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Banner Corporation (BANR) Announces Third Quarter Results

WALLA WALLA, Wash., Oct. 20, 2009 (GLOBE NEWSWIRE) — Banner Corporation (Nasdaq:BANR), the parent company of Banner Bank and Islanders Bank, today reported that it had a net loss of $6.4 million for the third quarter ended September 30, 2009, compared to a net loss of $991,000 for the third quarter of 2008. The current quarter’s results include a $25.0 million provision for loan losses and a $4.6 million net gain from the valuation of financial instruments carried at fair value. For the nine-month period ended September 30, 2009, Banner reported a net loss of $32.2 million compared to a net loss of $49.5 million for the nine months ended September 30, 2008. The nine month results for 2008 included a $50.0 million goodwill impairment charge.

In the fourth quarter a year ago, Banner issued $124 million of senior preferred stock to the U.S. Treasury as a participant in the Treasury’s Capital Purchase Program. In the quarter ended September 30, 2009, Banner paid a $1.6 million dividend on this preferred stock and accrued $373,000 for related discount accretion. Including the preferred stock dividend and related accretion, the net loss to common shareholders was $8.4 million, or $0.44 per diluted share, for the third quarter, compared to a net loss of $991,000, or $0.06 per diluted share, for the third quarter a year ago. Year-to-date, the net loss to common shareholders was $38.0 million, or $2.11 per diluted share, compared to a net loss of $49.5 million, or $3.09 per diluted share for the first nine months of 2008.

“Similar to recent quarters, our provision for loan losses during the third quarter reflects continued material levels of non-performing loans and net charge-offs, particularly for loans for the construction of one-to-four family homes and for acquisition and development of land for residential properties,” said D. Michael Jones, President and CEO. “However, while there is still much work to be accomplished, we are encouraged by the further reduction in our exposure to residential construction loans during the quarter and the slowdown in the surfacing of new problem assets. By contrast to construction and development loans, the non-housing related segments of our loan portfolio have continued to perform as expected with only normal levels of credit problems given the serious economic slowdown.”

“Retail deposit growth was a highlight again in the third quarter as we continued to replace public and brokered funds with attractively priced core deposits which will continue to strengthen our commercial banking franchise,” Jones continued. “Also notable in the quarter was strong mortgage banking revenues as exceptionally low interest rates resulted in continued refinancing opportunities for many of our customers, and lower home prices and first-time buyer incentives led to solid purchase financing activities. Continuing its earlier success, our Great Northwest Home Rush promotion contributed to additional home sales. Through the date of this announcement our builders have accepted purchase offers on 361 of the 617 homes listed under this program, with 289 of those sales having closed through September 30, 2009.”

Credit Quality

“In addition to the weakness in the residential construction market, property values exhibited further declines, particularly for land and developed building lots, resulting in additional charge-offs and impairment reserves,” said Jones. “As a result, our provision for loan losses for the quarter ended September 30, 2009, while significantly less than in the immediately preceding quarter, was in excess of our normal expectations. Although property values have declined, sales of finished homes have improved, our reserve levels are substantial, and both our impairment analysis and charge-off actions reflect current appraisals and valuation estimates as well as recent regulatory examination results. Unfortunately, with respect to land and lot loans, those appraisals generally reflect a very limited number of sales which frequently involve distressed transactions and assume in many cases that market recoveries will be protracted, resulting in disappointingly low and uncertain valuation estimates which required further loss provisioning. We remain hopeful that the final resolution of many of these loans will reflect better than currently recognized values and we are confident that we have the capital and human resources necessary to manage the collection of problem assets in the current economic environment.”

Banner recorded a $25.0 million provision for loan losses in the third quarter, compared to $45.0 million in the preceding quarter and $8.0 million in the third quarter of 2008. For the first nine months of the year, the provision for loan losses was $92.0 million compared to $29.5 million for the first nine months of 2008. The allowance for loan losses at September 30, 2009 was $95.2 million, representing 2.44% of total loans outstanding. Non-performing loans totaled $243.3 million at September 30, 2009, compared to $225.1 million in the preceding quarter and $119.4 million at September 30, 2008. In addition, Banner’s real estate owned and repossessed assets totaled $53.8 million at September 30, 2009, compared to $57.2 million three months earlier and $10.2 million at September 30, 2008. Banner’s net charge-offs in the quarter ended September 30, 2009 totaled $20.5 million, or 0.53% of average loans outstanding and year-to-date net charge-offs were $72.0 million, or 1.83% of average loans outstanding.

At September 30, 2009, the geographic distribution of our construction and land development loans, including residential and commercial properties, is approximately 33% in the greater Puget Sound market, 37% in the greater Portland, Oregon market, and 8% in the greater Boise, Idaho market, with the remaining 22% distributed in various eastern Washington, eastern Oregon and northern Idaho markets served by Banner Bank. One-to-four family residential construction and related lot and land loans represent 16% of the total loan portfolio and 73% of non-performing assets. The geographic distribution of non-performing construction, land and land development loans and real estate owned included approximately $110 million, or 44%, in the Puget Sound region, $84 million, or 34%, in the greater Portland market area and $27 million, or 11%, in the greater Boise market area.

Income Statement Review

Banner’s net interest margin was 3.30% for the third quarter, compared to 3.24% in the preceding quarter and 3.45% for the third quarter a year ago. Funding costs decreased 18 basis points compared to the previous quarter and decreased 67 basis points from the same quarter a year earlier, while asset yields decreased eight basis points from the prior linked quarter and 82 basis points from the third quarter a year ago, all reflecting the much lower interest rate environment. For the first nine months of 2009, the net interest margin was 3.27% compared to 3.52% for the first nine months of 2008.

“Funding costs continued to decline, which allowed our net interest margin to expand modestly despite the drag on earnings from the still high level of non-performing assets,” said Jones. Non-accruing loans reduced the margin by approximately 42 basis points in this year’s third quarter compared to approximately 45 basis points in the immediately preceding quarter of 2009 and approximately 24 basis points in the third quarter of 2008.

