Table of Contents

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934

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	Item 7. Financial Statements and Exhibits.
	Item 9. Regulation FD Disclosure.
	Item 12. Results of Operations and Financial Condition.
SIGNATURES
EXHIBIT INDEX
EX-99 NEWS RELEASE E-2

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Table of Contents

Item 7. Financial Statements and Exhibits.

     (c) Exhibits.

Item 9. Regulation FD Disclosure.

     On January 12, 2004, M&T Bank Corporation announced its results of operations for the fiscal year ended December 31, 2003. The public announcement was made by means of a news release, the text of which is set forth in Exhibit 99 hereto.

     This information is furnished under both Item 9 (Regulation FD Disclosure) and Item 12 (Results of Operations and Financial Condition) in accordance with SEC Release No. 33-8176. The information in this Form 8-K, including Exhibit 99 attached hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liability of such section, nor shall it be deemed incorporated by reference in any filing of M&T Bank Corporation under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

Item 12. Results of Operations and Financial Condition.

     On January 12, 2004, M&T Bank Corporation announced its results of operations for the fiscal year ended December 31, 2003. The public announcement was made by means of a news release, the text of which is set forth in Exhibit 99 hereto.

     This information is furnished under both Item 9 (Regulation FD Disclosure) and Item 12 (Results of Operations and Financial Condition) in accordance with SEC Release No. 33-8176. The information in this Form 8-K, including Exhibit 99 attached hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liability of such section, nor shall it be deemed incorporated by reference in any filing of M&T Bank Corporation under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

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SIGNATURES

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

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EXHIBIT INDEX

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Exhibit 99

M&T BANK CORPORATION ANNOUNCES 2003 RESULTS

     BUFFALO, NEW YORK — M&T Bank Corporation (“M&T”)(NYSE: MTB) today reported its results of operations for 2003.

     GAAP Results of Operations. Diluted earnings per share measured in accordance with generally accepted accounting principles (“GAAP”) for 2003 were $4.95, up 4% from $4.78 in 2002. On the same basis, net income for 2003 totaled $574 million, 26% higher than the $457 million earned in 2002. GAAP-basis net income for 2003 expressed as a rate of return on average assets and average common stockholders’ equity was 1.27% and 11.62%, respectively, compared with 1.43% and 15.09%, respectively, in 2002.

     M&T’s financial results for 2003 reflect the impact of operations obtained in the April 1, 2003 acquisition of Allfirst Financial Inc. (“Allfirst”) and the related issuance by M&T of 26.7 million common shares on that date. Merger-related expenses in 2003 were $39 million, after applicable tax effect, or $.34 per diluted share. Such expenses represent costs for professional services, travel, and other expenses associated with the acquisition, the related integration of data processing and other operating systems and functions with those of M&T, and the commencement of M&T operations in market areas formerly served by Allfirst. There were no similar expenses in 2002.

     GAAP-basis diluted earnings per share for the fourth quarter of 2003 rose 8% to $1.35 from $1.25 in the similar 2002 period. On the same basis, net income for the recently completed quarter

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M&T BANK CORPORATION

totaled $167 million, 41% higher than $119 million in the final quarter of 2002. During the fourth quarter of 2003, M&T incurred merger-related expenses associated with the Allfirst acquisition totaling $2 million, after applicable tax effect, or $.01 per diluted share. M&T does not expect to incur any significant additional merger-related expenses relating to the Allfirst transaction. GAAP-basis net income for 2003’s final quarter expressed as an annualized rate of return on average assets and average common stockholders’ equity was 1.35% and 11.77%, respectively, compared with 1.42% and 15.00%, respectively, in the corresponding 2002 period.

