BancorpSouth Files Annual Report on Form 10-K for 2009
Revises Previously Reported Financial Condition and Results of Operation
PRNewswire-FirstCall
TUPELO, Miss.

BancorpSouth, Inc. today announced the filing of its Annual Report on Form 10-K for the year ended December 31, 2009 with the Securities and Exchange Commission. As previously announced, the delay in filing the annual report resulted from management's determination, in consultation with BancorpSouth's independent registered public accounting firm and with the concurrence of the Audit Committee of the Board of Directors, that certain asset quality indicators, including the allowance for credit losses, and their impact on BancorpSouth's financial statements for the fourth quarter and year ended December 31, 2009, should be further reviewed. As a result of this review, the Company's previously announced results for the fourth quarter and year ended December 31, 2009 have been revised to reflect, among other things:

  --  A $27.6 million increase in the provision for credit losses; a $4.5
      million increase in foreclosed property expense, which included $3.8
      million for a valuation allowance; a $2.3 million expense related to a
      specific litigation matter; and a reversal of interest income totaling
      $606,000 related to loans placed on non-accrual.
  --  A $21.6 million, or $0.26 per diluted share, reduction in net income,
      producing a net loss of $2.1 million, or $0.03 per diluted share, for
      the fourth quarter of 2009 and net income of $82.7 million, or $0.99
      per diluted share, for the full-year 2009.
  --  Nonperforming loans and leases of $186.5 million, or 1.91 percent of
      net loans and leases at year end.
  --  Annualized net charge-offs of 1.27 percent of average loans and leases
      for the fourth quarter of 2009 and 0.76 percent for full-year 2009.
  --  An allowance for credit losses at year-end that was equal to 2.4 times
      net charge-offs for 2009 and 94 percent of non-performing loans and
      leases.  The allowance for credit losses at year end was 1.80 percent
      of net loans and leases.
  --  A ratio of shareholders' equity to assets of 9.69 percent at the end
      of 2009 and tangible equity to assets of 7.63 percent.  Year-end Tier
      1 risk-based capital of 11.17 percent and total risk-based capital of
      12.42 percent compared favorably with required minimum levels of 6
      percent and 10 percent, respectively, to meet the definition of "well
      capitalized" under federal regulations.

Aubrey Patterson, Chairman and Chief Executive Officer of BancorpSouth, commented, "BancorpSouth has completed an in-depth review of asset quality and adequacy of its allowance for credit losses. In February, it became necessary to determine whether certain additional provisions should be made in the fourth quarter of 2009. Working in conjunction with our independent auditors, we concluded that these matters should be included in the results of operations for the fourth quarter of 2009.

"The Company undertook a very thorough review of credit quality and adequacy of the allowance for credit losses, focusing especially on the real estate acquisition and development portfolio. As a result of this review, we determined that $27.6 million should be added to the provision as a result of rating downgrades and impairments.

"Given the deterioration in real estate values generally, we also determined that the Company should write down the net carrying value of other real estate owned by $4.5 million. This write-down included the establishment of a valuation reserve of $3.8 million for losses in other real estate owned. Another factor was the conclusion of a pending litigation matter in March 2010, which resulted in an additional litigation reserve of $2.3 million. The net effect of these and less significant individual adjustments resulted in essentially a break-even fourth quarter and annual earnings for 2009 of $82.7 million.

"To ensure an even stronger focus on credit quality in this difficult economic environment, the Company is currently taking steps to establish a centralized real estate risk management group which will add strength and direction to improved procedures for real estate appraisal processes, early identification and impairment of troubled credits, and generally tightened controls on all aspects of administration of this portfolio.

"As a result of our review, the allowance for credit losses was a 2.4 multiple of 2009 net charge-offs and 94 percent of non-performing loans at year end. I am confident that these enhanced reserves place the Company's balance sheet in an extremely strong position."

Conference Call

BancorpSouth will conduct a conference call to discuss the Company's filing of its Annual Report on Form 10-K for 2009 tomorrow, March 16, 2010, at 8:00 a.m. (Central Time). Investors may listen via the Internet by accessing BancorpSouth's website at http://www.bancorpsouth.com/. Related presentation materials will be posted to the Company's website prior to the call. A replay of the conference call will be available at BancorpSouth's website for at least two weeks following the call.

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, statements relating to asset quality, allowance and provision for credit losses, reserves, the establishment of a commercial real estate risk management group and the continuation of the economic downturn.

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 because of a variety of factors. These factors may include, but are not limited to, changes in general business or economic conditions or government fiscal and monetary policies, volatility and disruption in national and international financial markets, fluctuations in prevailing interest rates and the ability of BancorpSouth to manage its assets and liabilities to limit exposure to changing interest rates, the ability of BancorpSouth to increase noninterest revenue and expand noninterest revenue business, the ability of BancorpSouth to maintain credit quality, changes in laws and regulations affecting financial service companies in general, the ability of BancorpSouth to compete with other financial services companies, the ability of BancorpSouth to provide and market competitive services and products, changes in BancorpSouth's operating or expansion strategy, BancorpSouth's business model, geographic concentration of BancorpSouth's assets, the ability of BancorpSouth to manage its growth and effectively serve an expanding customer and market base, the ability of BancorpSouth to achieve profitable growth and increase shareholder value, the ability of BancorpSouth to attract, train and retain qualified personnel, the ability of BancorpSouth to identify, close and effectively integrate potential acquisitions, the ability of BancorpSouth to expand geographically and enter growing markets, 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.