For the third quarter of 2009, net interest income before the provision for loan losses was $36.4 million, compared to $34.9 million in the preceding quarter and $37.6 million in the third quarter a year ago. In the first nine months of 2009, net interest income before the provision for loan losses was $106.2 million compared to $112.0 million in the first nine months of 2008. Revenues from core operations* (net interest income before the provision for loan losses plus total other operating income excluding fair value adjustments) were $45.2 million in the third quarter of 2009, compared to $43.9 million in the second quarter of 2009 and $45.7 million for the third quarter a year ago. Revenues from core operations for the first nine months of 2009 were $131.9 million, compared to $135.4 million for the same period of 2008.

Banner’s results for the quarter included a net gain of $4.6 million ($3.0 million after tax), compared to a net loss of $6.1 million ($3.9 million after tax) in the third quarter a year ago, for fair value adjustments as a result of changes in the valuation of financial instruments carried at fair value in accordance with the adoption of Statement of Financial Accounting Standards (SFAS) Nos. 157 and 159. The fair value adjustments in the current quarter predominantly reflect changes in the valuation of trust preferred securities, including pooled trust preferred securities, and junior subordinated debentures, both owned and issued by the Company.

Total other operating income, which includes the changes in the valuation of financial instruments noted above, was $13.4 million in the third quarter, compared to $20.0 million in the preceding quarter and $2.0 million for the same quarter a year ago. For the first nine months of 2009, total other operating income was $38.1 million, compared to $18.9 million in the same period in 2008. Total other operating income from core operations* (excluding fair value adjustments) for the current quarter was $8.8 million, compared to $8.9 million in the preceding quarter and $8.1 million for the same quarter a year ago. For the first nine months of 2009, total other operating income from core operations increased 9% to $25.6 million, compared to $23.4 million in the first nine months of 2008. Income from deposit fees and other service charges increased to $5.7 million in the third quarter of 2009, compared to $5.4 million for the preceding quarter; however, reflecting the reduction in customer transaction volumes in the current economic environment, fees were slightly less than the $5.8 million recorded in the third quarter a year ago despite growth in the number of accounts. Income from mortgage banking operations decreased to $2.1 million in the third quarter compared to $2.9 million in the preceding quarter, but was up substantially from the $1.5 million recorded in the third quarter a year ago.

“The soft economy continued to adversely affect our payment processing business compared to a year ago as activity levels for deposit customers, cardholders and merchants remained subdued; however, we are pleased with the year-over-year growth in our customer base and encouraged by the continuing improvement in activity compared to the very low levels we experienced earlier this year,” said Jones. “We are also pleased that our mortgage banking revenues remained strong and substantially above the levels reported a year ago. Although not as significant as in the first two quarters of the year, the high level of refinancing activity again resulted in accelerated termination of mortgage servicing rights as reflected in the impairment of loan servicing revenues in the third quarter. Amortization and write-off of mortgage servicing rights totaled $415,000 for the third quarter of 2009, compared to $912,000 and $559,000, respectively, in the first and second quarters of this year and $176,000 in the third quarter a year ago.”

“We had another good quarter of managing controllable operating expenses; however, collection and legal costs, including charges related to acquired real estate, remained high,” said Jones. “Compensation, occupancy and other manageable operating expenses have shown steady reductions over the past twelve months as we have made significant progress in improving our core operating efficiency. Unfortunately, compared to a year ago FDIC insurance expense has increased substantially and offset much of this improvement. FDIC insurance charges were $2.2 million and $7.8 million, respectively, for the quarter and nine months ended September 30, 2009, compared to $701,000 and $1.7 million, respectively, for the quarter and nine months ended September 30, 2008. In addition, expenses associated with acquired real estate increased to $2.8 million for the quarter and $5.2 million for the nine months ended September 30, 2009, compared to $758,000 and $1.6 million, respectively, for the same quarter and nine-month period a year earlier. We anticipate collection costs and FDIC insurance premiums will continue to be above historical levels for a number of future quarters.”

Total other operating expenses from core operations* (non-interest expenses excluding the goodwill write-off that occurred during the quarter ended June 30, 2008) were $36.6 million in the third quarter, compared to $36.9 million in the preceding quarter and $34.0 million in the third quarter a year ago. For the first nine months of the year, other operating expenses from core operations were $107.3 million compared to $102.9 million in the first nine months of 2008. Operating expenses from core operations as a percentage of average assets was 3.17% in the third quarter of 2009, compared to 3.27% in the preceding quarter and 2.91% in the third quarter a year ago.

*Earnings information excluding the goodwill impairment charge and fair value adjustments (alternately referred to as total other operating income from core operations, total other operating expenses from core operations, revenues from core operations, or operating expenses from core operations) represent non-GAAP (Generally Accepted Accounting Principles) financial measures. Management has presented these non-GAAP financial measures in this earnings release because it believes that they provide useful and comparative information to assess trends in the Company’s core operations reflected in the current quarter’s and year-to-date’s results. Where applicable, the Company has also presented comparable earnings information using GAAP financial measures.

Balance Sheet Review

Net loans were $3.80 billion at September 30, 2009, compared to $3.94 billion a year earlier. Total assets were $4.79 billion at September 30, 2009, compared to $4.65 billion a year earlier.

“In the third quarter of 2009, commercial and multifamily real estate loan balances increased by $19.6 million while commercial business loans were essentially unchanged compared to the prior quarter end. In addition, agricultural loans experienced an expected seasonal increase of $10.3 million and one-to-four family residential loans increased by $23.4 million,” said Jones. “However, the continued reductions in construction and land development loans resulted in a modest decrease in total loan balances compared to the prior quarter end. Although still slower than historical levels, home sales have improved, contributing to a $205 million reduction in our portfolio of one-to-four family construction loans over the past twelve months, including a $60.0 million decrease in the most recent quarter. As a result, at September 30, 2009 our one-to-four family construction loans totaled $277 million, a decline of $378 million from their peak quarter-end balance of $655 million at June 30, 2007.

Total deposits were $3.86 billion at September 30, 2009, compared to $3.75 billion at the end of the preceding quarter and $3.79 billion a year ago. Non-interest-bearing accounts increased by nearly $39 million during the quarter to $546 million at September 30, 2009, compared to $508 million at June 30, 2009 and $522 million a year ago. Interest-bearing accounts increased by $73 million in the third quarter of 2009 and at quarter end exceeded the year earlier balances by $45 million despite the substantial decrease in public funds and brokered deposits.

