Webster Reports Third Quarter 2008 Results; Announces Quarterly Cash Dividend Of $.30 Per Share

Oct 21, 2008

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Net loss of $16.8 million or $.42 loss per diluted share includes:

WATERBURY, Conn., Oct. 21 /PRNewswire-FirstCall/ -- Webster Financial Corporation (NYSE: WBS), the holding company for Webster Bank, N.A., today announced a net loss of $16.8 million or $.42 loss per diluted share for the third quarter of 2008, compared to a net loss of $28.9 million or $.56 loss per diluted share for the second quarter of 2008 and $35.0 million in net income or $.64 per diluted earnings per share for the third quarter of 2007. As detailed below, results in the third quarter of 2008 reflect certain cash and non-cash charges in the quarter aggregating to $.59 per share. Operating income was $14.0 million or $.17 per diluted share adjusting for OTTI and other charges.

For the first nine months of 2008, net loss totaled $21.3 million, or $.51 loss per diluted share, compared to net income of $105.5 million, or $1.89 per diluted share in the year-ago period. Operating income was $61.2 million or $1.08 per diluted share adjusting for OTTI and other charges.

    Detail of Charges to Third Quarter 2008 Earnings (Loss) Per Share:

    Reported loss / loss per diluted share          $(16,754)   $(0.42)
     Adjustments (after-tax):
      Write-down of certain investments to fair
       value                                          28,791      0.55
      Severance and other costs                          998      0.02
      Other charges                                    1,013      0.02
      Operating income / diluted EPS                 $14,048     $0.17

Operating income and operating EPS, representing net income and EPS determined in accordance with generally accepted accounting principles ("GAAP") excluding the effects of the after-tax, non-cash OTTI charge noted above, provide a more meaningful comparison for effectively evaluating the company's operating results.

Webster Chairman and Chief Executive Officer James C. Smith said, "Webster's strong capital levels place us among the best capitalized bank holding companies of our size. During this time of unprecedented economic turmoil, we intend to use our capital strength to help our customers navigate the challenges facing the regional economy. The improvement that Webster has shown this quarter in core operating results would under more normal circumstances be the focus of this report."

Webster will provide details on its third quarter performance in a conference call at 9:00 a.m. today (refer to details for the conference call at the end of this release). In addition, Webster has posted supplemental information regarding its investment securities portfolio and other items. Additional details are available on our website at www.wbst.com.

Charges taken in the third quarter included $33.5 million in write-downs for OTTI for certain investment securities classified as available for sale and $2.1 million in losses on the sale of equity securities. $24.5 million of the OTTI charges were related to capital trust income notes and certain BBB rated pooled capital trust securities. Of the remaining $9.0 million of OTTI charges, $8.0 million were related to FNMA and FHLMC preferred stock and $1 million were related to common equity securities. The amount of tax benefit recognized on the OTTI was based on the tax characteristics of each security (capital or ordinary). Those securities that are treated as capital for tax purposes have limited tax benefits recorded.

Subsequently, on October 3, 2008, the Emergency Economic Stabilization Act was enacted which includes a provision permitting banks to recognize losses relating to FNMA and FHLMC preferred stock as an ordinary loss, thereby allowing the company to tax benefit the losses. Had the legislation been in effect as of September 30, 2008, and had the company recognized the loss as an ordinary loss for the quarter ended September 30, 2008, the positive impact recorded would have been $3.5 million, or $0.07 per diluted share. The company will recognize the additional tax benefit in the quarter ending December 31, 2008 totaling approximately $3.8 million, or $0.07 per diluted share.

Other charges in the quarter include $2.1 million of loss on sale of FNMA and FHLMC preferred stock and $2.5 million in other pre-tax charges, primarily related to the OneWebster earnings optimization initiative.

Webster Chief Financial Officer and Chief Risk Officer Jerry Plush stated, "We are focused on identifying and managing risks during this credit cycle and continue to be proactive in dealing with issues in investments and loans as appropriate. We end the quarter with a solid tangible equity ratio of 6.34 percent."

Board Declares Quarterly Cash Dividend of $.30 per share

Webster also announced today that its Board of Directors, at its October 20, 2008 meeting, declared a regular quarterly cash dividend of $.30 per common share. The dividend is payable on November 17, 2008 to shareholders of record on November 3, 2008. This is the 85th consecutive quarterly dividend since Webster first paid a dividend in 1987. Chairman and CEO Smith noted: "The Board has elected to pay a $.30 dividend to our shareholders given Webster's strong capital position and core operating results. As indicated last quarter, our plan is to determine the appropriate dividend level based on core operating results and Webster's capital needs in the quarters ahead."

Revenues

Total revenue, which consists of net interest income plus total noninterest income, totaled $144.9 million in the third quarter of 2008 compared to $119.9 million in the second quarter of 2008 and $178.5 million a year ago. The declines in the third and second quarters of 2008 compared to a year ago reflect OTTI charges and losses on the sales of certain investment securities.

Net interest income totaled $129.2 million in the third quarter compared to $125.7 million in the second quarter and $127.1 million in the year-ago period. The $3.5 million increase from the second quarter primarily reflects an increase in the net interest margin as well as a higher level of interest- earning assets while the $2.1 million increase from a year ago mostly reflects a higher level of interest-earning assets. The net interest margin was 3.32 percent in the third quarter compared to 3.26 percent in the second quarter and 3.38 percent a year ago. The spread between the yield on interest-earning assets and the cost of interest-bearing liabilities in the third quarter of 2008 was 3.24 percent compared to 3.20 percent in the second quarter of 2008 and 3.29 percent in the third quarter of 2007.

