Trustmark Corporation Announces Third Quarter 2012 Financial Results and Declares $0.23 Quarterly Cash Dividend

  Trustmark Corporation Announces Third Quarter 2012 Financial Results and
  Declares $0.23 Quarterly Cash Dividend

Business Wire

JACKSON, Miss. -- October 23, 2012

Trustmark Corporation (NASDAQ:TRMK) announced net income available to common
shareholders of $29.9 million in the third quarter of 2012, which represented
diluted earnings per common share of $0.46, an increase of 2.2% from the prior
quarter and 9.5% when compared to the third quarter of 2011. Trustmark’s
performance during the third quarter of 2012 produced a return on average
tangible common equity of 12.61% and a return on average assets of 1.21%.
During the first nine months of 2012, Trustmark’s net income available to
common shareholders totaled $89.6 million, which represented diluted earnings
per common share of $1.38, an increase of 7.0% from the comparable period one
year earlier. Trustmark’s performance during the first nine months of 2012
resulted in a return on average tangible common equity of 12.91% and a return
on average assets of 1.22%. Trustmark’s Board of Directors declared a
quarterly cash dividend of $0.23 per common share payable December 15, 2012,
to shareholders of record on December 1, 2012.

Printer friendly version of earnings release with consolidated financial
statements and notes:
http://www.businesswire.com/cgi-bin/mmg.cgi?eid=50449848&lang=en

Gerard R. Host, President and CEO, stated, “Trustmark achieved another solid
quarter of financial performance despite sluggish economic conditions and the
prolonged low interest rate environment. During the quarter, we continued
building upon and expanding customer relationships. This was especially
evident in our mortgage banking and insurance businesses. We continued to
experience meaningful improvement in credit quality as reflected by
significantly lower levels of classified and criticized loans as well as a
30.9% reduction in net charge-offs. Also we made progress toward our pending
merger with BancTrust Financial Group, a $2.0 billion financial institution
based in Mobile, Alabama. This transaction, which is expected to close during
the first two months of 2013, is subject to regulatory approval.”

Credit Quality

  *Nonperforming loans declined 19.1% to $80.7 million
  *Classified and criticized loans declined $15.9 million and $15.2 million,
    respectively
  *Allowance for loan losses represented 174.1% of nonperforming loans,
    excluding impaired loans

Trustmark continued to experience significant improvements in credit quality.
Nonperforming loans totaled $80.7 million at September 30, 2012, a decline of
19.1% from the prior quarter and 19.0% from the prior year. Foreclosed other
real estate increased 11.9% from the prior quarter but decreased 7.9% from the
prior year to total $82.5 million. Collectively, nonperforming assets totaled
$163.1 million at September 30, 2012, the lowest level since year end 2008 and
a decline of 36.4% from the peak of $256.7 million at March 31, 2010. All of
the above metrics exclude acquired loans and other real estate covered by FDIC
loss-share agreements.

Net charge-offs during the third quarter of 2012 totaled $4.6 million. The
third quarter provision for loan losses totaled $3.4 million as sufficient
reserves were previously established for both impaired and other substandard
credits. During the third quarter, Trustmark experienced a $15.9 million, or
5.5%, decline in classified loans and a $15.2 million, or 4.2%, decline in
criticized loans relative to the prior quarter. Relative to balances one year
earlier, classified loans decreased $71.1 million, or 20.6%, while criticized
loans decreased $69.0 million, or 16.5%.

Allocation of Trustmark’s $83.5 million allowance for loan losses represented
1.79% of commercial loans and 0.84% of consumer and home mortgage loans,
resulting in an allowance to total loans of 1.51% at September 30, 2012, which
represents a level management considers to be commensurate with the inherent
risk in the loan portfolio. The allowance for loan losses represented 174.1%
of nonperforming loans, excluding impaired loans. All of the above metrics
exclude acquired loans.

Capital Strength

  *Tangible common equity to tangible assets expanded to 10.13%
  *Total risk-based capital ratio increased to 17.25%

Trustmark’s solid capital position reflects the consistent profitability of
its diversified financial services businesses as well as prudent balance sheet
management. At September 30, 2012, tangible common equity totaled $968.6
million and represented 10.13% of tangible assets while the total risk-based
capital ratio was 17.25%. Trustmark’s strong capital base provides the
opportunity to support organic loan growth in an improving economy and enhance
long-term shareholder value.

Balance Sheet Management

  *Average earning assets remained stable at $8.7 billion
  *Net interest income (FTE) totaled $88.9 million

Loans held for investment and acquired loans totaled $5.7 billion at September
30, 2012, a decrease of $135.0 million from the prior quarter due principally
to a $113.5 million decline in single family mortgage loans. During the
quarter, many customers continued to take advantage of the opportunity to
refinance existing mortgages at more attractive rates. In fact, Trustmark’s
mortgage production totaled $514.8 million in the third quarter, an increase
of 10.7% from the prior quarter and 50.9% from levels one year earlier.
Trustmark elected to sell the vast majority of these lower rate, longer-term
home mortgages in the secondary market rather than replacing the runoff in its
single family loan portfolio. Trustmark’s decision to discontinue indirect
auto financing continued to be reflected in loan totals as this portfolio
declined $13.6 million in the third quarter to total $36.2 million. Commercial
and industrial loans increased $20.4 million during the quarter, reflecting
growth in Trustmark’s Mississippi, Tennessee and Texas markets.

During the third quarter of 2012, average earning assets remained stable at
$8.7 billion as growth in investment securities effectively offset declining
loan balances. Average deposits decreased $139.0 million, or 1.7%, relative to
the prior quarter to total $7.9 billion. Average noninterest-bearing deposits
increased 2.1% to represent 26.0% of average deposits in the third quarter of
2012.