“Our retail deposit franchise had another strong quarter and we have now more than replaced all of the public funds and brokered deposits that we have chosen to run off,” said Jones. “Over the past twelve months, we have allowed $253 million in public funds to run off as the new higher collateralization requirements and the shared risk exposure under the Washington and Oregon State requirements have made retaining those deposits less desirable than in the past. In addition, although brokered deposits have never been an important component of our funding, we have reduced brokered deposits by $58 million over the same twelve-month period. We are pleased that we were able to produce this retail deposit growth while also significantly reducing our overall cost of deposits, including another 20 basis point decrease during the third quarter. This strong retail deposit growth, especially in the third quarter, has allowed us to steadily build our short-term liquidity, a key operating goal, and lower our loan-to-deposits ratio towards our long-term goal of 95%.”

“Despite the challenging operating environment, Banner Corporation and its subsidiary banks continue to maintain capital levels significantly in excess of the requirements to be categorized as ‘well-capitalized’ under applicable regulatory standards,” said Jones. Banner Corporation’s Tier 1 leverage capital to average assets ratio was 9.66% and its total capital to risk-weighted assets ratio was 12.54% at September 30, 2009.

Tangible stockholders’ equity at September 30, 2009 was $395.2 million, including $117.0 million attributable to preferred stock, compared to $301.4 million a year ago. Tangible common stockholders’ equity was $278.2 million at September 30, 2009, or 5.82% of tangible assets, compared to $301.4 million, or 6.60% of tangible assets a year earlier. Tangible book value per common share was $14.13 at quarter-end, compared to $18.01 a year earlier. At September 30, 2009, Banner had 19.7 million shares outstanding, while it had 16.7 million shares outstanding a year ago.

“A frequently asked question about us is the date of our bank regulatory examinations. A regularly scheduled regulatory examination of Banner Bank, our lead bank, was conducted in the late third quarter of 2009. We have not yet received a written report of that examination but have had the normal field examiner exit conference and have incorporated the financial-related results of that conference in our third quarter financial results,” concluded Jones.

Conference Call

Banner will host a conference call on Wednesday, October 21, 2009, at 8:00 a.m. PDT, to discuss third quarter 2009 results. The conference call can be accessed live by telephone at 480-629-9723 using access code 4171247 to participate in the call. To listen to the call online, go to the Company’s website at www.bannerbank.com. A replay will be available for a week at (303) 590-3030, using access code 4171247.

About the Company

Banner Corporation is a $4.8 billion bank holding company operating two commercial banks in Washington, Oregon and Idaho. Banner serves the Pacific Northwest region with a full range of deposit services and business, commercial real estate, construction, residential, agricultural and consumer loans. Visit Banner Bank on the Web at www.bannerbank.com.

This press release contains statements that the Company believes are “forward-looking statements.” These statements relate to the Company’s financial condition, results of operations, plans, objectives, future performance or business. You should not place undue reliance on these statements, as they are subject to risks and uncertainties. When considering these forward-looking statements, you should keep in mind these risks and uncertainties, as well as any cautionary statements the Company may make. Moreover, you should treat these statements as speaking only as of the date they are made and based only on information then actually known to the Company. There are a number of important factors that could cause future results to differ materially from historical performance and these forward-looking statements. Factors which could cause actual results to differ materially include, but are not limited to, the credit risks of lending activities, including changes in the level and trend of loan delinquencies and write-offs; changes in general economic conditions, either nationally or in our market areas; changes in the levels of general interest rates, deposit interest rates, our net interest margin and funding sources; fluctuations in the demand for loans, the number of unsold homes and other properties and fluctuations in real estate values in our market areas; results of examinations of us by the Board of Governors of the Federal Reserve System and our bank subsidiaries by the Federal Deposit Insurance Corporation, the Washington State Department of Financial Institutions, Division of Banks or other regulatory authorities, including the possibility that any such regulatory authority may, among other things, require us to increase our reserve for loan losses or to write-down assets; fluctuations in agricultural commodity prices, crop yields and weather conditions; our ability to control operating costs and expenses; our ability to implement our branch expansion strategy; our ability to successfully integrate any assets, liabilities, customers, systems, and management personnel we have acquired or may in the future acquire into our operations and our ability to realize related revenue synergies and cost savings within expected time frames and any goodwill charges related thereto; our ability to manage loan delinquency rates; our ability to retain key members of our senior management team; costs and effects of litigation, including settlements and judgments; increased competitive pressures among financial services companies; changes in consumer spending, borrowing and savings habits; legislative or regulatory changes that adversely affect our business; adverse changes in the securities markets; inability of key third-party providers to perform their obligations to us; our ability to pay dividends; changes in accounting policies and practices, as may be adopted by the financial institution regulatory agencies or the Financial Accounting Standards Board; war or terrorist activities; other economic, competitive, governmental, regulatory, and technological factors affecting our operations, pricing, products and services and other risks detailed in Banner’s reports filed with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2008.

 BANR - Third Quarter 2009 Results
 RESULTS OF OPERATIONS
 (in thousands except shares and per share data)

                     Quarters Ended                Nine Months Ended
            ----------------------------------  ----------------------
              Sep 30,     Jun 30,     Sep 30,     Sep 30,    Sep 30,
               2009        2009        2008        2009       2008
            ----------  ----------  ----------  ----------  ----------

 INTEREST
  INCOME:
  Loans
   receiv-
   able     $   56,175  $   55,500  $   64,181  $  168,022  $  196,348
  Mortgage-
   backed
   securi-
   ties          1,422       1,569       1,040       4,792       3,280
  Securi-
   ties and
   cash
   equi-
   valents       1,976       2,089       2,786       6,248       8,374
            ----------  ----------  ----------  ----------  ----------
                59,573      59,158      68,007     179,062     208,002

