XNYS:BXS BancorpSouth Inc. Quarterly Report 10-Q Filing - 6/30/2012

Effective Date 6/30/2012

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• FORM 10-Q • EXHIBIT 31.1 • EXHIBIT 31.2 • EXHIBIT 32.1 • EXHIBIT 32.2 • EX-101.SCH • EX-101.INS • EX-101.CAL • EX-101.DEF • EX-101.LAB • EX-101.PRE

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

________________________________________

FORM 10-Q

(Mark One)

X	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2012

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________________ to ________________

Commission File Number: 001-12991

BANCORPSOUTH, INC.

(Exact name of registrant as specified in its charter)

Mississippi	64-0659571
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

One Mississippi Plaza, 201 South Spring Street Tupelo, Mississippi	38804
(Address of principal executive offices)	(Zip Code)

Registrant's telephone number, including area code: (662) 680-2000

NOT APPLICABLE

(Former name, former address, and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes [X] No [ ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). [X] Yes [ ] No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check One): Large accelerated filer [X] Accelerated filer [ ] Non-accelerated filer (Do not check if a smaller reporting company) [ ] Smaller reporting company [ ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X]

As of August 1, 2012, the registrant had outstanding 94,436,377 shares of common stock, par value $2.50 per share.

BANCORPSOUTH, INC.

TABLE OF CONTENTS

PART I.	Financial Information		Page

	ITEM 1.	Financial Statements
		Consolidated Balance Sheets June 30, 2012 and 2011 (Unaudited) and December 31, 2011	3
		Consolidated Statements of Operations (Unaudited) Three Months and Six Months Ended June 30, 2012 and 2011	4
		Consolidated Statements of Comprehensive Income Three Months and Six Months Ended June 30, 2012 and 2011	5
		Consolidated Statements of Cash Flows (Unaudited) Six Months Ended June 30, 2012 and 2011	6
		Notes to Consolidated Financial Statements (Unaudited)	7
	ITEM 2.	Management's Discussion and Analysis of Financial
		Condition and Results of Operations	38
	ITEM 3.	Quantitative and Qualitative Disclosures About Market Risk	75
	ITEM 4.	Controls and Procedures	76

PART II.		Other Information
	ITEM 1.	Legal Proceedings	76
	ITEM 1A.	Risk Factors	77
	ITEM 6.	Exhibits	78

PART I.
FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

BANCORPSOUTH, INC. AND SUBSIDIARIES
Consolidated Balance Sheets

	June 30,		December 31,			June 30,
	2012		2011			2011
	(Unaudited)			(1)		(Unaudited)
	(Dollars in thousands, except per share amounts)
ASSETS
Cash and due from banks	$	224,084	$	195,681		$	166,761
Interest bearing deposits with other banks		603,458		303,663			304,344
Available-for-sale securities, at fair value		2,462,831		2,513,518			2,560,824
Loans and leases		8,771,642		8,911,258			9,255,879
Less: Unearned income		39,247		40,947			41,326
Allowance for credit losses		175,847		195,118			197,627
Net loans		8,556,548		8,675,193			9,016,926
Loans held for sale		108,134		83,458			70,519
Premises and equipment, net		320,419		323,383			328,075
Accrued interest receivable		47,358		51,266			55,525
Goodwill		271,297		271,297			271,297
Bank-owned life insurance		202,620		200,085			197,028
Other real estate owned		143,615		173,805			151,204
Other assets		207,454		204,502			244,547
TOTAL ASSETS	$	13,147,818	$	12,995,851		$	13,367,050

LIABILITIES
Deposits:
Demand: Noninterest bearing	$	2,312,044	$	2,269,799		$	2,096,655
Interest bearing		4,782,243		4,706,825			4,939,553
Savings		1,083,255		991,702			944,993
Other time		2,778,795		2,986,863			3,327,262
Total deposits		10,956,337		10,955,189			11,308,463
Federal funds purchased and securities sold under agreement to repurchase		361,990		373,933			426,097
Short-term Federal Home Loan Bank and other short-term borrowings		1,500		1,500			703
Accrued interest payable		7,161		8,644			11,348
Junior subordinated debt securities		160,312		160,312			160,312
Long-term Federal Home Loan Bank borrowings		33,500		33,500			35,000
Other liabilities		208,707		199,861			178,424
TOTAL LIABILITIES		11,729,507		11,732,939			12,120,347

