BancorpSouth, Inc. Announces Fourth-Quarter Financial Results
PRNewswire-FirstCall
TUPELO, Miss.

BancorpSouth, Inc. today announced that net income in the fourth quarter of 2002 was $25.6 million, or $0.33 per basic and diluted share, compared to $31.3 million, or $0.39 and $0.38 per basic and diluted share, respectively, in the fourth quarter of 2001.

Net income increased 13.8 percent in full-year 2002 to $112.0 million from $98.5 million in 2001. Basic earnings per share rose 17.6 percent in 2002 to $1.40 from $1.19 in 2001, and diluted earnings per share increased 16.8 percent to $1.39 from $1.19 in 2001.

Commenting on the announcement, Aubrey Patterson, BancorpSouth's Chairman and Chief Executive Officer, said, "We are generally pleased with BancorpSouth's financial and operating performance for the fourth quarter of 2002 in what has remained a difficult economic environment. As in previous quarters this year, our results for the fourth quarter include the effect of a provision for the impairment of our mortgage-servicing asset, which is a non- cash charge related to the decline in the asset's value as a result of declining mortgage interest rates. While we anticipate the value of this asset to increase when mortgage interest rates rise, the impairment charge of $3.2 million in the fourth quarter reduced earnings by $0.03 per basic and diluted share. In addition, during the fourth quarter we reserved $3.2 million, or $0.03 per basic and diluted share, to settle litigation against certain of our subsidiaries."

Net Interest Revenue

Interest revenue was $144.5 million in the fourth quarter of 2002, a 7.2 percent decrease from $155.7 million in the fourth quarter of 2001 and 2.0 percent below $147.5 million in the third quarter of 2002. Interest expense fell 24.7 percent in the fourth quarter of 2002 to $52.1 million from $69.3 million in the prior-year fourth quarter and declined 5.0 percent from $54.9 million in the third quarter of 2002.

The average taxable equivalent yield on earning assets in the fourth quarter of 2002 was 6.19 percent compared to 7.19 percent in the fourth quarter of 2001 and 6.40 percent in the third quarter of 2002. The average rate paid on interest-bearing liabilities during the fourth quarter of 2002 decreased to 2.55 percent from 3.73 percent in the fourth quarter of 2001 and 2.72 percent in the third quarter of 2002.

Net interest revenue increased 6.9 percent to $92.4 million in the fourth quarter of 2002 from $86.4 million in the comparable quarter in 2001, while decreasing 0.2 percent from $92.6 million in the third quarter of 2002. Net interest margin was 4.00 percent in the fourth quarter of 2002 compared with 4.05 percent in the fourth quarter of 2001 and 4.07 percent in the third quarter of 2002. Interest revenue, net interest revenue and net interest margins for all periods presented have been adjusted to reflect the reclassification of certain credit card related fees to non-interest revenue.

Patterson added, "We continue to face the constant challenge of managing and balancing our exposure to the changing interest rate environment. Despite the action of the Federal Reserve to lower interest rates in the fourth quarter of 2002, our net interest margin was virtually unchanged from the third quarter of 2002. We continually strive to position the Company to deal with, and limit our exposure to, future changes in interest rates."

Deposit and Loan Activity

Total assets grew 8.4 percent to $10.2 billion at December 31, 2002, from $9.4 billion at December 31, 2001. Total deposits also increased 8.8 percent to $8.5 billion at December 31, 2002 from $7.9 billion at December 31, 2001, while gross loans increased 5.2 percent to $6.4 billion at December 31, 2002 from $6.1 billion at December 31, 2001.

"The comparable-quarter growth rate in total deposits increased in each sequential quarter throughout the year," Patterson said, "reflecting our ongoing effort to increase market share in a tough environment. Because we are primarily a deposit-funded institution, the growth rate of our deposit base is managed to correspond to demand in loans. The growth in total loans in the quarter reflects the uncertain economic environment, as well as our strategic decision to reduce our exposure to indirect automobile sales financing by allowing that portfolio to decline to $65.5 million at the end of 2002 from $146.4 million at the same time in 2001."

Provision for Credit Losses and Allowance for Credit Losses

The provision for credit losses in the fourth quarter of 2002 was $7.2 million, a 10.5 percent increase from $6.5 million in the fourth quarter of the prior year and an 11.9 percent decrease from $8.2 million in the third quarter of 2002. Annualized charge-offs for the fourth quarter of 2002 were 0.43 percent of average loans compared with 0.40 percent for the fourth quarter of 2001 and 0.44 percent for the third quarter of 2002.