 INTEREST
  EXPENSE:
  Deposits      20,818      21,638      26,818      65,548      84,446
  Federal
   Home
   Loan Bank
   advances        630         675       1,160       2,025       4,310
  Other
   borrow-
   ings            655         671         734       1,553       1,874
  Junior
   subord-
   inated
   deben-
   tures         1,118       1,249       1,669       3,700       5,399
            ----------  ----------  ----------  ----------  ----------
                23,221      24,233      30,381      72,826      96,029
            ----------  ----------  ----------  ----------  ----------

  Net
   interest
   income
   before
   provision
   for loan
   losses       36,352      34,925      37,626     106,236     111,973

 PROVISION
  FOR LOAN
  LOSSES        25,000      45,000       8,000      92,000      29,500
            ----------  ----------  ----------  ----------  ----------

  Net
   interest
   income
   (loss)       11,352     (10,075)     29,626      14,236      82,473

 OTHER
  OPERATING
  INCOME:
  Deposit
   fees and
   other
   service
   charges       5,705       5,408       5,770      16,049      16,277
  Mortgage
   banking
   opera-
   tions         2,065       2,860       1,500       7,640       4,694
  Loan
   servicing
   fees            282         248         536         260       1,485
  Miscell-
   aneous          768         412         286       1,700         980
            ----------  ----------  ----------  ----------  ----------
                 8,820       8,928       8,092      25,649      23,436
  Increase
   (Decrease)
   in
   valuation
   of fin-
   ancial
   instru-
   ments
   carried
   at fair
   value         4,633      11,049      (6,056)     12,429      (4,584)
            ----------  ----------  ----------  ----------  ----------

  Total
   other
   operating
   income       13,453      19,977       2,036      38,078      18,852

 OTHER
  OPERATING
  EXPENSE:
  Salary
   and
   employee
   benefits     17,379      17,528      18,241      52,508      57,623
  Less
   capital-
   ized
   loan
   origi-
   nation
   costs        (2,060)     (2,834)     (2,040)     (7,010)     (7,009)
  Occupancy
   and
   equipment     5,715       5,928       5,956      17,697      17,813
  Informa-
   tion/
   computer
   data
   services      1,551       1,599       1,560       4,684       5,389
  Payment
   and card
   process-
   ing
   services      1,778       1,555       1,913       4,786       5,212
  Profess-
   ional
   services      1,456       1,183       1,117       3,833       3,203
  Adver-
   tising
   and
   market-
   ing           1,899       2,207       1,572       5,938       4,667
  Deposit
   insurance     2,219       4,102         701       7,818       1,661
  State/
   municipal
   business
   and use
   taxes           558         532         572       1,630       1,712
  Real
   estate
   opera-
   tions         2,799       1,805         758       5,227       1,592
  Miscell-
   aneous        3,335       3,286       3,650      10,202      11,067
            ----------  ----------  ----------  ----------  ----------

                36,629      36,891      34,000     107,313     102,930
  Goodwill
   write-
   off              --          --          --          --      50,000
            ----------  ----------  ----------  ----------  ----------

   Total
    other
    operat-
    ing
    expense     36,629      36,891      34,000     107,313     152,930
            ----------  ----------  ----------  ----------  ----------

   Income
    (Loss)
    before
    pro-
    vision
    (benefit)
    for
    income
    taxes      (11,824)    (26,989)     (2,338)    (54,999)    (51,605)

  PROVISION
   FOR
   (BENEFIT
   FROM)
   INCOME
   TAXES        (5,376)    (10,478)     (1,347)    (22,777)     (2,143)
            ----------  ----------  ----------  ----------  ----------

  NET
   INCOME
   (LOSS)   $   (6,448) $  (16,511) $     (991) $  (32,222) $  (49,462)
            ==========  ==========  ==========  ==========  ==========

  PREFERRED
   STOCK
   DIVIDEND
   AND
   DISCOUNT
   ACCRETION
   Preferred
    stock
    dividend     1,550       1,550          --       4,650          --
   Preferred
    stock
    discount
    accre-
    tion           373         373          --       1,119          --
            ----------  ----------  ----------  ----------  ----------

  NET INCOME
   (LOSS)
   AVAILABLE
   TO
   COMMON
   SHARE-
   HOLDERS  $   (8,371) $  (18,434) $     (991) $  (37,991) $  (49,462)
            ==========  ==========  ==========  ==========  ==========

  Earnings
   (Loss)
   per
   share
   available
   to
   common
   share-
   holder
   Basic    $    (0.44) $    (1.04) $    (0.06) $    (2.11) $    (3.09)
   Diluted  $    (0.44) $    (1.04) $    (0.06) $    (2.11) $    (3.09)

  Cumulative
   dividends
   declared
   per
   common
   share    $     0.01  $     0.01  $     0.05  $     0.03  $     0.45

  Weighted
   average
   common
   shares
   out-
   standing
   Basic    19,022,522  17,746,051  16,402,607  17,982,945  16,025,403
   Diluted  19,022,522  17,746,051  16,402,607  17,982,945  16,025,403

  Common
   shares
   repur-
   chased
   during
   the
   period           --          --          --          --     613,903
  Common
   shares
   issued
   in conn-
   ection
   with
   exercise
   of stock
   options
   or DRIP   1,507,485     780,906     675,186   2,781,905     653,036

 BANR - Third Quarter 2009 Results
 FINANCIAL  CONDITION
 (in thousands except shares and per share data)

                      Sep 30,      Jun 30,       Sep 30,     Dec 31,
                       2009         2009          2008        2008
                    -----------  -----------  -----------  -----------
 ASSETS
 Cash and due
  from banks        $    60,531  $    67,339  $    80,508  $    89,964
 Federal funds and
  interest-bearing
  deposits              270,623       16,919          403       12,786
 Securities -
  at fair value         167,944      167,476      239,009      203,902
 Securities -
  available for sale     74,527       50,980           --       53,272
 Securities - held
  to maturity            76,630       77,321       55,389       59,794
 Federal Home
  Loan Bank stock        37,371       37,371       37,371       37,371
 Loans receivable:
   Held for sale          4,781        8,377        6,085        7,413
   Held for
    portfolio         3,891,413    3,904,704    3,993,094    3,953,995
   Allowance for
    loan losses         (95,183)     (90,694)     (58,846)     (75,197)
                    -----------  -----------  -----------  -----------
                      3,801,011    3,822,387    3,940,333    3,886,211

