Cullen/Frost Reports 4th Quarter Results, Record Annual Earnings for 2005 and Timing of Earnings Conference Call

Cullen/Frost Reports 4th Quarter Results, Record Annual Earnings for 2005 and Timing of Earnings Conference Call

SAN ANTONIO, Jan. 25 /PRNewswire-FirstCall/ -- Cullen/Frost Bankers, Inc. (NYSE: CFR) today reported net income for the fourth quarter of 2005 of $44.9 million, or $.81 per diluted common share, a 17.2 percent increase over fourth quarter 2004 earnings of $38.3 million, or $.71 per diluted common share. For the last quarter of 2005, returns on average assets and equity were 1.63 percent and 18.52 percent respectively, compared to 1.52 percent and 18.18 percent for the same quarter of 2004.

The company also reported record annual earnings of $165.4 million, or $3.07 per diluted common share for 2005, an increase of 17.1 percent compared to 2004 earnings of $141.3 million, or $2.66 per diluted common share. For the year, returns on average assets and equity were 1.63 percent and 18.78 percent respectively, compared to the 1.47 percent and 17.91 percent reported in 2004.

"I am extremely pleased to report that 2005 was another record year for our company," said Dick Evans, Cullen/Frost chairman and CEO. "We announced three acquisitions during the year and closed on one of them, Horizon Capital Bank in the Houston area. During the first quarter, we anticipate closing on the other two, Texas Community Bank in Dallas and Alamo Bank of Texas in the Rio Grande Valley, and we are especially pleased to be bringing these outstanding banks into our Frost family.

"Impacting our positive performance for the year were rising interest rates, along with an improving economy and the continuing effects of a strong sales discipline among our staff. As a result of a rising interest rate environment -- which is a positive for a bank like Frost with an asset- sensitive balance sheet -- net interest margin for the year rose again to 4.45 percent, the highest level since 2002. Loans ended the year at $6.1 billion, reaching their highest level ever, and deposits rose to $9.1 billion, also a record.

"This great performance would not be possible without our exceptional staff, who worked hard to execute our plan and manage expenses this year. With their continued support and dedication, Cullen/Frost will continue to focus on our core disciplines as we expand on the foundation of our success in building long-term customer relationships and enhancing shareholder value."

For the year ended December 31, 2005, average annual total loans rose 16.0 percent to $5.6 billion from $4.8 billion for the previous year. Average annual total deposits for 2005 increased to $8.1 billion, up 4.7 percent over the $7.8 reported in 2004. Net interest income on a taxable-equivalent basis grew to $398.9 million, reflecting increasing volumes and rising interest rates throughout the year. This represents an 18.3 percent increase over the $337.1 million reported for 2004. For the year, non-interest income increased to $230.4 million, a 2.3 percent increase over the previous year, while non- interest expenses rose 6.4 percent over the previous year to $367.0 million. A $3.4 million net loss from securities transactions recorded in 2004 impacts the comparison over the periods.

   Noted financial data for the fourth quarter follows:

   *  The Corporation acquired Horizon Capital Bank -- with loans of $326.3
      million and deposits of $319.1 million -- after the close of business
      on October 7, 2005. These loans and deposits, and the results of
      operations, are included from the date of acquisition.

   *  Net interest income on a taxable-equivalent basis increased 23.0
      percent to $110.0 million, from the $89.4 million reported a year
      earlier. This increase in net interest income was impacted in part by
      an 8.7 percent increase in average deposits from the fourth quarter of
      2004, to $8.7 billion, which in turn contributed to a rise of $736
      million in average earning assets compared to the fourth quarter last
      year. The earning asset mix improved when average loans for the
      quarter rose to $6.0 billion, 19.6 percent higher than the $5.0
      billion reported for the same period a year earlier. The rising rate
      environment during 2005 also had a positive impact on the
      Corporation's net interest income and net interest margin. The net
      interest margin was 4.54 percent for the fourth quarter, up from 4.04
      percent for the fourth quarter of 2004.

