RICHMOND, Va., Jan. 26, 2012 /PRNewswire/ -- Union First Market Bankshares Corporation (the "Company") (Nasdaq: UBSH) today reported net income of $8.4 million and earnings per share of $0.28 for its fourth quarter ended December 31, 2011. The quarterly results represent a decrease of $711,000 in net income or $0.05 in earnings per share from the third quarter, but an increase of $3.9 million in net income or $0.13 in earnings per share from the quarter ended December 31, 2010. Net income available to common shareholders, which deducts dividends and discount accretion on preferred stock from net income, was $7.3 million compared to $3.9 million for the prior year's fourth quarter. The fourth quarter decrease in net income was largely attributable to a decline in net interest income.

"Asset quality trends remained positive as we continued to make progress on our efforts to reduce our non-performing assets. During the fourth quarter, we saw a significant number of new account openings as customers searched for a better place to bank and survey results indicated customer satisfaction with Union reached a new high," said G. William Beale, chief executive officer of Union First Market Bankshares. "Finally, I was pleased that the Company was able to redeem the assumed CPP during the quarter, which clearly shows the financial strength of our bank. Our community banking management philosophy has benefited our shareholders, customers, and the communities we serve through these challenging economic times."

Select highlights:


    --  In December, the Company redeemed the Preferred Stock issued to the
        United States Treasury (the "Treasury") under the Capital Purchase
        Program ("CPP"). The Preferred Stock was assumed by the Company as part
        of the 2010 merger with First Market Bank, FSB ("FMB").
    --  The Company's results generated a Return on Average Equity ("ROE") of
        7.49% and 6.90% and Return on Average Assets ("ROA") of 0.84% and 0.79%
        for the quarter and year ended December 31, 2011, respectively. ROE and
        ROA were 5.50% and 0.61%, respectively, for the year ended December 31,
        2010.
    --  Provision for loan losses decreased $1.2 million from the most recent
        quarter, and decreased $7.6 million for the year ending December 31,
        2011.
    --  Nonperforming assets (which includes nonaccrual loans and other real
        estate owned ("OREO")) decreased $9.3 million or 10.8% during the fourth
        quarter of 2011 and decreased $20.7 million for the year, or 21.1%.
    --  Total deposits grew $105.0 million, or 3.4%, for the year ended December
        31, 2011, and grew $40.2 million, or 1.3%, during the fourth quarter.

During the fourth quarter of 2011, the Company received approval from the Treasury and its regulators to redeem the Preferred Stock issued to the Treasury under CPP. The Preferred Stock was assumed by the Company as part of the 2010 merger with FMB. On December 7, 2011, the Company paid approximately $35.7 million to the Treasury in full redemption of the Preferred Stock. The repayment of the Preferred Stock accelerated the amortization of the related discount of approximately $982,000, which reduced earnings available to common shareholders by $0.02 per share. In addition, the repayment will allow the Company to retain capital of approximately $1.8 million annually previously paid in a dividend on the preferred shares redeemed.

Fourth quarter net income increased $3.9 million, or 89.0%, compared to the same quarter in the prior year. The increase is largely a result of decreases in the provision for loan losses and the FDIC assessment due to changes in assessment base and rate. These improvements were partially offset by a decline in interest income, which outpaced a lower cost of interest bearing liabilities, losses on sales of OREO and other bank property, a decline in gains on sales of loans related to lower origination volume in the mortgage segment, and higher salary and benefits expense related to additional personnel.

Net income for the year ended December 31, 2011 increased $7.5 million, or 32.8%, from the prior year. The increase was principally a result of favorable net interest income and the absence of nonrecurring prior year acquisition costs. All comparative results to the prior year exclude FMB results for the month of January 2010.

NET INTEREST INCOME

On a linked quarter basis, tax-equivalent net interest income was $39.6 million, a decrease of $956,000, or 2.4%, from the third quarter of 2011. This decrease was principally due to a decline in income from interest-earning assets outpacing lower costs on interest-bearing liabilities. Fourth quarter tax-equivalent net interest margin declined 17 basis points to 4.37% from 4.54% compared to the most recent quarter. The change in net interest margin was principally attributable to the protracted low rate environment as cash flows from securities investments and loans were reinvested at lower yields and new and existing loans were originated or refinanced at lower rates. The Federal Open Market Committee's commitment to keep rates exceptionally low for an extended period and the resulting flatter yield curve has negatively impacted the bank's net interest margin as lower deposit rates cannot offset lower earning asset yields. In addition, the average balance of the loan portfolio declined by nearly 1% compared to the most recent quarter, primarily in the consumer loan portfolio. Should the existing rate environment hold for future quarters, the Company expects to see continued pressure on net interest margin.

The following table shows average interest-earning assets, interest-bearing liabilities, the related income/expense and change for the periods shown:




                                       Linked quarter results
                                        Dollars in thousands
                                         Three Months Ended
                                         ------------------
                                12/31/11       09/30/11     Change
                                --------       --------     ------

    Average interest-earning
     assets                   $3,591,739     $3,538,752      $52,987
    Interest income              $47,386        $48,673      $(1,287)
    Yield on interest-earning
     assets                         5.23%          5.46%         (23) bps
    Average interest-bearing
     liabilities              $2,906,758     $2,873,721      $33,037
    Interest expense              $7,828         $8,159        $(331)
    Cost of interest-bearing
     liabilities                    1.07%          1.13%          (6) bps

For the three months ended December 31, 2011, tax-equivalent net interest income decreased $736,000, or 1.8%, when compared to the same period last year. The tax-equivalent net interest margin decreased 18 basis points to 4.37% from 4.55% in the prior year. This decrease was principally due to a decline in income from interest-earning assets outpacing lower costs on interest-bearing liabilities. Lower interest-earning asset income was principally due to lower yields on loans and investment securities as new loans are originated at lower rates and cash flows from securities investments and loans are reinvested at lower yields. The improvement in cost of funds was related to declining rates primarily on certificates of deposit and money market accounts.

The following table shows average interest-earning assets, interest-bearing liabilities, the related income/expense and change for the periods shown:




                                       Year-over-year results
                                        Dollars in thousands
                                         Three Months Ended
                                         ------------------
                                12/31/11       12/31/10     Change
                                --------       --------     ------

    Average interest-earning
     assets                   $3,591,739     $3,514,367      $77,372
    Interest income              $47,386        $49,834      $(2,448)
    Yield on interest-earning
     assets                         5.23%          5.63%         (40) bps
    Average interest-bearing
     liabilities              $2,906,758     $2,895,213      $11,545
    Interest expense              $7,828         $9,540      $(1,712)
    Cost of interest-bearing
     liabilities                    1.07%          1.31%         (24) bps

For the year ended December 31, 2011, tax-equivalent net interest income increased $5.0 million, or 3.2%, when compared to the same period last year. The tax-equivalent net interest margin increased 1 basis point to 4.57% from 4.56% in the prior year. The change in the net interest margin was a result of improvement in the cost of funds primarily related to declining rates on certificates of deposit and money market accounts, partially offset by declining yields on loans and loans held for sale, and aided by the increase in interest-earning assets due to the acquisition of FMB in the first quarter of 2010 and the acquisition of the Harrisonburg branch in the second quarter of 2011.