 Accrued interest
  receivable             20,912       18,892       22,799       21,219
 Real estate owned
  held for sale, net     53,576       56,967       10,147       21,782
 Property and
  equipment, net        104,469      103,709       97,958       97,647
 Goodwill and other
  intangibles, net       11,718       12,365       85,513       13,716
 Bank-owned
  life insurance         54,037       53,341       52,500       52,680
 Other assets            54,659       47,475       28,329       34,024
                    -----------  -----------  -----------  -----------
                    $ 4,788,008  $ 4,532,542  $ 4,650,259  $ 4,584,368
                    ===========  ===========  ===========  ===========

 LIABILITIES
 Deposits:
   Non-interest-
    bearing         $   546,956  $   508,284  $   521,927  $   509,105
   Interest-bearing
    transaction and
    savings
    accounts          1,305,546    1,131,093    1,086,621    1,137,878
   Interest-bearing
    certificates      2,008,673    2,110,466    2,182,318    2,131,867
                    -----------  -----------  -----------  -----------
                      3,861,175    3,749,843    3,790,866    3,778,850

 Advances from
  Federal Home Loan
  Bank at fair value    255,806      115,946      209,243      111,415
 Customer
  repurchase
  agreements and
  other borrowings      174,770      158,249      104,496      145,230
 Junior
  subordinated
  debentures at
  fair value             47,859       49,563      101,358       61,776
 Accrued expenses
  and other
  liabilities            28,715       36,652       44,486       40,600
 Deferred
  compensation           12,960       12,815       12,880       13,149
                    -----------  -----------  -----------  -----------
                      4,381,285    4,123,068    4,263,329    4,151,020

 STOCKHOLDERS'
  EQUITY
 Preferred stock -
  Series A              117,034      116,661           --      115,915
 Common stock           327,385      322,582      306,741      316,740
 Retained earnings
  (accumulated
  deficit)              (36,402)     (27,826)      82,377        2,150
 Other components
  of stockholders'
  equity                 (1,294)      (1,943)      (2,188)      (1,457)
                    -----------  -----------  -----------  -----------
                        406,723      409,474      386,930      433,348
                    -----------  -----------  -----------  -----------
                    $ 4,788,008  $ 4,532,542  $ 4,650,259  $ 4,584,368
                    ===========  ===========  ===========  ===========
 Common Shares
  Issued:
 Shares outstanding
  at end of period   19,933,943   18,426,458   16,980,468   17,152,038
   Less unearned
    ESOP shares at
    end of period       240,381      240,381      240,381      240,381
                    -----------  -----------  -----------  -----------
 Shares outstanding
  at end of period
  excluding
  unearned
  ESOP shares        19,693,562   18,186,077   16,740,087   16,911,657
                    ===========  ===========  ===========  ===========
 Common
  stockholders'
  equity per
  share(1)          $     14.72  $     16.10  $     23.11  $     18.77
 Common
  stockholders'
  tangible equity
  per share(1)(2)   $     14.13  $     15.42  $     18.01  $     17.96
 Tangible common
  stockholders'
  equity to
  tangible
  assets                   5.82%        6.20%        6.60%        6.64%
 Consolidated
  Tier 1
  leverage capital
  ratio                    9.66%        9.90%        8.86%       10.32%

 (1) Calculation is based on number of common shares outstanding at
     the end of the period rather than weighted average shares
     outstanding and excludes unallocated shares in the ESOP.

 (2) Tangible common equity excludes preferred stock, goodwill, core
     deposit and other intangibles.

 BANR - Third Quarter 2009 Results
 ADDITIONAL FINANCIAL INFORMATION
 (dollars in thousands)

                          Sep 30,     Jun 30,     Sep 30,     Dec 31,
                           2009        2009        2008        2008
                        ----------  ----------  ----------  ----------
 LOANS (including
  loans held for sale):
 Commercial real
  estate
   Owner occupied       $  481,698  $  476,922  $  448,972  $  459,446
   Investment
    properties             585,206     572,999     564,947     554,263
 Multifamily real
  estate                   152,832     150,168     141,787     151,274
 Commercial
  construction              83,937      90,762     113,342     104,495
 Multifamily
  construction              62,614      56,968      22,236      33,661
 One- to
  four-family
  construction             277,419     337,368     482,443     420,673
 Land and land
  development
   Residential             346,308     359,994     417,041     424,002
   Commercial               47,182      43,703      64,480      62,128
 Commercial
  business                 678,187     678,273     694,688     679,867
 Agricultural
  business
  including secured
  by farmland              225,603     215,339     213,753     204,142
 One- to
  four-family real
  estate                   676,928     653,513     561,043     599,169
 Consumer                  278,280     277,072     274,447     268,288
                        ----------  ----------  ----------  ----------

  Total loans
   outstanding          $3,896,194  $3,913,081  $3,999,179  $3,961,408
                        ==========  ==========  ==========  ==========

 Restructured loans
  performing under
  their restructured
  terms                 $   55,161  $   55,031  $   15,514  $   23,635
                        ==========  ==========  ==========  ==========

 Loans 30 - 89 days
  past due and on
  accrual               $   21,243  $   34,038  $   18,587  $   61,124
                        ==========  ==========  ==========  ==========
 Total delinquent
  loans (including
  loans on
  non-accrual)          $  264,531  $  259,107  $  137,953  $  248,469
                        ==========  ==========  ==========  ==========

 Total delinquent
  loans / Total
  loans outstanding          6.79%       6.62%       3.45%       6.27%

