Welcome to the Old National Bancorp third quarter 2008 earnings conference call. This call has been recorded and has been made accessible to the public in accordance with the SEC’s regulation [SC]. The call along with corresponding presentation slides will be archived for twelve months on the Investor Relations page at www.oldnational.com. A replay of the call will also be available beginning at 1:00 p.m. central today through November 10. (Operator Instructions) At this time the call will be turned over to Lynell Walton, Vice President of Investor Relations for opening remarks.

Good morning to all of you. We appreciate you joining us for Old National Bancorp’s third quarter 2008 earnings conference call. Joining me today are Old National Bancorp management members Bob Jones, Chris Wolking, Daryl Moore, Barbara Murphy and [Joe Kissell]. Before we begin our presentation I would like to refer you to Slide 3 and point out that the presentation today does contain forward-looking statements that are subject to certain risks and uncertainties that could cause the company’s actual future results to materially differ from those discussed. These risks and uncertainties include, but are not limited to, those which are contained in this slide and in the company’s filings with the SEC. Slide 4 contains our non-GAAP measures information. Various numbers in this presentation have been adjusted for certain items to provide more comparable data between periods and as an aid to you in establishing more realistic trends going forward. Included in the presentation are the reconciliations for such non-GAAP data. We feel that these adjusted metrics provide a more meaningful look at our current performance as well as our performance going forward. As we did in our second quarter earnings call, we will focus on three key areas that are top of mind in this environment; credit quality, capital and the investment portfolio. We have continued to provide balance sheet data for our banking regions and new financial centers as well as significant non-interest income and expense items and these slides are included in the Appendix to the presentation. We will not be covering these specific slides in detail during our prepared comments, we will be happy to answer any questions on these items during the Q&A session. Turning to Slide 5 is our agenda for the call. First, Bob will comment on our third quarter earnings results, providing analysis on the major categories of the balance sheet and income statement. Daryl will then lead the discussion of our credit quality metrics providing granularity of our loan portfolio including of our non-accrual loans and delinquency trends. Next, Chris will detail the movement in our net interest margin, provide commentary on our capital position and the holdings within our investment portfolio. Bob will then conclude with our earnings guidance for 2008 and the underlying assumptions driving this range and then we will open the call for your questions. I’ll now turn the call over to our CEO Bob Jones.

Thank you Lynell and good morning everybody on the phone. Let me apologize up front. I am fighting a cold and hopefully my voice holds out here. I apologize for the squeak. I’m going to begin my remarks on page 7. This morning we were pleased to announce earnings for the third quarter of 2008 of $17 million or $0.26 per share. This compared to $19.5 million or $0.30 per share for the second quarter of 2008 and $22.6 million or $0.36 per share in the third quarter of 2007. While the third quarter of 2008 earnings did decline $2.5 million from last quarter it was primarily the result of lower net interest income due to a smaller investment portfolio and our planned reduction in our commercial real estate portfolio. We did have higher provision expense for the quarter and this quarter we had almost no security gains as compared to $2.1 million last quarter. We did see this quarter the benefit of $2.1 million in reversals of performance based compensation mostly related to sureing up our long-term incentives. In addition, as you compare this quarter to the third quarter 2007 you will see we had no loan loss provision expense in the third quarter 2007 versus the $6.8 million we had this quarter. Additionally in the third quarter of 2007 we did get the benefit of a $1.6 million recovery of interest on a commercial real estate loan as well as a $1.8 million release of a portion of unrecognized tax liability. Our net interest margin in the third quarter of 2008 was 3.79% as compared to 3.85% in the second quarter of 2008 and 3.37% in the third quarter of 2007. Our margin did remain strong despite the slight decline in average earning assets and as we previously…

I’d like to begin my part of the quarter presentation reviewing the charge off’s for the quarter shown on slide nine. Charge off’s totaling 46 basis points, our best all in quarterly performance in what has been a fairly volatile year from a charge off perspective. If you back off the losses associated with the Indianapolis fraud incident, loss rates have been 26 basis points, 42 basis points and 32 basis points respectively for the first three quarters of the year. While the annualized loss rate through the end of the third quarter was 78 basis points with the fraud losses included, without the fraud loss related write downs the loss rate would have been 34 basis points. If you recall, our guidance in this area when we began the year was 25-35 basis points. The provision for loan losses through the first three quarters of the year totaled $34.4 million, with charge offs of $27.4 million for the same period. This has resulted in a year-to-date increase in the allowance for loan losses to $7 million. As slide ten reflects, non-accrual loans increased slightly in the quarter from 1.43% to 1.46% of total loans. This represents $400,000 in increased non-accrual balances and came as the result of increases in the retail area more than offsetting increases in the commercial area. Obviously non-accrual levels continue to be at higher than desired levels. Unfortunately given our outlook on the economic environment we believe it may be difficult to move these levels down in the near term. Slide 11 gives a little more color on the exposure we have in our largest non-accrual relationships. While the number of non-accrual loans with exposure over $2 million increased by one in the quarter, total outstandings and associated impairment all were lower in the third…

