FLINT, Mich., April 28, 2011 /PRNewswire/ -- Citizens Republic Bancorp, Inc. (Nasdaq: CRBC) announced today a net loss from continuing operations of $68.7 million for the three months ended March 31, 2011, compared with net losses of $106.2 million for the fourth quarter of 2010 and $76.0 million for the first quarter of 2010. After incorporating the $5.6 million accrued but unpaid dividend to the preferred shareholder, Citizens reported a net loss attributable to common shareholders of $74.3 million for the three months ended March 31, 2011, compared with $111.7 million for the fourth quarter of 2010 and $90.3 million for the first quarter of 2010. Results for the first quarter of 2010 included a net loss from discontinued operations of $9.0 million. Diluted net loss from continuing operations per share was $0.19 for the three months ended March 31, 2011, compared with $0.28 for the fourth quarter of 2010 and $0.21 for the first quarter of 2010.

"During the quarter, we substantially completed our accelerated plan to resolve problem assets that we announced last October. The execution of that plan was right in line with our expectations," commented Cathleen Nash, president and chief executive officer.

"We have recognized dramatic credit quality improvement by reducing the level of non-performing assets by 58%, watch list loans by 43% and delinquent loans by 61% over the last six months. With this phase behind us, we can focus more of our energy on growing the company. Net interest margin increased another 11 basis points this quarter. We continue to realize consistent core deposit growth, strong liquidity and solid capital ratios. We are in a strong position to meet our expectations of third quarter profitability," added Ms. Nash.

Key Highlights of the Quarter:


    --  Problem asset resolution work substantially complete
    --  Provision for loan losses fell to $89 million, declining 32% from the
        fourth quarter of 2010
    --  Nonperforming assets decreased by $99 million from December 31, 2010. 
        New inflows were under $30 million, the lowest level in over four years
    --  Total 30-89 day delinquencies were down $47 million and ended the
        quarter at 0.90% of the portfolio, the lowest level since 2006
    --  Core deposits remain strong, increasing from the previous quarter and a
        year ago, representing 65% of total deposits at March 31, 2011
    --  Net interest margin increased to 3.53%, up 11 basis points from December
        31, 2010 and 39 basis points from March 31, 2010

Balance Sheet

Total assets at March 31, 2011 were $9.7 billion, a decrease of $241.5 million or 2.4% from December 31, 2010 and a decrease of $1.9 billion or 16.5% from March 31, 2010. The declines were primarily due to reductions in total portfolio loans as a result of the accelerated resolution of problem assets. The decrease from March 31, 2010 was also due to the sale of Citizens' wholly-owned subsidiary, F&M Bank-Iowa ("F&M") during the second quarter of 2010.

Money market investments at March 31, 2011 totaled $495.6 million, an increase of $86.5 million or 21.1% from December 31, 2010 and a decrease of $265.2 million or 34.9% from March 31, 2010. The increase from December 31, 2010 was directly related to reinvesting a portion of the loan portfolio paydowns into money market investments. The decrease from March 31, 2010 was primarily the result of using money market investments to payoff maturing wholesale funding.

Investment securities at March 31, 2011 totaled $2.7 billion, an increase of $142.5 million or 5.6% from December 31, 2010 and an increase of $496.0 million or 22.8% over March 31, 2010. Increases in investment securities were largely due to reinvesting a portion of the loan portfolio paydowns.

The following table displays total portfolio loans at quarter end for each of the last five quarters.





                                March        December
    Loan Portfolios              31,            31,
    (in millions)                 2011            2010
    -------------                 ----            ----

    Land hold                    $17.3           $28.3
    Land development              22.7            34.8
    Construction                  23.3           103.7
    Income producing           1,038.7         1,171.0
    Owner-occupied               692.3           783.0
      Total commercial real
       estate                  1,794.3         2,120.8
    Commercial and
     industrial                1,353.2         1,474.2
      Total commercial         3,147.5         3,595.0

    Residential mortgage         727.3           756.2
    Direct consumer            1,006.4         1,045.5
    Indirect consumer            823.0           819.9
                                 -----           -----
      Total consumer           2,556.7         2,621.6
                               -------         -------
    Total portfolio loans     $5,704.2        $6,216.6
                              ========        ========





                                September                       March
    Loan Portfolios                30,          June 30,         31,
    (in millions)                     2010          2010          2010
    -------------                     ----          ----          ----

    Land hold                        $37.1         $37.8         $39.3
    Land development                  73.8          84.3         101.0
    Construction                     155.4         156.3         164.4
    Income producing               1,382.3       1,481.7       1,532.1
    Owner-occupied                   855.1         886.1         931.5
      Total commercial real
       estate                      2,503.7       2,646.2       2,768.3
    Commercial and
     industrial                    1,657.4       1,686.8       1,824.8
      Total commercial             4,161.1       4,333.0       4,593.1

    Residential mortgage             800.5         858.9         877.2
    Direct consumer                1,091.7       1,132.2       1,174.7
    Indirect consumer                834.7         814.0         794.2
                                     -----         -----         -----
      Total consumer               2,726.9       2,805.1       2,846.1
                                   -------       -------       -------
    Total portfolio loans         $6,888.0      $7,138.1      $7,439.2
                                  ========      ========      ========

Decreases in total portfolio loans in the first quarter of 2011 compared to the prior quarters reflect the results of the accelerated problem asset resolution ($460.0 million), paydowns as a result of normal client activity, and charge-offs.

Core deposits, which exclude all time deposits, totaled $5.0 billion at March 31, 2011, an increase of $143.4 million or 2.9% over December 31, 2010 and an increase of $188.0 million or 3.9% over March 31, 2010. Time deposits totaled $2.7 billion at March 31, 2011, a decrease of $178.7 million or 6.3% from December 31, 2010 and a decrease of $977.7 million or 26.8% from March 31, 2010. Total deposits at March 31, 2011 were $7.7 billion, essentially unchanged from December 31, 2010 and a decrease of $789.7 million or 9.3% from March 31, 2010. Changes in deposits were the result of a continued focus on core deposits and a strategic reduction of single service high cost and brokered deposits. The change from December 31, 2010 also reflects the year end seasonal increase in public funds balances.

Other interest-bearing liabilities, which include federal funds purchased and securities sold under agreements to repurchase, other short-term borrowings, and long-term debt, totaled $947.4 million at March 31, 2011, a decrease of $127.6 million or 11.9% from December 31, 2010 and a decrease of $423.5 million or 30.9% from March 31, 2010. The decreases were the result of a strategic reduction in securitized funding.

Capital Adequacy and Liquidity

Shareholders' equity at March 31, 2011 totaled $945.4 million, a decrease of $66.3 million or 6.6% from December 31, 2010 and a decrease of $299.0 million or 24.0% from March 31, 2010. The decreases were primarily the result of net losses incurred.

Citizens continues to maintain a strong capital position, and its regulatory capital ratios are above "well-capitalized" standards, as evidenced by the following key capital ratios.



    Capital Ratios                          Regulatory         March 31,
                                              Minimum
                                                for
                                               "Well-
                                           Capitalized"
                                                                     2011
                                                                     ----
    Leverage ratio                                 5.00%             7.39%
    Tier 1 capital ratio                           6.00             11.90
    Total capital ratio                           10.00             13.24
    Tier 1 common equity (non-GAAP)                                  5.93
    Tangible equity to tangible assets
     (non-GAAP)                                                      6.57
    Tangible common equity to tangible
     assets (non-GAAP)                                               3.59



                                       December                   Excess
    Capital Ratios                        31,     March 31,      Capital
                                                              over Minimum
                                                                   (in
                                                                millions)
                                            2010        2010
                                            ----        ----
    Leverage ratio                          7.71%       8.47%     $228,283
    Tier 1 capital ratio                   12.11       12.12      $349,571
    Total capital ratio                    13.51       13.49      $191,830
    Tier 1 common equity (non-GAAP)         6.62        7.82
    Tangible equity to tangible assets
     (non-GAAP)                             7.09        7.96
    Tangible common equity to tangible
     assets (non-GAAP)                      4.20        5.54

Citizens maintains a strong liquidity position, with substantial on- and off-balance sheet liquidity sources and a stable funding base comprised of approximately 79% deposits, 9% long-term debt, 10% equity, and 2% short-term liabilities.

Net Interest Margin and Net Interest Income

Net interest margin was 3.53% for the first quarter of 2011 compared with 3.42% for the fourth quarter of 2010 and 3.14% for the first quarter of 2010. The increase in net interest margin over both prior periods was the result of declining deposit costs, reductions in high-cost funding, and wholesale funding repricing to lower fixed rates, partially offset by the effect of replacing declining loan balances with lower-yielding investment securities and money market investments and lower reinvestment rates in the loan and investment portfolios.

Net interest income was $78.6 million for the first quarter of 2011, a decrease of $3.1 million or 3.8% from the fourth quarter of 2010, and a decrease of $2.6 million or 3.2% from the first quarter of 2010. The decreases were the result of lower average earning assets, partially offset by the effects of the higher net interest margin.