For full-year 2002, the provision for credit losses was $29.4 million compared to $22.3 million for 2001. Net charge-offs in 2002 were 0.41 percent of average loans compared with 0.35 percent in 2001.

At December 31, 2002, non-performing assets totaled $52.2 million, or 0.82 percent of net loans, compared to $60.0 million, or 0.99 percent of net loans, at the same time in 2001 and $55.3 million, or 0.87 percent of net loans, at September 30, 2002. The allowance for credit losses at year-end was 1.38 percent of loans compared to 1.37 percent at both December 31, 2001, and September 30, 2002.

Patterson continued, "We are proud of the substantial reduction in non- performing assets at year-end, in spite of increasing loan volume for the year. This reduction accounts for the decline in our provision for credit losses for the fourth quarter from the third quarter of 2002 and reflects the quality of our lending and credit procedures. We intend to maintain our conservative posture regarding credit quality with a goal of improving our credit quality metrics in a strengthening economy."

Non-Interest Revenue

Non-interest revenue in the fourth quarter of 2002 was $35.2 million compared to $43.3 million in the fourth quarter of 2001 and $29.3 million in the third quarter of 2002. For 2002, non-interest revenue totaled $132.2 million, a decrease of 1.3 percent when compared to 2001. BancorpSouth's non- interest revenue continued to be substantially affected by the impact of interest rate movements on the valuation of its mortgage-servicing asset. In the fourth quarter of 2002, mortgage lending revenue was $6.1 million, which included an impairment charge of $3.2 million, compared to $12.9 million in the fourth quarter of 2001, which included a $4.5 million reversal of previously recorded impairment charges. In the third quarter of 2002, mortgage lending revenue was a negative $2.6 million, including an impairment charge of $9.2 million. As a result of the Company' strategy of making short- term investments in intermediate-term securities to offset anticipated impairment charges, BancorpSouth's non-interest revenue benefited from gains on the sale of securities of $3.8 million in the fourth quarter of 2001 and $2.5 million in the third quarter of 2002. In the fourth quarter of 2002, the Company did not employ this technique and gains resulting from the sale of securities declined to $170,000.

The fourth-quarter 2002 impairment charge masks the positive impact of new mortgage loan originations as a result of the lower interest rate environment. Mortgage loan originations increased 13.2 percent in the fourth quarter of 2002 to $365.6 million from $322.9 million for the fourth quarter last year, contributing to an increase in the Company's volume of mortgage loans being serviced to $2.8 billion at year-end 2002 from $2.5 billion at the end of 2001.

Non-interest revenue in the fourth quarter also included the benefit of a 22.8 percent increase in service charges to $13.6 million from $11.0 million in the prior-year fourth quarter, and a 5.2 percent increase from $12.9 million in the third quarter of 2002. In addition, insurance commissions increased to $5.9 million in the fourth quarter, up 12.6 percent from $5.3 million in the fourth quarter of 2001 and down slightly from $6.1 million for the third quarter of 2002.

"We are very pleased with the growth of our mortgage-servicing portfolio in a low interest-rate environment, which we expect to lower our mortgage- servicing asset's prepayment risk," said Patterson. "This growth is an important component of our long-term strategy to increase the relative contribution of non-interest revenue to our earnings. In this regard, we will also continue our efforts to leverage our strong retail and small to medium business banking relationships to sell various non-interest bearing products and services, including a variety of deposit, insurance, cash management and investment brokerage services."

Non-Interest Expense

Non-interest expense in the fourth quarter of 2002 was $84.9 million, an increase of 11.8 percent from $76.0 million in the same period in 2001 and a 12.0 percent increase from $75.8 million in the third quarter of 2002. Salaries and employee benefits rose primarily because of increases in commission-based payments, including mortgage loan origination commissions, incentive accruals and the cost of employee benefits. The growth in other expenses reflects the $3.2 million reserved to settle litigation against certain of our subsidiaries.

Income Tax Rate

BancorpSouth benefited from a significant reduction in its income tax rate for the fourth quarter of 2002 to 27.8 percent from 33.7 percent for the fourth quarter of 2001 and 31.3 percent for the third quarter of 2002. This reduction was primarily driven by a revision to the Company's 401(k) plan that enables BancorpSouth to deduct for tax purposes the dividends it pays to the plan for shares of BancorpSouth common stock held in the plan. This change was retroactive to January 1, 2002, which permitted BancorpSouth to deduct all such dividends for 2002 in the fourth quarter. These dividends will be deducted in the future on a quarterly basis.

