##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-K
  þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended December 31, 2010
 or
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the transition period from _____________ to _____________
 Commission file number 0-14289
 
 GREEN BANKSHARES, INC.
  Tennessee
    
    62-1222567(State or other jurisdiction of
incorporation or organization)
    
    (I.R.S. Employer Identification No.)100 North Main Street, Greeneville, Tennessee
    
    37743-4992(Address of principle executive offices)
    
    (Zip Code)
 423) 639-5111
 Securities registered pursuant to Section 12(b) of the Act:
 Title of Each Class
    
    Name of each Exchange on which RegisteredCommon Stock  $2.00 par value
    
    Nasdaq Global Select Market
 Securities registered pursuant to Section 12(g) of the Act:
None
 o þ
 o þ
 þ o
 o o
 o
  Large accelerated filer o
    
    Accelerated filer þ
    
    Non-accelerated filer o
(Do not check if a smaller reporting company)
    
    Smaller reporting company o
 o þ
  DOCUMENTS INCORPORATED BY REFERENCE




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TABLE OF CONTENTS  PART IITEM 1. BUSINESSITEM 1A. RISK FACTORSITEM 1B. UNRESOLVED STAFF COMMENTSITEM 2. PROPERTIESITEM 3. LEGAL PROCEEDINGSITEM 4. REMOVED AND RESERVEDPART IIITEM 5. MARKET FOR REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIESITEM 6. SELECTED FINANCIAL DATAITEM 7. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATACONSOLIDATED BALANCE SHEETSCONSOLIDATED STATEMENTS OF INCOMECONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS EQUITYCONSOLIDATED STATEMENTS OF CASH FLOWSNOTES TO CONSOLIDATED FINANCIAL STATEMENTSITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSUREITEM 9A. CONTROLS AND PROCEDURESITEM 9B. OTHER INFORMATIONPART IIIITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCEITEM 11. EXECUTIVE COMPENSATIONITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERSITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCEITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICESPART IVITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULESSIGNATURESEXHIBIT INDEXExhibit 10.51Exhibit 21.1Exhibit 23.1Exhibit 31.1Exhibit 31.2Exhibit 32.1Exhibit 32.2Exhibit 99.1Exhibit 99.2    Table of Contents  
 PART I
 Forward-Looking Statements
 The information contained herein contains forward-looking statements that involve a number of risks
and uncertainties. A number of factors, including those discussed herein, could cause results to
differ materially from those anticipated by such forward-looking statements which are within the
meaning of that term in Section 27A of the Securities Act of 1933, as amended, and Section 21E of
the Securities Exchange Act of 1934, as amended. In addition, such forward-looking statements are
necessarily dependent upon assumptions, estimates and data that may be incorrect or imprecise.
Accordingly, any forward-looking statements included herein do not purport to be predictions of
future events or circumstances and may not be realized. Forward-looking statements can be
identified by, among other things, the use of forward-looking terminology such as trends,
assumptions, target, guidance, outlook, opportunity, future, plans, goals,
objectives, expectations, near-term, long-term, projection, may, will, would,
could, expect, intend, estimate, anticipate, believe, potential, regular, or
continue or the negatives thereof, or other variations thereon of comparable terminology, or by
discussions of strategy or intentions. Such statements may include, but are not limited to,
projections of revenue, income or loss, expenditures, acquisitions, plans for future operations,
financing needs or plans relating to services of the Company, as well as assumptions relating to
the foregoing. The Companys actual results may differ materially from the results anticipated in
forward-looking statements due to a variety of factors, including, but not limited to those
identified in Item 1A. Risk Factors in this Form 10-K and (1) deterioration in the financial
condition of borrowers resulting in significant increases in loan losses and provisions for those
losses; (2) continuation of the historically low short-term interest rate environment; (3) changes
in loan underwriting, credit review or loss reserve policies associated with economic conditions,
examination conclusions, or regulatory developments; (4) increased levels of non-performing and
repossessed assets and the ability to resolve these may result in future losses; (5) greater than
anticipated deterioration or lack of sustained growth in the national or local economies; (6) rapid
fluctuations or unanticipated changes in interest rates; (7) the impact of governmental
restrictions on entities participating in the Capital Purchase Program (the CPP)  of the
United States Department of the Treasury (the Treasury); (8) changes in state and federal
legislation, regulations or policies applicable to banks or other financial service providers,
including regulatory or legislative developments, like the Dodd-Frank Wall Street Reform and
Consumer Protection Act (the  Dodd-Frank Act), arising out of current unsettled conditions
in the economy (9) the results of regulatory examinations; (10) the remediation efforts related to
the Companys material weakness in its internal control over financial reporting; (11) increased
competition with other financial institutions in the markets that the Bank serves; (12) the Company
recording a further valuation allowance related to its deferred tax asset; (13) exploring
alternatives available for the future repayment or conversion of the preferred stock issued in the
CPP; (14) further deterioration in the valuation of other real estate owned (OREO); (15)
inability to comply with regulatory capital requirements and to secure any required regulatory
approvals for capital actions to raise capital if necessary to comply with any regulatory capital
requirements; and (16) the loss of key personnel. The Company undertakes no obligation to update
forward-looking statements.
 Readers are cautioned not to place undue reliance on forward-looking statements made in this
document, since the statements speak only as of the documents date. All forward-looking statements
included in this Annual Report on Form 10-K are expressly qualified in their entirety by the
cautionary statements in this section and to the more detailed risk factors included below under
Part I, Item 1A Risk Factors. The Company has no obligation and does not intend to publicly
update or revise any forward-looking statements contained in or incorporated by reference into this
Annual Report on Form 10-K, to reflect events or circumstances occurring after the date of this
document or to reflect the occurrence of unanticipated events. Readers are advised, however, to
consult any further disclosures the Company may make on related subjects in its documents filed
with or furnished to the Securities and Exchange Commission (SEC) or in its other public
disclosures.
  1




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##### Table of Contents



ITEM 1.
    
    BUSINESS.
 Presentation of Amounts
 All dollar amounts set forth below, other than share and per-share amounts, are in thousands
unless otherwise noted. Unless this Form 10-K indicates otherwise or the context otherwise
requires, the terms we, our, us, the Company or Green Bankshares as used herein refer to
Green Bankshares, Inc. and its subsidiaries, including GreenBank, which we sometimes refer to as
GreenBank, the Bank or our Bank.
 Green Bankshares, Inc.
      Lending Activities:
 General:
 Commercial Real Estate Lending:
 Residential Real Estate Lending:
  2




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##### Table of Contents



Commercial Business Lending:
  Consumer Lending:
 Investment Activities:
  Sources of Funds:
 Deposits:
  Borrowings:
   3




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##### Table of Contents



www.greenbankusa.com
 GreenBank and its Subsidiaries
    Business Strategy
   4




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##### Table of Contents



Lending Activities
 General
 Loan Composition
 2010
    
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006Commercial real estate
    
    $
    1,080,805
    
    
    $
    1,306,398
    
    
    $
    1,430,225
    
    
    $
    1,549,457
    
    
    $
    921,190Residential real estate
    
    
    378,783
    
    
    
    392,365
    
    
    
    397,922
    
    
    
    398,779
    
    
    
    281,629Commercial
    
    
    222,927
    
    
    
    274,346
    
    
    
    315,099
    
    
    
    320,264
    
    
    
    258,998Consumer
    
    
    75,498
    
    
    
    83,382
    
    
    
    89,733
    
    
    
    97,635
    
    
    
    87,111Other
    
    
    1,913
    
    
    
    2,117
    
    
    
    4,656
    
    
    
    3,871
    
    
    
    2,203Unearned interest
    
    
    (14,548
    )
    
    
    (14,801
    )
    
    
    (14,245
    )
    
    
    (13,630
    )
    
    
    (11,502
    )Loans, net of unearned interest
    
    $
    1,745,378
    
    
    $
    2,043,807
    
    
    $
    2,223,390
    
    
    $
    2,356,376
    
    
    $
    1,539,629Allowance for loan losses
    
    $
    (66,830
    )
    
    $
    (50,161
    )
    
    $
    (48,811
    )
    
    $
    (34,111
    )
    
    $
    (22,302
    )
  5




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Higher Risk Loan Migration Table:
 2010
    
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006Speculative 1-4 family residential real estateAcquisition and development
    
    $
    131,669
    
    
    $
    185,087
    
    
    $
    242,343
    
    
    $
    285,592
    
    
    $
    159,760Lot warehouse
    
    
    42,796
    
    
    
    66,104
    
    
    
    79,555
    
    
    
    104,201
    
    
    
    64,429Commercial 1-4 family residential
    
    
    31,511
    
    
    
    70,434
    
    
    
    160,786
    
    
    
    279,680
    
    
    
    134,390Sub-total
    
    
    205,976
    
    
    
    321,625
    
    
    
    482,684
    
    
    
    669,473
    
    
    
    358,579ConstructionCommercial vacant land
    
    
    77,081
    
    
    
    101,679
    
    
    
    103,160
    
    
    
    69,298
    
    
    
    37,461Commercial construction  non-owner occupied
    
    
    63,881
    
    
    
    164,887
    
    
    
    144,344
    
    
    
    157,374
    
    
    
    80,032Commercial construction  owner
occupied
    
    
    5,407
    
    
    
    28,213
    
    
    
    55,305
    
    
    
    58,814
    
    
    
    37,515Consumer residential construction
    
    
    14,161
    
    
    
    19,073
    
    
    
    27,632
    
    
    
    38,231
    
    
    
    25,279Sub-total
    
    
    160,530
    
    
    
    313,852
    
    
    
    330,441
    
    
    
    323,717
    
    
    
    180,287Total speculative and construction
    
    $
    366,506
    
    
    $
    635,477
    
    
    $
    813,125
    
    
    $
    993,190
    
    
    $
    538,866
 Loan Maturities
 Due in One
    
    
    Due After One Year
    
    
    Due AfterYear or Less
    
    
    Through Five Years
    
    
    Five Years
    
    
    TotalCommercial real estate
    
    $
    437,374
    
    
    $
    613,259
    
    
    $
    30,172
    
    
    $
    1,080,805Residential real estate (1)
    
    
    42,826
    
    
    
    93,735
    
    
    
    235,732
    
    
    
    372,293Commercial
    
    
    148,500
    
    
    
    68,752
    
    
    
    5,675
    
    
    
    222,927Consumer (1)
    
    
    19,110
    
    
    
    45,815
    
    
    
    2,515
    
    
    
    67,440Other
    
    
    1,629
    
    
    
    236
    
    
    
    48
    
    
    
    1,913Total
    
    $
    649,439
    
    
    $
    821,797
    
    
    $
    274,142
    
    
    $
    1,745,378
 (1)
    
    Net of unearned interest  Fixed Rate
    
    
    Variable Rate
    
    
    TotalCommercial real estate
    
    $
    432,141
    
    
    $
    211,290
    
    
    $
    643,431Residential real estate
    
    
    111,198
    
    
    
    218,269
    
    
    
    329,467Commercial
    
    
    46,740
    
    
    
    27,687
    
    
    
    74,427Consumer
    
    
    47,696
    
    
    
    634
    
    
    
    48,330Other
    
    
    236
    
    
    
    48
    
    
    
    284Total
    
    $
    638,011
    
    
    $
    457,928
    
    
    $
    1,095,939
 Commercial Real Estate Loans
  6




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Residential Real Estate
  Commercial Loans
 Consumer Loans
 Past Due, Special Mention, Classified and Nonaccrual Loans
   7




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At December 31,2010
    
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006Loans accounted for on a non-accrual
basis
    
    $
    143,707
    
    
    $
    75,411
    
    
    $
    30,926
    
    
    $
    32,060
    
    
    $
    3,479Accruing loans which are contractually
past due 90 days or more as to interest
or principal payments
    
    
    2,112
    
    
    
    147
    
    
    
    509
    
    
    
    18
    
    
    
    28Total non-performing loans
    
    
    145,819
    
    
    
    75,558
    
    
    
    31,435
    
    
    
    32,078
    
    
    
    3,507Real estate owned:Foreclosures
    
    
    59,965
    
    
    
    56,952
    
    
    
    44,964
    
    
    
    4,401
    
    
    
    1,445Other real estate held and
repossessed assets
    
    
    130
    
    
    
    216
    
    
    
    407
    
    
    
    458
    
    
    
    243Total non-performing assets
    
    $
    205,914
    
    
    $
    132,726
    
    
    $
    76,806
    
    
    $
    36,937
    
    
    $
    5,195Restructured loans not included above
    
    $
    39,940
    
    
    $
    11,632
    
    
    $
    
    
    
    $
    
    
    
    $
    
    8




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##### Table of Contents



Allowance for Loan Losses
   9




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##### Table of Contents



Year Ended December 31,2010
    
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006Balance at beginning of year
    
    $
    50,161
    
    
    $
    48,811
    
    
    $
    34,111
    
    
    $
    22,302
    
    
    $
    19,739Reserve acquired in acquisition
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    9,022
    
    
    
    Subtotal
    
    
    50,161
    
    
    
    48,811
    
    
    
    34,111
    
    
    
    31,324
    
    
    
    19,739Charge-offs:Commercial real estate
    
    
    (48,617
    )
    
    
    (40,893
    )
    
    
    (28,759
    )
    
    
    (7,516
    )
    
    
    (494
    )Commercial
    
    
    (3,210
    )
    
    
    (6,941
    )
    
    
    (6,177
    )
    
    
    (2,065
    )
    
    
    (879
    )Subtotal
    
    
    (51,827
    )
    
    
    (47,834
    )
    
    
    (34,936
    )
    
    
    (9,581
    )
    
    
    (1,373
    )Residential real estate
    
    
    (3,102
    )
    
    
    (3,176
    )
    
    
    (2,275
    )
    
    
    (840
    )
    
    
    (947
    )Consumer
    
    
    (2,889
    )
    
    
    (3,880
    )
    
    
    (4,058
    )
    
    
    (3,050
    )
    
    
    (2,009
    )Other
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (28
    )Total charge-offs
    
    
    (57,818
    )
    
    
    (54,890
    )
    
    
    (41,269
    )
    
    
    (13,471
    )
    
    
    (4,357
    )Recoveries:Commercial real estate
    
    
    1,301
    
    
    
    3,066
    
    
    
    1,691
    
    
    