BancorpSouth, Inc. is a financial holding company headquartered in Tupelo, Mississippi, with $13.2 billion in assets. BancorpSouth Bank, a wholly-owned subsidiary of BancorpSouth, Inc., operates approximately 314 commercial banking, mortgage, insurance, trust and broker/dealer locations in Alabama, Arkansas, Florida, Louisiana, Mississippi, Missouri, Tennessee and Texas. BancorpSouth Bank also operates an insurance location in Illinois.

  BancorpSouth, Inc.                              
  Selected Financial Data             
                                       
                                Three Months Ended     Twelve Months Ended
                                   December 31,            December 31,
                                   ------------            ------------
                                 2009        2008        2009        2008
                                 ----        ----        ----        ----
  (Dollars in thousands,
   except per share amounts)          
  Earnings Summary:                   
  Net interest revenue        $112,347    $111,321    $444,899    $440,836
  Provision for credit losses   62,271      17,822     117,324      56,176
  Noninterest revenue           64,505      40,085     275,276     245,607
  Noninterest expense          123,361     111,728     490,017     455,913
                               -------     -------     -------     -------
  Income (loss) before 
   income taxes                 (8,780)     21,856     112,834     174,354
  Income tax provision          (6,634)      5,060      30,105      53,943
                               -------       -----      ------      ------
  Net income (loss)            ($2,146)    $16,796     $82,729    $120,411
                              ========     =======     =======    ========
  Earning (loss) per share:
    Basic                       ($0.03)      $0.20       $0.99       $1.46
                               =======       =====       =====       =====
    Diluted                     ($0.03)      $0.20       $0.99       $1.45
                               =======       =====       =====       =====
                                       
                                       
  Balance sheet data at
   December 31:                       
  Total assets                                     $13,167,867 $13,480,218
  Total earning assets                              11,939,776  12,210,439
  Loans and leases, net of 
   unearned income                                   9,775,136   9,691,277
  Allowance for credit losses                          176,043     132,793
  Total deposits                                    10,677,702   9,711,872
  Common shareholders' equity                        1,276,296   1,240,260
  Book value per share                                   15.29       14.92
                                       
                                       
  Average balance sheet data:         
  Total assets             $13,065,172 $13,279,593 $13,203,659 $13,200,801
  Total earning assets      11,966,504  12,109,660  12,078,437  12,037,141
  Loans and leases, net of
   unearned interest         9,750,989   9,604,142   9,734,580   9,429,963
  Total deposits            10,448,617   9,598,321  10,155,730   9,803,999
  Common shareholders'
   equity                    1,266,989   1,239,498   1,255,605   1,224,280
                                       
  Non-performing assets at
   December 31:                       
  Non-accrual loans and
   leases                                             $144,013     $28,168
  Loans and leases 90+ days
   past due, still accruing                             36,301      33,373
  Restructured loans and
   leases, still accruing                                6,161       2,472
  Other real estate owned                               59,265      46,317
                                                        ------      ------
  Total non-performing assets                          245,740     110,330
                                       
  Net charge-offs as a 
   percentage of average loans
   (annualized)                   1.27%       0.57%       0.76%       0.40%
                                       
  Performance ratios
   (annualized):                      
  Return on average assets      (0.07%)       0.50%       0.63%       0.91%
  Return on common equity       (0.67%)       5.39%       6.59%       9.84%
  Total shareholders'
   equity to total assets         9.69%       9.20%       9.69%       9.20%
  Tangible shareholders' 
   equity to tangible assets      7.63%       7.15%       7.63%       7.15%
  Net interest margin             3.81%       3.74%       3.77%       3.75%
                                       
  Average shares outstanding
   - basic                  83,399,113  83,096,799  83,295,461  82,589,400
  Average shares outstanding
   - diluted                83,527,596  83,239,216  83,430,505  82,793,663
  Cash dividends per share       $0.22       $0.22       $0.88       $0.87
                                       
  Tier I capital                 11.17%      10.79%      11.17%      10.79%
  Total Capital                  12.42%      12.04%      12.42%      12.04%
  Tier I leverage capital         8.95%       8.65%       8.95%       8.65%



                                BancorpSouth, Inc.
                            Consolidated Balance Sheets
                                  (Unaudited)