SHAREHOLDERS' EQUITY
Common stock, $2.50 par value per share Authorized - 500,000,000 shares; Issued - 94,436,377, 83,483,796 and 83,488,962 shares, respectively		236,091		208,709			208,722
Capital surplus		310,388		227,567			226,362
Accumulated other comprehensive income (loss)		1,334		(2,261	)		6,289
Retained earnings		870,498		828,897			805,330
TOTAL SHAREHOLDERS' EQUITY		1,418,311		1,262,912			1,246,703
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$	13,147,818	$	12,995,851		$	13,367,050

(1) Derived from audited financial statements.

See accompanying notes to consolidated financial statements.

BANCORPSOUTH, INC. AND SUBSIDIARIES
Consolidated Statements of Operations
(Unaudited)


	Three months ended				Six months ended
	June 30,				June 30,
	2012		2011		2012		2011
	(In thousands, except for per share amounts)
INTEREST REVENUE:
Loans and leases	$	107,737	$	116,892	$	216,749	$	234,250
Deposits with other banks		382		124		783		246
Federal funds sold and securities purchased under agreement to resell		1		35		1		166
Held-to-maturity securities:
Taxable		-		5,066		-		13,080
Tax-exempt		-		2,291		-		5,638
Available-for-sale securities:
Taxable		10,188		10,451		21,350		19,036
Tax-exempt		4,210		1,871		8,466		2,695
Loans held for sale		686		505		1,230		952
Total interest revenue		123,204		137,235		248,579		276,063

INTEREST EXPENSE:
Deposits:
Interest bearing demand		4,185		6,039		8,634		12,585
Savings		691		810		1,405		1,636
Other time		10,275		16,285		21,566		33,768

Federal funds purchased and securities sold under agreement to repurchase		66		135		129		287
Federal Home Loan Bank borrowings		366		1,194		733		2,717
Junior subordinated debt		2,879		2,860		5,758		5,719
Other		1		-		3		2
Total interest expense		18,463		27,323		38,228		56,714
Net interest revenue		104,741		109,912		210,351		219,349
Provision for credit losses		6,000		32,240		16,000		85,719
Net interest revenue, after provision for credit losses		98,741		77,672		194,351		133,630

NONINTEREST REVENUE:
Mortgage lending		11,040		2,003		26,182		9,584
Credit card, debit card and merchant fees		7,787		11,263		15,310		21,609
Service charges		13,697		16,556		28,813		31,924
Trust income		3,139		2,850		5,421		5,984
Security gains, net		177		10,045		251		10,062
Insurance commissions		22,964		22,941		46,117		45,490
Other		7,664		9,486		16,734		18,802
Total noninterest revenue		66,468		75,144		138,828		143,455

NONINTEREST EXPENSE:
Salaries and employee benefits		77,661		70,142		152,592		140,517
Occupancy, net of rental income		10,487		10,232		20,553		20,903
Equipment		5,124		5,595		10,457		11,253
Deposit insurance assessments		3,994		6,436		9,377		11,861
Prepayment penalty on FHLB borrowings		-		9,778		-		9,778
Other		39,240		34,886		79,207		72,767
Total noninterest expense		136,506		137,069		272,186		267,079
Income before income taxes		28,703		15,747		60,993		10,006
Income tax expense (benefit)		8,079		2,921		17,503		(2,326	)
Net income	$	20,624	$	12,826	$	43,490	$	12,332

Earnings per share: Basic	$	0.22	$	0.15	$	0.47	$	0.15
Diluted	$	0.22	$	0.15	$	0.47	$	0.15

Dividends declared per common share	$	0.01	$	0.01	$	0.02	$	0.12

See accompanying notes to consolidated financial statements.

BANCORPSOUTH, INC. AND SUBSIDIARIES
Consolidated Statements of Comprehensive Income
(Unaudited)



	Three months ended				Six months ended
	June 30,				June 30,
	2012		2011		2012		2011
	(In thousands)
Net income	$	20,624	$	12,826	$	43,490	$	12,332

Other comprehensive income, net of tax
Unrealized gains on securities		5,076		22,477		2,123		19,960
Pension and other postretirement benefits		394		391		1,472		782
Other comprehensive income		5,470		22,868		3,595		20,742
Comprehensive income	$	26,094	$	35,694	$	47,085	$	33,074


See accompanying notes to consolidated financial statements.

