Sovereign Bancorp, Inc. Announces 2005 Third Quarter Net Income of $181 Million and Operating/Cash Earnings of $197 Million

GAAP EPS of $.48, up 100%, and Operating/Cash EPS of $.50, up 9%

Sovereign Bancorp, Inc. Announces 2005 Third Quarter Net Income of $181 Million and Operating/Cash Earnings of $197 Million

PHILADELPHIA, Oct. 18 /PRNewswire-FirstCall/ -- Sovereign Bancorp, Inc. ("Sovereign") , parent company of Sovereign Bank ("Bank"), today reported third quarter 2005 net income in accordance with generally accepted accounting principles of $181 million, or $.48 per diluted share, as compared to $83 million, or $.24 per diluted share, for the third quarter of 2004. Net income in the third quarter of 2004 included merger and integration charges related to the Seacoast Financial Services Corporation acquisition of $18.2 million, after-tax, or $.05 per share, and a debt extinguishment charge of $42.6 million after-tax, or $.12 per share.

For the quarter ended September 30, 2005, Sovereign's reported operating/cash earnings increased 25% to $197 million, or $.50 per diluted share, which excluded $11.9 million, or $.03 per share, related to amortization of intangible assets, as compared to $158 million, or $.46 per diluted share, a year ago, which excluded the above mentioned merger and integration and debt extinguishment charges and $14.6 million, or $.04 per share, related to amortization of intangible assets. Effective in the fourth quarter of 2004, Sovereign combined its definition of operating earnings and cash earnings and the related per share amounts into one number which excludes amortization of core deposit intangibles, in addition to special items. Since some of these special items are difficult to predict and make the results of normal operations less clear, management believes the presentation of financial measures excluding the impact of these items provides useful supplemental information in evaluating the operating results of Sovereign's core businesses. A reconciliation of net income to operating/cash earnings, as well as the related earnings per share amounts, is included in a later section of this release.

Sovereign's net income for the third quarter of 2005 produced annualized returns on average assets and average shareholders' equity of 1.21% and 13.05%, respectively. Operating/cash earnings for the third quarter of 2005 produced annualized operating/cash return on average assets and average tangible shareholders' equity of 1.27% and 28.58%, respectively.

Commenting on results for the third quarter of 2005, Jay S. Sidhu, Sovereign's Chairman and Chief Executive Officer, said, "We are pleased to show improvement in our core competencies this quarter. Average core deposits grew 8% annualized from second quarter levels, while total deposits increased 10%. While remaining disciplined in our underwriting, commercial loan growth remained very strong at 17%, annualized, and our consumer loan portfolio increased 5%, annualized, from second quarter levels. Credit quality continues to be strong, as annualized net charge-offs were down slightly from second quarter levels to 18 basis points. We repurchased eight million shares of our common stock during the quarter, bringing our year-to-date repurchases through quarter-end to 20 million shares," concluded Sidhu.

Net Interest Income and Margin

Sovereign reported net interest income of $396 million for the third quarter of 2005, an increase of $33 million, or 9%, compared to the third quarter of 2004. Sovereign's average loan portfolio increased during the third quarter by $990 million to $42.3 billion, reflecting an annualized growth rate of 10%. Included in period-end commercial loan balances was the effect of a securitization of $832 million of dealer floor plan loans, which was completed on September 30, 2005. Sovereign's average deposits increased $908 million during the quarter, reflecting an annualized growth rate of 10%. Average core deposits (excludes time deposits) increased during the quarter by approximately $557 million to $27.3 billion, reflecting an annualized growth rate of 8%, with the majority of the growth in zero- or lower-cost checking deposits.

Net interest margin was 3.04% for the third quarter of 2005, compared to 3.17% in the third quarter of 2004. "The prolonged flatness of the yield curve facing the entire industry has continued to put pressure on our net interest margin in the near-term. As we believe this interest rate environment may persist in the near-term, we have taken several steps and are currently evaluating several options to stabilize or improve our net interest margin going forward," stated Mark R. McCollom, Sovereign's Chief Financial Officer. "Loan yields on our commercial loan portfolio expanded nicely during the quarter, up 35 basis points from second quarter levels, while total deposit costs (including non-interest bearing DDA) increased 25 basis points during the same period."

Non-Interest Income

Consumer and commercial banking fees again reached all-time highs during the quarter, up 3% and 20%, respectively, from second quarter 2005 levels and 19% and 35%, respectively, from a year ago. Consumer banking fees increased by $12.2 million to $75.0 million, or 19%, compared to the same period in 2004, primarily driven by growth in loan and deposit fees. Commercial banking fees increased by $11.0 million to $42.7 million, or 35%, over the same period a year ago, primarily driven by growth in loan fees and cash management fees as well as a gain of $3.9 million on the previously mentioned dealer floor plan securitization completed during the third quarter. Excluding this gain, commercial banking fees were up 9% from last quarter and 22% from a year ago.

Mortgage banking revenues for the quarter were $29.0 million, compared to $21.5 million last quarter and a loss of $4.1 million in the same quarter a year ago. Mortgage banking revenue increased $7.4 million from second quarter levels reflecting sales of mortgage and home equity loans and a reversal of mortgage servicing right impairment reserves of $6.8 million. Mortgage banking results are detailed in the financial tables attached to this release. As of September 30, 2005, mortgage servicing rights, net of reserves of $3.9 million, were $87.6 million and our servicing portfolio was $7.3 billion, with a capitalized cost of 121 basis points.

Non-Interest Expense

G&A expenses for the quarter were $277 million, including acquisitions, as compared to $238 million a year ago. On a linked quarter basis, G&A expenses were up $3.5 million mostly as a result of increased marketing efforts. "Year-to-date G&A expenses continue to be favorable to our plan. Operating leverage remains positive, resulting in a 157 basis points improvement in our efficiency ratio from a year ago. Our efficiency ratio was 48.9% in the third quarter of 2005," commented McCollom.

On a GAAP basis, Sovereign's effective tax rate was 24.1% in the third quarter; on an operating basis, it was 24.8%.

Asset Quality

Sovereign continued to see improvement in net charge-offs during the third quarter of 2005. Annualized net charge-offs decreased to .18% of average loans at September 30, 2005, compared to .19% at June 30, 2005 and .25% at September 30, 2004. Non-performing assets ("NPAs") increased $7.9 million during the quarter to $181 million at September 30, 2005. NPAs to total assets were unchanged from second quarter levels at .29%. Sovereign's provision for loan losses was $20.0 million this quarter compared to $22.0 million in the second quarter and $25.0 million in the third quarter of 2004. The allowance for loan losses to total loans decreased slightly to 1.02% at September 30, 2005, as compared to 1.07% at June 30, 2005 and 1.15% at September 30, 2004. The allowance for loan losses to non-performing loans now stands at 257%, as compared to 272% at June 30, 2005 and 276% at September 30, 2004.

Capital

During the quarter, Sovereign repurchased eight million shares under a previously announced repurchase program. Year-to-date Sovereign has repurchased 20 million shares, or more than 5% of fully diluted shares outstanding. Sovereign's Tier 1 leverage ratio was 6.48% at September 30, 2005. Tangible common equity to tangible assets, excluding other comprehensive income ("OCI"), was 4.84% and including OCI was 4.54%. The equity to assets ratio was 9.00% at September 30, 2005. Sovereign Bank's Tier 1 leverage ratio was 6.58% and the Bank's risk-based capital ratio was 10.33% at September 30, 2005. "Management remains committed to its capital allocation discipline. In addition to share repurchases during the quarter, the Board of Directors also declared a 50% increase to our cash dividend," commented McCollom.