                                           Dec-09      Sep-09      Jun-09
                                           ------      ------      ------
                                                (Dollars in thousands)
  Assets                                          
  Cash and due from banks                 $222,741    $189,103    $236,327
  Interest bearing deposits with
   other banks                              15,704      43,067      28,836
  Held-to-maturity securities, at 
   amortized cost                        1,032,822   1,180,716   1,204,618
  Available-for-sale securities, at 
   fair value                              960,772     958,158     969,207
  Federal funds sold and securities               
   purchased under agreement to 
   resell                                   75,000      75,000           -
  Loans and leases                       9,822,986   9,803,235   9,806,735
    Less:  Unearned income                  47,850      45,291      45,335
           Allowance for credit losses     176,043     144,791     138,747
                                           -------     -------     -------
  Net loans and leases                   9,599,093   9,613,153   9,622,653
  Loans held for sale                       80,343      80,053      94,736
  Premises and equipment, net              343,877     346,931     348,661
  Accrued interest receivable               68,651      74,589      71,349
  Goodwill                                 270,097     270,097     270,097
  Bank owned life insurance                187,770     189,043     185,822
  Other assets                             310,997     251,963     265,513
                                           -------     -------     -------
      Total Assets                     $13,167,867  13,271,873  13,297,819
                                       ===========  ==========  ==========
  Liabilities                                     
  Deposits:                                       
    Demand:  Noninterest bearing        $1,901,663   1,769,432   1,773,418
             Interest bearing            4,323,646   4,055,395   3,960,008
    Savings                                725,192     712,446     718,302
    Other time                           3,727,201   3,759,761   3,705,819
                                         ---------   ---------   ---------
  Total deposits                        10,677,702  10,297,034  10,157,547
  Federal funds purchased and                     
   securities sold under agreement             
   to repurchase                           539,870     816,374     755,609
  Short-term Federal Home Loan Bank
   borrowings and other short-term
   borrowing                               203,500     200,000     475,000
  Accrued interest payable                  19,588      24,243      24,084
  Junior subordinated debt securities      160,312     160,312     160,312
  Long-term Federal Home Loan Bank
   borrowings                              112,771     286,281     286,292
  Other liabilities                        177,828     201,411     164,028
                                           -------     -------     -------
  Total Liabilities                     11,891,571  11,985,655  12,022,872
  Shareholders' Equity                            
  Common stock                             208,626     208,615     208,391
  Capital surplus                          222,547     222,135     220,859
  Accumulated other comprehensive
   income (loss)                            (8,409)    (18,568)    (25,162)
  Retained earnings                        853,532     874,036     870,859
                                           -------     -------     -------
  Total Shareholders' Equity             1,276,296   1,286,218   1,274,947
                                         ---------   ---------   ---------
  Total Liabilities & Shareholders'
   Equity                              $13,167,867 $13,271,873 $13,297,819
                                       =========== =========== ===========


                                                Mar-09         Dec-08
                                                ------         ------
  Assets                                        (Dollars in thousands)

  Cash and due from banks                      $242,180       $291,055
  Interest bearing deposits with other banks     34,230         13,542
  Held-to-maturity securities, at 
   amortized cost                             1,330,810      1,333,521
  Available-for-sale securities, at
   fair value                                   993,529        982,859
  Federal funds sold and securities                    
   purchased under agreement to resell                -              -  
  Loans and leases                            9,759,787      9,740,867
    Less:  Unearned income                       46,964         49,590
           Allowance for credit losses          134,632        132,793
                                                -------        -------
  Net loans and leases                        9,578,191      9,558,484
  Loans held for sale                           168,769        189,242
  Premises and equipment, net                   348,734        351,204
  Accrued interest receivable                    77,503         79,183
  Goodwill                                      269,062        268,966
  Bank owned life insurance                     184,026        182,272
  Other assets                                  231,330        229,890
                                                -------        -------
      Total Assets                           13,458,364     13,480,218
                                             ==========     ==========
  Liabilities                                          
  Deposits:                                            
    Demand:  Noninterest bearing              1,820,807      1,735,130
             Interest bearing                 4,005,620      3,904,307
    Savings                                     719,676        678,326
    Other time                                3,545,871      3,394,109
                                              ---------      ---------
  Total deposits                             10,091,974      9,711,872
  Federal funds purchased and                          
   securities sold under agreement                     
   to repurchase                              1,256,649      1,205,366
  Short-term Federal Home Loan Bank borrowings         
   and other short-term borrowing               210,000        691,510
  Accrued interest payable                       22,841         20,755
  Junior subordinated debt securities           160,312        160,312
  Long-term Federal Home Loan Bank borrowings   286,302        286,312
  Other liabilities                             174,627        163,831
                                                -------        -------
  Total Liabilities                          12,202,705     12,239,958
  Shareholders' Equity                                 
  Common stock                                  207,811        207,763
  Capital surplus                               216,138        215,255
  Accumulated other comprehensive income
   (loss)                                       (23,620)       (26,896)
  Retained earnings                             855,330        844,138
                                                -------        -------
  Total Shareholders' Equity                  1,255,659      1,240,260
                                              ---------      ---------
  Total Liabilities & Shareholders' Equity  $13,458,364    $13,480,218
                                            ===========    ===========



