.50        1.70
  Allowance for
   loan losses
   to
   nonperforming
   loans             151.33       86.47      252.42      151.33      252.42

OTHER DATA
  Fiduciary
   assets at
   period-end
   (c)           $  374,562  $  385,660  $  368,579  $  374,562  $  368,579
  Retail
   brokerage
   assets at
   period-end
   (c)           $  191,577  $  191,446  $   49,636  $  191,577  $   49,636
  Number full-
   time
   equivalent
   employees (d)        315         316         244         315         244
  Number of full
   service
   offices               25          25          18          25          18
  Number of loan
   production
   offices                2           2           1           2           1
  Number of
   ATM's                 31          31          26          31          26


Notes:

  (a) - Excludes goodwill and other intangible assets
  (b) - Excludes amortization expense, net of tax, of intangible assets
  (c) - Market value
  (d) - Average for quarter




                        Net Interest Income Analysis
             For the Three Months Ended June 30, 2012 and 2011
                        (in thousands, except rates)

                                                Interest
                         Average Balance     Income/Expense    Yield/Rate
                       ------------------- ----------------- --------------

                          2012      2011     2012     2011    2012    2011
                       ---------- -------- -------- -------- ------  ------
Loans:
  Commercial           $  130,697 $ 79,595 $  1,727 $    909   5.30%   4.58%
  Real estate             681,870  430,872   10,859    5,620   6.37    5.22
  Consumer                  7,294    6,678      139      120   7.64    7.21
                       ---------- -------- -------- -------- ------  ------
    Total loans           819,861  517,145   12,725    6,649   6.21    5.15
                       ---------- -------- -------- -------- ------  ------

 Securities:
  Federal agencies         41,517   35,919      155      256   1.49    2.85
  Mortgage-backed &
   CMOs                    99,391   56,133      486      466   1.96    3.32
  State and municipal     182,499  137,843    1,975    1,585   4.33    4.60
  Other                    12,589    5,830      117       57   3.72    3.91
                       ---------- -------- -------- -------- ------  ------
    Total securities      335,996  235,725    2,733    2,364   3.25    4.01
                       ---------- -------- -------- -------- ------  ------

Deposits in other
 banks                     17,630   20,880       18       14   0.41    0.27
                       ---------- -------- -------- -------- ------  ------

  Total interest-
   earning assets       1,173,487  773,750   15,476    9,027   5.28    4.67
                                           -------- -------- ------  ------

Non-earning assets        134,897   75,033
                       ---------- --------

    Total assets       $1,308,384 $848,783
                       ========== ========

Deposits:
  Demand               $  155,550 $ 98,224       54       17   0.14    0.07
  Money market            172,439   61,714      127       67   0.30    0.44
  Savings                  78,608   63,716       30       22   0.15    0.14
  Time                    448,076  325,743    1,518    1,481   1.36    1.82
                       ---------- -------- -------- -------- ------  ------
    Total deposits        854,673  549,397    1,729    1,587   0.81    1.16

Customer repurchase
 agreements                48,742   47,220       49       82   0.40    0.70
Other short-term
 borrowings                 1,878        -        2        -   0.43       -
Long-term borrowings       37,419   21,062      290      302   3.10    5.74
                       ---------- -------- -------- -------- ------  ------
  Total interest-
   bearing liabilities    942,712  617,679    2,070    1,971   0.88    1.28
                                           -------- -------- ------  ------

Noninterest bearing
 demand deposits          199,754  116,928
Other liabilities           8,528    3,317
Shareholders' equity      157,390  110,859
                       ---------- --------
    Total liabilities
     and shareholders'
     equity            $1,308,384 $848,783
                       ========== ========

Interest rate spread                                           4.40%   3.39%
                                                             ======  ======
Net interest margin                                            4.57%   3.65%
                                                             ======  ======

Net interest income
 (taxable equivalent
 basis)                                      13,406    7,056
Less: Taxable
 equivalent adjustment                          590      457
                                           -------- --------
Net interest income                        $ 12,816 $  6,599
                                           ======== ========




                        Net Interest Income Analysis
              For the Six Months Ended June 30, 2012 and 2011
                        (in thousands, except rates)

                                                Interest
                         Average Balance     Income/Expense    Yield/Rate
                       ------------------- ----------------- --------------

                          2012      2011     2012     2011    2012    2011
                       ---------- -------- -------- -------- ------  ------
Loans:
  Commercial           $  137,057 $ 78,765 $  3,538 $  1,789   5.18%   4.58%
  Real estate             674,964  431,775   21,977   11,315   6.51    5.24
  Consumer                 10,181    7,089      366      256   7.21    7.28
                       ---------- -------- -------- -------- ------  ------
    Total loans           822,202  517,629   25,881   13,360   6.30    5.17
                       ---------- -------- -------- -------- ------  ------

Securities:
  Federal agencies         36,178   39,612      317      579   1.75    2.92
  Mortgage-backed &
   CMOs                    99,255   57,706    1,015      956   2.05    3.31
  State and municipal     181,683  127,934    3,951    2,993   4.35    4.68
  Other                    10,462    5,933      211      115   4.03    3.88
                       ---------- -------- -------- -------- ------  ------
    Total securities      327,578  231,185    5,494    4,643   3.35    4.02
                       ---------- -------- -------- -------- ------  ------

Deposits in other
 banks                     24,624   20,730       28       84   0.23    0.82
                       ---------- -------- -------- -------- ------  ------

  Total interest-
   earning assets       1,174,404  769,544   31,403   18,087   5.35    4.71
                                           -------- -------- ------  ------

Non-earning assets        135,949   73,338
                       ---------- --------

    Total assets       $1,310,353 $842,882
                       ========== ========

Deposits:
  Demand               $  163,014 $ 97,465      110       35   0.14    0.07
  Money market            179,180   62,416      288      150   0.32    0.48
  Savings                  77,557   63,114       59       43   0.15    0.14
  Time                    447,720  322,776    3,109    2,939   1.39    1.84
                       ---------- -------- -------- -------- ------  ------
    Total deposits        867,471  545,771    3,566    3,167   0.82    1.17

Customer repurchase
 agreements                47,986   45,500       92      162   0.38    0.72
Other short-term
 borrowings                   997       68        2        -   0.47    0.47
Long-term borrowings       37,420   24,439      580      698   3.10    5.71
                       ---------- -------- -------- -------- ------  ------
  Total interest-
   bearing liabilities    953,874  615,778    4,240    4,027   0.89    1.32
                                           -------- -------- ------  ------

Noninterest bearing
 demand deposits          191,517  113,890
Other liabilities           8,925    3,168
Shareholders' equity      156,037  110,046
                       ---------- --------
    Total liabilities
     and shareholders'
     equity            $1,310,353 $842,882
                       ========== ========

Interest rate spread                                           4.46%   3.39%
                                                             ======  ======
Net interest margin                                            4.63%   3.65%
                                                             ======  ======

Net interest income
 (taxable equivalent
 basis)                                      27,163   14,060
Less: Taxable
 equivalent adjustment                        1,175      856
                                           -------- --------
Net interest income                        $ 25,988 $ 13,204
                                           ======== ========



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