MIDDLEBURG, Va., Oct. 28, 2011 /PRNewswire/ -- Middleburg Financial Corporation (the "Company") (Nasdaq: MBRG), today announced net income of $1.4 million for the quarter ending September 30, 2011 and $3.8 million in net income for the nine-month year to date period.

"We are pleased with the momentum in earnings experienced during the first nine months of 2011," commented Gary R. Shook, president and chief executive officer of Middleburg Financial Corporation. "Non Performing Assets as a percentage of Total Assets is stabilizing while Revenue continues to expand with growing Net Interest Income and improved fee income from our mortgage and wealth management subsidiaries. Growth in commercial loans is weak due to soft demand from qualified borrowers while residential loan growth is strong in the face of historically low mortgage rates. Continuation of economic uncertainty and a weak employment picture will do little to improve the sluggishness in loan demand from small businesses. However, we are significantly stepping up calling programs targeted at all existing and potential clients at the Bank and at our other subsidiaries, in an effort to broaden customer outreach."

Third Quarter 2011 Highlights:

    --  Net income of $1.4 million or $0.20 per diluted share;
    --  Net interest margin of 3.64%, compared to 3.27% for the third quarter of
        2010;
    --  Total revenue of $17.2 million, up 11.7%  compared to third quarter of
        2010;
    --  Loan growth of 2.5% since the beginning of 2011;
    --  Total assets of $1.2 billion, an increase of 4.4% since the beginning of
        the year;
    --  Deposits increased by $19.4 million or 2.2% during the year;
    --  Provision for loan losses declined by 88.8% compared to third quarter of
        2010; and
    --  Capital ratios continue to be strong: Tangible Common Equity Ratio of
        8.63%, Total Risk-Based Capital Ratio of 14.1%, Tier I Risk-Based
        Capital Ratio of 12.9%, and a Tier 1 Leverage Ratio of 9.0% at September
        30, 2011.

Total Revenue

Total revenue was $17.2 million in the quarter ended September 30, 2011 compared to $15.4 million in the previous quarter and $14.9 million in the quarter ended September 30, 2010, representing an increase of 11.7% compared to the previous quarter and an increase of 16.2% compared to the quarter ended September 30, 2010.

Net interest income was $9.6 million during the three months ended September 30, 2011, which was 2.1% higher than the previous quarter and an increase of 21.5% compared to the quarter ended September 30, 2010. The yield on average earning assets was 4.66% for the quarter ended September 30, 2011 compared to 4.86% for the previous quarter and 4.74% for the quarter ended September 30, 2010, representing a decrease of 20 basis points from the previous quarter and a decrease of 8 basis points from the quarter ended September 30, 2010. Average earning assets increased 4.3% compared to the previous quarter. Loan growth and an increase in investment securities drove the increase in earning assets during the third quarter. The decrease in yields on earning assets from the previous quarter reflected a 13 basis point decrease in yields for the loan portfolio and a decrease of 25 basis points in the yield of the securities portfolio.

The average cost of interest bearing liabilities was 1.21% for the quarter ended September 30, 2011, compared to 1.26% in the previous quarter, and 1.73% for the quarter ended September 30, 2010, representing a decrease of 5 basis points from the previous quarter and a decrease of 52 basis points from the quarter ended September 30, 2010. Costs for wholesale borrowings increased by 1 basis point during the quarter, while costs for retail deposits decreased by 6 basis points during the same period. The decline in the cost of retail deposits during the quarter ended September 30, 2011, compared to the previous quarter, was driven by a 10 basis point decline in the cost of savings deposits. The cost of time deposits decreased by 9 basis points during the quarter ended September 30, 2011, compared to the previous quarter, as maturing CD's re-priced at lower rates. Cost of funds is calculated by dividing annualized total interest expense by the sum of average interest bearing liabilities and average demand deposits. Cost of funds was 1.05% for the quarter ended September 30, 2011 compared to 1.10% for the quarter ended June 30, 2011, a decrease of 5 basis points from the previous quarter.

The net interest margin for the three months ended September 30, 2011 was 3.64%, compared to 3.78% for the previous quarter, and 3.27% for the quarter ended September 30, 2010, representing a decrease of 14 basis points from the previous quarter and an increase of 37 basis points compared to the quarter ended September 30, 2010.

The Company's net interest margin is not a measurement under accounting principles generally accepted in the United States, but it is a common measure used by the financial services industry to determine how profitably earning assets are funded. The Company's net interest margin is calculated by dividing tax equivalent net interest income by total average earning assets. Tax equivalent net interest income is calculated by grossing up interest income for the amounts that are non-taxable (i.e., municipal income) then subtracting interest expense. The tax rate utilized is 34%. Details on the calculation of the net interest margin are included in the "Key Statistics" table.

Non-interest income increased by $1.6 million or 26.5% when comparing the quarter ended September 30, 2011 to the previous quarter and increased by $723,000 or 10.5% compared to the quarter ended September 30, 2010. The primary reason for the higher non-interest income in the third quarter of 2011 relative to the prior quarter was an increase in gain-on-sale revenues from the Company's mortgage operations.