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

                                          Quarter Ended
                        -------------------------------------------------
                         Dec-09     Sep-09     Jun-09   Mar-09    Dec-08
                        --------   --------   -------- --------  --------
  INTEREST REVENUE:             
  Loans and leases      $129,086   $129,455   $129,263 $129,209  $139,099
  Deposits with other
   banks                      19         20         22       70       111
  Federal funds sold 
   and securities 
   purchased under
   agreement to resell        43         27          3        1         3
  Held-to-maturity
   securities:                  
    Taxable               10,128     11,690     12,108   13,031    13,625
    Tax-exempt             2,393      2,193      2,155    2,111     2,053
  Available-for-sale
   securities:                  
    Taxable                8,675      8,592      8,721    9,038     8,693
    Tax-exempt               875        812        826      883       867
  Loans held for sale        777        698      1,215    1,275     2,117
                        --------   --------   -------- --------  --------
      Total interest
       revenue           151,996    153,487    154,313  155,618   166,568
                        --------   --------   -------- --------  --------
  INTEREST EXPENSE:             
  Interest bearing demand  9,023      9,038      9,738   12,248    15,924
  Savings                    900        937        927      936     1,080
  Other time              23,445     25,534     26,496   25,833    28,293
  Federal funds purchased
   and securities sold            
   under agreement to 
   repurchase                305        331        421      572     2,175
  FHLB borrowings          3,012      2,877      2,885    2,823     4,537
  Junior subordinated debt 2,863      2,884      2,928    2,955     3,162
  Other                      101        150       (22)      375        76
                        --------   --------   -------- --------  --------
      Total interest
       expense            39,649     41,751     43,373   45,742    55,247
                        --------   --------   -------- --------  --------
      Net interest 
       revenue           112,347    111,736    110,940  109,876   111,321
  Provision for credit
   losses                 62,271     22,514     17,594   14,945    17,822
                        --------   --------   -------- --------  --------
      Net interest 
       revenue, after 
       provision for             
       credit losses      50,076     89,222     93,346   94,931    93,499
                        --------   --------   -------- --------  --------

  NONINTEREST REVENUE:          
  Mortgage lending         8,602      2,012     13,959    7,652   (12,174)
  Credit card, debit card
   and merchant fees       7,883      8,902      9,111    8,348     8,409
  Service charges         18,689     19,049     18,371   16,755    19,295
  Trust income             3,014      2,435      2,040    2,209     2,328
  Security gains (losses),
   net                      (102)         -         42        5    (6,226)
  Insurance commissions   17,583     20,134     20,575   22,645    18,752
  Other                    8,836      9,943     16,380   10,204     9,701
                        --------   --------   -------- --------  --------
      Total noninterest
       revenue            64,505     62,475     80,478   67,818    40,085
                        --------   --------   -------- --------  --------

  NONINTEREST EXPENSES:         
  Salaries and employee
   benefits               66,926     70,353     70,092   71,363    64,395
  Occupancy, net of rental 
   income                 10,897     10,720     10,492    9,999    10,307
  Equipment                5,578      5,853      5,855    6,222     6,319
  Deposit insurance
   assessments             3,786      3,402      9,358    3,126     1,444
  Other                   36,174     32,344     28,209   29,268    29,263
                        --------   --------   -------- --------  --------
      Total noninterest 
       expenses          123,361    122,672    124,006  119,978   111,728
                        --------   --------   -------- --------  --------
      Income (loss) 
       before income
       taxes              (8,780)    29,025     49,818   42,771    21,856
  Income tax expense
   (credit)               (6,634)     7,494     15,951   13,294     5,060
                        --------   --------   -------- --------  --------
      Net income (loss)  ($2,146)   $21,531    $33,867  $29,477   $16,796
                        ========   ========   ======== ========  ========

  Net income (loss) 
   per share: 
    Basic                 ($0.03)     $0.26      $0.41    $0.35     $0.20
                        ========   ========   ======== ========  ========
    Diluted               ($0.03)     $0.26      $0.41    $0.35     $0.20
                        ========   ========   ======== ========  ========


                                                         Year To Date
                                                    ---------------------
                                                     Dec-09       Dec-08
                                                    --------     --------
  INTEREST REVENUE:                                         
  Loans and leases                                  $517,013     $589,965
  Deposits with other banks                              131          684
  Federal funds sold and securities purchased                 
  under agreement to resell                               74          288
  Held-to-maturity securities:                              
    Taxable                                           46,957       58,679
    Tax-exempt                                         8,852        8,112
  Available-for-sale securities:                            
    Taxable                                           35,026       35,813
    Tax-exempt                                         3,396        4,205
  Loans held for sale                                  3,965        7,667
                                                    --------     --------
      Total interest revenue                         615,414      705,413
                                                    --------     --------
  INTEREST EXPENSE:                                         
  Interest bearing demand                             40,047       60,333
  Savings                                              3,700        5,280
  Other time                                         101,308      148,591
  Federal funds purchased and securities sold 
   under agreement to repurchase                       1,629       14,999
  FHLB borrowings                                     11,597       22,458
  Junior subordinated debt                            11,630       12,469
  Other                                                  604          447
                                                    --------     --------
      Total interest expense                         170,515      264,577
                                                    --------     --------
      Net interest revenue                           444,899      440,836
  Provision for credit losses                        117,324       56,176
                                                    --------     --------
      Net interest revenue, after provision for 
       credit losses                                 327,575      384,660
                                                    --------     --------
  NONINTEREST REVENUE:                                      
  Mortgage lending                                    32,225        2,146
  Credit card, debit card and merchant fees           34,244       33,743
  Service charges                                     72,864       77,091
  Trust income                                         9,698        9,330
  Security gains (losses), net                           (55)      (5,849)
  Insurance commissions                               80,937       86,661
  Other                                               45,363       42,485
                                                    --------     --------
      Total noninterest revenue                      275,276      245,607
                                                    --------     --------
                                                             
  NONINTEREST EXPENSES:                                     
  Salaries and employee benefits                     278,734      271,556
  Occupancy, net of rental income                     42,108       39,846
  Equipment                                           23,508       25,211
  Deposit insurance assessments                       19,672        2,852
  Other                                              125,995      116,448
                                                    --------     --------
      Total noninterest expenses                     490,017      455,913
                                                    --------     --------
      Income (loss) before income taxes              112,834      174,354
  Income tax expense (credit)                         30,105       53,943
                                                    --------     --------
      Net income (loss)                              $82,729     $120,411
                                                    ========     ========
  Net income (loss) per share: 
    Basic                                              $0.99        $1.46
                                                    ========     ========
    Diluted                                            $0.99        $1.45
                                                    ========     ========