Credit Quality

The quality of Citizens' loan portfolio is impacted by numerous factors, including the economic environment in the markets in which Citizens operates. Citizens carefully monitors its loans in an effort to identify and mitigate any potential credit quality issues and losses in a proactive manner. Citizens performs quarterly reviews of the non-watch commercial credit portfolio focusing on industry segments and asset classes that have or may be expected to experience stress due to economic conditions. This process seeks to validate the credit's risk rating, underwriting structure and exposure management under current and stressed economic scenarios while strengthening these relationships and improving communication with these clients.

The following tables represent four qualitative aspects of the loan portfolio that illustrate the overall level of quality and risk inherent in the loan portfolio.



     Delinquency Rates By Loan     March 31,        December 31,
      Portfolio                       2011                 2010

     30 to 89 days past due        $      % of        $     % of
     (in millions)               ---   Portfolio    ---   Portfolio
     -------------                     ---------          ---------

     Land hold                  $0.5        2.95%  $2.2        7.90%
     Land                        ---         ---    0.2        0.62
       development
     Construction                ---         ---    0.5        0.45
     Income producing            4.8        0.46   20.7        1.76
     Owner-occupied              2.0        0.29   14.7        1.88
                                 ---               ----
       Total commercial          7.3        0.41   38.3        1.80
       real estate
     Commercial and              6.2        0.46    9.0        0.61
       industrial                ---                ---
       Total commercial         13.5        0.43   47.3        1.32

     Residential                10.3        1.41   15.4        2.03
       mortgage
     Direct consumer            17.2        1.71   22.4        2.14
     Indirect consumer          10.2        1.24   13.3        1.62
                                ----               ----
       Total consumer           37.7        1.47   51.1        1.95
                                ----               ----
     Total                     $51.2        0.90  $98.4        1.58
       delinquent              =====              =====
       loans



     Delinquency Rates By Loan     September 30,
      Portfolio                          2010          June 30, 2010

     30 to 89 days past due         $     % of           $     % of
     (in millions)                ---   Portfolio      ---   Portfolio
     -------------                      ---------            ---------

     Land hold                   $---         --- %   $1.3        3.34%
     Land                         4.5        6.04      2.0        2.43
       development
     Construction                 2.4        1.53      6.4        4.07
     Income producing            35.2        2.55     22.9        1.55
     Owner-occupied              18.3        2.14     16.4        1.85
                                 ----                 ----
       Total commercial          60.4        2.41     49.0        1.85
       real estate
     Commercial and              23.8        1.43     10.3        0.61
       industrial                ----                 ----
       Total commercial          84.2        2.02     59.3        1.37

     Residential                 14.6        1.82     20.8        2.42
       mortgage
     Direct consumer             20.5        1.88     20.2        1.79
     Indirect consumer           12.2        1.46     11.4        1.40
                                 ----                 ----
       Total consumer            47.3        1.73     52.4        1.87
                                 ----                 ----
     Total                     $131.5        1.91   $111.7        1.57
       delinquent              ======               ======
       loans



      Delinquency Rates By Loan
       Portfolio                         March 31, 2010

      30 to 89 days past due               $     % of
      (in millions)                      ---   Portfolio
      -------------                            ---------

      Land hold                         $0.6        1.64%
      Land                               3.0        3.00
        development
      Construction                       0.9        0.55
      Income producing                  51.7        3.37
      Owner-occupied                    13.6        1.46
                                        ----
        Total commercial                69.8        2.52
        real estate
      Commercial and                    15.1        0.83
        industrial                      ----
        Total commercial                84.9        1.85

      Residential                       21.5        2.45
        mortgage
      Direct consumer                   21.9        1.86
      Indirect consumer                 14.8        1.86
                                        ----
        Total consumer                  58.2        2.05
                                        ----
      Total                           $143.1        1.92
        delinquent                    ======
        loans

The decreases in total delinquencies were primarily the result of continued emphasis on proactively managing and resolving delinquent commercial and consumer loans. This marks the first time since December 2006 that 30-89 day past due loans have been below 1% of total portfolio loan balances.

As part of its overall credit underwriting and review process and loss mitigation strategy, Citizens carefully monitors commercial credits that are current in terms of principal and interest payments but may deteriorate in quality. Commercial relationship officers monitor their clients' financial condition and initiate changes in loan ratings based on their findings. Loans that have migrated within the loan rating system to a level that requires increased oversight are considered watchlist loans (generally consistent with the regulatory definition of special mention, substandard, and doubtful loans) and include loans that are accruing or nonperforming (included in the other tables in this section). Citizens utilizes the watchlist process as a proactive credit risk management practice to help mitigate the migration of commercial loans to nonperforming status and potential loss. Once a loan is placed on the watchlist, it is reviewed quarterly by the chief credit officer, senior credit officers, senior market managers, and commercial relationship officers to assess cash flows, collateral valuations, guarantor liquidity, and other pertinent trends. During these meetings, action plans are implemented or reviewed to address emerging problem loans or to remove loans from the portfolio. Additionally, loans viewed as substandard or doubtful are transferred to Citizens' special loans or small business workout groups and are subjected to more intensive monitoring and workout activity. Watchlist loans that are in nonperforming status are included in the nonperforming assets table below.




                               March 31,         December 31,
     Commercial Watchlist         2011                 2010
     Accruing loans only       $      % of           $     % of
     (in millions)           ---   Portfolio       ---   Portfolio
     --------------------          ---------             ---------

     Land hold             $12.7       73.41%    $21.5       76.35%
     Land                    9.9       43.28      18.7       53.66
       development
     Construction            4.6       19.89      33.2       32.05
     Income producing      325.8       31.37     444.5       37.96
     Owner-occupied        136.6       19.73     196.9       25.15
                           -----                 -----
       Total commercial    489.6       27.29     714.8       33.71
       real estate
     Commercial and        267.0       19.73     347.2       23.55
       industrial          -----                 -----
       Total              $756.6       24.04  $1,062.0       29.54
       watchlist          ======              ========
       loans



                             September 30,
     Commercial Watchlist          2010            June 30, 2010
     Accruing loans only         $      % of           $     % of
     (in millions)             ---   Portfolio       ---   Portfolio
     -------------                   ---------             ---------

     Land hold               $27.6       74.32%    $27.8       73.58%
     Land                     45.4       61.54      40.5       47.97
       development
     Construction             46.5       29.90      52.5       33.61
     Income producing        543.7       39.33     553.9       37.38
     Owner-occupied          225.7       26.40     224.1       25.29
                             -----                 -----
       Total commercial      888.9       35.50     898.8       33.96
       real estate
     Commercial and          432.8       26.11     445.5       26.41
       industrial            -----                 -----
       Total              $1,321.7       31.76  $1,344.3       31.02
       watchlist          ========              ========
       loans



                                            March 31,
      Commercial Watchlist                     2010
      Accruing loans only                    $     % of
      (in millions)                        ---   Portfolio
      -------------                              ---------

      Land hold                          $29.0       73.73%
      Land                                50.4       49.95
        development
      Construction                        54.4       33.07
      Income producing                   523.5       34.17
      Owner-occupied                     237.0       25.44
                                         -----
        Total commercial                 894.3       32.31
        real estate
      Commercial and                     484.7       26.56
        industrial                       -----
        Total                         $1,379.0       30.02
        watchlist                     ========
        loans

Watchlist credits declined $305.4 million from December 31, 2010 and $622.4 million from March 31, 2010 to $756.6 million at March 31, 2011, the lowest level since December 2006. The decrease was primarily due to the accelerated problem asset resolution initiatives along with a decrease in the level of new inflows.




                               March 31,         December 31,
     Nonperforming Assets         2011                 2010
     (in millions)              $      % of          $     % of
     -------------            ---   Portfolio      ---   Portfolio
                                    ---------            ---------

     Land hold               $1.2        6.68%    $3.2       11.50%
     Land                     0.1        0.35      3.1        8.82
       development
     Construction             0.4        1.70      7.5        7.21
     Income producing        28.2        2.72     62.0        5.30
     Owner-occupied          21.7        3.14     42.8        5.47
                             ----                 ----
       Total commercial      51.6        2.88    118.6        5.59
       real estate
     Commercial and          25.8        1.91     57.8        3.92
       industrial            ----                 ----
       Total nonaccruing     77.4        2.46    176.4        4.91
       commercial

     Residential             30.4        4.18     22.1        2.92
       mortgage
     Direct consumer         13.0        1.30     12.5        1.20
     Indirect consumer        1.2        0.14      1.3        0.16
                              ---                  ---
       Total                 44.6        1.74     35.9        1.37
         nonaccruing
         consumer
         Total nonaccruing  122.0        2.14    212.3        3.42
           loans
     Loans 90+ days           0.7        0.01      1.6        0.03
       still accruing
     Restructured            12.7        0.22      6.4        0.10
       loans                 ----                  ---
       still
       accruing
       Total nonperforming  135.4        2.37    220.3        3.54
         portfolio
         loans
     Nonperforming           30.4                 24.1
       held
       for
       sale
     Other                   22.2                 42.2
       repossessed           ----                 ----
       assets
       acquired
       Total               $188.0               $286.6
        nonperforming      ======               ======
        assets



     Commercial inflows     $29.5               $110.9
     Commercial outflows   (128.5)              (256.0)
                           ------               ------
     Net change            $(99.0)             $(145.1)
                           ======              =======



                              September 30,
     Nonperforming Assets           2010          June 30, 2010
     (in millions)               $      % of          $     % of
     -------------             ---   Portfolio      ---   Portfolio
                                     ---------            ---------