Looking Ahead

"In closing, we were pleased with third quarter loan and deposit growth trends, credit quality continues to be strong, revenues are growing at a faster pace than expenses resulting in positive operating leverage, and we continue to generate and deploy $200 million of tangible common equity per quarter. Year-to-date we have returned 98% of net income to our shareholders through cash dividends and share repurchases. The interest rate environment remains a challenge, and we acknowledge it is unlikely we will achieve our stretch goal of $2.00 in operating/cash earnings per share for 2005. However, we are currently achieving that run rate with $.50 of operating/cash earnings per share in the third quarter. We remain very focused on maintaining our interest rate, credit risk and capital management discipline through this difficult interest rate environment and on achieving an operating earnings growth rate of 10% or higher over the long-term," Sidhu concluded.

Based upon our October 17 stock price of $21.55, Sovereign is trading at a P/E of 11.8x analysts mean 2005 estimate and 136% of current book value. The book value per share at September 30, 2005 was $15.81.

Sovereign Bancorp, Inc., ("Sovereign") , is the parent company of Sovereign Bank, a $63 billion financial institution with more than 650 community banking offices, over 1,000 ATMs and approximately 10,000 team members with principal markets in the Northeast United States. Sovereign offers a broad array of financial services and products including retail banking, business and corporate banking, cash management, capital markets, trust and wealth management and insurance. Sovereign is the 19th largest banking institution in the United States. For more information on Sovereign Bank, visit <http://www.sovereignbank.com/> or call 1-877-SOV-BANK.

Interested parties will have the opportunity to listen to a live web-cast of Sovereign's Third Quarter 2005 earnings call on Wednesday, October 19 beginning at 8:30 a.m. ET at http://www.sovereignbank.com/ >Investor Relations >News >Conference Calls/Webcasts; or http://phx.corporate-ir.net/phoenix.zhtml?p=irol- eventDetails&c=67999&eventID=1138948. The web-cast replay can be accessed anytime from 11:00 a.m. ET on Wednesday, October 19, 2005 through 12:00 a.m. ET on Monday, December 19, 2005. Questions may be submitted during the call via email to investor@sovereignbank.com . A telephone replay will be accessible from 11:00 a.m. ET on Wednesday, October 19, 2005 through 12:00 a.m. ET (midnight) on Monday, October 24, 2005 by dialing 800-642-1687, confirmation id #9788706.

Note:

This press release contains financial information determined by methods other than in accordance with U.S. Generally Accepted Accounting Principles ("GAAP"). Sovereign's management uses the non-GAAP measure of Operating/Cash Earnings, and the related per share amount, in their analysis of the company's performance. This measure, as used by Sovereign, adjusts net income determined in accordance with GAAP to exclude the effects of special items, including significant gains or losses that are unusual in nature or are associated with acquiring and integrating businesses, and certain non-cash charges. Operating/cash earnings for the first, second and third quarters of 2005 represent net income adjusted for the after-tax effects of merger-related and integration charges, certain restructuring charges and the amortization of intangible assets. Since certain of these items and their impact on Sovereign's performance are difficult to predict, management believes presentations of financial measures excluding the impact of these items provide useful supplemental information in evaluating the operating results of Sovereign's core businesses. These disclosures should not be viewed as a substitute for net income determined in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other companies.

This press release contains statements of Sovereign's strategies, plans, and objectives, as well as estimates of future operating results for 2005 for Sovereign Bancorp, Inc. as well as estimates of financial condition, operating and cash efficiencies and revenue generation. These statements and estimates constitute forward-looking statements (within the meaning of the Private Securities Litigation Reform Act of 1995), which involve significant risks and uncertainties. Actual results may differ materially from the results discussed in these forward-looking statements. Factors that might cause such a difference include, but are not limited to, general economic conditions, changes in interest rates, deposit flows, loan demand, real estate values and competition; changes in accounting principles, policies, or guidelines; changes in legislation or regulation; Sovereign's ability in connection with any acquisition to complete such acquisition and to successfully integrate assets, liabilities, customers, systems and management personnel Sovereign acquires into its operations and to realize expected cost savings and revenue enhancements within expected time frame; the possibility that expected one-time merger-related charges are materially greater than forecasted or that final purchase price allocations based on the fair value of acquired assets and liabilities and related adjustments to yield and/or amortization of the acquired assets and liabilities at any acquisition date are materially different from those forecasted; other economic, competitive, governmental, regulatory, and technological factors affecting the Company's operations, integrations, pricing, products and services; and acts of God, including natural disasters.

Sovereign Bancorp is followed by several market analysts. Please note that any opinions, estimates, forecasts, or predictions regarding Sovereign Bancorp's performance or recommendations regarding Sovereign's securities made by these analysts are theirs alone and do not represent opinions, estimates, forecasts, predictions or recommendations of Sovereign Bancorp or its management. Sovereign Bancorp does not by its reference to any analyst opinions, estimates, forecasts regarding Sovereign's performance or recommendations regarding Sovereign's securities imply Sovereign's endorsement of or concurrence with such information, conclusions or recommendations.

   Sovereign Bancorp, Inc. and Subsidiaries
   FINANCIAL HIGHLIGHTS
   (unaudited)
                                                 Quarter Ended

                                   Sept. 30 June 30 Mar. 31 Dec. 31 Sept. 30
                                      2005    2005    2005    2004    2004
  (dollars in millions, except
   per share data)

  Operating Data

  Net income                         $181.0  $183.5  $146.2  $137.4   $82.5
  Net income for EPS purposes (1)     187.4   189.8   152.5   143.7    88.9
  Operating/cash earnings (2)         197.2   196.5   183.3   167.5   157.9
  Net interest income                 395.6   402.9   398.2   387.0   363.0
  Provision for loan losses            20.0    22.0    22.0    27.0    25.0
  Total fees and other income before
   securities transactions            171.0   158.9   133.4   126.5   108.3
  Net gain (loss) on investment
   securities                           1.7     3.4     8.0   (24.7)   20.2
  G&A expense                         276.9   273.4   257.1   257.3   237.7
  Other expenses                       32.6    27.1    63.8    30.5   129.1

  Performance Statistics

  Bancorp

  Net interest margin                 3.04%   3.13%   3.26%   3.29%   3.17%
  Operating/cash return on average
   assets  (2)                        1.27%   1.31%   1.29%   1.22%   1.17%
  Operating/cash return on average
   equity  (2)                       13.74%  13.84%  13.30%  13.61%  13.82%
  Operating/cash return on average
   tangible equity (2)               28.58%  29.09%  26.45%  26.65%  26.96%
  Annualized net loan charge-offs to
   average loans                      0.18%   0.19%   0.20%   0.28%   0.25%
  Efficiency ratio (3)               48.87%  48.67%  48.36%  50.10%  50.44%


  Per Share Data

  Basic earnings per share            $0.50   $0.50   $0.40   $0.40   $0.25
  Diluted earnings per share (1)       0.48    0.47    0.38    0.38    0.24
  Operating/cash earnings per
   share (2)                           0.50    0.49    0.46    0.48    0.46
  Dividend declared per share          .040    .040    .030    .030    .030
  Book value (4)                      15.81   15.70   15.22   14.41   13.95
  Common stock price:
    High                              24.72   22.70   23.73   22.61   22.48
    Low                               21.69   20.13   21.89   21.14   20.48
    Close                            $22.04  $22.34  $22.16  $22.55  $21.82
  Weighted average common shares:
    Basic                             360.3   367.9   368.9   345.6   335.6
    Diluted (1)                       393.1   400.4   401.3   377.6   367.8
  End-of-period common shares:
    Basic                             358.5   365.8   374.8   346.1   345.3
    Diluted (1)                       390.7   398.3   407.4   378.2   377.3


                                                       Year to Date

                                                Sept. 30           Sept. 30
                                                  2005               2004
  (dollars in millions, except
   per share data)

  Operating Data

  Net income                                      $510.7             $316.1
  Net income for EPS purposes (1)                  529.7              331.0
  Operating/cash earnings (2)                      577.0              434.7
  Net interest income                            1,196.6            1,017.8
  Provision for loan losses                         64.0              100.0
  Total fees and other income before
   securities transactions                         463.3              341.6
  Net gain (loss) on investment securities          13.0               39.0
  G&A expense                                      807.4              685.4
  Other expenses                                   123.4              205.7