Capital Management

During the fourth quarter of 2002, the Company repurchased an additional 904,100 shares of its common stock under a common stock repurchase plan authorized in February 2002. The repurchase plan authorized BancorpSouth to repurchase up to 4.1 million shares of its common stock. As of December 31, 2002, BancorpSouth has repurchased a total of 3,472,608 shares under this plan, having completed the repurchase of all the shares authorized in March 2001 under a separate 4.2 million share repurchase plan. As a result, BancorpSouth has repurchased an aggregate of approximately 7.7 million shares of its common stock since March 2001, or 9.1 percent of its outstanding common stock at that time. BancorpSouth will continue to evaluate additional share repurchases under the February 2002 plan, which authorizes these repurchases during the 18-month period following authorization of the plan.

Summary

"The stock repurchases in the past two years reflect our confidence in BancorpSouth's potential for further profitable growth," concluded Patterson. "We have a strong franchise in a growing six-state market that is based on a unique blend of traditional community bank customer service supported by a sophisticated array of products and services normally available only through much larger financial institutions. We support our objectives for steady growth through a demonstrated ability to expand organically and through acquisition. We continue to maintain high credit quality through a conservative lending posture, even as we implement strategies to leverage our banking business to expand non-interest revenue. As a result, we believe BancorpSouth is well positioned to produce consistent long-term growth."

Conference Call

BancorpSouth will conduct a conference call with analysts at 1:30 p.m. (Central Time) on January 21, 2003. Investors may listen via the Internet by accessing BancorpSouth's website at http://www.bancorpsouth.com/ . A replay of the conference call will be available at BancorpSouth's website for a least two weeks following the call.

BancorpSouth, Inc. is a bank holding company headquartered in Tupelo, Mississippi with approximately $10.2 billion in assets. BancorpSouth operates approximately 250 commercial banking, insurance, trust, broker/dealer and consumer finance locations in Alabama, Arkansas, Louisiana, Mississippi, Tennessee and Texas.

Forward-Looking Statements

Certain statements contained in this news release may not be based on historical facts and are "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 may be identified by their reference to a future period or periods or by the use of forward-looking terminology such as "anticipate," "believe," "estimate," "expect," "may," "might," "will," "would," "could" or "intend." These forward-looking statements include, without limitation, those relating to interest rates, loan volume, credit quality, interest rate margin, loan losses, market share, deductibility of dividend payments on shares of BancorpSouth common stock held in its 401(k) plan, expansion and prospects of products and services, deposits, expenses, common stock repurchase plan, mortgage servicing and BancorpSouth's future growth and profitability.

We caution you not to place undue reliance on the forward-looking statements contained in this news release in that actual results could differ materially from those indicated in such forward-looking statements, due to a variety of factors. Those factors include, but are not limited to, changes in economic conditions and government fiscal and monetary policies, fluctuations in prevailing interest rates, the ability of BancorpSouth to reduce interest rates paid on deposits as interest rates decline or stabilize, the ability to maintain credit quality, changes in laws and regulations affecting financial institutions in general or relating to taxes, possible adverse rulings, judgments, settlements and other outcomes of pending litigation, the ability of BancorpSouth to compete with other financial services companies, the ability of BancorpSouth to provide competitive services and products, changes in BancorpSouth's operating or expansion strategy, geographic concentration of BancorpSouth's assets, availability of and costs associated with obtaining adequate and timely sources of liquidity, the ability of BancorpSouth to attract, train and retain qualified personnel, the ability of BancorpSouth to effectively market its services and products, the ability of BancorpSouth to repurchase its common stock on favorable terms, the ability of BancorpSouth to identify potential acquisitions, changes in consumer preferences, other factors generally understood to affect the financial results of financial services companies, and other factors described from time to time in BancorpSouth's filings with the Securities and Exchange Commission. We undertake no obligation to update these forward-looking statements to reflect events or circumstances that occur after the date on which such statements were made.