     Land hold                $5.6       15.13%    $5.2       13.76%
     Land                     16.0       21.64     22.3       26.48
       development
     Construction             27.4       17.65     25.0       15.99
     Income producing        147.7       10.69    148.4       10.02
     Owner-occupied           63.3        7.40     59.5        6.71
                              ----                 ----
       Total commercial      260.0       10.39    260.4        9.84
       real estate
     Commercial and           61.5        3.71     67.0        3.97
       industrial             ----                 ----
       Total nonaccruing     321.5        7.73    327.4        7.56
       commercial

     Residential              16.9        2.11     31.0        3.61
       mortgage
     Direct consumer          15.5        1.42     18.7        1.65
     Indirect consumer         1.7        0.20      1.5        0.18
                               ---                  ---
       Total                  34.1        1.25     51.2        1.82
         nonaccruing
         consumer
         Total nonaccruing   355.6        5.16    378.6        5.30
           loans
     Loans 90+ days            1.6        0.02      1.5        0.02
       still accruing
     Restructured              7.0        0.10      4.6        0.06
       loans                   ---                  ---
       still
       accruing
       Total nonperforming   364.2        5.29    384.7        5.39
         portfolio
         loans
     Nonperforming            38.4                 44.0
       held
       for
       sale
     Other                    40.7                 43.9
       repossessed            ----                 ----
       assets
       acquired
       Total                $443.3               $472.6
        nonperforming       ======               ======
        assets



     Commercial inflows      $95.6                $75.9
     Commercial outflows   (101.5)              (118.6)
                            ------               ------
     Net change              $(5.9)              $(42.7)
                             =====               ======



                                          March 31,
      Nonperforming Assets                    2010
      (in millions)                        $     % of
      -------------                      ---   Portfolio
                                               ---------

      Land hold                         $4.9       12.49%
      Land                              27.1       26.86
        development
      Construction                      35.2       21.39
      Income producing                 144.0        9.40
      Owner-occupied                    89.0        9.56
                                        ----
        Total commercial               300.2       10.85
        real estate
      Commercial and                    69.7        3.82
        industrial                      ----
        Total nonaccruing              369.9        8.05
        commercial

      Residential                       17.6        2.01
        mortgage
      Direct consumer                   16.5        1.41
      Indirect consumer                  2.4        0.30
                                         ---
        Total                           36.5        1.28
          nonaccruing
          consumer
          Total nonaccruing            406.4        5.46
            loans
      Loans 90+ days                     2.4        0.03
        still accruing
      Restructured                       4.8        0.06
        loans                            ---
        still
        accruing
        Total nonperforming            413.6        5.56
          portfolio
          loans
      Nonperforming                     95.3
        held
        for
        sale
      Other                             47.3
        repossessed                     ----
        assets
        acquired
        Total                         $556.2
         nonperforming                ======
         assets



      Commercial inflows              $124.8
      Commercial outflows              (74.8)
                                       -----
      Net change                       $50.0
                                       =====

Nonperforming assets decreased from December 31, 2010 and March 31, 2010, primarily due to the accelerated problem asset resolution initiatives. In addition, nonperforming commercial inflows dropped to $29.5 million, the lowest level since December 2006. The nonperforming commercial loan outflows were $128.5 million in the first quarter of 2011, primarily due to a combination of individual workouts and a bulk sale. In addition, the decrease in nonperforming held for sale assets from the first quarter of 2010 was primarily the result of the movement of certain residential nonperforming loans to held for sale in the first quarter of 2010, that were subsequently sold in the second quarter of 2010. This marks the sixth consecutive quarter of declines in nonperforming loans, as well as the first time since September 2008 that nonperforming loans as a percent of total portfolio loans have been below 3%.




     Net Charge-Offs                Three Months Ended
                            March 31, 2011        December 31, 2010
     (in millions)           $      % of               $      % of
     -------------         ---   Portfolio*          ---   Portfolio*
                                 ----------                ----------

     Land hold            $4.9          N/M  %      $5.2        73.54%
     Land                  4.4        79.15         19.7          N/M
       development
     Construction          5.6        97.09         10.0        38.44
     Income producing     77.6        30.30         64.2        21.74
     Owner-occupied       25.3        14.80         18.1         9.16
                          ----                      ----
       Total             117.8        26.63        117.2        21.92
       commercial
       real
       estate
     Commercial and       32.0         9.59         26.0         7.01
       industrial         ----                      ----
       Total commercial  149.8        19.30        143.2        15.81

     Residential           3.4         1.90          6.1         3.20
       mortgage
     Direct consumer       5.5         2.21          7.1         2.70
     Indirect consumer     1.9         0.95          2.9         1.39
                           ---                       ---
       Total consumer     10.8         1.72         16.1         2.43
                          ----                      ----
       Total            $160.6        10.77       $159.3         9.46
       net              ======                    ======
       charge-offs



     Net Charge-Offs              Three Months Ended
                           September 30,
                                  2010               June 30, 2010
     (in millions)          $      % of               $      % of
     -------------        ---   Portfolio*          ---   Portfolio*
                                ----------                ----------

     Land hold           $0.3         3.30%        $0.4         3.72%
     Land                 9.0        48.29          9.8        46.68
       development
     Construction         0.4         1.10          8.7        22.23
     Income producing    30.8         8.85         12.6         3.41
     Owner-occupied       4.8         2.21         18.9         8.57
                          ---                      ----
       Total             45.3         7.18         50.4         7.63
       commercial
       real
       estate
     Commercial and       6.8         1.62         11.4         2.71
       industrial         ---                      ----
       Total commercial  52.1         4.97         61.8         5.72

     Residential         23.3        11.57          0.6         0.29
       mortgage
     Direct consumer      9.8         3.56          5.5         1.96
     Indirect consumer    2.2         1.05          3.3         1.61
                          ---                       ---
       Total consumer    35.3         5.14          9.4         1.35
                         ----                       ---
       Total            $87.4         4.91        $71.2         3.90
       net              =====                     =====
       charge-offs



      Net Charge-Offs                Three Months Ended
                                         March 31, 2010
      (in millions)                        $      % of
      -------------                      ---   Portfolio*
                                               ----------

      Land hold                         $---          ---  %
      Land                               0.1         0.49
        development
      Construction                       ---          ---
      Income producing                   7.6         2.01
      Owner-occupied                     6.9         3.01
                                         ---
        Total                           14.6         2.13
        commercial
        real
        estate
      Commercial and                    12.9         2.86
        industrial                      ----
        Total commercial                27.5         2.43

      Residential                       80.1        37.05
        mortgage
      Direct consumer                    7.1         2.44
      Indirect consumer                  3.2         1.63
                                         ---
        Total consumer                  90.4        12.88
                                        ----
        Total                         $117.9         6.25
        net                           ======
        charge-offs


      * Represents an annualized rate.
      N/M - Not Meaningful

Net charge-offs in the first quarter of 2011 were essentially unchanged from the fourth quarter of 2010. The increase in net charge-offs compared to the first quarter of 2010 was primarily the result of the resolution of certain problem assets through both bulk sale and individual workout efforts.

The following table summarizes the allocation of the allowance for loan losses for specific allocated, risk allocated, and general valuation allowances by loan type.


    Allocation of the Allowance for Loan Losses(1)


                              March 31,       December 31,       March 31,
                                2011             2010              2010
                            ----------     -------------       ----------
                                 Related          Related           Related
                                                    NPL               NPL
    (in millions)         ALLL   NPL (2)  ALLL       (2)    ALLL       (2)
    -------------         ----   -------  ----     ----     ----     ----

    Specific allocated
     allowance:
      Commercial and
       industrial          $0.7    $17.0   $9.5     $43.5    $9.4     $49.4
      Commercial real
       estate               6.7     37.4   23.5      98.4    71.4     263.4
      Residential
       mortgage             2.0     10.2    1.1       5.4     1.4       5.8
      Direct Consumer       0.2      1.7    0.1       1.2     0.1       1.1
                            ---      ---    ---       ---     ---       ---
      Total specific
       allocated
       allowance            9.6     66.3   34.2     148.5    82.3     319.7

    Risk allocated
     allowance:
      Commercial and
       industrial          29.4      9.9   33.5      16.3    34.7      22.7
      Commercial real
       estate (CRE)        84.7     22.7   99.1      22.7   110.8      36.8
      Incremental risk
       allocated
       allowance -CRE       ---      ---   29.5       ---     ---       ---
                            ---      ---   ----       ---     ---       ---
        Total commercial  114.1     32.6  162.1      39.0   145.5      59.5
      Residential
       mortgage            49.9     21.6   46.5      18.6    16.2      15.1
      Direct Consumer      31.8     13.7   32.1      12.9    33.9      16.5
      Indirect Consumer    14.9      1.2   16.6       1.3    37.4       2.8
                           ----      ---   ----       ---    ----       ---
        Total risk
         allocated
         allowance        210.7     69.1  257.3      71.8   233.0      93.9
                          -----     ----  -----      ----   -----      ----
    Total                 220.3    135.4  291.5     220.3   315.3     413.6
    General valuation
     allowances             3.8      ---    4.5       ---     7.1       ---
                            ---      ---    ---       ---     ---       ---
      Total              $224.1   $135.4 $296.0    $220.3  $322.4    $413.6
                         ======   ====== ======    ======  ======    ======


    (1)  The allocation of the allowance for loan losses in the above table is
         based upon ranges of estimates and is not intended to imply either
         limitations on the usage of the allowance or precision of the
         specific amounts.  Citizens does not view the allowance for loan
         losses as being divisible among the various categories of loans.
         The entire allowance is available to absorb any future losses
         without regard to the category or categories in which the charged-
         off loans are classified.
    (2)  Related NPL amounts in risk allocated allowances include restructured
         loans and still accruing and loans 90+ days past due and still
         accruing but classified as nonperforming.