The following table shows average interest-earning assets, interest-bearing liabilities, the related income/expense and change for the periods shown:




                                      Year-over-year results
                                       Dollars in thousands
                                            Year Ended
                                            ----------
                                12/31/11      12/31/10     Change
                                --------      --------     ------

    Average interest-earning
     assets                   $3,518,643    $3,412,495     $106,148
    Interest income             $193,399      $193,904        $(505)
    Yield on interest-earning
     assets                         5.50%         5.68%         (18) bps
    Average interest-bearing
     liabilities              $2,875,242    $2,838,200      $37,042
    Interest expense             $32,713       $38,245      $(5,532)
    Cost of interest-bearing
     liabilities                    1.14%         1.35%         (21) bps

Acquisition Activity - Net Interest Margin

The favorable impact of acquisition accounting fair value adjustments on net interest income was $1.5 million ($1.3 million - FMB; $274,000 - Harrisonburg branch) and $7.0 million ($6.2 million - FMB; $748,000 - Harrisonburg branch) for the three and twelve months ended December 31, 2011, respectively. If not for this favorable impact, the net interest margin for the fourth quarter would have been 4.20%, compared to 4.34% from the third quarter of 2011.

The Harrisonburg branch

The acquired loan portfolio of the Harrisonburg branch was marked-to-market with a fair value discount to market rates. Performing loan discount accretion is recognized as interest income over the estimated remaining life of the loans. The Company also assumed certificates of deposit at a premium to market. These were marked-to-market with estimates of fair value on acquisition date. The resulting premium to market is amortized as a decrease to interest expense over the estimated lives of the certificates of deposit.

FMB

The acquired loan and investment security portfolios of FMB were marked-to-market with a fair value discount to market rates. Performing loan and investment security discount accretion is recognized as interest income over the estimated remaining life of the loans and investment securities. The Company also assumed borrowings (Federal Home Loan Bank ("FHLB") and subordinated debt) and certificates of deposit. These liabilities were marked-to-market with estimates of fair value on acquisition date. The resulting discount/premium to market is accreted/amortized as an increase/decrease to net interest income over the estimated lives of the liabilities. Additional credit quality deterioration above the original credit mark is recorded as additional provisions for loan losses.

The fourth quarter, year-to-date, and remaining estimated discount/premium are reflected in the following table (dollars in thousands):



                         Harrisonburg Branch                         First Market Bank
                         -------------------                         -----------------

                                     Certificates                                                 Certificates
                       Loan                of           Loan      Investment                            of
                    Accretion           Deposit      Accretion    Securities        Borrowings       Deposit
                    ----------       -------------   ----------   -----------       ----------    -------------

    For the quarter
     ended December
     31, 2011               $239                 $35       $1,146           $93            $(122)            $140
    For the year
     ended December
     31, 2011              625                 123        5,571           387             (489)             763
    For the
     years
     ending:
              2012         589                  11        3,624           201             (489)             222
              2013         148                   7        2,377            15             (489)               -
              2014          37                   4        1,478             -             (489)               -
              2015          26                   -          570             -             (489)               -
              2016          27                   -           28             -             (163)               -
    Thereafter             143                   -            -             -                -                -

Acquisition Activity - Other Operating Expenses

Acquisition related expenses associated with the acquisition of the Harrisonburg branch were $426,000 for the year ended December 31, 2011 and are recorded in "Other operating expenses" in the Company's condensed consolidated statements of income. Such costs principally included system conversion and operations integration charges that have been expensed as incurred. There were no acquisition related expenses related to the Harrisonburg branch in 2010 or in the third and fourth quarters of 2011. The Company expects no further expenses from the Harrisonburg branch acquisition.

ASSET QUALITY/LOAN LOSS PROVISION

Overview

During the fourth quarter, the Company continued to experience encouraging improvement in asset quality. The reduced levels of nonperforming loans and OREO were favorable even though current economic conditions did not improve materially. While future economic conditions remain uncertain, the Company's continued lower levels of provisions for loan losses and increasing allowance to nonperforming assets and loans coverage ratios demonstrate that its dedicated efforts to improve asset quality are having a positive impact. The magnitude of any change in the real estate market and its impact on the Company is still largely dependent upon continued recovery of commercial real estate and residential housing, and the pace at which the local economies in the Company's operating markets recover.

Nonperforming Assets ("NPAs")

At December 31, 2011, nonperforming assets totaled $77.1 million, a decrease of $9.4 million from the third quarter and a decrease of $20.7 million compared to a year ago. In addition, nonperforming assets as a percentage of total outstanding loans declined 33 basis points, from 3.07% in the third quarter and 71 basis points from 3.45% in the fourth quarter of the prior year to 2.74% at December 31, 2011. The current quarter decrease in NPAs from the third quarter related to net decreases in both nonaccrual loans, excluding purchased impaired loans, of $7.2 million and OREO of $2.2 million.

Nonperforming assets at December 31, 2011 included $44.8 million in nonaccrual loans (excluding purchased impaired loans), a net decrease of $7.2 million, or 13.85%, from the prior quarter. The decrease was a result of net customer payments of approximately $6.6 million, charge-offs of $2.3 million, loans returning to accruing status of $2.0 million, and transfers to OREO of $1.7 million, partially offset by additions of $5.4 million. The nonperforming loans added during the quarter were principally related to commercial real estate as borrowers continued to experience financial difficulties with the protracted economic recovery depleting their cash reserves and other repayment sources.

Nonaccrual loans include land loans of $13.3 million, other commercial loans of $10.6 million, commercial construction loans of $10.3 million, commercial real estate loans of $7.9 million, and other loans of $2.7 million. At December 31, 2011, the coverage ratio of the allowance for loan losses to nonperforming loans was 88.0%, an increase from 62.2% a year earlier and from 79.5% at September 30, 2011. Impairment analyses provided appropriate reserves on these nonperforming loans while appropriate reserves on homogenous pools continue to be maintained. The increase in the coverage ratio is primarily related to a decline in nonperforming loans.

Nonperforming assets at December 31, 2011 also included $32.3 million in OREO, a net decrease of $2.2 million, or 6.38%, from the prior quarter. The net decrease was a result of sales of $3.7 million at a net loss of approximately $700,000, or 19.9%, additions of $2.7 million, and a fair value impairment write-down of approximately $500,000. The additions were principally related to residential real estate; sales from OREO were principally related to residential real estate, commercial property, and raw land. Several of the OREO properties sold during the quarter resulted in losses as management strategically accepted lower offers on the properties in an effort to reduce NPAs.

The OREO portfolio is composed of land development of $11.3 million, residential real estate of $11.0 million, land of $6.4 million, commercial real estate of $2.6 million, and land previously held for development of bank branch sites of $1.0 million. Included in land development is $8.8 million related to a residential community in the Northern Neck region of Virginia, which includes developed residential lots, a golf course, and undeveloped land. Foreclosed properties were adjusted to their fair values at the time of each foreclosure and any losses were taken as loan charge-offs against the allowance for loan losses at that time. OREO asset valuations are also evaluated at least quarterly and any necessary write downs to fair values are recorded as impairment.

Charge-offs

For the quarter ended December 31, 2011, net charge-offs of loans were $4.2 million, or 0.59%, on an annualized basis, compared to $1.9 million, or 0.27%, for the third quarter of 2011 and $8.5 million, or 1.19%, for the same quarter last year. Net charge-offs in the current quarter included commercial loans of $2.4 million, other consumer loans of $1.4 million, and home equity lines of credit of $449,000. At December 31, 2011, total accruing past due loans were $39.3 million, or 1.40%, of total loans, a decrease from 1.61% at September 30, 2011 and from 1.95% a year ago.