  Selected Financial Data
                               Three Months Ended       Twelve Months Ended
                                   December 31,             December 31,
                                 2002         2001        2002         2001
  (Dollars in thousands,
   except per share
   amounts)
  Earnings Summary:
  Net interest revenue         $92,394     $86,417     $371,526    $329,382
  Provision for credit
   losses                        7,228       6,542       29,411      22,259
  Noninterest revenue           35,182      43,324      132,239     133,993
  Noninterest expense           84,879      75,950      312,398     295,313
  Income before income
   taxes                        35,469      47,249      161,956     145,803
  Income tax provision           9,848      15,935       49,938      47,340
  Net income                   $25,621     $31,314     $112,018     $98,463
  Earning per share:
   Basic                         $0.33       $0.39        $1.40       $1.19
  Diluted:                       $0.33       $0.38        $1.39       $1.19


  Balance sheet data at
   December 31:
  Total assets                                      $10,189,247  $9,395,429
  Total earning assets                                9,427,250   8,693,932
  Loans and lease
   receivables, net of
   unearned discount                                  6,389,385   6,073,200
  Allowance for credit
   losses                                                87,875      83,150
  Total deposits                                      8,548,918   7,856,840
  Common shareholders'
   equity                                               807,823     805,403
  Book value per share                                    10.40        9.92


  Average balance sheet
   data:
  Total assets             $10,133,283  $9,348,448   $9,882,168  $9,261,912
  Total earning assets       9,447,700   8,742,695    9,232,615   8,651,908
  Loans and lease
   receivables, net of
   unearned discount         6,357,688   6,044,338    6,283,798   6,010,840
  Total deposits             8,490,567   7,766,672    8,247,444   7,693,734
  Common shareholders'
   equity                      802,890     807,661      810,893     796,706

  Non-performing assets at
   December 31:
  Non-accrual loans                                     $10,514     $10,825
  Loans 90+ days past due                                23,629      33,012
  Restructured loans                                         20          40
  Other real estate owned                                18,048      16,140

  Net charge-offs as a
   percentage
       of average loans
        (annualized)             0.43%       0.40%        0.41%       0.35%

  Performance ratios
   (annualized)
  Return on average assets       1.00%       1.33%        1.13%       1.06%
  Return on common equity       12.66%      15.38%       13.81%      12.36%

  Net interest margin            4.00%       4.05%        4.15%       3.94%

  Average shares
   outstanding - diluted    78,576,536  81,605,806   80,480,627  82,979,286



             BancorpSouth, Inc.
        Consolidated Balance Sheets
           (dollars in thousands)
                (Unaudited)               December 31,  December 31,
                                               2002         2001       % Chg
                   Assets
     Cash & due from banks                  $356,976     $341,513      4.5%
     Interest bearing deposits with
       other banks                             5,007       18,030    (72.2%)
     Held-to-maturity securities           1,193,375    1,110,463      7.5%
     Available-for-sale securities         1,642,172    1,083,191     51.6%
     Federal funds sold and securities
       purchased under agreement
         to resell                           139,508      343,511    (59.4%)

     Loans & leases                        6,389,385    6,073,200      5.2%
          Allowance for credit losses        (87,875)     (83,150)     5.7%
       Net loans & leases                  6,301,510    5,990,050      5.2%

     Mortgages held for sale                  57,804       65,537    (11.8%)
     Bank premises & equipment               210,183      211,576     (0.7%)
     Accrued interest receivable              83,614       85,359     (2.0%)
     Other real estate owned                  18,048       16,140     11.8%
     Other assets                            181,050      130,059     39.2%
          Total assets                   $10,189,247   $9,395,429      8.4%
                Liabilities
     Demand deposits:
       Non-interest bearing               $1,183,127   $1,108,499      6.7%
       Interest bearing                    2,455,821    2,158,698     13.8%
       Total demand deposits               3,638,948    3,267,197     11.4%
     Savings & time deposits:
       Savings                               824,902      910,682     (9.4%)
       Certificates of deposit             4,085,068    3,678,961     11.0%
       Total savings & time deposits       4,909,970    4,589,643      7.0%
       Total deposits                      8,548,918    7,856,840      8.8%
     Federal funds purchased and
       securities sold under
          agreement to repurchase            457,389      473,912     (3.5%)
     Short-term borrowings                         0            0      ---
     Accrued interest payable                 23,306       31,124    (25.1%)
     Long-term debt                          139,757      140,939     (0.8%)
     Junior subordinated debt                125,000            0       NA
     Other liabilities                        87,054       87,211     (0.2%)
         Total liabilities                 9,381,424    8,590,026      9.2%
            Shareholders' Equity
     Common stock                            194,202      203,064     (4.4%)
     Capital surplus                          20,773       11,457     81.3%
     Unrealized gain(loss) on
       securities                             37,744       24,243     55.7%
     Retained earnings                       555,103      566,639     (2.0%)
         Total shareholders' equity          807,823      805,403      0.3%
         Total liabilities &
           shareholders' equity          $10,189,247   $9,395,429      8.4%