   *  Non-interest income for the fourth quarter of 2005 was $56.6 million,
      compared to the $55.8 million reported a year earlier.  Trust fees
      rose 8.4 percent to $15.1 million, compared to $13.9 million for the
      same quarter of 2004. Insurance commissions and fees were $5.5
      million, down from $6.5 million a year earlier.  This decrease is due
      in part to the loss of commission revenues in the employee benefits
      group of the Austin region due to the departure of certain revenue-
      producing employees and related business. With the company's insurance
      operations in a rebuilding mode in 2005, we believe that we now have a
      solid structure and the right people in place to build revenue going
      forward.

      Service charges on deposits were down 5.3 percent for the same period
      to $19.7 million. The decrease is primarily due to the rising interest
      rate environment, in which commercial treasury management customers
      earn more credit for their deposit balances. This, in turn, reduces
      the amount of fees paid for these services.

      Other non-interest income was $10.7 million, a 22.6 percent increase
      over the $8.8 million reported a year earlier.  The largest factors
      contributing to this increase were higher income from Visa checkcard
      usage and higher earnings received from balances the Corporation
      maintains related to its official check program.

   *  For the quarter, non-interest expense was $95.1 million, up $8.3
      million or 9.6 percent from the $86.7 million for the fourth quarter
      of 2004.  Combined, salaries and wages and employee benefits were up
      $2.9 million over the same quarter a year earlier, as a result of
      normal annual merit and market increases, along with an increase in
      the number of employees which was impacted by the Horizon acquisition
      completed in October of 2005. Net occupancy expense was up $1.1
      million to $8.2 million, primarily the result of higher electricity
      costs and property taxes, which were also impacted by the additional
      locations from the Horizon acquisition.  Other expenses were up $4.6
      million from the same quarter last year and were also impacted by the
      Horizon acquisition, including $739,000 in conversion related
      expenses.  Higher marketing related costs, travel and business
      development related costs, professional expenses and sundry losses
      contributed to the increase.

   *  For the fourth quarter of 2005, the provision for possible loan losses
      was $3.0 million, compared to net charge-offs of $2.9 million. The
      company did not record a provision in the fourth quarter of 2004,
      compared to net charge-offs of $1.3 million. The allowance for
      possible loan losses as a percentage of total loans was 1.32 percent
      at December 31, 2005, compared to 1.47 percent at year-end 2004. Non-
      performing assets were $38.9 million at year-end, compared to $40.8
      million the previous quarter and $39.1 million at the end of 2004.

Cullen/Frost Bankers, Inc. will host a conference call on Wednesday, January 25, 2006 at 10:00 a.m. Central Time (CT) to discuss the results for the quarter and the year. The media and other interested parties are invited to access the call in a "listen only" mode at 800-944-6430. Digital playback of the conference call will be available after 12:00 p.m. CT until midnight Sunday, January 29, 2006 with the Conference ID # of 4178558. The call will also be available by webcast at the URL listed below and available for playback after 2:00 p.m. CT. After entering the website, http://www.frostbank.com/ , go to "About Frost" on the top navigation bar, then click on Investor Relations.

Cullen/Frost Bankers, Inc. is a financial holding company, headquartered in San Antonio, with assets of $11.7 billion at December 31, 2005. The corporation provides a full range of commercial and consumer banking products, investment and brokerage services, insurance products and investment banking services. Its subsidiary, Frost Bank, operates 83 financial centers across Texas in Austin, Boerne, Corpus Christi, Dallas, Fort Worth, Galveston, Harlingen, Houston, McAllen, New Braunfels, San Antonio and San Marcos. Founded in 1868, Frost is the largest national bank based in Texas, helping Texans with their financial needs during three centuries. Cullen/Frost Bankers' stock is traded on the New York Stock Exchange under the symbol CFR.