                                   BancorpSouth, Inc.                  
                                   Selected Loan Data                      
                                 (Dollars in thousands)                    
                                      (Unaudited)                          
                                                                            
                                          Quarter Ended                     
                      ----------------------------------------------------- 
                      Dec-09     Sep-09      Jun-09      Mar-09      Dec-08 
                      ------     ------      ------      ------      ------ 
  LOAN AND LEASE
   PORTFOLIO:                                                 
  Commercial and                                                            
   industrial     $1,466,569 $1,442,344  $1,441,718  $1,390,042  $1,417,499 
  Real estate                                                               
    Consumer
     mortgages     2,017,067  2,046,433   2,054,666   2,037,439   2,096,568 
    Home equity      550,085    540,875     532,337     519,528     511,480 
    Agricultural     262,069    254,647     242,034     238,466     234,024 
    Commercial and                                                          
     industrial-owner                                                       
     occupied      1,449,554  1,432,859   1,394,852   1,455,422   1,465,027 
    Construction,                                                           
     acquisition and                                                        
     development   1,459,503  1,533,622   1,652,052   1,692,526   1,689,719 
    Commercial     1,806,766  1,770,066   1,719,044   1,660,211   1,568,956 
  Credit cards       108,086    103,208     101,844      98,450      93,650 
  All other          655,437    633,890     622,853     620,739     614,354 
                  ---------- ----------  ----------  ----------  ----------
    Total loans   $9,775,136 $9,757,944  $9,761,400  $9,712,823  $9,691,277 
                  ---------- ----------  ----------  ----------  ---------- 
                                                                            
  ALLOWANCE FOR CREDIT
   LOSSES:                                              
  Balance, beginning
   of period        $144,791   $138,746    $134,632    $132,793    $129,147 
                                                                            
  Loans and leases charged off:                                             
  Commercial and                                                            
   industrial         (3,404)    (3,913)     (1,070)     (1,147)     (1,003)
  Real estate                                                               
   Consumer mortgages (2,298)    (2,669)     (4,877)     (4,073)     (3,582)
   Home equity        (1,835)    (1,278)     (1,106)     (1,153)       (596)
   Agricultural         (401)      (407)         (3)        (37)       (350)
   Commercial and                                                           
    industrial-owner                                                        
    occupied            (753)    (1,795)       (649)       (836)       (511)
   Construction,                                                            
    acquisition and                                                         
    development      (20,766)    (3,160)     (4,335)     (4,377)     (6,208)
   Commercial           (568)    (2,135)       (321)       (560)       (611)
  Credit cards        (1,118)    (1,204)     (1,290)     (1,158)       (953)
  All other             (954)      (938)       (815)       (810)       (953)
                  ---------- ----------  ----------  ----------  ----------
    Total loans
     charged off     (32,097)   (17,499)    (14,466)    (14,151)    (14,767)
                  ---------- ----------  ----------  ----------  ----------
                                                                            
  Recoveries:                                                               
  Commercial and                                                            
   industrial            194        320          68         179         279 
  Real estate                                                               
   Consumer mortgages    209        132         263         220         174 
   Home equity            76         28           2           3           1 
   Agricultural            -          -           -           2           - 
   Commercial and                                                           
    industrial-owner                                                        
    occupied              10         31         248           8          54 
   Construction,                                                            
    acquisition and                                                         
    development            7         31           4          86          97 
   Commercial             25        108           -          56          23 
  Credit cards           216        123         140         138          99 
  All other              341        257         261         353         290 
                  ---------- ----------  ----------  ----------  ----------
     Total recoveries  1,078      1,030         986       1,045       1,017 
                  ---------- ----------  ----------  ----------  ----------
                                                                            
  Net charge-offs    (31,019)   (16,469)    (13,480)    (13,106)    (13,750)
                                                                            
  Provision charged to                                                      
   operating expense  62,271     22,514      17,594      14,945      17,822 
  Other, net               -          -           -           -        (426)
                  ---------- ----------  ----------  ----------  ----------
  Balance, end of
   period           $176,043   $144,791    $138,746    $134,632    $132,793 
                  ---------- ----------  ----------  ----------  ----------
                                                                            
  Average loans for
   period         $9,750,989 $9,750,159  $9,740,916  $9,695,475  $9,604,142 
                  ========== ==========  ==========  ==========  ========== 
                                                                            
  Ratios:                                                                   
  Net charge-offs to                                                        
   average loans                                                            
   (annualized)         1.27%      0.68%       0.55%       0.54%       0.57%
                  ========== ==========  ==========  ==========  ==========


   
                             BancorpSouth, Inc.                             
                             Selected Loan Data                             
                           (Dollars in thousands)                           
                                 (Unaudited)                                
                                                                            