Thanks Daryl. I will begin on slide 22. Our net interest margin was 3.79 in the third quarter down six basis points from our margin in the second quarter of 2008. At 3.79%, our net interest margin is 42 basis points higher than the margin in the third quarter of 2007. Net interest income declined $1.4 million and average earning assets declined $51 million during the quarter. Our investment portfolio declined $41.9 million during the quarter due in part to lower market valuation of our available for-sale portfolio. Average loans declined $9.2 million during the quarter. The largest contributor to our lower loan portfolio was a decrease of $36.4 million in average commercial real estate loans. Commercial loans and leases increased to $28 million in the third quarter which follows our strong second quarter increase in commercial loans and leases of $62.6 million. Slide 23 illustrates the monthly trend in our fully taxable equivalent net interest margin beginning in September 2007. Our net interest margin was 3.35 in September 2007 and increased to 3.88 by May 2008. As we have told you in previous conference calls, during this period we benefited both from a liability sensitive balance sheet and margin as interest rates declined and a strong effort from our banking managers to reduce deposit costs. During the second and third quarters of 2008, we reduced our liability sensitive through the addition of longer maturity borrowings and deposits. Additionally, the targeted federal funds rate and our prime lending rate stabilized during the second and third quarters. During the third quarter we reduced our average short-term borrowings $111.2 million and increased our other timed deposits, primarily CD’s under $100,000, by $101.1 million. Other timed deposits were approximately 173 basis points higher than short-term borrowing costs during the quarter but we believe…

Thank you Chris. I’m going to close on page 29 by giving revised guidance for the full year 2008. We are reducing our guidance by approximately $0.03 for the year. Our new range is $1.10 to $1.15. There are really two key items that affected our original guidance. First our provision for the third quarter was larger than we had in our original forecast. Also as Chris noted this quarter we took some conservative actions related to our [bully] investment. The net result of those actions will mean a reduction in net income for the fourth quarter of $0.02 per share and $0.028 in 2009. We felt that to be true to our strategic imperatives we need to reduce the risk in this investment and to provide you with as much consistency in our earnings as possible. We obviously hope to be able to close as much of that gap towards our original guidance as possible but given the current credit and economic environment it may be difficult. At this time we will be happy to answer any questions you may have.

(Operator Instructions) The first question comes from Erika Penala - Merrill Lynch.

My first question is for Daryl. You mentioned that commercial real estate was the catalyst for the increase in special mention in problem credit. Is there an asset class that is giving you more trouble than the rest? How does it break down in terms of your identified problem credit between construction and income creep?

I would tell you that as we looked at it obviously your guidance on commercial real estate we are seeing our portfolio act much like you would expect everybody’s to act. Our residential development, which we have a very small piece, obviously is like everyone else showing strain. We are also beginning to see some strain in our retail commercial and that is predominately where we have seen this, other than development, some of this creep into our credit size as well as our substandard. I think going forward we are going to watch those very closely and as you know we have reduced our commercial real estate exposure but I would say those two segments right now are the segments that concern us the most. We don’t, as I think all of you will recall, we have not originated hotel credits in a number of years so that exposure for us is small. There is a second part to your question and I may not have answered it.

I think the first part was of the problem credit how much of it was income versus the development loans.

Of the increase in the problems, most of it was income from commercial real estate because we recognized our development several months prior. We are not having significant downgrades in that portfolio at this point in time because we previously recognized those issues.

Do you have a sense if the problems escalate in this portfolio particularly on the retail side and you may force a developer to try to sell the properties, do you have a sense how the valuations would come in?

I think the combinations of the higher tax rates and the lower net operating income for most of these projects is going to drive value significantly lower and so if we can work with a project holder either to move it out over time we would much rather have that kind of approach rather than just simply liquidation because I think that we will see values over the next 3-4 quarters not be very good in those aspects.

Are you seeing any issues in your CNI portfolio at this time?