Forward-Looking Statements and Factors that Could Affect Future Results

Certain statements contained in this Earnings Release that are not statements of historical fact constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (the "Act"), notwithstanding that such statements are not specifically identified. In addition, certain statements may be contained in the Corporation's future filings with the SEC, in press releases, and in oral and written statements made by or with the approval of the Corporation that are not statements of historical fact and constitute forward-looking statements within the meaning of the Act. Examples of forward-looking statements include, but are not limited to: (i) projections of revenues, expenses, income or loss, earnings or loss per share, the payment or nonpayment of dividends, capital structure and other financial items; (ii) statements of plans, objectives and expectations of Cullen/Frost or its management or Board of Directors, including those relating to products or services; (iii) statements of future economic performance; and (iv) statements of assumptions underlying such statements. Words such as "believes", "anticipates", "expects", "intends", "targeted", "continue", "remain", "will", "should", "may" and other similar expressions are intended to identify forward-looking statements but are not the exclusive means of identifying such statements.

Forward-looking statements involve risks and uncertainties that may cause actual results to differ materially from those in such statements. Factors that could cause actual results to differ from those discussed in the forward- looking statements include, but are not limited to:

   *  Local, regional, national and international economic conditions and
      the impact they may have on the Corporation and its customers and the
      Corporation's assessment of that impact.
   *  Changes in the level of non-performing assets and charge-offs.
   *  Changes in estimates of future reserve requirements based upon the
      periodic review thereof under relevant regulatory and accounting
      requirements.
   *  The effects of and changes in trade and monetary and fiscal policies
      and laws, including the interest rate policies of the Federal Reserve
      Board.
   *  Inflation, interest rate, securities market and monetary fluctuations.
   *  Political instability.
   *  Acts of war or terrorism.
   *  The timely development and acceptance of new products and services and
      perceived overall value of these products and services by users.
   *  Changes in consumer spending, borrowings and savings habits.
   *  Changes in the financial performance and/or condition of the
      Corporation's borrowers.
   *  Technological changes.
   *  Acquisitions and integration of acquired businesses. See the
      Corporation's Current Reports on Form 8-K filed with the SEC on
      September 2, 2005 and November 10, 2005.
   *  The ability to increase market share and control expenses.
   *  Changes in the competitive environment among financial holding
      companies and other financial service providers.
   *  The effect of changes in laws and regulations (including laws and
      regulations concerning taxes, banking, securities and insurance) with
      which the Corporation and its subsidiaries must comply.
   *  The effect of changes in accounting policies and practices, as may be
      adopted by the regulatory agencies, as well as the Public Company
      Accounting Oversight Board, the Financial Accounting Standards Board
      and other accounting standard setters.
   *  Changes in the Corporation's organization, compensation and benefit
      plans.
   *  The costs and effects of legal and regulatory developments including
      the resolution of legal proceedings or regulatory or other
      governmental inquiries and the results of regulatory examinations or
      reviews.
   *  Greater than expected costs or difficulties related to the integration
      of new products and lines of business.
   *  The Corporation's success at managing the risks involved in the
      foregoing items.

Forward-looking statements speak only as of the date on which such statements are made. The Corporation undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made, or to reflect the occurrence of unanticipated events.

                        Cullen/Frost Bankers, Inc.
                CONSOLIDATED FINANCIAL SUMMARY (UNAUDITED)
                 (In thousands, except per share amounts)

                                            2005                     2004
                            -------------------------------------  --------
                            4th Qtr   3rd Qtr   2nd Qtr   1st Qtr   4th Qtr
                            -------   -------   -------   -------  --------
  CONDENSED INCOME STATEMENTS
  ---------------------------
  Net interest income      $107,800   $99,285   $94,078   $90,103   $87,888
  Net interest income(1)    109,968   101,255    95,926    91,789    89,416
  Provision for possible
   loan losses                2,950     2,725     2,175     2,400       ---
  Non-interest income:
   Trust fees                15,059    14,463    14,541    14,290    13,886
   Service charges on
    deposit accounts         19,749    20,173    19,462    19,367    20,855
   Insurance commissions
    and fees                  5,539     7,389     6,193     8,610     6,536
   Other charges, commissions
    and fees                  5,438     4,886     4,821     4,288     5,709
   Net gain (loss) on
    securities transactions      19       ---       ---       ---       ---
   Other                     10,749    11,143    12,716    11,484     8,765
                            -------   -------   -------   -------  --------
   Total non-interest income 56,553    58,054    57,733    58,039    55,751