Total noninterest income in the third quarter of 2008 was $15.7 million compared to ($5.7) million in the second quarter of 2008. Noninterest income, excluding OTTI and loss on sale of FNMA and FHLMC preferred stock, was $51.3 million in the third quarter of 2008 compared to $49.2 million in the second quarter and $51.4 million in the year-ago period. Deposit service fees totaled $31.7 million in the third quarter of 2008, an increase of $1.8 million and $1.7 million, respectively compared to $29.9 million in the second quarter and $30.0 million a year ago. Loan-related fees were $7.2 million for the third quarter compared to $7.9 million in the second quarter and $7.7 million in the year-ago period. Wealth and investment services revenues totaled $7.1 million in the third quarter compared to $7.6 million in the second quarter and $7.1 million a year ago. Income from mortgage banking activities was $0.1 million in each of the third and second quarters compared to $1.8 million a year ago. The declines from a year ago reflect the decision to exit the national wholesale mortgage business in the fourth quarter of 2007. Other noninterest income was $2.7 million compared to $0.9 million in the second quarter and $1.7 million a year ago.

Provision For Credit Losses

The total provision for credit losses was $45.5 million compared to $25.0 million in the second quarter and $15.25 million a year ago. $29.9 million of the provision for credit losses was related to the company's continuing portfolios, and $15.6 million was related to the liquidating portfolio. The increase over the second quarter reflects higher levels of nonperforming and delinquent loans, as well as management's decision to expedite the resolution of the remaining liquidating national construction loan portfolio and to provide for additional reserves for the liquidating home equity portfolio.

Net loan charge-offs from the continuing portfolios totaled $20.5 million in the third quarter compared with $11.2 million in the second quarter. Additional net charge-offs of $13.9 million and $6.8 million were recorded in the third quarter against the remaining indirect national construction loans and indirect, out-of-market home equity loans in the liquidating portfolio respectively, compared with net charge-offs of $3.7 million and $5.5 million in the second quarter.

The total allowance for credit losses, which consists of the allowance for loan losses and the reserve for unfunded credit commitments, was $198.7 million or 1.54 percent of total loans at September 30, 2008, compared to 1.52 percent at June 30, 2008 and 1.32 percent at September 30, 2007. Of the total allowance for credit losses as of September 30, 2008, $170.9 million was allocated toward the continuing portfolios and unfunded credit commitments, or 1.36 percent of continuing loans, up from $161.5 million or 1.30 percent of loans as of June 30, 2008 and $27.8 million was allocated to the liquidating portfolio, or 14.0 percent and 7.5 percent of liquidating national construction and home equity loans respectively, a decline from $32.9 million, or 14.3 percent and 7.5 percent respectively, as of June 30, 2008.

Noninterest Expenses

Total noninterest expenses were $117.5 million in the third quarter compared to $137.7 million in the second quarter of 2008 and $113.6 million a year ago. Noninterest expenses excluding goodwill impairment and OneWebster charges were $115.0 million in the third quarter compared to $120.0 million in the second quarter of 2008 and $113.1 million a year ago. Total noninterest expense in the third quarter of 2008 included a $1.0 million subsidiary goodwill impairment charge and $1.5 million of previously disclosed severance and other costs primarily related to the OneWebster earnings optimization initiative while the second quarter of 2008 included a $8.5 million goodwill impairment charge and $12.5 million of other costs consisting of $7.7 million of previously disclosed amounts related to the OneWebster earnings optimization initiative, $1.6 million in severance and other expenses related to early retirement and other executive changes, and $3.2 million of other charges. Plush stated, "As we outlined in previous releases regarding our OneWebster initiative, the benefits of this program would begin to be realized as early as the third quarter of this year. We recognize that showing improvement in our core noninterest expenses, which reflects the early stages of this program and other cost containment measures, is essential, particularly in this uncertain economic environment and in light of higher FDIC insurance premiums in future quarters."

Income Taxes

Due to the pre-tax loss, the effective tax rate for the third quarter was not meaningful. The $1.9 million tax benefit in the quarter on the $18.1 million pre-tax loss applicable to continuing operations in the period was impacted primarily by no tax benefit being available on $22.6 million of securities losses ($7.9 million benefit). Webster's effective tax rate applicable to continuing operations and excluding primarily the effects of the securities losses, was 27 percent as compared to 29.5 percent in the second quarter of 2008 and 31.5 percent a year ago.

Balance Sheet Trends

Total assets were $17.5 billion at September 30, 2008 compared to $17.5 billion at June 30, 2008 and $16.9 billion a year ago. Total loans were $12.9 billion at September 30, 2008 compared to $12.8 billion at June 30, 2008 and $12.4 billion a year ago. In the third quarter, commercial real estate increased by $51 million, while Commercial & Industrial loans grew by $40 million. Consumer loans grew by $36 million while residential mortgage loans declined by $26 million. Securities totaled $3.0 billion at September 30, 2008 compared to $2.5 billion a year ago, which provided offset to a decline of $208 million in loans held for sale.

Total deposits were $11.8 billion, a decrease of $0.7 billion or 6 percent from a year ago, as Webster reduced higher costing brokered certificates of deposits, which declined $107 million, other certificates of deposit, which declined $354 million from a year ago, and money market deposit accounts, which declined $474 million from a year ago. Somewhat offsetting these declines was an increase in NOW and demand deposits of $106 million and a $107 million increase in savings accounts from a year ago. Core deposits as a percent of total deposits was 60.5 percent at September 30, 2008 compared to 62.0 percent in the second quarter and 59.1 percent a year ago. Borrowings totaled $3.7 billion or an increase of $1.4 billion, primarily in repurchase agreements, FED funds purchased and FHLB borrowings, from a year ago. Short- term borrowings continue to represent an attractive alternative to deposits, primarily certificates of deposits, and correspondingly benefit the net interest margin. The company has, given recent market conditions, begun to see strong growth in and consumer preference for certificates of deposit.

Book value per common share of $30.19 at September 30, 2008 compared to $33.73 a year ago. Tangible book value per share was $16.13 at September 30, 2008 compared to $19.62 a year ago. The ratio of tangible equity to tangible assets was 6.34 percent at September 30, 2008 compared to 6.44 percent a year ago. Webster's Tier 1 leverage ratio is 8.64 percent at September 30, 2008 compared to 8.37 percent a year ago, and projected total risk based capital ratio is 13 percent at September 30, 2008 compared with 11.64 percent a year ago.