    289
    
    
    
    17Commercial
    
    
    909
    
    
    
    1,669
    
    
    
    221
    
    
    
    227
    
    
    
    171Subtotal
    
    
    2,210
    
    
    
    4,735
    
    
    
    1,912
    
    
    
    516
    
    
    
    188Residential real estate
    
    
    287
    
    
    
    402
    
    
    
    138
    
    
    
    213
    
    
    
    284Consumer
    
    
    882
    
    
    
    853
    
    
    
    1,106
    
    
    
    1,038
    
    
    
    936Other
    
    
    1
    
    
    
    4
    
    
    
    3
    
    
    
    8
    
    
    
    5Total recoveries
    
    
    3,380
    
    
    
    5,994
    
    
    
    3,159
    
    
    
    1,775
    
    
    
    1,413Net charge-offs
    
    
    (54,438
    )
    
    
    (48,896
    )
    
    
    (38,110
    )
    
    
    (11,696
    )
    
    
    (2,944
    )Provision for loan losses
    
    
    71,107
    
    
    
    50,246
    
    
    
    52,810
    
    
    
    14,483
    
    
    
    5,507Balance at end of year
    
    $
    66,830
    
    
    $
    50,161
    
    
    $
    48,811
    
    
    $
    34,111
    
    
    $
    22,302Ratio of net charge-offs to average
loans outstanding, net of
unearned discount, during
the period
    
    
    2.84
    %
    
    
    2.25
    %
    
    
    1.63
    %
    
    
    .57
    %
    
    
    .20
    %Ratio of allowance for loan losses to
non-performing loans
    
    
    45.83
    %
    
    
    66.39
    %
    
    
    155.28
    %
    
    
    106.34
    %
    
    
    635.93
    %Ratio of allowance for loan losses to
total loans, net of unearned income
    
    
    3.83
    %
    
    
    2.45
    %
    
    
    2.20
    %
    
    
    1.45
    %
    
    
    1.45
    %
 Breakdown of allowance for loan losses by portfolio segment.
 At December 31,2010
    
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006Percent of
    
    
    
    
    
    
    Percent of

    
    
    
    
    
    
    Percent of

    
    
    
    
    
    
    Percent of
    
    
    
    
    
    
    Percent ofloans in
    
    
    
    
    
    
    loans in
    
    
    
    
    
    
    loans in
    
    
    
    
    
    
    loans in
    
    
    
    
    
    
    loans ineach
    
    
    
    
    
    
    each
    
    
    
    
    
    
    each
    
    
    
    
    
    
    each
    
    
    
    
    
    
    eachcategory
    
    
    
    
    
    
    category
    
    
    
    
    
    
    category
    
    
    
    
    
    
    category
    
    
    
    
    
    
    categoryBalance at end of period
    
    
    
    
    
    to total
    
    
    
    
    
    
    to total
    
    
    
    
    
    
    to total
    
    
    
    
    
    
    to total
    
    
    
    
    
    
    to totalapplicable to:
    
    Amount
    
    
    loans
    
    
    Amount
    
    
    loans
    
    
    Amount
    
    
    loans
    
    
    Amount
    
    
    loans
    
    
    Amount
    
    
    loansCommercial real estate
    
    $
    54,203
    
    
    
    61.93
    %
    
    $
    36,527
    
    
    
    63.93
    %
    
    $
    35,714
    
    
    
    64.33
    %
    
    $
    20,489
    
    
    
    65.38
    %
    
    $
    10,619
    
    
    
    59.38
    %Residential real estate
    
    
    4,431
    
    
    
    21.33
    %
    
    
    4,350
    
    
    
    18.88
    %
    
    
    3,669
    
    
    
    17.63
    %
    
    
    2,395
    
    
    
    16.83
    %
    
    
    1,639
    
    
    
    18.16
    %Commercial
    
    
    5,080
    
    
    
    12.78
    %
    
    
    5,840
    
    
    
    13.42
    %
    
    
    6,479
    
    
    
    14.17
    %
    
    
    7,575
    
    
    
    13.51
    %
    
    
    6,645
    
    
    
    16.70
    %Consumer
    
    
    3,108
    
    
    
    3.86
    %
    
    
    3,437
    
    
    
    3.67
    %
    
    
    2,927
    
    
    
    3.66
    %
    
    
    3,635
    
    
    
    4.12
    %
    
    
    3,384
    
    
    
    5.62
    %Other
    
    
    8
    
    
    
    0.11
    %
    
    
    7
    
    
    
    0.10
    %
    
    
    22
    
    
    
    0.21
    %
    
    
    17
    
    
    
    0.16
    %
    
    
    15
    
    
    
    0.14
    %Totals
    
    $
    66,830
    
    
    
    100.00
    %
    
    $
    50,161
    
    
    
    100.00
    %
    
    $
    48,811
    
    
    
    100.00
    %
    
    $
    34,111
    
    
    
    100.00
    %
    
    $
    22,302
    
    
    
    100.00
    %
  10




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Investment Activities
 General
 Securities by Category
 At December 31,2010
    
    
    2009
    
    
    2008Securities Held to Maturity:State and political subdivisions
    
    $
    215
    
    
    $
    251
    
    
    $
    404Other securities
    
    
    250
    
    
    
    375
    
    
    
    253Total
    
    $
    465
    
    
    $
    626
    
    
    $
    657Securities Available for Sale:U.S. government agencies
    
    $
    83,299
    
    
    $
    52,048
    
    
    $
    98,806State and political subdivisions
    
    
    31,501
    
    
    
    32,192
    
    
    
    31,804Collateralized mortgage obligations
    
    
    67,575
    
    
    
    44,677
    
    
    
    68,373Mortgage-backed securities
    
    
    17,964
    
    
    
    16,892
    
    
    
    2,086Trust preferred securities
    
    
    1,663
    
    
    
    1,915
    
    
    
    2,493Total
    
    $
    202,002
    
    
    $
    147,724
    
    
    $
    203,562
 Maturity Distributions of Securities
 Due After OneDue in One
    
    
    Year through
    
    
    Due After Five Years
    
    
    DueYear or Less
    
    
    Five Years
    
    
    through 10 Years
    
    
    After 10 Years
    
    
    TotalSecurities Held to Maturity:State and political subdivisions
    
    $
    215
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    215Other securities
    
    
    250
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    250Securities Available for Sale:U.S. government agencies
    
    
    
    
    
    
    
    
    
    
    39,004
    
    
    
    45,102
    
    
    
    84,106State and political subdivisions
    
    
    1,005
    
    
    
    4,067
    
    
    
    21,986
    
    
    
    4,133
    
    
    
    31,191Collateralized mortgage obligations
    
    
    
    
    
    
    651
    
    
    
    1,584
    
    
    
    63,809
    
    
    
    66,044Mortgage-backed securities
    
    
    
    
    
    
    5,989
    
    
    
    4,012
    
    
    
    7,167
    
    
    
    17,168Trust preferred securities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,850
    
    
    
    1,850Subtotal
    
    $
    1,470
    
    
    $
    10,707
    
    
    $
    66,586
    
    
    $
    122,061
    
    
    $
    200,824Market value adjustment on available
for sale securities
    
    
    3
    
    
    
    535
    
    
    
    554
    
    
    
    553
    
    
    
    1,645Total
    
    $
    1,473
    
    
    $
    11,242
    
    
    $
    67,140
    
    
    $
    122,614
    
    
    $
    202,469Weighted average yield (a)
    
    
    7.08
    %
    
    
    4.83
    %
    
    
    3.94
    %
    
    
    3.44
    %
    
    
    3.75
    %
 
 (a)
    
    Weighted average yields on tax-exempt obligations have been computed on a fully
taxable-equivalent basis using a tax rate of 35%.   11




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##### Table of Contents



Deposits
   Year Ended December 31,2010
    
    
    2009
    
    
    2008Average
    
    
    Average
    
    
    Average
    
    
    Average
    
    
    Average
    
    
    AverageBalance
    
    
    Rate Paid
    
    
    Balance
    
    
    Rate Paid
    
    
    Balance
    
    
    Rate PaidTypes of deposits (all in domestic offices):Noninterest bearing demand deposits
    
    $
    166,814
    
    
    
    
    
    
    $
    162,765
    
    
    
    
    
    
    $
    187,058
    
    
    
    Interest-bearing demand deposits
    
    
    881,978
    
    
    
    1.01
    %
    
    
    700,586
    
    
    
    1.30
    %
    
    
    577,024
    
    
    
    1.57
    %Savings deposits
    
    
    98,900
    
    
    
    1.02
    %
    
    
    83,549
    
    
    
    1.13
    %
    
    
    68,612
    
    
    
    .77
    %Time deposits
    
    
    841,458
    
    
    
    2.20
    %
    
    
    1,166,640
    
    
    
    3.06
    %
    
    
    1,317,362
    
    
    
    3.68
    %Total deposits
    
    $
    1,989,150
    
    
    
    
    
    
    $
    2,113,540
    
    
    
    
    
    
    $
    2,150,056
  Certificates ofMaturity Period
    
    DepositsThree months or less
    
    $
    41,190Over three through six months
    
    
    43,741Over six through twelve months
    
    
    112,097Over twelve months
    
    
    112,673Total
    
    $
    309,701
  12




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##### Table of Contents



Competition
   County
    
    Deposit ShareGreene, TN
    
    
    28.72
    %Hawkins, TN
    
    
    19.36
    %Lawrence, TN
    
    
    17.53
    %Smith, TN
    
    
    10.58
    %Sumner, TN
    
    
    10.12
    %Hamblen, TN
    
    
    8.78
    %Blount, TN
    
    
    8.15
    %Cocke, TN
    
    
    8.15
    %Macon, TN
    
    
    7.10
    %Madison, NC
    
    
    6.66
    %Montgomery, TN
    
    
    6.36
    %Loudon, TN
    
    
    6.00
    %Washington, TN
    
    
    5.91
    %McMinn, TN
    
    
    5.63
    %Bristol, VA1
    
    
    4.39
    %Sullivan, TN
    
    
    2.82
    %Williamson, TN
    
    
    2.80
    %Rutherford, TN
    
    
    2.62
    %Monroe, TN
    
    
    1.49
    %Knox, TN
    
    
    0.82
    %Davidson, TN
    
    
    0.79
    %
 1
    
    Bristol, VA is deemed a city. Employees
   13




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##### Table of Contents



Regulation, Supervision and Governmental Policy
  The Dodd-Frank Wall Street Reform and Consumer Protection Act
  
    
    Changing the assessment base for federal deposit insurance from the amount of
insured deposits to consolidated assets less tangible capital, eliminating the ceiling
and increasing the size of the floor of the DIF, and offsetting the impact of the
increase in the minimum floor on institutions with less than $10 billion in assets;
 
    
    Making permanent the $250,000 limit for federal deposit insurance, increasing the
cash limit of Securities Investor Protection Corporation protection to $250,000 and
providing unlimited federal deposit insurance until December 31, 2012 for non-interest
bearing demand transaction accounts at all insured depository institutions;
 
    
    Repealing the federal prohibition on payment of interest on demand deposits, thereby
permitting depositing institutions to pay interest on business transaction and other
accounts;
 
    
    Centralizing responsibility for consumer financial protection by creating a new
agency, the Consumer Financial Protection Bureau, responsible for implementing federal
consumer protection laws, although banks below $10 billion in assets will continue to
be examined and supervised for compliance with these laws by their federal banking
regulator;
 
    
    Restricting the preemption of state law by federal law and disallowing national bank
subsidiaries from availing themselves of such preemption;
 
    
    Imposing new requirements for mortgage lending, including new minimum underwriting
standards, prohibitions on certain yield-spread compensation to mortgage originators,
special consumer protections for mortgage loans that do not meet certain provision
qualifications, prohibitions and limitations on certain mortgage terms and various new
mandated disclosures to mortgage borrowers;
 
    
    Applying the same leverage and risk based capital requirements that apply to insured
depository institutions to holding companies, although the Companys currently
outstanding subordinated debentures (but not new issuances) will continue to qualify as
Tier 1 capital, subject to existing limitations on the amount that may so qualify;
 
    
    Permitting national and state banks to establish de novo interstate branches at any
location where a bank based in that state could establish a branch, and requiring that
bank holding companies and banks be well capitalized and well managed in order to
acquire banks located outside their home state;
 
    
    Imposing new limits on affiliated transactions and causing derivative transactions
to be subject to lending limits; and
 
    
    Implementing corporate governance revisions, including with regard to executive
compensation and proxy access to shareholders, that apply to all public companies not
just financial institutions.
  14




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##### Table of Contents



Bank Holding Company Regulation
 Acquisitions and Mergers
 
    
    The bank holding company has registered securities under Section 12 of the Securities
Exchange Act of 1934; or
 
    
    No other person owns a greater percentage of that class of voting securities immediately
after the transaction.
    Capital Requirements
 Dividends
  15




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pari passu
  16




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##### Table of Contents



Support of Banking Subsidiaries
  Transactions with Affiliates
 Bank Regulation
 Extensions of Credit
  17




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##### Table of Contents



Federal Deposit Insurance
    Safety and Soundness Standards
 Participation in the Capital Purchase Program of the Troubled Asset Relief Program
  18




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##### Table of Contents




    
    Ensure that the incentive compensation programs for its senior executive officers do not
encourage unnecessary and excessive risks that threaten the value of the Company;
 
    
    Implement a required clawback of any bonus or incentive compensation paid to the
Companys senior executive officers and the next twenty most highly compensated employees
based on materially inaccurate financial statements or any other materially inaccurate
performance metric;
 
    
    Not make any bonus, incentive or retention payment to any of the Companys five most
highly compensated employees, except as permitted under the IFR;
 
    
    Not make any golden parachute payment (as defined in the IFR) to any of the Companys
senior executive officers or next five most highly compensated employees; and
 
    
    Agree not to deduct for tax purposes executive compensation in excess of $500,000 in any
one fiscal year for each of the Companys senior executive officers.
 Capital Requirements
      19




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20




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##### Table of Contents



Legislative, Legal and Regulatory Developments.
 USA Patriot Act
  Additional Information
   21




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##### Table of Contents



ITEM 1A.
    