     Supplemental Reporting of Non-GAAP Results of Operations. Since 1998, M&T has consistently provided supplemental reporting of its results on a “net operating” or “tangible” basis, from which M&T excludes the after-tax effect of amortization of core deposit and other intangible assets (and the related goodwill, core deposit intangible and other intangible asset balances, net of applicable deferred tax amounts) and expenses associated with merging acquired operations into M&T, since such expenses are considered by management to be “nonoperating” in nature. Although “net operating income” as defined by M&T is not a GAAP measure, M&T’s management believes that this information helps investors understand the effect of acquisition activity in reported results. Amortization of core deposit and other intangible assets, after tax effect, totaled $13 million ($.11 per diluted share) in the fourth quarter of 2003, compared with $7 million ($.07 per diluted share) in the year-earlier quarter. Similar amortization charges, after tax effect, for the years ended December 31, 2003 and 2002 were $48 million ($.41 per diluted share) and $32 million ($.34 per diluted share), respectively.

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M&T BANK CORPORATION

     Diluted net operating earnings per share, which exclude the impact of amortization of core deposit and other intangible assets and the previously noted merger-related expenses, were $5.70 for 2003, up 11% from $5.12 in 2002. Net operating income for 2003 was $661 million, 35% above $489 million for 2002. Expressed as a rate of return on average tangible assets and average tangible stockholders’ equity, net operating income was 1.55% and 28.49%, respectively, in 2003, compared with 1.59% and 26.71% in 2002.

     For the final quarter of 2003, diluted net operating earnings per share were $1.47, up 11% from $1.32 in the comparable 2002 period. Net operating income for the fourth quarter of 2003 rose to $182 million, 44% higher than $126 million in the corresponding 2002 period. For the three-month period ended December 31, 2003, net operating income expressed as an annualized rate of return on average tangible assets and average tangible equity was 1.57% and 28.33%, respectively, compared with 1.56% and 25.54% in the year-earlier period.

     Robert G. Wilmers, M&T’s Chairman, President and Chief Executive Officer, commented, “The planning for and execution of the Allfirst merger was clearly M&T’s most significant event in 2003. While the ultimate success of this merger will be measured over several years, we are very pleased with the results experienced to date, both financially and in the integration of Allfirst’s operations with those of M&T.”

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M&T BANK CORPORATION

     Reconciliation of GAAP and Non-GAAP Results of Operations. A reconciliation of diluted earnings per share and net income with diluted net operating earnings per share and net operating income follows:

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(1)

After any related tax effect

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M&T BANK CORPORATION

     Reconciliation of Total Assets and Equity to Tangible Assets and Equity. A reconciliation of average assets and equity with average tangible assets and average tangible equity follows:

     Accounting for Stock-Based Compensation. Effective January 1, 2003, M&T began expensing stock-based compensation in accordance with the fair value method of accounting described in Statement of Financial Accounting Standards (“SFAS”) No. 123, “Accounting for Stock-Based Compensation,” as amended. As a result, salaries and employee benefits expense in 2003 included $43 million of stock-based compensation, including $12 million in the recent quarter. After tax effect, stock-based compensation lowered 2003’s net income by $32 million ($.27 per diluted share). Net income for the fourth quarter of 2003 was lowered by $8 million ($.07 per diluted share) as a result of stock-based compensation. Using the retroactive restatement method described in SFAS No. 148, which amended SFAS No. 123, salaries and employee benefits expense for 2002 was restated to include $41 million of stock-based compensation, resulting in a reduction of previously reported net income of $28 million, or $.29 per diluted share.

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M&T BANK CORPORATION

Stock-based compensation expense reflected in M&T’s results of operations for the fourth quarter of 2002 was $10 million (pre-tax), or $7 million and $.08 per diluted share after applicable income tax effect. Stock-based compensation expenses are reflected in both the GAAP and supplemental non-GAAP results of operations discussed herein.

     Taxable-equivalent Net Interest Income. Growth in average loans outstanding resulted in a rise in taxable-equivalent net interest income of 28% to $1.62 billion in 2003 from $1.26 billion in 2002. Including the impact of the $10.3 billion of loans obtained in the April 1, 2003 acquisition of Allfirst, average loans outstanding increased 33% to $34.0 billion in 2003 from $25.5 billion in 2002. Net interest margin, or taxable-equivalent net interest income expressed as a percentage of average earning assets, declined to 4.09% in 2003 from 4.36% in the year-earlier period. The decrease in net interest margin was largely the result of the yields on earning assets and rates paid on interest-bearing liabilities obtained in the Allfirst acquisition.