Asset Quality

Total nonperforming assets were $250.5 million or 1.94 percent of total loans and other real estate owned at September 30, 2008 compared to $224.1 million or 1.75 percent at June 30, 2008. The $26.4 million increase in nonperforming assets was primarily comprised of $26.7 million in residential development projects and $7.4 million in residential loans, $2.7 million in consumer loans and $5.7 million in other real estate owned, somewhat offset by declines in commercial loans of $4.0 million, commercial real estate of $0.7 million and liquidating portfolio of $11.4 million. Nonperforming loans in the liquidating indirect national construction and indirect out of footprint home equity portfolio totaled $17.5 million and $10.8 million at September 30, 2008, respectively compared to $29.0 million and $10.7 million at June 30, 2008 and $18.5 million and $4.2 million a year ago. The decline in liquidating nonperforming loans was the result of management's decision to expedite resolution of the NCLC portfolio.

Past due loans for the continuing portfolios totaled $102.1 million at September 30, 2008, an increase of $34.4 million compared to $67.7 million at June 30, 2008. The increase in past due loans in the continuing portfolio was primarily related to increases of $15.5 million in commercial real estate, $13.0 million in residential loans and $5.1 million in consumer loans. Past due loans for the liquidating portfolio totaled $19.1 million at September 30, 2008 compared to $11.5 million at June 30, 2008.

Webster Financial Corporation is the holding company for Webster Bank, National Association. With $17.5 billion in assets, Webster provides business and consumer banking, mortgage, financial planning, trust and investment services through 181 banking offices, 484 ATMs, telephone banking and the Internet. Webster Bank owns the asset-based lending firm Webster Business Credit Corporation, the insurance premium finance company Budget Installment Corp., Center Capital Corporation, an equipment finance company headquartered in Farmington, Conn., and provides health savings account trustee and administrative services through HSA Bank, a division of Webster Bank. Member FDIC and equal housing lender. For more information about Webster, including past press releases and the latest annual report, visit the Webster website at www.WebsterOnline.com.

Conference Call

A conference call covering Webster's third quarter earnings announcement will be held today, Tuesday, October 21, at 9:00 a.m. EDT and may be heard through Webster's investor relations website at www.wbst.com, or in listen- only mode by calling 1-877-407-8289 or 201-689-8341 internationally. The call will be archived on the website and available for future retrieval.

Forward-looking Statements

Statements in this press release regarding Webster Financial Corporation's business that are not historical facts are "forward-looking statements" that involve risks and uncertainties. For a discussion of such risks and uncertainties that could cause actual results to differ from those contained in the forward-looking statement, see "Forward Looking Statements" in Webster's Annual Report for 2007. Except as required by law, Webster does not undertake to update any such forward looking information.

Non-GAAP Financial Measures

In addition to results presented in accordance with GAAP, this press release contains certain non-GAAP financial measures. A reconciliation of net income and other performance ratios, as adjusted, is included in the accompanying selected financial highlights table.

We believe that providing certain non-GAAP financial measures provides investors with information useful in understanding our financial performance, our performance trends and financial position. Specifically, we provide measures based on what we believe are our operating earnings on a consistent basis and exclude non-core operating items which affect the GAAP reporting of results of operations. We utilize these measures for internal planning and forecasting purposes. We, as well as securities analysts, investors and other interested parties, also use these measures to compare peer company operating performance. We believe that our presentation and discussion, together with the accompanying reconciliations, provides a complete understanding of factors and trends affecting our business and allows investors to view performance in a manner similar to management. These non-GAAP measures should not be considered a substitute for GAAP basis measures and results and we strongly encourage investors to review our consolidated financial statements in their entirety and not to rely on any single financial measure. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies' non-GAAP financial measures having the same or similar names.

    WEBSTER FINANCIAL CORPORATION
    Selected Financial Highlights (unaudited)

                                 At or for the Three      At or for the Nine
                                    Months Ended             Months Ended
                                   September 30,             September 30,
    (In thousands, except per
     share data)                  2008        2007 (c)    2008        2007 (c)

    Net income (loss) and
     performance ratios
     (annualized):

    Net income (loss)          $(16,754)    $34,968    $(21,329)   $105,471
    Net income (loss) per
     diluted common share         (0.42)       0.64       (0.51)       1.89
    Return on average
     shareholders' equity         (3.59) %     7.63  %    (1.59) %     7.50  %
    Return on average tangible
     equity                       (5.96)      13.00       (2.74)      12.60
    Return on average assets      (0.39)       0.83       (0.16)       0.83

    Income (loss) from
     continuing operations and
     performance ratios
     (annualized):

    Income (loss) from
     continuing operations     $(16,236)    $34,575    $(18,248)   $105,527
    Net income (loss) from
     continuing operations per
     diluted common share         (0.41)       0.64       (0.45)       1.89
    Return on average
     shareholders' equity         (3.48) %     7.55 %     (1.36) %     7.51 %
    Return on average tangible
     equity                       (5.78)      12.85       (2.34)      12.60
    Return on average assets      (0.37)       0.82       (0.14)       0.84
    Noninterest income as a
     percentage of total
     revenue                      10.87       28.80       13.22       28.58
    Efficiency ratio (a)          59.73       61.31       63.64       61.68

    Asset quality:

    Allowance for credit
     losses                    $198,669    $164,011    $198,669    $164,011
    Nonperforming assets        250,466     104,174     250,466     104,174
    Allowance for credit
     losses / total loans          1.54 %      1.32 %      1.54 %      1.32 %
    Net charge-offs / average
     loans (annualized)            1.29        0.13        0.89        0.15
    Nonperforming loans /
     total loans                   1.77        0.77        1.77        0.77
    Nonperforming assets /
     total loans plus OREO         1.94        0.84        1.94        0.84
    Allowance for credit
     losses / nonperforming
     loans                        87.25      172.06       87.25      172.06

    Other ratios (annualized):