While not immune to the extended low interest rate environment and continued
sluggish economic conditions that have impacted the banking industry,
Trustmark’s prudent asset and liability management produced net interest
income (FTE) of $88.9 million in the third quarter of 2012. The net interest
margin was 4.06% during the third quarter, down nine basis points from the
prior quarter. The decrease is primarily due to the downward repricing of
loans and securities, partially offset by modest declines in the cost of
interest-bearing deposits.

Noninterest Income

  *Noninterest income totaled $44.9 million, representing 34.5% of total
    revenue
  *Mortgage banking momentum continued with year-to-date income of $29.6
    million

Mortgage banking income continued at record levels due to strong loan
production resulting from historically low interest rates. During the third
quarter, mortgage banking income totaled $11.2 million, reflecting stable
mortgage servicing income and increased secondary marketing gains, which were
offset in part by increased mortgage servicing hedge ineffectiveness. Mortgage
banking results for the quarter included mark-to-market adjustments on
mortgage loans held for sale of $2.6 million due largely to increased
refinancing activity resulting from lower mortgage rates.

Insurance revenue during the third quarter totaled $7.5 million, an increase
of 4.9% from the prior quarter due to seasonal increases in commercial
insurance business as well as a firming of insurance rates as renewals occur.
Insurance revenue was stable relative to levels one year earlier. Wealth
management income totaled $5.6 million in the third quarter, down
approximately $150 thousand from the prior quarter and $381 thousand from
levels one year earlier due largely to the diminishing profitability of its
proprietary mutual fund business. During the third quarter, Trustmark
completed the previously announced sale and reorganization of its proprietary
mutual fund business for a pretax payment of $1.2 million, which is reflected
in other noninterest income. As a result of this transaction, Trustmark is
able to fully embrace open architecture in its wealth management business and
focus additional resources on managing client relationships.

Service charges on deposit accounts totaled $13.1 million in the third
quarter, reflecting a 4.1% increase from the prior quarter and a 4.0% decrease
from levels one year earlier. Bank card and other fee income totaled $6.9
million, down $1.3 million from the prior quarter principally due to reduced
commercial credit related fee income, and in-line with levels one year
earlier.

Noninterest Expense

  *Noninterest expense remained well-controlled
  *ORE/Foreclosure expense declined to lowest level in 13 quarters

Noninterest expense in the third quarter totaled $83.5 million, down $4.5
million from the prior quarter and $2.0 million from levels one year earlier.
Salary and employee benefit expense remained well-controlled, increasing 0.9%
from the prior quarter to total $47.4 million. Services and fees as well as
equipment expense declined relative to the prior quarter. Occupancy expense
totaled $5.4 million, an increase of approximately $400 thousand from the
prior quarter due largely to a write-off of leasehold improvements associated
with a pending branch office consolidation.

ORE/Foreclosure expense continued to reflect positive trends. During the third
quarter of 2012, ORE/Foreclosure expense totaled $1.7 million, a decline of
28.7% relative to the prior quarter and 69.7% when compared to figures one
year earlier. Other expense totaled $10.4 million in the third quarter, a
decline of $4.5 million from the prior quarter. This decline is directly
attributed to Trustmark’s additional $4.0 million reserve for mortgage
repurchases in the second quarter of 2012.

ADDITIONAL INFORMATION

As previously announced, Trustmark will conduct a conference call with
analysts on Wednesday, October 24, 2012, at 10:00 a.m. Central Time to discuss
the Corporation’s financial results. Interested parties may listen to the
conference call by dialing (877)317-6789, passcode 10008303, or by clicking on
the link provided under the Investor Relations section of our website at
www.trustmark.com. A replay of the conference call will also be available
through Thursday, November 8, 2012, in archived format at the same web address
or by calling (877)344-7529, passcode 10008303.

Trustmark is a financial services company providing banking and financial
solutions through approximately 170 offices in Florida, Mississippi, Tennessee
and Texas.

FORWARD-LOOKING STATEMENTS

Certain statements contained in this document constitute forward-looking
statements within the meaning of the Private Securities Litigation Reform Act
of 1995. You can identify forward-looking statements by words such as “may,”
“hope,” “will,” “should,” “expect,” “plan,” “anticipate,” “intend,” “believe,”
“estimate,” “predict,” “potential,” “continue,” “could,” “future” or the
negative of those terms or other words of similar meaning. You should read
statements that contain these words carefully because they discuss our future
expectations or state other “forward-looking” information. These
forward-looking statements include, but are not limited to, statements
relating to anticipated future operating and financial performance measures,
including net interest margin, credit quality, business initiatives, growth
opportunities and growth rates, among other things, and encompass any
estimate, prediction, expectation, projection, opinion, anticipation, outlook
or statement of belief included therein as well as the management assumptions
underlying these forward-looking statements. You should be aware that the
occurrence of the events described under the caption “Risk Factors” in
Trustmark’s filings with the Securities and Exchange Commission in this report
could have an adverse effect on our business, results of operations and
financial condition. Should one or more of these risks materialize, or should
any such underlying assumptions prove to be significantly different, actual
results may vary significantly from those anticipated, estimated, projected or
expected.