    RISK FACTORS.
 Investing in our common stock involves various risks which are particular to our company,
our industry and our market area. Several risk factors regarding investing in our common stock are
discussed below. This listing should not be considered as all-inclusive. If any of the following
risks were to occur, we may not be able to conduct our business as currently planned and our
financial condition or operating results could be negatively impacted. These matters could cause
the trading price of our common stock to decline in future periods.
 We could sustain additional losses if our asset quality declines further.
  Our loan portfolio includes an elevated, although shrinking level, of residential construction and
land development loans, which loans have a greater credit risk than residential mortgage loans.
    Negative developments in the U.S. and local economy and in local real estate markets have adversely
impacted our operations and results and may continue to adversely impact our results in the future.
   22




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##### Table of Contents



Negative developments in the financial services industry and U.S. and global credit markets may
adversely impact our operations and results.
  Our business is subject to the success of the local economies where we operate.
   An inadequate allowance for loan losses would reduce our earnings.
   23




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##### Table of Contents



We, or our bank subsidiary, may become subject to supervisory actions and/or enhanced regulation
that could have an additional material negative effect on our business, operating flexibility,
financial condition and the value of our common stock. In addition, addressing regulatory concerns
in this market environment will require significant time and attention from our management team,
which may increase our costs, impede the efficiency of our internal business processes and
adversely affect our profitability in the near-term.
     24




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##### Table of Contents



If we, or our bank subsidiary, are unable to maintain capital levels above those that we, or the
bank subsidiary, are required to maintain either as a result of federal regulations or as a result
of commitments or agreements that we, or our bank subsidiary, have made to, or with, our
regulators, we would likely need to raise additional capital, but that capital may not be available
when it is needed.
  Liquidity needs could adversely affect our results of operations and financial condition.
  We rely on dividends from our bank subsidiary as our primary source of liquidity and payment of
these dividends is limited under Tennessee law.
   25




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##### Table of Contents



Our ability to maintain required capital levels and adequate sources of funding and liquidity could
be impacted by changes in the capital markets and deteriorating economic and market conditions.
  We have increased levels of other real estate, primarily as a result of foreclosures, and we
anticipate higher levels of foreclosed real estate expense.
  Environmental liability associated with commercial lending could result in losses.
  Changes in interest rates could adversely affect our results of operations and financial condition.
  National or state legislation or regulation may increase our expenses and reduce earnings.
   26




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##### Table of Contents



Competition from financial institutions and other financial service providers may adversely affect
our profitability.
    We reported a material weakness in our internal control over financial reporting, and if we are
unable to improve our internal controls, our financial results may not be accurately reported.
  We have a deferred tax asset and cannot assure you that it will be fully realized.
   We are subject to lawsuits as a result of the losses we incurred in the third quarter of 2010.
   27




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##### Table of Contents



We rely heavily on the services of key personnel.
   The limitations on bonuses, retention awards, severance payments and incentive compensation
contained in ARRA may adversely affect our ability to retain our highest performing employees.
  We are subject to extensive regulation that could limit or restrict our activities.
     28




---



##### Table of Contents



Our long-term business strategy includes the continuation of growth plans, and our financial
condition and results of operations could be affected if our long-term business strategies are not
effectively executed.
  
    
    Maintaining loan quality;
 
    
    Maintaining adequate management personnel and information systems to oversee such
growth; and,
 
    
    Maintaining adequate control and compliance functions.
 Operating Results:
 Development of Offices:
 Expansion into New Markets:
 Regulatory and Economic Factors:
  We may face risks with respect to future expansion.
  
    
    the time and costs associated with identifying and evaluating potential acquisitions and
merger partners;
 
    
    inaccuracies in the estimates and judgments used to evaluate credit, operations,
management and market risks with respect to the target institution;
 
    
    the time and costs of evaluating new markets, hiring experienced local management and
opening new offices, and the time lags between these activities and the generation of
sufficient assets and deposits to support the costs of the expansion;
 
    
    our ability to finance an acquisition and possible dilution to our existing
shareholders;
 
    
    the diversion of our managements attention to the negotiation of a transaction, and the
integration of the operations and personnel of the combining businesses;
 
    
    entry into new markets where we lack experience;
 
    
    the introduction of new products and services into our business;
 
    
    the incurrence and possible impairment of goodwill associated with an acquisition and
possible adverse short-term effects on our results of operations; and
 
    
    the risk of loss of key employees and customers.
  29




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##### Table of Contents



We are subject to Tennessee anti-takeover statutes and certain charter provisions which could
decrease our chances of being acquired even if the acquisition is in our shareholders best
interests.
  The success and growth of our business will depend on our ability to adapt to technological
changes.
  Even though our common stock is currently traded on The Nasdaq Global Select Market, the trading
volume in our common stock has been thin and the sale of substantial amounts of our common stock in
the public market could depress the price of our common stock.
    We may issue additional common stock or other equity securities in the future which could dilute
the ownership interest of existing common shareholders.
   30




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##### Table of Contents



Our ability to declare and pay dividends is limited by law, by commitments we have made to our
regulators and by the terms of the Series A preferred stock that we have issued to the U.S.
Treasury, and we may be unable to pay future dividends.
  Holders of our junior subordinated debentures have rights that are senior to those of our common
and Series A preferred shareholders.
   The Series A preferred stock impacts net income available to our common shareholders and our
earnings per share.
   31




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##### Table of Contents



Holders of the Series A preferred stock have rights that are senior to those of our common
shareholders.
  Holders of the Series A preferred stock may, under certain circumstances, have the right to elect
two directors to our board of directors.
  
 ITEM 1B.
    
    UNRESOLVED STAFF COMMENTS.
  
 ITEM 2.
    
    PROPERTIES.
  
 ITEM 3.
    
    LEGAL PROCEEDINGS.
 Bill Burgraff v. Green Bankshares, Inc., et al., U.S. District Court, Eastern District of
Tennessee, Northeastern Division, Case No. 2:10-cv-00253 Brian Molnar v. Green
Bankshares, Inc., et al., U.S. District Court, Eastern District of Tennessee, Northeastern
Division, Case No. 2:11-cv-00014
  32




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##### Table of Contents



ITEM 4.
    
    REMOVED AND RESERVED
  33




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##### Table of Contents



PART II
 
 ITEM 5.
    
    MARKET FOR REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF
EQUITY SECURITIES.
   High/Low Sales Price
    
    
    Closing
    
    
    Dividends PaidDuring Quarter
    
    
    Price
    
    
    Per Share2010:First quarter
    
    $
    9.48 / 3.52
    
    
    $
    8.16
    
    
    $
    Second quarter
    
    
    15.04 / 7.96
    
    
    
    12.77
    
    
    
    Third quarter
    
    
    13.11 / 6.58
    
    
    
    6.79
    
    
    
    Fourth quarter
    
    
    7.73 / 2.39
    
    
    
    3.20
    
    
    
    $
    2009:First quarter
    
    $
    14.71 / 4.51
    
    
    $
    8.80
    
    
    $
    0.13Second quarter
    
    
    9.73 / 4.14
    
    
    
    4.48
    
    
    
    Third quarter
    
    
    6.83 / 3.25
    
    
    
    5.00
    
    
    
    Fourth quarter
    
    
    5.48 / 3.51
    
    
    
    3.55
    
    
    
    $
    0.13
   34




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35




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##### Table of Contents



ITEM 6.
    
    SELECTED FINANCIAL DATA.
 2010
    
    
    2009
    
    
    2008
    
    
    2007(1)
    
    
    2006(in thousands, except per share data, ratios and percentages)Total interest income
    
    $
    120,864
    
    
    $
    138,456
    
    
    $
    170,516
    
    
    $
    176,626
    
    
    $
    117,357Total interest expense
    
    
    37,271
    
    
    
    57,931
    
    
    
    75,491
    
    
    
    81,973
    
    
    
    45,400Net interest income
    
    
    83,593
    
    
    
    80,525
    
    
    
    95,025
    
    
    
    94,653
    
    
    
    71,957Provision for loan losses
    
    
    (71,107
    )
    
    
    (50,246
    )
    
    
    (52,810
    )
    
    
    (14,483
    )
    
    
    (5,507
    )Net interest income after provision for loan losses
    
    
    12,486
    
    
    
    30,279
    
    
    
    42,215
    
    
    
    80,170
    
    
    
    66,450Noninterest income
    
    
    32,544
    
    
    
    31,578
    
    
    
    33,614
    
    
    
    27,602
    
    
    
    20,710Noninterest expense
    
    
    (110,815
    )
    
    
    (229,587
    )
    
    
    (85,837
    )
    
    
    (69,252
    )
    
    
    (52,708
    )Income (loss) before income taxes
    
    
    (65,785
    )
    
    
    (167,730
    )
    
    
    (10,008
    )
    
    
    38,520
    
    
    
    34,452Income tax (expense) benefit
    
    
    (14,910
    )
    
    
    17,036
    
    
    
    4,648
    
    
    
    (14,146
    )
    
    
    (13,190
    )Net income (loss)
    
    
    (80,695
    )
    
    
    (150,694
    )
    
    
    (5,360
    )
    
    
    24,374
    
    
    
    21,262Preferred stock dividend and accretion of discount on warrants
    
    
    (5,001
    )
    
    
    (4,982
    )
    
    
    (92
    )
    
    
    
    
    
    
    Net income (loss) available to common shareholders
    
    $
    (85,696
    )
    
    $
    (155,676
    )
    
    $
    (5,452
    )
    
    $
    24,374
    
    
    $
    21,262Per Share Data:Net income (loss) available to common shareholders, basic
    
    $
    (6.54
    )
    
    $
    (11.91
    )
    
    $
    (0.42
    )
    
    $
    2.07
    
    
    $
    2.17Net income (loss) available to common shareholders, assuming
dilution
    
    $
    (6.54
    )
    
    $
    (11.91
    )
    
    $
    (0.42
    )
    
    $
    2.07
    
    
    $
    2.14Net income (loss) available to common shareholders, assuming
dilution adjusted for goodwill impairment
charge(7)
    
    $
    (6.54
    )
    
    $
    (1.40
    )
    
    $
    (0.42
    )
    
    $
    2.07
    
    
    $
    2.14Dividends declared
    
    $
    0.00
    
    
    $
    0.13
    
    
    $
    0.52
    
    
    $
    0.68
    
    
    $
    0.64Common book value(2)(7)
    
    $
    5.75
    
    
    $
    12.15
    
    
    $
    24.09
    
    
    $
    24.94
    
    
    $
    18.80Tangible common book value(3)(7)
    
    $
    5.23
    
    
    $
    11.44
    
    
    $
    12.23
    
    
    $
    12.73
    
    
    $
    14.87Financial Condition Data:Assets
    
    $
    2,406,040
    
    
    $
    2,619,139
    
    
    $
    2,944,671
    
    
    $
    2,947,741
    
    
    $
    1,772,654Loans, net of unearned interest
    
    $
    1,745,378
    
    
    $
    2,043,807
    
    
    $
    2,223,390
    
    
    $
    2,356,376
    
    
    $
    1,539,629Cash and investments
    
    $
    504,559
    
    
    $
    378,785
    
    
    $
    410,344
    
    
    $
    314,615
    
    
    $
    91,997Federal funds sold
    
    $
    4,856
    
    
    $
    3,793
    
    
    $
    5,263
    
    
    $
    
    
    
    $
    25,983Deposits
    
    $
    1,976,854
    
    
    $
    2,084,096
    
    
    $
    2,184,147
    
    
    $
    1,986,793
    
    
    $
    1,332,505FHLB advances and notes payable
    
    $
    158,653
    
    
    $
    171,999
    
    
    $
    229,349
    
    
    $
    318,690
    
    
    $
    177,571Subordinated debentures
    
    $
    88,662
    
    
    $
    88,662
    
    
    $
    88,662
    
    
    $
    88,662
    
    
    $
    13,403Federal funds purchased and repurchase agreements
    
    $
    19,413
    
    
    $
    24,449
    
    
    $
    35,302
    
    
    $
    194,525
    
    
    $
    42,165Shareholders equity
    
    $
    143,897
    
    
    $
    226,769
    
    
    $
    381,231
    
    
    $
    322,477
    
    
    $
    184,471Common shareholders equity(2)(7)
    
    $
    75,776
    
    
    $
    160,034
    
    
    $
    315,885
    
    
    $
    322,477
    
    
    $
    184,471Tangible common shareholders equity(3)(7)
    
    $
    69,025
    
    
    $
    150,699
    
    
    $
    160,411
    
    
    $
    164,650
    
    
    $
    145,931Tangible shareholders equity(4)(7)
    
    $
    137,146
    
    
    $
    217,434
    
    
    $
    225,757
    
    
    $
    164,650
    
    
    $
    145,931Selected Ratios:Interest rate spread
    
    
    3.79
    %
    
    
    3.19
    %
    
    
    3.48
    %
    
    
    3.83
    %
    
    
    4.32
    %Net interest margin(6)
    
    
    3.86
    %
    
    
    3.34
    %
    
    
    3.70
    %
    
    
    4.25
    %
    
    
    4.77
    %Total tangible equity to tangible assets(4)(5)(7)
    
    
    5.72
    %
    
    
    8.33
    %
    
    
    8.09
    %
    
    
    5.90
    %
    
    
    8.42
    %Tangible common equity to tangible assets(3)(5)(7)
    
    
    2.88
    %
    
    
    5.77
    %
    
    
    5.75
    %
    
    
    5.90
    %
    
    
    8.42
    %Return on average assets
    
    
    (3.41
    %)
    
    
    (5.59
    %)
    
    
    (0.18
    %)
    
    
    0.98
    %
    
    
    1.28
    %Return on average equity
    
    
    (38.56
    %)
    
    
    (50.44
    %)
    
    
    (1.64
    %)
    
    
    8.96
    %
    
    
    11.91
    %Return on average common equity(2)(7)
    
    
    (55.35
    %)
    
    
    (64.25
    %)
    
    
    (1.65
    %)
    
    
    8.96
    %
    
    
    11.91
    %Return on average common tangible equity(3)(7)
    
    
    (58.32
    %)
    
    
    (96.77
    %)
    
    
    (3.14
    %)
    
    
    15.41
    %
    
    
    15.25
    %Average equity to average assets
    
    
    8.85
    %
    
    
    11.09
    %
    
    
    11.24
    %
    
    
    10.91
    %
    
    
    10.78
    %Dividend payout ratio
    
    
    N/M
    
    
    
    N/M
    
    
    
    N/M
    
    
    
    32.85
    %
    
    
    29.49
    %Ratio of nonperforming assets to total assets
    
    
    8.56
    %
    
    
    5.07
    %
    
    
    2.61
    %
    
    
    1.25
    %
    
    
    0.29
    %Ratio of allowance for loan losses to nonperforming loans
    
    
    45.83
    %
    
    
    66.39
    %
    
    
    155.28
    %
    
    
    106.34
    %
    
    
    635.93
    %Ratio of allowance for loan losses to total loans, net of
unearned income loans
    
    
    3.83
    %
    
    
    2.45
    %
    
    
    2.20
    %
    
    
    1.45
    %
    
    
    1.45
    %
 
 1
    
    Information for the 2007 fiscal year includes the operations of CVBG, with which the
Company merged on May 18, 2007.2
    
    Common shareholders equity is shareholders equity less preferred stock.  36




---



##### Table of Contents



3
    
    Tangible common shareholders equity is shareholders equity less goodwill, other
intangible assets and preferred stock.4
    
    Tangible shareholders equity is shareholders equity less goodwill and other
intangible assets.5
    
    Tangible assets is total assets less goodwill and other intangible assets.6
    
    Net interest margin is the net yield on interest earning assets and is the difference
between the Fully Taxable Equivalent yield earned on
interest-earning assets less the effective cost of supporting liabilities.7
    
    Please refer to the GAAP Reconciliation and Management Explanation of Non-GAAP
Financial Measures section following Selected Financial Data for more information, including a reconciliation of this non-GAAP financial
measure. GAAP Reconciliation and Management Explanation of Non-GAAP Financial Measures
  
    
    Net income (loss) per share available to common shareholders assuming dilution adjusted
for goodwill impairment charge is defined as net income (loss) per share available to common
shareholders reduced by goodwill impairment charge, net of tax.
 