    Tangible capital ratio         6.34 %      6.44 %      6.34 %      6.44 %
    Total-risk based capital (e)  13.10       11.64       13.10       11.64
    Shareholders' equity /
     total assets                 10.37       10.71       10.37       10.71
    Interest-rate spread           3.24        3.29        3.21        3.32
    Net interest margin            3.32        3.38        3.28        3.42

    Share related:

    Book value per common
     share                       $30.19      $33.73      $30.19      $33.73
    Tangible book value per
     common share                 16.13       19.62       16.13       19.62
    Common stock closing price    25.25       42.12       25.25       42.12
    Dividends declared per
     common share                  0.30        0.30        0.90        0.87

    Common shares issued and
     outstanding                 52,711      53,520      52,711      53,520
    Basic shares (average)       52,032      53,735      52,017      55,166
    Diluted shares (average)     52,032      54,259      52,017      55,753

    Footnotes:
    (a) Calculated using SNL's methodology - noninterest expense (excluding
        foreclosed property expenses, intangible amortization, goodwill
        impairments and other charges) as a percentage of net interest income
        (FTE basis) plus noninterest income (excluding gain/loss on
        securities and other charges).
    (b) For purposes of the yield computation, unrealized gains (losses) on
        securities available for sale are excluded from the average balance.
    (c) Certain previously reported information has been reclassified for the
        effect of reporting Webster Insurance as discontinued operations.
    (d) NCLC is defined as National Construction Lending Center
    (e) The ratios presented are projected for the 2008 reporting periods and
        actual for the 2007 reporting periods.



    WEBSTER FINANCIAL CORPORATION
    Consolidated Balance Sheet   (unaudited)

                                           Sept 30,     June 30,     Sept 30,
    (In thousands)                           2008         2008         2007

      Assets:

      Cash and due from depository
       institutions                        $221,195     $323,480     $264,929
      Short-term investments                  6,449        2,996       80,270

      Investment securities:
       Trading, at fair value                 1,197        2,280          635
       Available for sale, at fair
        value                               824,118      849,591      344,546
       Held-to-maturity                   2,031,665    2,065,771    2,051,277
       Other securities                     134,874      132,210      110,962
          Total securities                2,991,854    3,049,852    2,507,420

      Loans held for sale                     3,247        3,972      211,659

      Loans:
        Residential mortgages             3,567,825    3,594,100    3,677,682
        Commercial                        3,677,069    3,637,395    3,562,394
        Commercial real estate            2,365,181    2,314,497    1,896,566
        Consumer                          3,256,314    3,220,462    3,283,914
          Total loans                    12,866,389   12,766,454   12,420,556
      Allowance for loan losses            (189,169)    (184,868)    (154,532)
          Loans, net                     12,677,220   12,581,586   12,266,024

      Accrued interest receivable            75,830       73,060       86,654
      Premises and equipment, net           188,443      190,273      192,880
      Goodwill and other intangible
       assets, net                          754,026      756,503      769,893
      Cash surrender value of life
       insurance                            277,176      274,570      266,729
      Assets held for disposition               900          900       64,971
      Unsettled trades                       68,996        6,268        1,737
      Deferred tax assets, net              127,628       94,823       41,904
      Prepaid expenses and other assets     123,073      120,353       96,777

      Total Assets                      $17,516,037  $17,478,636  $16,851,847

      Liabilities and Shareholders'
       Equity:

      Deposits:
        Demand deposits                  $1,509,319   $1,583,686   $1,479,503
        NOW accounts                      1,740,650    1,861,997    1,664,025
        Money market deposit accounts     1,591,599    1,591,857    2,065,474
        Savings accounts                  2,318,014    2,452,831    2,211,125
        Certificates of deposit           4,492,767    4,416,165    4,847,060
        Brokered deposits                   180,026      170,031      286,806
          Total deposits                 11,832,375   12,076,567   12,553,993

      Securities sold under agreements
       to repurchase and
        other short-term debt             1,688,728    1,275,024      994,624
      Federal Home Loan Bank advances     1,355,931    1,419,570      628,445
      Long-term debt                        657,004      653,995      666,236
      Liabilities held for disposition            -          -          9,310
      Accrued expenses and other
       liabilities                          155,853      152,198      184,619
          Total liabilities              15,689,891   15,577,354   15,037,227

      Preferred stock of subsidiary
       corporation                            9,577        9,577        9,577

      Shareholders' equity                1,816,569    1,891,705    1,805,043

      Total Liabilities and
       Shareholders' Equity             $17,516,037  $17,478,636  $16,851,847

      See Selected Financial Highlights for footnotes.



    WEBSTER FINANCIAL CORPORATION
    Consolidated Statements of Operations (unaudited)

                                     Three Months Ended     Nine Months Ended
                                           Sept 30,              Sept 30,
    (In thousands, except per
     share data)                      2008        2007      2008        2007

      Interest income:
      Loans                        $175,363    $212,847  $542,421    $632,348
      Investment securities and
       short-term investments        39,210      34,163   116,657     100,006
      Loans held for sale                54       4,616     1,546      18,284
         Total interest income      214,627     251,626   660,624     750,638

      Interest expense:
      Deposits                       57,730      94,484   193,028     271,797
      Borrowings                     27,716      30,083    87,873      93,348
         Total interest expense      85,446     124,567   280,901     365,145

         Net interest income        129,181     127,059   379,723     385,493
      Provision for credit losses    45,500      15,250    86,300      22,500
         Net interest income after
          provision for credit
          losses                     83,681     111,809   293,423     362,993

      Noninterest income:
      Deposit service fees           31,738      29,956    90,114      84,068
      Loan related fees               7,171       7,661    21,920      23,502
      Wealth and investment
       services                       7,070       7,142    21,660      21,657
      Mortgage banking activities        50       1,849       894       8,040
      Increase in cash surrender
       value of life insurance        2,606       2,629     7,810       7,749
      Gain (loss) on sale of
       securities, net                  (50)        482       199       1,526
      Other                           2,731       1,688     5,369       5,591
                                     51,316      51,407   147,966     152,133
      Loss on write-down of
       investments to fair value    (33,507)        -     (89,684)        -
      Loss on sale of FNMA/FHLMC
       preferred stock               (2,060)        -      (2,060)        -
      Visa share redemption             -           -       1,625         -
      Gain on Webster Capital
       Trust I and II securities        -           -         -         2,130
          Total noninterest income   15,749      51,407    57,847     154,263