  BancorpSouth, Inc.
  Consolidated Statements of Income
  (amounts in thousands, except per share data)

    (Unaudited)                             Quarter Ended
                            Dec-02    Sep-02    Jun-02    Mar-02    Dec-01
  Interest Revenue:
  Loans, including fees    $110,129  $113,922  $113,735  $113,342  $120,261
  Held-to-maturity
    securities:              15,681    16,577    16,093    16,429    16,706
  Available-for-sale
    securities               16,277    14,440    15,571    16,413    14,772
  Short term investments      2,451     2,569     3,427     3,363     3,932
     Total interest
      revenue               144,538   147,508   148,825   149,547   155,671
  Interest Expense:
  Deposits                   44,695    47,099    46,834    49,901    63,060
  Short term borrowings       1,132     1,268     1,186     1,034     1,571
  Long term borrowings        2,090     2,095     2,069     2,112     2,100
  Junior subordinated debt    2,547     2,547     2,547     1,783         0
  Other interest expense      1,680     1,877     2,107     2,288     2,523
     Total interest
      expense                52,144    54,886    54,743    57,118    69,254
      Net interest revenue   92,394    92,622    94,083    92,429    86,417
  Provision for credit
    losses                    7,228     8,208     7,215     6,760     6,542
      Net interest
       revenue,
       after credit loss
       provision             85,166    84,414    86,868    85,669    79,875
  Other Revenue:
  Mortgage lending            6,069    (2,595)      900     5,554    12,913
  Service charges            13,557    12,888    12,595    10,210    11,041
  Life insurance premiums     1,031     1,091     1,091     1,127     1,155
  Trust income                1,767     1,693     1,644     1,917     1,613
  Securities gains, net         170     2,453     2,888       (25)    3,770
  Insurance commissions       5,927     6,123     5,887     5,668     5,262
  Other                       6,661     7,654     7,814    10,479     7,570
      Total other revenue    35,182    29,307    32,819    34,930    43,324
  Other Expense:
  Salaries and employee
    benefits                 45,985    42,301    40,226    42,591    41,451
  Occupancy                   5,497     5,485     5,422     5,254     5,132
  Equipment                   6,093     6,070     6,264     6,535     6,382
  Telecommunications          1,948     1,922     2,032     1,925     2,143
  Other                      25,356    19,995    20,630    20,867    20,842
      Total other expense    84,879    75,773    74,574    77,172    75,950
      Income before
       income taxes          35,469    37,948    45,112    43,427    47,249
  Income tax expense          9,848    11,876    14,185    14,029    15,935
      Net Income            $25,621   $26,072   $30,927   $29,398   $31,314
  Net Income Per Share:
     Basic                    $0.33     $0.33     $0.38     $0.36     $0.39
    Diluted                   $0.33     $0.33     $0.38     $0.36     $0.38


  BancorpSouth, Inc.
  Consolidated Statements of Income
  (amounts in thousands, except per share data)
    (Unaudited)                                         Year To Date
                                                   Dec-02          Dec-01
  Interest Revenue:
  Loans, including fees                         $451,127          $512,846
  Held-to-maturity
    securities:                                   64,779            67,084
  Available-for-sale
    securities                                    62,702            59,348
  Short term investments                          11,810            21,198
     Total interest revenue                      590,418           660,475
  Interest Expense:
  Deposits                                       188,530           300,838
  Short term borrowings                            4,621            10,909
  Long term borrowings                             8,365             8,640
  Junior subordinated debt                         9,423                 0
  Other interest expense                           7,953            10,706
     Total interest expense                      218,892           331,093
      Net interest revenue                       371,526           329,382
  Provision for credit
    losses                                        29,411            22,259
      Net interest revenue,
       after credit loss
       provision                                 342,115           307,123
  Other Revenue:
  Mortgage lending                                 9,928            17,186
  Service charges                                 49,249            42,759
  Life insurance premiums                          4,340             4,528
  Trust income                                     7,021             6,929
  Securities gains, net                            5,486            10,671
  Insurance commissions                           23,604            20,422
  Other                                           32,611            31,498
      Total other revenue                        132,239           133,993
  Other Expense:
  Salaries and employee
    benefits                                     171,104           155,680
  Occupancy                                       21,658            20,529
  Equipment                                       24,962            26,799
  Telecommunications                               7,827             8,693
  Other                                           86,847            83,612
      Total other expense                        312,398           295,313
      Income before
       income taxes                              161,956           145,803
  Income tax expense                              49,938            47,340
      Net Income                                $112,018           $98,463
  Net Income Per Share:
     Basic                                         $1.40             $1.19
    Diluted                                        $1.39             $1.19