     During the fourth quarter of 2003, taxable-equivalent net interest income was $425 million, average loans outstanding totaled $36.4 billion and the annualized net interest margin was 3.96%. In 2002’s final quarter, which did not include any Allfirst-related amounts, taxable-equivalent net interest income was $325 million, average loans outstanding were $25.9 billion, and the net interest margin was 4.28%. Average loan balances in 2003 and 2002 reflect fourth quarter transactions in each year in which M&T converted residential real estate loans of $1.3 billion and $1.1 billion, respectively, into mortgage-backed securities.

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M&T BANK CORPORATION

     Provision for Credit Losses/Asset Quality. The provision for credit losses was $131 million in 2003, up from $122 million in 2002. Net charge-offs of loans during the recent year totaled $97 million, or .28% of average loans outstanding, compared with $108 million or .42% of average loans in 2002. The provision for credit losses was $28 million and $33 million during the final quarter of 2003 and 2002, respectively. Net charge-offs were $32 million in the fourth quarter of 2003, or an annualized .35% of average loans outstanding, compared with $31 million or .48% during 2002’s final quarter. Net charge-offs of loans acquired from Allfirst during 2003 were not significant.

     Loans classified as nonperforming totaled $240 million, or .67% of total loans at December 31, 2003, compared with $215 million or .84% a year earlier. Loans past due 90 days or more and accruing interest were $155 million at the recent year-end, little changed from $154 million a year earlier. Included in the past due but accruing amounts were loans guaranteed by government-related entities of $125 million and $129 million at December 31, 2003 and 2002, respectively. Nonperforming loans and loans past due 90 days or more and accruing interest at December 31, 2003 included loans obtained in the Allfirst acquisition of $67 million and $17 million, respectively. Assets taken in foreclosure of defaulted loans were $20 million at December 31, 2003, compared with $17 million at December 31, 2002.

     Allowance for Credit Losses. The allowance for credit losses totaled $614 million, or 1.72% of total loans, at December 31, 2003, compared with $436 million, or 1.70%, a year earlier. On the April 1, 2003 acquisition date, Allfirst had an allowance for credit losses of $146 million, or 1.43% of Allfirst’s loans then outstanding. Immediately following the April 1 merger, the combined balance sheet of M&T and Allfirst included an allowance

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M&T BANK CORPORATION

for credit losses of $591 million that was equal to 1.62% of the $36.5 billion of then outstanding loans. The ratio of M&T’s allowance for credit losses to nonperforming loans was 256% and 203% at December 31, 2003 and 2002, respectively.

     Noninterest Income and Expense. Noninterest income in 2003 grew to $831 million, 62% higher than $512 million in 2002. Approximately $279 million of the increase was attributable to revenues related to operations in market areas associated with the former Allfirst franchise. Higher mortgage banking revenues and service charges on deposit accounts also contributed to the improvement. As a result of Allfirst-related revenues, noninterest income of $234 million in the fourth quarter of 2003 was up 69% from $138 million in the corresponding quarter of 2002.

     Noninterest expense in 2003 totaled $1.45 billion, 51% higher than $962 million in 2002. Included in such amounts are expenses considered to be “nonoperating” in nature, consisting of the previously noted amortization of core deposit and other intangible assets of $78 million in 2003 and $51 million in 2002, and merger-related expenses of $60 million in 2003. There were no merger-related expenses in 2002. Exclusive of these nonoperating expenses, noninterest operating expenses were $1.31 billion in 2003, compared with $910 million in 2002. The increase in operating expenses was largely related to operations formerly associated with Allfirst. Partially offsetting these higher expenses were lower charges for impairment of capitalized residential mortgage servicing rights. Such charges totaled $2 million in 2003 and $32 million in 2002. The impairment charges resulted from changes in the estimated fair value of capitalized mortgage servicing rights that reflect the impact of changing interest rates on the expected rate of residential mortgage loan