      Noninterest expenses:
      Compensation and benefits      61,314      61,171   187,623     183,605
      Occupancy                      12,827      11,932    39,637      36,557
      Furniture and equipment        14,892      14,846    45,686      44,418
      Intangible amortization         1,464       2,027     4,476       8,493
      Marketing                       2,478       4,123    11,061      12,486
      Professional services           3,798       3,625    11,657      11,317
      Foreclosed property expense     3,464         231     5,529         376
      Other                          14,759      15,146    45,943      47,189
                                    114,996     113,101   351,612     344,441
      Debt redemption premium           -           -         -         8,940
      Severance and other costs       1,535         452    10,253      10,265
      Impairment of subsidiary
       goodwill                       1,013         -       9,513         -
         Total noninterest expenses 117,544     113,553   371,378     363,646

      Income (loss) from
       continuing operations
       before income taxes          (18,114)     49,663   (20,108)    153,610
      Income taxes (benefit)         (1,878)     15,088    (1,860)     48,083
         Income (loss) from
          continuing operations     (16,236)     34,575   (18,248)    105,527
      Income (loss) from
       discontinued operations,
       net of tax                      (518)        393    (3,081)        (56)
         Net income (loss)         $(16,754)    $34,968  $(21,329)   $105,471

         Preferred stock dividends    4,994         -       4,994         -
         Net income (loss)
          available to common
          shareholders             $(21,748)    $34,968  $(26,323)   $105,471

         Diluted shares (average)    52,032      54,259    52,017      55,753

      Net income (loss) per common share:
      Basic
         Income (loss) from
          continuing operations      $(0.41)      $0.64    $(0.45)      $1.91
         Net income (loss)            (0.42)       0.65     (0.51)       1.91
      Diluted
         Income (loss) from
          continuing operations       (0.41)       0.64     (0.45)       1.89
         Net income (loss)            (0.42)       0.64     (0.51)       1.89

       See Selected Financial Highlights for footnotes.



    WEBSTER FINANCIAL CORPORATION
    Five Quarter Consolidated Statements of Operations (unaudited)

                                            Three Months Ended

    (In thousands, except    Sept 30,  June 30, March 31,  Dec. 31, Sept. 30,
     per share data)           2008      2008      2008      2007      2007

    Interest income:
    Loans                    $175,363  $175,786  $191,272  $205,363  $212,847
    Investment securities
     and short-term
     investments               39,210    38,115    39,332    36,318    34,163
    Loans held for sale            54        92     1,400     3,276     4,616
      Total interest income   214,627   213,993   232,004   244,957   251,626

    Interest expense:
    Deposits                   57,730    60,056    75,242    89,510    94,484
    Borrowings                 27,716    28,251    31,906    32,748    30,083
      Total interest expense   85,446    88,307   107,148   122,258   124,567

      Net interest income     129,181   125,686   124,856   122,699   127,059
    Provision for credit
     losses                    45,500    25,000    15,800    45,250    15,250
      Net interest income
       after provision for
       credit losses           83,681   100,686   109,056    77,449   111,809

    Noninterest income:
    Deposit service fees       31,738    29,943    28,433    30,577    29,956
    Loan related fees           7,171     7,891     6,858     7,328     7,661
    Wealth and investment
     services                   7,070     7,634     6,956     7,507     7,142
    Mortgage banking
     activities                    50       104       740     1,276     1,849
    Increase in cash
     surrender value of life
     insurance                  2,606     2,623     2,581     2,637     2,629
    Gain (loss) on sale of
     securities, net              (50)      126       123       195       482
    Other                       2,731       854     1,784     2,094     1,688
                               51,316    49,175    47,475    51,614    51,407
    Loss on write-down of
     investments to fair
     value                    (33,507)  (54,924)   (1,253)   (3,565)      -
    Loss on sale of
     FNMA/FHLMC preferred
     stock                     (2,060)      -         -         -         -
    VISA share redemption         -         -       1,625       -         -
      Total noninterest
       income                  15,749    (5,749)   47,847    48,049    51,407

    Noninterest expenses:
    Compensation and
     benefits                  61,314    62,866    63,443    59,910    61,171
    Occupancy                  12,827    13,128    13,682    12,321    11,932
    Furniture and equipment    14,892    15,634    15,160    15,353    14,846
    Intangible amortization     1,464     1,464     1,548     1,881     2,027
    Marketing                   2,478     4,940     3,643     1,727     4,123
    Professional services       3,798     3,706     4,153     3,721     3,625
    Foreclosed property
     expense                    3,464     1,552       513     1,634       231
    Other                      14,759    16,565    14,619    16,879    15,146
                              114,996   119,855   116,761   113,426   113,101
    Severance and other
     costs                      1,535     9,368      (650)    6,898       452
    Impairment of subsidiary
     goodwill                   1,013     8,500       -         -         -
      Total noninterest
       expenses               117,544   137,723   116,111   120,324   113,553

    Income (loss) from
     continuing operations
     before income taxes      (18,114)  (42,786)   40,792     5,174    49,663
    Income taxes (benefit)     (1,878)  (14,285)   14,303         5    15,088
      Income (loss) from
       continuing operations  (16,236)  (28,501)   26,489     5,169    34,575
    Income (loss) from
     discontinued
     operations, net of tax      (518)     (439)   (2,124)  (13,867)      393
       Net income (loss)     $(16,754) $(28,940)  $24,365   $(8,698)  $34,968

       Preferred stock
        dividends               4,994       -         -         -         -
       Net income (loss)
        available to common
        shareholders         $(21,748) $(28,940)  $24,365   $(8,698)  $34,968

       Diluted shares
        (average)              52,032    52,017    52,297    52,795    54,259

    Net income (loss) per
     common share:
    Basic
       Income (loss) from
        continuing
        operations             $(0.41)   $(0.55)    $0.51     $0.10     $0.64
       Net income (loss)        (0.42)    (0.56)     0.47     (0.17)     0.65
    Diluted
       Income (loss) from
        continuing
        operations              (0.41)    (0.55)     0.51      0.10      0.64
       Net income (loss)        (0.42)    (0.56)     0.47     (0.16)     0.64

      See Selected Financial Highlights for footnotes.