Risks that could cause actual results to differ materially from current
expectations of Management include, but are not limited to, changes in the
level of nonperforming assets and charge-offs, local, state and national
economic and market conditions, including the extent and duration of the
current volatility in the credit and financial markets, changes in our ability
to measure the fair value of assets in our portfolio, material changes in the
level and/or volatility of market interest rates, the performance and demand
for the products and services we offer, including the level and timing of
withdrawals from our deposit accounts, the costs and effects of litigation and
of unexpected or adverse outcomes in such litigation, our ability to attract
noninterest-bearing deposits and other low-cost funds, competition in loan and
deposit pricing, as well as the entry of new competitors into our markets
through de novo expansion and acquisitions, economic conditions, including the
potential impact of the European financial crisis on the U.S. economy and the
markets we serve, and monetary and other governmental actions designed to
address the level and volatility of interest rates and the volatility of
securities, currency and other markets, the enactment of legislation and
changes in existing regulations, or enforcement practices, or the adoption of
new regulations, changes in accounting standards and practices, including
changes in the interpretation of existing standards, that affect our
consolidated financial statements, changes in consumer spending, borrowings
and savings habits, technological changes, changes in the financial
performance or condition of our borrowers, changes in our ability to control
expenses, changes in our compensation and benefit plans, greater than expected
costs or difficulties related to the integration of acquisitions or new
products and lines of business, natural disasters, environmental disasters,
acts of war or terrorism, the expected timing and likelihood of completion of
the proposed merger with BancTrust Financial Group, Inc., (BancTrust),
including the timing, receipt and terms and conditions of required regulatory
approvals of the proposed merger that could reduce anticipated benefits or
cause the parties to abandon the merger, the ability to maintain relationships
with customers, employees or suppliers as well as the ability to successfully
integrate the business and realize cost savings and any other synergies and
the risk that the credit ratings of the combined company or its subsidiaries
may be different from what the companies expect, the risk that the proposed
merger with BancTrust is terminated prior to completion and results in
significant transaction costs to Trustmark, and other risks described in our
filings with the Securities and Exchange Commission.

Although we believe that the expectations reflected in such forward-looking
statements are reasonable, we can give no assurance that such expectations
will prove to be correct. Except as required by law, we undertake no
obligation to update or revise any of this information, whether as the result
of new information, future events or developments or otherwise.


TRUSTMARK CORPORATION AND SUBSIDIARIES
CONSOLIDATED FINANCIAL INFORMATION
September 30, 2012
($ in thousands)
(unaudited)
                                                                  Linked Quarter           Year over Year
QUARTERLY AVERAGE        9/30/2012     6/30/2012     9/30/2011    $ Change      % Change   $ Change      % Change
BALANCES
Securities              $ 2,409,292     $ 2,341,475     $ 2,150,117     $ 67,817       2.9    %   $ 259,175     12.1   %
AFS-taxable
Securities                169,037         167,287         170,714         1,750        1.0    %     (1,677   )   -1.0   %
AFS-nontaxable
Securities                28,333          30,136          52,868          (1,803   )   -6.0   %     (24,535  )   -46.4  %
HTM-taxable
Securities               18,361        19,378        24,062        (1,017   )   -5.2   %    (5,701   )   -23.7  %
HTM-nontaxable
Total securities         2,625,023     2,558,276     2,397,761     66,747      2.6    %    227,262     9.5    %
Loans (including
loans held for            5,886,447       5,938,168       5,985,730       (51,721  )   -0.9   %     (99,283  )   -1.7   %
sale)
Acquired loans:
Noncovered loans          88,562          97,341          -               (8,779   )   -9.0   %     88,562       n/m
Covered loans             65,259          70,217          83,811          (4,958   )   -7.1   %     (18,552  )   -22.1  %
Fed funds sold and        6,583           5,309           5,801           1,274        24.0   %     782          13.5   %
rev repos
Other earning            31,758        29,654        32,327        2,104       7.1    %    (569     )   -1.8   %
assets
Total earning            8,703,632     8,698,965     8,505,430     4,667       0.1    %    198,202     2.3    %
assets
Allowance for loan        (86,865   )     (92,223   )     (88,888   )     5,358        -5.8   %     2,023        -2.3   %
losses
Cash and due from         236,566         272,283         216,134         (35,717  )   -13.1  %     20,432       9.5    %
banks
Other assets             958,030       947,914       939,780       10,116      1.1    %    18,250      1.9    %
Total assets            $ 9,811,363    $ 9,826,939    $ 9,572,456    $ (15,576  )   -0.2   %   $ 238,907     2.5    %
                                                                                                                 
Interest-bearing        $ 1,534,244     $ 1,545,203     $ 1,558,318     $ (10,959  )   -0.7   %   $ (24,074  )   -1.5   %
demand deposits
Savings deposits          2,348,413       2,467,546       2,133,437       (119,133 )   -4.8   %     214,976      10.1   %
Time deposits less        1,150,620       1,169,532       1,232,374       (18,912  )   -1.6   %     (81,754  )   -6.6   %
than $100,000
Time deposits of         781,926       813,530       877,951       (31,604  )   -3.9   %    (96,025  )   -10.9  %
$100,000 or more
Total
interest-bearing          5,815,203       5,995,811       5,802,080       (180,608 )   -3.0   %     13,123       0.2    %
deposits
Fed funds purchased       374,885         280,726         462,294         94,159       33.5   %     (87,409  )   -18.9  %
and repos
Short-term                81,773          80,275          85,678          1,498        1.9    %     (3,905   )   -4.6   %
borrowings
Long-term FHLB            -               -               2,413           -            n/m          (2,413   )   -100.0 %
advances
Subordinated notes        49,858          49,850          49,825          8            0.0    %     33           0.1    %
Junior subordinated      61,856        61,856        61,856        -           0.0    %    -           0.0    %
debt securities
Total
interest-bearing          6,383,575       6,468,518       6,464,146       (84,943  )   -1.3   %     (80,571  )   -1.2   %
liabilities
Noninterest-bearing       2,039,729       1,998,077       1,811,472       41,652       2.1    %     228,257      12.6   %
deposits
Other liabilities        114,454       104,628       85,404        9,826       9.4    %    29,050      34.0   %
Total liabilities         8,537,758       8,571,223       8,361,022       (33,465  )   -0.4   %     176,736      2.1    %
Shareholders'            1,273,605     1,255,716     1,211,434     17,889      1.4    %    62,171      5.1    %
equity
Total liabilities       $ 9,811,363    $ 9,826,939    $ 9,572,456    $ (15,576  )   -0.2   %   $ 238,907     2.5    %
and equity
                                                                                                                 