The allowance for loan losses was $224.1 million or 165.6% of nonperforming portfolio loans at March 31, 2011, compared with $296.0 million or 134.4% at December 31, 2010 and $322.4 million or 77.9% at March 31, 2010. The decreases in amounts were primarily the result of an overall decrease in loan balances, an improvement in risk mix of the commercial portfolio, and the continuing stability in both portfolio and economic trends, as well as lower reserves identified for specific commercial loans. In addition, the $29.5 million of incremental risk allocated reserves established at December 31, 2010 to incorporate the impact of Citizens' initiatives to resolve problem assets has been eliminated, as the resolution initiatives were substantially completed during the first quarter of 2011.

The allowance as a percentage of nonperforming loans at March 31, 2011 increased from December 31, 2010 and March 31, 2010 primarily as a result of the allowance for loan losses declining at a slower pace than the decline in nonperforming loans. While nonperforming loans declined over both periods, other offsetting factors that affect the risk allocated allowance such as historical loss experience, the continued depressed values in the real estate market, and other credit metrics result in a higher proportionate allowance.

After determining what Citizens believes is an appropriate allowance for loan losses based on the risk in the portfolio, the provision for loan losses is calculated as a result of the net effect of the quarterly change in the allowance for loan losses and the quarterly net charge-offs. The provision for loan losses was $88.7 million in the first quarter of 2011, compared with $131.3 million in the fourth quarter of 2010 and $101.4 million in the first quarter of 2010. The decreases in the provision were primarily due to the decline in the required allowance for loan losses as a result of the previously mentioned improvements in credit quality.

Noninterest Income

Noninterest income for the first quarter of 2011 was $23.1 million, a decrease of $0.9 million or 3.7% from the fourth quarter of 2010 and an increase of $0.8 million or 3.3% over the first quarter of 2010. The change from the fourth quarter of 2010 was due to a reduction in income from swap terminations, offset by better execution on loans held for sale. The increase from the first quarter of 2010 was due largely to better execution on loans held for sale.

Noninterest Expense

Noninterest expense for the first quarter of 2011 was $81.7 million, an increase of $4.4 million or 5.7% from the fourth quarter of 2010 and an increase of $3.6 million or 4.5% from the first quarter of 2010. The increases in noninterest expense over both prior periods were primarily the result of increased valuation writedowns and losses incurred as a result of the increase in property dispositions in the first quarter of 2011. This was partially offset by a net decline in most other noninterest expense categories as a result of various expense management initiatives implemented throughout the company.

.

Pre-Tax Pre-Provision Profit (non-GAAP)

The following table displays pre-tax pre-provision profit (non-GAAP) for each of the last five quarters.




    Pre-tax pre-provision profit (non-GAAP )        Three Months Ended
                                                 March
     (in thousands)                                31,        December 31,
     --------------                                 2011              2010
                                                    ----              ----
    Loss from continuing operations             $(68,678)        $(106,154)
    Income tax provision from continuing
     operations                                       55             3,383
    Provision for loan losses                     88,724           131,296
    Net loss on loans held for sale                1,106             3,069
    Investment securities losses (gains)             383               171
    Losses on other real estate (ORE)              9,122               930
    Fair-value adjustment on bank owned life
     insurance (1)                                  (100)             (105)
    Fair-value adjustment on swaps (1)               114              (535)
      Pre-tax pre-provision profit (non-GAAP)    $30,726           $32,055
                                                 =======           =======



    Pre-tax pre-provision profit
     (non-GAAP )                               Three Months Ended
                                                                      March
     (in thousands)                    September 30,      June 30,      31,
     --------------                             2010           2010      2010
                                                ----           ----      ----
    Loss from continuing operations         $(62,471)      $(44,456) $(76,023)
    Income tax provision from
     continuing operations                     5,628          3,700       147
    Provision for loan losses                 89,617         70,614   101,355
    Net loss on loans held for sale            1,441          8,405     7,702
    Investment securities losses
     (gains)                                     ---         (8,051)   (6,016)
    Losses on other real estate (ORE)          1,967          3,778     6,763
    Fair-value adjustment on bank
     owned life insurance (1)                   (159)           280       (83)
    Fair-value adjustment on swaps (1)           202            279       836
      Pre-tax pre-provision profit
       (non-GAAP)                            $36,225        $34,549   $34,681
                                             =======        =======   =======


    (1) Fair-value adjustment amounts contained in line item "Other
    income" on Consolidated Statements of Operations

Conference Call

Citizens' senior management will review the quarter's results in a conference call at 10:00 a.m. ET on Friday, April 29, 2011. A live audio webcast is available on Citizens' investor relations page at www.citizensbanking.com or by calling (800) 862-9098 (conference ID: Citizens Republic). To participate in the conference call, please connect approximately 10 minutes prior to the scheduled conference time.

The call will be archived for 90 days at www.citizensbanking.com. In addition, a digital recording will be available approximately two hours after the completion of the conference call until May 6, 2011. To listen to the replay, please dial (800) 723-0394.

Discontinued Operations

As a result of the sale of Citizens' wholly-owned subsidiary, F&M, during the second quarter of 2010, the financial condition and operating results for this subsidiary have been segregated from the financial condition and operating results of Citizens' continuing operations throughout this release and, as such, are presented as a discontinued operation. While all prior periods have been revised retrospectively to align with this treatment, these changes do not affect Citizens' reported consolidated financial condition or net income for any of the prior periods.

Use of Non-GAAP Financial Measures

In addition to results presented in accordance with generally accepted accounting principles ("GAAP"), this release includes non-GAAP financial measures such as tangible equity to tangible assets ratio, tangible common equity to tangible assets ratio, Tier 1 common equity ratio, pre-tax pre-provision profit, net interest margin, and the efficiency ratio. Citizens believes these non-GAAP financial measures provide additional information that is useful to investors in understanding the underlying performance of Citizens, its business, and performance trends and such measures help facilitate performance comparisons with others in the banking industry. Non-GAAP financial measures have inherent limitations, are not required to be uniformly applied and are not audited. Readers should be aware of these limitations and should be cautious as to their use of such measures. To mitigate these limitations, Citizens has procedures in place to ensure that these measures are calculated using the appropriate GAAP or regulatory components in their entirety and to ensure that Citizens' performance is properly reflected to facilitate consistent period-to-period comparisons. Although Citizens believes the above non-GAAP financial measures disclosed in this release enhance investors' understanding of its business and performance, these non-GAAP measures should not be considered in isolation, or as a substitute for GAAP basis financial measures.

Tangible Equity, Tangible Common Equity and Tier 1 Common Equity Ratios (non-GAAP financial measures)

Citizens believes the exclusion of goodwill and other intangible assets to create "tangible assets" and "tangible equity" facilitates the comparison of results for ongoing business operations. Citizens' management internally assesses the company's performance based, in part, on these non-GAAP financial measures. The tangible common equity ratio and Tier 1 common equity ratio have become a focus of some investors and management believes that these ratios may assist investors in analyzing Citizens' capital position absent the effects of intangible assets and preferred stock. Because tangible common equity and Tier 1 common equity are not formally defined by GAAP or codified in the federal banking regulations, these measures are considered to be non-GAAP financial measures. Because analysts and banking regulators may assess Citizens' capital adequacy using tangible common equity and Tier 1 common equity, Citizens believes that it is useful to provide investors the ability to assess its capital adequacy on the same bases. Tier 1 common equity is often expressed as a percentage of net risk-weighted assets. Under the risk-based capital framework, a bank's balance sheet assets and credit equivalent amounts of off-balance sheet items are assigned to one of four broad risk categories. The aggregated dollar amount in each category is then multiplied by the risk weight assigned to that category. The resulting weighted values from each of the four categories are added together and this sum is the risk-weighted assets total that, as adjusted, comprises the denominator of certain risk-based capital ratios. Tier 1 capital is then divided by this denominator (net risk-weighted assets) to determine the Tier 1 capital ratio. Adjustments are made to Tier 1 capital to arrive at Tier 1 common equity as shown in the Non-GAAP Reconciliation Table later in this release. The amounts disclosed as net risk-weighted assets are calculated consistent with banking regulatory requirements.