    WEBSTER FINANCIAL CORPORATION
    Five Quarter Interest-Rate Spreads   (unaudited)

                                               Three Months Ended

                                 September  June    March   December September
                                    30,      30,      31,      31,      30,
                                   2008     2008     2008     2007     2007

      Interest-rate spread
      Yield on interest-earning
       assets                      5.45 %   5.51 %   6.02 %   6.42 %   6.61 %
      Cost of interest-bearing
       liabilities                 2.21     2.31     2.82     3.24     3.32
        Interest-rate spread       3.24 %   3.20 %   3.20 %   3.18 %   3.29 %

        Net interest margin        3.32 %   3.26 %   3.27 %   3.26 %   3.38 %


    Consolidated Average Balances, Yields and Rates Paid   (unaudited)

    Three Months Ended September 30,                        2008
                                                                    Fully tax-
                                              Average               equivalent
    (Dollars in thousands)                    balance    Interest   yield/rate

    Assets:
      Interest-earning assets:
      Loans                                 $12,805,398  $175,363     5.43 %
      Investment securities (b)               2,992,722    42,926     5.54
      Loans held for sale                         3,810        54     5.62
      Short-term investments                      4,193        28     2.64
         Total interest-earning assets       15,806,123   218,371     5.45
      Noninterest-earning assets              1,537,759
         Total assets                       $17,343,882

    Liabilities and Shareholders' Equity:
      Interest-bearing liabilities:
      Demand deposits                        $1,515,047      $-        -   %
      Savings, NOW and money market
          deposit accounts                    5,869,948    19,660     1.33
      Time deposits                           4,670,268    38,070     3.23
         Total deposits                      12,055,263    57,730     1.90
      Securities sold under agreements to
       repurchase
        and other short-term debt             1,332,097     8,517     2.50
      Federal Home Loan Bank advances         1,291,583    10,181     3.08
      Long-term debt                            655,760     9,018     5.50
         Total borrowings                     3,279,440    27,716     3.33
         Total interest-bearing liabilities  15,334,703    85,446     2.21
      Noninterest-bearing liabilities           132,799
         Total liabilities                   15,467,502

      Preferred stock of subsidiary
       corporation                                9,577

      Shareholders' equity                    1,866,803
         Total liabilities and
          shareholders' equity              $17,343,882
      Tax-equivalent net interest income                  132,925
      Less: tax-equivalent adjustment                      (3,744)

      Net interest income                                $129,181

      Interest-rate spread                                            3.24 %
      Net interest margin                                             3.32 %


                                                           2007
                                                                    Fully tax-
                                              Average               equivalent
    (Dollars in thousands)                    balance    Interest   yield/rate

    Assets:
      Interest-earning assets:
      Loans                                 $12,390,191  $212,847     6.80 %
      Investment securities (b)               2,470,938    35,783     5.79
      Loans held for sale                       297,330     4,616     6.21
      Short-term investments                     91,362     1,185     5.08
         Total interest-earning assets       15,249,821   254,431     6.61
      Noninterest-earning assets              1,597,950
         Total assets                       $16,847,771

    Liabilities and Shareholders' Equity:
      Interest-bearing liabilities:
      Demand deposits                        $1,512,450      $-        -   %
      Savings, NOW and money market
          deposit accounts                    5,909,836    34,832     2.34
      Time deposits                           5,224,511    59,652     4.53
         Total deposits                      12,646,797    94,484     2.96
      Securities sold under agreements to
       repurchase
        and other short-term debt               949,452    10,733     4.42
      Federal Home Loan Bank advances           589,427     6,906     4.58
      Long-term debt                            661,075    12,444     7.53
         Total borrowings                     2,199,954    30,083     5.40
         Total interest-bearing liabilities  14,846,751   124,567     3.32
      Noninterest-bearing liabilities           159,375
         Total liabilities                   15,006,126

      Preferred stock of subsidiary
       corporation                                9,577

      Shareholders' equity                    1,832,068
         Total liabilities and
          shareholders' equity              $16,847,771
      Tax-equivalent net interest income                  129,864
      Less: tax-equivalent adjustment                      (2,805)

      Net interest income                                $127,059

      Interest-rate spread                                            3.29 %
      Net interest margin                                             3.38 %


      See Selected Financial Highlights for footnotes.



    WEBSTER FINANCIAL CORPORATION
    Consolidated Average Balances, Yields and Rates Paid  (unaudited)

    Nine Months Ended September 30,                     2008
                                                                   Fully tax-
                                             Average               equivalent
    (Dollars in thousands)                   balance     Interest  yield/rate

    Assets:
       Interest-earning assets:
       Loans                                $12,677,899  $542,421     5.67 %
       Investment securities (b)              2,985,423   127,699     5.57
       Loans held for sale                       35,181     1,546     5.86
       Short-term investments                     4,750       106     2.93
          Total interest-earning assets      15,703,253   671,772     5.65
       Noninterest-earning assets             1,538,806
          Total assets                      $17,242,059

    Liabilities and Shareholders' Equity:
       Interest-bearing liabilities:
       Demand deposits                       $1,480,139        $-      -   %
       Savings, NOW and money market
           deposit accounts                   5,852,690    63,145     1.44
       Time deposits                          4,744,594   129,883     3.65
          Total deposits                     12,077,423   193,028     2.13
       Securities sold under agreements
        to repurchase
         and other short-term debt            1,330,197    28,298     2.80
       Federal Home Loan Bank advances        1,230,280    30,607     3.27
       Long-term debt                           658,387    28,968     5.87
          Total borrowings                    3,218,864    87,873     3.60
          Total interest-bearing
           liabilities                       15,296,287   280,901     2.44
       Noninterest-bearing liabilities          147,620
          Total liabilities                  15,443,907