 GEOGRAPHIC CONCENTRATION OF LOANS AT
  September 30, 2009

            Washington    Oregon      Idaho       Other        Total
            ----------  ----------  ----------  ----------  ----------
 Commercial
  real
  estate
  Owner
   occupied $  380,170  $   59,793  $   41,735  $       --  $  481,698
  Invest-
   ment
   proper-
   ties        423,431     107,090      44,243      10,442     585,206
 Multi-
  family
  real
  estate       127,882      12,823       8,800       3,327     152,832
 Commercial
  construc-
  tion          62,827      13,390       7,720          --      83,937
 Multi-
  family
  construc-
  tion          33,837      28,777          --          --      62,614
 One- to
  four-
  family
  construc-
  tion         133,319     129,552      14,548          --     277,419
 Land and
  land
  develop-
  ment
  Resi-
   dential     170,345     132,624      43,339          --     346,308
  Commercial    30,400      12,127       4,655          --      47,182
 Commercial
  business     483,451      94,828      74,621      25,287     678,187
 Agri-
  cultural
  business
  including
  secured
  by
  farmland     105,119      55,488      64,963          33     225,603
 One- to
  four-
  family
  real
  estate       470,912     169,564      33,205       3,247     676,928
 Consumer      196,305      64,056      17,418         501     278,280
            ----------  ----------  ----------  ----------  ----------

  Total
   loans
   outstand-
   ing      $2,617,998  $  880,112  $  355,247  $   42,837  $3,896,194
            ==========  ==========  ==========  ==========  ==========

  Percent
   of
   total
   loans         67.2%       22.6%        9.1%        1.1%      100.0%

 DETAIL OF LAND AND LAND DEVELOPMENT LOANS AT
   September 30, 2009

            Washington    Oregon       Idaho       Other       Total
            ----------  ----------  ----------  ----------  ----------
 Residential
  Acqui-
   sition &
   develop-
   ment     $   93,883  $   91,781  $   20,236  $       --  $  205,900
  Improved
   lots         53,187      33,431       2,754          --      89,372
  Unimproved
   land         23,275       7,412      20,349          --      51,036
            ----------  ----------  ----------  ----------  ----------

  Total
   resi-
   dential
   land and
   develop-
   ment     $  170,345  $  132,624  $   43,339  $       --  $  346,308
            ==========  ==========  ==========  ==========  ==========
 Commercial
   & indus-
   trial

  Acqui-
   sition &
   develop-
   ment     $    8,975  $       --  $      200  $       --  $    9,175
  Improved
   land          9,906      10,643          --          --      20,549
  Unimproved
   land         11,519       1,484       4,455          --      17,458
            ----------  ----------  ----------  ----------  ----------

  Total
   commer-
   cial
   land and
   develop-
   ment     $   30,400  $   12,127  $    4,655  $       --  $   47,182
            ==========  ==========  ==========  ==========  ==========

 BANR - Third Quarter 2009 Results
 ADDITIONAL FINANCIAL INFORMATION
 (dollars in thousands)

                             Quarters Ended        Nine Months Ended
                     ----------------------------  ------------------
                      Sep 30,   Jun 30,   Sep 30,  Sep 30,    Sep 30,
                       2009      2009      2008      2009      2008
                     --------  --------  --------  --------  --------
 CHANGE IN THE
  ALLOWANCE FOR
  LOAN LOSSES

 Balance, beginning
  of period          $ 90,694  $ 79,724  $ 58,570  $ 75,197  $ 45,827

 Provision             25,000    45,000     8,000    92,000    29,500

 Recoveries of loans
  previously
  charged off:
   Commercial real
    estate                 --        --     1,530        --     1,530
   Multifamily real
    estate                 --        --        --        --        --
   Construction
    and land              299       266        39       617        48
   One- to
    four-family
    real estate            21        89         4       112        44
   Commercial
    business              120       249       130       439       390
   Agricultural
    business,
    including
    secured by
    farmland                6        22       610        28       618
   Consumer               152        32        44       215       126
                     --------  --------  --------  --------  --------
                          598       658     2,357     1,411     2,756
 Loans charged-off:
   Commercial real
    estate                 --        --        --        --        (7)
   Multifamily real
    estate                 --        --        --        --        --
   Construction and
    land              (16,614)  (27,290)   (7,567)  (56,321)  (13,616)
   One- to
    four-family
    real estate          (856)   (1,181)     (220)   (3,128)     (411)
   Commercial
    business           (3,060)   (2,438)   (1,889)   (9,292)   (4,439)
   Agricultural
    business,
    including
    secured by
    farmland               --    (3,186)      (60)   (3,186)      (60)
   Consumer              (579)     (593)     (345)   (1,498)     (704)
                     --------  --------  --------  --------  --------
                      (21,109)  (34,688)  (10,081)  (73,425)  (19,237)
                     --------  --------  --------  --------  --------
   Net charge-offs    (20,511)  (34,030)   (7,724)  (72,014)  (16,481)
                     --------  --------  --------  --------  --------

 Balance, end
  of period          $ 95,183  $ 90,694  $ 58,846  $ 95,183  $ 58,846
                     ========  ========  ========  ========  ========

 Net charge-offs /
  Average loans
  outstanding            0.53%     0.87%     0.19%     1.83%     0.42%

                              Sep 30,  Jun 30,  Sep 30,  Dec 31,
                               2009     2009      2008    2008
                              -------  -------  -------  -------
 ALLOCATION OF
 ALLOWANCE FOR
 LOAN LOSSES

 Specific or allocated
  loss allowance
   Commercial real estate     $ 7,580  $ 5,333  $ 2,789  $ 4,199
   Multifamily real estate         89       83      103       87
   Construction and land       49,829   55,585   21,932   38,253
   One- to four-family
    real estate                 2,304    1,333      511      752
   Commercial business         20,906   19,474   23,085   16,533
   Agricultural business,
    including secured
    by farmland                 1,540    1,323    1,097      530
   Consumer                     1,758    1,540    2,935    1,730
                              -------  -------  -------  -------

     Total allocated           84,006   84,671   52,452   62,084

   Estimated allowance for
    undisbursed commitments     2,202    1,976    1,060    1,108
   Unallocated                  8,975    4,047    5,334   12,005
                              -------  -------  -------  -------

     Total allowance for
      loan losses             $95,183  $90,694  $58,846  $75,197
                              =======  =======  =======  =======

 Allowance for loan losses /
  Total loans outstanding        2.44%    2.32%    1.47%    1.90%

 BANR - Third Quarter 2009 Results
 ADDITIONAL FINANCIAL INFORMATION
 (dollars in thousands)