  Performance Statistics

  Bancorp

  Net interest margin                              3.14%              3.23%
  Operating/cash return on average assets (2)      1.29%              1.18%
  Operating/cash return on average equity (2)     13.63%             14.53%
  Operating/cash return on average
   tangible equity (2)                            28.03%             25.68%
  Annualized net loan charge-offs to
   average loans                                   0.20%              0.39%
  Efficiency ratio (3)                            48.64%             50.42%


  Per Share Data

  Basic earnings per share                         $1.40              $1.01
  Diluted earnings per share (1)                    1.33               0.97
  Operating/cash earnings per share (2)             1.45               1.36
  Dividend declared per share                      0.110              0.085
  Book value (4)                                   15.81              13.95
  Common stock price:
    High                                           24.72              24.51
    Low                                            20.13              19.51
    Close                                         $22.04             $21.82
  Weighted average common shares:
    Basic                                          365.6              314.4
    Diluted (1)                                    398.2              341.1
  End-of-period common shares:
    Basic                                          358.5              345.3
    Diluted (1)                                    390.7              377.3


  NOTES:
  (1)  Effective in the fourth quarter of 2004, Sovereign adopted EITF 04-8
       "Accounting Issues Related to Certain Features of Contingently
       Convertible Debt and the Effect on Diluted Earnings per Share."  This
       EITF requires the potential dilution from contingently convertible
       debt be included in the calculation of diluted earnings per share
       upon the issuance of the debt and that the after-tax impact of the
       interest expense on this debt be added back to net income for
       earnings per share purposes.  Sovereign issued $800 million of
       contingently convertible trust preferred equity income redeemable
       securities in the first quarter of 2004.  Prior period earnings per
       share were required to be restated.  We have excluded the impact of
       this pronouncement in our calculation of 2004 operating/cash earnings
       per share.
  (2)  Operating/cash earnings represent net income excluding the after-tax
       effects of special items, such as significant gains or losses that
       are unusual in nature or are associated with acquiring or integrating
       businesses, losses on the early retirement of debt, other than
       temporary impairment charges on Fannie Mae and Freddie Mac preferred
       equity securities, amortization of intangible assets, and certain
       restructuring charges.  Additionally, for 2004, operating/cash
       earnings excludes the impact of EITF 04-8.  See page I and J for a
       reconciliation of GAAP and Non-GAAP measures.
  (3)  Efficiency ratio equals general and administrative expense as a
       percentage of total revenue, defined as the sum of net interest
       income and total fees and other income before securities
       transactions.
  (4)  Book value equals stockholders' equity at period-end divided by
       common shares outstanding.


   Sovereign Bancorp, Inc. and Subsidiaries
   FINANCIAL HIGHLIGHTS
   (unaudited)
                                               Quarter Ended

                               Sept. 30  June 30  Mar. 31  Dec. 31 Sept. 30
                                 2005     2005     2005     2004     2004
  (dollars in millions)

  Financial Condition Data:

  General
    Total assets                $62,942  $59,922  $58,926  $54,471  $55,755
    Loans                        42,692   41,267   40,320   36,631   35,262
    Total deposits and customer
     related accounts:           37,333   36,102   36,686   32,556   33,102
      Core deposits and other
       customer related
       accounts                  27,395   26,683   27,225   25,441   25,744
      Time deposits               9,937    9,419    9,461    7,114    7,358
    Borrowings                   18,897   17,069   15,555   16,140   16,919
    Minority interests              205      205      204      204      203
    Stockholders' equity          5,668    5,743    5,705    4,988    4,815
    Goodwill                      2,714    2,714    2,721    2,125    2,103
    Core deposit intangible         232      250      269      257      305

  Asset Quality
    Non-performing assets        $181.1   $173.2   $186.9   $160.1   $168.8
    Non-performing loans         $169.9   $162.4   $171.9   $143.6   $147.5
    Non-performing assets to
     total assets                 0.29%    0.29%    0.32%    0.29%    0.30%
    Non-performing loans to
     total loans                  0.40%    0.39%    0.43%    0.39%    0.42%
    Allowance for loan losses    $436.8   $442.5   $437.7   $408.7   $406.6
    Allowance for loan losses
      to total loans              1.02%    1.07%    1.09%    1.12%    1.15%
    Allowance for loan losses
      to non-performing loans      257%     272%     255%     285%     276%

  Capitalization - Bancorp (1)
    Stockholders' equity to
     total assets                 9.00%    9.58%    9.68%    9.16%    8.64%
    Tier 1 leverage capital
     ratio                        6.48%    6.86%    6.96%    7.05%    6.56%
    Tangible equity to tangible
     assets, excluding OCI        4.84%    5.13%    5.22%    5.25%    4.77%
    Tangible equity to tangible
     assets, including OCI        4.54%    4.88%    4.86%    5.00%    4.51%

  Capitalization - Bank (1)
    Stockholders' equity to
     total assets                10.46%   11.30%   11.58%   10.77%   10.20%
    Tier 1 leverage capital
     ratio                        6.58%    7.16%    7.44%    7.21%    6.66%
    Tier 1 risk-based capital
     ratio                        7.83%    8.64%    8.93%    8.79%    8.51%
    Total risk-based capital
     ratio                       10.33%   11.27%   11.59%   11.64%   11.43%

  (1) All capital ratios are calculated based upon adjusted end of period
      assets consistent with OTS guidelines.  The current quarter ratios are
      estimated as of the date of this earnings release.


   Sovereign Bancorp, Inc. and Subsidiaries
   CONSOLIDATED BALANCE SHEETS
   (unaudited)
                                       Sept. 30      June 30      Mar. 31
  (dollars in thousands)                  2005         2005         2005
  Assets
  Cash and amounts due
   from depository institutions        $1,438,240   $1,176,891     $981,674
  Investments:
      Available-for-sale                8,244,029    7,529,964    7,709,353
      Held-to-maturity                  4,500,881    4,055,135    3,839,848
         Total investments             12,744,910   11,585,099   11,549,201
  Loans:
      Commercial                       16,222,920   16,152,017   15,363,592
      Consumer                         26,468,719   25,115,462   24,956,412
         Total loans                   42,691,639   41,267,479   40,320,004
  Less allowance for loan losses         (436,828)    (442,484)    (437,661)
         Total loans, net              42,254,811   40,824,995   39,882,343
  Premises and equipment, net             401,868      391,140      394,604
  Accrued interest receivable             265,120      247,505      258,849
  Goodwill                              2,714,073    2,713,894    2,720,651
  Core deposit intangible                 231,740      250,025      268,528
  Bank owned life insurance             1,006,820      996,645      992,426
  Other assets                          1,884,316    1,736,089    1,877,557
         Total assets                 $62,941,898  $59,922,283  $58,925,833

  Liabilities and Stockholders' Equity
  Liabilities:
  Deposits and other customer related
   accounts:
      Core and other customer related
       accounts                       $27,395,257  $26,682,873  $27,224,877
      Time deposits                     9,937,334    9,418,691    9,460,879
         Total                         37,332,591   36,101,564   36,685,756
  Borrowings and other debt
   obligations                         18,897,237   17,068,806   15,554,598
  Other liabilities                       839,055      804,363      775,976
         Total liabilities             57,068,883   53,974,733   53,016,330
  Minority interests                      205,176      204,721      204,286
  Stockholders' equity:
      Common Stock                      3,649,507    3,636,750    3,609,269
      Warrants and stock options          337,156      339,517      346,116
      Unallocated ESOP shares             (23,707)     (23,707)     (23,707)
      Treasury stock                     (467,265)    (280,223)     (64,495)
      Accumulated other
       comprehensive loss                (170,619)    (105,727)    (169,312)
      Retained earnings                 2,342,767    2,176,219    2,007,346
         Total stockholders' equity     5,667,839    5,742,829    5,705,217
         Total liabilities and
          stockholders' equity        $62,941,898  $59,922,283  $58,925,833