                                                                        Linked Quarter            Year over Year
PERIOD END BALANCES      9/30/2012     6/30/2012     9/30/2011    $ Change      %         $ Change      %      
                                                                                       Change                    Change
Cash and due from       $ 209,188       $ 284,735       $ 245,132       $ (75,547  )   -26.5  %   $ (35,944  )   -14.7  %
banks
Fed funds sold and        5,295           6,725           8,810           (1,430   )   -21.3  %     (3,515   )   -39.9  %
rev repos
Securities                2,724,446       2,592,807       2,476,905       131,639      5.1    %     247,541      10.0   %
available for sale
Securities held to        45,484          47,867          71,046          (2,383   )   -5.0   %     (25,562  )   -36.0  %
maturity
Loans held for sale       324,897         286,221         210,269         38,676       13.5   %     114,628      54.5   %
(LHFS)
Loans held for            5,527,963       5,650,548       5,783,712       (122,585 )   -2.2   %     (255,749 )   -4.4   %
investment (LHFI)
Allowance for loan       (83,526   )    (84,809   )    (89,463   )    1,283       -1.5   %    5,937       -6.6   %
losses
Net LHFI                  5,444,437       5,565,739       5,694,249       (121,302 )   -2.2   %     (249,812 )   -4.4   %
Acquired loans:
Noncovered loans          83,110          94,013          -               (10,903  )   -11.6  %     83,110       n/m
Covered loans             64,503          66,015          79,064          (1,512   )   -2.3   %     (14,561  )   -18.4  %
Allowance for loan
losses, acquired         (4,343    )    (1,526    )    -             (2,817   )   n/m         (4,343   )   n/m
loans
Net acquired loans       143,270       158,502       79,064        (15,232  )   -9.6   %    64,206      81.2   %
Net LHFI and              5,587,707       5,724,241       5,773,313       (136,534 )   -2.4   %     (185,606 )   -3.2   %
acquired loans
Premises and              155,467         156,089         141,639         (622     )   -0.4   %     13,828       9.8    %
equipment, net
Mortgage servicing        44,211          43,580          43,659          631          1.4    %     552          1.3    %
rights
Goodwill                  291,104         291,104         291,104         -            0.0    %     -            0.0    %
Identifiable              18,327          19,356          14,861          (1,029   )   -5.3   %     3,466        23.3   %
intangible assets
Other real estate,
excluding covered         82,475          73,673          89,597          8,802        11.9   %     (7,122   )   -7.9   %
other real estate
Covered other real        5,722           6,482           7,197           (760     )   -11.7  %     (1,475   )   -20.5  %
estate
FDIC
indemnification           23,979          25,309          33,436          (1,330   )   -5.3   %     (9,457   )   -28.3  %
asset
Other assets             353,857       332,657       298,953       21,200      6.4    %    54,904      18.4   %
Total assets            $ 9,872,159    $ 9,890,846    $ 9,705,921    $ (18,687  )   -0.2   %   $ 166,238     1.7    %
                                                                                                                 
Deposits:
Noninterest-bearing     $ 2,118,853     $ 2,063,261     $ 1,871,040     $ 55,592       2.7    %   $ 247,813      13.2   %
Interest-bearing         5,685,188     5,932,596     5,698,684     (247,408 )   -4.2   %    (13,496  )   -0.2   %
Total deposits            7,804,041       7,995,857       7,569,724       (191,816 )   -2.4   %     234,317      3.1    %
Fed funds purchased       408,711         297,669         576,672         111,042      37.3   %     (167,961 )   -29.1  %
and repos
Short-term                83,612          78,594          98,887          5,018        6.4    %     (15,275  )   -15.4  %
borrowings
Long-term FHLB            -               -               741             -            n/m          (741     )   -100.0 %
advances
Subordinated notes        49,863          49,855          49,831          8            0.0    %     32           0.1    %
Junior subordinated       61,856          61,856          61,856          -            0.0    %     -            0.0    %
debt securities
Other liabilities        186,061       148,520       126,604       37,541      25.3   %    59,457      47.0   %
Total liabilities        8,594,144     8,632,351     8,484,315     (38,207  )   -0.4   %    109,829     1.3    %
Common stock              13,496          13,496          13,359          -            0.0    %     137          1.0    %
Capital surplus           284,089         283,023         264,750         1,066        0.4    %     19,339       7.3    %
Retained earnings         973,182         958,322         923,891         14,860       1.6    %     49,291       5.3    %
Accum other
comprehensive            7,248         3,654         19,606        3,594       98.4   %    (12,358  )   -63.0  %
income, net of tax
Total shareholders'      1,278,015     1,258,495     1,221,606     19,520      1.6    %    56,409      4.6    %
equity
Total liabilities       $ 9,872,159     $ 9,890,846     $ 9,705,921     $ (18,687  )   -0.2   %   $ 166,238     1.7    %
and equity
                                                                                                                 
n/m - percentage changes greater than +/- 100% are considered not meaningful

See Notes to Consolidated Financials

                                                                                                      
TRUSTMARK CORPORATION AND SUBSIDIARIES
CONSOLIDATED FINANCIAL INFORMATION
September 30, 2012
($ in thousands except per share data)
(unaudited)
                                                      