  Non-interest expense:
   Salaries and wages        43,787    41,818    40,454    40,000    40,588
   Employee benefits          9,252     9,973    10,315    12,037     9,568
   Net occupancy              8,244     8,111     7,408     7,344     7,157
   Furniture and equipment    5,983     6,202     5,925     5,802     5,999
   Intangible amortization    1,160     1,050     1,278     1,371     1,370
   Other                     26,652    24,838    24,070    23,933    22,053
                            -------   -------   -------   -------  --------
   Total non-interest
    expense                  95,078    91,992    89,450    90,487    86,735
                            -------   -------   -------   -------  --------
  Income before income taxes 66,325    62,622    60,186    55,255    56,904
  Income taxes               21,408    20,167    19,502    17,888    18,573
                            -------   -------   -------   -------  --------
  Net income                $44,917   $42,455   $40,684   $37,367   $38,331
                            =======   =======   =======   =======  ========

  PER SHARE DATA
  --------------
  Net income - basic          $0.83     $0.81     $0.78     $0.72     $0.74
  Net income - diluted         0.81      0.79      0.77      0.70      0.71
  Cash dividends               0.30      0.30      0.30     0.265     0.265
  Book value at end
   of quarter                 18.03     17.03     16.81     15.59     15.84

  OUTSTANDING SHARES
  ------------------
  Period-end shares          54,483    52,657    52,308    51,817    51,924
  Weighted-average
   shares - basic            54,015    52,345    51,884    51,653    52,083
  Dilutive effect of stock
   compensation               1,346     1,285     1,246     1,416     1,555
  Weighted-average
   shares - diluted          55,361    53,630    53,130    53,069    53,638

  SELECTED ANNUALIZED RATIOS
  --------------------------
  Return on average assets     1.63%     1.68%     1.67%     1.54%     1.52%
  Return on average equity    18.52     18.98     19.35     18.31     18.18
  Net interest income to
   average earning assets(1)   4.54      4.52      4.42      4.29      4.04

   (1)  Taxable-equivalent basis assuming a 35% tax rate.



                        Cullen/Frost Bankers, Inc.
                CONSOLIDATED FINANCIAL SUMMARY (UNAUDITED)

                                             2005                    2004
                            -------------------------------------  --------
                            4th Qtr   3rd Qtr   2nd Qtr   1st Qtr   4th Qtr
                            -------   -------   -------   -------  --------
  BALANCE SHEET SUMMARY
  ---------------------
   ($ in millions)
  Average Balance:
    Loans                    $6,008    $5,593    $5,483    $5,286    $5,023
    Earning assets            9,587     8,916     8,697     8,666     8,851
    Total assets             10,901    10,037     9,786     9,840    10,028
    Non-interest-bearing
     demand deposits          3,302     2,964     2,869     2,897     2,947
    Interest-bearing deposits 5,378     5,052     5,005     5,058     5,035
    Total deposits            8,680     8,016     7,874     7,955     7,982
    Shareholders' equity        962       887       844       828       839

  Period-End Balance:
    Loans                    $6,085    $5,710    $5,589    $5,403    $5,165
    Earning assets           10,197     9,185     8,903     8,768     8,892
    Goodwill and intangible
     assets                     184       111       112       115       117
    Total assets             11,741    10,280     9,951     9,849     9,953
    Total deposits            9,146     8,283     8,011     8,003     8,106
    Shareholders' equity        982       897       879       808       822
    Adjusted shareholders'
     equity(1)                1,033       928       890       849       833

  ASSET QUALITY
  -------------
    ($ in thousands)
  Allowance for possible
   loan losses              $80,325   $77,117   $77,103   $76,538   $75,810
     as a percentage of
      period-end loans         1.32%     1.35%     1.38%     1.42%     1.47%