We have not seen what we probably would have anticipated at this point in time. We have not seen significant downgrades other than those areas that are showing similar weakness, anything that has to do with residential construction or trucking. Those are the two areas we have seen some weakness but the balance of the portfolio we have not seen significant weakness in yet.

The next question comes from Brian Hagler – Kennedy Capital Management. Brian Hagler – Kennedy Capital Management: Just following up on the last question and maybe it is on the supplemental slides, I haven’t gotten through them all yet, but what is the size of your retail oriented commercial real estate portfolio?

Just south of $150 million. Brian Hagler – Kennedy Capital Management: My other question had to do with slide 18 where you break out the home equity portfolio. I appreciate the amount of detail you guys give. Could you just talk about is that based on original loan-to-value or are those kind of most recent updated appraisals? What is the input on that slide?

Unless we have renewed those loans they would be the original loan-to-value ratios. We don’t go back in and do reappraisals over the whole portfolio on a term basis. Those are origination or last renewal. Brian Hagler – Kennedy Capital Management: Lastly, you mentioned the Treasury Capital Plan and it sounds like you are applying and kind of waiting to go through the process. Can you talk about obviously you are a well-capitalized bank at the moment and this will just be supplemental capital. Just talk about your thoughts on putting that capital to work as far as new loans or potential acquisitions. Just your thoughts there would be great.

All of the above. Really what we would look to do is to accelerate our strategic plan particularly as it relates to growth in some of our existing markets. That would be through additional lending opportunities as well as continuing to invest in those growth markets and to be frank we would also love the ability to participate in M&A. We think we are well positioned today. Should we be approved we think this would position us in even better shape. So really for us it would be growth within the current franchise. Brian Hagler – Kennedy Capital Management: I’m not sure when you applied or if you have done that but any idea how long it will be before you hear back? Is it a few weeks?

They tell us it shouldn’t take that long. We would hope to hear fairly soon. As you saw over the weekend there was a few banks already approved and our application was submitted around the same time so we should be able to hear something fairly soon.

The next question comes from Charlie Ernst - Sandler O’Neill & Partners L.P. Charlie Ernst - Sandler O’Neill & Partners L.P.: The rates cuts, I know you are extending liabilities, can you just say at this point is it still beneficial as it has been before have you done enough that you really won’t see a change?

I don’t think in hindsight we anticipated rates would stay this low and projection is for lower rates. We feel pretty good about where we are now from a balance sheet standpoint. I mentioned liquidity is also very important to us from a risk management standpoint so some of those extensions are reviewed and we will continue to reduce liquidity risk but rate risks we are feeling pretty good about where we are right now. Charlie Ernst - Sandler O’Neill & Partners L.P.: Should I interpret that to be sort of a neutral impact?

Yes, I think so. Charlie Ernst - Sandler O’Neill & Partners L.P.: The original face value of the trust, can you say what that was?

That should all be on the slide. We tried to give you a pretty good idea of that. The trust preferred balance hasn’t obviously changed that much so if we look at our…we have it here in total at $179 million. For the trust preferred securities I don’t have that split out on the slide but the individual trust preferred securities that we are watching fairly closely is that component that is $12.9 million in book value as I recall and about $3.4 million to $3.6 million in market value. Those are the ones we are watching most closely.

If you need more detail on that just let us know. Charlie Ernst - Sandler O’Neill & Partners L.P.: To date there have not been any OTTI impairment charges?

Right. Charlie Ernst - Sandler O’Neill & Partners L.P.: The salary line that is something that should go back up in either fourth or first quarter once you…

That one adjustment of $2.1 million this quarter (third quarter) was related to incentives and long-term performance incentives.

The next question is a follow-up question from Erika Penala - Merrill Lynch.

I was hoping to pick your brain for a second. You mentioned you applied for the TARP capital program around the same time everybody did. If I look at the smattering of banks that announced they have definitely gotten it or have gotten preliminary approval it seems like the list is a little bit more random in terms of how healthy they are. Have you gotten any feedback from your regulators or any other CEO’s as to what they are looking for?

We haven’t. It is a bit of a mystery. The short answer is no. We were encouraged to apply and we applied and we are waiting to hear.

There are no further questions at this time.

Obviously if there are any other questions please feel free to contact Lynell. Thank you all for your time. We look forward to talking to you at the end of the fourth quarter.

This concludes Old National’s conference call. (Operator Instructions) Thank you for your participation in today’s conference call. You may now disconnect.