                                                                                                              
                       Quarter Ended                                      Linked Quarter         Year over Year
INCOME STATEMENTS       9/30/2012      6/30/2012      9/30/2011     $ Change     %         $ Change     %      
                                                                                       Change                 Change
Interest and fees      $ 77,783         $ 78,046         $ 79,256         $ (263   )   -0.3  %   $ (1,473 )   -1.9   %
on loans-FTE
Interest on              15,909           17,352           18,115           (1,443 )   -8.3  %     (2,206 )   -12.2  %
securities-taxable
Interest on
securities-tax           2,089            2,086            2,155            3          0.1   %     (66    )   -3.1   %
exempt-FTE
Interest on fed
funds sold and rev       6                5                5                1          20.0  %     1          20.0   %
repos
Other interest          339            336            329            3         0.9   %    10        3.0    %
income
Total interest          96,126         97,825         99,860         (1,699 )   -1.7  %    (3,734 )   -3.7   %
income-FTE
Interest on              5,725            6,465            8,911            (740   )   -11.4 %     (3,186 )   -35.8  %
deposits
Interest on fed
funds pch and            135              142              216              (7     )   -4.9  %     (81    )   -37.5  %
repos
Other interest          1,358          1,359          1,386          (1     )   -0.1  %    (28    )   -2.0   %
expense
Total interest          7,218          7,966          10,513         (748   )   -9.4  %    (3,295 )   -31.3  %
expense
Net interest             88,908           89,859           89,347           (951   )   -1.1  %     (439   )   -0.5   %
income-FTE
Provision for loan
losses, excluding        3,358            650              7,978            2,708      n/m         (4,620 )   -57.9  %
acquired loans
Provision for
acquired loan           2,105          1,672          -              433       25.9  %    2,105     n/m
losses
Net interest
income after            83,445         87,537         81,369         (4,092 )   -4.7  %    2,076     2.6    %
provision-FTE
Service charges on       13,135           12,614           13,680           521        4.1   %     (545   )   -4.0   %
deposit accounts
Insurance                7,533            7,179            7,516            354        4.9   %     17         0.2    %
commissions
Wealth management        5,612            5,762            5,993            (150   )   -2.6  %     (381   )   -6.4   %
Bank card and            6,924            8,179            7,033            (1,255 )   -15.3 %     (109   )   -1.5   %
other fees
Mortgage banking,        11,150           11,184           9,783            (34    )   -0.3  %     1,367      14.0   %
net
Other, net              512            (1,150     )    234            1,662     n/m        278       n/m
Nonint inc-excl          44,866           43,768           44,239           1,098      2.5   %     627        1.4    %
sec gains, net
Security (losses)       (1         )    (8         )    33             7         -87.5 %    (34    )   n/m
gains, net
Total noninterest       44,865         43,760         44,272         1,105     2.5   %    593       1.3    %
income
Salaries and             47,404           46,959           44,701           445        0.9   %     2,703      6.0    %
employee benefits
Services and fees        11,682           11,750           11,485           (68    )   -0.6  %     197        1.7    %
Net                      5,352            4,954            5,093            398        8.0   %     259        5.1    %
occupancy-premises
Equipment expense        5,095            5,183            5,038            (88    )   -1.7  %     57         1.1    %
FDIC assessment          1,826            1,826            1,812            -          0.0   %     14         0.8    %
expense
ORE/Foreclosure          1,702            2,388            5,616            (686   )   -28.7 %     (3,914 )   -69.7  %
expense
Other expense           10,399         14,899         11,736         (4,500 )   -30.2 %    (1,337 )   -11.4  %
Total noninterest       83,460         87,959         85,481         (4,499 )   -5.1  %    (2,021 )   -2.4   %
expense
Income before
income taxes and         44,850           43,338           40,160           1,512      3.5   %     4,690      11.7   %
tax eq adj
Tax equivalent          3,629          3,411          3,667          218       6.4   %    (38    )   -1.0   %
adjustment
Income before            41,221           39,927           36,493           1,294      3.2   %     4,728      13.0   %
income taxes
Income taxes            11,317         10,578         9,525          739       7.0   %    1,792     18.8   %
Net income
available to           $ 29,904        $ 29,349        $ 26,968        $ 555       1.9   %   $ 2,936     10.9   %
common
shareholders
                                                                                                              
                                                                                                              
Per common share
data
Earnings per share     $ 0.46          $ 0.45          $ 0.42          $ 0.01      2.2   %   $ 0.04      9.5    %
- basic
                                                                                                              
Earnings per share     $ 0.46          $ 0.45          $ 0.42          $ 0.01      2.2   %   $ 0.04      9.5    %
- diluted
                                                                                                              
Dividends per          $ 0.23          $ 0.23          $ 0.23          $ -         0.0   %   $ -         0.0    %
share
                                                                                                              
Weighted average
common shares
outstanding
Basic                   64,778,329     64,771,530     64,119,235 
                                                                                                              
Diluted                 64,992,614     64,938,697     64,310,453 
                                                                                                              
Period end common       64,779,937     64,775,694     64,119,235 
shares outstanding
                                                                                                              
OTHER FINANCIAL
DATA
Return on common         9.34       %     9.40       %     8.83       %
equity
Return on average
tangible common          12.61      %     12.74      %     12.04      %
equity
Return on equity         9.34       %     9.40       %     8.83       %
Return on assets         1.21       %     1.20       %     1.12       %
Interest margin -        4.39       %     4.52       %     4.66       %
Yield - FTE
Interest margin -        0.33       %     0.37       %     0.49       %
Cost
Net interest             4.06       %     4.15       %     4.17       %
margin - FTE
Efficiency ratio         62.39      %     66.26      %     63.99      %
(1)
Full-time
equivalent               2,632            2,598            2,542
employees
                                                                                                              
COMMON STOCK
PERFORMANCE
Market value-Close     $ 24.34          $ 24.48          $ 18.15
Common book value      $ 19.73          $ 19.43          $ 19.05
Tangible common        $ 14.95          $ 14.64          $ 14.28
book value
                                                                                                              