    
    Common shareholders equity is shareholders equity less preferred stock.
 
    
    Tangible assets are total assets less goodwill and other intangible assets.
 
    
    Tangible shareholders equity is shareholders equity less goodwill and other intangible
assets.
 
    
    Tangible common book value per share is defined as total equity reduced by recorded
goodwill, other intangible assets and preferred stock divided by total common shares
outstanding. This measure discloses changes from period-to-period in book value per share
exclusive of changes in intangible assets and preferred stock. Goodwill, an intangible asset
that is recorded in a purchase business combination, has the effect of increasing total book
value while not increasing the tangible assets of a company. Companies utilizing purchase
accounting in a business combination, as required by GAAP, must record goodwill related to
such transactions.
 
    
    Tangible common shareholders equity is shareholders equity less goodwill, other
intangible assets and preferred stock.
 
    
    Return on average common equity is defined as net income (loss) available to common
shareholders for the period divided by average equity reduced by average preferred stock.
 
    
    Return on average common tangible equity is defined as net income (loss) available to
common shareholders for the period divided by average equity reduced by average goodwill,
other intangible assets and preferred stock.
   37




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##### Table of Contents



At and for the Fiscal Years Ended December 31,2010
    
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006Total shareholders equity
    
    $
    143,897
    
    
    $
    226,769
    
    
    $
    381,231
    
    
    $
    322,477
    
    
    $
    184,471Less: Preferred stock
    
    
    (68,121
    )
    
    
    (66,735
    )
    
    
    (65,346
    )
    
    
    
    
    
    
    Common shareholders equity
    
    $
    75,776
    
    
    $
    160,034
    
    
    $
    315,855
    
    
    $
    322,477
    
    
    $
    184,471Total shareholders equity
    
    $
    143,897
    
    
    $
    226,769
    
    
    $
    381,231
    
    
    $
    322,477
    
    
    $
    184,471Less:Goodwill
    
    
    
    
    
    
    
    
    
    
    (143,389
    )
    
    
    (143,140
    )
    
    
    (31,327
    )Core Deposit and other intangibles
    
    
    (6,751
    )
    
    
    (9,335
    )
    
    
    (12,085
    )
    
    
    (14,687
    )
    
    
    (7,213
    )Preferred stock
    
    
    (68,121
    )
    
    
    (66,735
    )
    
    
    (65,346
    )
    
    
    
    
    
    
    Tangible common shareholders equity
    
    $
    69,025
    
    
    $
    150,699
    
    
    $
    160,411
    
    
    $
    164,650
    
    
    $
    145,931Total shareholders equity
    
    $
    143,897
    
    
    $
    226,769
    
    
    $
    381,231
    
    
    $
    322,477
    
    
    $
    184,471Less:Goodwill
    
    
    
    
    
    
    
    
    
    
    (143,389
    )
    
    
    (143,140
    )
    
    
    (31,327
    )Core Deposit and other intangibles
    
    
    (6,751
    )
    
    
    (9,335
    )
    
    
    (12,085
    )
    
    
    (14,687
    )
    
    
    (7,213
    )Tangible shareholders equity
    
    $
    137,146
    
    
    $
    217,434
    
    
    $
    225,757
    
    
    $
    164,650
    
    
    $
    145,931Total assets
    
    $
    2,406,040
    
    
    $
    2,619,139
    
    
    $
    2,944,671
    
    
    $
    2,947,741
    
    
    $
    1,772,654Less:Goodwill
    
    
    
    
    
    
    
    
    
    
    (143,389
    )
    
    
    (143,140
    )
    
    
    (31,327
    )Core Deposit and other intangibles
    
    
    (6,751
    )
    
    
    (9,335
    )
    
    
    (12,085
    )
    
    
    (14,687
    )
    
    
    (7,213
    )Tangible assets
    
    $
    2,399,289
    
    
    $
    2,609,804
    
    
    $
    2,789,197
    
    
    $
    2,789,914
    
    
    $
    1,734,114Common book value per share
    
    $
    5.75
    
    
    $
    12.15
    
    
    $
    24.09
    
    
    $
    24.94
    
    
    $
    18.80Effect of intangible assets
    
    $
    (0.52
    )
    
    $
    (0.71
    )
    
    $
    (11.86
    )
    
    $
    (12.21
    )
    
    $
    (3.93
    )Tangible common book value per share
    
    $
    5.23
    
    
    $
    11.44
    
    
    $
    12.23
    
    
    $
    12.73
    
    
    $
    14.87Return on average common equity
    
    
    (55.35
    %)
    
    
    (64.25
    %)
    
    
    (1.65
    %)
    
    
    8.96
    %
    
    
    11.91
    %Effect of intangible assets
    
    
    (2.97
    %)
    
    
    (32.52
    %)
    
    
    (1.49
    %)
    
    
    6.45
    %
    
    
    3.34
    %Return on average common tangible equity
    
    
    (58.32
    %)
    
    
    (96.77
    %)
    
    
    (3.14
    %)
    
    
    15.41
    %
    
    
    15.25
    %
  38




---



##### Table of Contents



For the Fiscal Years Ended December 31,2010
    
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006Total non-interest expense
    
    $
    110,815
    
    
    $
    229,587
    
    
    $
    85,837
    
    
    $
    69,252
    
    
    $
    52,708Goodwill impairment charge
    
    
    
    
    
    
    (143,389
    )
    
    
    
    
    
    
    
    
    
    
    Operating expenses
    
    $
    110,815
    
    
    $
    86,198
    
    
    $
    85,837
    
    
    $
    69,252
    
    
    $
    52,708Net income (loss) available
to common shareholders
    
    $
    (85,696
    )
    
    $
    (155,676
    )
    
    $
    (5,452
    )
    
    $
    24,374
    
    
    $
    21,262Goodwill impairment charge,
net of tax of $5,975
    
    
    
    
    
    
    137,414
    
    
    
    
    
    
    
    
    
    
    
    Net operating income
(loss) available to common
shareholders
    
    $
    (85,696
    )
    
    $
    (18,262
    )
    
    $
    (5,452
    )
    
    $
    24,374
    
    
    $
    21,262Per Diluted Share:Net income (loss) available
to common shareholders
    
    $
    (6.54
    )
    
    $
    (11.91
    )
    
    $
    (0.42
    )
    
    $
    2.07
    
    
    $
    2.14Goodwill impairment charge,
net of tax of $5,975
    
    
    
    
    
    
    10.51
    
    
    
    
    
    
    
    
    
    
    
    Net operating income (loss)
    
    $
    (6.54
    )
    
    $
    (1.40
    )
    
    $
    (0.42
    )
    
    $
    2.07
    
    
    $
    2.14
  39




---



##### Table of Contents



ITEM 7.
    
    MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 Overview
   Critical Accounting Policies and Estimates
     40




---



##### Table of Contents



Changes in Results of Operations
 Net loss
  41




---



##### Table of Contents



Net Interest Income
  Average Balances, Interest Rates and Yields.
  42




---



##### Table of Contents



2010
    
    
    2009
    
    
    2008Average
    
    
    
    
    
    
    Average
    
    
    Average
    
    
    
    
    
    
    Average
    
    
    Average
    
    
    
    
    
    
    AverageBalance
    
    
    Interest
    
    
    Rate
    
    
    Balance
    
    
    Interest
    
    
    Rate
    
    
    Balance
    
    
    Interest
    
    
    RateInterest-earning assets:Loans(1)(4)Real estate loans
    
    $
    1,517,937
    
    
    $
    86,904
    
    
    
    5.73
    %
    
    $
    1,719,026
    
    
    $
    99,796
    
    
    
    5.81
    %
    
    $
    1,890,209
    
    
    $
    121,168
    
    
    
    6.41
    %Commercial loans
    
    
    250,126
    
    
    
    14,358
    
    
    
    5.74
    %
    
    
    295,913
    
    
    
    16,284
    
    
    
    5.50
    %
    
    
    319,131
    
    
    
    20,020
    
    
    
    6.27
    %Consumer and other loans-
net(2)
    
    
    65,802
    
    
    
    8,963
    
    
    
    13.62
    %
    
    
    81,242
    
    
    
    9,660
    
    
    
    11.89
    %
    
    
    89,565
    
    
    
    10,516
    
    
    
    11.74
    %Fees on loans
    
    
    
    
    
    
    3,563
    
    
    
    
    
    
    
    
    
    
    
    3,532
    
    
    
    
    
    
    
    
    
    
    
    3,979Total loans (including fees)
    
    $
    1,833,865
    
    
    $
    113,788
    
    
    
    6.20
    %
    
    $
    2,096,181
    
    
    $
    129,272
    
    
    
    6.17
    %
    
    $
    2,298,905
    
    
    $
    155,683
    
    
    
    6.77
    %Investment securities(3)Taxable
    
    $
    137,148
    
    
    $
    4,937
    
    
    
    3.60
    %
    
    $
    144,881
    
    
    $
    7,035
    
    
    
    4.86
    %
    
    $
    227,710
    
    
    $
    12,770
    
    
    
    5.61
    %Tax-exempt(4)
    
    
    30,799
    
    
    
    1,909
    
    
    
    6.20
    %
    
    
    31,660
    
    
    
    1,938
    
    
    
    6.12
    %
    
    
    32,743
    
    
    
    1,995
    
    
    
    6.09
    %FHLB and other stock
    
    
    12,734
    
    
    
    530
    
    
    
    4.16
    %
    
    
    12,836
    
    
    
    573
    
    
    
    4.46
    %
    
    
    12,890
    
    
    
    647
    
    
    
    5.02
    %Total investment
securities
    
    $
    180,681
    
    
    $
    7,376
    
    
    
    4.08
    %
    
    $
    189,377
    
    
    $
    9,546
    
    
    
    5.04
    %
    
    $
    273,343
    
    
    $
    15,412
    
    
    
    5.64
    %Other short-term investments
    
    
    170,952
    
    
    
    435
    
    
    
    0.25
    %
    
    
    147,918
    
    
    
    376
    
    
    
    0.25
    %
    
    
    17,941
    
    
    
    175
    
    
    
    0.98
    %Total interest-earning assets
    
    $
    2,185,498
    
    
    $
    121,599
    
    
    
    5.56
    %
    
    $
    2,433,476
    
    
    $
    139,194
    
    
    
    5.72
    %
    
    $
    2,590,189
    
    
    $
    171,270
    
    
    
    6.61
    %Noninterest-earning assets:Cash and due from
banks
    
    $
    42,743
    
    
    
    
    
    
    
    
    
    
    $
    45,870
    
    
    
    
    
    
    
    
    
    
    $
    51,181Premises and
equipment
    
    
    80,556
    
    
    
    
    
    
    
    
    
    
    
    83,478
    
    
    
    
    
    
    
    
    
    
    
    83,411Other, less allowance
for loan losses
    
    
    202,649
    
    
    
    
    
    
    
    
    
    
    
    219,831
    
    
    
    
    
    
    
    
    
    
    
    231,499Total noninterest-earning assets
    
    $
    325,948
    
    
    
    
    
    
    
    
    
    
    $
    349,179
    
    
    
    
    
    
    
    
    
    
    $
    366,091Total assets
    
    $
    2,511,446
    
    
    
    
    
    
    
    
    
    
    $
    2,782,655
    
    
    
    
    
    
    
    
    
    
    $
    2,956,280
 
 1
    
    Average loan balances exclude nonaccrual loans.2
    
    Installment loans are stated net of unearned income.3
    
    The average balance of and the related yield associated with securities available for
sale is based on the cost of such securities.4
    
    Fully Taxable Equivalent (FTE) at the rate of 35%. The FTE basis adjusts for the
tax benefits of income on certain tax-exempt loans and investments using the federal statutory rate
of 35% for each period presented. The Company believes this measure to be the preferred industry
measurement of net interest income and provides relevant comparison between taxable and non-taxable
amounts.  43




---



##### Table of Contents



2010
    
    
    2009
    
    
    2008Average
    
    
    
    
    
    
    Average
    
    
    Average
    
    
    
    
    
    
    Average
    
    
    Average
    
    
    
    
    
    
    AverageBalance
    
    
    Interest
    
    
    Rate
    
    
    Balance
    
    
    Interest
    
    
    Rate
    
    
    Balance
    
    
    Interest
    
    
    RateInterest-bearing liabilities:DepositsSavings, interest checking, and money market accounts
    
    $
    980,878
    
    
    $
    9,924
    
    
    
    1.01
    %
    
    $
    784,135
    
    
    $
    10,078
    
    
    
    1.29
    %
    
    $
    645,636
    
    
    $
    9,588
    
    
    