Pre-Tax Pre-Provision Profit (non-GAAP financial measure)

Pre-tax pre-provision profit ("PTPP"), as defined by Citizens' management represents total revenue (total net interest income and noninterest income) excluding any securities gains/losses, fair-value adjustments on loans held for sale, interest rate swaps, and bank owned life insurance, less noninterest expense excluding any goodwill impairment charges, credit writedowns, fair-value adjustments and special assessments. While certain of these items are an integral part of Citizens' banking operations, in each case, the excluded items are items that management believes are particularly impacted by economic stress or significant changes in the credit cycle and are therefore likely to make it more difficult to understand our underlying performance trends and the ability of our banking operations to generate revenue. Net interest income, noninterest income and noninterest expense are all calculated in accordance with GAAP and are presented in the consolidated statement of operations. While noninterest income and noninterest expense are adjusted for the specific items listed above in the calculation of PTPP, these adjustments represent the excluded items in their entirety for each period presented to better facilitate period to period comparisons.

Viewed together with Citizens' GAAP results, PTPP provides management, investors and others with a useful metric to evaluate and better understand trends in Citizens' period-to-period earnings power and ability to generate capital to cover credit losses, in each case exclusive of the effects of the current and recent economic stress and the credit cycle. As recent results for the banking industry demonstrate, loan charge-offs, related credit provision, and credit writedowns can vary significantly from period to period, making a measure that helps isolate the impact of credit costs on profitability all the more important to investors. The "Credit Quality" section of this release isolates the challenges and issues related to the credit quality of Citizens' loan portfolio and their impact on Citizens' earnings as reflected in the provision for loan losses.

A portion of the compensation awarded to Citizens' Named Executive Officers and certain other management employees for their performance in 2010 and 2011 is measured against a PTPP performance target (as defined above) as Citizens believes that PTPP is a key measurement that helps keep revenue generation as a focus for its business and a particularly valuable measure during challenging credit cycles. Based on 2010 full year results, the total cash compensation award linked to PTPP was $1.1 million. Additionally, during 2010, approximately 1,129,000 shares of restricted stock and restricted stock units were granted which have a two-year vesting period based partially on PTPP results and partially on total provision expense. The grants are designed so that a portion of the compensation is based on provision expense while the remainder does not depend on management's performance with regard to managing loan losses, securities impairments, and other asset impairments. The total potential cash compensation award linked to PTPP for 2011 is $0.9 million.

Like all non-GAAP metrics, PTPP's usefulness is inherently limited. Because Citizens' calculation of PTPP may differ from the calculation of similar measures used by other bank holding companies, PTPP should be used to determine and evaluate period to period trends in Citizens' performance and in comparison to Citizens' loan charge-offs, related credit provision, and credit writedowns, rather than in comparison to non-GAAP metrics used by other companies. In addition, investors should bear in mind that income tax expense (benefit), the provision for loan losses, and the other items excluded from revenues and expenses in the PTPP calculation are recurring and integral expenses to Citizens' banking operations, and that these expenses will still accrue under GAAP, thereby reducing GAAP earnings and, ultimately, shareholders' equity.

Net Interest Margin and Efficiency Ratio (non-GAAP financial measures)

In accordance with industry standards, certain designated net interest income amounts are presented on a taxable equivalent basis, including the calculation of net interest margin and the efficiency ratio. Citizens believes the presentation of net interest margin on a taxable equivalent basis using a 35% effective tax rate allows comparability of net interest margin with industry peers by eliminating the effect of the differences in portfolios attributable to the proportion represented by both taxable and tax-exempt investments. See the Selected Quarterly Information Table, the Non-GAAP Reconciliation Table, and the Average Balances, Yields and Rates Table later in this release for additional information.

Corporate Profile

Citizens Republic Bancorp, Inc. is a diversified financial services company providing a wide range of commercial, consumer, mortgage banking, trust and financial planning services to a broad client base. Citizens serves communities in Michigan, Ohio, Wisconsin, and Indiana with 220 offices and 249 ATMs. Citizens is the largest bank holding company headquartered in Michigan with roots dating back to 1871 and is the 55(th) largest bank holding company headquartered in the United States. More information about Citizens is available at www.citizensbanking.com.

Safe Harbor Statement

Discussions and statements in this release that are not statements of historical fact, including without limitation, statements that include terms such as "will," "may," "should," "believe," "expect," "anticipate," "estimate," "project," "intend," and "plan," and statements regarding Citizens' future financial and operating results, plans, objectives, expectations and intentions, are forward-looking statements that involve risks and uncertainties, many of which are beyond Citizens' control or are subject to change. No forward-looking statement is a guarantee of future performance and actual results could differ materially.

Factors that could cause or contribute to actual results differing materially from Citizens' expectations include the risks and uncertainties detailed from time to time in Citizens' annual and quarterly filings with the SEC, which are available at the SEC's web site www.sec.gov. Other factors not currently anticipated may also materially and adversely affect Citizens' results of operations, cash flows, financial position and prospects. There can be no assurance that future results will meet expectations. While Citizens believes that the forward-looking statements in this release are reasonable, you should not place undue reliance on any forward-looking statement. In addition, these statements speak only as of the date made. Citizens does not undertake, and expressly disclaims, any obligation to update or alter any statements, whether as a result of new information, future events or otherwise, except as required by applicable law.



    Consolidated Balance Sheets (Unaudited)
    Citizens Republic Bancorp, Inc.


                                          March     December
                                           31,         31,      March 31,
    (in thousands)                           2011        2010         2010
    --------------                           ----        ----         ----
    Assets
      Cash and due from banks            $136,638    $127,585     $148,161
      Money market investments            495,562     409,079      760,746

      Investment Securities:
          Securities available for
           sale, at fair value          2,119,416   2,049,528    2,057,599

          Securities held to
           maturity, at amortized
           cost
            (fair value of $541,646,
             $469,421 and $115,484,
             respectively)                547,449     474,832      113,259
                                          -------     -------      -------
                 Total investment
                  securities            2,666,865   2,524,360    2,170,858
      FHLB and Federal Reserve
       stock                              143,873     143,873      155,084
      Portfolio loans:
          Commercial and industrial     1,353,167   1,474,227    1,824,801
          Commercial real estate        1,794,284   2,120,735    2,768,299
                                        ---------   ---------    ---------
                 Total commercial       3,147,451   3,594,962    4,593,100
          Residential mortgage            727,304     756,245      877,201
          Direct consumer               1,006,424   1,045,530    1,174,726
          Indirect consumer               823,019     819,865      794,183
                                          -------     -------      -------
                 Total portfolio loans  5,704,198   6,216,602    7,439,210
          Less: Allowance for loan
           losses                        (224,117)   (296,031)    (322,377)
                                         --------    --------     --------
                 Net portfolio loans    5,480,081   5,920,571    7,116,833
      Loans held for sale                  38,121      40,347      107,772
      Premises and equipment              102,162     104,714      108,680
      Goodwill                            318,150     318,150      318,150
      Other intangible assets               9,626      10,454       13,247
      Bank owned life insurance           218,016     217,757      216,179
      Other assets                        115,019     148,755      212,115
      Assets of discontinued
       operations                             ---         ---      324,097
                                              ---         ---      -------
        Total assets                   $9,724,113  $9,965,645  $11,651,922
                                       ==========  ==========  ===========
    Liabilities
      Noninterest-bearing
       deposits                        $1,413,920  $1,325,383   $1,239,352
      Interest-bearing demand
       deposits                           956,676     947,953    1,057,094
      Savings deposits                  2,646,851   2,600,750    2,533,002
      Time deposits                     2,674,058   2,852,748    3,651,750
                                        ---------   ---------    ---------
        Total deposits                  7,691,505   7,726,834    8,481,198
      Federal funds purchased
       and securities sold
            under agreements to
             repurchase                    40,069      41,699       30,209
      Other short-term
       borrowings                             690         620        2,920
      Other liabilities                   139,819     152,072      133,893
      Long-term debt                      906,629   1,032,689    1,337,746
      Liabilities of
       discontinued operations                ---         ---      421,562
                                              ---         ---      -------
        Total liabilities               8,778,712   8,953,914   10,407,528
    Shareholders' Equity
      Preferred stock -no par
       value                              279,955     278,300      273,522
      Common stock -no par
       value                            1,432,271   1,431,829    1,430,273
      Retained deficit                   (752,547)   (678,242)    (453,910)
      Accumulated other
       comprehensive loss                 (14,278)    (20,156)      (5,491)
                                          -------     -------       ------
        Total shareholders' equity        945,401   1,011,731    1,244,394
                                          -------   ---------    ---------
        Total liabilities and
         shareholders' equity          $9,724,113  $9,965,645  $11,651,922
                                       ==========  ==========  ===========


    Consolidated Statements of Operations (Unaudited)


                                                           Three Months
    Citizens Republic Bancorp, Inc.                           Ended
                                                            March 31,
    (in thousands, except per share amounts)              2011           2010
    ----------------------------------------              ----           ----