                                                                                                              
(1) - Excludes nonrecurring income and expense items such as securities gains or losses, bargain purchase gains and
one-time acquisition related transaction expenses.
                                                                                                              
n/m - percentage changes greater than +/- 100% are considered not meaningful

See Notes to Consolidated Financials

                                                                                             
TRUSTMARK CORPORATION AND SUBSIDIARIES
CONSOLIDATED FINANCIAL INFORMATION
September 30, 2012
($ in thousands)
(unaudited)
                       Quarter Ended                                   Linked Quarter          Year over Year
NONPERFORMING ASSETS      9/30/2012    6/30/2012    9/30/2011    $ Change      %         $ Change      %
(1)                                                                                    Change                  Change
Nonaccrual loans
Florida                  $ 21,456        $ 22,260        $ 27,263        $ (804    )   -3.6  %   $ (5,807  )   -21.3 %
Mississippi (2)            32,041          47,322          44,825          (15,281 )   -32.3 %     (12,784 )   -28.5 %
Tennessee (3)              7,388           11,171          14,575          (3,783  )   -33.9 %     (7,187  )   -49.3 %
Texas                     19,773        18,927        12,915        846        4.5   %    6,858      53.1  %
Total nonaccrual           80,658          99,680          99,578          (19,022 )   -19.1 %     (18,920 )   -19.0 %
loans
Other real estate
Florida                    22,340          23,324          29,949          (984    )   -4.2  %     (7,609  )   -25.4 %
Mississippi (2)            27,113          19,511          21,027          7,602       39.0  %     6,086       28.9  %
Tennessee (3)              18,545          18,850          17,940          (305    )   -1.6  %     605         3.4   %
Texas                     14,477        11,988        20,681        2,489      20.8  %    (6,204  )   -30.0 %
Total other real          82,475        73,673        89,597        8,802      11.9  %    (7,122  )   -7.9  %
estate
Total nonperforming      $ 163,133      $ 173,353      $ 189,175      $ (10,220 )   -5.9  %   $ (26,042 )   -13.8 %
assets
                                                                                                               
LOANS PAST DUE OVER
90 DAYS (4)
LHFI                     $ 5,699        $ 1,843        $ 3,166        $ 3,856      n/m       $ 2,533      80.0  %
                                                                                                               
LHFS-Guaranteed GNMA serviced loans
(no obligation to        $ 39,492       $ 35,270       $ 32,956       $ 4,222      12.0  %   $ 6,536      19.8  %
repurchase)
                                                                                                               
                         Quarter Ended                                   Linked Quarter          Year over Year
ALLOWANCE FOR LOAN        9/30/2012     6/30/2012     9/30/2011    $ Change     %        $ Change     %
LOSSES (4)                                                                             Change                  Change
Beginning Balance        $ 84,809        $ 90,879        $ 86,846        $ (6,070  )   -6.7  %   $ (2,037  )   -2.3  %
Provision for loan         3,358           650             7,978           2,708       n/m         (4,620  )   -57.9 %
losses
Charge-offs                (7,907    )     (9,264    )     (8,675    )     1,357       -14.6 %     768         -8.9  %
Recoveries                3,266         2,544         3,314         722        28.4  %    (48     )   -1.4  %
Net charge-offs           (4,641    )    (6,720    )    (5,361    )    2,079      -30.9 %    720        -13.4 %
Ending Balance           $ 83,526       $ 84,809       $ 89,463       $ (1,283  )   -1.5  %   $ (5,937  )   -6.6  %
                                                                                                               
PROVISION FOR LOAN                                                                                           `
LOSSES (4)
Florida                  $ 7             $ (770      )   $ 3,046         $ 777         n/m       $ (3,039  )   -99.8 %
Mississippi (2)            466             1,141           3,732           (675    )   -59.2 %     (3,266  )   -87.5 %
Tennessee (3)              687             839             (105      )     (152    )   -18.1 %     792         n/m
Texas                     2,198         (560      )    1,305         2,758      n/m        893        68.4  %
Total provision for      $ 3,358        $ 650          $ 7,978        $ 2,708      n/m       $ (4,620  )   -57.9 %
loan losses
                                                                                                               
NET CHARGE-OFFS (4)
Florida                  $ (488      )   $ 4,491         $ 2,909         $ (4,979  )   n/m       $ (3,397  )   n/m
Mississippi (2)            4,726           1,751           1,988           2,975       n/m         2,738       n/m
Tennessee (3)              438             536             499             (98     )   -18.3 %     (61     )   -12.2 %
Texas                     (35       )    (58       )    (35       )    23         -39.7 %    -          0.0   %
Total net                $ 4,641        $ 6,720        $ 5,361        $ (2,079  )   -30.9 %   $ (720    )   -13.4 %
charge-offs
                                                                                                               
CREDIT QUALITY
RATIOS (1)
Net charge                 0.31      %     0.46      %     0.36      %
offs/average loans
Provision for loan         0.23      %     0.04      %     0.53      %
losses/average loans
Nonperforming
loans/total loans          1.38      %     1.68      %     1.66      %
(incl LHFS)
Nonperforming
assets/total loans         2.79      %     2.92      %     3.16      %
(incl LHFS)
Nonperforming
assets/total loans         2.75      %     2.88      %     3.11      %
(incl LHFS) +ORE
ALL/total loans            1.51      %     1.50      %     1.55      %
(excl LHFS)
ALL-commercial/total       1.79      %     1.81      %     1.94      %
commercial loans
ALL-consumer/total
consumer and home          0.84      %     0.81      %     0.76      %
mortgage loans
ALL/nonperforming          103.56    %     85.08     %     89.84     %
loans
ALL/nonperforming
loans -
(excl impaired             174.09    %     186.45    %     248.82    %
loans)
                                                                                                               
CAPITAL RATIOS
Total equity/total         12.95     %     12.72     %     12.59     %
assets
Common equity/total        12.95     %     12.72     %     12.59     %
assets
Tangible common
equity/tangible            10.13     %     9.90      %     9.74      %
assets
Tangible common
equity/risk-weighted       14.49     %     14.30     %     14.04     %
assets
Tier 1 leverage            10.83     %     10.63     %     10.38     %
ratio
Tier 1 common
risk-based capital         14.50     %     14.36     %     13.84     %
ratio
Tier 1 risk-based          15.40     %     15.26     %     14.76     %
capital ratio
Total risk-based           17.25     %     17.12     %     16.78     %
capital ratio
                                                                                                               