    1.49
    %Time deposits
    
    
    841,458
    
    
    
    18,510
    
    
    
    2.20
    %
    
    
    1,166,640
    
    
    
    35,690
    
    
    
    3.06
    %
    
    
    1,317,362
    
    
    
    48,502
    
    
    
    3.68
    %Total deposits
    
    $
    1,822,336
    
    
    $
    28,434
    
    
    
    1.56
    %
    
    $
    1,950,775
    
    
    $
    45,768
    
    
    
    2.35
    %
    
    $
    1,962,998
    
    
    $
    58,090
    
    
    
    2.96
    %Securities sold under repurchase agreements and short-term borrowings
    
    
    22,338
    
    
    
    22
    
    
    
    0.10
    %
    
    
    28,049
    
    
    
    29
    
    
    
    0.10
    %
    
    
    106,309
    
    
    
    2,111
    
    
    
    1.99
    %Subordinated debentures
    
    
    88,662
    
    
    
    1,980
    
    
    
    2.23
    %
    
    
    88,662
    
    
    
    2,577
    
    
    
    2.91
    %
    
    
    88,662
    
    
    
    4,555
    
    
    
    5.14
    %FHLB advances and notes payable
    
    
    171,229
    
    
    
    6,835
    
    
    
    3.99
    %
    
    
    221,282
    
    
    
    9,557
    
    
    
    4.32
    %
    
    
    254,154
    
    
    
    10,735
    
    
    
    4.22
    %Total interest-bearing liabilities
    
    $
    2,104,565
    
    
    $
    37,271
    
    
    
    1.77
    %
    
    $
    2,288,768
    
    
    $
    57,931
    
    
    
    2.53
    %
    
    $
    2,412,123
    
    
    $
    75,491
    
    
    
    3.13
    %Noninterest bearing liabilities:Demand deposits
    
    $
    166,814
    
    
    
    
    
    
    
    
    
    
    $
    162,765
    
    
    
    
    
    
    
    
    
    
    $
    187,058Other liabilities
    
    
    17,854
    
    
    
    
    
    
    
    
    
    
    
    22,477
    
    
    
    
    
    
    
    
    
    
    
    24,832Total non-interest- bearing liabilities
    
    $
    184,668
    
    
    
    
    
    
    
    
    
    
    $
    185,242
    
    
    
    
    
    
    
    
    
    
    $
    211,890Shareholders equity
    
    
    222,213
    
    
    
    
    
    
    
    
    
    
    
    308,645
    
    
    
    
    
    
    
    
    
    
    
    332,267Total liabilities and shareholders equity
    
    $
    2,511,446
    
    
    
    
    
    
    
    
    
    
    $
    2,782,655
    
    
    
    
    
    
    
    
    
    
    $
    2,956,280Net interest income
    
    
    
    
    
    $
    84,328
    
    
    
    
    
    
    
    
    
    
    $
    81,263
    
    
    
    
    
    
    
    
    
    
    $
    95,799Margin analysis:Interest rate spread
    
    
    
    
    
    
    
    
    
    
    3.79
    %
    
    
    
    
    
    
    
    
    
    
    3.19
    %
    
    
    
    
    
    
    
    
    
    
    3.48
    %Net yield on interest-earning assets (net
interest margin)
    
    
    
    
    
    
    
    
    
    
    3.86
    %
    
    
    
    
    
    
    
    
    
    
    3.34
    %
    
    
    
    
    
    
    
    
    
    
    3.70
    %
  44




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##### Table of Contents



Rate/Volume Analysis
 2010 vs.      2009
    
    
    2009 vs. 2008Rate/
    
    
    Total
    
    
    
    
    
    
    
    
    
    
    Rate/
    
    
    TotalVolume
    
    
    Rate
    
    
    Volume
    
    
    Change
    
    
    Volume
    
    
    Rate
    
    
    Volume
    
    
    ChangeInterest income:Loans, net of unearned income
    
    $
    (16,177
    )
    
    $
    792
    
    
    $
    (99
    )
    
    $
    (15,484
    )
    
    $
    (13,729
    )
    
    $
    (13,909
    )
    
    $
    1,227
    
    
    $
    (26,411
    )Investment securities:Taxable
    
    
    (376
    )
    
    
    (1,826
    )
    
    
    104
    
    
    
    (2,098
    )
    
    
    (4,645
    )
    
    
    (1,713
    )
    
    
    623
    
    
    
    (5,735
    )Tax-exempt
    
    
    (53
    )
    
    
    25
    
    
    
    1
    
    
    
    (27
    )
    
    
    (66
    )
    
    
    9
    
    
    
    
    
    
    
    (57
    )FHLB and other stock, at cost
    
    
    (5
    )
    
    
    (38
    )
    
    
    
    
    
    
    (43
    )
    
    
    13
    
    
    
    (88
    )
    
    
    1
    
    
    
    (74
    )Other short-term investments
    
    
    59
    
    
    
    
    
    
    
    
    
    
    
    59
    
    
    
    1,272
    
    
    
    (127
    )
    
    
    (944
    )
    
    
    201Total interest income
    
    
    (16,552
    )
    
    
    (1,047
    )
    
    
    6
    
    
    
    (17,593
    )
    
    
    (17,155
    )
    
    
    (15,828
    )
    
    
    907
    
    
    
    (32,076
    )Interest Expense:Savings, interest checking,
and money market accounts
    
    
    2,529
    
    
    
    (2,145
    )
    
    
    (539
    )
    
    
    (155
    )
    
    
    2,128
    
    
    
    (1,347
    )
    
    
    (291
    )
    
    
    490Time deposits
    
    
    (9,948
    )
    
    
    (10,027
    )
    
    
    2,795
    
    
    
    (17,180
    )
    
    
    (5,549
    )
    
    
    (8,201
    )
    
    
    938
    
    
    
    (12,812
    )Short-term borrowings
    
    
    (6
    )
    
    
    (1
    )
    
    
    
    
    
    
    (7
    )
    
    
    (1,671
    )
    
    
    (1,379
    )
    
    
    968
    
    
    
    (2,082
    )Subordinated debentures
    
    
    
    
    
    
    (597
    )
    
    
    
    
    
    
    (597
    )
    
    
    
    
    
    
    (1,978
    )
    
    
    
    
    
    
    (1,978
    )Notes payable
    
    
    (2,162
    )
    
    
    (724
    )
    
    
    164
    
    
    
    (2,722
    )
    
    
    (1,389
    )
    
    
    242
    
    
    
    (31
    )
    
    
    (1,178
    )Total interest expense
    
    
    (9,587
    )
    
    
    (13,494
    )
    
    
    2,420
    
    
    
    (20,661
    )
    
    
    (6,481
    )
    
    
    (12,663
    )
    
    
    1,584
    
    
    
    (17,560
    )Net interest income
    
    $
    (6,965
    )
    
    $
    12,447
    
    
    $
    (2,414
    )
    
    $
    3,068
    
    
    $
    (10,674
    )
    
    $
    (3,165
    )
    
    $
    (677
    )
    
    $
    (14,516
    )
    45




---



##### Table of Contents



Provision for Loan Losses
        46




---



##### Table of Contents



Non-interest Income
  Non-interest Expense
   47




---



##### Table of Contents



Income Taxes.
  Changes in Financial Condition
       48




---



##### Table of Contents



Liquidity and Capital Resources
 Liquidity
    49




---



##### Table of Contents



Capital Resources
     
    
    On December 28, 2005, CVBG issued $13,403 of subordinated debentures, as part of
a privately placed pool of trust preferred securities. The securities, due in
2036, bear interest at a floating rate of 1.54% above the three-month LIBOR rate,
reset quarterly, and are callable five years from the date of issuance without
penalty.
 
    
    On July 31, 2001, CVBG issued $4,124 of subordinated debentures, as part of a
privately placed pool of trust preferred securities. The securities, due in 2031,
bear interest at a floating rate of 3.58% above the three-month LIBOR rate, reset
quarterly, and are currently callable without penalty.
  50




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51




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##### Table of Contents



Minimum Amountsto be WellMinimum Required
    
    
    Capitalized Underfor Capital
    
    
    Prompt CorrectiveActual
    
    
    Adequacy Purposes
    
    
    Action ProvisionsActual
    
    
    Ratio (%)
    
    
    Actual
    
    
    Ratio (%)
    
    
    Actual
    
    
    Ratio (%)2010Total Capital (to Risk Weighted Assets)Consolidated
    
    $
    239.7
    
    
    
    13.2
    
    
    $
    145.2
    
    
    
    8.0
    
    
    $
    181.6
    
    
    
    10.0Bank
    
    
    239.6
    
    
    
    13.2
    
    
    
    145.0
    
    
    
    8.0
    
    
    
    181.3
    
    
    
    10.0Tier 1 Capital (to Risk Weighted Assets)Consolidated
    
    $
    216.5
    
    
    
    11.9
    
    
    $
    72.6
    
    
    
    4.0
    
    
    $
    108.9
    
    
    
    6.0Bank
    
    
    216.4
    
    
    
    11.9
    
    
    
    72.5
    
    
    
    4.0
    
    
    
    108.8
    
    
    
    6.0Tier 1 Capital (to Average Assets)Consolidated
    
    $
    216.5
    
    
    
    8.9
    
    
    $
    97.6
    
    
    
    4.0
    
    
    $
    122.0
    
    
    
    5.0Bank
    
    
    216.4
    
    
    
    8.9
    
    
    
    97.5
    
    
    
    4.0
    
    
    
    121.8
    
    
    
    5.02009Total Capital (to Risk Weighted Assets)Consolidated
    
    $
    318.5
    
    
    
    14.9
    
    
    $
    171.0
    
    
    
    8.0
    
    
    $
    213.8
    
    
    
    10.0Bank
    
    
    317.4
    
    
    
    14.9
    
    
    
    170.7
    
    
    
    8.0
    
    
    
    213.4
    
    
    
    10.0Tier 1 Capital (to Risk Weighted Assets)Consolidated
    
    $
    291.5
    
    
    
    13.6
    
    
    $
    85.5
    
    
    
    4.0
    
    
    $
    128.3
    
    
    
    6.0Bank
    
    
    290.4
    
    
    
    13.6
    
    
    
    85.4
    
    
    
    4.0
    
    
    
    128.0
    
    
    
    6.0Tier 1 Capital (to Average Assets)Consolidated
    
    $
    291.5
    
    
    
    10.7
    
    
    $
    108.6
    
    
    
    4.0
    
    
    $
    135.8
    
    
    
    5.0Bank
    
    
    290.4
    
    
    
    10.7
    
    
    
    108.6
    
    
    
    4.0
    
    
    
    135.7
    
    
    
    5.0
 Off-Balance Sheet Arrangements
  Less than 1
    
    
    
    
    
    
    
    
    
    
    More than 5Year
    
    
    1-3 Years
    
    
    3-5 Years
    
    
    Years
    
    
    TotalCommitments to make loans  fixed
    
    $
    3,827
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    3,827Commitments to make loans  variable
    
    
    2,464
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,464Unused lines of credit
    
    
    101,145
    
    
    
    14,460
    
    
    
    13,457
    
    
    
    72,911
    
    
    
    201,973Letters of credit
    
    
    17,632
    
    
    
    8,042
    
    
    
    
    
    
    
    
    
    
    
    25,674Total
    
    $
    125,068
    
    
    $
    22,502
    
    
    $
    13,457
    
    
    $
    72,911
    
    
    $
    233,938
 Asset/Liability Management
   52




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53




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##### Table of Contents



Disclosure of Contractual Obligations
  Less than 1
    
    
    
    
    
    
    
    
    
    
    More than 5Year
    
    
    1-3 Years
    
    
    3-5 Years
    
    
    Years
    
    
    TotalCertificate of deposits
    
    $
    531,829
    
    
    $
    192,743
    
    
    $
    55,068
    
    
    $
    3,446
    
    
    $
    783,086Repurchase agreements
    
    
    19,413
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    19,413FHLB advances and notes payable
    
    
    15,288
    
    
    
    65,566
    
    
    
    30,605
    
    
    
    47,194
    
    
    
    158,653Subordinated debentures
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    88,662
    
    
    
    88,662Operating lease obligations
    
    
    1,243
    
    
    
    2,294
    
    
    
    1,226
    
    
    
    734
    
    
    
    5,497Deferred compensation
    
    
    1,543
    
    
    
    
    
    
    
    256
    
    
    
    475
    
    
    
    2,274Purchase obligations
    
    
    1,611
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,611Total
    
    $
    570,927
    
    
    $
    260,603
    
    
    $
    87,155
    
    
    $
    140,511
    
    
    $
    1,059,196
  Inflation
    Effect of New Accounting Standards
   54




---



##### Table of Contents



ITEM 7A.
    
    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
   55




---



##### Table of Contents



ITEM 8.
    
    FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
 Managements Annual Report on Internal Control Over Financial Reporting
          56




---



##### Table of Contents



REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
 Internal
ControlIntegrated Framework
      57




---



##### Table of Contents



Internal ControlIntegrated Framework
   
  58




---



##### Table of Contents



REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
     Internal ControlIntegrated Framework
  
  59




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##### Table of Contents



GREEN BANKSHARES, INC.
 