Southern Trust Mortgage originated $180.4 million in mortgage loans during the quarter ended September 30, 2011 compared to $153.0 million originated during the previous quarter, an increase of 17.9%, and $217.6 million originated during the quarter ended September 30, 2010, a decrease of 17.1% when comparing calendar quarters. Gains on mortgage loan sales increased by 39.7% when comparing the quarter ended September 30, 2011 to the previous quarter. Gains on mortgage loan sales increased by 6.9% when comparing the quarter ended September 30, 2011 to the quarter ended September 30, 2010. The increase in gain-on-sale revenue in the third quarter of 2011 was driven by an increase in gain-on-sale margins during the third quarter.

The revenues and expenses of Southern Trust Mortgage for the three month period ended September 30, 2011 are reflected in the Company's financial statements on a consolidated basis following generally accepted accounting principles in the United States. The outstanding equity interest not held by the Company is reported on the Company's balance sheet as "Non-controlling interest in consolidated subsidiary" and the earnings or loss attributable to the non-controlling interest is reported on the Company's statement of income as "Net (income) / loss attributable to non-controlling interest."

Trust and investment advisory service fees earned by Middleburg Trust Company ("MTC") decreased by 2.0% when comparing the quarter ended September 30, 2011 to the previous quarter, and increased by 19.3% compared to the quarter ended September 30, 2010. Trust and investment advisory fees are based primarily upon the market value of the accounts under administration. Total consolidated assets under administration by MTC were at $1.2 billion at September 30, 2011, a decrease of 2.1% relative to June 30, 2011 and an increase of 20.0% relative to September 30, 2010.

Net securities gains were $141,000 during the quarter ended September 30, 2011 compared to net securities gains of $87,000 during the previous quarter and net securities gains of $288,000 during the quarter ended September 30, 2010.

Non-Interest Expense

Non-interest expense in the third quarter of 2011 increased by 8.7% compared to the previous quarter and decreased by 2.1% compared to the quarter ended September 30, 2010.

Salaries and employee benefit expenses increased by $895,000 or 11.4% when comparing the third quarter of 2011 to the previous quarter, primarily due to an increase in commission and recruiting expenses for mortgage loan officers. Expenses related to Other Real Estate Owned (OREO) increased by $83,000 or 13.7% when comparing the third quarter of 2011 to the previous quarter. Advertising expenses increased by $161,000 or 56.5% during the quarter as a result of expenses for bank-wide campaigns related to CD's and loans and advertising at the mortgage company. FDIC insurance premiums declined by $114,000 or 31.8% compared to the previous quarter. Other operating expenses, which include expenses such as supplies, travel and entertainment expenses, increased by $74,000 or 5.4% when comparing the quarter ended September 30, 2011 to the previous quarter.

The Company's efficiency ratio which is represented by the ratio of non-interest expense to the sum of tax equivalent net interest income and non-interest income, excluding securities gains and losses, was 80.89% for the third quarter of 2011, compared to an efficiency ratio of 82.79% in the quarter ending June 30, 2011.

Asset Quality and Provision for Loan Losses

The provision for loan losses in the quarter ended September 30, 2011 was $1,024,000 compared to a provision of $1,087,000 in the previous quarter and a provision of $9,130,000 in the quarter ended September 30, 2010, representing a decrease of 5.8% from the previous quarter and a decrease of 88.8% from the quarter ended September 30, 2010.

The Allowance for Loan and Lease Losses (ALLL) at September 30, 2011 was $15.1 million representing 2.24% of total portfolio loans outstanding versus 2.22% at June 30, 2011 and 2.42% of total portfolio loans at September 30, 2010.

Loans that were delinquent for more than 90 days and still accruing were $1.6 million as of September 30, 2011 compared to $3.2 million as of June 30, 2011, representing a decrease of 50% during the quarter.

Non-accrual loans were $30.5 million at the end of the third quarter compared to $32.3 million as of June 30, 2011, representing a decrease of 5.6% during the third quarter. Troubled debt restructurings were $404,000 at the end of the third quarter compared to $112,000 as of June 30, 2011. Other Real Estate Owned (OREO) was $6.1 million as of September 30, 2011 compared to $6.3 million as of June 30, 2011, representing a decrease of 3.2% during the third quarter. Non-performing assets were $38.5 million or 3.3% of total assets at September 30, 2011, compared to $41.9 million or 3.7% of total assets as of June 30, 2011.

Total Consolidated Assets

Total assets at September 30, 2011 were $1.2 billion, an increase of $8.9 million or 0.8% compared to total assets at June 30, 2011.

Total portfolio loans declined by $2.5 million or 0.37% for the third quarter. The securities portfolio increased by $9.9 million or 3.3% in the third quarter relative to the previous quarter. Balances of mortgages held for sale increased by $18.2 million or 37.4% in the third quarter of 2011. Cash balances and deposits at other banks decreased by 29.4% in the third quarter of 2011.

Deposits and Other Borrowings

Total deposits were unchanged in the third quarter. Brokered deposits, including CDARS program funds, were $91.9 million at September, 2011, down 1.0% from June 30, 2011. FHLB advances were $84.9 million at September 30, 2011, up $7.0 million from June 30, 2011, or an increase of 8.9%.

Equity and Capital

Total shareholders' equity at September 30, 2011 was $105.3 million, compared to shareholders' equity of $102.7 million as of June 30, 2011. Retained earnings at September 30, 2011 were $40.4 million compared to $39.3 million at June 30, 2011. The book value of the Company's common stock at September 30, 2011 was $15.04 per share.