(1) - Excludes Acquired Loans and Covered Other Real Estate
(2) - Mississippi includes Central and Southern Mississippi Regions
(3) - Tennessee includes Memphis, Tennessee and Northern Mississippi Regions
(4) - Excludes Acquired Loans
                                                                                                               
n/m - percentage changes greater than +/- 100% are considered not meaningful

See Notes to Consolidated Financials


TRUSTMARK CORPORATION AND SUBSIDIARIES
CONSOLIDATED FINANCIAL INFORMATION
September 30, 2012
($ in thousands)
(unaudited)
                      Quarter Ended                                                                   Nine Months Ended
AVERAGE BALANCES         9/30/2012    6/30/2012    3/31/2012    12/31/2011    9/30/2011     9/30/2012    9/30/2011 
Securities              $ 2,409,292     $ 2,341,475     $ 2,327,572     $ 2,241,361      $ 2,150,117     $ 2,359,628     $ 2,114,897
AFS-taxable
Securities                169,037         167,287         160,870         164,057          170,714         165,743         155,796
AFS-nontaxable
Securities                28,333          30,136          33,270          41,106           52,868          30,571          74,608
HTM-taxable
Securities               18,361        19,378        21,598        22,664         24,062        19,774        25,641    
HTM-nontaxable
Total securities         2,625,023     2,558,276     2,543,310     2,469,188      2,397,761     2,575,716     2,370,942 
Loans (including
loans held for            5,886,447       5,938,168       6,014,133       5,999,221        5,985,730       5,946,031       6,045,218
sale)
Acquired loans:
Noncovered loans          88,562          97,341          19,931          -                -               68,684          -
Covered loans             65,259          70,217          75,612          77,934           83,811          70,344          54,197
Fed funds sold and        6,583           5,309           9,568           10,516           5,801           7,151           6,980
rev repos
Other earning            31,758        29,654        34,102        34,859         32,327        31,838        37,345    
assets
Total earning            8,703,632     8,698,965     8,696,656     8,591,718      8,505,430     8,699,764     8,514,682 
assets
Allowance for loan        (86,865   )     (92,223   )     (92,062   )     (90,857    )     (88,888   )     (90,371   )     (93,215   )
losses
Cash and due from         236,566         272,283         232,139         221,278          216,134         246,958         218,310
banks
Other assets             958,030       947,914       918,273       914,468        939,780       941,468       925,750   
Total assets            $ 9,811,363    $ 9,826,939    $ 9,755,006    $ 9,636,607     $ 9,572,456    $ 9,797,819    $ 9,565,527 
                                                                                                                         
Interest-bearing        $ 1,534,244     $ 1,545,203     $ 1,545,045     $ 1,511,422      $ 1,558,318     $ 1,541,471     $ 1,534,874
demand deposits
Savings deposits          2,348,413       2,467,546       2,339,166       2,067,431        2,133,437       2,384,908       2,152,498
Time deposits less        1,150,620       1,169,532       1,190,888       1,212,190        1,232,374       1,170,274       1,232,777
than $100,000
Time deposits of         781,926       813,530       825,214       844,565        877,951       806,799       886,348   
$100,000 or more
Total
interest-bearing          5,815,203       5,995,811       5,900,313       5,635,608        5,802,080       5,903,452       5,806,497
deposits
Fed funds purchased       374,885         280,726         437,270         526,740          462,294         364,332         501,585
and repos
Short-term                81,773          80,275          84,797          141,600          85,678          82,280          143,450
borrowings
Long-term FHLB            -               -               -               197              2,413           -               1,591
advances
Subordinated notes        49,858          49,850          49,842          49,833           49,825          49,850          49,817
Junior subordinated      61,856        61,856        61,856        61,856         61,856        61,856        61,856    
debt securities
Total
interest-bearing          6,383,575       6,468,518       6,534,078       6,415,834        6,464,146       6,461,770       6,564,796
liabilities
Noninterest-bearing       2,039,729       1,998,077       1,869,758       1,897,398        1,811,472       1,969,445       1,716,300
deposits
Other liabilities        114,454       104,628       122,668       100,274        85,404        113,920       99,873    
Total liabilities         8,537,758       8,571,223       8,526,504       8,413,506        8,361,022       8,545,135       8,380,969
Shareholders'            1,273,605     1,255,716     1,228,502     1,223,101      1,211,434     1,252,684     1,184,558 
equity
Total liabilities       $ 9,811,363    $ 9,826,939    $ 9,755,006    $ 9,636,607     $ 9,572,456    $ 9,797,819    $ 9,565,527 
and equity
                                                                                                                         
PERIOD END BALANCES      9/30/2012     6/30/2012     3/31/2012     12/31/2011     9/30/2011 
Cash and due from       $ 209,188       $ 284,735       $ 213,500       $ 202,625        $ 245,132
banks
Fed funds sold and        5,295           6,725           6,301           9,258            8,810
rev repos
Securities                2,724,446       2,592,807       2,595,664       2,468,993        2,476,905
available for sale
Securities held to        45,484          47,867          52,010          57,705           71,046
maturity
Loans held for sale       324,897         286,221         227,449         216,553          210,269
(LHFS)
Loans held for            5,527,963       5,650,548       5,774,753       5,857,484        5,783,712
investment (LHFI)
Allowance for loan       (83,526   )    (84,809   )    (90,879   )    (89,518    )    (89,463   )
losses
Net LHFI                  5,444,437       5,565,739       5,683,874       5,767,966        5,694,249
Acquired loans:
Noncovered loans          83,110          94,013          100,669         -                -
Covered loans             64,503          66,015          74,419          76,804           79,064
Allowance for loan
losses, acquired         (4,343    )    (1,526    )    (773      )    (502       )    -         
loans
Net acquired loans       143,270       158,502       174,315       76,302         79,064    
Net LHFI and              5,587,707       5,724,241       5,858,189       5,844,268        5,773,313
acquired loans
Premises and              155,467         156,089         156,158         142,582          141,639
equipment, net
Mortgage servicing        44,211          43,580          45,893          43,274           43,659
rights
Goodwill                  291,104         291,104         291,104         291,104          291,104
Identifiable              18,327          19,356          18,821          14,076           14,861
intangible assets
Other real estate,
excluding covered         82,475          73,673          75,742          79,053           89,597
other real estate
Covered other real        5,722           6,482           5,824           6,331            7,197
estate
FDIC
indemnification           23,979          25,309          28,260          28,348           33,436
asset
Other assets             353,857       332,657       356,678       322,837        298,953   
Total assets            $ 9,872,159    $ 9,890,846    $ 9,931,593    $ 9,727,007     $ 9,705,921 
                                                                                                                         