Provision

The provision for loan losses for the current quarter was $2.4 million, a decrease of $1.2 million from the third quarter of this year and a $7.1 million decrease from the same quarter a year ago. The lower provision for loan losses compared to the most recent quarter reflects improvements in asset quality, tempered by charge-offs of approximately $2.8 million, or 67% of net charge-offs, that were specifically reserved for in prior periods. The current level of the allowance for loan losses reflects specific reserves related to nonperforming loans, current risk ratings on loans, net charge-off activity, loan growth, delinquency trends, and other credit risk factors that the Company considers in assessing the adequacy of the allowance for loan losses.

The allowance for loan losses as a percentage of the total loan portfolio, including net loans acquired in the FMB and the Harrisonburg branch acquisitions, was 1.40% at December 31, 2011, 1.47% at September 30, 2011, and 1.35% at December 31, 2010. The allowance for loan losses as a percentage of the total loan portfolio, adjusted for acquired loans, was 1.83% at December 31, 2011, a decrease from 1.94% at September 30, 2011 and from 1.88% a year ago. While the allowance for loan losses as a percentage of the adjusted loan portfolio declined, the coverage ratios significantly improved, which further shows that management's proactive diligence in working through problem credits is having a significant impact on asset quality. The lower allowance for loan losses as a percentage of loans compared to the loan portfolio, adjusted for acquired loans, is related to the elimination of FMB's allowance for loan losses at acquisition. In acquisition accounting, there is no carryover of previously established allowance for loan losses.

NONINTEREST INCOME

On a linked quarter basis, noninterest income increased $179,000, or 1.6%, to $11.7 million from $11.5 million in the third quarter. During the fourth quarter, the Company recorded a loss of $351,000 on disposal of bank owned property and incurred losses on sales of OREO of $737,000, compared to a gain on sale of other real estate owned of $134,000 in the prior quarter. Gains on sales of mortgage loans increased $847,000, or 17.4%, and were driven by higher volume in mortgage loan originations. Increases in mortgage loan refinancing volume accounted for most of the volume increase as refinanced loans as a percentage of originations in the mortgage segment increased from 35.7% in the third quarter to 52.2%. Also during the quarter, the Company recorded gains on sales of investment securities of $430,000, compared to $499,000 in the prior quarter. In addition, during the prior quarter, the Company incurred a credit related other than temporary impairment ("OTTI") loss of $400,000, which was recognized in earnings. Excluding mortgage segment operations, sales of bank owned real estate, property, and securities transactions, noninterest income increased $214,000 or 3.3%.

For the quarter ended December 31, 2011, noninterest income decreased $1.4 million, or 10.4%, to $11.7 million from $13.1 million in the prior year's same quarter. During the fourth quarter, the Company recorded losses on sales of OREO of $737,000, and recorded a loss on disposal of $351,000 of bank owned property, compared to a gain on sale of bank owned real estate of $448,000 in the prior year's same quarter. Gains on sales of mortgage loans decreased $742,000, or 11.5%, due to lower origination volume a year earlier. Also during the current quarter, the Company sold securities for a gain of $430,000. Excluding the mortgage segment operations, sales of bank owned real estate and property and securities transactions, noninterest income increased $298,000, or 4.6%, from the same period a year ago.

For the year ended December 31, 2011, noninterest income decreased $3.5 million, or 7.4%, to $43.8 million from $47.3 million a year ago. Gains on sales of bank owned property declined $1.4 million. Of this amount, the Company recorded a current year loss on disposal of $351,000 of bank owned property and a current year loss on sale of $626,000 of a branch building, and a prior year gain on sale of an investment property of $448,000. Gains on sales of OREO declined $1.3 million primarily related to current year losses on sales of property. Gains on sales of mortgage loans decreased $2.3 million driven by lower origination volume. Also during the year, the Company incurred a credit related OTTI loss of $400,000, which was recognized in earnings. Account service charges and other fees increased $1.2 million. Other charges and fees increased $1.4 million, primarily related to an increase in debit card fees of $763,000, ATM fees of $463,000, and brokerage commissions of $273,000, offset by a decline in account service charges of $279,000, largely related to overdraft fee volume. Also during the year, the Company recorded gains on sales of securities of $913,000. Excluding the mortgage segment operations, sales of bank owned real estate, property, and securities transactions, noninterest income increased $1.0 million, or 4.1%, from the same period a year ago.

NONINTEREST EXPENSE

On a linked quarter basis, noninterest expense increased $1.8 million, or 5.0%, to $36.4 million from $34.6 million when compared to the third quarter. Other operating expenses increased $1.5 million, or 12.3%. Included in the other operating expenses increase was a valuation write-down of OREO of $529,000, higher marketing and advertising costs of $545,000, primarily related to television campaigns to promote online banking functionality, and other loan and real estate owned related expenses of $357,000. Salaries and benefits expense increased $266,000 due to the origination volume related commission expense. Excluding the mortgage segment operations, noninterest expense increased $1.0 million, or 3.4%, compared to the third quarter of this year.

For the quarter ended December 31, 2011, noninterest expense decreased $717,000, or 1.9%, to $36.4 million from $37.1 million for the fourth quarter of 2010. Other operating expenses decreased $1.4 million, or 9.2%. This expense decrease included $1.2 million of post acquisition lease and contract termination fees, costs related to the consolidation of bank affiliates, and conversion costs of acquired branches that occurred in the fourth quarter of the prior year. Increases in current year other operating expenses included a valuation adjustment write-down of OREO of $529,000, higher marketing and advertising expenses of $336,000, primarily related to television campaigns to promote online banking functionality, and higher franchise taxes of $299,000 which were levied to include all of the former FMB branches. Partially offsetting higher other operating expenses was lower FDIC assessment expense of $508,000 due to change in assessment base and rate. Salaries and benefits increased $698,000 related to additional personnel in branch additions and profit sharing expense, partially offset by the lower origination volume related commission expense in the mortgage segment. Excluding the mortgage segment operations and prior period acquisition, termination, and conversion costs, noninterest expense increased $1.4 million, or 4.6%, compared to the fourth quarter of this year.

For the year ended December 31, 2011, noninterest expense decreased $1.4 million, or 1.0%, to $141.6 million, from $143.0 million a year ago. Other operating expenses decreased $5.1 million, or 9.0%. Included in the reduction of other operating expenses were prior year costs associated with the acquisitions and mergers of $8.7 million during 2010 compared to $426,000 in 2011, lower amortization on the acquired deposit portfolio of $1.1 million, and lower FDIC assessment expense of $340,000 due to lower assessment base and rate. Increases in current year other operating expenses included valuation adjustments and higher costs to maintain the Company's portfolio of OREO of $1.6 million, higher franchises taxes of $1.2 million levied to include all of the former FMB branches, higher communication expenses of $1.0 million related to increased online customer activity and additional branch locations. Salary and benefits expense increased $3.7 million, primarily related to additional personnel, offset by lower origination volume related commission expense in the mortgage segment. Excluding mortgage segment operations and current and prior year acquisition costs, noninterest expense increased $8.4 million, or 7.3%, from the same period a year ago.