    Interest Income
      Interest and fees on loans                       $80,711       $101,742
      Interest and dividends on investment
       securities:
        Taxable                                         19,610         18,261
        Tax-exempt                                       3,086          5,285
      Dividends on FHLB and Federal Reserve stock        1,125          1,002
      Money market investments                             253            424
                                                           ---            ---
         Total interest income                         104,785        126,714
                                                       -------        -------
    Interest Expense
      Deposits                                          16,375         29,511
      Short-term borrowings                                 18             24
      Long-term debt                                     9,778         15,990
                                                         -----         ------
         Total interest expense                         26,171         45,525
                                                        ------         ------
    Net Interest Income                                 78,614         81,189
    Provision for loan losses                           88,724        101,355
                                                        ------        -------
         Net interest loss after provision for loan
          losses                                       (10,110)       (20,166)
                                                       -------        -------
    Noninterest Income
      Service charges on deposit accounts                9,429          9,684
      Trust fees                                         3,923          3,795
      Mortgage and other loan income                     2,942          2,589
      Brokerage and investment fees                      1,108            933
      ATM network user fees                              1,755          1,597
      Bankcard fees                                      2,238          2,007
      Net loss on loans held for sale                   (1,106)        (7,702)
      Investment securities (losses) gains                (383)         6,016
      Other income                                       3,237          3,474
                                                         -----          -----
         Total noninterest income                       23,143         22,393
    Noninterest Expense
      Salaries and employee benefits                    31,018         29,947
      Occupancy                                          7,562          7,461
      Professional services                              2,219          2,253
      Equipment                                          3,052          3,072
      Data processing services                           4,352          4,629
      Advertising and public relations                     569          1,297
      Postage and delivery                               1,116          1,014
      Other loan expenses                                5,255          5,974
      Losses on other real estate (ORE)                  9,122          6,763
      ORE expenses                                       1,768          1,190
      Intangible asset amortization                        828          1,130
      Other expense                                     14,795         13,373
                                                        ------         ------
         Total noninterest expense                      81,656         78,103
                                                        ------         ------
    Loss from Continuing Operations Before Income
     Taxes                                             (68,623)       (75,876)
    Income tax provision from continuing operations         55            147
                                                           ---            ---
    Loss from Continuing Operations                    (68,678)       (76,023)

    Discontinued operations:
    Loss from discontinued operations (net of
     income tax)                                           ---         (8,973)
                                                           ---         ------
    Net Loss                                           (68,678)       (84,996)
    Dividend on redeemable preferred stock              (5,627)        (5,282)
                                                        ------         ------
    Net Loss Attributable to Common Shareholders      $(74,305)      $(90,278)
                                                      ========       ========
    Loss Per Share from Continuing Operations
      Basic                                             $(0.19)        $(0.21)
      Diluted                                            (0.19)         (0.21)
    Loss Per Share from Discontinued Operations
      Basic                                               $---         $(0.02)
      Diluted                                              ---          (0.02)
    Net Loss Per Common Share:
      Basic                                             $(0.19)        $(0.23)
      Diluted                                            (0.19)         (0.23)
    Average Common Shares Outstanding:
      Basic                                            394,060        393,779
      Diluted                                          394,060        393,779



    Selected Quarterly Information


                                                    Three Months Ended
                                                      March    December
                                                       31,        31,
                                                        2011        2010
                                                        ----        ----
    Summary of Operations (in thousands)
    Net interest income                              $78,614     $81,731
    Provision for loan losses                         88,724     131,296
    Noninterest income (1)                            23,143      24,028
    Noninterest expense                               81,656      77,234
    Income tax provision from continuing operations       55       3,383
    Loss from continuing operations before income
     taxes                                          (68,678)    (106,154)
    Income (loss) from discontinued operations
     (after tax)                                         ---         ---
    Net loss                                        (68,678)    (106,154)
    Net loss attributable to common shareholders
     (2)                                            (74,305)    (111,699)
    Taxable equivalent adjustment                      2,102       2,247


    Per Common Share Data
    Loss from continuing operations:
          Basic                                       $(0.19)     $(0.28)
          Diluted                                      (0.19)      (0.28)
    Discontinued operations:
          Basic                                         $---        $---
          Diluted                                        ---         ---
    Net loss:
          Basic                                       $(0.19)     $(0.28)
          Diluted                                      (0.19)      (0.28)
    Common book value                                   1.67        1.85
    Tangible book value (non-GAAP)                      1.55        1.72
    Tangible common book value (non-GAAP)               0.85        1.02
    Shares outstanding, end of period (000)(3)       397,783     397,167

    At Period End (millions)
    Assets                                            $9,724      $9,966
    Earning assets                                     9,010       9,303
    Portfolio loans                                    5,704       6,217
    Allowance for loan losses                            224         296
    Deposits                                           7,692       7,727
    Long-term debt                                       907       1,033
    Shareholders' equity                                 945       1,012
    --------------------
    Average for the Quarter (millions)
    Assets                                            $9,899     $10,468
    Earning assets                                     9,231       9,769
    Portfolio loans                                    6,051       6,682
    Allowance for loan losses                            295         324
    Deposits                                           7,730       7,965
    Long-term debt                                       971       1,160
    Shareholders' equity                               1,002       1,145

    Financial Ratios (annualized)(4)
    Return on average assets                          (2.81)%     (4.02)%
    Return on average shareholders' equity            (27.79)     (36.78)
    Average shareholders' equity / average assets      10.13       10.94
    Net interest margin (FTE) (5)                       3.53        3.42
    Efficiency ratio (non-GAAP) (6)                    78.33       71.39
    Allowance for loan losses as a percent of
     portfolio loans                                    3.93        4.76
    Allowance for loan losses as a percent of
     nonperforming loans                              165.56      134.39
    Allowance for loan losses as a percent of
     nonperforming assets                             119.18      103.30
    Nonperforming loans as a percent of portfolio
     loans                                              2.37        3.54
    Nonperforming assets as a percent of portfolio
     loans plus ORAA(7)                                 3.26        4.55
    Nonperforming assets as a percent of total
     assets                                             1.93        2.88
    Net loans charged off as a percent of average
     portfolio loans (annualized)                      10.77        9.46
    Leverage ratio                                      7.39        7.71
    Tier 1 capital ratio                               11.90       12.11
    Total capital ratio                                13.24       13.51



                                             Three Months Ended
                                           September    June      March
                                               30,       30,       31,
                                                 2010     2010      2010
                                                 ----     ----      ----
    Summary of Operations (in thousands)
    Net interest income                       $81,558  $84,586   $81,189
    Provision for loan losses                  89,617   70,614   101,355
    Noninterest income (1)                     25,956   22,282    22,393
    Noninterest expense                        74,740   77,010    78,103
    Income tax provision from continuing
     operations                                 5,628    3,700       147
    Loss from continuing operations before
     income taxes                             (62,471) (44,456) (76,023)
    Income (loss) from discontinued
     operations (after tax)                       ---    5,151    (8,973)
    Net loss                                  (62,471) (39,305) (84,996)
    Net loss attributable to common
     shareholders (2)                         (67,922) (44,711) (90,278)
    Taxable equivalent adjustment               2,372    2,605     3,357


    Per Common Share Data
    Loss from continuing operations:
          Basic                                $(0.17)  $(0.12)   $(0.21)
          Diluted                               (0.17)   (0.12)    (0.21)
    Discontinued operations:
          Basic                                  $---    $0.01    $(0.02)
          Diluted                                 ---     0.01     (0.02)
    Net loss:
          Basic                                $(0.17)  $(0.11)   $(0.23)
          Diluted                               (0.17)   (0.11)    (0.23)
    Common book value                            2.22     2.37      2.46
    Tangible book value (non-GAAP)               2.08     2.24      2.28
    Tangible common book value (non-GAAP)        1.39     1.54      1.59
    Shares outstanding, end of period
     (000)(3)                                 397,071  396,979   394,392

    At Period End (millions)
    Assets                                    $10,639  $10,834   $11,328
    Earning assets                              9,932   10,098    10,595
    Portfolio loans                             6,888    7,138     7,439
    Allowance for loan losses                     324      322       322
    Deposits                                    8,101    8,222     8,481
    Long-term debt                              1,185    1,211     1,338
    Shareholders' equity                        1,157    1,218     1,244
    --------------------
    Average for the Quarter (millions)
    Assets                                    $10,803  $11,156   $11,575
    Earning assets                             10,065   10,432    10,839
    Portfolio loans                             7,059    7,318     7,654
    Allowance for loan losses                     322      322       336
    Deposits                                    8,198    8,431     8,544
    Long-term debt                              1,203    1,315     1,450
    Shareholders' equity                        1,215    1,239     1,323

    Financial Ratios (annualized)(4)
    Return on average assets                   (2.29)%  (1.60)%   (2.66)%
    Return on average shareholders' equity     (20.40)  (14.40)   (23.30)
    Average shareholders' equity /average
     assets                                     11.25    11.10     11.43
    Net interest margin (FTE) (5)                3.32     3.35      3.14
    Efficiency ratio (non-GAAP) (6)             68.02    75.93     77.39
    Allowance for loan losses as a percent
     of portfolio loans                          4.70     4.51      4.33
    Allowance for loan losses as a percent
     of nonperforming loans                     88.98    83.67     77.94
    Allowance for loan losses as a percent
     of nonperforming assets                    73.10    68.11     57.96
    Nonperforming loans as a percent of
     portfolio loans                             5.29     5.39      5.56
    Nonperforming assets as a percent of
     portfolio loans plus ORAA(7)                6.35     6.53      7.32
    Nonperforming assets as a percent of
     total assets                                4.17     4.36      4.91
    Net loans charged off as a percent of
     average portfolio loans (annualized)        4.91     3.90      6.25
    Leverage ratio                               8.50     8.72      8.47
    Tier 1 capital ratio                        12.41    12.79     12.12
    Total capital ratio                         13.80    14.17     13.49


    (1) Noninterest income includes a gain on investment securities of
    $8.0 million and $6.0 million in the second and first quarter of
    2010.
    (2) Net loss attributable to common shareholders includes a non-cash
    dividend to preferred shareholders of $5.6 million in the first
    quarter of 2011 and $5.5 million, $5.4 million, $5.4 million and
    $5.3 million in the fourth, third, second and first quarters of
    2010.
    (3) Includes participating shares, which are restricted stock units
    and restricted shares.
    (4) Financial ratios are based on continuing operations.
    (5) Net interest margin is presented on an annual basis, includes
    taxable equivalent adjustments to interest income and is based on a
    tax rate of 35%.
    (6) The Efficiency Ratio measures how efficiently a bank spends its
    revenues.  The formula is: (Noninterest expense -Goodwill
    impairment)/(Net interest income + taxable equivalent adjustment +
    Total noninterest income -Investment securities (losses) gains).
    (7) Other real estate assets acquired ("ORAA") include loans held for
    sale.