BANCORPSOUTH, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(Unaudited)


	Six months ended
	June 30,
	2012			2011
	(In thousands)
Operating Activities:
Net income	$	43,490		$	12,332
Adjustment to reconcile net income to net cash provided by operating activities:
Provision for credit losses		16,000			85,719
Depreciation and amortization		13,540			14,789
Deferred taxes		-			(267	)
Amortization of intangibles		1,504			1,687
Amortization of debt securities premium and discount, net		6,562			13,936
Share-based compensation expense		1,524			1,285
Security gains, net		(251	)		(10,062	)
Net deferred loan origination expense		(4,085	)		(4,384	)
Excess tax benefit from exercise of stock options		-			(8	)
Decrease in interest receivable		3,908			5,500
Decrease in interest payable		(1,483	)		(2,988	)
Realized gain on mortgages sold		(27,693	)		(14,225	)
Proceeds from mortgages sold		441,930			483,065
Origination of mortgages held for sale		(444,051	)		(448,082	)
Increase in bank-owned life insurance		(2,535	)		(2,964	)
Decrease (increase) in prepaid pension asset		2,587			(186	)
Decrease in prepaid deposit insurance assessments		8,985			11,040
Other, net		(2,071	)		(1,035	)
Net cash provided by operating activities		57,861			145,152
Investing activities:
Proceeds from calls and maturities of held-to-maturity securities		-			135,781
Proceeds from calls and maturities of available-for-sale securities		266,829			131,124
Proceeds from sales of available-for-sale securities		4,727			180,057
Purchases of held-to-maturity securities		-			(151,105	)
Purchases of available-for-sale securities		(223,716	)		(119,089	)
Net decrease in short-term investments		-			150,000
Net decrease in loans and leases		136,920			20,141
Purchases of premises and equipment		(11,362	)		(10,520	)
Proceeds from sale of premises and equipment		968			1,693
Contingency earn-out payment		-			(1,200	)
Other, net		(16	)		(31	)
Net cash provided by investing activities		174,350			336,851
Financing activities:
Net increase (decrease) in deposits		1,147			(181,558	)
Net decrease in short-term debt and other liabilities		(11,950	)		(16,526	)
Repayment of long-term debt		-			(75,000	)
Issuance of common stock		108,678			110
Excess tax benefit from exercise of stock options		-			8
Payment of cash dividends		(1,888	)		(10,018	)
Net cash provided by (used in) financing activities		95,987			(282,984	)

Increase in cash and cash equivalents		328,198			199,019
Cash and cash equivalents at beginning of period		499,344			272,086
Cash and cash equivalents at end of period	$	827,542		$	471,105

See accompanying notes to consolidated financial statements.

BANCORPSOUTH, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

NOTE 1 – BASIS OF FINANCIAL STATEMENT PRESENTATION AND PRINCIPLES OF CONSOLIDATION

The accompanying unaudited interim consolidated financial statements of BancorpSouth, Inc. (the “Company”) have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and follow general practices within the industries in which the Company operates. For further information, refer to the audited consolidated financial statements and notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2011. In the opinion of management, all adjustments necessary for a fair presentation of the consolidated financial statements have been included and all such adjustments were of a normal, recurring nature. The results of operations for the three-month and six-month period ended June 30, 2012 are not necessarily indicative of the results to be expected for the full year. Certain 2011 amounts have been reclassified to conform with the 2012 presentation.

The consolidated financial statements include the accounts of the Company, its wholly-owned subsidiaries, BancorpSouth Bank (the “Bank”) and Gumtree Wholesale Insurance Brokers, Inc., and the Bank’s wholly-owned subsidiaries, Century Credit Life Insurance Company, Personal Finance Corporation of Tennessee, BancorpSouth Insurance Services, Inc., BancorpSouth Investment Services, Inc., BancorpSouth Municipal Development Corporation and BancorpSouth Bank Securities Corporation.