                                               Dec. 31           Sept. 30
  (dollars in thousands)                         2004              2004
  Assets
  Cash and amounts due
  from depository institutions                $1,160,922        $1,266,044
  Investments:
      Available-for-sale                       7,642,558        10,111,845
      Held-to-maturity                         3,904,319         4,027,472
         Total investments                    11,546,877        14,139,317
  Loans:
      Commercial                              13,864,240        13,445,735
      Consumer                                22,766,839        21,815,966
         Total loans                          36,631,079        35,261,701
  Less allowance for loan losses                (408,716)         (406,612)
         Total loans, net                     36,222,363        34,855,089
  Premises and equipment, net                    353,337           352,089
  Accrued interest receivable                    226,012           225,918
  Goodwill                                     2,125,081         2,103,158
  Core deposit intangible                        256,694           304,754
  Bank owned life insurance                      885,807           879,189
  Other assets                                 1,694,220         1,629,450
         Total assets                        $54,471,313       $55,755,008

  Liabilities and Stockholders' Equity
  Liabilities:
  Deposits and other customer related
   accounts:
      Core and other customer related
       accounts                              $25,441,145       $25,743,796
      Time deposits                            7,114,373         7,357,882
         Total                                32,555,518        33,101,678
  Borrowings and other debt obligations       16,140,128        16,919,164
  Other liabilities                              583,389           715,326
         Total liabilities                    49,279,035        50,736,168
  Minority interests                             203,906           203,488
  Stockholders' equity:
      Common Stock                             2,949,870         2,934,733
      Warrants and stock options                 317,842           318,874
      Unallocated ESOP shares                    (23,707)          (26,078)
      Treasury stock                             (19,136)          (19,767)
      Accumulated other comprehensive loss      (108,092)         (136,645)
      Retained earnings                        1,871,595         1,744,235
         Total stockholders' equity            4,988,372         4,815,352
         Total liabilities and
          stockholders' equity               $54,471,313       $55,755,008


   Sovereign Bancorp, Inc. and Subsidiaries
   CONSOLIDATED STATEMENTS OF OPERATIONS
   (unaudited)
                                             Quarter Ended
                            Sept. 30  June 30   Mar. 31   Dec. 31  Sept. 30
                              2005      2005      2005      2004     2004
  (dollars in thousands,
   except per share data)
  Interest and dividend
   income:
     Interest on interest-
      earning deposits        $2,022    $1,896    $2,233    $1,721   $1,505
     Interest on investment
      securities
       Available for sale     90,854    95,878    94,884   102,945  124,803
       Held to maturity       47,624    45,091    45,119    45,512   46,470
     Interest on loans       607,966   566,936   518,820   474,010  412,771
       Total interest and
        dividend income      748,466   709,801   661,056   624,188  585,549
  Interest expense:
     Deposits and related
      customer accounts      169,084   139,879   114,178    91,731   83,160
     Borrowings              183,817   167,047   148,700   145,445  139,439
       Total interest
        expense              352,901   306,926   262,878   237,176  222,599
       Net interest
        income               395,565   402,875   398,178   387,012  362,950
  Provision for loan losses   20,000    22,000    22,000    27,000   25,000
       Net interest income
        after provision for
        loan losses          375,565   380,875   376,178   360,012  337,950
  Non-interest income:
     Consumer banking fees    74,992    73,063    66,555    67,759   62,771
     Commercial banking fees  42,745    35,531    33,008    32,843   31,757
     Mortgage banking
      revenue (1)             28,967    21,547    11,932     4,726   (4,080)
     Capital markets revenue   5,382     3,700     4,686     6,548    3,409
     Bank owned life
      insurance income        12,066    12,918    10,903    10,136    9,922
     Other                     6,856    12,092     6,351     4,480    4,498
       Total fees and other
        income before
        security gains       171,008   158,851   133,435   126,492  108,277
     Net gain/(loss) on
      securities               1,675     3,355     7,979   (24,728)  20,247
       Total non-
        interest income      172,683   162,206   141,414   101,764  128,524
  Non-interest expense:
  General and
   administrative
     Compensation and
      benefits               140,532   135,803   125,125   123,967  114,871
     Occupancy and
      equipment               61,096    61,348    62,870    59,221   54,976
     Technology expense       21,349    21,606    18,668    21,486   18,935
     Outside services         15,362    13,805    14,648    13,901   14,332
     Marketing expense        14,455    11,757    11,047    13,089   11,983
     Other administrative
      expenses                24,107    29,072    24,756    25,587   22,583
       Total general and
        administrative       276,901   273,391   257,114   257,251  237,680
  Other expenses:
     Amortization of core
      deposit intangibles     18,284    18,815    18,956    17,670   19,836
     Other minority interest
      expense                  5,837     5,752     5,668     5,630    5,502
     Equity method
      investments             11,656    10,966    10,770    11,875   10,257
     Loss on debt
      extinguishment             -         -         -         500   65,546
     Restructuring charges    (1,222)      -       5,204       -        -
     Merger-related and
      integration charges     (2,000)   (8,447)   23,191    (5,169)  27,941
       Total other
        expenses              32,555    27,086    63,789    30,506  129,082
         Total non-
          interest expense   309,456   300,477   320,903   287,757  366,762
       Income before
        income taxes         238,792   242,604   196,689   174,019   99,712
  Income tax expense          57,749    59,133    50,538    36,590   17,170
       Net income           $181,043  $183,471  $146,151  $137,429  $82,542


  (1) Mortgage banking
   activity is summarized
   below:
  Gains on sale of mortgage
   loans, mortgage backed
   securities, and home
   equity loans (2)          $21,274   $28,371    $6,377    $2,438   $4,090
  Net gains/(loss) recorded
   under SFAS 133                717       314       653      (111)    (112)
  Mortgage servicing fees,
   net of mortgage
   servicing rights
   amortization                  139     1,627       948       664    1,343
  Mortgage servicing right
   (impairments)/recoveries    6,837    (8,765)    3,954     1,735   (9,401)
       Total mortgage
        banking revenues     $28,967   $21,547   $11,932    $4,726  $(4,080)

  (2) Third quarter 2005 results include a gain of $13.1 million related to
      the sale of $503 million of home equity loans.


                                                     Year to Date
                                                Sept. 30          Sept. 30
                                                  2005              2004
  (dollars in thousands, except per
   share data)
  Interest and dividend income:
     Interest on interest-earning deposits        $6,151            $3,013
     Interest on investment securities
       Available for sale                        281,616           398,526
       Held to maturity                          137,834           107,168
     Interest on loans                         1,693,722         1,091,249
       Total interest and dividend income      2,119,323         1,599,956
  Interest expense:
     Deposits and related customer accounts      423,141           211,314
     Borrowings                                  499,564           370,837
       Total interest expense                    922,705           582,151
       Net interest income                     1,196,618         1,017,805
  Provision for loan losses                       64,000           100,000
       Net interest income after
        provision for loan losses              1,132,618           917,805
  Non-interest income:
     Consumer banking fees                       214,610           174,828
     Commercial banking fees                     111,284            90,994
     Mortgage banking revenue (1)                 62,446            17,783
     Capital markets revenue                      13,768            13,395
     Bank owned life insurance income             35,887            29,136
     Other                                        25,299            15,441
       Total fees and other income before
        security gains                           463,294           341,577
     Net gain/(loss) on securities                13,009            38,957
       Total non-interest income                 476,303           380,534
  Non-interest expense:
  General and administrative
     Compensation and benefits                   401,460           324,175
     Occupancy and equipment                     185,314           161,452
     Technology expense                           61,623            55,873
     Outside services                             43,815            39,414
     Marketing expense                            37,259            33,434
     Other administrative expenses                77,935            71,062
       Total general and administrative          807,406           685,410
  Other expenses:
     Amortization of core deposit intangibles     56,055            54,965
     Other minority interest expense              17,257            16,376
     Equity method investments                    33,392            19,596
     Loss on debt extinguishment                     -              63,261
     Restructuring charges                         3,982               -
     Merger-related and integration charges       12,744            51,528
       Total other expenses                      123,430           205,726
         Total non-interest expense              930,836           891,136
       Income before income taxes                678,085           407,203
  Income tax expense                             167,420            91,080
       Net income                               $510,665          $316,123