BALANCE SHEET

At December 31, 2011, total cash and cash equivalents were $96.7 million, a decrease of $53.1 million from September 30, 2011, and an increase of $35.5 million from December 31, 2010. During the fourth quarter, the Company paid the Treasury $35.7 million to redeem the Preferred Stock issued to the Treasury and assumed in the FMB acquisition, and increased investment in securities $34.3 million. At December 31, 2011, net loans were $2.8 billion, an increase of $2.1 million, virtually unchanged from the prior quarter. Net loans decreased $19.7 million, or 0.7%, from December 31, 2010. Mortgage loans held for sale of $74.8 million increased by $13.0 million from the prior quarter related to an increase in refinance volume and was flat from the prior year's same quarter. At December 31, 2011, total assets were $3.9 billion, a decrease of $7.4 million compared to the third quarter, and an increase of $69.8 million from $3.8 billion at December 31, 2010.

Total deposits grew $105.0 million, or 3.4%, for the year ended December 31, 2011, and grew $40.2 million, or 1.3%, during the fourth quarter. Of this amount, interest bearing deposits increased $48.4 million compared to the third quarter driven by higher volumes in money market and NOW accounts partially offset by runoff in certificates of deposit under $100,000. Similarly, interest bearing deposits increased $55.4 million from December 31, 2010, as money market and NOW accounts balances increases were partially offset by runoff in certificates of deposit. Total borrowings, including repurchase agreements, decreased $7.3 million on a linked quarter basis and decreased $29.5 million from December 31, 2010 as the Company reduced reliance on short-term sources of funds. The Company's equity to assets ratio was 10.79% and 11.16% at December 31, 2011 and 2010, respectively. The decrease in the equity to assets ratio was due to the Company's redemption of the CPP described above. The Company's tangible common equity to tangible assets ratio was 8.91% and 8.22% at December 31, 2011 and 2010, respectively.

MORTGAGE SEGMENT INFORMATION

On a linked quarter basis, the mortgage segment net income for the fourth quarter increased $191,000, or 41.3%, to $654,000 from $463,000 in the third quarter, related to favorable pricing on sales of loans and origination volume. Originations increased by $10.6 million from $176.0 million to $186.6 million, or 6.0%, from the third quarter as a result of an increase in refinance originations. Refinanced loans represented 52.2% of the originations during the fourth quarter compared to 35.7% during the third quarter. Gains on the sale of loans increased $847,000, or 17.4%, and salary and benefit expenses increased $434,000 largely on loan volume driven commission expense. Loan related expenses were $298,000, increasing $135,000, or 82.1% from the prior quarter as a result of a write off of uncollectible appraisals and other loan related expenses.

For the three months ended December 31, 2011, the mortgage segment net income decreased $200,000 from $854,000 to $654,000, or 23.4%, compared to the same period last year as residential mortgage activity and average loan size declined. Originations decreased by $50.1 million from $236.7 million to $186.6 million, or 21.2%, from the fourth quarter last year. Refinance loans represented 52.2% of originations during the fourth quarter of 2011 compared to 56.1% during the same period a year ago. Net interest income declined by $381,000, or 55.1% due to an increase in warehouse line of credit borrowing rates. The decline in originations led to a decrease in gains on the sale of loans of $742,000, or 11.5%. Noninterest expenses decreased $780,000. Of this amount, salaries and benefits decreased $882,000 primarily as a result of loan volume driven commission expense.

For the year ended December 31, 2011, the mortgage segment net income decreased $1.5 million, or 48.5%, to $1.6 million from $3.1 million during the same period last year. Originations decreased by $149.3 million from $808.7 million to $659.4 million, or 18.5%, compared to the same period last year due to declines in residential mortgage activity and an evolving regulatory environment, which increased demands on production. Gains on the sale of loans decreased $2.3 million, or 10.5%, driven largely by the decline in origination volume. Refinanced loans represented 37.4% of originations during the year compared to 43.1% during the same period a year ago. Net interest income declined $907,000, or 40.8%, from the prior year as a result of increases to the warehouse line of credit borrowing rate. Salary and benefit expenses decreased $1.2 million primarily due to lower commission expense on decreased origination volume, partially offset by higher salaries expense required to meet evolving regulatory, compliance, and production demands. Other operating expenses increased $322,000, or 12.5%, primarily related to increased costs associated with the processing, underwriting, and compliance components of origination.

ABOUT UNION FIRST MARKET BANKSHARES CORPORATION

Headquartered in Richmond, Virginia, Union First Market Bankshares Corporation is the holding company for Union First Market Bank, which has 99 branches and more than 160 ATMs throughout Virginia. Non-bank affiliates of the holding company include: Union Investment Services, Inc., which provides full brokerage services; Union Mortgage Group, Inc., which provides a full line of mortgage products, and Union Insurance Group, LLC, which offers various lines of insurance products. Union First Market Bank also owns a non-controlling interest in Johnson Mortgage Company, LLC.

Additional information is available on the Company's website at http://investors.bankatunion.com. Shares of the Company's common stock are traded on the NASDAQ Global Select Market under the symbol UBSH.

FORWARD-LOOKING STATEMENTS

Certain statements in this report may constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements that include projections, predictions, expectations, or beliefs about future events or results or otherwise and are not statements of historical fact. Such statements are often characterized by the use of qualified words (and their derivatives) such as "expect," "believe," "estimate," "plan," "project," "anticipate," "intend," "will," or words of similar meaning or other statements concerning opinions or judgment of the Company and its management about future events. Although the Company believes that its expectations with respect to forward-looking statements are based upon reasonable assumptions within the bounds of its existing 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. Actual future results and trends may differ materially from historical results or those anticipated depending on a variety of factors, including, but not limited to, the effects of and changes in: general economic and bank industry conditions, the interest rate environment, legislative and regulatory requirements, competitive pressures, new products and delivery systems, inflation, changes in the stock and bond markets, accounting standards or interpretations of existing standards, mergers and acquisitions, technology, and consumer spending and savings habits. More information is available on the Company's website, http://investors.bankatunion.com and on the Securities and Exchange Commission's website, www.sec.gov. The information on the Company's website is not a part of this press release. The Company does not intend or assume any obligation to update or revise any forward-looking statements that may be made from time to time by or on behalf of the Company.




    UNION FIRST MARKET BANKSHARES CORPORATION AND SUBSIDIARIES
    KEY FINANCIAL RESULTS
    (in thousands, except share data)


                                                                   Three Months Ended                    Year Ended
                                                          12/31/11         09/30/11         12/31/10    12/31/11      12/31/10
                                                          --------         --------         --------    --------      --------
    Results of Operations
    ---------------------
      Interest and dividend income                         $46,319          $47,606          $48,768    $189,073      $189,821
      Interest expense                                       7,828            8,160            9,541      32,713        38,245
      Net interest income                                   38,491           39,446           39,227     156,360       151,576
      Provision for loan losses                              2,400            3,600            9,500      16,800        24,368
                                                             -----            -----            -----      ------        ------
      Net interest income after
       provision for loan losses                            36,091           35,846           29,727     139,560       127,208
      Noninterest income                                    11,723           11,544           13,078      43,777        47,298
      Noninterest expenses                                  36,352           34,637           37,069     141,628       143,001
      Income before income taxes                            11,462           12,753            5,736      41,709        31,505
      Income tax expense                                     3,102            3,682            1,312      11,264         8,583
                                                             -----            -----            -----      ------         -----
      Net income                                            $8,360           $9,071           $4,424     $30,445       $22,922
                                                            ======           ======           ======     =======       =======