     BancorpSouth, Inc.
     Average Balances, Interest Income and Expense,
       and Average Yields and Rates
     (dollars in thousands)             Year To Date
     Unaudited                       December 31, 2002
                                          Average                  Yield/
     (Taxable equivalent basis)           Balance       Interest    Rate
     ASSETS
     Loans net of Unearned Income         $6,342,682    $452,982    7.14%
     Held-to-maturity securities:
       Taxable                               998,800      55,091    5.52%
       Non Taxable                           194,089      14,905    7.68%
     Available-for-sale securities
       Taxable                             1,160,733      54,065    4.66%
       Non Taxable                           199,218      13,287    6.67%
     Short term investments                  337,093      11,810    3.50%
       Total interest earning
         assets and revenue                9,232,615     602,140    6.52%
     Other assets                            735,800
     Less:  allowance for credit losses      (86,247)
         Total                            $9,882,168



     LIABILITIES AND
     SHAREHOLDERS' EQUITY
     Deposits:
       Demand - interest bearing          $2,338,775     $35,756     1.53%
       Savings                               852,694      12,689     1.49%
       Time                                3,991,757     140,085     3.51%
     Short-term borrowings                   457,347      12,574     2.75%
     Junior subordinated debt                114,726       9,423     8.15%
     Long-term debt                          140,085       8,366     5.97%
       Total interest bearing
         liabilities and expense           7,895,384     218,893     2.77%
     Demand deposits -
       non-interest bearing                1,064,218
     Other liabilities                       111,673
       Total liabilities                   9,071,275
     Shareholders' equity                    810,893
       Total                              $9,882,168
     Net interest revenue                   $383,247
     Net interest margin                                             4.15%
     Net interest rate spread                                        3.75%
     Interest bearing liabilities to
        interest earning assets                                     85.52%

     Net interest tax equivalent
      adjustment                                         $11,721



     BancorpSouth, Inc.
     Average Balances, Interest Income and Expense,
       and Average Yields and Rates
     (dollars in thousands)              Year To Date
     Unaudited                        December 31, 2001
                                           Average                  Yield/
     (Taxable equivalent basis)            Balance      Interest     Rate
     ASSETS
     Loans net of Unearned Income         $6,064,399    $514,119     8.48%
     Held-to-maturity securities:
       Taxable                               920,939      56,417     6.13%
       Non Taxable                           214,694      16,411     7.64%
     Available-for-sale securities
       Taxable                               832,368      50,851     6.11%
       Non Taxable                           180,370      13,073     7.25%
     Short term investments                  439,138      21,197     4.83%
       Total interest earning
         assets and revenue                8,651,908     672,068     7.77%
     Other assets                            691,608
     Less:  allowance for credit losses      (81,604)
         Total                            $9,261,912

     LIABILITIES AND
     SHAREHOLDERS' EQUITY
     Deposits:
       Demand - interest bearing          $1,893,075     $50,726     2.68%
       Savings                               885,025      31,839     3.60%
       Time                                3,912,405     218,272     5.58%
     Short-term borrowings                   503,024      21,616     4.30%
     Junior subordinated debt                      0           0
     Long-term debt                          145,097       8,641     5.96%
       Total interest bearing
         liabilities and expense           7,338,626     331,094     4.51%
     Demand deposits -
       non-interest bearing                1,003,229
     Other liabilities                       123,351
       Total liabilities                   8,465,206
     Shareholders' equity                    796,706
       Total                              $9,261,913
     Net interest revenue                               $340,974
     Net interest margin                                             3.94%
     Net interest rate spread                                        3.26%
     Interest bearing liabilities to
        interest earning assets                                     84.82%

     Net interest tax equivalent
      adjustment                                         $11,592



     BancorpSouth, Inc.
     Average Balances, Interest Income and Expense,
       and Average Yields and Rates
     (dollars in thousands)              Quarter Ended
     Unaudited                        December 31, 2002
                                            Average                  Yield/
     (Taxable equivalent basis)             Balance      Interest     Rate
     ASSETS
     Loans net of Unearned Income          $6,431,410    $110,573     6.82%
     Held-to-maturity securities:
       Taxable                              1,014,286      13,328     5.21%
       Non Taxable                            187,603       3,619     7.65%
     Available-for-sale securities
       Taxable                              1,317,550      14,118     4.25%
       Non Taxable                            204,586       3,322     6.44%
     Short term investments                   292,265       2,451     3.33%
       Total interest earning
         assets and revenue                 9,447,700     147,411     6.19%
     Other assets                             773,798
     Less:  allowance for credit losses       (88,215)
         Total                            $10,133,283