  (1) Mortgage banking activity is
   summarized below:
  Gains on sale of mortgage loans,
   mortgage backed securities, and home
   equity loans (2)                              $56,022           $23,367
  Net gains/(loss) recorded under SFAS 133         1,684            (1,909)
  Mortgage servicing fees, net of
   mortgage servicing rights amortization          2,714              (148)
  Mortgage servicing right
   (impairments)/recoveries                        2,026            (3,527)
       Total mortgage banking revenues           $62,446           $17,783

  (2) Third quarter 2005 results include a gain of $13.1 million related to
      the sale of $503 million of home equity loans.


   Sovereign Bancorp, Inc. and Subsidiaries
   AVERAGE BALANCE, INTEREST AND YIELD/RATE ANALYSIS
   (unaudited)
                                                   Quarter Ended
                                                September 30, 2005
                                            Average                 Yield/
  (dollars in thousands)                    Balance    Interest (1)  Rate
  Earning assets:
     Investment securities                $11,974,043    $153,802    5.14%
     Loans:
       Commercial                          16,440,068     259,500    6.27%
       Consumer:
         Residential mortgages             10,663,656     142,308    5.34%
         Home equity loans and lines of
          credit                           10,321,853     139,150    5.36%
       Total consumer loans secured by
        real estate                        20,985,509     281,458    5.35%
         Auto Loans                         4,400,376      58,359    5.26%
         Other                                515,522      10,147    7.81%
       Total Consumer                      25,901,407     349,964    5.38%
       Total loans                          42,341,475     609,464    5.73%
       Allowance for loan losses             (441,930)
       Total earning assets                53,873,588    $763,266    5.64%
  Other assets                              7,709,266
       Total assets                       $61,582,854

  Funding liabilities:
     Deposits and other customer related
      accounts:
         NOW accounts                      $8,991,339     $42,601    1.88%
         Customer repurchase agreements       903,053       6,630    2.91%
         Savings accounts                   3,753,311       6,452    0.68%
         Money market accounts              8,294,441      35,390    1.69%
       Core and other customer related
        accounts                           21,942,144      91,073    1.65%
       Time deposits                        9,810,041      78,011    3.15%
       Total                               31,752,185     169,084    2.11%

    Borrowings:
       Federal Home Loan Bank advances     12,581,448     130,270    4.11%
       Fed funds and repurchase
        agreements                          1,096,237      10,214    3.72%
       Other borrowings                     4,250,969      43,333    4.06%
       Total borrowings                    17,928,654     183,817    4.08%
       Total funding liabilities           49,680,839     352,901    2.82%
  Non-interest bearing DDA (2)              5,393,736
  Other liabilities                           813,383
       Total liabilities                   55,887,958
  Stockholders' equity                      5,694,895
       Total liabilities and
        stockholders' equity              $61,582,853
  Net interest income                                    $410,365
  Interest rate spread                                               2.82%
  Contribution from interest free funds                               0.22
  Net interest margin                                                3.04%


                                                  Quarter Ended
                                                  June 30, 2005
                                            Average                 Yield/
  (dollars in thousands)                    Balance    Interest (1)  Rate
  Earning assets:
     Investment securities                $12,178,325    $154,041    5.06%
     Loans:
       Commercial                          15,768,250     232,919    5.92%
       Consumer:
         Residential mortgages             10,634,549     138,329    5.20%
         Home equity loans and lines of
          credit                           10,127,012     132,418    5.24%
       Total consumer loans secured by
        real estate                        20,761,561     270,747    5.22%
         Auto Loans                         4,262,377      53,717    5.05%
         Other                                559,544      10,680    7.66%
       Total Consumer                      25,583,482     335,144    5.25%
       Total loans                         41,351,732     568,063    5.50%
       Allowance for loan losses             (444,761)
       Total earning assets                53,085,296    $722,105    5.45%
  Other assets                              7,103,038
       Total assets                       $60,188,334

  Funding liabilities:
     Deposits and other customer related
      accounts:
         NOW accounts                      $8,425,311     $31,835    1.52%
         Customer repurchase agreements       795,418       4,790    2.42%
         Savings accounts                   3,864,148       6,243    0.65%
         Money market accounts              8,417,965      31,034    1.48%
       Core and other customer related
        accounts                           21,502,842      73,902    1.38%
       Time deposits                        9,458,184      65,977    2.80%
       Total                               30,961,026     139,879    1.81%

    Borrowings:
       Federal Home Loan Bank advances     11,775,740     116,767    3.98%
       Fed funds and repurchase
        agreements                          1,614,427      12,167    3.02%
       Other borrowings                     4,164,200      38,113    3.67%
       Total borrowings                    17,554,367     167,047    3.81%
       Total funding liabilities           48,515,393     306,926    2.54%
  Non-interest bearing DDA (2)              5,276,428
  Other liabilities                           698,857
       Total liabilities                   54,490,678
  Stockholders' equity                      5,697,656
       Total liabilities and
        stockholders' equity              $60,188,334
  Net interest income                                    $415,179
  Interest rate spread                                               2.91%
  Contribution from interest free funds                               0.22
  Net interest margin                                                3.13%


                                                   Quarter Ended
                                                September 30, 2004
                                            Average                 Yield/
  (dollars in thousands)                    Balance    Interest (1)  Rate
  Earning assets:
     Investment securities                $15,045,842    $183,007    4.86%
     Loans:
       Commercial                          13,006,393     162,723    4.91%
       Consumer:
         Residential mortgages              6,675,476      86,906    5.21%
         Home equity loans and lines of
          credit                            8,177,146     101,600    4.95%
       Total consumer loans secured by
        real estate                        14,852,622     188,506    5.06%
         Auto Loans                         4,198,175      53,553    5.07%
         Other                                544,404      10,349    7.52%
       Total Consumer                      19,595,201     252,408    5.14%
       Total loans                         32,601,594     415,131    5.05%
       Allowance for loan losses             (395,427)
       Total earning assets                47,252,009    $598,138    5.03%
  Other assets                              6,223,444
       Total assets                       $53,475,453

  Funding liabilities:
     Deposits and other customer related
      accounts:
         NOW accounts                      $7,117,978     $16,366    0.91%
         Customer repurchase agreements       821,182       1,977    0.96%
         Savings accounts                   3,621,567       4,966    0.55%
         Money market accounts              8,256,017      24,040    1.16%
       Core and other customer related
        accounts                           19,816,744      47,349    0.95%
       Time deposits                        6,985,446      35,811    2.04%
       Total                               26,802,190      83,160    1.23%

    Borrowings:
       Federal Home Loan Bank advances      9,759,462      87,986    3.54%
       Fed funds and repurchase
        agreements                          2,797,876      16,206    2.31%
       Other borrowings                     3,921,692      35,247    3.56%
       Total borrowings                    16,479,030     139,439    3.34%
       Total funding liabilities           43,281,220     222,599    2.05%
  Non-interest bearing DDA (2)              4,936,996
  Other liabilities                           713,062
       Total liabilities                   48,931,278
  Stockholders' equity                      4,544,175
       Total liabilities and
        stockholders' equity              $53,475,453
  Net interest income                                    $375,539
  Interest rate spread                                               2.98%
  Contribution from interest free funds                               0.19
  Net interest margin                                                3.17%

  (1) Tax equivalent basis
  (2) In the third quarter of 2005, Sovereign reclassified its non-interest
      earning deposits to be shown as a separate component of other
      liabilities to be consistent with industry practice.  This change had
      no impact to Sovereign's historically reported net interest margin.