      Interest earned on loans (FTE)                       $41,584          $42,777          $43,505    $168,991      $170,286
      Interest earned on securities
       (FTE)                                                 5,734            5,874            6,325      24,284        23,527
      Interest earned on earning assets
       (FTE)                                                47,386           48,673           49,834     193,399       193,904
      Net interest income (FTE)                             39,558           40,514           40,294     160,686       155,659
      Interest expense on certificates
       of deposit                                            4,183            4,205            5,810      17,658        22,995
      Interest expense on interest-
       bearing deposits                                      5,572            5,923            7,685      24,347        30,742
      Core deposit intangible
       amortization                                          1,448            1,496            1,936       6,122         7,263

      Net income -community bank
       segment                                              $7,707           $8,607           $3,570     $28,833       $19,794
      Net income - mortgage segment                            654              463              854       1,612         3,128

    Key Ratios
    ----------
      Return on average assets (ROA)                          0.84%            0.93%            0.46%       0.79%         0.61%
      Return on average equity (ROE)                          7.49%            8.02%            4.07%       6.90%         5.50%
      Efficiency ratio                                       72.39%           67.93%           70.87%      70.77%        71.91%
      Efficiency ratio -community bank
       segment                                               71.08%           66.06%           69.43%      68.83%        70.93%
      Net interest margin (FTE)                               4.37%            4.54%            4.55%       4.57%         4.56%
      Net interest margin, core (FTE)(1)                      4.20%            4.34%            4.29%       4.37%         4.24%
      Yields on earning assets (FTE)                          5.23%            5.46%            5.63%       5.50%         5.68%
      Cost of interest-bearing
       liabilities (FTE)                                      1.07%            1.13%            1.31%       1.14%         1.35%
      Noninterest expense less
       noninterest income /average
       assets                                                 2.49%            2.36%            2.47%       2.53%         2.55%

    Per Share Data
    --------------
      Earnings per common share, basic                       $0.28            $0.33            $0.15       $1.07         $0.83
      Earnings per common share, diluted                      0.28             0.33             0.15        1.07          0.83
      Cash dividends paid per common
       share                                                  0.07             0.07             0.07        0.28          0.25
      Market value per share                                 13.29            10.72            14.78       13.29         14.78
      Book value per common share                            16.17            16.04            15.16       16.17         15.16
      Tangible book value per common
       share                                                 13.08            12.88            11.88       13.08         11.88
      Price to earnings ratio, diluted                       11.96             8.19            24.84       12.42         17.81
      Price to book value per common
       share ratio                                            0.82             0.67             0.98        0.82          0.98
      Price to tangible common share
       ratio                                                  1.02             0.83             1.24        1.02          1.24
      Weighted average common shares
       outstanding, basic                               26,011,465       25,986,677       25,902,835  25,981,222    25,222,565
      Weighted average common shares
       outstanding, diluted                             26,036,922       26,001,900       25,949,521  26,009,839    25,268,216
      Common shares outstanding at end
       of period                                        26,134,830       26,057,501       26,004,197  26,134,830    26,004,197

                                                                   Three Months Ended                    Year Ended
                                                          12/31/11         09/30/11         12/31/10    12/31/11      12/31/10
                                                          --------         --------         --------    --------      --------
    Financial Condition
    -------------------
      Assets                                            $3,907,087       $3,914,457       $3,837,247  $3,907,087    $3,837,247
      Loans, net of unearned income                      2,818,583        2,818,342        2,837,253   2,818,583     2,837,253
      Earning Assets                                     3,561,106        3,573,844        3,485,870   3,561,106     3,485,870
      Goodwill                                              59,400           59,400           57,567      59,400        57,567
      Core deposit intangibles, net                         20,714           22,162           26,827      20,714        26,827
      Deposits                                           3,175,105        3,134,876        3,070,059   3,175,105     3,070,059
      Stockholders' equity                                 421,639          451,581          428,085     421,639       428,085
      Tangible common equity                               341,092          334,874          308,440     341,092       308,440

    Averages
    --------
      Assets                                            $3,929,529       $3,876,740       $3,854,718  $3,861,628    $3,752,569
      Loans, net of unearned income                      2,804,500        2,831,924        2,830,435   2,818,022     2,750,756
      Loans held for sale                                   68,587           48,664           93,325      53,463        68,414
      Securities                                           619,228          597,489          580,590     595,261       550,074
      Earning assets                                     3,591,739        3,538,752        3,514,367   3,518,643     3,412,495
      Deposits                                           3,156,596        3,105,792        3,086,478   3,098,818     2,975,045
      Certificates of deposit                            1,158,561        1,160,662        1,295,227   1,177,448     1,284,516
      Interest-bearing deposits                          2,617,459        2,583,864        2,589,313   2,585,466     2,506,414
      Borrowings                                           289,299          289,857          305,900     289,776       331,786
      Interest-bearing liabilities                       2,906,758        2,873,721        2,895,213   2,875,242     2,838,200
      Stockholders' equity                                 442,580          448,618          430,748     441,040       416,577
      Tangible common equity                               336,076          331,170          310,144     326,090       298,221

    Asset Quality
    -------------
      Allowance for Loan Losses (ALLL)
      --------------------------------
        Beginning balance                                  $41,290          $39,631          $37,395     $38,406       $30,484
        Add: Recoveries                                        569              674              367       2,130         2,103
        Less: Charge-offs                                    4,789            2,615            8,856      17,866        18,549
        Add: Provision for loan losses                       2,400            3,600            9,500      16,800        24,368
        Ending balance                                     $39,470          $41,290          $38,406     $39,470       $38,406
                                                           -------          -------          -------     -------       -------
        ALLL / total outstanding loans                        1.40%            1.47%            1.35%       1.40%         1.35%
        ALLL /total outstanding loans,
         adjusted for acquired(2)                             1.83%            1.94%            1.88%       1.83%         1.88%
        Net charge-offs /total
         outstanding loans                                    0.59%            0.27%            1.19%       0.56%         0.58%
      Nonperforming Assets
    --------------------
        Nonaccrual loans                                   $44,834          $51,965          $61,716     $44,834       $61,716
        Other real estate owned                             32,263           34,464           36,122      32,263        36,122
                                                            ------
        Total nonperforming assets (NPAs)                   77,097           86,429           97,838      77,097        97,838
        Loans > 90 days and still accruing                  19,911           12,159           17,993      19,911        17,993
                                                            ------           ------           ------      ------        ------
        Total nonperforming assets and
         past due loans                                    $97,008          $98,588         $115,831     $97,008      $115,831
                                                           -------          -------         --------     -------      --------
        NPAs / total outstanding loans                        2.74%            3.07%            3.45%       2.74%         3.45%
        NPAs / total assets                                   1.97%            2.21%            2.55%       1.97%         2.55%
        ALLL / nonperforming loans                           88.04%           79.46%           62.23%      88.04%        62.23%
        ALLL / nonperforming assets                          51.20%           47.77%           39.25%      51.20%        39.25%

    Other Data
    ----------
      Mortgage loan originations                          $186,559         $176,040         $236,653    $659,441      $808,663
      % of originations that are
       refinances                                            52.20%           35.70%           56.10%      37.40%        43.10%
      End of period full-time employees                      1,045            1,047            1,005       1,045         1,005
      Number of full-service branches                           99               99               90          99            90
      Number of full automatic
       transaction machines (ATMs)                             165              167              159         165           159