  Net charge-offs            $2,928    $2,711    $1,610    $1,672    $1,304
     Annualized as a
      percentage of
      average loans            0.19%     0.19%     0.12%     0.13%     0.10%

  Non-performing assets:
    Non-accrual loans       $33,179   $34,432   $34,205   $32,884   $30,443
    Foreclosed assets         5,748     6,394     7,130     8,189     8,673
                            -------   -------   -------   -------  --------
      Total                 $38,927   $40,826   $41,335   $41,073   $39,116
     As a percentage of:
    Total loans and
     foreclosed assets         0.64%     0.71%     0.74%     0.76%     0.76%
    Total assets               0.33      0.40      0.42      0.42      0.39

  CONSOLIDATED CAPITAL RATIOS
  ---------------------------
  Tier 1 Risk-Based
    Capital Ratio             12.24%    13.01%    12.84%    12.73%    12.83%
  Total Risk-Based
    Capital Ratio             14.94     15.92     15.82     15.82     15.99
  Leverage Ratio               9.62     10.16     10.06      9.51      9.18
  Equity to Assets Ratio
   (period-end)                8.37      8.72      8.84      8.20      8.26
  Equity to Assets Ratio
   (average)                   8.82      8.84      8.62      8.41      8.37

   (1)  Shareholders' equity excluding accumulated other comprehensive
        income (loss).



                        Cullen/Frost Bankers, Inc.
                CONSOLIDATED FINANCIAL SUMMARY (UNAUDITED)
                 (In thousands, except per share amounts)

                                         Year Ended December 31
                            -----------------------------------------------
                              2005      2004      2003      2002     2001
                            -------   -------   -------   -------  --------
  CONDENSED INCOME STATEMENTS
  ---------------------------
  Net interest income      $391,266  $331,438  $313,758  $313,773  $315,826
  Net interest income(1)    398,938   337,102   318,945   318,772   320,695
  Provision for possible
   loan losses               10,250     2,500    10,544    22,546    40,031
  Non-interest income:
    Trust fees               58,353    53,910    47,486    47,463    48,784
    Service charges on
     deposit accounts        78,751    87,415    87,805    78,417    70,534
    Insurance commissions
     and fees                27,731    30,981    28,660    25,912    18,598
    Other charges, commissions
     and fees                19,433    19,353    18,668    16,860    16,176
    Net gain(loss) on
     securities transactions     19    (3,377)       40        88        78
    Other                    46,092    36,828    32,702    32,229    29,547
                            -------   -------   -------   -------  --------
    Total non-interest
     income                 230,379   225,110   215,361   200,969   183,717

  Non-interest expense:
    Salaries and wages      166,059   158,039   146,622   139,227   138,347
    Employee benefits        41,577    40,176    38,316    34,614    35,000
    Net occupancy            31,107    29,375    29,286    28,883    29,419
    Furniture and equipment  23,912    22,771    21,768    22,597    23,727
    Intangible amortization   4,859     5,346     5,886     7,083    15,127
    Restructuring charges       ---       ---       ---       ---    19,865
    Other                    99,493    89,323    84,157    79,738    78,172
                            -------   -------   -------   -------  --------
    Total non-interest
     expense                367,007   345,030   326,035   312,142   339,657

  Income from continuing
   operations, before
   income taxes             244,388   209,018   192,540   180,054   119,855
  Income taxes               78,965    67,693    62,039    57,821    39,749
                            -------   -------   -------   -------  --------
  Income from continuing
   operations               165,423   141,325   130,501   122,233    80,106
  Loss from discontinued
   operations, net of tax       ---       ---       ---    (5,247)   (2,200)
  Cumulative effect of
   accounting change,
   net of tax                   ---       ---       ---       ---     3,010
                            -------   -------   -------   -------  --------
  Net income               $165,423  $141,325  $130,501  $116,986   $80,916
                            =======   =======   =======   =======  ========
  PER SHARE DATA
  --------------
  Income from continuing
   operations - basic         $3.15     $2.74     $2.54     $2.40     $1.55
  Income from continuing
   operations - diluted        3.07      2.66      2.48      2.33      1.50
  Net income - basic           3.15      2.74      2.54      2.29      1.57
  Net income - diluted         3.07      2.66      2.48      2.23      1.52
  Cash dividends              1.165     1.035      0.94     0.875      0.84
  Book value                  18.03     15.84     14.87     13.72     11.58