   Sovereign Bancorp, Inc. and Subsidiaries
   AVERAGE BALANCE, INTEREST AND YIELD/RATE ANALYSIS
   (unaudited)
                                                  Year to Date
                                               September 30, 2005
                                          Average                   Yield/
  (dollars in thousands)                  Balance     Interest (1)   Rate
  Earning assets:
     Investment securities               $12,093,200     $461,037   5.08%
     Loans:
       Commercial                         15,698,330      696,827   5.93%
       Consumer:
         Residential mortgages            10,160,711      403,313   5.29%
         Home equity loans and lines of
          credit                          10,151,595      402,393   5.30%
       Total consumer loans secured by
        real estate                       20,312,306      805,706   5.29%
         Auto loans                        4,322,967      164,936   5.10%
         Other                               550,965       31,073   7.54%
       Total Consumer                     25,186,238    1,001,715   5.31%
       Total loans                        40,884,568    1,698,542   5.55%
       Allowance for loan losses            (439,881)
       Total earning assets               52,537,887   $2,159,579   5.49%
  Other assets                             7,247,966
       Total assets                      $59,785,853

  Funding liabilities:
     Deposits and other customer related
      accounts:
         NOW accounts                     $8,489,687      $99,891   1.57%
         Customer repurchase agreements      847,264       15,436   2.44%
         Savings accounts                  3,848,607       18,826   0.65%
         Money market accounts             8,288,830       91,910   1.48%
       Core and other customer related
        accounts                          21,474,388      226,063   1.41%
       Time deposits                       9,313,316      197,078   2.83%
       Total                              30,787,704      423,141   1.84%
    Borrowings:
       Federal Home Loan Bank advances    11,761,895      351,972   4.00%
       Fed funds and repurchase
        agreements                         1,382,706       31,918   3.08%
       Other borrowings                    4,190,575      115,674   3.69%
       Total borrowings                   17,335,176      499,564   3.85%
       Total funding liabilities          48,122,880      922,705   2.56%
       Demand deposit accounts  (2)        5,278,467
  Other liabilities                          723,684
       Total liabilities                  54,125,031
  Stockholders' equity                     5,660,822
       Total liabilities and
        stockholders' equity             $59,785,853
  Net interest income                                  $1,236,874
  Interest rate spread                                              2.93%
  Contribution from interest free funds                              0.21
  Net interest margin                                               3.14%


                                                  Year to Date
                                               September 30, 2004
                                          Average                   Yield/
  (dollars in thousands)                  Balance     Interest (1)   Rate
  Earning assets:
     Investment securities               $14,645,912     $538,827   4.90%
     Loans:
       Commercial                         12,171,171      433,788   4.69%
       Consumer:
         Residential mortgages             5,549,520      221,298   5.32%
         Home equity loans and lines of
          credit                           7,352,876      267,437   4.86%
       Total consumer loans secured by
        real estate                       12,902,396      488,735   5.05%
         Auto loans                        3,765,366      149,463   5.30%
         Other                               451,538       24,822   7.32%
       Total Consumer                     17,119,300      663,020   5.16%
       Total loans                        29,290,471    1,096,808   4.97%
       Allowance for loan losses            (364,857)
       Total earning assets               43,571,526   $1,635,635   4.99%
  Other assets                             5,558,865
       Total assets                      $49,130,391

  Funding liabilities:
    Deposits and other customer related
     accounts:
         NOW accounts                     $6,476,239      $35,968   0.74%
         Customer repurchase agreements      828,830        4,417   0.71%
         Savings accounts                  3,390,266       13,615   0.54%
         Money market accounts             7,483,336       57,393   1.02%
       Core and other customer related
        accounts                          18,178,671      111,393   0.82%
       Time deposits                       6,390,430       99,921   2.09%
       Total                              24,569,101      211,314   1.15%
    Borrowings:
       Federal Home Loan Bank advances     8,701,974      245,027   3.72%
       Fed funds and repurchase
        agreements                         2,833,640       31,153   1.46%
       Other borrowings                    3,785,105       94,657   3.31%
       Total borrowings                   15,320,719      370,837   3.20%
       Total funding liabilities          39,889,820      582,151   1.95%
       Demand deposit accounts (2)         4,562,465
  Other liabilities                          681,635
       Total liabilities                  45,133,920
  Stockholders' equity                     3,996,471
       Total liabilities and
        stockholders' equity             $49,130,391
  Net interest income                                  $1,053,484
  Interest rate spread                                              3.04%
  Contribution from interest free funds                              0.19
  Net interest margin                                               3.23%


  (1) Tax equivalent basis
  (2) In the third quarter of 2005, Sovereign reclassified its non-interest
      earning deposits to be shown as a separate component of other
      liabilities to be consistent with industry practice.  This change had
      no impact to Sovereign's historically reported net interest margin.


   Sovereign Bancorp, Inc. and Subsidiaries
   SUPPLEMENTAL INFORMATION
   (unaudited)

  NON-PERFORMING ASSETS

                               Sept. 30  June 30  Mar. 31  Dec. 31 Sept. 30
  (dollars in thousands)          2005     2005     2005     2004     2004
  Non-accrual loans:
    Consumer:
      Residential mortgages     $33,427  $31,717  $37,669  $33,656  $32,858
      Home equity loans and
       lines of credit           37,051   35,007   33,383   26,801   23,217
      Auto loans                    462      365      539      632      649
      Other consumer loans        2,873    3,013    3,715      588      551
    Total consumer loans         73,813   70,102   75,306   61,677   57,275
    Commercial                   95,303   91,358   95,528   80,799   89,061
      Total non-accrual loans   169,116  161,460  170,834  142,476  146,336
  Restructured loans                822      939    1,026    1,097    1,205
      Total non-performing
       loans                    169,938  162,399  171,860  143,573  147,541
  Real estate owned, net          6,107    8,494   11,286   12,276   16,397
  Other repossessed assets        5,083    2,302    3,709    4,247    4,824
      Total non-performing
       assets                   181,128  173,195  186,855  160,096  168,762

  Non-performing loans as a
   percentage of total loans      0.40%    0.39%    0.43%    0.39%    0.42%
  Non-performing assets as a
   percentage of total assets     0.29%    0.29%    0.32%    0.29%    0.30%
  Non-performing assets as a
   percentage of total loans,
   real estate owned and
   repossessed assets             0.42%    0.42%    0.46%    0.44%    0.48%
  Allowance for loan losses as
   a percentage of non-
   performing loans                257%     272%     255%     285%     276%


  NET LOAN CHARGE-OFFS

                               Sept. 30  June 30  Mar. 31  Dec. 31 Sept. 30
  Quarters ended (in thousands)   2005     2005     2005     2004     2004
    Commercial real estate         $219     $294    $(492)    $614  $(1,064)
    Commercial and industrial
     and other                    6,209    8,964    7,200   10,357   10,823
    Total Commercial              6,428    9,258    6,708   10,971    9,759

      Residential mortgages         109       72       43      444      326
      Home equity loans and lines
       of credit                  4,319    3,115    1,831    1,268    1,630
    Total consumer loans secured
     by real estate               4,428    3,187    1,874    1,712    1,956
      Auto loans                  7,539    5,851    9,557   10,769    7,619
      Other consumer loans        1,059    1,126    1,449    1,444    1,136
    Total Consumer               13,026   10,164   12,880   13,925   10,711