                                                                   Three Months Ended                    Year Ended
                                                          12/31/11         09/30/11         12/31/10    12/31/11      12/31/10
                                                          --------         --------         --------    --------      --------
    Alternative Performance Measures
    --------------------------------
      Cash basis earnings(3)
      Net income                                            $8,360           $9,071           $4,424     $30,445       $22,922
      Plus: Core deposit intangible
       amortization, net of tax                                941              972            1,258       3,979         4,721
      Plus: Trademark intangible
       amortization, net of tax                                 65               65               65         260           239
      Cash basis operating earnings                         $9,366          $10,108           $5,747     $34,684       $27,882
                                                            ------          -------           ------     -------       -------

      Average assets                                    $3,929,529       $3,876,740       $3,854,718  $3,861,628    $3,752,569
      Less: Average trademark intangible                       482              582              882         631           933
      Less: Average goodwill                                59,400           59,400           57,566      58,494        57,566
      Less: Average core deposit
       intangibles                                          21,408           22,890           27,767      23,654        28,470
      Average tangible assets                           $3,848,239       $3,793,868       $3,768,503  $3,778,849    $3,665,600
                                                        ----------       ----------       ----------  ----------    ----------

      Average equity                                      $442,580         $448,618         $430,748    $441,040      $416,577
      Less: Average trademark intangible                       482              582              882         631           933
      Less: Average goodwill                                59,400           59,400           57,566      58,494        57,566
      Less: Average core deposit
       intangibles                                          21,408           22,890           27,767      23,654        28,470
      Less: Average preferred equity                        25,215           34,576           34,389      32,171        31,387
      Average tangible common equity                      $336,075         $331,170         $310,144    $326,090      $298,221
                                                          --------         --------         --------    --------      --------

      Cash basis operating earnings per
       share, diluted                                        $0.36            $0.39            $0.22       $1.33         $1.10
      Cash basis operating return on
       average tangible assets                                0.97%            1.06%            0.61%       0.92%         0.76%
      Cash basis operating return on
       average tangible common equity                        11.06%           12.11%            7.35%      10.64%         9.35%

    (1)  The core net interest margin, fully taxable equivalent ("FTE") excludes the
     impact of acquisition accounting accretion and amortization adjustments in net
     interest income.




































    (2) The allowance for loan losses, adjusted for acquired loans (non-GAAP) ratio
     includes the allowance for loan losses to the total loan portfolio less acquired
     loans without additional credit deterioration above the original credit mark (which
     have been provided for in the ALLL subsequent to acquisition).  GAAP requires the
     acquired allowance for loan losses not be carried over in an acquisition or merger.
     We believe the presentation of the allowance for loan losses, adjusted for acquired
     loans ratio is useful to investors because the acquired loans were purchased at a
     market discount with no allowance for loan losses carried over to the Company.
     Therefore, acquired loans without additional credit deterioration above the original
     credit mark are adjusted out of the loan balance denominator.



































































      Gross Loans                                       $2,818,583       $2,818,342       $2,837,253  $2,818,583    $2,837,253
        less acquired loans without
         additional credit deterioration                  (661,531)        (692,156)        (793,730)   (661,531)     (793,730)
                                                          --------         --------         --------    --------      --------
      Gross Loans, adjusted for acquired                 2,157,052        2,126,186        2,043,523   2,157,052     2,043,523
      Allowance for loan losses                             39,470           41,290           38,406      39,470        38,406
      ALLL /gross loans, adjusted for
       acquired                                               1.83%            1.94%            1.88%       1.83%         1.88%

    (3) As a supplement to GAAP, management also reviews operating performance based on
     its "cash basis earnings" to fully analyze its core business.  Cash basis earnings
     exclude amortization expense attributable to intangibles (goodwill and core deposit
     intangibles) that do not qualify as regulatory capital.  Financial ratios based on
     cash basis earnings exclude the amortization of nonqualifying intangible assets from
     earnings and the unamortized balance of nonqualifying  intangibles from assets and
     equity.

    In management's opinion, cash basis earnings are useful to investors because by
     excluding non-operating adjustments they allow investors to see clearly the economic
     impact on the results of Company.  These non-GAAP disclosures should not, however,
     be viewed in direct comparison with non-GAAP measures of other companies.




    UNION FIRST MARKET BANKSHARES CORPORATION AND SUBSIDIARIES
    CONDENSED CONSOLIDATED BALANCE SHEETS
    (Dollars in thousands)

                                                             December   December
                                                                31,        31,
                                                                  2011       2010
                                                                  ----       ----
    ASSETS                                                 (Unaudited) (Audited)
    ------
      Cash and cash equivalents:
        Cash and due from banks                                $69,786    $58,951
        Interest-bearing deposits in other banks                26,556      1,449
        Money market investments                                   155        158
        Federal funds sold                                         162        595
                                                                   ---        ---
         Total cash and cash equivalents                        96,659     61,153
                                                                ------     ------

      Securities available for sale, at fair
       value                                                   640,827    572,441
                                                               -------    -------

      Loans held for sale                                       74,823     73,974
                                                                ------     ------

      Loans, net of unearned income                          2,818,583  2,837,253
      Less allowance for loan losses                            39,470     38,406
                                                                ------     ------
         Net loans                                           2,779,113  2,798,847
                                                             ---------  ---------

      Bank premises and equipment, net                          90,589     90,680
      Other real estate owned                                   32,263     36,122
      Core deposit intangibles, net                             20,714     26,827
      Goodwill                                                  59,400     57,567
      Other assets                                             112,699    119,636
                                                               -------    -------
           Total assets                                     $3,907,087 $3,837,247
                                                            ========== ==========

    LIABILITIES
    -----------
      Noninterest-bearing demand deposits                     $534,535   $484,867
      Interest-bearing deposits:
        NOW accounts                                           412,605    381,512
        Money market accounts                                  904,893    783,431
        Savings accounts                                       179,157    153,724
        Time deposits of $100,000 and over                     511,614    563,375
        Other time deposits                                    632,301    703,150
                                                               -------    -------
         Total interest-bearing deposits                     2,640,570  2,585,192
                                                             ---------  ---------
         Total deposits                                      3,175,105  3,070,059
                                                             ---------  ---------

      Securities sold under agreements to
       repurchase                                               62,995     69,467
      Other short-term borrowings                                    -     23,500
      Trust preferred capital notes                             60,310     60,310
      Long-term borrowings                                     155,381    154,892
      Other liabilities                                         31,657     30,934
                                                                ------     ------
         Total liabilities                                   3,485,448  3,409,162
                                                             ---------  ---------

    Commitments and contingencies

    STOCKHOLDERS' EQUITY
    --------------------
      Preferred stock, $10.00 par value, $1,000
       liquidation value, shares authorized
       500,000; issued and outstanding, 35,595
       shares.                                                       -     35,595
      Common stock, $1.33 par value, shares
       authorized 36,000,000; issued and
       outstanding, 26,134,830 shares,
       26,004,197 shares, and 26,004,197 shares,
       respectively.                                            34,672  34,532
      Surplus                                                  187,493    185,763
      Retained earnings                                        189,824    169,801
      Discount on preferred stock                                    -     (1,177)
      Accumulated other comprehensive income                     9,650      3,571
                                                                 -----      -----
         Total stockholders' equity                            421,639    428,085
                                                               -------    -------