       Preferred stock of subsidiary
        corporation                               9,577

       Shareholders' equity                   1,788,575
          Total liabilities and
           shareholders' equity             $17,242,059
                                                          390,871
       Less: tax-equivalent adjustment                    (11,148)

       Net interest income                               $379,723

       Interest-rate spread                                           3.21 %
       Net interest margin                                            3.28 %



                                                           2007
                                                                   Fully tax-
                                             Average               equivalent
    (Dollars in thousands)                   balance     Interest  yield/rate

    Assets:
       Interest-earning assets:
       Loans                                $12,380,468  $632,348     6.78 %
       Investment securities (b)              2,402,321   105,023     5.84
       Loans held for sale                      390,651    18,284     6.24
       Short-term investments                    73,122     2,913     5.25
          Total interest-earning assets      15,246,562   758,568     6.61
       Noninterest-earning assets             1,598,840
          Total assets                      $16,845,402

    Liabilities and Shareholders' Equity:
       Interest-bearing liabilities:
       Demand deposits                       $1,511,333      $-        -   %
       Savings, NOW and money market
           deposit accounts                   5,733,793    93,982     2.19
       Time deposits                          5,256,838   177,815     4.52
          Total deposits                     12,501,964   271,797     2.91
       Securities sold under agreements
        to repurchase
         and other short-term debt              970,515    33,208     4.51
       Federal Home Loan Bank advances          743,770    26,490     4.70
       Long-term debt                           591,331    33,650     7.59
          Total borrowings                    2,305,616    93,348     5.36
          Total interest-bearing
           liabilities                       14,807,580   365,145     3.29
       Noninterest-bearing liabilities          154,169
          Total liabilities                  14,961,749

       Preferred stock of subsidiary
        corporation                               9,577

       Shareholders' equity                   1,874,076
          Total liabilities and
           shareholders' equity             $16,845,402
                                                          393,423
       Less: tax-equivalent adjustment                     (7,930)

       Net interest income                               $385,493

       Interest-rate spread                                           3.32 %
       Net interest margin                                            3.42 %


      See Selected Financial Highlights for footnotes.



    WEBSTER FINANCIAL CORPORATION
    Five Quarter Nonperforming Assets (unaudited)

                             Sept. 30,  June 30,  March 31, Dec. 31, Sept. 30,
    (Dollars in thousands)      2008      2008      2008      2007      2007

    Nonperforming loans:
     Continuing Portfolio:
      Commercial:
       Commercial             $51,081   $55,788   $30,264   $26,804   $25,845
       Equipment financing      7,462     6,718     5,719     6,473     5,054
          Total commercial     58,543    62,506    35,983    33,277    30,899

      Commercial real estate    8,971     9,710     7,809     8,523    10,116
      Residential
       development             74,808    48,130    13,402     4,373     4,122
      Residential:
       Residential
        construction to
        permanent               8,189     6,660     4,200     2,820       -
       All other               25,474    19,633    22,042    19,532    14,811
          Total residential    33,663    26,293    26,242    22,352    14,811

      Consumer                 23,427    20,745    17,084    14,455    12,688
      Nonperforming loans -
       continuing portfolio   199,412   167,384   100,520    82,980    72,636

     Liquidating Portfolio:
       NCLC (d)                17,491    29,025    29,804    22,797    18,486
       Consumer                10,801    10,651     9,378     7,126     4,199
      Nonperforming loans -
       liquidating portfolio   28,292    39,676    39,182    29,923    22,685
    Total nonperforming
     loans                    227,704   207,060   139,702   112,903    95,321

    Other real estate owned
     and repossessed assets:
      Commercial               13,287     6,776     6,590     2,211     5,233
      Residential               6,014     4,071     1,820     1,062       985
      Consumer                  3,461     6,193     5,872     4,896     2,635
     Total other real estate
      owned and repossessed
      assets                   22,762    17,040    14,282     8,169     8,853

    Total nonperforming
     assets                  $250,466  $224,100  $153,984  $121,072  $104,174

     Accruing loans 90 or
      more days past due         $708    $1,380    $1,032    $1,891    $1,286


    See Selected Financial Highlights for footnotes.



    WEBSTER FINANCIAL CORPORATION
    Five Quarter Past Due Loans (unaudited)

                               Sept. 30, June 30, March 31, Dec. 31, Sept. 30,
    (Dollars in thousands)        2008     2008      2008     2007     2007

    Past Due 30-89 days:
       Continuing Portfolio:
      Commercial:
        Commercial               $7,196   $8,337   $10,229   $13,291   $4,237
        Equipment financing       8,102    9,414    10,269     5,644    3,057
           Total commercial      15,298   17,751    20,498    18,935    7,294
      Commercial real estate     18,241    2,756    24,655     8,178   13,369
      Residential development     5,832    2,485     5,999     3,876    7,648
      Residential:
        Residential
         construction to
         permanent                4,156    1,914     3,339     3,743    1,656
        All other                35,341   24,621    22,295    19,967   22,501
           Total residential     39,497   26,535    25,634    23,710   24,157
      Consumer                   23,279   18,137    20,721    22,347   17,836
      Past Due 30-89 days -
       continuing portfolio     102,147   67,664    97,507    77,046   70,304

       Liquidating Portfolio:
        NCLC (d)                  3,758    3,486     4,983    13,143   10,209
        Consumer                 15,370    8,063    10,473     8,793    7,815
      Past Due 30-89 days -
       liquidating portfolio     19,128   11,549    15,456    21,936   18,024

    Past Due 90 days or more:
        Commercial                  534    1,380       596     1,141    1,031
        Commercial real estate      174      -         -         550      -
        Residential development     -        -         436       200      255
      Past Due 90 days or more      708    1,380     1,032     1,891    1,286

        Total                  $121,983  $80,593  $113,995  $100,873  $89,614


    See Selected Financial Highlights for footnotes.