    Non-GAAP Reconciliation
                                                 March   December
                                                  31,      31,
                                                   2011              2010
                                                   ----              ----
    Efficiency Ratio (non-GAAP) (in thousands)
    Net interest income (A)                     $78,614           $81,731
    Taxable equivalent adjustment (B)             2,102             2,247
    Investment securities (losses) gain (C)        (383)             (171)
    Noninterest income (D)                       23,143            24,028
    Noninterest expense (E)                      81,656            77,234
    Efficiency ratio:  (E)/(A+B-C+D) (non-GAAP)   78.33%            71.39%

    Ending Balances (in millions)
    Tangible Common Equity to Tangible Assets
     (in millions)
    Total assets(1)                              $9,724            $9,966
    Goodwill(2)                                    (318)             (318)
    Other intangible assets                         (10)              (11)
                                                    ---               ---
      Tangible assets (non-GAAP)                 $9,396            $9,637
                                                 ======            ======

    Total shareholders' equity                     $945            $1,012
    Goodwill(2)                                    (318)             (318)
    Other intangible assets                         (10)              (11)
                                                    ---               ---
      Tangible equity (non-GAAP)                   $617              $683
                                                   ====              ====

    Tangible equity                                $617              $683
    Preferred stock                                (280)             (278)
                                                   ----              ----
      Tangible common equity (non-GAAP)            $337              $405
                                                   ====              ====

    Tier 1 Common Equity (in millions)
    Total shareholders' equity                     $945            $1,012
    Qualifying capital securities                    74                74
    Goodwill(2)                                    (318)             (318)
    Accumulated other comprehensive loss
     (income)                                        14                20
    Other intangible assets                         (10)              (11)
                                                    ---               ---
      Tier 1 capital (regulatory)                  $705              $777
                                                   ====              ====

    Tier 1 capital (regulatory)                    $705              $777
    Qualifying capital securities                   (74)              (74)
    Preferred stock                                (280)             (278)
                                                   ----              ----
      Total Tier 1 common equity (non-GAAP)        $351              $425
                                                   ====              ====

    Net risk-weighted assets (regulatory)(3)     $5,930            $6,417

    Equity to assets                               9.72%            10.15%
    Tier 1 common equity (non-GAAP)                5.93              6.62
    Tangible equity to tangible assets (non-
     GAAP)                                         6.57              7.09
    Tangible common equity to tangible assets
     (non-GAAP)                                    3.59              4.20



    Non-GAAP Reconciliation
                                                September     June    March
                                                    30,        30,     31,
                                                      2010     2010     2010
                                                      ----     ----     ----
    Efficiency Ratio (non-GAAP) (in thousands)
    Net interest income (A)                        $81,558  $84,586  $81,189
    Taxable equivalent adjustment (B)                2,372    2,605    3,357
    Investment securities (losses) gain (C)            ---    8,051    6,016
    Noninterest income (D)                          25,956   22,282   22,393
    Noninterest expense (E)                         74,740   77,010   78,103
    Efficiency ratio:  (E)/(A+B-C+D) (non-GAAP)      68.02%   75.93%   77.39%

    Ending Balances (in millions)
    Tangible Common Equity to Tangible Assets
     (in millions)
    Total assets(1)                                $10,639  $10,834  $11,652
    Goodwill(2)                                       (318)    (318)    (331)
    Other intangible assets                            (11)     (12)     (13)
                                                       ---      ---      ---
      Tangible assets (non-GAAP)                   $10,310  $10,504  $11,308
                                                   =======  =======  =======

    Total shareholders' equity                      $1,157   $1,218   $1,244
    Goodwill(2)                                       (318)    (318)    (331)
    Other intangible assets                            (11)     (12)     (13)
                                                       ---      ---      ---
      Tangible equity (non-GAAP)                      $828     $888     $900
                                                      ====     ====     ====

    Tangible equity                                   $828     $888     $900
    Preferred stock                                   (277)    (275)    (274)
                                                      ----     ----     ----
      Tangible common equity (non-GAAP)               $551     $613     $626
                                                      ====     ====     ====

    Tier 1 Common Equity (in millions)
    Total shareholders' equity                      $1,157   $1,218   $1,244
    Qualifying capital securities                       74       74       74
    Goodwill(2)                                       (318)    (318)    (331)
    Accumulated other comprehensive loss
     (income)                                          (16)     (10)       6
    Other intangible assets                            (11)     (12)     (13)
                                                       ---      ---      ---
      Tier 1 capital (regulatory)                     $886     $952     $980
                                                      ====     ====     ====

    Tier 1 capital (regulatory)                       $886     $952     $980
    Qualifying capital securities                      (74)     (74)     (74)
    Preferred stock                                   (277)    (275)    (274)
                                                      ----     ----     ----
      Total Tier 1 common equity (non-GAAP)           $535     $603     $632
                                                      ====     ====     ====

    Net risk-weighted assets (regulatory)(3)        $7,133   $7,432   $8,083

    Equity to assets                                 10.88%   11.24%   10.68%
    Tier 1 common equity (non-GAAP)                   7.50     8.10     7.82
    Tangible equity to tangible assets (non-
     GAAP)                                            8.03     8.45     7.96
    Tangible common equity to tangible assets
     (non-GAAP)                                       5.34     5.83     5.54


    (1) Total assets represent assets for continuing operations, as shown
    on the balance sheet, and includes assets of discontinued operations
    of $324 million in the first quarter of 2010.
    (2)  Goodwill represents goodwill for continuing operations, as shown
    on the balance sheet, and includes goodwill for discontinued
    operations of $12.6 million in the first quarter of 2010.
    (3)  Net risk-weighted assets (regulatory) for second quarter 2010
    were calculated on a combined basis.



    Noninterest Income and Noninterest Expense



                                    March        December
                                     31,            31,
    (in thousands)                    2011            2010
    --------------                    ----            ----

    Service charges on deposit
     accounts                       $9,429         $10,072
    Trust fees                       3,923           4,135
    Mortgage and other loan
     income                          2,942           3,109
    Brokerage and investment
     fees                            1,108           1,264
    ATM network user fees            1,755           1,825
    Bankcard fees                    2,238           2,325
    Net loss on loans held for
     sale                           (1,106)         (3,069)
    Investment securities
     (losses) gains                   (383)           (171)
    Other income                     3,237           4,538
                                     -----           -----
    Total noninterest income       $23,143         $24,028
                                   =======         =======

    Salaries and employee
     benefits                      $31,018         $32,294
    Occupancy                        7,562           6,834
    Professional services            2,219           2,945
    Equipment                        3,052           3,355
    Data processing services         4,352           4,636
    Advertising and public
     relations                         569           1,512
    Postage and delivery             1,116           1,075
    Other loan expenses              5,255           5,431
    Losses on other real estate
     (ORE)                           9,122             930
    ORE expenses                     1,768           1,653
    Intangible asset
     amortization                      828             851
    Other expense                   14,795          15,718
                                    ------          ------
    Total noninterest expense      $81,656         $77,234
                                   =======         =======



                                   Three Months
                                       Ended
                                                       June         March
                                  September 30,         30,          31,
    (in thousands)                         2010         2010          2010
    --------------                         ----         ----          ----

    Service charges on deposit
     accounts                           $10,609       $9,971        $9,684
    Trust fees                            3,837        3,836         3,795
    Mortgage and other loan
     income                               2,590        2,198         2,589
    Brokerage and investment
     fees                                 1,060        1,322           933
    ATM network user fees                 1,864        1,771         1,597
    Bankcard fees                         2,261        2,266         2,007
    Net loss on loans held for
     sale                                (1,441)     (8,405)        (7,702)
    Investment securities
     (losses) gains                         ---        8,051         6,016
    Other income                          5,176        1,272         3,474
                                          -----        -----         -----
    Total noninterest income            $25,956      $22,282       $22,393
                                        =======      =======       =======

    Salaries and employee
     benefits                           $32,740      $31,403       $29,947
    Occupancy                             6,529        6,139         7,461
    Professional services                 2,737        2,615         2,253
    Equipment                             3,076        2,979         3,072
    Data processing services              4,702        4,767         4,629
    Advertising and public
     relations                            1,605        2,116         1,297
    Postage and delivery                  1,187        1,295         1,014
    Other loan expenses                   4,355        4,551         5,974
    Losses on other real estate
     (ORE)                                1,967        3,778         6,763
    ORE expenses                          1,327          800         1,190
    Intangible asset
     amortization                           908        1,034         1,130
    Other expense                        13,607       15,533        13,373
                                         ------       ------        ------
    Total noninterest expense           $74,740      $77,010       $78,103
                                        =======      =======       =======