NOTE 2 – LOANS AND LEASES

The Company’s loan and lease portfolio is disaggregated into the following segments: commercial and industrial; real estate; credit card; and all other loans and leases. The real estate segment is further disaggregated into the following classes: consumer mortgage; home equity; agricultural; commercial and industrial-owner occupied; construction, acquisition and development; and commercial real estate. A summary of gross loans and leases by segment and class as of the dates indicated follows:

	June 30,				December 31,
	2012		2011		2011
	(In thousands)

Commercial and industrial	$	1,507,382	$	1,540,048	$	1,484,967
Real estate
Consumer mortgages		1,904,420		1,971,499		1,945,190
Home equity		496,245		531,787		514,362
Agricultural		251,975		255,310		239,487
Commercial and industrial-owner occupied		1,288,887		1,366,734		1,301,575
Construction, acquisition and development		835,022		1,060,675		908,362
Commercial real estate		1,748,748		1,764,648		1,754,022
Credit cards		101,085		101,955		106,281
All other		637,878		663,223		657,012
Total	$	8,771,642	$	9,255,879	$	8,911,258

The following table shows the Company’s loans and leases, net of unearned income, as of June 30, 2012 by segment, class and geographical location:

	Alabama and Florida Panhandle		Arkansas*		Mississippi*		Missouri		Greater Memphis Area		Tennessee*		Texas and Louisiana		Other		Total
	(In thousands)

Commercial and industrial	$	57,950	$	191,231	$	340,454	$	56,176	$	17,036	$	83,517	$	248,738	$	502,576	$	1,497,678
Real estate
Consumer mortgages		104,590		266,625		748,850		44,442		83,380		161,013		448,735		46,785		1,904,420
Home equity		59,969		38,511		168,552		24,417		66,302		74,942		61,547		2,005		496,245
Agricultural		6,632		81,867		68,990		3,439		9,497		14,043		62,527		4,980		251,975
Commercial and industrial-owner occupied		116,744		159,231		454,193		81,542		90,680		89,351		250,432		46,714		1,288,887
Construction, acquisition and development		95,278		60,747		251,977		44,756		91,437		88,684		174,818		27,325		835,022
Commercial real estate		190,195		346,586		360,704		204,377		115,061		101,883		377,008		52,934		1,748,748
Credit cards		-		-		-		-		-		-		-		101,085		101,085
All other		30,890		86,350		190,620		6,852		56,187		49,481		95,729		92,226		608,335
Total	$	662,248	$	1,231,148	$	2,584,340	$	466,001	$	529,580	$	662,914	$	1,719,534	$	876,630	$	8,732,395

* Excludes the Greater Memphis Area.

The Company’s loan concentrations which exceed 10% of total loans are reflected in the preceding tables. A substantial portion of construction, acquisition and development loans are secured by real estate in markets in which the Company is located. The Company’s general loan policy prohibits the use of interest reserves on loans originated after March 2010. Certain of the construction, acquisition and development loans were structured with interest-only terms. A portion of the consumer mortgage and commercial real estate portfolios originated through the permanent financing of construction, acquisition and development loans. The prolonged economic downturn has negatively impacted many borrowers’ and guarantors’ ability to make payments under the terms of the loans as their liquidity has been depleted. Accordingly, the ultimate collectability of a substantial portion of these loans and the recovery of a substantial portion of the carrying amount of other real estate owned are susceptible to changes in real estate values in the corresponding market areas. Continued economic distress could negatively impact additional borrowers’ and guarantors’ ability to repay their debt which would make more of the Company’s loans collateral dependent.

The following tables provide details regarding the aging of the Company’s loan and lease portfolio, net of unearned income, by segment and class at June 30, 2012 and December 31, 2011:

	June 30, 2012
													90+ Days
	30-59 Days		60-89 Days		90+ Days		Total				Total		Past Due still
	Past Due		Past Due		Past Due		Past Due		Current		Outstanding		Accruing
	(In thousands)

Commercial and industrial	$	5,516	$	782	$	5,697	$	11,995	$	1,485,683	$	1,497,678	$	-
Real estate
Consumer mortgages		12,472		3,849		15,421		31,742		1,872,678		1,904,420		1,141
Home equity		1,268		547		157		1,972		494,273		496,245		-
Agricultural		1,162		952		4,209		6,323		245,652		251,975		-
Commercial and industrial-owner occupied		2,888		1,609		7,209		11,706		1,277,181		1,288,887		-
Construction, acquisition and development		7,449		1,012		17,319		25,780		809,242		835,022		-
Commercial real estate		1,549		3,305		8,592		13,446		1,735,302		1,748,748		-
Credit cards		420		286		564		1,270		99,815		101,085		324
All other		2,597		289		440		3,326		605,009		608,335		167
Total	$	35,321	$	12,631	$	59,608	$	107,560	$	8,624,835	$	8,732,395	$	1,632