                             Sep 30,    Jun 30,    Sep 30,    Dec 31,
                               2009      2009       2008       2008
                            ---------  ---------  ---------  ---------

 NON-PERFORMING ASSETS
 Loans on non-accrual status
  Secured by real estate:
   Commercial               $   8,073  $   7,244  $   6,368  $  12,879
   Multifamily                     --         --         --         --
   Construction and land      193,281    180,989     98,108    154,823
   One- to four-family         18,107     15,167      6,583      8,649
  Commercial business          15,070     12,339      6,905      8,617
  Agricultural business,
   including secured by
   farmland                     5,868      7,478        265      1,880
  Consumer                         --        227        427        130
                            ---------  ---------  ---------  ---------
                              240,399    223,444    118,656    186,978

 Loans more than 90 days
  delinquent, still on
  accrual Secured by
  real estate:
   Commercial                      --         --         --         --
   Multifamily                     --         --         --         --
   Construction and land        2,090        603         --         --
   One- to four-family            690        624        635        124
   Commercial business             --        209         --         --
   Agricultural business,
    including secured by
    farmland                       --         --         --         --
   Consumer                       109        189         75        243
                            ---------  ---------  ---------  ---------

                                2,889      1,625        710        367
                            ---------  ---------  ---------  ---------
 Total non-performing
  loans                       243,288    225,069    119,366    187,345
 Securities on
  non-accrual at fair
  value                         1,236         --         --         --
 Real estate owned (REO)
   / Repossessed assets        53,765     57,197     10,153     21,886
                            ---------  ---------  ---------  ---------

  Total non-performing
   assets                   $ 298,289  $ 282,266  $ 129,519  $ 209,231
                            =========  =========  =========  =========

 Total non-performing
  assets / Total assets         6.23%      6.23%      2.79%      4.56%

 DETAIL & GEOGRAPHIC CONCENTRATION OF
  NON-PERFORMING ASSETS AT
   September 30, 2009

            Washington    Oregon       Idaho       Other       Total
            ----------  ----------  ----------  ----------  ----------

 Secured
  by real
  estate:
  Commer-
   cial     $    7,136  $      787  $      150  $       --  $    8,073
  Multi-
   family           --          --          --          --          --
  Construc-
   tion and
   land
   One- to
    four-
    family
    con-
    struc-
    tion        29,562      29,816       9,186          --      68,564
   Resi-
    dential
    land
    acqui-
    sition
    & devel-
    opment      31,480      36,222      10,097          --      77,799
   Resi-
    dential
    land
    improved
    lots        12,068       6,549       1,423          --      20,040
   Resi-
    dential
    land
    unim-
    proved       9,188         421       2,221          --      11,830
   Commer-
    cial
    land
    acqui-
    sition
    & devel-
    opment          --          --          --          --          --
   Commer-
    cial
    land
    improved        --      10,656          --          --      10,656
   Commer-
    cial
    land
    unim-
    proved       4,382          --       2,100          --       6,482
            ----------  ----------  ----------  ----------  ----------
   Total
    con-
    struc-
    tion
    and
    land        86,680      83,664      25,027          --     195,371
  One- to
   four-
   family        9,750       3,055       4,816       1,176      18,797
 Commercial
  business      13,000         631       1,439          --      15,070
 Agri-
  cultural
  business,
  including
  secured
  by
  farmland          --         253       5,615          --       5,868
 Consumer          109          --          --          --         109
            ----------  ----------  ----------  ----------  ----------
 Total non-
  performing
  loans        116,675      88,390      37,047       1,176     243,288
 Securities
  on non-
  accrual           --          --          --       1,236       1,236
 Real
  estate
  owned
  (REO) and
  reposs-
  essed
  assets        40,312       9,025       4,428          --      53,765
            ----------  ----------  ----------  ----------  ----------
   Total
    non-
    per-
    forming
    assets
    at end
    of the
    period  $  156,987  $   97,415  $   41,475  $    2,412  $  298,289
            ==========  ==========  ==========  ==========  ==========

 BANR - Third Quarter 2009 Results
 ADDITIONAL FINANCIAL INFORMATION
 (dollars in thousands)

 DEPOSITS & OTHER
  BORROWINGS
                       Sep 30,      Jun 30,      Sep 30,      Dec 31,
                        2009         2009         2008         2008
                     ----------   ----------   ----------   ----------
 BREAKDOWN OF
  DEPOSITS

 Non-interest-
  bearing            $  546,956   $  508,284   $  521,927   $  509,105
                     ----------   ----------   ----------   ----------

 Interest-bearing
  checking              329,820      312,024      373,496      378,952
 Regular savings
  accounts              521,663      499,447      519,285      474,885
 Money market
  accounts              454,063      319,622      193,840      284,041
                     ----------   ----------   ----------   ----------

   Interest-bearing
    transaction &
    savings
    accounts          1,305,546    1,131,093    1,086,621    1,137,878
                     ----------   ----------   ----------   ----------

 Interest-bearing
  certificates        2,008,673    2,110,466    2,182,318    2,131,867
                     ----------   ----------   ----------   ----------

   Total deposits    $3,861,175   $3,749,843   $3,790,866   $3,778,850
                     ==========   ==========   ==========   ==========

 INCLUDED IN
  TOTAL DEPOSITS

 Public
  transaction
  accounts           $   44,645   $   48,644   $  100,776   $  117,402
 Public interest-
  bearing
  certificates           98,906      134,213      295,432      221,915
                     ----------   ----------   ----------   ----------

   Total public
    deposits         $  143,551   $  182,857   $  396,208   $  339,317
                     ==========   ==========   ==========   ==========

 Total brokered
  deposits           $  186,087   $  247,514   $  243,723   $  268,458
                     ==========   ==========   ==========   ==========

 INCLUDED IN OTHER
  BORROWINGS
 Customer
  repurchase
  agreements /
  "Sweep accounts"   $  124,795   $  108,277   $  103,496   $  145,230
                     ==========   ==========   ==========   ==========

 GEOGRAPHIC CONCENTRATION OF DEPOSITS AT
  September 30, 2009

                     Washington     Oregon       Idaho        Total
                     ----------   ----------   ----------   ----------