                                              Quarter Ended                 
                             ---------------------------------------------- 
                             Dec-09    Sep-09    Jun-09    Mar-09    Dec-08 
                             ------    ------    ------    ------    ------ 
  NON-PERFORMING ASSETS                                                     
  NON-PERFORMING LOANS AND
   LEASES:                                          
   Nonaccrual Loans and Leases                                              
    Commercial and                                                          
     industrial               $4,852    $7,048    $7,364    $5,523   $7,378 
    Real estate                                                             
       Consumer mortgages     20,731    12,433     9,946     8,398    4,599 
       Home equity             1,642     1,879       596       100      143 
       Agricultural            1,136     2,647       970       673      440 
       Commercial and industrial-                                           
        owner occupied         7,039     5,044     2,631     4,153    1,768 
       Construction, acquisition                                            
        and development       82,170    39,989    21,742    17,984   12,393 
       Commercial             23,209    12,228     1,023       925      432 
    Credit cards               1,044       850       816       939      952 
    All other                  2,190       614       454       241       63 
                             -------    ------    ------    ------   ------
      Total nonaccrual loans
       and leases            144,013    82,732    45,542    38,936   28,168 
                             -------    ------    ------    ------   ------ 
                                                                            
  Loans and Leases 90+ Days Past Due, Still Accruing:                       
    Commercial and                                                          
     industrial                1,797     1,062     1,919     1,489      715 
    Real estate                                                             
       Consumer mortgages      9,905    14,189     9,961     7,110   13,371 
       Home equity               810       707     1,651     1,375      796 
       Agricultural            1,015       289     3,292       421      409 
       Commercial and industrial-                                           
        owner occupied         4,511     1,342     4,253     2,982    2,761 
       Construction, acquisition                                            
        and development       13,482     1,477    18,648    11,372   12,481 
       Commercial              2,558       305     2,351     1,021    1,013 
    Credit cards                 355       373       476       391      463 
    All other                  1,868       955     1,315     1,138    1,364 
                             -------    ------    ------    ------   ------
         Total loans and leases 90+                                         
          past due, still                                                   
          accruing            36,301    20,699    43,866    27,299   33,373 
                             -------    ------    ------    ------   ------
                                                                            
  Restructured Loans and                                                    
   Leases, Still Accruing      6,161     8,205     8,264     7,581    2,472 
                             -------    ------    ------    ------   ------
     Total non-performing loans                                             
      and leases             186,475   111,636    97,672    73,816   64,013 
                             -------    ------    ------    ------   ------
                                                                            
  OTHER REAL ESTATE OWNED:    59,265    62,072    51,477    47,450   46,317 
                             -------    ------    ------    ------   ------
                                                                            
  Total Non-performing
   Assets                   $245,740  $173,708  $149,149  $121,266 $110,330 
                            ========  ========  ========  ======== ======== 
                                                                            
  Credit Quality Ratios:                                                    
  Provision for credit                                                      
   losses to average loans                                                  
   and leases (annualized)      2.55%     0.92%     0.72%     0.62%    0.74%
  Allowance for credit                                                      
   losses to net loans and                                                  
   leases                       1.80%     1.48%     1.42%     1.39%    1.37%
  Allowance for credit                                                      
   losses to non-performing                                                 
   assets                      71.64%    83.35%    93.03%   111.02%  120.36%
  Allowance for credit                                                      
   losses to non-performing                                                 
   loans and leases            94.41%   129.70%   142.05%   182.39%  207.45%
  Non-performing loans and                                                  
   leases to net loans and                                                  
   leases                       1.91%     1.14%     1.00%     0.76%    0.66%
  Non-performing assets to                                                  
   net loans and leases         2.51%     1.77%     1.53%     1.25%    1.14%



                            BancorpSouth, Inc.
               Average Balances, Interest Income and Expense,
                         and Average Yields and Rates
                             (Dollars in thousands)
                                (Unaudited) 

                                        Quarter Ended
                                      December 31, 2009
                                  ---------------------------
                                  Average               Yield/
  Taxable equivalent basis)       Balance     Interest   Rate
                                  -------     --------   ----
  ASSETS

  Loans, loans held for sale,
   and leases net of unearned
   income                      $9,821,066   $130,671    5.28%
  Held-to-maturity securities:
    Taxable                       878,452     10,239    4.62%
    Tax-exempt                    209,242      3,682    6.98%
  Available-for-sale securities:
    Taxable                       892,191      8,676    3.86%
    Tax-exempt                     72,902      1,344    7.31%
  Short-term investments           92,651         61    0.26%
                                   ------         --    
    Total interest earning
     assets and revenue        11,966,504    154,673    5.13%
  Other assets                  1,267,510

  Less:  allowance for credit
   losses                        (168,842)
                                  -------
      Total                   $13,065,172
                               ==========

  LIABILITIES AND SHAREHOLDERS' EQUITY
  Deposits:
    Demand - interest bearing  $4,155,330     $9,023    0.86%
    Savings                       717,630        900    0.50%
    Other time                  3,748,894     23,445    2.48%
  Short-term borrowings           713,972        405    0.23%
  Junior subordinated debt        160,312      2,865    7.09%
  Long-term debt                  303,301      3,011    3.94%
                                  -------      -----
    Total interest bearing
     liabilities and expense    9,799,439     39,649    1.61%
  Demand deposits -
   noninterest bearing          1,826,763
  Other liabilities               171,981
  -----------------               -------
    Total liabilities          11,798,183
  Shareholders' equity          1,266,989
                                ---------
    Total                     $13,065,172
                              ===========   --------
  Net interest revenue                      $115,024
                                            ========
  Net interest margin                                   3.81%
  Net interest rate spread                              3.52%
  Interest bearing liabilities to
   interest earning assets                             81.89%
  Net interest tax equivalent
   adjustment                                 $2,677