     LIABILITIES AND
     SHAREHOLDERS' EQUITY
     Deposits:
       Demand - interest bearing           $2,414,759      $8,099     1.33%
       Savings                                832,530       2,788     1.33%
       Time                                 4,128,077      33,808     3.25%
     Short-term borrowings                    459,505       2,812     2.43%
     Junior subordinated debt                 125,000       2,547     8.15%
     Long-term debt                           139,859       2,090     5.93%
       Total interest bearing
         liabilities and expense            8,099,730      52,144     2.55%
     Demand deposits -
       non-interest bearing                 1,115,201
     Other liabilities                        115,462
       Total liabilities                    9,330,394
     Shareholders' equity                     802,890
       Total                              $10,133,284
     Net interest revenue                                 $95,267
     Net interest margin                                              4.00%
     Net interest rate spread                                         3.64%
     Interest bearing liabilities to
        interest earning assets                                      85.73%

     Net interest tax equivalent
      adjustment                                           $2,873



     BancorpSouth, Inc.
     Average Balances, Interest Income and Expense,
       and Average Yields and Rates
     (dollars in thousands)              Quarter Ended
     Unaudited                        September 30, 2002
                                           Average                  Yield/
     (Taxable equivalent basis)            Balance      Interest     Rate
     ASSETS
     Loans net of Unearned Income         $6,412,420    $114,389     7.08%
     Held-to-maturity securities:
       Taxable                             1,089,342      14,182     5.17%
       Non Taxable                           194,142       3,685     7.53%
     Available-for-sale securities
       Taxable                             1,175,225      12,274     4.14%
       Non Taxable                           201,465       3,333     6.56%
     Short term investments                  248,754       2,569     4.10%
       Total interest earning
         assets and revenue                9,321,348     150,432     6.40%
     Other assets                            743,218
     Less:  allowance for credit losses      (86,990)
         Total                            $9,977,577

     LIABILITIES AND
     SHAREHOLDERS' EQUITY
     Deposits:
       Demand - interest bearing          $2,357,120      $9,528     1.60%
       Savings                               821,663       2,917     1.41%
       Time                                4,088,905      34,654     3.36%
     Short-term borrowings                   464,639       3,146     2.69%
     Junior subordinated debt                125,000       2,547     8.15%
     Long-term debt                          140,162       2,095     5.93%
       Total interest bearing
         liabilities and expense           7,997,489      54,887     2.72%
     Demand deposits -
       non-interest bearing                1,058,721
     Other liabilities                       107,569
       Total liabilities                   9,163,779
     Shareholders' equity                    813,798
       Total                              $9,977,577
     Net interest revenue                                $95,545
     Net interest margin                                             4.07%
     Net interest rate spread                                        3.68%
     Interest bearing liabilities to
        interest earning assets                                     85.80%

     Net interest tax equivalent
      adjustment                                          $2,924



     BancorpSouth, Inc.
     Average Balances, Interest Income and Expense,
       and Average Yields and Rates
     (dollars in thousands)             Quarter Ended
     Unaudited                          June 30, 2002
                                           Average                  Yield/
     (Taxable equivalent basis)            Balance      Interest     Rate
     ASSETS
     Loans net of Unearned Income         $6,323,983    $114,202     7.24%
     Held-to-maturity securities:
       Taxable                               954,261      13,643     5.73%
       Non Taxable                           196,409       3,769     7.70%
     Available-for-sale securities
       Taxable                             1,091,573      13,417     4.93%
       Non Taxable                           197,212       3,314     6.74%
     Short term investments                  424,143       3,427     3.24%
       Total interest earning
         assets and revenue                9,187,581     151,772     6.63%
     Other assets                            715,892
     Less:  allowance for credit losses      (85,472)
         Total                            $9,818,001

     LIABILITIES AND
     SHAREHOLDERS' EQUITY
     Deposits:
       Demand - interest bearing          $2,323,638      $9,295     1.60%
       Savings                               866,708       3,424     1.58%
       Time                                3,930,864      34,115     3.48%
     Short-term borrowings                   453,611       3,294     2.91%
     Junior subordinated debt                125,000       2,547     8.15%
     Long-term debt                          140,458       2,069     5.91%
       Total interest bearing
         liabilities and expense           7,840,279      54,744     2.80%
     Demand deposits -
       non-interest bearing                1,044,430
     Other liabilities                       113,351
       Total liabilities                   8,998,060
     Shareholders' equity                    819,941
       Total                              $9,818,001
     Net interest revenue                                $97,028
     Net interest margin                                             4.24%
     Net interest rate spread                                        3.83%
     Interest bearing liabilities to
        interest earning assets                                     85.34%