The Company's total risk-based capital ratio was 14.1% at September 30, 2011 and December 31, 2010. The Tier 1 risk-based capital ratio increased from 12.8% to 12.9% from December 31, 2010 to September 30, 2011 and the Tier 1 Leverage Ratio remained at 9.0% as of both period ends.

Caution about Forward Looking Statements

Certain information contained in this discussion may include "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements relate to the Company's future operations and are generally identified by phrases such as "the Company expects," "the Company believes" or words of similar import. Although the Company believes that its expectations with respect to the forward-looking statements are based upon reliable assumptions within the bounds of its knowledge of its business and operations, there can be no assurance that actual results, performance or achievements of the Company will not differ materially from any future results, performance or achievements expressed or implied by such forward-looking statements. For details on factors that could affect expectations, see the risk factors and other cautionary language included in the Company's Annual Report on Form 10-K for the year ended December 31, 2010, and other filings with the Securities and Exchange Commission.

About Middleburg Financial Corporation

Middleburg Financial Corporation is headquartered in Middleburg, Virginia and has two wholly owned subsidiaries, Middleburg Bank and Middleburg Investment Group, Inc. Middleburg Bank serves communities in Virginia with financial centers in Ashburn, Gainesville, Leesburg, Marshall, Middleburg, Purcellville, Reston, Warrenton and Williamsburg. Middleburg Investment Group owns Middleburg Trust Company, which is headquartered in Richmond, Virginia with offices in Middleburg, Alexandria and Williamsburg. Middleburg Financial Corporation is also the majority owner of Southern Trust Mortgage, which is based in Virginia Beach and provides mortgages through 17 offices in 11 states.




                             MIDDLEBURG FINANCIAL CORPORATION
                           Consolidated Statements of Operations
                         (In thousands, except for per share data)

                                                 Unaudited                         Unaudited
                                                 ---------                         ---------
                                            For the Nine Months              For the Three Months
                                            Ended September 30,               Ended September 30,
                                             2011             2010           2011            2010
                                             ----             ----           ----            ----
    INTEREST
     AND
     DIVIDEND
     INCOME
      Interest
       and fees
       on loans                           $29,378          $30,661         $9,912          $9,832
      Interest
       and
       dividends
       on
       securities
       available
       for sale
        Taxable                             4,877            3,194          1,727           1,166
        Tax-
         exempt                             1,757            1,914            592             621
        Dividends                             108               75             36              32
      Interest
       on
       deposits
       in banks
       and
       federal
       funds
       sold                                 90            99           30          36
                                              ---              ---            ---             ---
            Total
             interest
             and
             dividend
             income                     36,210        35,943       12,297      11,687
                                           ------           ------         ------          ------

    INTEREST
     EXPENSE
      Interest
       on
       deposits                             6,927            9,410          2,287           3,160
      Interest
       on
       securities
       sold
       under
       agreements
       to
        repurchase                            209              144             84              63
      Interest
       on
       short-
       term
       borrowings                          174           245           58         134
      Interest
       on long-
       term
       debt                                   914            1,298            312             372
                                              ---            -----            ---             ---
            Total
             interest
             expense                        8,224           11,097          2,741           3,729
                                            -----           ------          -----           -----

    NET
     INTEREST
     INCOME                                27,986           24,846          9,556           7,958
      Provision
       for loan
       losses                               2,565           11,350          1,024           9,130
                                            -----           ------          -----           -----

    NET
     INTEREST
     INCOME
     (LOSS)
     AFTER
     PROVISION
      FOR LOAN
       LOSSES                              25,421           13,496          8,532          (1,172)
                                           ------           ------          -----          ------

     NONINTEREST
     INCOME
      Service
       charges
       on
       deposit
       accounts                          1,553         1,396          538         487
      Trust
       services
       income                               2,813            2,497            963             807
      Gains on
       loans
       held for
       sale                                12,286           11,621          5,501           5,147
      Gains on
       securities
       available
       for
       sale,
       net                                 263           757          141         288
      Total
       other-
       than-
       temporary
       impairment
       losses                              (33)         (857)         (16)       (557)
      Portion
       of
       (gain)
       loss
       recognized
       in other
         comprehensive
         income                                11             (117)            (5)           (169)
                                              ---             ----            ---            ----
          Net
           impairment
           losses                             (22)            (974)           (21)           (726)
       Commissions
       on
       investment
       sales                                  552              453            187             142
      Fees on
       mortgages
       held for
       sale                                   325            1,311             84             477
      Other
       service
       charges,
       commissions
       and fees                            347           353           98          97
      Bank-
       owned
       life
       insurance                              385              391            123             136
      Other
       operating
       income                                 111              221              6              42
                                              ---              ---            ---             ---
            Total
             noninterest
             income                        18,613           18,026          7,620           6,897
                                           ------           ------          -----           -----

     NONINTEREST
     EXPENSE
      Salaries
       and
       employees'
       benefits                            23,837           22,046          8,708           7,665
      Net
       occupancy
       and
       equipment
       expense                           5,016         4,651        1,700       1,557
      Advertising                             887              685            446             257
      Computer
       operations                           1,073            1,008            365             340
      Other
       real
       estate
       owned                                1,639            1,171            689             666
      Other
       taxes                                  607              598            205             201
      Federal
       deposit
       insurance
       expense                              1,009            1,521            244             368
      Other
       operating
       expenses                             5,198            6,916          1,720           3,333
                                            -----            -----          -----           -----
            Total
             noninterest
             expense                       39,266           38,596         14,077          14,387
                                           ------           ------         ------          ------