    WEBSTER FINANCIAL CORPORATION
    Five Quarter Changes in the Allowance for Credit Losses (unaudited)

                                               For the Three Months Ended
                                           Sept. 30,    June 30,    March 31,
    (Dollars in thousands)                   2008         2008        2008

    Beginning balance                      $194,368    $189,808    $197,586
     Provision                               45,500      25,000      15,800

    Charge-offs continuing portfolio:
         Commercial                          13,837       3,903      10,949
         Equipment financing                    998         672         490
         Commercial real estate                 -           378         -
         Residential development                161       3,711         -
         Residential                          1,624       1,036       1,480
         Consumer                             4,643       2,784       3,697
        Charge-offs continuing portfolio:    21,263      12,484      16,616
    Recoveries                                 (714)     (1,290)       (827)
         Net loan charge-offs                20,549      11,194      15,789
    Charge-offs liquidating portfolio:
         NCLC (d)                            14,025       4,203       4,341
         Consumer                             6,767       5,450       3,448
        Charge-offs liquidating portfolio:   20,792       9,653       7,789
    Recoveries                                 (142)       (407)        -
         Net loan charge-offs                20,650       9,246       7,789
    Total net charge-offs                    41,199      20,440      23,578

    Ending balance                         $198,669    $194,368    $189,808

     Components:
       Allowance for loan losses           $189,169    $184,868    $180,308
       Reserve for unfunded credit
        commitments                           9,500       9,500       9,500
         Allowance for credit losses       $198,669    $194,368    $189,808

    Asset Quality Ratios:

    Allowance for loan losses / total loans    1.47 %      1.45 %      1.43 %
    Allowance for credit losses / total loans  1.54        1.52        1.51
    Net charge-offs / average loans
     (annualized)                              1.29        0.64        0.75
    Nonperforming loans / total loans          1.77        1.62        1.11
    Nonperforming assets / total loans
     plus OREO                                 1.94        1.75        1.22
    Allowance for credit losses /
     nonperforming loans                      87.25       93.87      135.87

    Continuing Portfolio
    Allowance for loan losses / total loans    1.29  %     1.23  %     1.13  %
    Allowance for credit losses / total loans  1.36        1.30        1.21
    Net charge-offs / average loans
     (annualized)                              0.66        0.36        0.52
    Nonperforming loans / total loans          1.59        1.35        0.82
    Nonperforming assets / total loans
     plus OREO                                 1.74        1.47        0.93
    Allowance for credit losses /
     nonperforming loans                      85.66       96.48      146.92

    Liquidating Portfolio

    NCLC
    Allowance for loan losses / total loans   14.01  %    14.26  %    18.77  %
    Net charge-offs / average loans
     (annualized)                             92.69       23.00       25.78
    Nonperforming loans / total loans         42.20       45.68       43.49
    Allowance for loan losses /
     nonperforming loans                      33.19       31.22       43.15

    Consumer
    Allowance for loan losses / total loans    7.45  %     7.53 %      8.96 %
    Net charge-offs / average loans
     (annualized)                              8.81        6.75        4.20
    Nonperforming loans / total loans          3.65        3.37        2.87
    Allowance for loan losses /
     nonperforming loans                     204.08      223.63      312.09


                                                 For the Three Months Ended
                                                 Dec. 31,         Sept. 30,
    (Dollars in thousands)                         2007             2007

    Beginning balance                           $164,011          $152,750
     Provision                                    45,250            15,250

    Charge-offs continuing portfolio:
          Commercial                               2,182             1,609
          Equipment financing                        303               266
          Commercial real estate                     -                 117
          Residential development                    -                 -
          Residential                                 71               364
          Consumer                                 1,833             1,613
         Charge-offs continuing
          portfolio:                               4,389             3,969
    Recoveries                                    (1,611)           (1,018)
          Net loan charge-offs                     2,778             2,951
    Charge-offs liquidating portfolio:
          NCLC (d)                                 7,051                69
          Consumer                                 1,846               969
         Charge-offs liquidating
          portfolio:                               8,897             1,038
    Recoveries                                       -                 -
          Net loan charge-offs                     8,897             1,038
    Total net charge-offs                         11,675             3,989

    Ending balance                              $197,586          $164,011

     Components:
        Allowance for loan losses               $188,086          $154,532
        Reserve for unfunded credit commitments    9,500             9,479
          Allowance for credit losses           $197,586          $164,011

    Asset Quality Ratios:

    Allowance for loan losses / total loans         1.51 %            1.24 %
    Allowance for credit losses / total loans       1.58              1.32
    Net charge-offs / average loans
     (annualized)                                   0.38              0.13
    Nonperforming loans / total loans               0.90              0.77
    Nonperforming assets / total loans plus OREO    0.97              0.84
    Allowance for credit losses /
     nonperforming loans                          175.01            172.06

    Continuing Portfolio
    Allowance for loan losses / total loans         1.15 %             n/a
    Allowance for credit losses / total loans       1.23               n/a
    Net charge-offs / average loans
     (annualized)                                   0.09               n/a
    Nonperforming loans / total loans               0.69               n/a
    Nonperforming assets / total loans plus OREO    0.76               n/a
    Allowance for credit losses /
     nonperforming loans                          177.98               n/a

    Liquidating Portfolio

    NCLC
    Allowance for loan losses / total loans        20.65  %            n/a
    Net charge-offs / average loans (annualized)   25.43               n/a
    Nonperforming loans / total loans              27.37               n/a
    Allowance for loan losses /
     nonperforming loans                           75.45               n/a

    Consumer
    Allowance for loan losses / total loans         9.60 %             n/a
    Net charge-offs / average loans (annualized)    2.17               n/a
    Nonperforming loans / total loans               2.09               n/a
    Allowance for loan losses /
     nonperforming loans                          458.88               n/a

    See Selected Financial Highlights for footnotes.

SOURCE Webster Financial Corporation