  OUTSTANDING SHARES
  ------------------
  Period-end shares          54,483    51,924    51,776    51,295    51,355
  Weighted-average
   shares - basic            52,481    51,651    51,442    51,001    51,530
  Dilutive effect of stock
   compensation               1,322     1,489     1,216     1,422     1,818
  Weighted-average
   shares - diluted          53,803    53,140    52,658    52,423    53,348

  SELECTED ANNUALIZED RATIOS
  --------------------------
  Income from continuing
   operations ROA              1.63%     1.47%     1.36%     1.46%     1.02%
  Return on average assets     1.63      1.47      1.36      1.40      1.03
  Income from continuing
   operations ROE             18.78     17.91     17.78     18.77     13.05
  Return on average equity    18.78     17.91     17.78     17.96     13.18
  Net interest income to
   average earning assets(1)   4.45      4.05      3.98      4.58      4.89

   (1)  Taxable-equivalent basis assuming a 35% tax rate.



                        Cullen/Frost Bankers, Inc.
                CONSOLIDATED FINANCIAL SUMMARY (UNAUDITED)

                                        Year Ended December 31
                         ---------------------------------------------------
                           2005       2004       2003      2002      2001
                         --------   --------   --------  --------  ---------
  BALANCE SHEET SUMMARY
  ---------------------
  ($ in millions)
  Average Balance:
   Loans                  $5,594     $4,823     $4,497    $4,537    $4,547
   Earning assets          8,969      8,352      8,011     6,961     6,565
   Total assets           10,143      9,619      9,584     8,353     7,842
   Non-interest-bearing
    demand deposits        3,009      2,915      3,038     2,540     2,187
   Interest bearing
    deposits               5,124      4,852      4,539     4,354     4,364
   Total deposits          8,133      7,767      7,577     6,894     6,551
   Shareholders' equity      881        789        734       651       614

  Period-End Balance:
   Loans                  $6,085     $5,165     $4,591    $4,519    $4,519
   Earning assets         10,197      8,892      8,132     7,710     6,811
   Goodwill and intangible
    assets                   184        117        115       119       124
   Total assets           11,741      9,953      9,672     9,536     8,375
   Total deposits          9,146      8,106      8,069     7,628     7,098
   Shareholders' equity      982        822        770       704       595
   Adjusted shareholders'
    equity (1)             1,033        833        762       671       609

  ASSET QUALITY
  ----------------
   ($ in thousands)
  Allowance for possible
   loan losses           $80,325    $75,810    $83,501   $82,584   $72,881
   As a percentage of
    period-end loans        1.32%      1.47%      1.82%     1.83%     1.61%

  Net charge-offs:        $8,921   $ 10,191     $9,627   $12,843   $30,415
   As a percentage of
    average loans           0.16%      0.20%      0.21%     0.28%     0.67%

  Non-performing assets:
   Non-accrual loans     $33,179    $30,443    $47,451   $34,861   $33,196
   Foreclosed assets       5,748      8,673      5,343     8,047     4,234
                         --------   --------   --------  --------  ---------
       Total             $38,927    $39,116    $52,794   $42,908   $37,430
   As a percentage of:
       Total loans plus
        foreclosed assets   0.64%      0.76%      1.15%     0.95%     0.83%
       Total assets         0.33       0.39       0.55      0.45      0.45

  (1) Shareholders' equity excluding accumulated other comprehensive income,
      net of tax.


   Greg Parker
   Investor Relations
   210/220-5632
   or
   Renee Sabel
   Media Relations
   210/220-5416

FCMN Contact: frances.esparza@frostbank.com

Website: http://www.frostbank.com/



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