 CONSOLIDATED BALANCE SHEETS
 December 31, 2010 and 2009
 (Amounts in thousands, except share and per share data)
 2010
    
    
    2009ASSETSCash and due from banks
    
    $
    289,358
    
    
    $
    206,701Federal funds sold
    
    
    4,856
    
    
    
    3,793Cash and cash equivalents
    
    
    294,214
    
    
    
    210,494Interest earning deposits in other banks
    
    
    
    
    
    
    11,000Securities available for sale
    
    
    202,002
    
    
    
    147,724Securities held to maturity (with a market value of $467 and $638)
    
    
    465
    
    
    
    626Loans held for sale
    
    
    1,299
    
    
    
    1,533Loans, net of unearned interest
    
    
    1,745,378
    
    
    
    2,043,807Allowance for loan losses
    
    
    (66,830
    )
    
    
    (50,161
    )Other real estate owned and repossessed assets
    
    
    60,095
    
    
    
    57,168Premises and equipment, net
    
    
    78,794
    
    
    
    81,818FHLB and other stock, at cost
    
    
    12,734
    
    
    
    12,734Cash surrender value of life insurance
    
    
    31,479
    
    
    
    30,277Core deposit and other intangibles
    
    
    6,751
    
    
    
    9,335Deferred tax asset (net of valuation allowance of $43,455 and $0)
    
    
    2,177
    
    
    
    13,600Other assets
    
    
    37,482
    
    
    
    49,184Total assets
    
    $
    2,406,040
    
    
    $
    2,619,139LIABILITIES AND SHAREHOLDERS EQUITYLiabilitiesNon interest-bearing deposits
    
    $
    152,752
    
    
    $
    177,602Interest-bearing deposits
    
    
    1,822,703
    
    
    
    1,899,910Brokered deposits
    
    
    1,399
    
    
    
    6,584Total deposits
    
    
    1,976,854
    
    
    
    2,084,096Repurchase agreements
    
    
    19,413
    
    
    
    24,449FHLB advances and notes payable
    
    
    158,653
    
    
    
    171,999Subordinated debentures
    
    
    88,662
    
    
    
    88,662Accrued interest payable and other liabilities
    
    
    18,561
    
    
    
    23,164Total liabilities
    
    $
    2,262,143
    
    
    $
    2,392,370Shareholders equityPreferred stock: no par, 1,000,000 shares authorized, 72,278
shares outstanding
    
    $
    68,121
    
    
    $
    66,735Common stock: $2 par, 20,000,000 shares authorized, 13,188,896
and 13,171,474 shares outstanding
    
    
    26,378
    
    
    
    26,343Common stock warrants
    
    
    6,934
    
    
    
    6,934Additional paid-in capital
    
    
    188,901
    
    
    
    188,310Retained earnings (deficit)
    
    
    (147,436
    )
    
    
    (61,742
    )Accumulated other comprehensive income (loss)
    
    
    999
    
    
    
    189Total shareholders equity
    
    
    143,897
    
    
    
    226,769Total liabilities and shareholders equity
    
    $
    2,406,040
    
    
    $
    2,619,139
   60




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##### Table of Contents



GREEN BANKSHARES, INC.
 
 CONSOLIDATED STATEMENTS OF INCOME
 Years ended December 31, 2010, 2009 and 2008
 (Amounts in thousands, except share and per share data)
 2010
    
    
    2009
    
    
    2008Interest incomeInterest and fees on loans
    
    $
    113,721
    
    
    $
    129,212
    
    
    $
    155,627Taxable securities
    
    
    4,938
    
    
    
    7,035
    
    
    
    12,770Nontaxable securities
    
    
    1,241
    
    
    
    1,260
    
    
    
    1,297FHLB and other stock
    
    
    530
    
    
    
    573
    
    
    
    647Federal funds sold and other
    
    
    434
    
    
    
    376
    
    
    
    175Total interest income
    
    
    120,864
    
    
    
    138,456
    
    
    
    170,516Interest expenseDeposits
    
    
    28,434
    
    
    
    45,768
    
    
    
    58,090Federal funds purchased and repurchase agreements
    
    
    22
    
    
    
    29
    
    
    
    2,111FHLB advances and notes payable
    
    
    6,835
    
    
    
    9,557
    
    
    
    10,735Subordinated debentures
    
    
    1,980
    
    
    
    2,577
    
    
    
    4,555Total interest expense
    
    
    37,271
    
    
    
    57,931
    
    
    
    75,491Net interest income
    
    
    83,593
    
    
    
    80,525
    
    
    
    95,025Provision for loan losses
    
    
    71,107
    
    
    
    50,246
    
    
    
    52,810Net interest income after provision for loan losses
    
    
    12,486
    
    
    
    30,279
    
    
    
    42,215Non-interest incomeService charges on deposit accounts
    
    
    24,179
    
    
    
    23,738
    
    
    
    23,176Other charges and fees
    
    
    1,791
    
    
    
    1,999
    
    
    
    2,192Trust and investment services income
    
    
    2,842
    
    
    
    1,977
    
    
    
    1,878Mortgage banking income
    
    
    703
    
    
    
    383
    
    
    
    804Other income
    
    
    3,122
    
    
    
    3,042
    
    
    
    2,903Securities gains (losses), netRealized gains
    
    
    
    
    
    
    1,415
    
    
    
    2,661Other-than-temporary impairment
    
    
    (553
    )
    
    
    (1,678
    )
    
    
    Less non-credit portion recognized in other comprehensive income
    
    
    460
    
    
    
    702
    
    
    
    Total securities gains (loss), net
    
    
    (93
    )
    
    
    439
    
    
    
    2,661Total non-interest income
    
    
    32,544
    
    
    
    31,578
    
    
    
    33,614Non-interest expenseEmployee compensation
    
    
    31,990
    
    
    
    30,611
    
    
    
    33,615Employee benefits
    
    
    3,378
    
    
    
    3,835
    
    
    
    4,788Occupancy expense
    
    
    6,908
    
    
    
    6,956
    
    
    
    6,900Equipment expense
    
    
    2,846
    
    
    
    3,092
    
    
    
    3,555Computer hardware/software expense
    
    
    3,523
    
    
    
    2,816
    
    
    
    2,752Professional services
    
    
    2,777
    
    
    
    2,108
    
    
    
    2,069Advertising
    
    
    2,388
    
    
    
    1,894
    
    
    
    3,538OREO maintenance expense
    
    
    2,324
    
    
    
    1,222
    
    
    
    825Collection and repossession expense
    
    
    3,228
    
    
    
    3,131
    
    
    
    1,109Loss on OREO and repossessed assets
    
    
    29,895
    
    
    
    8,156
    
    
    
    7,028FDIC insurance
    
    
    4,155
    
    
    
    4,960
    
    
    
    1,631Core deposit and other intangibles amortization
    
    
    2,584
    
    
    
    2,750
    
    
    
    2,602Goodwill impairment
    
    
    
    
    
    
    143,389
    
    
    
    Other expenses
    
    
    14,819
    
    
    
    14,667
    
    
    
    15,425Total non-interest expense
    
    
    110,815
    
    
    
    229,587
    
    
    
    85,837Income (loss) before income taxes
    
    
    (65,785
    )
    
    
    (167,730
    )
    
    
    (10,008
    )Provision (benefit) for income taxes
    
    
    14,910
    
    
    
    (17,036
    )
    
    
    (4,648
    )Net income (loss)
    
    
    (80,695
    )
    
    
    (150,694
    )
    
    
    (5,360
    )Preferred stock dividends and accretion of discount
    
    
    5,001
    
    
    
    4,982
    
    
    
    92Net income (loss) available to common shareholders
    
    $
    (85,696
    )
    
    $
    (155,676
    )
    
    $
    (5,452
    )Earnings (loss) per common share:Basic
    
    $
    (6.54
    )
    
    $
    (11.91
    )
    
    $
    (0.42
    )Diluted
    
    
    (6.54
    )
    
    
    (11.91
    )
    
    
    (0.42
    )
   61




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##### Table of Contents



GREEN BANKSHARES, INC.
 
 CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS EQUITY
 Years ended December 31, 2010, 2009 and 2008
 (Amounts in thousands, except share and per share data)
 Warrants
    
    
    
    
    
    
    
    
    
    
    AccumulatedFor
    
    
    Additional
    
    
    Retained
    
    
    Other
    
    
    TotalPreferred
    
    
    Common Stock
    
    
    Common
    
    
    Paid-in
    
    
    Earnings
    
    
    Comprehensive
    
    
    ShareholdersStock
    
    
    Shares
    
    
    Amount
    
    
    Stock
    
    
    Capital
    
    
    (Deficit)
    
    
    Income (Loss)
    
    
    EquityBalance, January 1, 2008
    
    
    
    
    
    
    12,931,015
    
    
    
    25,862
    
    
    
    
    
    
    
    185,170
    
    
    
    109,938
    
    
    
    1,507
    
    
    
    322,477Preferred stock transactions:Issuance of 72,278 shares of
preferred stock
    
    
    72,278
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    72,278Discount associated with
635,504 common stock warrants
issued with preferred stock
    
    
    (6,934
    )
    
    
    
    
    
    
    
    
    
    
    6,934
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Accretion of preferred stock
discount
    
    
    2
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (2
    )
    
    
    
    
    
    
    Preferred stock dividends
accrued
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (90
    )
    
    
    
    
    
    
    (90
    )Common stock transactions:Exercise of shares under
stock option plan
    
    
    
    
    
    
    9,759
    
    
    
    19
    
    
    
    
    
    
    
    201
    
    
    
    
    
    
    
    
    
    
    
    220Common stock exchanged for
exercised stock options
    
    
    
    
    
    
    (7,991
    )
    
    
    (16
    )
    
    
    
    
    
    
    (93
    )
    
    
    
    
    
    
    
    
    
    
    (109
    )Issuance of restricted common
shares
    
    
    
    

    
    
    60,907
    
    
    
    122
    
    
    
    
    
    
    
    (122
    )
    
    
    
    
    
    
    
    
    
    
    Stock dividend
    
    
    
    
    
    
    118,997
    
    
    
    238
    
    
    
    
    
    
    
    1,822
    
    
    
    (2,060
    )
    
    
    
    
    
    
    Compensation expense:Stock options
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    456
    
    
    
    
    
    
    
    
    
    
    
    456Restricted stock
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    303
    
    
    
    
    
    
    
    
    
    
    
    303Stock option tax benefit
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    5
    
    
    
    
    
    
    
    
    
    
    
    5Dividends paid ($.52 per share)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (6,779
    )
    
    
    
    
    
    
    (6,779
    )Comprehensive loss:Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (5,360
    )
    
    
    
    
    
    
    (5,360
    )Change in unrealized losses,
net of reclassification and
taxes
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (2,170
    )
    
    
    (2,170
    )Total comprehensive loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (7,530
    )Balance, December 31, 2008
    
    
    65,346
    
    
    
    13,112,687
    
    
    
    26,225
    
    
    
    6,934
    
    
    
    187,742
    
    
    
    95,647
    
    
    
    (663
    )
    
    
    381,231Preferred stock transactions:Accretion of preferred stock
discount
    
    
    1,389
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,389
    )
    
    
    
    
    
    
    Preferred stock dividends
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (3,593
    )
    
    
    
    
    
    
    (3,593
    )Common stock transactions:Issuance of restricted common
shares
    
    
    
    
    
    
    58,787
    
    
    
    118
    
    
    
    
    
    
    
    (118
    )
    
    
    
    
    
    
    
    
    
    
    Compensation expense:Stock options
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    387
    
    
    
    
    
    
    
    
    
    
    
    387Restricted stock
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    299
    
    
    
    
    
    
    
    
    
    
    
    299Dividends paid ($.13 per share)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,713
    )
    
    
    
    
    
    
    (1,713
    )Comprehensive loss:Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (150,694
    )
    
    
    
    
    
    
    (150,694
    )Change in unrealized gains,
net of reclassification and
taxes
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    852
    
    
    
    852Total comprehensive loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (149,842
    )Balance, December 31, 2009
    
    $
    66,735
    
    
    
    13,171,474
    
    
    $
    26,343
    
    
    $
    6,934
    
    
    $
    188,310
    
    
    $
    (61,742
    )
    
    $
    189
    
    
    $
    226,769Preferred stock transactions:Accretion of preferred stock
discount
    
    
    1,386
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,386
    )
    
    
    
    
    
    
    Preferred stock dividends
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (3,613
    )
    
    
    
    
    
    
    (3,613
    )Common stock transactions:Issuance of restricted common
shares
    
    
    
    
    
    
    17,422
    
    
    
    35
    
    
    
    
    
    
    
    (35
    )
    
    
    
    
    
    
    
    
    
    
    Compensation expense:Stock options
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    295
    
    
    
    
    
    
    
    
    
    
    
    295Restricted stock
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    331
    
    
    
    
    
    
    
    
    
    
    
    331Comprehensive loss:Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (80,695
    )
    
    
    
    
    
    
    (80,695
    )Change in unrealized gains,
net of reclassification and
taxes
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    810
    
    
    
    810Total comprehensive loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (79,885
    )Balance, December 31, 2010
    
    $
    68,121
    
    
    
    13,188,896
    
    
    $
    26,378
    
    
    $
    6,934
    
    
    $
    188,901
    
    
    $
    (147,436
    )
    
    $
    999
    
    
    $
    143,897
   62




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##### Table of Contents



GREEN BANKSHARES, INC.
 