	December 31, 2011
													90+ Days
	30-59 Days		60-89 Days		90+ Days		Total				Total		Past Due still
	Past Due		Past Due		Past Due		Past Due		Current		Outstanding		Accruing
	(In thousands)

Commercial and industrial	$	5,571	$	4,209	$	4,193	$	13,973	$	1,459,755	$	1,473,728	$	12
Real estate
Consumer mortgages		15,740		6,485		14,569		36,794		1,908,396		1,945,190		2,974
Home equity		1,837		265		594		2,696		511,666		514,362		-
Agricultural		666		54		719		1,439		238,048		239,487		-
Commercial and industrial-owner occupied		2,199		844		12,977		16,020		1,285,555		1,301,575		-
Construction, acquisition and development		4,826		4,955		33,584		43,365		864,997		908,362		-
Commercial real estate		3,778		2,702		9,397		15,877		1,738,145		1,754,022		-
Credit cards		595		303		697		1,595		104,686		106,281		299
All other		2,124		390		1,579		4,093		623,211		627,304		149
Total	$	37,336	$	20,207	$	78,309	$	135,852	$	8,734,459	$	8,870,311	$	3,434

The Company utilizes an internal loan classification system to grade loans according to certain credit quality indicators. These credit quality indicators include, but are not limited to, recent credit performance, delinquency, liquidity, cash flows, debt coverage ratios, collateral type and loan-to-value ratio. The Company’s internal loan classification system is compatible with classifications used by the Federal Deposit Insurance Corporation, as well as other regulatory agencies. Loans may be classified as follows:

Pass: Loans which are performing as agreed with few or no signs of weakness. These loans show sufficient cash flow, capital and collateral to repay the loan as agreed. Borrowers for these loans include well capitalized public corporations.

Special Mention: Loans where potential weaknesses have developed which could cause a more serious problem if not corrected.

Substandard: Loans where well-defined weaknesses exist that require corrective action to prevent further deterioration.

Doubtful: Loans having all the characteristics of Substandard and which have deteriorated to a point where collection and liquidation in full is highly questionable.

Loss: Loans that are considered uncollectible or with limited possible recovery.

Impaired: Loans for which it is probable that the Company will be unable to collect all amounts due according to the contractual terms of the loan agreement and for which a specific impairment reserve has been considered.

The following tables provide details of the Company’s loan and lease portfolio, net of unearned income, by segment, class and internally assigned grade at June 30, 2012 and December 31, 2011:

	June 30, 2012
	Pass		Special Mention		Substandard		Doubtful		Loss		Impaired		Total
	(In thousands)
Commercial and industrial	$	1,426,787	$	12,480	$	46,512	$	959	$	34	$	10,906	$	1,497,678
Real estate
Consumer mortgage		1,720,260		29,254		132,775		4,748		302		17,081		1,904,420
Home equity		472,291		3,476		17,759		908		243		1,568		496,245
Agricultural		225,886		2,989		15,687		20		-		7,393		251,975
Commercial and industrial-owner occupied		1,158,082		25,740		83,048		276		28		21,713		1,288,887
Construction, acquisition and development		607,942		26,947		99,471		589		20		100,053		835,022
Commercial real estate		1,515,262		48,217		144,301		71		199		40,698		1,748,748
Credit Cards		101,085		-		-		-		-		-		101,085
All other		572,073		18,060		16,425		803		9		965		608,335
Total	$	7,799,668	$	167,163	$	555,978	$	8,374	$	835	$	200,377	$	8,732,395

