As previously announced, Heritage Financial Group and its affiliates have adopted a plan to reorganize from a two-tier mutual holding company to a full stock holding company and will undertake a "second-step" offering of shares of the new holding company's common stock in subscription, community and syndicated offerings. A proxy statement has been mailed to shareholders and depositors, who will vote to approve the plan of conversion on November 23, 2010. The conversion and offering is expected to be completed in the fourth quarter, subject to shareholder, depositor and regulatory approvals. Keefe Bruyette & Woods will manage the subscription and community offerings and will serve as the sole book-running manager for the offering. Sterne Agee & Leach will serve as co-manager for the syndicated offering.Net interest income for the third quarter increased 38% to $5,106,000 from $3,706,000 in the same quarter last year, primarily reflecting a higher level of interest-earning assets as lower yields on interest-earning assets were offset by reduced rates on interest-bearing liabilities. The Company's net interest margin declined 18 basis points to 3.50% in the third quarter of 2010 from 3.68% in the year-earlier period due primarily to lower loan yields. On a linked-quarter basis, net interest margin decreased five basis points to 3.50% in the third quarter from 3.55% in the second quarter of 2010. Net interest income for the first nine months of 2010 increased 33% to $14,211,000 from $10,687,000 for the year-earlier period, again reflecting the impact of a higher level of interest-earning assets. The Company's net interest margin was 3.57% for the first nine months of 2010, reflecting an increase of 16 basis points from 3.41% in the comparable period last year. Total nonperforming loans and nonperforming assets were $12,199,000 and $14,986,000, respectively, at September 30, 2010, up from $7,514,000 and $10,533,000, respectively, at June 30, 2010, but only slightly changed from $12,990,000 and $13,888,000, respectively, at September 30, 2009. Although nonperforming loans to total loans increased during the third quarter versus the second quarter of 2010, rising to 2.95% as of September 30, 2010, versus 1.93% at June 30, 2010, the relative amount of nonperforming loans declined significantly from 4.34% at September 30, 2009, primarily due to the growth in the loan portfolio from acquisition activity and internal growth. The increase in nonperforming loans during the quarter was primarily due to the addition of one relationship totaling $4.0 million. This loan is secured by various residential rental properties located in Southwest Georgia, and has been on the Bank's watch list since the first quarter of 2010 due to deteriorating cash flow. The Bank expects to restructure this loan during the fourth quarter, and believes it is adequately reserved at this time. Additionally, the Company has continued to reduce its exposure to acquisition, construction and development loans, with those declining to only 7% of its core portfolio at September 30, 2010, from 11% at the end of the third quarter of 2009. Net charge-offs to average outstanding loans in the total portfolio, on an annualized basis, were 0.45% for the third quarter of 2010 versus 0.48% for the second quarter of 2010 and 0.29% in the year-earlier period. Management believes that nonperforming assets and net charge-offs will likely remain at elevated levels, at least in the near term, because of the continued weakness in the economy.