 CONSOLIDATED STATEMENTS OF CASH FLOWS
 Years ended December 31, 2010, 2009 and 2008
 (Amounts in thousands)
 2010
    
    
    2009
    
    
    2008Cash flows from operating activitiesNet loss
    
    $
    (80,695
    )
    
    $
    (150,694
    )
    
    $
    (5,360
    )Adjustments to reconcile net income (loss) to net cash
provided by operating activitiesProvision for loan losses
    
    
    71,107
    
    
    
    50,246
    
    
    
    52,810Impairment of goodwill
    
    
    
    
    
    
    143,389
    
    
    
    Depreciation and amortization
    
    
    7,152
    
    
    
    7,117
    
    
    
    7,030Security amortization and accretion, net
    
    
    538
    
    
    
    73
    
    
    
    (983
    )Write down of investments and other securities for impairment
    
    
    93
    
    
    
    1,272
    
    
    
    174(Gain) loss on sale of securities
    
    
    
    
    
    
    (1,415
    )
    
    
    (2,661
    )FHLB stock dividends
    
    
    
    
    
    
    
    
    
    
    (464
    )Net gain on sale of mortgage loans
    
    
    (653
    )
    
    
    (264
    )
    
    
    (573
    )Originations of mortgage loans held for sale
    
    
    (46,994
    )
    
    
    (43,879
    )
    
    
    (49,501
    )Proceeds from sales of mortgage loans
    
    
    47,881
    
    
    
    43,050
    
    
    
    51,962Increase in cash surrender value of life insurance
    
    
    (1,202
    )
    
    
    (1,125
    )
    
    
    (1,073
    )Gain from settlement of life insurance
    
    
    
    
    
    
    (305
    )
    
    
    Net (gains) losses from sales of fixed assets
    
    
    (1
    )
    
    
    (85
    )
    
    
    665Stock-based compensation expense
    
    
    626
    
    
    
    686
    
    
    
    759Net loss on OREO and repossessed assets
    
    
    29,895
    
    
    
    8,156
    
    
    
    7,028Deferred tax (benefit)
    
    
    26,739
    
    
    
    (1,654
    )
    
    
    (4,374
    )Net changes:Other assets
    
    
    (4,139
    )
    
    
    (21,375
    )
    
    
    78Accrued interest payable and other liabilities
    
    
    (5,505
    )
    
    
    (3,177
    )
    
    
    (10,875
    )Net cash provided by operating activities
    
    
    44,842
    
    
    
    30,016
    
    
    
    44,642Cash flows from investing activitiesNet change in interest-earning deposits with banks
    
    
    11,000
    
    
    
    (11,000
    )
    
    
    Purchase of securities available for sale
    
    
    (171,820
    )
    
    
    (92,100
    )
    
    
    (180,626
    )Proceeds from sale of securities available for sale
    
    
    
    
    
    
    36,266
    
    
    
    123,701Proceeds from maturities of securities available for sale
    
    
    118,246
    
    
    
    113,440
    
    
    
    88,711Proceeds from maturities of securities held to maturity
    
    
    160
    
    
    
    30
    
    
    
    645Purchase of FHLB stock
    
    
    
    
    
    
    
    
    
    
    (417
    )Net change in loans
    
    
    195,847
    
    
    
    99,111
    
    
    
    27,754Proceeds from settlement of life insurance
    
    
    
    
    
    
    691
    
    
    
    Proceeds from sale of other real estate
    
    
    16,136
    
    
    
    11,930
    
    
    
    20,654Improvements to other real estate
    
    
    (813
    )
    
    
    (307
    )
    
    
    (1,071
    )Proceeds from sale of fixed assets
    
    
    8
    
    
    
    800
    
    
    
    58Premises and equipment expenditures
    
    
    (1,551
    )
    
    
    (3,542
    )
    
    
    (5,814
    )Net cash provided by investing activities
    
    
    167,213
    
    
    
    155,319
    
    
    
    73,595Cash flows from financing activitiesNet change in core deposits
    
    
    (102,057
    )
    
    
    270,162
    
    
    
    48,589Net change in brokered deposits
    
    
    (5,185
    )
    
    
    (370,213
    )
    
    
    148,765Net change in federal funds purchased and repurchase agreements
    
    
    (5,036
    )
    
    
    (10,853
    )
    
    
    (159,223
    )Tax benefit resulting from stock options
    
    
    
    
    
    
    
    
    
    
    5Proceeds from FHLB advances and notes payable
    
    
    
    
    
    
    
    
    
    
    20,916Repayment of FHLB advances and notes payable
    
    
    (13,346
    )
    
    
    (57,350
    )
    
    
    (110,258
    )Preferred stock dividends paid
    
    
    (2,711
    )
    
    
    (3,232
    )
    
    
    Common stock dividends paid
    
    
    
    
    
    
    (1,713
    )
    
    
    (6,779
    )Proceeds from issuance of preferred stock and common stock warrants
    
    
    
    
    
    
    
    
    
    
    72,278Proceeds from issuance of common stock
    
    
    
    
    
    
    
    
    
    
    111Net cash provided by (used in) financing activities
    
    
    (128,335
    )
    
    
    (173,199
    )
    
    
    14,404Net change in cash and cash equivalents
    
    
    83,720
    
    
    
    12,136
    
    
    
    132,641Cash and cash equivalents, beginning of year
    
    
    210,494
    
    
    
    198,358
    
    
    
    65,717Cash and cash equivalents, end of year
    
    $
    294,214
    
    
    $
    210,494
    
    
    $
    198,358Supplemental disclosures  cash and noncashInterest paid
    
    $
    41,875
    
    
    $
    62,198
    
    
    $
    77,761Income taxes paid net of refunds
    
    
    (148
    )
    
    
    1,675
    
    
    
    5,674Loans converted to other real estate
    
    
    54,613
    
    
    
    75,545
    
    
    
    37,991Unrealized gain (loss) on available for sale securities, net of tax
    
    
    810
    
    
    
    852
    
    
    
    (2,170
    )
   63




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##### Table of Contents



GREEN BANKSHARES, INC.
 
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 (Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 1  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 Principles of Consolidation
 Nature of Operations
 Use of Estimates
 Cash Flows
 Securities
  Investments in Equity Securities Carried at Cost
 Loans
    64




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 1  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
  Allowance for Loan Losses
  Foreclosed Assets
 Premises and Equipment
 Mortgage Banking Activities
 Bank Owned Life Insurance
   65




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 1  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 Goodwill, Core Deposit Intangibles and Other Intangible Assets Note 6  Goodwill and Other Intangible
Assets
   Long-term Assets
 Repurchase Agreements
 Benefit Plans
 Stock Compensation
 Income Taxes
 Loan Commitments and Related Financial Instruments
   66




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 1  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
  Comprehensive Income
 Recent Accounting Pronouncements
     67




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 1  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 Loss Contingencies
 Restrictions on Cash
 Segments
 Fair Value of Financial Instruments
 Reclassifications
   68




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 2  SECURITIES
  Gross
    
    
    GrossAmortized
    
    
    Unrealized
    
    
    Unrealized
    
    
    FairCost
    
    
    Gains
    
    
    Losses
    
    
    ValueAvailable for Sale2010U.S. government agencies
    
    $
    84,106
    
    
    $
    115
    
    
    $
    (922
    )
    
    $
    83,299States and political subdivisions
    
    
    31,192
    
    
    
    705
    
    
    
    (396
    )
    
    
    31,501Collateralized mortgage obligations
    
    
    66,043
    
    
    
    1,901
    
    
    
    (369
    )
    
    
    67,575Mortgage-backed securities
    
    
    17,168
    
    
    
    815
    
    
    
    (19
    )
    
    
    17,964Trust preferred securities
    
    
    1,850
    
    
    
    
    
    
    
    (187
    )
    
    
    1,663$
    200,359
    
    
    $
    3,536
    
    
    $
    (1,893
    )
    
    $
    202,0022009U.S. government agencies
    
    $
    52,937
    
    
    $
    99
    
    
    $
    (988
    )
    
    $
    52,048States and political subdivisions
    
    
    31,764
    
    
    
    877
    
    
    
    (449
    )
    
    
    32,192Collateralized mortgage obligations
    
    
    44,018
    
    
    
    1,281
    
    
    
    (622
    )
    
    
    44,677Mortgage-backed securities
    
    
    16,607
    
    
    
    291
    
    
    
    (6
    )
    
    
    16,892Trust preferred securities
    
    
    2,088
    
    
    
    
    
    
    
    (173
    )
    
    
    1,915$
    147,414
    
    
    $
    2,548
    
    
    $
    (2,238
    )
    
    $
    147,724Held to Maturity2010States and political subdivisions
    
    $
    215
    
    
    $
    1
    
    
    $
    
    
    
    $
    216Other securities
    
    
    250
    
    
    
    1
    
    
    
    
    
    
    
    251$
    465
    
    
    $
    2
    
    
    $
    
    
    
    $
    4672009States and political subdivisions
    
    $
    251
    
    
    $
    4
    
    
    $
    
    
    
    $
    255Other securities
    
    
    375
    
    
    
    8
    
    
    
    
    
    
    
    383$
    626
    
    
    $
    12
    
    
    $
    
    
    
    $
    638
   69




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 2  SECURITIES
  Available for Sale
    
    
    Held to MaturityFair
    
    
    Carrying
    
    
    FairValue
    
    
    Amount
    
    
    ValueDue in one year or less
    
    $
    979
    
    
    $
    465
    
    
    $
    467Due after one year through five years
    
    
    4,226
    
    
    
    
    
    
    
    Due after five years through ten years
    
    
    61,208
    
    
    
    
    
    
    
    Due after ten years
    
    
    50,050
    
    
    
    
    
    
    
    Collateralized mortgage obligations
    
    
    67,575
    
    
    
    
    
    
    
    Mortgage-backed securities
    
    
    17,964
    
    
    
    
    
    
    
    Total maturities
    
    $
    202,002
    
    
    $
    465
    
    
    $
    467
     Less than 12 months
    
    
    12 months or more
    
    
    TotalFair
    
    
    Unrealized
    
    
    Fair
    
    
    Unrealized
    
    
    Fair
    
    
    UnrealizedValue
    
    
    Loss
    
    
    Value
    
    
    Loss
    
    
    Value
    
    
    Loss2010U. S. government agencies
    
    $
    65,178
    
    
    $
    (922
    )
    
    $
    
    
    
    $
    
    
    
    $
    65,178
    
    
    $
    (922
    )States and political subdivisions
    
    
    2,488
    
    
    
    (114
    )
    
    
    1,659
    
    
    
    (282
    )
    
    
    4,147
    
    
    
    (396
    )Collateralized mortgage
obligations
    
    
    14,666
    
    
    
    (266
    )
    
    
    2,699
    
    
    
    (104
    )
    
    
    17,365
    
    
    
    (370
    )Mortgage-backed securities
    
    
    2,821
    
    
    
    (17
    )
    
    
    8
    
    
    
    (2
    )
    
    
    2,829
    
    
    
    (19
    )Trust preferred securities
    
    
    
    
    
    
    
    
    
    
    1,663
    
    
    
    (186
    )
    
    
    1,663
    
    
    
    (186
    )Total temporarily impaired
    
    $
    85,153
    
    
    $
    (1,319
    )
    
    $
    6,029
    
    
    $
    (574
    )
    
    $
    91,182
    
    
    $
    (1,893
    )2009U. S. government agencies
    
    $
    40,959
    
    
    $
    (988
    )
    
    $
    
    
    
    $
    
    
    
    $
    40,959
    
    
    $
    (988
    )States and political subdivisions
    
    
    2,463
    
    
    
    (24
    )
    
    
    3,075
    
    
    
    (425
    )
    
    
    5,538
    
    
    
    (449
    )Collateralized mortgage
obligations
    
    
    4,997
    
    
    
    (32
    )
    
    
    3,222
    
    
    
    (590
    )
    
    
    8,219
    
    
    
    (622
    )Mortgage-backed securities
    
    
    2,028
    
    
    
    (5
    )
    
    
    11
    
    
    
    (1
    )
    
    
    2,039
    
    
    
    (6
    )Trust preferred securities
    
    
    1,783
    
    
    
    (122
    )
    
    
    132
    
    
    
    (51
    )
    
    
    1,915
    
    
    
    (173
    )Total temporarily impaired
    
    $
    52,230
    
    
    $
    (1,171
    )
    
    $
    6,440
    
    
    $
    (1,067
    )
    
    $
    58,670
    
    
    $
    (2,238
    )
   70




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 2  SECURITIES
       71




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 2  SECURITIES
  PresentCurrent
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    ValueCredit
    
    
    Book
    
    
    Fair
    
    
    Unrealized
    
    
    DiscountedDescription
    
    Cusip #
    
    
    Rating
    
    
    Value
    
    
    Value
    
    
    Loss
    
    
    Cash FlowCollateralized
mortgage obligationsWells Fargo  2007 - 4 A21
    
    
    94985RAW2
    
    
    Caa2
    
    
    $
    2,802
    
    
    $
    2,699
    
    
    
    (103
    )
    
    $
    2,887Trust preferred
securitiesWest Tennessee Bancshares,
Inc.
    
    
    956192AA6
    
    

    N/A
    
    
    
    675
    
    
    
    638
    
    
    
    (37
    )
    
    
    675
  December 31,
    
    
    December 31,2010
    
    
    2009Beginning balance of credit losses at January 1, 2010 and 2009
    
    $
    976
    
    
    $
    Other-than-temporary impairment credit losses
    
    
    93
    
    
    
    976Ending balance of cumulative credit losses recognized in earnings
    
    $
    1,069
    
    
    $
    976
 NOTE 3  LOANS
  2010
    
    
    2009
    
    
    2008Commercial real estate
    
    $
    1,080,805
    
    
    $
    1,306,398
    
    
    $
    1,430,225Residential real estate
    
    
    378,783
    
    
    
    392,365
    
    
    
    397,922Commercial
    
    
    222,927
    
    
    
    274,346
    
    
    
    315,099Consumer
    
    
    75,498
    
    
    
    83,382
    
    
    
    89,733Other
    
    
    1,913
    
    
    
    2,117
    
    
    
    4,656Unearned interest
    
    
    (14,548
    )
    
    
    (14,801
    )
    
    
    (14,245
    )Loans, net of unearned interest
    
    $
    1,745,378
    
    
    $
    2,043,807
    
    
    $
    2,223,390Allowance for loan losses
    
    $
    (66,830
    )
    
    $
    (50,161
    )
    
    $
    (48,811
    )
   72




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 3  LOANS
 (Continued)
  2010
    
    
    2009
    
    
    2008Beginning balance
    
    $
    50,161
    
    
    $
    48,811
    
    
    $
    34,111Add (deduct):Provision for loan losses
    
    
    71,107
    
    
    
    50,246
    
    
    
    52,810Loans charged off
    
    
    (57,818
    )
    
    
    (54,890
    )
    
    
    (41,269
    )Recoveries of loans charged off
    
    
    3,380
    
    
    
    5,994
    
    
    
    3,159Balance, end of year
    
    $
    66,830
    
    
    $
    50,161
    
    
    $
    48,811
  Commercial
    
    
    ResidentialReal Estate
    
    
    Real Estate
    
    
    Commercial
    
    
    Consumer
    
    
    Other
    
    
    Total2010Allowance for loan losses:Beginning balance
    
    $
    36,527
    
    
    $
    4,350
    
    
    $
    5,840
    
    
    $
    3,437
    
    
    $
    7
    
    
    $
    50,161Add (deduct):Charge-offs
    
    
    (48,617
    )
    
    
    (3,102
    )
    
    
    (3,210
    )
    
    
    (2,889
    )
    
    
    
    
    
    
    (57,818
    )Recoveries
    
    
    1,301
    
    
    
    287
    
    
    
    909
    
    
    
    882
    
    
    
    1
    
    
    
    3,380Provision
    
    
    64,992
    
    
    
    2,896
    
    
    
    1,541
    
    
    
    1,678
    
    
    
    
    
    
    
    71,107Ending balance
    
    $
    54,203
    
    
    $
    4,431
    
    
    $
    5,080
    
    
    $
    3,108
    
    
    $
    8
    
    
    $
    66,830Allowance for loan losses:Allocation for loans
individually
evaluated for impairment
    