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M&T BANK CORPORATION

prepayments. Capitalized residential mortgage servicing rights, net of an impairment valuation allowance, are included in “other assets” in M&T’s consolidated balance sheet and totaled $129 million and $103 million at December 31, 2003 and 2002, respectively. Residential mortgage loans serviced for others totaled approximately $13 billion at December 31, 2003 and 2002.

     Noninterest expense in the fourth quarter of 2003 totaled $378 million, compared with $251 million in the year-earlier quarter. Included in such amounts were amortization of core deposit and other intangible assets of $21 million in 2003 and $12 million in 2002, and merger-related expenses of $3 million in 2003. Exclusive of these nonoperating expenses, noninterest operating expenses were $354 million in the recently completely quarter, compared with $239 million in the final quarter of 2002. The increase in operating expenses was largely related to operations formerly related to Allfirst. Changes in the estimated fair value of capitalized mortgage servicing rights also affected M&T’s expenses in the fourth quarters of 2003 and 2002. Those expenses in the fourth quarter of 2003 reflect a $4 million reduction in total expenses resulting from a partial reversal of the valuation allowance for possible impairment of capitalized residential mortgage servicing rights, while a $13 million increase in the valuation allowance in 2002’s fourth quarter added to total expenses.

     The efficiency ratio, or noninterest operating expenses divided by the sum of taxable-equivalent net interest income and noninterest income (exclusive of gains and losses from sales of bank investment securities), measures the relationship of operating expenses to revenues. M&T’s efficiency ratio was 53.6% in 2003, compared with 51.3% in 2002. During 2003’s fourth quarter, M&T’s efficiency ratio was 53.9%, compared with 51.7% in the year-earlier

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M&T BANK CORPORATION

quarter. The higher ratios in 2003 reflect the impact of the acquired Allfirst operations that are now a part of M&T.

     Balance Sheet. M&T’s total assets rose 50% to $49.8 billion at December 31, 2003 from $33.2 billion a year earlier. Loans and leases, net of unearned discount, were $35.8 billion at the 2003 year-end, up 39% from $25.7 billion at December 31, 2002. Deposits increased to $33.1 billion at December 31, 2003 from $21.7 billion at the end of 2002. Total assets, loans and deposits obtained in the Allfirst transaction were $16 billion, $10 billion and $11 billion, respectively. Total stockholders’ equity was $5.7 billion at December 31, 2003, representing 11.47% of total assets, compared with $3.2 billion or 9.66% a year earlier. Common stockholders’ equity per share was $47.55 and $34.82 at December 31, 2003 and 2002, respectively. Tangible equity per common share was $21.97 at December 31, 2003, compared with $22.04 at December 31, 2002. In the calculation of tangible equity per common share, stockholders’ equity is reduced by the carrying values of goodwill and core deposit and other intangible assets, net of applicable deferred tax balances, which aggregated $3.1 billion and $1.2 billion at December 31, 2003 and 2002, respectively.

     Looking forward to 2004, Michael P. Pinto, M&T’s Executive Vice President and Chief Financial Officer, noted, “We expect that the economy and the overall business environment in 2004 will present many challenges for regional banks and other financial institutions. M&T will, of course, not be immune to these challenges. Subject to the impact of actual events and circumstances that may occur throughout this year, our present estimate of GAAP-basis diluted earnings per share for 2004 is in the range of $5.90 to $6.10.”