    Income
     (loss)
     before
     income
     taxes                               4,768        (7,074)       2,075      (8,662)
    Income
     tax
     expense
     (benefit)                              1,072           (3,135)           454          (3,297)
                                            -----           ------            ---          ------

      NET
       INCOME
       (LOSS)                               3,696           (3,939)         1,621          (5,365)
    Net
     (income)
     loss
     attributable
     to non-
       controlling
       interest                               128             (311)          (223)           (423)
                                              ---             ----           ----            ----
      Net
       income
       (loss)
       attributable
       to
       Middleburg
        Financial
         Corporation                       $3,824          $(4,250)        $1,398         $(5,788)
                                           ======          =======         ======         =======

    Earnings
     (loss)
     per
     share:
      Basic                                 $0.55           $(0.61)         $0.20          $(0.83)
      Diluted                               $0.55           $(0.61)         $0.20          $(0.83)
      Dividends
       per
       common
       share                                $0.15            $0.30          $0.05           $0.10




                                     MIDDLEBURG FINANCIAL CORPORATION
                                        Consolidated Balance Sheets
                            (In thousands, except for share and per share data)

                                                            (Unaudited)       (Unaudited)
                                                             September                         December
                                                                     30,           June 30,           31,
                                                                   2011              2011           2010
                                                                   ----              ----           ----
    ASSETS
      Cash and due from
       banks                                                   $5,334           $19,598        $21,955
      Interest-bearing
       deposits with other
       institutions                                            36,024            38,988         42,769
                                                               ------            ------         ------
           Total cash and cash
            equivalents                                        41,358            58,586         64,724
      Securities available
       for sale                                               303,014           293,393        252,042
      Loans held for sale                                      66,910            48,689         59,361
      Restricted
       securities, at cost                                      7,227             6,932          6,296
      Loans receivable, net
       of allowance for
       loan losses of
       $15,124 at Sept. 30,
        2011, $15,073 at June
         30, 2011, and
         $14,967 at Dec. 31,
         2010                                                 660,689           663,242        644,345
      Premises and
       equipment, net                                          21,464            21,393         21,112
      Goodwill and
       identified
       intangibles                                              6,244             6,286          6,360
      Other real estate
       owned, net of
       valuation allowance
       of $1,057 at Sept.
       30,
        2011, $1,006 at June
         30, 2011, and $1,486
         at Dec. 31, 2010                                       6,096             6,255          8,394
      Prepaid federal
       deposit insurance                                        4,227             4,454          5,154
      Accrued interest
       receivable and other
       assets                                                  36,427            35,437         36,779
                                                               ------            ------         ------

            TOTAL ASSETS                                   $1,153,656        $1,144,667     $1,104,567


    LIABILITIES
      Deposits:
            Non-interest-
             bearing demand
             deposits                                        $145,393          $131,191       $130,488
            Savings and interest-
             bearing demand
             deposits                                         455,893           460,518        436,718
            Time deposits                                     308,410           316,776        323,100
                                                              -------           -------        -------
           Total deposits                                     909,696           908,485        890,306
      Securities sold under
       agreements to
       repurchase                                              31,286            35,210         25,562
      Short-term
       borrowings                                              12,864             5,692         13,320
      Long-term debt                                           77,912            77,912         62,912
      Subordinated notes                                        5,155             5,155          5,155
      Accrued interest
       payable and other
       liabilities                                              9,170             7,405          7,319
      Commitments and
       contingent
       liabilities                                                  -                 -              -
                                                                  ---               ---            ---
            TOTAL LIABILITIES                               1,046,083         1,039,859      1,004,574
                                                            ---------         ---------      ---------


    SHAREHOLDERS' EQUITY
      Common stock ($2.50
       par value;
       20,000,000 shares
       authorized,
        7,000,824 issued;
         6,996,932,
         6,992,932, and
         6,925,437
         outstanding at
        Sept. 30, 2011, June
         30, 2011, and Dec.
         31, 2010,
         respectively)                                         17,331            17,331         17,314
      Capital surplus                                          43,274            43,150         43,058
      Retained earnings                                        40,373            39,322         37,593
      Accumulated other
       comprehensive income
       (loss)                                                   4,327             2,908         (1,012)
                                                                -----             -----         ------
            Total Middleburg
             Financial
             Corporation
             shareholders' equity                             105,305           102,711         96,953
      Non-controlling
       interest in
       consolidated
       subsidiary                                               2,268             2,097          3,040
                                                                -----             -----          -----

            TOTAL SHAREHOLDERS'
             EQUITY                                           107,573           104,808         99,993
                                                              -------           -------         ------


            TOTAL LIABILITIES
             AND SHAREHOLDERS'
             EQUITY                                        $1,153,656        $1,144,667     $1,104,567