           Total liabilities and stockholders' equity       $3,907,087 $3,837,247
                                                            ========== ==========




    UNION FIRST MARKET
     BANKSHARES CORPORATION
     AND SUBSIDIARIES
    CONDENSED CONSOLIDATED
     STATEMENTS OF INCOME
    (Dollars in thousands,
     except per share amounts)

                                        Three Months
                                            Ended               Year Ended
                                        December 31            December 31
                                        -----------          -----------
                                       2011         2010      2011          2010
                                       ----         ----      ----          ----
    Interest and dividend
     income:
      Interest and fees on loans    $41,480      $43,342  $168,479      $169,549
      Interest on Federal funds
       sold                               -            -         1            17
      Interest on deposits in
       other banks                       68            5       123            77
      Interest and dividends on
       securities:
        Taxable                       2,982        3,740    13,387        13,958
        Nontaxable                    1,789        1,681     7,083         6,220
                                      -----        -----     -----         -----
         Total interest and
          dividend income            46,319       48,768   189,073       189,821
                                     ------       ------   -------       -------

    Interest expense:
      Interest on deposits            5,572        7,686    24,346        30,742
      Interest on Federal funds
       purchased                          -           14         7            33
      Interest on short-term
       borrowings                       469          162     1,307         1,790
      Interest on long-term
       borrowings                     1,787        1,679     7,053         5,680
                                      -----        -----     -----         -----
         Total interest expense       7,828        9,541    32,713        38,245
                                      -----        -----    ------        ------

         Net interest income         38,491       39,227   156,360       151,576
    Provision for loan losses         2,400        9,500    16,800        24,368
                                      -----        -----    ------        ------
      Net interest income after
       provision for loan losses     36,091       29,727   139,560       127,208
                                     ------       ------   -------       -------

    Noninterest income:
      Service charges on deposit
       accounts                       2,258        2,283     8,826         9,105
      Other service charges,
       commissions and fees           3,296        3,115    12,825        11,395
      Gains on securities
       transactions, net                430           (4)      913            58
      Other-than-temporary
       impairment losses                  -            -      (400)            -
      Gains on sales of loans         5,708        6,450    19,840        22,151
      Gains (losses) on sales of
       other real estate and
       bank premises, net            (1,088)         252    (2,060)          628
      Other operating income          1,119          982     3,833         3,961
                                      -----          ---     -----         -----
         Total noninterest income    11,723       13,078    43,777        47,298
                                     ------       ------    ------        ------

    Noninterest expenses:
      Salaries and benefits          18,342       17,644    71,652        67,913
      Occupancy expenses              2,797        2,964    11,104        11,417
      Furniture and equipment
       expenses                       1,823        1,720     6,920         6,594
      Other operating expenses       13,390       14,741    51,952        57,077
                                     ------       ------    ------        ------
         Total noninterest expenses  36,352       37,069   141,628       143,001
                                     ------       ------   -------       -------

    Income before income taxes       11,462        5,736    41,709        31,505
    Income tax expense                3,102        1,312    11,264         8,583
                                      -----        -----    ------         -----
         Net income                  $8,360       $4,424   $30,445       $22,922
    Dividends paid and
     accumulated on preferred
     stock                              113          462     1,499         1,688
    Accretion of discount on
     preferred stock                    983           63     1,177           226
                                        ---          ---     -----           ---
         Net income available to
          common shareholders        $7,264       $3,899   $27,769       $21,008
                                     ======       ======   =======       =======
    Earnings per common share,
     basic                            $0.28        $0.15     $1.07         $0.83
                                      =====        =====     =====         =====
    Earnings per common share,
     diluted                          $0.28        $0.15     $1.07         $0.83
                                      =====        =====     =====         =====




    AVERAGE BALANCES, INCOME AND EXPENSES, YIELDS AND RATES (TAXABLE EQUIVALENT BASIS)

                                                                                           For the Three Months Ended December 31,
                                                                                           ---------------------------------------
                                                                                        2011                                           2010                            2009
                                                                                        ----                                           ----                            ----
                                                                     Interest                                       Interest                             Interest
                                                                       Income        Yield /                          Income        Yield /                Income   Yield /
                                                      Average             /            Rate          Average             /            Rate     Average        /       Rate
                                                      Balance         Expense           (1)          Balance         Expense           (1)     Balance    Expense      (1)
                                                     --------        ---------      --------        --------        ---------      --------   --------   --------- --------
                                                                                                    (Dollars in thousands)
    Assets:
    -------
    Securities:
      Taxable                                         $447,327          $2,982          2.64%        $423,417          $3,740          3.50%   $285,076     $2,746     3.82%
      Tax-exempt                                       171,901           2,752          6.35%         157,173           2,585          6.53%    116,957      2,075     7.04%
        Total securities (2)                           619,228           5,734          3.67%         580,590           6,325          4.32%    402,033      4,821     4.76%
    Loans, net (3) (4)                               2,804,500          40,949          5.79%       2,830,435          42,673          5.98%  1,880,505     28,365     5.98%
    Loans held for sale                                 68,587             635          3.67%          93,325             832          3.54%     47,354        490     4.11%
    Federal funds sold                                     451               -          0.24%           3,240               1          0.03%        340          -     0.22%
    Money market investments                                26               -          0.00%             202               -          0.00%        191          -     0.00%
    Interest-bearing deposits in
     other banks                                        98,947              68          0.27%           6,575               3          0.19%     16,064         12     0.30%
    Other interest-bearing
     deposits                                                -               -          0.00%               -               -          0.00%      2,598          -     0.00%
                                                           ---                                            ---                                     -----
        Total earning assets                         3,591,739          47,386          5.23%       3,514,367          49,834          5.63%  2,349,085     33,688     5.69%
                                                                        ------                                         ------                               ------
    Allowance for loan losses                          (41,304)                                       (37,865)                                  (33,410)
    Total non-earning assets                           379,094                                        378,216                                   253,068
                                                       -------                                        -------                                   -------
    Total assets                                    $3,929,529                                     $3,854,718                                $2,568,743
                                                    ==========                                     ==========                                ==========

    Liabilities and Stockholders'
     Equity:
    -----------------------------
    Interest-bearing deposits:
      Checking                                        $398,313             132          0.13%        $363,779             186          0.20%   $205,565         64     0.12%
      Money market savings                             883,467           1,086          0.49%         776,638           1,569          0.80%    433,808      1,275     1.17%
      Regular savings                                  177,118             171          0.38%         153,669             120          0.31%    101,763         88     0.34%
    Certificates of deposit: (5)
                                $100,000 and over      561,392           2,177          1.54%         642,838           3,003          1.85%    430,946      3,333     3.07%
      Under $100,000                                   597,169           2,006          1.33%         652,389           2,807          1.71%    473,603      3,469     2.91%
        Total interest-bearing
         deposits                                    2,617,459           5,572          0.84%       2,589,313           7,685          1.18%  1,645,685      8,229     1.98%
    Other borrowings (6)                               289,299           2,256          3.09%         305,900           1,855          2.41%    292,984      1,934     2.61%
                                                       -------                                        -------                                   -------
        Total interest-bearing
         liabilities                                 2,906,758           7,828          1.07%       2,895,213           9,540          1.31%  1,938,669     10,163     2.08%
                                                                         -----                                          -----                               ------