      Total                     $19,454  $19,422  $19,588  $24,896  $20,470


  DEPOSIT AND OTHER CUSTOMER RELATED ACCOUNT COMPOSITION - End of period

                                       Sept. 30      June 30      Mar. 31
  Quarters ended (in thousands)           2005         2005         2005
    Demand deposit accounts            $5,414,212   $5,378,465   $5,377,378
    NOW accounts                        9,170,052    8,269,183    8,422,725
    Customer repurchase agreements        959,024      875,203      828,388
    Savings accounts                    3,684,423    3,807,967    3,922,642
    Money market accounts               8,167,546    8,352,055    8,673,744
    Certificates of deposits            9,937,334    9,418,691    9,460,879
      Total                           $37,332,591  $36,101,564  $36,685,756

                                               Dec. 31           Sept. 30
  Quarters ended (in thousands)                  2004              2004
    Demand deposit accounts                   $5,087,531        $5,072,090
    NOW accounts                               7,838,584         7,748,012
    Customer repurchase agreements               837,643           848,890
    Savings accounts                           3,807,099         3,667,116
    Money market accounts                      7,870,288         8,407,688
    Certificates of deposits                   7,114,373         7,357,882
      Total                                  $32,555,518       $33,101,678


  LOAN COMPOSITION - End of period

                                       Sept. 30      June 30      Mar. 31
  Quarters ended (in thousands)           2005         2005         2005
    Commercial real estate             $7,151,189   $6,946,477   $6,837,814
    Commercial industrial loans         9,071,731    9,205,540    8,525,778
  Total commercial loans               16,222,920   16,152,017   15,363,592
      Residential mortgages            11,198,366    9,997,066    9,782,953
      Home equity loans and lines of
       credit                          10,301,161   10,300,629   10,280,735
    Total consumer loans secured by
     real estate                       21,499,527   20,297,695   20,063,688
      Auto loans                        4,463,931    4,285,537    4,296,296
      Other consumer loans                505,261      532,230      596,428
  Total consumer loans                 26,468,719   25,115,462   24,956,412

  Total loans                         $42,691,639  $41,267,479  $40,320,004


                                               Dec. 31           Sept. 30
  Quarters ended (in thousands)                  2004              2004
    Commercial real estate                    $5,824,133        $5,800,536
    Commercial industrial loans                8,040,107         7,645,199
  Total commercial loans                      13,864,240        13,445,735
      Residential mortgages                    8,497,496         7,958,974
      Home equity loans and lines of
       credit                                  9,577,656         8,988,139
    Total consumer loans secured by real
     estate                                   18,075,152        16,947,113
      Auto loans                               4,205,547         4,340,487
      Other consumer loans                       486,140           528,366
  Total consumer loans                        22,766,839        21,815,966

  Total loans                                $36,631,079       $35,261,701


   Sovereign Bancorp, Inc. and Subsidiaries
   SUPPLEMENTAL INFORMATION
   (unaudited)

  DEPOSIT AND OTHER CUSTOMER RELATED ACCOUNT COMPOSITION - Average

                                       Sept. 30      June 30      Mar. 31
  Quarters ended (in thousands)           2005         2005         2005
    Demand deposit accounts            $5,393,736   $5,276,428   $5,162,704
    NOW accounts                        8,991,339    8,425,311    8,041,978
    Customer repurchase agreements        903,053      795,418      842,657
    Savings accounts                    3,753,311    3,864,148    3,930,308
    Money market accounts               8,294,441    8,417,965    8,152,525
    Certificates of deposits            9,810,041    9,458,184    8,659,080
         Total                        $37,145,921  $36,237,454  $34,789,252

  LOAN COMPOSITION - Average

                                       Sept. 30      June 30      Mar. 31
  Quarters ended (in thousands)           2005         2005         2005
    Commercial real estate             $7,019,781   $6,909,795   $6,494,572
    Commercial industrial loans         8,499,513    8,008,968    7,522,968
    Other                                 920,774      849,487      852,977
  Total commercial loans               16,440,068   15,768,250   14,870,517
    Residential mortgages              10,663,656   10,634,549    9,167,485
    Home equity loans and lines of
     credit                            10,321,853   10,127,012   10,002,411
  Total consumer loans secured by
   real estate                         20,985,509   20,761,561   19,169,896
    Auto loans                          4,400,376    4,262,377    4,305,100
    Other consumer loans                  515,522      559,544      578,520
  Total consumer loans                 25,901,407   25,583,482   24,053,516

  Total loans                         $42,341,475  $41,351,732  $38,924,033


  DEPOSIT AND OTHER CUSTOMER RELATED ACCOUNT COMPOSITION - Average

                                                Dec. 31          Sept. 30
  Quarters ended (in thousands)                   2004             2004
    Demand deposit accounts                   $5,103,981        $4,936,996
    NOW accounts                               7,544,694         7,117,978
    Customer repurchase agreements               851,928           821,182
    Savings accounts                           3,821,004         3,621,567
    Money market accounts                      8,082,448         8,256,017
    Certificates of deposits                   7,221,061         6,985,446
         Total                               $32,625,116       $31,739,186

  LOAN COMPOSITION - Average

                                                Dec. 31          Sept. 30
  Quarters ended (in thousands)                   2004             2004
    Commercial real estate                    $5,788,936        $5,621,144
    Commercial industrial loans                6,953,564         6,534,378
    Other                                        857,351           850,871
  Total commercial loans                      13,599,851        13,006,393
    Residential mortgages                      8,199,190         6,675,476
    Home equity loans and lines of credit      9,245,711         8,177,146
  Total consumer loans secured by real
   estate                                     17,444,901        14,852,622
    Auto loans                                 4,266,466         4,198,175
    Other consumer loans                         508,705           544,404
  Total consumer loans                        22,220,072        19,595,201

  Total loans                                $35,819,923       $32,601,594


   Sovereign Bancorp, Inc. and Subsidiaries
   RECONCILIATION OF OPERATING/CASH EARNINGS TO REPORTED EARNINGS
   (unaudited)

Operating/cash earnings for 2005 represents net income adjusted for the after-tax effects of merger-related and integration charges, certain restructuring charges and the amortization of intangible assets. Operating/cash earnings for 2004 represent net income adjusted for the after-tax effects of merger-related and integration charges and the loss on early extinguishment of debt, the fourth quarter adoption of EITF 04-8, other-than-temporary non-cash impairment charges on Fannie Mae and Freddie Mac preferred equity securities and the amortization of intangible assets. Management's operating/cash earnings goal for 2005 excludes the after-tax effects of merger-related and integration charges, certain restructuring charges and the amortization of intangible assets. The table below reconciles our GAAP earnings to operating/cash earnings.

  (dollars in thousands, except per share data - all amounts are after tax)

                                            Quarter Ended

                                            Total dollars
                           Sep. 30   Jun. 30   Mar. 31   Dec. 31   Sep. 30
                             2005      2005      2005      2004      2004

  Net income as reported   $181,043  $183,471  $183,471  $137,429   $82,542
  Contingently convertible
   trust preferred
   interest expense, net
   of tax (1)                 6,344     6,335     6,394     6,318     6,310
  Net income/(loss) for
   EPS purposes            $187,387  $189,806  $189,865  $143,747   $88,852

  Weighted average diluted
   shares for GAAP EPS      393,110   400,371   401,339   377,625   367,782

  Reconciliation to
   operating/cash earnings

  Weighted average diluted
   shares for GAAP EPS      393,110   400,371   401,339   377,625   367,782
  Exclude dilutive effect
   of EITF 04-8 on
   contingently
   convertible debt (1)          -         -         -    (26,082)  (26,082)
  Adjusted weighted
   average diluted shares
   for Operating/cash EPS   393,110   400,371   401,339   351,543   341,700

  Net income and EPS as
   reported based on
   adjusted share count
   (1)                     $187,387  $189,806  $152,545  $137,429   $82,542