    QUARTERLY SUMMARY STATEMENTS OF OPERATIONS
    MIDDLEBURG FINANCIAL CORPORATION
    (Unaudited. Dollars in thousands except per share data)
                                                                      For the Three Months Ended
                                                                      --------------------------
                                                   Sep. 30,    Jun. 30,        Mar. 31,         Dec. 31,    Sep. 30,
                                                     2011        2011             2011            2010         2010
                                                  ---------   ---------       ---------        ---------   ---------
    Interest and Dividend Income
      Interest and fees on loans                      $9,912      $9,731          $9,735           $9,887      $9,832
      Interest on securities
       available for sale
         Taxable                                       1,727       1,751           1,399            1,539       1,166
         Exempt from federal income
          taxes                                          592         604             561              600         621
         Dividends                                        36          36              36               30          32
      Interest on federal funds
       sold and other                                     30          33              27               32          36
                                                         ---         ---             ---              ---         ---
          Total interest and dividend
           income                                    $12,297     $12,155         $11,758          $12,088     $11,687
                                                     -------     -------         -------          -------     -------
    Interest Expense
      Interest on deposits                            $2,287      $2,332          $2,308           $2,623      $3,160
      Interest on securities sold
       under agreements to
       repurchase                                         84          69              56               61          63
      Interest on short-term
       borrowings                                         58          53              63              148         134
      Interest on long-term debt                         312         306             296              246         372
                                                         ---         ---             ---              ---         ---
          Total interest expense                      $2,741      $2,760          $2,723           $3,078      $3,729
                                                      ------      ------          ------           ------      ------
          Net interest income                         $9,556      $9,395          $9,035           $9,010      $7,958
    Provision for loan losses                          1,024       1,087             454              655       9,130
                                                       -----       -----             ---              ---       -----
          Net interest income (loss)
           after provision
           for loan losses                            $8,532      $8,308          $8,581           $8,355     $(1,172)
                                                      ------      ------          ------           ------     -------
    Other Income
     Trust services income                              $963        $983            $867             $838        $807
     Service charges on deposit
      accounts                                           538         526             489              488         487
     Net gains (losses) on
      securities available for
      sale                                               141          87              35              109         288
     Total other-than-temporary
      impairment gain (loss) on
      securities                                         (16)          6             (17)             (44)       (557)
       Portion of (gain) loss
        recognized in other
        comprehensive income                              (5)         (6)             16              (85)       (169)
                                                         ---         ---             ---              ---        ----
    Net other-than-temporary
     impairment loss                                     (21)          -              (1)            (129)       (726)
     Commissions on investment
      sales                                              187         185             180              169         142
     Bank owned life insurance                           123         139             123              112         136
     Gain on loans held for sale                       5,501       3,938           2,847            5,537       5,147
     Fees on loans held for sale                          84          87             154              570         477
     Other service charges,
      commissions and fees                                98         134             115              114          97
     Other operating income
      (loss)                                               6         (55)            160              169          42
                                                         ---         ---             ---              ---         ---
           Total other income                         $7,620      $6,024          $4,969           $7,977      $6,897
                                                      ------      ------          ------           ------      ------
    Other Expense
      Salaries and employee
       benefits                                       $8,708      $7,813          $7,316           $7,748      $7,665
      Net occupancy expense of
       premises                                        1,700       1,640           1,676            1,598       1,557
      Other taxes                                        205         205             197              200         201
      Advertising                                        446         285             156              386         257
      Computer operations                                365         343             365              316         340
      Other real estate owned                            689         606             344              842         666
      Audits and examinations                            103         156             126              219          96
      Legal fees                                         172         176              89               50          96
      FDIC insurance                                     244         358             407              386         368
      Other operating expenses                         1,445       1,371           1,560            2,401       3,141
                                                       -----       -----           -----            -----       -----
           Total other expense                       $14,077     $12,953         $12,236          $14,146     $14,387
                                                     -------     -------         -------          -------     -------

           Income (loss) before income
            taxes                                     $2,075      $1,379          $1,314           $2,186     $(8,662)
           Income tax expense (benefit)                  454         301             317              573      (3,297)
           Net income (loss)                          $1,621      $1,078            $997           $1,613     $(5,365)
    Less:  Net (income) loss
     attributable to non-
     controlling interest                               (223)        121             230              (51)       (423)
           Net income (loss)
            attributable to Middleburg
            Financial Corporation                     $1,398      $1,199          $1,227           $1,562     $(5,788)
                                                      ======      ======          ======           ======     =======

    Net income (loss) per common
     share, basic                                      $0.20       $0.17           $0.18            $0.23      $(0.83)
    Net income (loss) per common
     share, diluted                                    $0.20       $0.17           $0.18            $0.23      $(0.83)
    Dividends per common share                         $0.05       $0.05           $0.05            $0.05        0.10



    MIDDLEBURG FINANCIAL CORPORATION
    KEY STATISTICS
     (Unaudited.
     Dollars
     in
     thousands
     except
     per
     share
     data)                                             For the Three Months Ended
                                                          --------------------------
                                      Sep 30,      Jun 30,          Mar 31,        Dec 31,     Sep 30,
                                        2011         2011             2011           2010        2010
                                     --------     --------          -------       --------    --------

      Net
       income
       (loss)                           $1,398       $1,199           $1,227         $1,562     $(5,788)
       Earnings
       (loss)
       per
       share,
       basic                          $0.20     $0.17         $0.18       $0.23       $(0.83)
       Earnings
       (loss)
       per
       share,
       diluted                        $0.20     $0.17         $0.18       $0.23       $(0.83)
       Dividend
       per
       share                             $0.05        $0.05            $0.05          $0.05       $0.10