                              BancorpSouth, Inc.
                Average Balances, Interest Income and Expense,
                          and Average Yields and Rates
                            (Dollars in thousands)
                                 (Unaudited)

                                                Quarter Ended
                                             September 30, 2009
                                      ------------------------------------
                                       Average                      Yield/
   (Taxable equivalent basis)          Balance         Interest      Rate
                                       -------         --------      ----
  ASSETS
  Loans, loans held for sale,
    and leases net of unearned
    income                           $9,808,427        $130,957      5.30%
  Held-to-maturity securities:
    Taxable                             998,773          11,799      4.69%
    Tax-exempt                          199,360           3,373      6.71%
  Available-for-sale securities:
    Taxable                             889,278           8,591      3.83%
    Tax-exempt                           69,737           1,251      7.12%
  Short-term investments                 62,334              47      0.30%
                                         ------             ---      
    Total interest earning
     assets and revenue              12,027,909         156,020      5.15%
  Other assets                        1,285,360
  Less:  allowance for credit
   losses                              (146,212)
                                       --------
      Total                         $13,167,057
                                    ===========


  LIABILITIES AND 
  SHAREHOLDERS' EQUITY
  Deposits:
    Demand - interest bearing        $4,010,281          $9,038      0.89%
    Savings                             716,155             936      0.52%
    Other time                        3,726,754          25,535      2.72%
  Short-term borrowings               1,071,144             544      0.20%
  Junior subordinated debt              160,312           2,884      7.14%
  Long-term debt                        286,285           2,814      3.90%
                                        -------           -----      
    Total interest bearing
     liabilities and expense          9,970,931          41,751      1.66%
  Demand deposits -
    noninterest bearing               1,747,021
  Other liabilities                     184,006
                                        -------
    Total liabilities                11,901,958
  Shareholders' equity                1,265,099
                                      ---------
    Total                           $13,167,057
                                    ===========        --------
  Net interest revenue                                 $114,269
                                                       ========
  Net interest margin                                                3.77%
  Net interest rate spread                                           3.49%
  Interest bearing liabilities to
   interest earning assets                                          82.90%


  Net interest tax equivalent 
   adjustment                                            $2,533



                              BancorpSouth, Inc.
                Average Balances, Interest Income and Expense,
                          and Average Yields and Rates
                            (Dollars in thousands)
                                 (Unaudited)
                                               Quarter Ended
                                               June 30, 2009
                                      ----------------------------------
                                       Average                      Yield/
   (Taxable equivalent basis)          Balance         Interest      Rate
                                       -------         --------      ----
  ASSETS
  Loans, loans held for sale,
   and leases net of unearned
   income                            $9,896,890        $131,313      5.32%
  Held-to-maturity securities:
    Taxable                           1,040,896          12,218      4.71%
    Tax-exempt                          186,473           3,316      7.13%
  Available-for-sale securities:
    Taxable                             919,217           8,721      3.81%
    Tax-exempt                           69,960           1,270      7.28%
  Short-term investments                 21,727              25      0.47%
                                         ------              --  
    Total interest earning
     assets and revenue              12,135,163         156,863      5.18%
  Other assets                        1,270,193
  Less:  allowance for credit
   losses                              (144,570)
                                        -------
      Total                         $13,260,786
                                    ===========


  LIABILITIES AND 
  SHAREHOLDERS' EQUITY
  Deposits:
    Demand - interest bearing        $3,948,759          $9,738      0.99%
    Savings                             719,281             928      0.52%
    Other time                        3,634,336          26,496      2.92%
  Short-term borrowings               1,340,244             470      0.14%
  Junior subordinated debt              160,312           2,928      7.33%
  Long-term debt                        286,294           2,813      3.94%
                                        -------           -----
    Total interest bearing
     liabilities and expense         10,089,226          43,373      1.72%
  Demand deposits -
   noninterest bearing                1,756,861
  Other liabilities                     163,749
                                        -------
    Total liabilities                12,009,836
  Shareholders' equity                1,250,950
                                      ---------
    Total                           $13,260,786
                                    ===========        --------
  Net interest revenue                                 $113,490
                                                       ========
  Net interest margin                                                3.75%
  Net interest rate spread                                           3.46%
  Interest bearing liabilities to
   interest earning assets                                          83.14%

  Net interest tax equivalent 
   adjustment                                            $2,550



                              BancorpSouth, Inc.
                Average Balances, Interest Income and Expense,
                          and Average Yields and Rates
                            (Dollars in thousands)
                                 (Unaudited)

                                                Quarter Ended
                                                March 31, 2009
                                      ------------------------------------
                                      Average                      Yield/
   (Taxable equivalent basis)         Balance         Interest      Rate
                                      -------         --------      ----
  ASSETS
  Loans, loans held for sale,
   and leases net of unearned
   income                            $9,873,692        $131,339      5.39%
  Held-to-maturity securities:
    Taxable                           1,146,772          13,141      4.65%
    Tax-exempt                          182,051           3,247      7.23%
  Available-for-sale securities:
    Taxable                             891,699           9,038      4.11%
    Tax-exempt                           73,814           1,358      7.46%
  Short-term investments                 19,123              71      1.51%
                                         ------              --
    Total interest earning
      assets and revenue             12,187,151         158,194      5.26%
  Other assets                        1,277,538
  Less:  allowance for credit
   losses                              (139,811)
                                       --------
      Total                         $13,324,878
                                    ===========