                     $2,998,259   $  599,166   $  263,750   $3,861,175
                     ==========   ==========   ==========   ==========

  REGULATORY CAPITAL RATIO AT                        Minimum for
  September 30, 2009                               Capital Adequacy
                            Actual               or "Well Capitalized"
                     -----------------------   -----------------------
                       Amount       Ratio        Amount       Ratio
                     ----------   ----------   ----------   ----------

 Banner Corporation-
  consolidated
   Total capital to
    risk-weighted
    assets           $  491,587        12.54%  $  313,651         8.00%
   Tier 1 capital to
    risk-weighted
    assets              442,009        11.27%     156,826         4.00%
   Tier 1 leverage
    capital to
    average assets      442,009         9.66%     183,122         4.00%

 Banner Bank
   Total capital to
    risk-weighted
    assets              449,907        12.02%     374,243        10.00%
   Tier 1 capital to
    risk-weighted
    assets              402,549        10.76%     224,546         6.00%
   Tier 1 leverage
    capital to
    average assets      402,549         9.18%     219,310         5.00%

 Islanders Bank
   Total capital to
    risk-weighted
    assets               25,899        12.93%      20,028        10.00%
   Tier 1 capital to
    risk-weighted
    assets               24,259        12.11%      12,017         6.00%
   Tier 1 leverage
    capital to
    average assets       24,259        11.31%      10,727         5.00%
 BANR - Third Quarter 2009 Results
 ADDITIONAL FINANCIAL INFORMATION
 (dollars in thousands)
 (rates / ratios annualized)

                                                         Nine
                      Quarters Ended                 Months  Ended
             ---------------------------------  ----------------------
 OPERATING
 PERFORMANCE
               Sep 30,     Jun 30,    Sep 30,     Sep 30,     Sep 30,
                2009        2009       2008        2009        2008
             ----------  ---------  ----------  ----------  ----------
 Average
  loans      $3,905,763  3,925,196  $4,001,999  $3,924,487  $3,917,155
 Average
  securities
  and
  deposits      461,360    394,244     342,153     419,924     330,474
 Average
  non-
  interest-
  earning
  assets        219,780    199,981     296,572     204,414     334,733
             ----------  ---------  ----------  ----------  ----------
  Total
   average
   assets    $4,586,903  4,519,421  $4,640,724  $4,548,825  $4,582,362
             ==========  =========  ==========  ==========  ==========

 Average
  deposits   $3,821,065  3,679,653  $3,810,718  $3,731,782  $3,712,530
 Average
  borrow-
  ings          377,976    429,708     415,517     408,111     415,453
 Average
  non-
  interest-
  bearing
  lia-
  bilities     (25,527)   (18,421)     25,506     (17,357)     31,967
             ----------  ---------  ----------  ----------  ----------
  Total
   average
   lia-
   bilities   4,173,514  4,090,940   4,251,741   4,122,536   4,159,950

 Total
  average
  stock-
  holders'
  equity        413,389    428,481     388,983     426,289     422,412
             ----------  ---------  ----------  ----------  ----------
  Total
   average
   lia-
   bilities
   and
   equity
             $4,586,903  4,519,421  $4,640,724  $4,548,825  $4,582,362
             ==========  =========  ==========  ==========  ==========

 Interest
  rate
  yield on
  loans            5.71%      5.67%       6.38%       5.72%       6.70%
 Interest
  rate
  yield on
  securities
  and
  deposits         2.92%      3.72%       4.45%       3.52%       4.71%
             ----------  ---------  ----------  ----------  ----------

  Interest
   rate
   yield
   on
   interest-
   earning
   assets         5.41%      5.49%       6.23%       5.51%       6.54%
             ----------  ---------  ----------  ----------  ----------

 Interest
  rate
  expense
  on
  deposits         2.16%      2.36%       2.80%       2.35%       3.04%
 Interest
  rate
  expense
  on
  borrowings       2.52%      2.42%       3.41%       2.38%       3.72%
             ----------  ---------  ----------  ----------  ----------

  Interest
   rate
   expense
   on
   interest-
   bearing
   lia-
   bilities        2.19%      2.37%       2.86%       2.35%       3.11%
             ----------  ---------  ----------  ----------  ----------

 Interest
  rate
  spread           3.22%      3.12%       3.37%       3.16%       3.43%
             ==========  =========  ==========  ==========  ==========

 Net
  interest
  margin           3.30%      3.24%       3.45%       3.27%       3.52%
             ==========  =========  ==========  ==========  ==========

 Other
  operating
  income /
  Average
  assets           1.16%      1.77%       0.17%       1.12%       0.55%

 Other
  operating
  income
  (loss)
  EXCLUDING
  change
  in
  valuation
  of
  financial
  instruments
  carried
  at fair
  value /
  Average
  assets(1)        0.76%      0.79%       0.69%       0.75%       0.68%

 Other
  operating
  expense /
  Average
  assets           3.17%      3.27%       2.91%       3.15%       4.46%

 Other
  operating
  expense
  EXCLUDING
  goodwill
  write-
  off /
  Average
  assets(1)        3.17%      3.27%       2.91%       3.15%       3.00%

 Efficiency
  ratio
  (other
   operating
  expense /
  revenue)        73.54%     67.19%      85.72%      74.36%     116.90%

 Return
  (Loss)
  on
  average
  assets          (0.56%)    (1.47%)     (0.08%)     (0.95%)     (1.44%)

 Return
  (Loss)
  on
  average
  equity          (6.19%)   (15.46%)     (1.01%)    (10.11%)    (15.64%)

 Return
  (Loss)
   on
  average
  tangible
  equity(2)       (6.37%)   (15.93%)     (1.30%)    (10.42%)    (21.82%)

 Average
  equity /
  Average
  assets           9.01%      9.48%       8.38%       9.37%       9.22%

 (1) Earnings information excluding the fair value adjustments and
     goodwill impairment charge (alternately referred to as operating
     income (loss) from core operations and expenses from core
     operations) represent non-GAAP (Generally Accepted Accounting
     Principles) financial measures.

 (2) Average tangible equity excludes goodwill, core deposit and other
     intangibles.
Wednesday, October 21st, 2009 Uncategorized