Deposits:
Noninterest-bearing     $ 2,118,853     $ 2,063,261     $ 2,024,290     $ 2,033,442      $ 1,871,040
Interest-bearing         5,685,188     5,932,596     6,066,456     5,532,921      5,698,684 
Total deposits            7,804,041       7,995,857       8,090,746       7,566,363        7,569,724
Fed funds purchased       408,711         297,669         254,878         604,500          576,672
and repos
Short-term                83,612          78,594          82,023          87,628           98,887
borrowings
Long-term FHLB            -               -               -               -                741
advances
Subordinated notes        49,863          49,855          49,847          49,839           49,831
Junior subordinated       61,856          61,856          61,856          61,856           61,856
debt securities
Other liabilities        186,061       148,520       150,723       141,784        126,604   
Total liabilities        8,594,144     8,632,351     8,690,073     8,511,970      8,484,315 
Common stock              13,496          13,496          13,494          13,364           13,359
Capital surplus           284,089         283,023         282,388         266,026          264,750
Retained earnings         973,182         958,322         944,101         932,526          923,891
Accum other
comprehensive            7,248         3,654         1,537         3,121          19,606    
income, net of tax
Total shareholders'      1,278,015     1,258,495     1,241,520     1,215,037      1,221,606 
equity
Total liabilities       $ 9,872,159     $ 9,890,846     $ 9,931,593     $ 9,727,007      $ 9,705,921
and equity
                                                                                                                         
See Notes to Consolidated Financials

<td*Story too large*
                                                                                                                   
TRUSTMARK CORPORATION AND SUBSIDIARIES
CONSOLIDATED FINANCIAL INFORMATION
September 30, 2012
($ in thousands except per share data)
(unaudited)
                                                  
                                                                                                                        
                       Quarter Ended                                                                    Nine Months Ended
INCOME STATEMENTS       9/30/2012     6/30/2012     3/31/2012     12/31/2011     9/30/2011     9/30/2012     9/30/2011 
Interest and fees      $ 77,783        $ 78,046        $ 78,718        $ 82,230         $ 79,256        $ 234,547       $ 238,574
on loans-FTE
Interest on              15,909          17,352          18,384          17,362           18,115          51,645          58,481
securities-taxable
Interest on
securities-tax           2,089           2,086           2,102           2,133            2,155           6,277           6,398
exempt-FTE
Interest on fed
funds sold and rev       6               5               6               10               5               17              20
repos
Other interest          339           336           330           327            329           1,005         994       
income
Total interest          96,126        97,825        99,540        102,062        99,860        293,491       304,467   
income-FTE
Interest on              5,725           6,465           7,353           7,728            8,911           19,543          29,110
deposits
Interest on fed
funds pch and            135             142             171             195              216             448             770
repos
Other interest          1,358         1,359         1,414         1,418          1,386         4,131         3,815     
expense
Total interest          7,218         7,966         8,938         9,341          10,513        24,122        33,695    
expense
Net interest             88,908          89,859          90,602          92,721           89,347          269,369         270,772
income-FTE
Provision for loan
losses, excluding        3,358           650             3,293           6,073            7,978           7,301           23,631
acquired loans
Provision for
acquired loan           2,105         1,672         (194      )    624            -             3,583         -         
losses
Net interest
income after            83,445        87,537        87,503        86,024         81,369        258,485       247,141   
provision-FTE
Service charges on       13,135          12,614          12,211          13,269           13,680          37,960          38,438
deposit accounts
Insurance                7,533           7,179           6,606           6,076            7,516           21,318          20,890
commissions
Wealth management        5,612           5,762           5,501           5,223            5,993           16,875          17,739
Bank card and            6,924           8,179           7,364           7,112            7,033           22,467          20,362
other fees
Mortgage banking,        11,150          11,184          7,295           6,038            9,783           29,629          20,774
net
Other, net              512           (1,150    )    3,758         (4,928     )    234           3,120         8,781     
Nonint inc-excl          44,866          43,768          42,735          32,790           44,239          131,369         126,984
sec gains, net
Security (losses)       (1        )    (8        )    1,050         (11        )    33            1,041         91        
gains, net
Total noninterest       44,865        43,760        43,785        32,779         44,272        132,410       127,075   
income
Salaries and             47,404          46,959          46,432          45,616           44,701          140,795         132,940
employee benefits
Services and fees        11,682          11,750          10,747          11,323           11,485          34,179          32,535
Net                      5,352           4,954           4,938           5,038            5,093           15,244          15,216
occupancy-premises
Equipment expense        5,095           5,183           4,912           5,139            5,038           15,190          15,038
FDIC assessment          1,826           1,826           1,775           1,484            1,812           5,427           6,500
expense
ORE/Foreclosure          1,702           2,388           3,902           2,760            5,616           7,992           13,533
expense
Other expense           10,399        14,899        13,068        11,643         11,736        38,366        31,085    
Total noninterest       83,460        87,959        85,774        83,003         85,481        257,193       246,847   
expense
Income before
income taxes and         44,850          43,338          45,514          35,800           40,160          133,702         127,369
tax eq adj
Tax equivalent          3,629         3,411         3,658         3,663          3,667         10,698        10,887    
adjustment
Income before            41,221          39,927          41,856          32,137           36,493          123,004         116,482
income taxes
Income taxes            11,317        10,578        11,536        7,879          9,525         33,431    

[TRUNCATED]