       Return
       on
       average
       total
       assets
       -
       Year
       to
       Date                            0.46%     0.45%         0.46%      -0.25%       -2.11%
       Return
       on
       average
       total
       equity
       -
       Year
       to
       Date                            5.07%     4.95%         5.11%      -2.71%      -22.03%
       Dividend
       payout
       ratio                             25.00%       29.41%           27.78%         22.21%         NA

       Non-
       interest
        revenue
       to
       total
       revenue
       (1)                            43.90%    38.72%        35.02%      39.82%       38.56%

      Net
       interest
       margin
       (2)                                3.64%        3.78%            3.80%          3.60%       3.27%
       Yield
       on
       average
       earning
       assets                          4.66%     4.86%         4.91%       4.78%        4.74%
       Yield
       on
       average
       interest-
       bearing
       liabilities                     1.21%     1.26%         1.30%       1.41%        1.73%
      Net
       interest
       spread                             3.45%        3.60%            3.61%          3.37%       3.01%

       Non-
       interest
       income
       to
       average
       assets
       (3)                             2.67%     2.17%         1.82%       2.88%        2.69%
       Non-
       interest
       expense
       to
       average
       assets
       (3)                             4.93%     4.67%         4.53%       5.09%        5.29%

       Efficiency
       ratio
       -
       QTD
       (Tax
       Equiv)
       (4)                            80.89%    82.79%        84.96%      81.42%       91.77%




        Excludes securities gains and losses including OTTI
    (1) adjustments.
        The net interest margin is calculated by dividing tax
        equivalent net interest income by total average earning
        assets.  Tax equivalent net interest income is calculated by
        grossing up interest income for the amounts that are non
        taxable (i.e., municipal income) then subtracting interest
        expense. The tax rate utilized is 34%. The Company's net
        interest margin is a common measure used by the financial
        service industry to determine how profitably earning assets
        are funded.  Because the Company earns a fair amount of non
        taxable interest income due to the mix of securities in its
        investment security portfolio, net interest income for the
        ratio is calculated on a tax equivalent basis as described
        above.  This calculation excludes net securities gains and
    (2) losses.
        Ratios are computed by dividing annualized income and expense
    (3) amounts by quarterly average assets.
        The efficiency ratio is not a measurement under accounting
        principles generally accepted in the United States.  It is
        calculated by dividing non interest expense by the sum of tax
        equivalent net interest income and non interest income
        excluding gains and losses on the investment portfolio.  The
        tax rate utilized is 34%. The Company calculates this ratio in
        order to evaluate its overhead structure or how effectively it
    (4) is operating.




    MIDDLEBURG FINANCIAL CORPORATION
    SELECTED FINANCIAL DATA BY QUARTER
    (Unaudited. Dollars in thousands      Sep 30,    Jun 30,                 Dec 31,    Sep 30,
     except per share data)                 2011       2011  Mar 31, 2011      2010       2010
                                         --------   -------- ------------   --------   --------
    BALANCE SHEET RATIOS
      Loans to deposits
       (Including HFS)                     81.65%     80.02%       80.53%     80.72%     81.69%
      Portfolio loans to deposits          74.29%     74.66%       76.56%     74.05%     73.05%
      Average interest-earning
       assets to
          average-interest bearing
           liabilities                    119.85%    117.42%      117.58%    118.50%    117.22%
    PER SHARE DATA
      Dividends                            $0.05      $0.05        $0.05      $0.05      $0.10
      Book value (MFC
       Shareholders)                      $15.04     $14.68       $14.18     $14.02     $14.22
      Tangible book value (3)             $14.15     $13.78       $13.27     $13.10     $13.29
    SHARE PRICE DATA
      Closing price                       $15.00     $14.94       $17.75     $14.26     $14.08
      Diluted earnings multiple
       (1)                                 18.75      21.97        24.65      15.50         NA
      Book value multiple(2)                1.00       1.02         1.25       1.02       0.99