    Business acquisitions:
      Merger related and
       integration costs     (1,300)   (5,490)   15,074    (3,360)   18,162
      Provision for
       loan loss                 -         -         -         -         -
    Loss on debt
     extinguishment              -         -         -         -     42,605
    Impairment charges on
     FNMA and FHLMC
     Preferred Stock             -         -         -     20,891        -
    Restructuring charges      (794)       -      3,382        -         -
    Amortization of
     intangibles             11,885    12,229    12,322    12,562    14,578
  Operating/cash earnings  $197,178  $196,545  $183,323  $167,522  $157,887


                                                   Per share
                                    Sep. 30 Jun. 30 Mar. 31 Dec. 31 Sep. 30
                                      2005    2005    2005    2004    2004

  Net income as reported
  Contingently convertible trust
   preferred interest expense,
   net of tax (1)
  Net income/(loss) for
   EPS purposes                      $0.48   $0.47   $0.47   $0.47   $0.24

  Weighted average diluted shares
   for GAAP EPS

  Reconciliation to operating/cash
   earnings

  Weighted average diluted shares for
   GAAP EPS
  Exclude dilutive effect of EITF
   04-8 on contingently convertible
   debt (1)
  Adjusted weighted average diluted
   shares for Operating/cash EPS

  Net income and EPS as reported
   based on adjusted share
   count (1)                         $0.48   $0.47   $0.38   $0.39   $0.24

    Business acquisitions:
      Merger related and
       integration costs             (0.00)  (0.01)   0.04   (0.01)   0.05
      Provision for loan loss          -       -       -       -       -
    Loss on debt extinguishment        -       -       -       -      0.12
    Impairment charges on
     FNMA and FHLMC
    Preferred Stock                    -       -       -      0.06     -
    Restructuring charges            (0.00)    -      0.01     -       -
    Amortization of intangibles       0.03    0.03    0.03    0.04    0.04
  Operating/cash earnings            $0.50   $0.49   $0.46   $0.48   $0.46


                                            Year to Date            Forward-
                                                                    Looking
                                  Total dollars       Per Share       Per
                                Sep. 30  Sep. 30  Sep. 30  Sep. 30   Share
                                  2005     2004     2005     2004    2005

  Net income as reported       $510,665  $316,123
  Contingently convertible
   trust preferred interest
   expense, net of tax (1)       19,074    14,895
  Net income/(loss) for EPS
   purposes                    $529,739  $331,018   $1.33   $0.97    $1.84

  Weighted average diluted
   shares for GAAP EPS          398,223   341,078

  Reconciliation to
   operating/cash
   earnings

  Weighted average
   diluted shares
   for GAAP EPS                 398,223   341,078
  Exclude dilutive effect
   of EITF 04-8 on
   contingently convertible
   debt (1)                          -    (20,827)
  Adjusted weighted average
   diluted shares for
   Operating/cash EPS           398,223   320,251

  Net income and EPS
   as reported based on
   adjusted share count (1)    $529,739  $316,123   $1.33   $0.99

    Business acquisitions:
      Merger related and
       integration costs          8,284    33,493    0.02    0.10     0.03
      Provision for loan loss        -      3,900      -     0.01       -
    Loss on debt extinguishment      -     42,605      -     0.13       -
    Impairment charges on FNMA and
     FHLMC Preferred Stock           -         -       -       -        -
    Restructuring charges         2,589        -     0.01      -      0.01
    Amortization of intangibles  36,436    38,624    0.09    0.12     0.12
  Operating/cash earnings      $577,048  $434,745   $1.45   $1.36    $2.00

(1) Effective in the fourth quarter of 2004, Sovereign adopted EITF 04-8 "Accounting Issues Related to Certain Features of Contingently Convertible Debt and the Effect on Diluted Earnings per Share." This EITF requires the potential dilution from contingently convertible debt be included in the calculation of diluted earnings per share upon the issuance of the debt and that the after-tax impact of the interest expense on this debt be added back to net income for earnings per share purposes. Sovereign issued $800 million of contingently convertible trust preferred equity income redeemable securities in the first quarter of 2004. Prior period earnings per share were restated. We have excluded the impact of this pronouncement in our calculation of 2004 operating/cash earnings per share, however it is included in our calculation for 2005 operating/cash earnings per share.

   Sovereign Bancorp, Inc. and Subsidiaries
   RECONCILIATION OF AVERAGE EQUITY TO AVERAGE TANGIBLE EQUITY AND RELATED
   OPERATING RETURN ON AVERAGE TANGIBLE EQUITY
   (unaudited)

  Reconciliation of Equity to Tangible Equity and Operating Return on
  Average Equity to Tangible Returns on Average Equity

                                                   Quarter Ended
                                          Sept. 30    June 30     Mar. 31
                                            2005        2005        2005
  Average Equity                         $5,694,895  $5,697,656  $5,588,703
  Average Goodwill                        2,714,148   2,725,526   2,507,849
  Average CDI                               243,149     261,854     270,193
  Average Tangible Equity                 2,737,599   2,710,276   2,810,661

  Operating Return on Average Equity         13.74%      13.84%      13.30%
    Effect of Goodwill                       13.62%      13.91%      11.87%
    Effect of CDI                             1.22%       1.34%       1.28%
  Tangible Return on Average Equity          28.58%      29.09%      26.45%

                                                Dec. 31          Sept. 30
                                                 2004              2004
  Average Equity                              $4,898,154        $4,544,175
  Average Goodwill                             2,118,673         1,908,030
  Average CDI                                    278,319           298,094
  Average Tangible Equity                      2,501,162         2,338,051

  Operating Return on Average Equity              13.61%            13.82%
    Effect of Goodwill                            11.53%            11.36%
    Effect of CDI                                  1.51%             1.78%
  Tangible Return on Average Equity               26.65%            26.96%


                                                       Year-to-Date
                                               Sept. 30          Sept. 30
                                                 2005              2004
  Average Equity                               5,660,822         3,996,471
  Average Goodwill                             2,649,925         1,459,983
  Average CDI                                    258,320           275,445
  Average Tangible Equity                      2,752,577         2,261,043

  Operating Return on Average Equity              13.63%            14.53%
    Effect of Goodwill                            13.12%             9.38%
    Effect of CDI                                  1.28%             1.77%
  Tangible Return on Average Equity               28.03%            25.68%


   Sovereign Bancorp, Inc. and Subsidiaries
   SUPPLEMENTAL INFORMATION
   (unaudited)

  Purchase of Waypoint Financial Corp Inc. ("Waypoint")

On January 21, 2005 Sovereign completed the purchase of Waypoint for approximately $950 million. A cash payment of $269.9 million was made in connection with the transaction with the remaining consideration consisting of the issuance of 29.8 million shares of common stock and stock options (to convert outstanding Waypoint stock options into Sovereign stock options). The preliminary purchase price was allocated to acquired assets and liabilities of Waypoint based on fair value as of January 21, 2005. Sovereign is in the process of finalizing these values and as such the allocation of the purchase price is subject to revision.

  Assets and Liabilities Acquired from Waypoint:

  (dollars in millions)

  Assets                              Liabilities
  Investments                 $379.2  Deposits:
  Loans:                                Core                       $1,503.7
    Commercial               1,299.0    Time                        1,384.6
    Consumer                   991.3      Total deposits            2,888.3
    Residential mortgages      313.8  Borrowings and other debt
                                       obligations                    668.2
      Total loans            2,604.1  Other liabilities                67.6
  Less allowance for loan
   losses                      (26.5)
      Total loans, net       2,577.6  Total liabilities            $3,624.1
  Federal funds and cash       324.2
  Premises and equipment, net   34.2
  Bank owned life insurance     97.0
  Other assets                 263.9
  Core deposit intangible       31.1
  Goodwill                     598.5

      Total assets          $4,305.7

In connection with the Waypoint acquisition, Sovereign recorded charges against its earnings for the three-month period ended March 31, 2005 for merger-related expenses of $24.7 million pretax ($16.0 million net of tax).

Website: http://www.sovereignbank.com/



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