    Summary of Loan Loss Experience


                                                     Three Months Ended
                                                    March December
                                                       31,   31,
    (in thousands)                                      2011       2010


    Allowance for loan losses - beginning of period $296,031   $324,046

    Provision for loan losses                         88,724    131,296

    Charge-offs:
      Commercial and industrial                       29,712     24,634
      Small business                                   4,078      2,747
      Commercial real estate                         118,721    119,986
                                                     -------    -------
        Total commercial                             152,511    147,367
      Residential mortgage                             3,403      6,141
      Direct consumer                                  6,468      7,701
      Indirect consumer                                2,472      3,647
                                                       -----      -----
          Total charge-offs                          164,854    164,856
                                                     -------    -------

    Recoveries:
      Commercial and industrial                        1,603      1,017
      Small business                                     174        309
      Commercial real estate                             913      2,813
                                                         ---      -----
        Total commercial                               2,690      4,139
      Residential mortgage                                 3         42
      Direct consumer                                    972        587
      Indirect consumer                                  551        777
                                                         ---        ---
          Total recoveries                             4,216      5,545
                                                       -----      -----

    Net charge-offs                                  160,638    159,311
                                                     -------    -------


    Allowance for loan losses - end of period       $224,117   $296,031
                                                    ========   ========



                                      Three Months Ended
                                           September       June     March
                                               30,          30,      31,
    (in thousands)                                  2010     2010     2010


    Allowance for loan losses -
     beginning of period                        $321,841 $322,377 $338,940

    Provision for loan losses                     89,617   70,614  101,355

    Charge-offs:
      Commercial and industrial                    6,083   10,943   12,356
      Small business                               2,061    1,398    1,169
      Commercial real estate                      45,910   51,183   15,976
                                                  ------   ------   ------
        Total commercial                          54,054   63,524   29,501
      Residential mortgage                        23,353      705   80,729
      Direct consumer                             10,256    5,907    7,528
      Indirect consumer                            2,808    4,028    3,813
                                                   -----    -----    -----
          Total charge-offs                       90,471   74,164  121,571
                                                  ------   ------  -------

    Recoveries:
      Commercial and industrial                    1,321      899      623
      Small business                                  89       38       46
      Commercial real estate                         579      829    1,319
                                                     ---      ---    -----
        Total commercial                           1,989    1,766    1,988
      Residential mortgage                            15       80      583
      Direct consumer                                452      386      453
      Indirect consumer                              603      782      629
                                                     ---      ---      ---
          Total recoveries                         3,059    3,014    3,653
                                                   -----    -----    -----

    Net charge-offs                               87,412   71,150  117,918
                                                  ------   ------  -------


    Allowance for loan losses -end of
     period                                     $324,046 $321,841 $322,377
                                                ======== ======== ========



    Average Balances, Yields and Rates


                                                Three Months Ended
                                                  March 31, 2011
                                                Average      Average
    (in thousands)                              Balance        Rate
    --------------                              -------        ----
    Earning Assets
      Money market investments                   $416,756   0.25%
      Investment securities:
        Taxable                                 2,313,467   3.39
        Tax-exempt                                278,679   6.81
      FHLB and Federal Reserve stock              143,873   3.16
      Portfolio loans:
        Commercial and industrial               1,422,574   4.59
        Commercial real estate                  2,045,360   5.30
        Residential mortgage                      741,818   4.76
        Direct consumer                         1,024,979   6.12
        Indirect consumer                         816,676   6.79
                                                  -------
         Total portfolio loans                  6,051,407   5.40
      Loans held for sale                          26,860   5.50
                                                   ------
            Total earning assets                9,231,042   4.67

    Nonearning Assets
      Cash and due from banks                     143,957
      Premises and equipment                      104,399
      Investment security fair value
       adjustment                                  32,229
      Other nonearning assets                     682,526
      Assets of discontinued operations               ---
      Allowance for loan losses                  (295,232)
                                                 --------
         Total assets                          $9,898,921
                                               ==========
    Interest-Bearing Liabilities
      Deposits:
        Interest-bearing demand deposits         $951,770   0.23
        Savings deposits                        2,629,296   0.40
        Time deposits                           2,753,306   1.95
      Short-term borrowings                        41,187   0.18
      Long-term debt                              971,076   4.08
                                                  -------
         Total interest-bearing liabilities     7,346,635   1.44
    Noninterest-Bearing Liabilities and
     Shareholders' Equity
      Noninterest-bearing demand                1,395,588
      Other liabilities                           154,408
      Liabilities of discontinued
       operations                                     ---
      Shareholders' equity                      1,002,290
                                                ---------
         Total liabilities and shareholders'
          equity                               $9,898,921
                                               ==========

    Interest Spread                                         3.23%

      Contribution of noninterest bearing
       sources of funds                                     0.30
    Net Interest Margin                                     3.53%
                                                            ====



                                                 Three Months Ended
                                                 December 31, 2010
                                                 Average      Average
    (in thousands)                               Balance        Rate
    --------------                               -------        ----
    Earning Assets
      Money market investments                    $512,068   0.25%
      Investment securities:
        Taxable                                  2,076,584   3.39
        Tax-exempt                                 300,838   6.76
      FHLB and Federal Reserve stock               150,871   2.67
      Portfolio loans:
        Commercial and industrial                1,583,285   4.67
        Commercial real estate                   2,422,033   5.31
        Residential mortgage                       778,572   4.90
        Direct consumer                          1,068,615   6.11
        Indirect consumer                          829,969   6.84
                                                   -------
         Total portfolio loans                   6,682,474   5.43
      Loans held for sale                           45,993   7.72
                                                    ------
            Total earning assets                 9,768,828   4.73

    Nonearning Assets
      Cash and due from banks                      146,433
      Premises and equipment                       105,509
      Investment security fair value
       adjustment                                   63,711
      Other nonearning assets                      707,579
      Assets of discontinued operations                ---
      Allowance for loan losses                   (323,742)
                                                  --------
         Total assets                          $10,468,318
                                               ===========
    Interest-Bearing Liabilities
      Deposits:
        Interest-bearing demand deposits          $941,221   0.24
        Savings deposits                         2,629,442   0.49
        Time deposits                            3,035,501   2.06
      Short-term borrowings                         41,591   0.18
      Long-term debt                             1,159,760   4.34
                                                 ---------
         Total interest-bearing liabilities      7,807,515   1.64
    Noninterest-Bearing Liabilities and
     Shareholders' Equity
      Noninterest-bearing demand                 1,358,685
      Other liabilities                            156,920
      Liabilities of discontinued
       operations                                      ---
      Shareholders' equity                       1,145,198
                                                 ---------
         Total liabilities and shareholders'
          equity                               $10,468,318
                                               ===========

    Interest Spread                                          3.09%

      Contribution of noninterest bearing
       sources of funds                                      0.33
    Net Interest Margin                                      3.42%
                                                             ====



                                               Three Months Ended
                                                   March 31, 2010
                                                 Average     Average
    (in thousands)                               Balance        Rate
    --------------                               -------        ----
    Earning Assets
      Money market investments                    $696,016      0.25%
      Investment securities:
        Taxable                                  1,756,812      4.16
        Tax-exempt                                 492,968      6.60
      FHLB and Federal Reserve stock               155,084      2.61
      Portfolio loans:
        Commercial and industrial                1,874,944      4.87
        Commercial real estate                   2,791,395      5.24
        Residential mortgage                       988,859      4.78
        Direct consumer                          1,201,799      6.05
        Indirect consumer                          797,482      6.87
                                                   -------
         Total portfolio loans                   7,654,479      5.39
      Loans held for sale                           83,972      1.90
                                                    ------
            Total earning assets                10,839,331      4.85

    Nonearning Assets
      Cash and due from banks                      209,126
      Premises and equipment                       109,696
      Investment security fair value
       adjustment                                   42,462
      Other nonearning assets                      710,158
      Assets of discontinued operations            328,378
      Allowance for loan losses                   (335,970)
                                                  --------
         Total assets                          $11,903,181
                                               ===========
    Interest-Bearing Liabilities
      Deposits:
        Interest-bearing demand deposits        $1,075,943      0.31
        Savings deposits                         2,490,158      0.69
        Time deposits                            3,709,529      2.68
      Short-term borrowings                         36,542      0.27
      Long-term debt                             1,449,748      4.47
                                                 ---------
         Total interest-bearing liabilities      8,761,920      2.11
    Noninterest-Bearing Liabilities and
     Shareholders' Equity
      Noninterest-bearing demand                 1,268,583
      Other liabilities                            134,510
      Liabilities of discontinued
       operations                                  415,154
      Shareholders' equity                       1,323,014
                                                 ---------
         Total liabilities and shareholders'
          equity                               $11,903,181
                                               ===========

    Interest Spread                                             2.74%

      Contribution of noninterest bearing
       sources of funds                                         0.40
    Net Interest Margin                                         3.14%
                                                                ====

SOURCE Citizens Republic Bancorp, Inc.