    COMMON STOCK DATA
      Outstanding shares at end
       of period                       7,000,824  6,996,932    6,942,315  6,925,437  6,915,687
      Weighted average shares O/
       S Basic  -QTD                   6,996,932  6,977,503    6,940,154  6,937,801  6,934,366
      Weighted average shares O/
       S, diluted -QTD                 6,998,494  6,980,331    6,943,189  6,938,359  6,934,366
    CAPITAL RATIOS
      Capital to Assets -Common
       shareholders                         9.13%      8.97%        9.08%      8.79%      8.85%
      Capital to Assets -with
       Noncontrolling Interest              9.32%      9.16%        9.33%      9.05%      9.13%
      Tangible common equity
       ratio (4)                            8.63%      8.47%        8.54%      8.26%      8.32%
      Total risk based capital
       ratio                               14.12%     14.16%       14.52%     14.10%     13.54%
      Tier 1 risk based capital
       ratio                               12.86%     12.90%       13.26%     12.84%     12.29%
      Leverage ratio                        8.96%      9.12%        9.38%      9.04%      9.08%
    CREDIT QUALITY
      Net charge-offs to average
       loans                                0.13%      0.08%        0.12%      0.22%      0.47%
      Total non-performing loans
       to total portfolio loans             4.80%      5.25%        5.36%      4.66%      4.69%
      Total non-performing
       assets to total assets               3.34%      3.66%        3.99%      3.54%      3.50%
      Non-accrual loans to:
            total loans                     4.51%      4.76%        4.17%      4.46%      4.57%
            total assets                    2.64%      2.82%        2.55%      2.66%      2.69%
      Allowance for loan losses
       to:
            total portfolio loans           2.24%      2.22%        2.20%      2.27%      2.42%
            non-performing assets          39.24%     35.98%       33.65%     38.29%     40.84%
            non-accrual loans              49.61%     46.67%       52.74%     50.93%     53.04%
    NON-PERFORMING ASSETS:
          Loans delinquent over 90
           days and still accruing        $1,561     $3,230       $6,593       $909       $388
          Non-accrual loans               30,485     32,298       27,638     29,385     29,923
          Restructured Loans                 404        112        1,254      1,254        404
          Other real estate owned and
           repossessed assets              6,096      6,255        7,825      8,394      8,142
      Total non-performing
       assets                            $38,546    $41,895      $43,310    $39,942    $38,857
                                         -------    -------      -------    -------    -------
    NET LOAN CHARGE-OFFS:
          Loans charged off               $1,017       $621         $933     $1,600     $3,351
          Recoveries                         (44)       (32)         (87)       (42)       (16)
      Net charge-offs                       $973       $589         $846     $1,558     $3,335
                                            ----       ----         ----     ------     ------
    PROVISION FOR LOAN LOSSES             $1,024     $1,087         $454       $655     $9,130
                                          ------     ------         ----       ----     ------
    ALLOWANCE FOR LOAN LOSS
     SUMMARY
      Balance at the beginning of
       period                            $15,073    $14,575      $14,967    $15,870    $10,075
      Provision                            1,024      1,087          454        655      9,130
      Net charge-offs                       (973)      (589)        (846)    (1,558)    (3,335)
      Balance at the end of
       period                            $15,124    $15,073      $14,575    $14,967    $15,870
                                         -------    -------      -------    -------    -------



        The diluted earnings multiple is calculated by dividing the
        period's closing market price per share by the annualized
        diluted earnings per share for the period.  The diluted
        earnings multiple is a measure of how much an investor may be
        willing to pay for $1.00 of the Company's earnings.   In
        quarters where the Company incurs net losses, the diluted
    (1) earnings multiple is not meaningful and is shown as "NA".
        The book value multiple (or price to book ratio) is calculated
        by dividing the period's closing market price per share by the
        period's book value per share.  The book value multiple is a
        measure used to compare the Company's market value per share
    (2) to its book value per share.
        Tangible book value is not a measurement under accounting
        principles generally accepted in the United States.  It is
        computed by subtracting identified intangible assets and
        goodwill from total Middleburg Financial Corporation
        shareholders' equity and then dividing the result by the
        number of shares of common stock issued and outstanding at the
    (3) end of the accounting period.
        The tangible common equity ratio is not a measurement under
        accounting principles generally accepted in the United States.
         It is computed by subtracting identified intangible assets
         and goodwill from total Middleburg Financial Corporation
        shareholders' equity and total assets and then dividing the
        adjusted shareholders' equity balance by the adjusted total
    (4) asset balance.




                                                      MIDDLEBURG FINANCIAL CORPORATION
                                           Average Balances, Income and Expenses, Yields and Rates
                                                      Three months ended September 30,
                                                      --------------------------------
                                                    2011                                        2010
                                                    ----                                        ----
                                Average         Income/       Yield/        Average         Income/  Yield/
                                                               Rate                                   Rate
                                Balance         Expense          (2)        Balance         Expense     (3)
                                -------         -------       -----         -------         -------  -----
                                                           (Dollars in thousands)
    Assets :
    Securities:
       Taxable                   $242,906         $1,763        2.88%        $172,955         $1,198   2.75%
       Tax-
        exempt
        (1)                        57,800            897        6.16%          60,101            941   6.21%

           Total
            securities           $300,706         $2,660        3.51%        $233,056         $2,139   3.64%
           Total
            loans
            (3)                  $724,450         $9,912        5.43%        $716,173         $9,832   5.45%
    Interest bearing
     deposits in
          other
           financial
           institutions            48,355             30        0.25%          55,721             36   0.25%
                                   ------            ---                       ------            ---
           Total
            earning
            assets             $1,073,511        $12,602        4.66%      $1,004,950        $12,007   4.74%
    Less:
     allowances
     for
     credit
     losses                       (14,956)          (10,156)
    Total
     nonearning
     assets                        84,315                                      93,947
                                   ------                                      ------
    Total
     assets                    $1,142,870                                  $1,088,741
                               ==========                                  ==========

    Liabilities:
    Interest-bearing
     deposits:
        Checking                 $305,761           $529        0.69%        $280,585           $569   0.80%
        Regular
         savings                   99,344            175        0.70%          79,348            173   0.86%
        Money
         market
         savings                   58,903             98        0.66%          55,190            101   0.73%
        Time deposits:
           $100,000 and over      137,483            593        1.71%         169,903          1,217   2.84%
           Under
            $100,000              169,087            892        2.09%         171,379          1,100   2.55%
                                  -------            ---        ----          -------          -----   ----
           Total
            interest-
            bearing
            deposits             $770,578         $2,287        1.18%        $756,405         $3,160   1.66%