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M&T BANK CORPORATION

     Conference Call. Investors will have an opportunity to listen to M&T’s conference call to discuss fourth quarter and full year financial results at 10:00 a.m. Eastern Time today, January 12, 2004. Those wishing to participate in the call may dial 877-780-2276. International participants, using any applicable international calling codes, may dial 973-582-2700. The conference call will be webcast live on M&T’s website at http://ir.mandtbank.com/conference.cfm. A replay of the call will be available until January 13, 2004 by calling 877-519-4471, code 4399838 and 973-341-3080 for international participants. The event will also be archived and available by 1:00 p.m. today on M&T’s website at http://ir.mandtbank.com/conference.cfm.

     Forward-Looking Statements. This news release contains forward-looking statements that are based on current expectations, estimates and projections about M&T’s business, management’s beliefs and assumptions made by management. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions (“Future Factors”) which are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements.

     Future Factors include changes in interest rates, spreads on earning assets and interest-bearing liabilities, and interest rate sensitivity; credit losses; sources of liquidity; common shares outstanding; common stock price volatility; fair value of and number of stock options to be issued in future periods; legislation affecting the financial services industry as a whole, and M&T and its subsidiaries individually or collectively; regulatory supervision and oversight, including required capital levels; increasing price and product/service competition by

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M&T BANK CORPORATION

competitors, including new entrants; rapid technological developments and changes; the ability to continue to introduce competitive new products and services on a timely, cost-effective basis; the mix of products/services; containing costs and expenses; governmental and public policy changes, including environmental regulations; protection and validity of intellectual property rights; reliance on large customers; technological, implementation and cost/financial risks in large, multi-year contracts; the outcome of pending and future litigation and governmental proceedings; continued availability of financing; financial resources in the amounts, at the times and on the terms required to support M&T and its subsidiaries’ future businesses; and material differences in the actual financial results of merger and acquisition activities compared with M&T’s expectations, including the full realization of anticipated cost savings and revenue enhancements.

     These are representative of the Future Factors that could affect the outcome of the forward-looking statements. In addition, such statements could be affected by general industry and market conditions and growth rates, general economic and political conditions, including interest rate and currency exchange rate fluctuations, and other Future Factors.

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M&T BANK CORPORATION
Financial Highlights

			Three months ended												Year ended
			December 31												December 31
Amounts in thousands, except per share			2003				2002				Change				2003				2002				Change
Performance
Net income			$	166,901				118,551				41	%		$	573,942				456,752				26	%
Per common share:
	Basic earnings		$	1.39				1.29				8	%		$	5.08				4.94				3	%
	Diluted earnings			1.35				1.25				8				4.95				4.78				4
	Cash dividends		$	.30				.30				-			$	1.20				1.05				14
Common shares outstanding:
	Average - diluted (1)			123,328				94,950				30	%			115,932				95,522				21	%
	Period end (2)			120,231				92,155				30				120,231				92,155				30
Return on (annualized):
	Average total assets			1.35	%			1.42	%							1.27	%			1.43	%
	Average common stockholders’ equity			11.77	%			15.00	%							11.62	%			15.09	%
Taxable-equivalent net interest income			$	425,500				325,157				31	%		$	1,615,068				1,261,634				28	%
Yield on average earning assets				5.16	%			6.08	%							5.42	%			6.42	%
Cost of interest-bearing liabilities				1.48	%			2.09	%							1.61	%			2.39	%
Net interest spread				3.68	%			3.99	%							3.81	%			4.03	%
Contribution of interest-free funds				.28	%			.29	%							.28	%			.33	%
Net interest margin				3.96	%			4.28	%							4.09	%			4.36	%
Net charge-offs to average total net loans (annualized)				.35	%			.48	%							.28	%			.42	%
Net operating results (3)
Net operating income			$	181,594				125,760				44	%		$	660,931				489,243				35	%
Diluted net operating earnings per common share				1.47				1.32				11				5.70				5.12				11
Return on (annualized):
	Average tangible assets			1.57	%			1.56	%							1.55	%			1.59	%
	Average tangible common equity			28.33	%			25.54	%							28.49	%			26.71	%
Efficiency ratio				53.93	%			51.65	%							53.59	%			51.30	%