	December 31, 2011
	Pass		Special Mention		Substandard		Doubtful		Loss		Impaired		Total
	(In thousands)
Commercial and industrial	$	1,415,731	$	4,947	$	43,549	$	1,263	$	405	$	7,833	$	1,473,728
Real estate
Consumer mortgage		1,742,593		17,914		148,267		4,434		189		31,793		1,945,190
Home equity		492,235		2,775		17,050		1,134		493		675		514,362
Agricultural		213,280		3,795		19,296		20		-		3,096		239,487
Commercial and industrial-owner occupied		1,167,220		18,280		90,778		496		-		24,801		1,301,575
Construction, acquisition and development		619,497		23,429		136,412		845		-		128,179		908,362
Commercial real estate		1,501,196		37,409		179,295		-		-		36,122		1,754,022
Credit Cards		105,867		41		175		188		10		-		106,281
All other		587,970		16,104		20,263		470		73		2,424		627,304
Total	$	7,845,589	$	124,694	$	655,085	$	8,850	$	1,170	$	234,923	$	8,870,311

The following tables provide details regarding impaired loans and leases, net of unearned income, by segment and class at June 30, 2012 and December 31, 2011:

	June 30, 2012
							Average Recorded Investment				Interest Income Recognized
	Recorded Investment in Impaired Loans		Unpaid Principal Balance of Impaired Loans		Related Allowance for Credit Losses		Three months ended June 30, 2012		Six months ended June 30, 2012		Three months ended June 30, 2012		Six months ended June 30, 2012
	(In thousands)
With no related allowance:
Commercial and industrial	$	2,527	$	2,882	$	-	$	2,366	$	2,916	$	2	$	11
Real estate
Consumer mortgage		9,206		11,260		-		12,784		12,981		17		39
Home equity		868		1,011		-		869		790		2		2
Agricultural		6,192		7,606		-		4,548		3,075		3		7
Commercial and industrial-owner occupied		13,028		17,697		-		11,139		10,289		26		51
Construction, acquisition and development		56,319		75,149		-		60,735		60,576		73		160
Commercial		22,330		33,569		-		18,708		17,415		27		65
All other		706		1,019		-		711		750		1		3
Total	$	111,176	$	150,193	$	-	$	111,860	$	108,792	$	151	$	338

With an allowance:
Commercial and industrial	$	8,379	$	8,877	$	5,575	$	8,078	$	5,931	$	10	$	19
Real estate
Consumer mortgage		7,875		8,657		2,002		12,623		15,046		30		72
Home equity		700		700		168		703		481		3		3
Agricultural		1,201		1,207		378		1,264		1,373		3		3
Commercial and industrial-owner occupied		8,685		10,726		1,019		12,385		14,360		16		34
Construction, acquisition and development		43,734		58,264		10,641		47,429		54,153		101		226
Commercial		18,368		20,749		3,924		14,718		16,567		60		96
All other		259		330		232		265		296		1		2
Total	$	89,201	$	109,510	$	23,939	$	97,465	$	108,207	$	224	$	455

Total:
Commercial and industrial	$	10,906	$	11,759	$	5,575	$	10,444	$	8,847	$	12	$	30
Real estate
Consumer mortgage		17,081		19,917		2,002		25,407		28,027		47		111
Home equity		1,568		1,711		168		1,572		1,271		5		5
Agricultural		7,393		8,813		378		5,812		4,448		6		10
Commercial and industrial-owner occupied		21,713		28,423		1,019		23,524		24,649		42		85
Construction, acquisition and development		100,053		133,413		10,641		108,164		114,729		174		386
Commercial		40,698		54,318		3,924		33,426		33,982		87		161
All other		965		1,349		232		976		1,046		2		5
Total	$	200,377	$	259,703	$	23,939	$	209,325	$	216,999	$	375	$	793

	December 31, 2011
			Unpaid
	Recorded		Principal		Related
	Investment		Balance of		Allowance		Average		Interest
	in Impaired		Impaired		for Credit		Recorded		Income
	Loans		Loans		Losses		Investment		Recognized
	(In thousands)
With no related allowance:
Commercial and industrial	$	4,874	$	6,854	$	-	$	3,879	$	78
Real estate
Consumer mortgage		16,883		19,538		-		19,628		397
Home equity		627		771		-		541		1
Agricultural		1,549		2,676		-		2,502		20
Commercial and industrial-owner occupied		6,973		9,191		-		11,598		185
Construction, acquisition and development		69,843		89,782		-		107,596		941
Commercial real estate		15,184		24,198		-		20,702		311
All other		1,284		1,668		-		1,169		67
Total	$	117,217	$	154,678	$	-	$	167,615	$	2,000

With an allowance: