Edgar Filing: ZIONS BANCORPORATION /UT/

Form 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): February 19, 2010

ZIONS BANCORPORATION

(Exact Name of Registrant as Specified in its Charter)

Utah

001-12307

87-0227400

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

One South Main, Suite 1500,

Salt Lake City, Utah

84133

(Address of Principal Executive Office)

(Zip Code)

(801) 524-4787

(Registrant’s telephone number, including area code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 8.01.

OTHER EVENTS.

The following information derived from Zions Bancorporation’s (the “Company”) press release announcing the financial results for the year and quarter ended December 31, 2009 is being included herein for the purpose of incorporating such information into the Company’s Registration Statement on Form S-3 (No. 333-158319) (the “Registration Statement”) previously filed by the Registrant with the Securities and Exchange Commission (the “SEC”).

Fourth Quarter 2009 Highlights

Positives:

•

Tangible common equity ratio of 6.12% compared to 5.76% (revised from 5.43%) in third quarter.

•

Net loan charge-offs of $292.1 million, which included a $39 million recovery, compared to $381.3 million in third quarter.

•

Loan loss provision of $390.7 million compared to $565.9 million in third quarter.

•

Ratio of allowance for loan losses to net loans and leases of 3.95% compared to 3.61% in third quarter; ratio of total allowance and reserve for credit losses to net loans and leases of 4.25% compared to 3.86% in third quarter.

•

Average noninterest-bearing demand deposits of $12.1 billion compared to $11.4 billion in third quarter, an increase of $0.7 billion or 25.3% annualized.

Challenges:

•

Nonperforming lending related assets of $2.3 billion compared to $2.2 billion in third quarter (excluding FDIC-supported assets); ratio to net loans and other real estate owned of 5.93% compared to 5.40% in third quarter.

•

Credit-related impairment losses on CDO securities of $99.3 million compared to $56.5 million in third quarter; approximately 95% of the fourth quarter losses had been previously recognized in OCI.

•

In spite of originating and renewing approximately $1.7 billion of new credit during the fourth quarter, loan balances declined 2.6% from the third quarter due to continued weakness in loan demand.

Amended Financial Statements

As described in a Form 8-K filed on January 25, 2010, the Company has reevaluated its accounting for the June 2009 subordinated debt modification in connection with responding to regular inquiries received from the Securities and Exchange Commission in January 2010. As a result, the Company has incorporated into these results revisions to its financial statements for the second and third quarters of 2009. The primary expected change is an increase to tangible common equity resulting from the Company’s recalculation of the amount of gain recognized in earnings and the value of the conversion feature granted to noteholders. Amounts for the second and third quarters of 2009 in this Form 8-K reflect these expected changes. The Company has filed amended Forms 10-Q for the periods ending June 30, 2009 and September 30, 2009.

Asset Quality

Net loan and lease charge-offs for the fourth quarter of 2009 were $292.1 million or 2.98% annualized of average loans excluding FDIC-supported assets. This compares with $381.3 million or 3.79% annualized of average loans excluding FDIC-supported assets for the third quarter of 2009 and $179.7 million or 1.72% annualized of average

loans for the fourth quarter of 2008. The 2009 fourth quarter net charge-offs included a $39.3 million recovery on a commercial credit charged-off during the second quarter of 2009. Net charge-offs on construction development loans subsided during the quarter.

The provision for loan losses was $390.7 million for the fourth quarter of 2009 compared to $565.9 million for the third quarter of 2009 and $285.2 million for the fourth quarter of 2008. When combined with the provision for unfunded lending commitments, the total provision for credit losses was $117.8 million in excess of net loan and lease charge-offs.

The allowance for loan losses as a percentage of net loans and leases excluding FDIC-supported assets was 3.95% at December 31, 2009 compared to 3.61% at September 30, 2009 and 1.65% at December 31, 2008. The combined allowance for loan losses and reserve for unfunded lending commitments was $1,647.8 million, or 4.25% of net loans and leases excluding FDIC-supported assets at December 31, 2009, compared to 3.86% at September 30, 2009 and 1.77% at December 31, 2008.

Nonperforming lending related assets were $2,330.0 million at December 31, 2009 ($2,740.1 million including FDIC-supported assets) compared to $2,171.0 million at September 30, 2009 and $1,138.4 million at December 31, 2008. The ratio of nonperforming lending related assets excluding FDIC-supported assets to net loans, leases and other real estate owned was 5.93% at December 31, 2009 compared to 5.40% at September 30, 2009 and 2.71% at December 31, 2008.

Capital and Financing Actions

During the fourth quarter of 2009, the Company sold 11,237,500 shares of common stock for $155.5 million (average price of $13.84) under a common equity distribution program. These shares were sold in connection with the announced sale of $250 million of common stock that commenced on September 17, 2009. Net of commissions and fees, this sale added $152.9 million to tangible common equity during the quarter, or 0.31% to the tangible common equity ratio. The amount of common stock at December 31, 2009 that remained available for issuance under the program was approximately $27.3 million.

During the fourth quarter of 2009, $35.7 million of subordinated debt was converted into shares of the Company’s Series C preferred stock under the previously announced debt modification program. The tangible common equity ratio decreased by 0.04% primarily from the acceleration of discount amortization on the converted debt, which increased interest expense by approximately $20.0 million during the fourth quarter of 2009.

On December 22, 2009, the Company completed the exchange of approximately $71.5 million liquidation amount of its Series A preferred stock into 2,816,834 shares of common stock. Tangible common equity was increased by the same amount. The exchange represented 51% of the liquidation amount of the Series A preferred stock outstanding at the time of the exchange.

On December 30, 2009, the Company executed an agreement to modify $40 million of certain subordinated debt held by one institutional investor in a manner similar to the previous subordinated debt modification, resulting in a $15.2 million pretax gain.

For the year 2009, the Company raised Tier 1 capital of approximately $997 million from the net issuance of $464 million of common stock and from the net effects of the debt modification and the preferred stock redemptions, which totaled $533 million.

The tangible common equity ratio was 6.12% at December 31, 2009 compared to 5.76% (revised from 5.43%) at September 30, 2009 and 5.89% at December 31, 2008. The change from the third quarter was primarily due to the impact of the equity transactions and secondarily to reductions in the balance sheet. The estimated Tier 1 common to risk-weighted assets ratio was 6.50% at December 31, 2009 compared to 6.59% at September 30, 2009.

Loans

Net loans and leases of $40.2 billion at December 31, 2009 decreased approximately $1.1 billion or 10.3% annualized from $41.3 billion at September 30, 2009, and decreased $1.5 billion or 3.5% from $41.7 billion at December 31, 2008. Excluding FDIC-supported assets, net loans and leases decreased approximately $0.9 billion or 9.1% annualized to $38.7 billion from $39.6 billion at September 30, 2009 and decreased $2.9 billion, or 7.0% from the balance one year ago. The net decrease from September 30, 2009 was primarily in the construction and land development portfolio.

Deposits

Average noninterest-bearing demand deposits for the fourth quarter of 2009 increased $0.7 billion or 25.3% annualized to $12.1 billion compared to $11.4 billion for the third quarter of 2009. Average total deposits for the fourth quarter of 2009 decreased $0.4 billion or 3.8% annualized to $42.9 billion compared to $43.3 billion for the third quarter of 2009, and increased $3.4 billion or 8.5% compared to $39.6 billion for the fourth quarter of 2008.

Net Interest Income

The net interest margin was 3.81% for the fourth quarter of 2009 compared to 3.91% for the third quarter of 2009 and 4.20% for the fourth quarter of 2008. The net interest margin for the fourth quarter of 2009 was unfavorably impacted primarily by 0.11% for the discount amortization on the modified subordinated debt, and an additional 0.17% for the accelerated discount amortization due to the previously discussed conversion of $35.7 million of modified subordinated debt. The net interest margin was favorably impacted during the fourth quarter by the previously mentioned growth of noninterest-bearing demand deposits, reduced rates on interest-bearing deposits, and strong pricing on new loans.

Investment Securities

During the fourth quarter of 2009, the Company recognized credit-related net impairment losses on CDOs of $99.3 million, or $0.44 per diluted share, compared to $56.5 million during the third quarter of 2009. Approximately $94.7 million of the impairment losses during the fourth quarter had been previously recognized in OCI.

CDOs for which the underlying collateral is predominantly bank trust preferred securities comprise $2.2 billion of the $2.7 billion par amount of the bank and insurance CDO portfolio. Below is a table showing the Company’s current predominantly bank CDO distribution by original rating (e.g. 52% of the current $2.2 billion was originally rated AAA). Most (86%) of the $99.3 million of securities impairment charges taken during the fourth quarter came from the original single A and BBB rated, predominantly bank CDOs.


(In millions)
	December 31, 2009
	Par				Amortized cost				Carrying value				% of carrying value to par				Change 12/31/09
Original ratings	Amount		%		Amount		%		Amount		%		12/31/09		9/30/09		vs 9/30/09
AAA	$	1,138	52	%	$	944	53	%	$	832	71	%	73	%	69	%	4	%
A		949	44	%		807	45	%		324	28	%	34	%	37	%	-3	%
BBB		91	4	%		40	2	%		15	1	%	16	%	25	%	-9	%

	$	2,178	100	%	$	1,791	100	%	$	1,171	100	%	54	%	53	%	1	%

Noninterest Income

Noninterest income for the fourth quarter of 2009 was $65.9 million compared to $270.7 million for the third quarter of 2009 and a loss of $82.3 million for the fourth quarter of 2008. The decline for the fourth quarter of 2009 compared to the third quarter was primarily due to higher security impairment losses and lower fair value and nonhedge derivative income in the fourth quarter, and to acquisition related gains of $146.2 million in the third quarter. These declines were offset in part by the $15.2 million gain from the $40 million debt modification previously discussed.

The sequential quarter decline in fair value and nonhedge derivative income during the fourth quarter was mainly due to a lower amount of hedge ineffectiveness recognized primarily on cash flow hedges of floating rate loans.

Noninterest Expense

Noninterest expense for the fourth quarter of 2009 was $441.1 million compared to $434.7 million for the third quarter of 2009 and $398.2 million for the fourth quarter of 2008. Primary changes in the fourth quarter of 2009 compared to the third quarter included a decrease in the provision for unfunded lending commitments to $19.2 million from $36.5 million, offset primarily by increases in other real estate expense, FDIC premiums, and other noninterest expense.

Forward-Looking Information

Statements in this Form 8-K relating to the Company’s expectations regarding future events or determinations are forward-looking, within the meaning of the Private Securities Litigation Reform Act of 1995. The forward-looking statements, which are indicated by the words, “expects,” “believes,” “giving effect to,” “will” and similar expressions, provide current expectations or forecasts of future events pr determinations. These forward-looking statements are not guarantees of future performance or determinations, nor should they be relied upon as representing management’s views as of any subsequent date. Forward-looking statements involve significant risks and uncertainties and actual results may differ materially from those presented, either expressed or implied, in this Form 8-K. Factors that might cause such differences include, but are not limited to: the Company’s ability to successfully execute its business plans and achieve its objectives; changes in general economic and financial market conditions, either internationally, nationally or locally in areas in which the Company conducts its operations, including changes in securities markets and valuations in structured securities and other assets; changes in governmental policies and programs resulting from general economic and financial market conditions; changes in interest and funding rates; continuing consolidation in the financial services industry; new litigation or changes in existing litigation; increased competitive challenges and expanding product and pricing pressures among financial institutions; legislation or regulatory changes which adversely affect the Company’s operations or business, including regulatory requirements or pressure to raise capital or repay capital held by the government in amount or at times that may be disadvantageous to the Company; and changes in accounting policies, procedures or determinations as may be required by the Financial Accounting Standards Board or other regulatory agencies, including determinations relating to the Company’s accounting treatment of its subordinated debt modification.

Except as required by law, the Company specifically disclaims any obligation to update any factors or to publicly announce the result of revisions to any of the forward-looking statements included herein to reflect future events or developments.

ZIONS BANCORPORATION AND SUBSIDIARIES

FINANCIAL HIGHLIGHTS

(Unaudited)


(In thousands, except per share and ratio data)	Three Months Ended December 31,								Year Ended December 31,
	2009			2008			% Change		2009			2008			% Change
EARNINGS
Taxable-equivalent net interest income	$	462,608		$	514,422		(10.07	)%	$	1,920,845		$	1,995,368		(3.73	)%
Taxable-equivalent revenue		528,495			432,132		22.30	%		2,724,946			2,186,060		24.65	%
Net interest income		456,889			508,442		(10.14	)%		1,897,532			1,971,646		(3.76	)%
Noninterest income		65,887			(82,290	)	180.07	%		804,101			190,692		321.68	%
Provision for loan losses		390,719			285,189		37.00	%		2,016,927			648,269		211.13	%
Noninterest expense		441,129			398,167		10.79	%		1,671,510			1,474,963		13.33	%
Impairment loss on goodwill		2,224			353,804		(99.37	)%		636,216			353,804		79.82	%
Income (loss) before income taxes		(311,296	)		(611,008	)	49.05	%		(1,623,020	)		(314,698	)	(415.74	)%
Income taxes (benefit)		(125,809	)		(126,512	)	0.56	%		(401,343	)		(43,365	)	(825.50	)%
Net income (loss)		(185,487	)		(484,496	)	61.72	%		(1,221,677	)		(271,333	)	(350.25	)%
Net income (loss) applicable to noncontrolling interests		(1,423	)		(1,520	)	6.38	%		(5,566	)		(5,064	)	(9.91	)%
Net income (loss) applicable to controlling interest		(184,064	)		(482,976	)	61.89	%		(1,216,111	)		(266,269	)	(356.72	)%
Net earnings (loss) applicable to common shareholders		(176,482	)		(498,084	)	64.57	%		(1,234,447	)		(290,693	)	(324.66	)%

PER COMMON SHARE
Net earnings (loss) (diluted)		(1.26	)		(4.37	)	71.17	%		(9.92	)		(2.68	)	(270.15	)%
Dividends		0.01			0.32		(96.88	)%		0.10			1.61		(93.79	)%
Book value per common share										27.85			42.65		(34.70	)%
Tangible common equity per common share										20.35			27.24		(25.29	)%

SELECTED RATIOS
Return on average assets		(1.37	)%		(3.52	)%				(2.25	)%		(0.50	)%
Return on average common equity		(16.80	)%		(38.77	)%				(28.35	)%		(5.69	)%
Efficiency ratio		83.47	%		92.14	%				61.34	%		67.47	%
Net interest margin		3.81	%		4.20	%				3.94	%		4.18	%


(In thousands, except share and ratio data)	Three Months Ended December 31,						Year Ended December 31,
	2009		2008		% Change		2009		2008		% Change
AVERAGE BALANCES
Total assets	$	53,259,715	$	54,546,364	(2.36	)%	$	54,048,324	$	53,761,908	0.53	%
Total interest-earning assets		48,161,377		48,708,673	(1.12	)%		48,770,074		47,690,955	2.26	%
Securities		4,451,396		4,516,559	(1.44	)%		4,651,059		4,825,234	(3.61	)%
Net loans and leases		40,740,630		41,769,536	(2.46	)%		41,513,066		40,794,781	1.76	%
Goodwill		1,017,361		1,720,536	(40.87	)%		1,174,407		1,936,865	(39.37	)%
Core deposit and other intangibles		120,512		130,703	(7.80	)%		124,901		136,698	(8.63	)%

ZIONS BANCORPORATION AND SUBSIDIARIES

FINANCIAL HIGHLIGHTS (Continued)

(Unaudited)


(In thousands, except share and ratio data)	Three Months Ended December 31,						Year Ended December 31,
	2009		2008		% Change		2009			2008			% Change
Total deposits	42,936,759		39,580,867		8.48	%		42,847,011			37,572,680		14.04	%

Shareholders’ equity:
Preferred equity	1,543,363		961,072		60.59	%		1,558,046			431,936		260.71	%
Common equity	4,166,944		5,110,430		(18.46	)%		4,354,634			5,107,675		(14.74	)%
Noncontrolling interests	19,178		28,751		(33.30	)%		23,718			29,156		(18.65	)%
Weighted average common and common-equivalent shares outstanding	139,858,788		114,065,100		22.61	%		124,442,992			108,908,028		14.26	%

AT PERIOD END
Total assets							$	51,123,007		$	55,092,791		(7.21	)%
Total interest-earning assets								45,677,809			49,071,281		(6.92	)%
Securities								4,548,757			4,509,308		0.87	%
Net loans and leases								40,188,980			41,658,738		(3.53	)%
Allowance for loan losses								1,531,332			686,999		122.90	%
Reserve for unfunded lending commitments								116,445			50,934		128.62	%
Goodwill								1,015,161			1,651,377		(38.53	)%
Core deposit and other intangibles								113,416			125,935		(9.94	)%
Total deposits								41,840,589			41,316,496		1.27	%

Shareholders’ equity:
Preferred equity								1,502,784			1,581,834		(5.00	)%
Common equity								4,189,874			4,919,862		(14.84	)%
Noncontrolling interests								17,599			27,320		(35.58	)%
Common shares outstanding								150,425,070			115,344,813		30.41	%
Average equity to average assets	10.76	%	11.18	%				10.98	%		10.36	%
Tangible common equity ratio								6.12	%		5.89	%
Tangible equity ratio								9.16	%		8.91	%
Nonperforming assets, excluding FDIC-supported assets							$	2,330,045$			1,138,375		104.68	%
Ratio of nonperforming assets, excluding FDIC-supported assets, to net loans and leases and other real estate owned								5.93	%		2.71	%
Accruing loans past due 90 days or more, excluding FDIC-supported assets							$	107,040		$	129,567		(17.39	)%

ZIONS BANCORPORATION AND SUBSIDIARIES

FINANCIAL HIGHLIGHTS (Continued)

(Unaudited)


	Three Months Ended
(In thousands, except per share and ratio data)	December 31, 2009			September 30, 2009 1			June 30, 2009 1			March 31, 2009			December 31, 2008
EARNINGS
Taxable-equivalent net interest income	$	462,608		$	478,135		$	499,432		$	480,670		$	514,422
Taxable-equivalent revenue		528,495			748,875			1,112,168			335,408			432,132
Net interest income		456,889			472,180			493,688			474,775			508,442
Noninterest income		65,887			270,740			612,736			(145,262	)		(82,290	)
Provision for loan losses		390,719			565,930			762,654			297,624			285,189
Noninterest expense		441,129			434,707			419,469			376,205			398,167
Impairment loss on goodwill		2,224			—			—			633,992			353,804
Income (loss) before income taxes		(311,296	)		(257,717	)		(75,699	)		(978,308	)		(611,008	)
Income taxes (benefit)		(125,809	)		(100,046	)		(23,761	)		(151,727	)		(126,512	)
Net income (loss)		(185,487	)		(157,671	)		(51,938	)		(826,581	)		(484,496	)
Net income (loss) applicable to noncontrolling interests		(1,423	)		(2,394	)		(1,209	)		(540	)		(1,520	)
Net income (loss) applicable to controlling interest		(184,064	)		(155,277	)		(50,729	)		(826,041	)		(482,976	)
Net earnings (loss) applicable to common shareholders		(176,482	)		(181,880	)		(23,758	)		(852,327	)		(498,084	)

PER COMMON SHARE
Net earnings (loss) (diluted)		(1.26	)		(1.43	)		(0.21	)		(7.47	)		(4.37	)
Dividends		0.01			0.01			0.04			0.04			0.32
Book value per common share		27.85			30.38			33.89			34.39			42.65
Tangible common equity per common share		20.35			22.01			24.78			24.34			27.24

SELECTED RATIOS
Return on average assets		(1.37	)%		(1.15	)%		(0.38	)%		(6.05	)%		(3.52	)%
Return on average common equity		(16.80	)%		(16.74	)%		(2.37	)%		(70.07	)%		(38.77	)%
Efficiency ratio		83.47	%		58.05	%		37.72	%		112.16	%		92.14	%
Net interest margin		3.81	%		3.91	%		4.10	%		3.94	%		4.20	%

1	Certain amounts were revised as previously discussed.


	Three Months Ended
(In thousands, except share and ratio data)	December 31, 2009		September 30, 2009 1		June 30, 2009 1		March 31, 2009		December 31, 2008
AVERAGE BALANCES
Total assets	$	53,259,715	$	53,494,525	$	54,068,979	$	55,399,675	$	54,546,364
Total interest-earning assets		48,161,377		48,556,637		48,905,370		49,473,679		48,708,673
Securities		4,451,396		4,758,872		4,907,115		4,486,050		4,516,559
Net loans and leases		40,740,630		41,741,646		41,797,670		41,781,241		41,769,536
Goodwill		1,017,361		1,017,387		1,017,382		1,654,222		1,720,536
Core deposit and other intangibles		120,512		126,614		125,768		126,759		130,703
Total deposits		42,936,759		43,349,431		42,958,798		42,128,652		39,580,867

ZIONS BANCORPORATION AND SUBSIDIARIES

FINANCIAL HIGHLIGHTS (Continued)

(Unaudited)


	Three Months Ended
(In thousands, except share and ratio data)	December 31, 2009			September 30, 2009 1			June 30, 2009 1			March 31, 2009			December 31, 2008
Shareholders’ equity:
Preferred equity		1,543,363			1,518,289			1,587,752			1,583,659			961,072
Common equity		4,166,944			4,309,497			4,018,032			4,932,977			5,110,430
Noncontrolling interests		19,178			22,810			25,268			27,720			28,751
Weighted average common and common- equivalent shares outstanding		139,858,788			127,581,404			115,908,127			114,106,164			114,065,100

AT PERIOD END
Total assets	$	51,123,007		$	53,298,150		$	52,767,954		$	54,545,012		$	55,092,791
Total interest-earning assets		45,677,809			48,293,329			47,933,124			49,091,438			49,071,281
Securities		4,548,757			4,500,906			4,920,445			4,800,957			4,509,308
Net loans and leases		40,188,980			41,255,104			41,307,998			41,756,753			41,658,738
Allowance for loan losses		1,531,332			1,432,715			1,248,055			832,878			686,999
Reserve for unfunded lending commitments		116,445			97,225			60,688			52,761			50,934
Goodwill		1,015,161			1,017,385			1,017,385			1,034,465			1,651,377
Core deposit and other intangibles		113,416			123,551			121,675			124,585			125,935
Total deposits		41,840,589			43,007,981			42,644,172			43,307,233			41,316,496

Shareholders’ equity:
Preferred equity		1,502,784			1,529,462			1,491,730			1,587,027			1,581,834
Common equity		4,189,874			4,143,246			4,238,944			3,965,979			4,919,862
Noncontrolling interests		17,599			21,533			24,021			26,828			27,320
Common shares outstanding		150,425,070			136,398,089			125,095,328			115,335,668			115,344,813
Average equity to average assets		10.76	%		10.94	%		10.41	%		11.81	%		11.18	%
Tangible common equity ratio		6.12	%		5.76	%		6.00	%		5.26	%		5.89	%
Tangible equity ratio		9.16	%		8.73	%		8.94	%		8.28	%		8.91	%
Nonperforming assets, excluding FDIC-supported assets	$	2,330,045		$	2,171,014		$	1,922,557		$	1,647,913		$	1,138,375
Ratio of nonperforming assets, excluding FDIC-supported assets, to net loans and leases and other real estate owned		5.93	%		5.40	%		4.68	%		3.96	%		2.71	%
Accruing loans past due 90 days or more, excluding FDIC-supported assets	$	107,040		$	186,519		$	178,300		$	88,035		$	129,567

1	Certain amounts were revised as previously discussed.

ZIONS BANCORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS


(In thousands, except share amounts)	December 31, 2009		September 30, 2009 1		June 30, 2009 1		March 31, 2009		December 31, 2008
	(Unaudited)		(Unaudited)		(Unaudited)		(Unaudited)
ASSETS
Cash and due from banks	$	1,370,189	$	992,940	$	1,229,205	$	1,321,972	$	1,475,976
Money market investments:
Interest-bearing deposits and commercial paper		652,964		2,234,337		1,005,060		1,952,555		2,332,759
Federal funds sold		20,985		44,056		390,619		13,277		83,451
Security resell agreements		57,556		52,539		57,476		305,111		286,707

Investment securities:
Held-to-maturity, at adjusted cost (approximate fair value $833,455, $835,814, $891,186, $1,361,460, and $1,443,555)		869,595		877,105		937,942		1,648,971		1,790,989
Available-for-sale, at fair value		3,655,619		3,547,092		3,903,895		3,086,788		2,676,255
Trading account, at fair value (includes $0, $0, $0, $0, and $538 transferred as collateral under repurchase agreements)		23,543		76,709		78,608		65,198		42,064

		4,548,757		4,500,906		4,920,445		4,800,957		4,509,308
Loans held for sale		208,567		206,387		251,526		262,785		200,318

Loans:
Loans and leases excluding FDIC-supported assets		38,882,083		39,782,240		40,654,802		41,220,610		41,791,237
FDIC-supported assets		1,444,594		1,607,493		783,238		660,892		—

		40,326,677		41,389,733		41,438,040		41,881,502		41,791,237

Less:
Unearned income and fees, net of related costs		137,697		134,629		130,042		124,749		132,499
Allowance for loan losses		1,531,332		1,432,715		1,248,055		832,878		686,999

Loans and leases, net of allowance		38,657,648		39,822,389		40,059,943		40,923,875		40,971,739
Other noninterest-bearing investments		1,099,961		1,061,464		1,046,131		1,051,956		1,044,092
Premises and equipment, net		710,534		698,225		703,613		701,742		687,096
Goodwill		1,015,161		1,017,385		1,017,385		1,034,465		1,651,377
Core deposit and other intangibles		113,416		123,551		121,675		124,585		125,935
Other real estate owned		389,782		413,901		304,778		243,609		191,792
Other assets		2,277,487		2,130,070		1,660,098		1,808,123		1,532,241

	$	51,123,007	$	53,298,150	$	52,767,954	$	54,545,012	$	55,092,791

LIABILITIES AND SHAREHOLDERS’ EQUITY
Deposits:
Noninterest-bearing demand	$	12,324,247	$	11,453,247	$	11,142,017	$	10,517,910	$	9,683,385

Interest-bearing:
Savings and NOW		5,843,573		5,392,096		4,949,711		4,710,899		4,452,919
Money market		16,378,874		17,413,735		17,276,743		18,103,564		16,826,846
Time under $100,000		2,497,395		2,784,593		2,845,893		3,112,864		2,974,566
Time $100,000 and over		3,117,472		3,949,684		4,455,225		4,647,015		4,756,218
Foreign		1,679,028		2,014,626		1,974,583		2,214,981		2,622,562

		41,840,589		43,007,981		42,644,172		43,307,233		41,316,496

ZIONS BANCORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS (Continued)


(In thousands, except share amounts)	December 31, 2009			September 30, 2009 1			June 30, 2009 1			March 31, 2009			December 31, 2008
	(Unaudited)			(Unaudited)			(Unaudited)			(Unaudited)
Securities sold, not yet purchased		43,404			39,360			51,109			39,892			35,657
Federal funds purchased		208,669			1,008,181			1,169,809			1,213,970			965,835
Security repurchase agreements		577,346			509,014			565,975			551,686			899,751
Other liabilities		588,527			651,139			597,543			578,768			669,111
Commercial paper		1,084			2,449			1,019			984			15,451

Federal Home Loan Bank advances and other borrowings:
One year or less		120,189			42,962			47,152			429,655			2,039,853
Over one year		15,722			18,803			18,882			127,680			128,253
Long-term debt		2,017,220			2,324,020			1,917,598			2,715,310			2,493,368

Total liabilities		45,412,750			47,603,909			47,013,259			48,965,178			48,563,775


Shareholders’ equity:
Preferred stock, without par value, authorized 3,000,000 shares		1,502,784			1,529,462			1,491,730			1,587,027			1,581,834
Common stock, without par value; authorized 350,000,000 shares; issued and outstanding 150,425,070, 136,398,089, 125,095,328, 115,335,668, and 115,344,813 shares		3,318,417			3,125,344			2,935,724			2,607,541			2,599,916
Retained earnings		1,324,516			1,502,232			1,685,522			1,713,897			2,433,363
Accumulated other comprehensive income (loss)		(436,899	)		(469,112	)		(368,164	)		(340,727	)		(98,958	)
Deferred compensation		(16,160	)		(15,218	)		(14,138	)		(14,732	)		(14,459	)

Controlling interest shareholders’ equity		5,692,658			5,672,708			5,730,674			5,553,006			6,501,696
Noncontrolling interests		17,599			21,533			24,021			26,828			27,320

Total shareholders’ equity		5,710,257			5,694,241			5,754,695			5,579,834			6,529,016

	$	51,123,007		$	53,298,150		$	52,767,954		$	54,545,012		$	55,092,791

1	Certain amounts were revised as previously discussed.

ZIONS BANCORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)


	Three Months Ended
(In thousands, except per share amounts)	December 31, 2009			September 30, 2009 1			June 30, 2009 1			March 31, 2009			December 31, 2008
Interest income:
Interest and fees on loans	$	569,613		$	586,246		$	583,590		$	579,852		$	650,885
Interest on loans held for sale		2,735			2,434			3,082			2,756			2,442
Lease financing		5,289			5,125			4,735			4,593			4,999
Interest on money market investments		1,800			1,195			1,543			3,376			7,172

Interest on securities:
Held-to-maturity – taxable		(2,075	)		4,864			9,367			18,908			22,317
Held-to-maturity – nontaxable		5,396			5,806			5,796			6,265			6,396
Available-for-sale – taxable		21,063			23,460			26,982			21,703			28,680
Available-for-sale – nontaxable		1,813			1,830			1,778			1,678			1,711
Trading account		492			842			823			571			598

Total interest income		606,126			631,802			637,696			639,702			725,200


Interest expense:
Interest on savings and money market deposits		43,921			54,554			64,949			74,553			95,717
Interest on time and foreign deposits		28,671			42,780			52,577			62,679			77,806
Interest on short-term borrowings		2,714			2,325			3,661			6,020			20,368
Interest on long-term borrowings		73,931			59,963			22,821			21,675			22,867

Total interest expense		149,237			159,622			144,008			164,927			216,758

Net interest income		456,889			472,180			493,688			474,775			508,442
Provision for loan losses		390,719			565,930			762,654			297,624			285,189

Net interest income after provision for loan losses		66,170			(93,750	)		(268,966	)		177,151			223,253


Noninterest income:
Service charges and fees on deposit accounts		53,475			54,466			51,833			52,788			52,641
Other service charges, commissions and fees		38,794			39,227			40,291			38,227			40,532
Trust and wealth management income		5,825			8,209			8,750			7,165			8,910
Capital markets and foreign exchange		8,692			12,106			16,311			13,204			15,048
Dividends and other investment income		12,942			2,597			2,684			8,408			16,001
Loan sales and servicing income		7,011			2,359			7,040			5,851			4,420
Income (loss) from securities conduit		32			—			(149	)		1,235			1,542
Fair value and non hedge derivative income (loss)		31,367			58,092			20,316			4,004			(5,819	)
Equity securities gains (losses), net		(2,164	)		(1,805	)		(619	)		2,763			(14,125	)
Fixed income securities gains (losses), net		(7,385	)		1,900			1,444			195			(1,139	)

Impairment losses on investment securities:
Impairment losses on investment securities		(134,357	)		(198,378	)		(71,515	)		(165,616	)		(196,472	)
Noncredit-related losses on securities not expected to be sold (recognized in other comprehensive income)		35,051			141,863			29,546			82,943			—

Net impairment losses on investment securities		(99,306	)		(56,515	)		(41,969	)		(82,673	)		(196,472	)
Valuation losses on securities purchased		—			—			(11,701	)		(200,391	)		(7,868	)
Gains on swap termination and debt modification		15,220			—			493,725			—			—
Acquisition related gains		56			146,153			22,977			—			—
Other		1,328			3,951			1,803			3,962			4,039

Total noninterest income		65,887			270,740			612,736			(145,262	)		(82,290	)

ZIONS BANCORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME (Continued)

(Unaudited)


	Three Months Ended
(In thousands, except per share amounts)	December 31, 2009			September 30, 2009 1			June 30, 2009 1			March 31, 2009			December 31, 2008
Noninterest expense:
Salaries and employee benefits		206,823			205,433			202,420			204,161			190,861
Occupancy, net		28,667			28,556			26,651			28,327			29,460
Furniture and equipment		24,689			25,320			24,870			24,999			26,507
Other real estate expense		38,290			30,419			23,748			18,343			40,124
Legal and professional services		10,081			9,076			9,497			8,543			14,774
Postage and supplies		7,879			7,680			8,036			8,410			9,873
Advertising		5,738			4,418			5,678			7,148			10,078
FDIC premiums		24,197			19,820			42,329			14,171			5,745
Amortization of core deposit and other intangibles		10,135			7,575			7,078			6,886			8,055
Provision for unfunded lending commitments		19,220			36,537			7,927			1,827			(577	)
Other		65,410			59,873			61,235			53,390			63,267

Total noninterest expense		441,129			434,707			419,469			376,205			398,167

Impairment loss on goodwill		2,224			—			—			633,992			353,804

Income (loss) before income taxes		(311,296	)		(257,717	)		(75,699	)		(978,308	)		(611,008	)
Income taxes (benefit)		(125,809	)		(100,046	)		(23,761	)		(151,727	)		(126,512	)

Net income (loss)		(185,487	)		(157,671	)		(51,938	)		(826,581	)		(484,496	)
Net income (loss) applicable to noncontrolling interests		(1,423	)		(2,394	)		(1,209	)		(540	)		(1,520	)

Net income (loss) applicable to controlling interest		(184,064	)		(155,277	)		(50,729	)		(826,041	)		(482,976	)
Preferred stock dividends		(24,633	)		(26,603	)		(25,447	)		(26,286	)		(15,108	)
Preferred stock redemption		32,215			—			52,418			—			—

Net earnings (loss) applicable to common shareholders	$	(176,482	)	$	(181,880	)	$	(23,758	)	$	(852,327	)	$	(498,084	)


Weighted average common shares outstanding during the period:
Basic shares		139,859			127,581			115,908			114,106			114,065
Diluted shares		139,859			127,581			115,908			114,106			114,065

Net earnings (loss) per common share:
Basic	$	(1.26	)	$	(1.43	)	$	(0.21	)	$	(7.47	)	$	(4.37	)
Diluted		(1.26	)		(1.43	)		(0.21	)		(7.47	)		(4.37	)

1	Certain amounts were revised as previously discussed.

ZIONS BANCORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME (Continued)

(Unaudited)


(In thousands, except per share amounts)	Year Ended December 31,
	2009			2008
Interest income:
Interest and fees on loans	$	2,319,301		$	2,646,112
Interest on loans held for sale		11,007			10,074
Lease financing		19,742			22,099
Interest on money market investments		7,914			47,780

Interest on securities:
Held-to-maturity – taxable		31,064			62,282
Held-to-maturity – nontaxable		23,263			25,368
Available-for-sale – taxable		93,208			151,139
Available-for-sale – nontaxable		7,099			7,170
Trading account		2,728			1,875

Total interest income		2,515,326			2,973,899


Interest expense:
Interest on savings and money market deposits		237,977			370,568
Interest on time and foreign deposits		186,707			342,325
Interest on short-term borrowings		14,720			178,875
Interest on long-term borrowings		178,390			110,485

Total interest expense		617,794			1,002,253

Net interest income		1,897,532			1,971,646
Provision for loan losses		2,016,927			648,269

Net interest income after provision for loan losses		(119,395	)		1,323,377


Noninterest income:
Service charges and fees on deposit accounts		212,562			206,988
Other service charges, commissions and fees		156,539			167,669
Trust and wealth management income		29,949			37,752
Capital markets and foreign exchange		50,313			49,898
Dividends and other investment income		26,631			46,362
Loan sales and servicing income		22,261			24,379
Income from securities conduit		1,118			5,502
Fair value and non hedge derivative income (loss)		113,779			(47,976	)
Equity securities gains (losses), net		(1,825	)		793
Fixed income securities gains (losses), net		(3,846	)		849

Impairment losses on investment securities:
Impairment losses on investment securities		(569,866	)		(304,040	)
Noncredit-related losses on securities not expected to be sold (recognized in other comprehensive income)		289,403			—

Net impairment losses on investment securities		(280,463	)		(304,040	)
Valuation losses on securities purchased		(212,092	)		(13,072	)
Gains on swap termination and debt modification		508,945			—
Acquisition related gains		169,186			—
Other		11,044			15,588

Total noninterest income		804,101			190,692

ZIONS BANCORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME (Continued)

(Unaudited)


(In thousands, except per share amounts)	Year Ended December 31,
	2009			2008
Noninterest expense:
Salaries and employee benefits		818,837			810,501
Occupancy, net		112,201			114,175
Furniture and equipment		99,878			100,136
Other real estate expense		110,800			50,378
Legal and professional services		37,197			45,517
Postage and supplies		32,005			37,455
Advertising		22,982			30,731
FDIC premiums		100,517			19,858
Amortization of core deposit and other intangibles		31,674			33,162
Provision for unfunded lending commitments		65,511			1,467
Other		239,908			231,583

Total noninterest expense		1,671,510			1,474,963

Impairment loss on goodwill		636,216			353,804

Income (loss) before income taxes		(1,623,020	)		(314,698	)
Income taxes (benefit)		(401,343	)		(43,365	)

Net income (loss)		(1,221,677	)		(271,333	)
Net income (loss) applicable to noncontrolling interests		(5,566	)		(5,064	)

Net income (loss) applicable to controlling interest		(1,216,111	)		(266,269	)
Preferred stock dividends		(102,969	)		(24,424	)
Preferred stock redemption		84,633			—

Net earnings (loss) applicable to common shareholders	$	(1,234,447	)	$	(290,693	)


Weighted average common shares outstanding during the period:
Basic shares		124,443			108,908
Diluted shares		124,443			108,908

Net earnings (loss) per common share:
Basic	$	(9.92	)	$	(2.68	)
Diluted		(9.92	)		(2.68	)

ZIONS BANCORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

AND COMPREHENSIVE INCOME

(Unaudited)


(In thousands, except per share amounts)	Preferred stock 1		Common stock 1		Retained earnings 1			Accumulated other comprehensive income (loss)			Deferred compensation			Noncontrolling interests			Total shareholders’ equity 1
Balance, December 31, 2008	$	1,581,834	$	2,599,916	$	2,433,363		$	(98,958	)	$	(14,459	)	$	27,320		$	6,529,016
Cumulative effect of change in accounting principle,adoption of new OTTI guidance in FASB ASC 320						137,462			(137,462	)								—

Comprehensive loss:
Net loss for the period						(826,041	)								(540	)		(826,581	)

Other comprehensive income (loss), net of tax:
Net realized and unrealized holding losses on investments and retained interests									(83,553	)
Reclassification for net realized losses on investments recorded in operations									38,862
Noncredit-related impairment losses on securities not expected to be sold									(49,928	)
Accretion of securities with noncredit-related impairment losses not expected to be sold									896
Net unrealized losses on derivative instruments									(10,584	)

Other comprehensive loss									(104,307	)								(104,307	)

Total comprehensive loss																		(930,888	)

ZIONS BANCORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

AND COMPREHENSIVE INCOME (Continued)

(Unaudited)


(In thousands, except per share amounts)	Preferred stock 1	Common stock 1	Retained earnings 1		Accumulated other comprehensive income (loss)		Deferred compensation		Noncontrolling interests		Total shareholders’ equity 1
Dividends on preferred stock	5,193		(26,286	)							(21,093	)
Net stock issued under employee plans and related tax benefits		7,625									7,625
Dividends on common stock, $.04 per share			(4,601	)							(4,601	)
Change in deferred compensation							(273	)			(273	)
Other changes in noncontrolling interests									48		48

Balance, March 31, 2009	1,587,027	2,607,541	1,713,897		(340,727	)	(14,732	)	26,828		5,579,834

Comprehensive loss:
Net loss for the period			(50,729	)					(1,209	)	(51,938	)

Other comprehensive income (loss), net of tax:
Net realized and unrealized holding gains on investments and retained interests					5,041
Reclassification for net realized losses on investments recorded in operations					24,434
Noncredit-related impairment losses on securities not expected to be sold					(17,855	)
Accretion of securities with noncredit-related impairment losses not expected to be sold					35
Net unrealized losses on derivative instruments					(39,092	)

Other comprehensive loss					(27,437	)					(27,437	)

Total comprehensive loss											(79,375	)

ZIONS BANCORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

AND COMPREHENSIVE INCOME (Continued)

(Unaudited)


(In thousands, except per share amounts)	Preferred stock 1		Common stock 1	Retained earnings 1		Accumulated other comprehensive income (loss)		Deferred compensation		Noncontrolling interests		Total shareholders’ equity 1
Preferred stock redemption	(100,511	)	1,763	52,418								(46,330	)
Dividends on preferred stock	5,214			(25,447	)							(20,233	)
Issuance of common stock			123,741									123,741
Subordinated debt modification			201,154									201,154
Net stock issued under employee plans and related tax benefits			1,525									1,525
Dividends on common stock, $.04 per share				(4,617	)							(4,617	)
Change in deferred compensation								594				594
Other changes in noncontrolling interests										(1,598	)	(1,598	)

Balance, June 30, 2009	1,491,730		2,935,724	1,685,522		(368,164	)	(14,138	)	24,021		5,754,695

1	Certain amounts for the second and third quarters were revised as previously discussed.


(In thousands, except per share amounts)	Preferred stock 1	Common stock 1	Retained earnings 1			Accumulated other comprehensive income (loss)			Deferred compensation	Noncontrolling interests			Total shareholders’ equity 1
Comprehensive loss:
Net loss for the period			$	(155,277	)					$	(2,394	)	$	(157,671	)

Other comprehensive income (loss), net of tax:
Net realized and unrealized holding losses on investments and retained interests						$	(3,491	)

ZIONS BANCORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

AND COMPREHENSIVE INCOME (Continued)

(Unaudited)


(In thousands, except per share amounts)	Preferred stock 1		Common stock 1			Retained earnings 1		Accumulated other comprehensive income (loss)		Deferred compensation	Noncontrolling interests	Total shareholders’ equity 1
Reclassification for net realized losses on investments recorded in operations								33,249
Noncredit-related impairment losses on securities not expected to be sold								(84,748	)
Accretion of securities with noncredit-related impairment losses not expected to be sold								32
Net unrealized losses on derivative instruments								(45,990	)

Other comprehensive loss								(100,948	)			(100,948	)

Total comprehensive loss												(258,619	)
Subordinated debt converted to preferred stock	$	32,497	$	(4,740	)							27,757
Preferred stock redemption						(152	)					(152	)
Dividends on preferred stock		5,235				(26,603	)					(21,368	)
Issuance of common stock				187,518								187,518
Net stock issued under employeeplans and related tax benefits				6,842								6,842
Dividends on common stock, $.01 per share						(1,258	)					(1,258	)

ZIONS BANCORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

AND COMPREHENSIVE INCOME (Continued)

(Unaudited)


(In thousands, except per share amounts)	Preferred stock 1	Common stock 1	Retained earnings 1		Accumulated other comprehensive income (loss)		Deferred compensation			Noncontrolling interests		Total shareholders’ equity 1
Change in deferred compensation							$	(1,080	)			(1,080	)
Other changes in noncontrolling interests										(94	)	(94	)

Balance, September 30, 2009	1,529,462	3,125,344	1,502,232		(469,112	)		(15,218	)	21,533		5,694,241
Comprehensive loss:
Net loss for the period			(184,064	)						(1,423	)	(185,487	)
Other comprehensive income (loss), net of tax:
Net realized and unrealized holding gains on investments and retained interests					16,966
Reclassification for net realized losses on investments recorded in operations					65,661
Noncredit-related impairment losses on securities not expected to be sold					(21,713	)
Accretion of securities with noncredit-related impairment losses not expected to be sold					33
Net unrealized losses on derivative instruments					(32,931	)
Pension and postretirement					4,197

ZIONS BANCORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

AND COMPREHENSIVE INCOME (Continued)

(Unaudited)


(In thousands, except per share amounts)	Preferred stock 1			Common stock 1			Retained earnings 1			Accumulated other comprehensive income (loss)			Deferred compensation			Noncontrolling interests			Total shareholders’ equity 1
Other comprehensive income											32,213									32,213

Total comprehensive loss																				(153,274	)
Subordinated debt converted to preferred stock		41,941			(6,259	)														35,682
Preferred stock converted to common stock		(71,537	)		38,486			32,367												(684	)
Dividends on preferred stock		2,918						(24,632	)											(21,714	)
Issuance of common stock					152,851															152,851
Subordinated debt modification					1,660															1,660
Net stock issued under employee plans and related tax benefits					6,335															6,335
Dividends on common stock, $.01 per share								(1,387	)											(1,387	)
Change in deferred compensation														(942	)					(942	)
Other changes in noncontrolling interests																	(2,511	)		(2,511	)

Balance, December 31, 2009	$	1,502,784		$	3,318,417		$	1,324,516		$	(436,899	)	$	(16,160	)	$	17,599		$	5,710,257

1	Certain amounts for the second and third quarters were revised as previously discussed.

ZIONS BANCORPORATION AND SUBSIDIARIES

LOAN BALANCES BY PORTFOLIO TYPE

(Unaudited)


(In millions)	December 31, 2009		September 30, 2009		June 30, 2009		March 31, 2009		December 31, 2008
Commercial lending:
Commercial and industrial	$	9,922	$	10,124	$	10,588	$	10,958	$	11,447
Leasing		466		449		423		401		431
Owner occupied		8,751		8,745		8,782		8,769		8,743

Total commercial lending		19,139		19,318		19,793		20,128		20,621
Commercial real estate:
Construction and land development		5,603		6,087		6,848		7,265		7,516
Term		7,206		7,279		6,795		6,559		6,196

Total commercial real estate		12,809		13,366		13,643		13,824		13,712

Consumer:
Home equity credit line		2,135		2,114		2,086		2,058		2,005
1-4 family residential		3,642		3,698		3,781		3,817		3,877
Construction and other consumer real estate		459		537		599		666		774
Bankcard and other revolving plans		340		333		344		327		374
Other		293		343		342		358		385


Total consumer		6,869		7,025		7,152		7,226		7,415

Foreign loans		65		74		67		43		43

FDIC-supported assets 1		1,445		1,607		783		661		—

Total loans	$	40,327	$	41,390	$	41,438	$	41,882	$	41,791

1	FDIC-supported assets represent assets acquired from the FDIC subject to loss sharing agreements.

ZIONS BANCORPORATION AND SUBSIDIARIES

NONPERFORMING LENDING RELATED ASSETS

(Unaudited)


(In thousands)	December 31, 2009			September 30, 2009			June 30, 2009			March 31, 2009			December 31, 2008
Nonaccrual loans	$	1,994,393		$	1,811,827		$	1,628,700		$	1,421,279		$	946,583
Other real estate owned		335,652			359,187			293,857			226,634			191,792

Nonperforming assets, excluding FDIC-supported assets		2,330,045			2,171,014			1,922,557			1,647,913			1,138,375

FDIC-supported nonaccrual loans		355,911			544,558			125,854			89,935			—
FDIC-supported other real estate owned		54,130			54,714			10,921			16,975			—

FDIC-supported nonperforming assets 1		410,041			599,272			136,775			106,910			—

Total nonperforming assets	$	2,740,086		$	2,770,286		$	2,059,332		$	1,754,823		$	1,138,375

Ratio of nonperforming assets, excluding FDIC-supported assets, to net loans and leases 2 and other real estate owned		5.93	%		5.40	%		4.68	%		3.96	%		2.71	%
Ratio of nonperforming assets to net loans and leases and other real estate owned		6.73	%		6.62	%		4.92	%		4.15	%		2.71	%
Accruing loans past due 90 days or more, excluding FDIC-supported assets	$	107,040		$	186,519		$	178,300		$	88,035		$	129,567
FDIC-supported assets past due 90 days or more		56,260			35,553			18,231			24,365			—
Ratio of accruing loans past due 90 days or more, excluding FDIC-supported assets, to net loans and leases		0.27	%		0.47	%		0.44	%		0.21	%		0.31	%
Ratio of accruing loans past due 90 days or more to net loans and leases		0.40	%		0.54	%		0.47	%		0.27	%		0.31	%
Nonaccrual loans and accruing loans past due 90 days or more, excluding FDIC-supported assets	$	2,101,433		$	1,998,346		$	1,807,000		$	1,509,314		$	1,076,150
Ratio of nonaccrual loans and accruing loans past due 90 days or more to net loans and leases 2		5.39	%		5.01	%		4.43	%		3.65	%		2.57	%
Accruing loans past due 30—89 days, excluding FDIC-supported assets	$	428,290		$	571,399		$	495,527		$	740,754		$	528,964
FDIC-supported assets past due 30—89 days		27,485			74,142			26,144			40,066			—
Restructured loans included in nonaccrual loans		298,820			106,922			100,590			5,363			16,279
Restructured loans on accrual		206,730			115,635			39,280			17,362			2,086

1	FDIC-supported assets represent assets acquired from the FDIC subject to loss sharing agreements.

2	Includes loans held for sale.

ZIONS BANCORPORATION AND SUBSIDIARIES

ALLOWANCE AND RESERVE FOR CREDIT LOSSES

(Unaudited)


	Three Months Ended
(In thousands)	December 31, 2009			September 30, 2009			June 30, 2009			March 31, 2009			December 31, 2008
Allowance for Loan Losses
Balance at beginning of period	$	1,432,715		$	1,248,055		$	832,878		$	686,999		$	609,433
Allowance associated with purchased securitized loans and loans sold		—			—			—			—			30

Add:
Provision for losses		390,719			565,930			762,654			297,624			285,189

Deduct:
Gross loan and lease charge-offs		(355,601	)		(389,134	)		(353,226	)		(157,691	)		(185,317	)
Charge-offs recoverable from FDIC		2,303			—			—			—			—
Recoveries		61,196			7,864			5,749			5,946			5,601

Net loan and lease charge-offs		(292,102	)		(381,270	)		(347,477	)		(151,745	)		(179,716	)
Reclassification to reserve for unfunded lending commitments		—			—			—			—			(27,937	)

Balance at end of period	$	1,531,332		$	1,432,715		$	1,248,055		$	832,878		$	686,999

Ratio of allowance for loan losses to net loans and leases, excluding FDIC-supported assets, outstanding at period end		3.95	%		3.61	%		3.08	%		2.03	%		1.65	%
Ratio of allowance for loan losses to nonperforming loans, excluding FDIC-supported assets, at period end		76.78	%		79.08	%		76.63	%		58.60	%		72.58	%
Annualized ratio net loan and lease charge-offs to average loans, excluding FDIC-supported assets		2.98	%		3.79	%		3.39	%		1.47	%		1.72	%
Reserve for Unfunded Lending Commitments
Balance at beginning of period	$	97,225		$	60,688		$	52,761		$	50,934		$	23,574
Reclassification from allowance for loan losses		—			—			—			—			27,937
Provision charged (credited) against earnings		19,220			36,537			7,927			1,827			(577	)

Balance at end of period	$	116,445		$	97,225		$	60,688		$	52,761		$	50,934

Total Allowance and Reserve for Credit Losses
Allowance for loan losses	$	1,531,332		$	1,432,715		$	1,248,055		$	832,878		$	686,999
Reserve for unfunded lending commitments		116,445			97,225			60,688			52,761			50,934

Total allowance and reserve for credit losses	$	1,647,777		$	1,529,940		$	1,308,743		$	885,639		$	737,933

Ratio of total allowance and reserve for credit losses to net loans and leases outstanding, excluding FDIC-supported assets, at period end		4.25	%		3.86	%		3.23	%		2.16	%		1.77	%

ZIONS BANCORPORATION AND SUBSIDIARIES

NONACCRUAL LOANS BY PORTFOLIO TYPE

(EXCLUDING FDIC-SUPPORTED ASSETS)

(Unaudited)


(In millions)	December 31, 2009		September 30, 2009		June 30, 2009		March 31, 2009		December 31, 2008
Loans held for sale	$	—	$	—	$	18	$	18	$	30
Commercial lending:
Commercial and industrial		331		231		200		204		148
Leasing		11		10		10		9		8
Owner occupied		474		357		282		247		158

Total commercial lending		816		598		492		460		314
Commercial real estate:
Construction and land development		784		839		826		716		458
Term		229		221		126		76		44

Total commercial real estate		1,013		1,060		952		792		502

Consumer:
Home equity credit line		11		8		6		4		4
1-4 family residential		113		101		113		91		49
Construction and other consumer real estate		37		42		45		52		44
Bankcard and other revolving plans		1		1		1		1		1
Other		3		2		2		3		3

Total consumer		165		154		167		151		101

Total nonaccrual loans	$	1,994	$	1,812	$	1,629	$	1,421	$	947

Net Charge-Offs By Portfolio Type


(in thousands)	December 31, 2009			September 30, 2009		June 30, 2009		March 31, 2009		December 31, 2008
Commercial lending:
Commercial and industrial	$	35,431		$	70,672	$	116,777	$	30,318	$	30,792
Leasing		2,310			2,679		1,087		213		487
Owner occupied		27,044			19,082		9,218		6,950		4,867

Total commercial lending		64,785			92,433		127,082		37,481		36,146
Commercial real estate:
Construction and land development		139,108			218,527		155,738		79,864		122,284
Term		56,173			29,059		11,134		2,286		1,083

Total commercial real estate		195,281			247,586		166,872		82,150		123,367

Consumer:
Home equity credit line		3,783			5,742		3,285		2,687		950
1-4 family residential		13,717			17,671		23,693		9,248		4,833
Construction and other consumer real estate		10,000			9,831		17,321		13,395		8,968
Bankcard and other revolving plans		2,587			1,873		5,438		1,968		1,229
Other		4,252			6,134		3,786		4,816		4,223

Total consumer loans		34,339			41,251		53,523		32,114		20,203

Subtotal		294,405			381,270		347,477		151,745		179,716
Charge-offs recoverable from FDIC		(2,303	)		—		—		—		—

Total net charge-offs	$	292,102		$	381,270	$	347,477	$	151,745	$	179,716

ZIONS BANCORPORATION AND SUBSIDIARIES

CONSOLIDATED AVERAGE BALANCE SHEETS, YIELDS AND RATES

(Unaudited)


	Three Months Ended December 31, 2009							Three Months Ended September 30, 2009 3
(In thousands)	Average balance			Amount of interest 1		Average rate		Average balance			Amount of interest 1		Average rate
ASSETS
Money market investments	$	2,761,132		$	1,800	0.26	%	$	1,861,523		$	1,195	0.25	%

Securities:
Held-to-maturity		875,730			6,226	2.82	%		914,648			13,797	5.98	%
Available-for-sale		3,507,766			23,853	2.70	%		3,749,566			26,275	2.78	%
Trading account		67,900			492	2.87	%		94,658			842	3.53	%

Total securities		4,451,396			30,571	2.72	%		4,758,872			40,914	3.41	%

Loans held for sale		208,219			2,735	5.21	%		194,596			2,434	4.96	%
Loans:
Net loans and leases excluding FDIC-supported assets 2		39,222,262			552,847	5.59	%		40,246,789			570,652	5.63	%
FDIC-supported assets		1,518,368			23,892	6.24	%		1,494,857			22,562	5.99	%

Total loans and leases		40,740,630			576,739	5.62	%		41,741,646			593,214	5.64	%

Total interest-earning assets		48,161,377			611,845	5.04	%		48,556,637			637,757	5.21	%

Cash and due from banks		1,191,881							1,187,594
Allowance for loan losses		(1,497,873	)						(1,317,078	)
Goodwill		1,017,361							1,017,387
Core deposit and other intangibles		120,512							126,614
Other assets		4,266,457							3,923,371

Total assets	$	53,259,715						$	53,494,525

LIABILITIES
Interest-bearing deposits:
Savings and NOW	$	5,505,938			5,265	0.38	%	$	5,162,852			5,262	0.40	%
Money market		17,247,187			38,656	0.89	%		17,538,319			49,292	1.12	%
Time under $100,000		2,637,651			11,857	1.78	%		2,954,680			16,612	2.23	%
Time $100,000 and over		3,575,690			13,821	1.53	%		4,363,017			22,690	2.06	%
Foreign		1,818,423			2,993	0.65	%		1,901,789			3,478	0.73	%

Total interest-bearing deposits		30,784,889			72,592	0.94	%		31,920,657			97,334	1.21	%


Borrowed funds:
Securities sold, not yet purchased		39,045			503	5.11	%		45,866			590	5.10	%
Federal funds purchased and security repurchase agreements		1,611,774			1,071	0.26	%		1,708,888			1,207	0.28	%
Commercial paper		2,125			5	0.93	%		1,224			3	0.97	%
FHLB advances and other borrowings:
One year or less		89,891			1,135	5.01	%		46,741			525	4.46	%
Over one year		17,963			219	4.84	%		18,854			228	4.80	%
Long-term debt		2,230,949			73,712	13.11	%		1,955,725			59,735	12.12	%

Total borrowed funds		3,991,747			76,645	7.62	%		3,777,298			62,288	6.54	%

Total interest-bearing liabilities		34,776,636			149,237	1.70	%		35,697,955			159,622	1.77	%

Noninterest-bearing deposits		12,151,870							11,428,774

ZIONS BANCORPORATION AND SUBSIDIARIES

CONSOLIDATED AVERAGE BALANCE SHEETS, YIELDS AND RATES (Continued)

(Unaudited)


	Three Months Ended December 31, 2009						Three Months Ended September 30, 2009 3
(In thousands)	Average balance		Amount of interest 1		Average rate		Average balance		Amount of interest 1		Average rate
Other liabilities		601,724						517,200
Total liabilities		47,530,230						47,643,929

Shareholders’ equity:
Preferred equity		1,543,363						1,518,289
Common equity		4,166,944						4,309,497

Controlling interest shareholders’ equity		5,710,307						5,827,786
Noncontrolling interests		19,178						22,810

Total shareholders’ equity		5,729,485						5,850,596

Total liabilities and shareholders’ equity	$	53,259,715					$	53,494,525

Spread on average interest-bearing funds					3.34	%					3.44	%
Taxable-equivalent net interest income and net yield on interest-earning assets			$	462,608	3.81	%			$	478,135	3.91	%

1	Taxable-equivalent rates used where applicable.

2	Net of unearned income and fees, net of related costs. Loans include nonaccrual and restructured loans.

3	Certain amounts were revised as previously discussed.


	Year Ended December 31, 2009							Year Ended December 31, 2008
(In thousands)	Average balance			Amount of interest 1		Average rate		Average balance			Amount of interest 1		Average rate
ASSETS
Money market investments	$	2,380,196		$	7,914	0.33	%	$	1,888,497		$	47,780	2.53	%
Securities:
Held-to-maturity		1,263,618			66,853	5.29	%		1,516,504			101,310	6.68	%
Available-for-sale		3,312,799			104,130	3.14	%		3,266,209			162,170	4.97	%
Trading account		74,642			2,728	3.65	%		42,521			1,875	4.41	%

Total securities		4,651,059			173,711	3.73	%		4,825,234			265,355	5.50	%

Loans held for sale		225,753			11,007	4.88	%		182,443			10,074	5.52	%

Loans:
Net loans and leases excluding FDIC-supported assets 2		40,454,590			2,281,589	5.64	%		40,794,781			2,674,412	6.56	%
FDIC-supported assets		1,058,476			64,418	6.09	%		—			—

Total loans and leases		41,513,066			2,346,007	5.65	%		40,794,781			2,674,412	6.56	%

Total interest-earning assets		48,770,074			2,538,639	5.21	%		47,690,955			2,997,621	6.29	%

Cash and due from banks		1,244,517							1,380,571
Allowance for loan losses		(1,104,151	)						(546,095	)
Goodwill		1,174,407							1,936,865
Core deposit and other intangibles		124,901							136,698

ZIONS BANCORPORATION AND SUBSIDIARIES

CONSOLIDATED AVERAGE BALANCE SHEETS, YIELDS AND RATES (Continued)

(Unaudited)


	Year Ended December 31, 2009						Year Ended December 31, 2008
(In thousands)	Average balance		Amount of interest 1		Average rate		Average balance		Amount of interest 1		Average rate
Other assets		3,838,576						3,162,914
Total assets	$	54,048,324					$	53,761,908

LIABILITIES
Interest-bearing deposits:
Savings and NOW	$	5,035,262		21,618	0.43	%	$	4,446,182		35,538	0.80	%
Money market		17,512,935		216,359	1.24	%		13,738,814		335,030	2.44	%
Time under $100,000		2,908,473		69,516	2.39	%		2,694,891		96,194	3.57	%
Time $100,000 and over		4,327,120		98,472	2.28	%		4,382,386		161,918	3.69	%
Foreign		2,010,476		18,719	0.93	%		3,165,887		84,213	2.66	%

Total interest-bearing deposits		31,794,266		424,684	1.34	%		28,428,160		712,893	2.51	%


Borrowed funds:
Securities sold, not yet purchased		41,573		2,169	5.22	%		32,689		1,574	4.82	%
Federal funds purchased and security repurchase agreements		1,922,896		5,719	0.30	%		2,733,583		53,310	1.95	%
Commercial paper		2,324		32	1.38	%		109,609		4,212	3.84	%
FHLB advances and other borrowings:
One year or less		302,650		6,800	2.25	%		4,588,834		119,779	2.61	%
Over one year		49,747		2,726	5.48	%		128,524		7,369	5.73	%
Long-term debt		2,387,776		175,664	7.36	%		2,448,991		103,116	4.21	%

Total borrowed funds		4,706,966		193,110	4.10	%		10,042,230		289,360	2.88	%

Total interest-bearing liabilities		36,501,232		617,794	1.69	%		38,470,390		1,002,253	2.61	%

Noninterest-bearing deposits		11,052,745						9,144,520
Other liabilities		557,949						578,231

Total liabilities		48,111,926						48,193,141

Shareholders’ equity:
Preferred equity		1,558,046						431,936
Common equity		4,354,634						5,107,675

Controlling interest shareholders’ equity		5,912,680						5,539,611
Noncontrolling interests		23,718						29,156

Total shareholders’ equity		5,936,398						5,568,767

Total liabilities and shareholders’ equity	$	54,048,324					$	53,761,908

Spread on average interest-bearing funds					3.52	%					3.68	%
Taxable-equivalent net interest income and net yield on interest-earning assets			$	1,920,845	3.94	%			$	1,995,368	4.18	%

1	Taxable-equivalent rates used where applicable.

2	Net of unearned income and fees, net of related costs. Loans include nonaccrual and restructured loans.

ZIONS BANCORPORATION AND SUBSIDIARIES

CAPITAL RATIOS

(Unaudited)


	December 31, 2009		September 30, 2009		December 31, 2008
Tangible common equity ratio	6.12	%	5.76	%	5.89	%
Tangible equity ratio	9.16	%	8.73	%	8.91	%

Risk-based capital ratios 1:
Tier 1 common to risk-weighted assets	6.50	%	6.59	%	6.28	%
Tier 1 risk-based capital	10.32	%	10.34	%	10.22	%
Total risk-based capital	13.05	%	13.08	%	14.32	%

1	Ratios for December 31, 2009 are estimates.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


	Zions Bancorporation

Date: February 19, 2010	By:	/S/ THOMAS E. LAURSEN
		Thomas E. Laursen Executive Vice President and General Counsel