			At December 31
Loan quality			2003				2002				Change
Nonaccrual loans			$	232,983				207,038				13	%
Renegotiated loans				7,309				8,252				-11
	Total nonperforming loans		$	240,292				215,290				12	%
Accruing loans past due 90 days or more			$	154,759				153,803				1	%
Nonperforming loans to total net loans				.67	%			.84	%
Allowance for credit losses to total net loans				1.72	%			1.70	%

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(1)		Includes common stock equivalents.
(2)		Includes common stock issuable under deferred compensation plans.
(3)		Excludes merger-related expenses and amortization and balances related to goodwill and core deposit and other intangible assets which, except in the calculation of the efficiency ratio, are net of applicable income tax effects. A reconciliation of net income and net operating income appears on page 4.

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M&T BANK CORPORATION
Condensed Consolidated Statement of Income

				Three months ended												Year ended
				December 31												December 31
Dollars in thousands				2003				2002				Change				2003				2002				Change
Interest income				$	550,473				458,216				20	%		$	2,126,565				1,842,099				15	%
Interest expense					129,173				136,358				-5				527,810				594,514				-11
Net interest income					421,300				321,858				31				1,598,755				1,247,585				28
Provision for credit losses					28,000				33,000				-15				131,000				122,000				7
Net interest income after provision for credit losses					393,300				288,858				36				1,467,755				1,125,585				30
Other income
	Mortgage banking revenues				31,944				34,879				-8				149,105				116,408				28
	Service charges on deposit accounts				89,591				44,123				103				309,749				167,531				85
	Trust income				34,467				14,475				138				114,620				60,030				91
	Brokerage services income				13,455				9,209				46				51,184				43,261				18
	Trading account and foreign exchange gains				4,993				1,144				336				15,989				2,860				459
	Gain (loss) on sales of bank investment securities				1,946				51				—				2,487				(608	)			—
	Other revenues from operations				57,361				34,297				67				187,961				122,449				54
		Total other income			233,757				138,178				69				831,095				511,931				62
Other expense
	Salaries and employee benefits				196,651				124,447				58				740,324				496,990				49
	Equipment and net occupancy				47,126				26,818				76				170,623				107,822				58
	Printing, postage and supplies				9,954				6,486				53				36,985				25,378				46
	Amortization of core deposit and other intangible assets				21,345				11,788				81				78,152				51,484				52
	Other costs of operations				103,279				81,550				27				422,096				279,937				51
		Total other expense			378,355				251,089				51				1,448,180				961,611				51
Income before income taxes					248,702				175,947				41				850,670				675,905				26
Applicable income taxes					81,801				57,396				43				276,728				219,153				26
Net income				$	166,901				118,551				41	%		$	573,942				456,752				26	%
Summary of merger-related expenses included above:
	Salaries and employee benefits			$	426				—							$	8,542				—
	Equipment and net occupancy				472				—								2,126				—
	Printing, postage and supplies				241				—								3,216				—
	Other costs of operations				1,394				—								46,503				—
		Total merger-related expenses		$	2,533				—							$	60,387				—

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15-15-15-15-15

M&T BANK CORPORATION
Condensed Consolidated Balance Sheet

			December 31
Dollars in thousands			2003				2002				Change
ASSETS
Cash and due from banks			$	1,877,494				963,772				95	%
Money-market assets				250,315				379,843				-34
Investment securities				7,259,150				3,955,150				84
Loans and leases, net of unearned discount				35,772,435				25,727,784				39
	Less: allowance for credit losses			614,058				436,472				41
	Net loans and leases			35,158,377				25,291,312				39
Goodwill				2,904,081				1,097,553				165
Core deposit and other intangible assets				240,830				118,790				103
Other assets				2,135,834				1,394,761				53
	Total assets		$	49,826,081				33,201,181				50	%
LIABILITIES AND STOCKHOLDERS’ EQUITY
Noninterest-bearing deposits at U.S. offices			$	8,411,296				4,072,085				107	%
Other deposits at U.S. offices				22,494,197				16,432,122				37
Deposits at foreign office				2,209,451				1,160,716				90
	Total deposits			33,114,944				21,664,923				53
Short-term borrowings				4,442,246				3,429,414				30
Accrued interest and other liabilities				1,016,256				400,991				153
Long-term borrowings				5,535,425				4,497,374				23
	Total liabilities			44,108,871				29,992,702				47
Stockholders’ equity (1)				5,717,210				3,208,479				78
	Total liabilities and stockholders’ equity		$	49,826,081				33,201,181				50	%