    Short-
     term
     borrowings                     5,576             58        4.13%          16,341            134   3.25%
    Securities sold
     under agreements
        to
         repurchase                36,241             84        0.92%          26,534             63   0.94%
    Long-
     term
     debt                          83,067            312        1.49%          58,067            372   2.54%
    Federal
     funds
     purchased                        239              -        0.00%               -              -      -
                                      ---            ---                          ---            ---
        Total
         interest-
         bearing
         liabilities             $895,701         $2,741        1.21%        $857,347         $3,729   1.73%
    Non-interest
     bearing
     liabilities
        Demand
         deposits                 133,365                                     117,110
        Other
         liabilities                7,376                                       7,080
    Total
     liabilities               $1,036,442                                    $981,537
    Non-
     controlling
     interest                       2,189                                       2,947
     Shareholders'
     equity                       104,239                                     104,257
    Total liabilities
     and shareholders'
       equity                  $1,142,870                                  $1,088,741
                               ==========                                  ==========

    Net interest
     income                                       $9,861                                      $8,278
                                                  ======                                      ======

    Interest rate
     spread                                                     3.45%                                  3.01%
    Cost of Funds                                               1.06%                                  1.59%
    Interest expense
     as a percent of
        average earning
         assets                                                 1.01%                                  1.47%
    Net interest
     margin                                                     3.64%                                  3.27%


    (1) Income and yields are reported on tax equivalent basis assuming a
     federal tax rate of 34%.
    (2) All yields and rates have been annualized on a 365 day year.
    (3) Total average loans include loans on non-accrual status.



                                                    MIDDLEBURG FINANCIAL CORPORATION
                                                    --------------------------------
                                         Average Balances, Income and Expenses, Yields and Rates
                                         -------------------------------------------------------
                                                     Nine Months Ended September 30
                                                     ------------------------------
                                                    2011                                       2010
                                                    ----                                       ----
                                 Average        Income/       Yield/        Average        Income/  Yield/
                                                                Rate                                  Rate
                                 Balance        Expense          (2)        Balance        Expense     (3)
                                 -------        -------        -----        -------        -------   -----
                                                        (Dollars in thousands)
    Assets :
    Securities:
       Taxable                    $224,461        $4,985         2.97%       $145,188        $3,269    3.01%
       Tax-
        exempt
        (1)                         55,739         2,662         6.39%         60,078         2,900    6.45%
                                    ------         -----         ----          ------         -----    ----
           Total
            securities            $280,200        $7,647         3.65%       $205,266        $6,169    4.02%
           Total
            loans (3)             $706,995       $29,378         5.56%       $701,446       $30,661    5.84%
    Interest bearing
     deposits in
          other
           financial
           institutions             45,819            90         0.26%         49,194            99    0.27%
                                    ------           ---                       ------           ---
           Total
            earning
            assets              $1,033,014       $37,115         4.80%       $955,906       $36,929    5.17%
    Less:
     allowances
     for
     credit
     losses                        (14,816)                                    (9,742)
    Total
     nonearning
     assets                         91,379                                     92,521
                                    ------                                     ------
    Total
     assets                     $1,109,577                                 $1,038,685
                                ==========                                 ==========

    Liabilities:
    Interest-bearing
     deposits:
        Checking                  $295,782        $1,506         0.68%       $282,245        $1,748    0.83%
        Regular
         savings                    95,224           567         0.80%         75,671           544    0.96%
        Money
         market
         savings                    59,266           293         0.66%         52,625           323    0.82%
        Time deposits:
            $100,000 and over      135,973         1,831         1.80%        163,380         3,508    2.87%
           Under
            $100,000               168,470         2,730         2.17%        153,284         3,287    2.87%
                                   -------         -----                      -------         -----
           Total
            interest-
            bearing
            deposits              $754,715        $6,927         1.23%       $727,205        $9,410    1.73%

    Short-
     term
     borrowings                      5,687           174         4.07%          9,050           245    3.61%
    Securities sold
     under agreements
        to
         repurchase                 32,859           209         0.85%         24,402           144    0.79%
    Long-term
     debt                           79,844           914         1.53%         53,236         1,298    3.26%
    Federal
     Funds
     Purchased                          56             -         0.00%             15             -    0.00%
                                       ---           ---                          ---           ---
        Total
         interest-
         bearing
         liabilities              $873,161        $8,224         1.26%       $813,908       $11,097    1.82%
    Non-interest
     bearing
     liabilities
        Demand
         Deposits                  125,979                                    112,721
        Other
         liabilities                 7,081                                      6,657
                                     -----                                      -----
    Total
     liabilities                $1,006,221                                   $933,286
    Non-
     controlling
     interest                        2,458                                      2,781
     Shareholders'
     equity                        100,898                                    102,618
    Total liabilities
     and shareholders'

       equity                   $1,109,577                                 $1,038,685
                                ==========                                 ==========


    Net interest income                          $28,891                                    $25,832
                                                 =======                                    =======

    Interest rate
     spread                                                      3.54%                                 3.35%
    Cost of Funds                                                1.10%                                 1.64%
    Interest expense as
     a percent of
        average earning
         assets                                                  1.06%                                 1.55%
    Net interest margin                                          3.74%                                 3.61%

    (1) Income and yields are reported on tax equivalent basis assuming
     a federal tax rate of 34%.
    (2) All yields and rates have been annualized on a 365 day year.
    (3) Total average loans include loans on non-accrual status.

SOURCE Middleburg Financial Corporation