  LIABILITIES AND 
  SHAREHOLDERS' EQUITY
  Deposits:
    Demand - interest bearing        $4,090,821         $12,248      1.21%
    Savings                             697,639             936      0.54%
    Other time                        3,419,180          25,833      3.06%
  Short-term borrowings               1,588,229             959      0.24%
  Junior subordinated debt              160,312           2,955      7.48%
  Long-term debt                        286,306           2,811      3.98%
                                        -------           -----      
    Total interest bearing
     liabilities and expense         10,242,487          45,742      1.81%
  Demand deposits -
   noninterest bearing                1,700,792
  Other liabilities                     142,628
                                        -------
    Total liabilities                12,085,907
  Shareholders' equity                1,238,971
                                      ---------
    Total                           $13,324,878
                                    ===========        --------
  Net interest revenue                                 $112,452
                                                       ========
  Net interest margin                                                3.74%
  Net interest rate spread                                           3.45%
  Interest bearing liabilities to
   interest earning assets                                          84.04%

  Net interest tax equivalent 
   adjustment                                            $2,576



                              BancorpSouth, Inc.
                Average Balances, Interest Income and Expense,
                          and Average Yields and Rates
                            (Dollars in thousands)
                                 (Unaudited)

                                                Quarter Ended
                                              December 31, 2008
                                       ----------------------------------
                                       Average                      Yield/
   (Taxable equivalent basis)          Balance          Interest     Rate
                                       -------          --------     ----
  ASSETS
  Loans, loans held for sale,
   and leases net of unearned
   income                              $9,773,683        $142,039      5.78%
  Held-to-maturity securities:
    Taxable                             1,193,555          13,734      4.58%
    Tax-exempt                            180,695           3,159      6.96%
  Available-for-sale securities:
    Taxable                               868,913           8,693      3.98%
    Tax-exempt                             73,476           1,335      7.23%
  Short-term investments                   19,338             114      2.34%
                                           ------             ---      ----
    Total interest earning
     assets and revenue                12,109,660         169,074      5.55%
  Other assets                          1,304,386
  Less:  allowance for credit
   losses                                (134,453)
                                         --------
      Total                           $13,279,593
                                      ===========


  LIABILITIES AND 
  SHAREHOLDERS' EQUITY
  Deposits:
    Demand - interest bearing          $3,811,782         $15,924      1.66%
    Savings                               684,068           1,080      0.63%
    Other time                          3,400,071          28,293      3.31%
  Short-term borrowings                 1,828,010           3,951      0.86%
  Junior subordinated debt                160,312           3,161      7.84%
  Long-term debt                          287,990           2,838      3.92%
                                          -------           -----
    Total interest bearing
     liabilities and expense           10,172,233          55,247      2.16%
  Demand deposits -
   noninterest bearing                  1,702,400
  Other liabilities                       165,462
                                          -------
    Total liabilities                  12,040,095
  Shareholders' equity                  1,239,498
                                        ---------
    Total                             $13,279,593
                                      ===========        --------
  Net interest revenue                                   $113,827
  --------------------                                   ========
  Net interest margin                                                  3.74%
  Net interest rate spread                                             3.39%
  Interest bearing liabilities to
   interest earning assets                                            84.00%

  Net interest tax equivalent 
   adjustment                                              $2,506



                             BancorpSouth, Inc.
    Reconciliation of Tangible assets and Tangible Shareholders' Equity to
                   Total Assets and Total Shareholders' Equity
                            (Dollars in thousands)
                                (Unaudited)

                                        December 31,
                                  --------------------------
                                     2009            2008
                                  -----------    ----------- 
  Tangible Assets (a):
  Total assets                    $13,167,867    $13,480,218 
  Less:  Goodwill                     270,097        268,966
         Identifiable intangible 
          assets                       23,533         28,165
                                  -----------    -----------
  Total tangible assets           $12,874,237    $13,183,087 
  Tangible Shareholders' Equity(a):
  Total shareholders' equity       $1,276,296     $1,240,260 
  Less: Goodwill                      270,097        268,966
        Identifiable intangible 
         assets                        23,533         28,165
                                  -----------    -----------
  Total tangible shareholders' 
   equity                            $982,666       $943,129 
  Tangible shareholders' equity 
   to tangible assets                   7.63%          7.15%


  (a)  BancorpSouth, Inc. utilizes tangible assets and tangible
       shareholders' equity measures when evaluating the performance of the
       Company.  Tangible shareholders' equity is defined by the Company as
       total shareholders' equity less goodwill and identifiable assets.
       Tangible assets are defined by the Company as total assets less 
       goodwill and identifiable assets.  The Company believes the ratio of
       tangible equity to tangible assets to be an important measure of
       financial strength of the Company.

First Call Analyst:
FCMN Contact:

SOURCE: BancorpSouth, Inc.

CONTACT: William L. Prater, Treasurer and Chief Financial Officer,
+1-662-680-2000, or Gary C. Bonds, Senior Vice President and Principal
Accounting Officer, +1-662-680-2332