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(1)

Reflects accumulated other comprehensive income, net of applicable income taxes, of $25.7 million at December 31, 2003 and $54.8 million at December 31, 2002.

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16-16-16-16-16
M&T BANK CORPORATION
Condensed Consolidated Average Balance Sheet
and Annualized Taxable-equivalent Rates

				Three months ended																				Year ended
				December 31																				December 31
Dollars in millions				2003								2002												2003								2002
				Balance				Rate				Balance				Rate				Change in balance				Balance				Rate				Balance				Rate				Change in balance
ASSETS
Money-market assets				$	99				1.00	%			509				1.47	%			-81	%		$	216				1.24	%			291				1.64	%			-26	%
Investment securities					6,212				3.98				3,745				5.23				66				5,344				4.40				3,123				5.63				71
Loans and leases, net of unearned discount
	Commercial, financial, etc.				9,202				4.00				5,273				4.83				75				8,523				4.21				5,146				5.09				66
	Real estate - commercial				12,344				5.86				9,650				6.76				28				11,573				6.10				9,498				6.96				22
	Real estate - consumer				3,758				6.06				3,638				6.70				3				3,777				6.15				4,087				6.98				-8
	Consumer				11,057				5.79				7,303				6.63				51				10,098				6.02				6,776				6.89				49
		Total loans and leases, net			36,361				5.37				25,864				6.29				41				33,971				5.61				25,507				6.57				33
	Total earning assets				42,672				5.16				30,118				6.08				42				39,531				5.42				28,921				6.42				37
Goodwill					2,904								1,098								165				2,456								1,098								124
Core deposit and other intangible assets					251								124								101				233								143								62
Other assets					3,296								1,834								80				3,129								1,773								77
	Total assets			$	49,123								33,174								48	%		$	45,349								31,935								42	%
LIABILITIES AND STOCKHOLDERS’ EQUITY
Interest-bearing deposits
	NOW accounts			$	1,160				.33				794				.45				46	%		$	1,021				.35				761				.51				34	%
	Savings deposits				14,674				.70				9,355				1.08				57				13,278				.77				8,899				1.21				49
	Time deposits				6,440				2.29				6,673				2.75				-3				6,638				2.41				7,398				3.20				-10
	Deposits at foreign office				2,378				.96				934				1.43				154				1,445				1.04				569				1.49				154
		Total interest-bearing deposits			24,652				1.12				17,756				1.70				39				22,382				1.25				17,627				2.02				27
Short-term borrowings					4,162				1.02				3,651				1.50				14				4,331				1.13				3,125				1.69				39
Long-term borrowings					5,922				3.27				4,486				4.11				32				6,018				3.29				4,162				4.45				45
Total interest-bearing liabilities					34,736				1.48				25,893				2.09				34				32,731				1.61				24,914				2.39				31
Noninterest-bearing deposits					7,705								3,752								105				6,801								3,618								88
Other liabilities					1,057								394								168				876								377								132
	Total liabilities				43,498								30,039								45				40,408								28,909								40
Stockholders’ equity					5,625								3,135								79				4,941								3,026								63
	Total liabilities and stockholders’ equity			$	49,123								33,174								48	%		$	45,349								31,935								42	%
Net interest spread									3.68								3.99												3.81								4.03
Contribution of interest-free funds									.28								.29												.28								.33
Net interest margin									3.96	%							4.28	%											4.09	%							4.36	%

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