    Noninterest-bearing
     liabilities:
      Demand deposits                                  539,137                                        497,165                                   297,255
      Other liabilities                                 41,054                                         31,592                                    19,450
        Total liabilities                            3,486,949                                      3,423,970                                 2,255,374
    Stockholders' equity                               442,580                                        430,748                                   313,369
                                                       -------                                        -------                                   -------
    Total liabilities and
     stockholders' equity                           $3,929,529                                     $3,854,718                                $2,568,743
                                                    ==========                                     ==========                                ==========

    Net interest income                                                $39,558                                        $40,294                              $23,525
                                                                       =======                                        =======                              =======

    Interest rate spread (7)                                                            4.16%                                          4.32%                           3.61%
    Interest expense as a percent
     of average earning assets                                                          0.86%                                          1.08%                           1.72%
    Net interest margin (8)                                                             4.37%                                          4.55%                           3.97%


    (1) Rates and yields are annualized and calculated from actual, not
    rounded amounts in thousands, which appear above.
    (2) Interest income on securities includes $93 thousand in accretion
    of the fair market value adjustments related to the acquisition of
    FMB.
    (3) Nonaccrual loans are included in average loans outstanding.
    (4) Interest income on loans includes $1.1 million in accretion of
    the fair market value adjustments related to the acquisition of FMB.
      The Harrisonburg
             branch accretion was $239 thousand.
    (5) Interest expense on certificates of deposits includes $140
    thousand in accretion of the fair market value adjustments related
    to the acquisition of FMB.    The Harrisonburg branch accretion was
    $35 thousand.
    (6) Interest expense on borrowings includes $122 thousand in
    amortization of the fair market value adjustments related to the
    acquisition of FMB.
    (7) Income and yields are reported on a taxable equivalent basis
    using the statutory federal corporate tax rate of 35%.
    (8) Core net interest margin excludes purchase accounting adjustments
    and was 4.20% for the quarter ending 12/31/11.




    AVERAGE BALANCES, INCOME AND EXPENSES, YIELDS AND RATES (TAXABLE EQUIVALENT BASIS)

                                                                                             For the Year Ended December 31,
                                                                                             -------------------------------
                                                                                       2011                                      2010                            2009
                                                                                       ----                                      ----                            ----
                                                                                                                 Interest                          Interest
                                                                    Interest        Yield /                        Income     Yield /                Income   Yield /
                                                    Average         Income /          Rate        Average             /         Rate     Average        /       Rate
                                                    Balance          Expense           (1)        Balance         Expense        (1)     Balance    Expense      (1)
                                                   --------         ---------      --------      --------        ---------   --------   --------   --------- --------
                                                                                                 (Dollars in thousands)
    Assets:
    -------
    Securities:
      Taxable                                        $427,443         $13,387          3.13%      $407,975         $13,958       3.42%   $261,078    $10,606     4.06%
      Tax-exempt                                      167,818          10,897          6.49%       142,099           9,569       6.73%    118,676      8,506     7.17%
        Total securities (2)                          595,261          24,284          4.08%       550,074          23,527       4.28%    379,754     19,112     5.03%
    Loans, net (3) (4)                              2,818,022         166,869          5.92%     2,750,756         167,615       6.09%  1,873,606    111,139     5.93%
    Loans held for sale                                53,463           2,122          3.97%        68,414           2,671       3.90%     46,454      1,931     4.16%
    Federal funds sold                                    351               1          0.24%        12,910              17       0.13%        313          1     0.20%
    Money market investments                               96               -          0.00%           171               -       0.00%        135          -     0.00%
    Interest-bearing deposits in
     other banks                                       51,450             123          0.24%        29,444              74       0.25%     50,994        135     0.26%
    Other interest-bearing
     deposits                                               -               -          0.00%           726               -       0.00%      2,598          -     0.00%
                                                          ---                                          ---                                  -----
        Total earning assets                        3,518,643         193,399          5.50%     3,412,495         193,904       5.68%  2,353,854    132,318     5.62%
                                                                      -------                                      -------                           -------
    Allowance for loan losses                         (40,105)                                     (34,539)                               (29,553)
    Total non-earning assets                          383,090                                      374,613                                254,507
                                                      -------                                      -------                                -------
    Total assets                                   $3,861,628                                   $3,752,569                             $2,578,808
                                                   ==========                                   ==========                             ==========

    Liabilities and Stockholders'
     Equity:
    -----------------------------
    Interest-bearing deposits:
      Checking                                       $385,715             621          0.16%      $345,927            $765       0.22%   $201,520        314     0.16%
      Money market savings                            849,676           5,430          0.64%       724,802           6,422       0.89%    429,501      7,905     1.84%
      Regular savings                                 172,627             638          0.37%       151,169             560       0.37%     99,914        384     0.38%
    Certificates of deposit: (5)
                               $100,000 and over      573,276           9,045          1.58%       639,406          12,000       1.88%    456,644     15,063     3.30%
      Under $100,000                                  604,172           8,613          1.43%       645,110          10,995       1.70%    492,186     15,786     3.21%
        Total interest-bearing
         deposits                                   2,585,466          24,347          0.94%     2,506,414          30,742       1.23%  1,679,765     39,452     2.35%
    Other borrowings (6)                              289,776           8,366          2.89%       331,786           7,503       2.26%    300,739      9,320     3.10%
                                                      -------                                      -------                                -------
        Total interest-bearing
         liabilities                                2,875,242          32,713          1.14%     2,838,200          38,245       1.35%  1,980,504     48,772     2.46%
                                                                       ------                                       ------                            ------

    Noninterest-bearing
     liabilities:
      Demand deposits                                 513,352                                      468,631                                289,769
      Other liabilities                                31,994                                       29,161                                 20,292
        Total liabilities                           3,420,588                                    3,335,992                              2,290,565
    Stockholders' equity                              441,040                                      416,577                                288,243
                                                      -------                                      -------                                -------
    Total liabilities and
     stockholders' equity                          $3,861,628                                   $3,752,569                             $2,578,808
                                                   ==========                                   ==========                             ==========

    Net interest income                                              $160,686                                     $155,659                           $83,546
                                                                     ========                                     ========                           =======

    Interest rate spread (7)                                                           4.36%                                     4.33%                           3.16%
    Interest expense as a percent
     of average earning assets                                                         0.93%                                     1.12%                           2.07%
    Net interest margin                                                                4.57%                                     4.56%                           3.55%


    (1) Rates and yields are annualized and calculated from actual, not
    rounded amounts in thousands, which appear above.
    (2) Interest income on securities includes $387 thousand in accretion
    of the fair market value adjustments related to the acquisition of
    FMB.
    (3) Nonaccrual loans are included in average loans outstanding.
    (4) Interest income on loans includes $5.6 million in accretion of
    the fair market value adjustments related to the acquisition of FMB
    and $625 thousand related to the Harrisonburg branch.
    (5) Interest expense on certificates of deposits includes $763
    thousand in accretion of the fair market value adjustments related
    to the acquisition of FMB and $123 thousand related to the
    Harrisonburg branch.
    (6) Interest expense on borrowings includes $489 thousand in
    amortization of the fair market value adjustments related to the
    acquisition of FMB.
    (7) Income and yields are reported on a taxable equivalent basis
    using the statutory federal corporate tax rate of 35%.

SOURCE Union First Market Bankshares Corporation