     Net interest tax equivalent
      adjustment                                          $2,947



     BancorpSouth, Inc.
     Average Balances, Interest Income and Expense,
       and Average Yields and Rates
     (dollars in thousands)             Quarter Ended
     Unaudited                          March 31, 2002
                                           Average                  Yield/
     (Taxable equivalent basis)            Balance      Interest     Rate
     ASSETS
     Loans net of Unearned Income         $6,199,602    $113,818     7.45%
     Held-to-maturity securities:
       Taxable                               935,448      13,938     6.04%
       Non Taxable                           198,319       3,832     7.84%
     Available-for-sale securities
       Taxable                             1,055,547      14,256     5.48%
       Non Taxable                           193,462       3,318     6.96%
     Short term investments                  385,204       3,363     3.54%
       Total interest earning
         assets and revenue                8,967,582     152,525     6.90%
     Other assets                            709,501
     Less:  allowance for credit losses      (84,258)
         Total                            $9,592,825

     LIABILITIES AND
     SHAREHOLDERS' EQUITY
     Deposits:
       Demand - interest bearing          $2,257,654      $8,834     1.59%
       Savings                               890,858       3,560     1.62%
       Time                                3,814,671      37,508     3.99%
     Short-term borrowings                   451,464       3,322     2.98%
     Junior subordinated debt                 83,333       1,783     8.56%
     Long-term debt                          139,859       2,112     6.12%
       Total interest bearing
         liabilities and expense           7,637,839      57,119     3.03%
     Demand deposits -
       non-interest bearing                1,037,730
     Other liabilities                       110,299
       Total liabilities                   8,785,869
     Shareholders' equity                    806,956
       Total                              $9,592,825
     Net interest revenue                                $95,406
     Net interest margin                                             4.31%
     Net interest rate spread                                        3.86%
     Interest bearing liabilities to
        interest earning assets                                     85.17%

     Net interest tax equivalent
      adjustment                                          $2,978



     BancorpSouth, Inc.
     Average Balances, Interest Income and Expense,
       and Average Yields and Rates
     (dollars in thousands)             Quarter Ended
     Unaudited                        December 31, 2001
                                           Average                  Yield/
     (Taxable equivalent basis)            Balance      Interest     Rate
     ASSETS
     Loans net of Unearned Income         $6,114,950    $120,573     7.82%
     Held-to-maturity securities:
       Taxable                               925,219      14,155     6.07%
       Non Taxable                           204,945       3,925     7.60%
     Available-for-sale securities
       Taxable                               889,822      12,618     5.63%
       Non Taxable                           192,026       3,314     6.85%
     Short term investments                  415,733       3,932     3.75%
       Total interest earning
         assets and revenue                8,742,695     158,517     7.19%
     Other assets                            689,114
     Less:  allowance for credit losses      (83,361)
         Total                            $9,348,448

     LIABILITIES AND
     SHAREHOLDERS' EQUITY
     Deposits:
       Demand - interest bearing          $2,045,838     $10,089     1.96%
       Savings                               881,196       5,838     2.63%
       Time                                3,806,071      47,133     4.91%
     Short-term borrowings                   497,747       4,094     3.26%
     Long-term debt                                0           0
       Total interest bearing                141,036       2,100     5.91%
         liabilities and expense
     Demand deposits -                     7,371,888      69,254     3.73%
       non-interest bearing
     Other liabilities                     1,033,567
       Total liabilities                     135,332
     Shareholders' equity                  8,540,787
       Total                                $807,661
     Net interest revenue                 $9,348,448
     Net interest margin                                  89,263
     Net interest rate spread                                        4.05%
     Interest bearing liabilities to                                 3.47%
        interest earning assets
                                                                    84.32%
     Net interest tax equivalent
      adjustment
                                                          $2,845

SOURCE: BancorpSouth, Inc.

CONTACT: L. Nash Allen, Jr., Treasurer and Chief Financial Officer,
+1-662-680-2330, or Gary C. Bonds, Senior Vice President and Controller,
+1-662-680-2332, both of BancorpSouth, Inc.