    $
    22,939
    
    
    $
    1,027
    
    
    $
    722
    
    
    $
    146
    
    
    $
    
    
    
    $
    24,834Allocation for loans
collectively
evaluated for impairment
    
    
    31,264
    
    
    
    3,404
    
    
    
    4,358
    
    
    
    2,962
    
    
    
    8
    
    
    
    41,996Ending Balance
    
    $
    54,203
    
    
    $
    4,431
    
    
    $
    5,080
    
    
    $
    3,108
    
    
    $
    8
    
    
    $
    66,830Loans:Ending balance: individually evaluated
for impairment
    
    
    170,175
    
    
    
    8,697
    
    
    
    6,149
    
    
    
    970
    
    
    
    
    
    
    
    185,991Ending balance: collectively evaluated
for impairment
    
    
    910,630
    
    
    
    363,506
    
    
    
    216,778
    
    
    
    66,470
    
    
    
    1,913
    
    
    
    1,559,387
  2010
    
    
    2009
    
    
    2008Loans with no allowance allocated
    
    $
    81,981
    
    
    $
    89,292
    
    
    $
    29,602Loans with allowance allocated
    
    $
    104,010
    
    
    $
    25,946
    
    
    $
    17,613Amount of allowance allocated
    
    
    24,834
    
    
    
    5,737
    
    
    
    2,651Average impaired loan balance during the year
    
    
    212,167
    
    
    
    125,280
    
    
    
    48,347Interest income not recognized during
impairment
    
    
    1,105
    
    
    
    558
    
    
    
    619
   73




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 3  LOANS (Continued)
  Impaired loans by class are presented below for 2010:
 Unpaid
    
    
    
    
    
    Average
    
    
    InterestRecorded
    
    
    Principal
    
    
    Related
    
    
    Recorded
    
    
    IncomeInvestment
    
    
    Balance
    
    
    Allowance
    
    
    Investment
    
    
    RecognizedCommercial Real Estate:Speculative 1-4 Family
    
    $
    72,138
    
    
    $
    98,141
    
    
    $
    11,830
    
    
    $
    85,487
    
    
    $
    2,292Construction
    
    
    56,758
    
    
    
    69,355
    
    
    
    8,366
    
    
    
    63,710
    
    
    
    2,565Owner Occupied
    
    
    13,590
    
    
    
    14,513
    
    
    
    851
    
    
    
    14,119
    
    
    
    644Non-owner Occupied
    
    
    25,824
    
    
    
    27,561
    
    
    
    1,823
    
    
    
    28,786
    
    
    
    1,375Other
    
    
    1,865
    
    
    
    2,090
    
    
    
    69
    
    
    
    2,278
    
    
    
    66Residential Real Estate:HELOC
    
    
    2,807
    
    
    
    2,894
    
    
    
    346
    
    
    
    2,603
    
    
    
    88Mortgage-Prime
    
    
    4,539
    
    
    
    4,722
    
    
    
    590
    
    
    
    4,661
    
    
    
    209Mortgage-Subprime
    
    
    370
    
    
    
    370
    
    
    
    57
    
    
    
    370
    
    
    
    Other
    
    
    981
    
    
    
    1,285
    
    
    
    34
    
    
    
    2,419
    
    
    
    47Commercial
    
    
    6,149
    
    
    
    7,510
    
    
    
    722
    
    
    
    6,729
    
    
    
    171Consumer:Prime
    
    
    217
    
    
    
    228
    
    
    
    32
    
    
    
    252
    
    
    
    13Subprime
    
    
    228
    
    
    
    228
    
    
    
    35
    
    
    
    228
    
    
    
    Auto-Subprime
    
    
    525
    
    
    
    525
    
    
    
    79
    
    
    
    525
    
    
    
    Other
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Total
    
    $
    185,991
    
    
    $
    229,422
    
    
    $
    24,834
    
    
    $
    212,167
    
    
    $
    7,470
  Prime credit risk rating:
 Desirable credit risk rating:
   74




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 3  LOANS (Continued)
 Satisfactory I credit risk rating or pass credit rating:
 Satisfactory II credit risk rating:
 Acceptable with care credit risk rating:
 Management watch credit risk rating:
 Substandard credit risk rating:
 Loss credit rating:
   75




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 3  LOANS (Continued)
 Credit quality indicators by class are presented below as of December 31, 2010:
 Speculative 1-4
    
    
    
    
    
    
    
    
    
    
    Non-OwnerFamily
    
    
    Construction
    
    
    Owner Occupied
    
    
    Occupied
    
    
    OtherCommercial Real
Estate Credit
ExposurePrime
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    Desirable
    
    
    
    
    
    
    1,573
    
    
    
    968
    
    
    
    177
    
    
    
    Satisfactory tier I
    
    
    2,836
    
    
    
    978
    
    
    
    38,623
    
    
    
    56,221
    
    
    
    4,246Satisfactory tier II
    
    
    14,010
    
    
    
    34,239
    
    
    
    102,383
    
    
    
    130,850
    
    
    
    17,999Acceptable with care
    
    
    69,902
    
    
    
    47,093
    
    
    
    62,198
    
    
    
    159,216
    
    
    
    45,597Management Watch
    
    
    27,383
    
    
    
    15,259
    
    
    
    5,298
    
    
    
    26,415
    
    
    
    2,965Substandard
    
    
    91,845
    
    
    
    61,388
    
    
    
    16,289
    
    
    
    38,037
    
    
    
    6,817Loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Total
    
    
    205,976
    
    
    
    160,530
    
    
    
    225,759
    
    
    
    410,916
    
    
    
    77,624
 CommercialCommercial Credit ExposurePrime
    
    $
    1,236Desirable
    
    
    7,951Satisfactory tier I
    
    
    33,859Satisfactory tier II
    
    
    91,505Acceptable with care
    
    
    72,286Management Watch
    
    
    8,511Substandard
    
    
    7,579Loss
    
    
    Total
    
    
    222,927
 Mortgage HELOC
    
    
    Mortgage
    
    
    Subprime
    
    
    OtherConsumer Real
Estate Credit
ExposurePass
    
    $
    188,086
    
    
    $
    131,845
    
    
    $
    11,692
    
    
    $
    29,833Management Watch
    
    
    1,017
    
    
    
    317
    
    
    
    
    
    
    
    Substandard
    
    
    2,807
    
    
    
    5,117
    
    
    
    50
    
    
    
    1,529Total
    
    
    191,910
    
    
    
    137,279
    
    
    
    11,742
    
    
    
    31,362
   76




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 3  LOANS (Continued)
 Consumer 
    
    
    Consumer 
    
    
    Consumer Auto Prime
    
    
    Subprime
    
    
    SubprimeConsumer Credit ExposurePass
    
    $
    35,029
    
    
    $
    13,093
    
    
    $
    18,588Management Watch
    
    
    
    
    
    
    
    
    
    
    Substandard
    
    
    217
    
    
    
    39
    
    
    
    474Total
    
    
    35,246
    
    
    
    13,132
    
    
    
    19,062
  Age analysis of past due loans by class are presented below as of December 31,  2010:
 30-59
    
    
    60-89
    
    
    Greater
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    RecordedDays
    
    
    Days
    
    
    Than
    
    
    Total
    
    
    
    
    
    
    Total
    
    
    Investment > 90Past Due
    
    
    Past Due
    
    
    90 Days
    
    
    Past Due
    
    
    Current
    
    
    Loans
    
    
    Days and AccruingCommercial
real estate:Speculative 1-4 Family
    
    $
    22,267
    
    
    $
    1,777
    
    
    $
    30,802
    
    
    $
    54,846
    
    
    $
    151,130
    
    
    $
    205,976
    
    
    $
    1,758Construction
    
    
    14,541
    
    
    
    
    
    
    
    26,915
    
    
    
    41,456
    
    
    
    119,074
    
    
    
    160,530
    
    
    
    Owner Occupied
    
    
    8,114
    
    
    
    1,633
    
    
    
    4,137
    
    
    
    13,884
    
    
    
    211,875
    
    
    
    225,759
    
    
    
    Non-owner Occupied
    
    
    4,014
    
    
    
    5,961
    
    
    
    8,814
    
    
    
    18,789
    
    
    
    392,127
    
    
    
    410,916
    
    
    
    170Other
    
    
    116
    
    
    
    865
    
    
    
    1,491
    
    
    
    2,472
    
    
    
    75,152
    
    
    
    77,624
    
    
    
    18Residential
real estate:HELOC
    
    
    747
    
    
    
    358
    
    
    
    644
    
    
    
    1,749
    
    
    
    190,161
    
    
    
    191,910
    
    
    
    Mortgage-Prime
    
    
    1,359
    
    
    
    915
    
    
    
    1,779
    
    
    
    4,053
    
    
    
    133,226
    
    
    
    137,279
    
    
    
    8Mortgage-Subprime
    
    
    100
    
    
    
    51
    
    
    
    98
    
    
    
    249
    
    
    
    11,493
    
    
    
    11,742
    
    
    
    Other
    
    
    403
    
    
    
    176
    
    
    
    566
    
    
    
    1,145
    
    
    
    30,217
    
    
    
    31,362
    
    
    
    19Commercial
    
    
    2,422
    
    
    
    593
    
    
    
    3,922
    
    
    
    6,937
    
    
    
    215,990
    
    
    
    222,927
    
    
    
    92Consumer:Prime
    
    
    315
    
    
    
    86
    
    
    
    108
    
    
    
    509
    
    
    
    34,737
    
    
    
    35,246
    
    
    
    29Subprime
    
    
    155
    
    
    
    64
    
    
    
    6
    
    
    
    225
    
    
    
    12,907
    
    
    
    13,132
    
    
    
    Auto-Subprime
    
    
    476
    
    
    
    166
    
    
    
    101
    
    
    
    743
    
    
    
    18,319
    
    
    
    19,062
    
    
    
    18Other
    
    
    73
    
    
    
    
    
    
    
    
    
    
    
    73
    
    
    
    1,840
    
    
    
    1,913
    
    
    
    Total
    
    
    55,102
    
    
    
    12,645
    
    
    
    79,383
    
    
    
    147,130
    
    
    
    1,598,248
    
    
    
    1,745,378
    
    
    
    2,112
   77




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 3  LOANS (Continued)
 Non-accrual loans by class as of December 31, 2010 are presented below:
 Commercial real estate:Speculative 1-4 Family
    
    $
    63,298Construction
    
    
    41,789Owner Occupied
    
    
    5,511Non-owner Occupied
    
    
    18,772Other
    
    
    1,865Residential real estate:HELOC
    
    
    1,668Mortgage-Prime
    
    
    3,350Mortgage-Subprime
    
    
    254Other
    
    
    957Commercial
    
    
    5,813Consumer:Prime
    
    
    130Subprime
    
    
    107Auto-Subprime
    
    
    193Other
    
    
    Total
    
    
    143,707
  2010
    
    
    2009Loans past due 90 days still on accrual
    
    $
    2,112
    
    
    $
    147Nonaccrual loans
    
    
    143,707
    
    
    
    75,411Total
    
    $
    145,819
    
    
    $
    75,558
    78




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 3  LOANS (Continued)
   NOTE 4  FAIR VALUE DISCLOSURES
  Level 1
  Level 2
  Level 3
    79




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 4  FAIR VALUE DISCLOSURES (continued)
  Investment Securities Available-for-Sale
  Loans Held for Sale
  Impaired Loans
  Other Real Estate
  Loan Servicing Rights
    80




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 4  FAIR VALUE DISCLOSURES (continued)
 Assets and Liabilities Recorded at Fair Value on a Recurring Basis
  TotalFair Value
    
    
    Carrying
    
    
    Assets/LiabilitiesMeasurement Using
    
    
    Amount in
    
    
    MeasuredDescription
    
    Level 1
    
    
    Level 2
    
    
    Level 3
    
    
    Balance Sheet
    
    
    at Fair Value2010Securities available for saleU.S. government agencies
    
    $
    
    
    
    $
    83,299
    
    
    $
    
    
    
    $
    83,299
    
    
    $
    83,299States and political subdivisions
    
    
    
    
    
    
    31,501
    
    
    
    
    
    
    
    31,501
    
    
    
    31,501Collateralized mortgage obligations
    
    
    
    
    
    
    67,575
    
    
    
    
    
    
    
    67,575
    
    
    
    67,575Mortgage-backed securities
    
    
    
    
    
    
    17,964
    
    
    
    
    
    
    
    17,964
    
    
    
    17,964Trust preferred securities
    
    
    
    
    
    
    1,025
    
    
    
    638
    
    
    
    1,663
    
    
    
    1,6632009Securities available for saleU.S. government agencies
    
    $
    
    
    
    $
    52,048
    
    
    $
    
    
    
    $
    52,048
    
    
    $
    52,048States and political subdivisions
    
    
    
    
    
    
    32,192
    
    
    
    
    
    
    
    32,192
    
    
    
    32,192Collateralized mortgage obligations
    
    
    
    
    
    
    44,677
    
    
    
    
    
    
    
    44,677
    
    
    
    44,677Mortgage-backed securities
    
    
    
    
    
    
    16,892
    
    
    
    
    
    
    
    16,892
    
    
    
    16,892Trust preferred securities
    
    
    
    
    
    
    1,277
    
    
    
    638
    
    
    
    1,915
    
    
    
    1,915
 Level 3 Valuations
     81




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 4  FAIR VALUE DISCLOSURES (continued)
  2010
    
    
    2009Beginning balance
    
    $
    638
    
    
    $
    Total gains or (loss) (realized/unrealized)Included in earnings
    
    
    (75
    )
    
    
    (778
    )Included in other comprehensive income
    
    
    75
    
    
    
    (112
    )Paydowns and maturities
    
    
    
    
    
    
    Transfers into Level 3
    
    
    
    
    
    
    1,528Ending balance
    
    $
    638
    
    
    $
    638
 Assets and Liabilities Recorded at Fair Value on a Nonrecurring Basis
  Total Carrying
    
    
    Assets/LiabilitiesFair Value Measurement Using
    
    
    Amount in
    
    
    Measured at FairDescription
    
    Level 1
    
    
    Level 2
    
    
    Level 3
    
    
    Balance Sheet
    
    
    Value2010Other real estate
    
    $
    
    
    
    $
    
    
    
    $
    38,086
    
    
    $
    38,086
    
    
    $
    38,086Impaired loans
    
    
    
    
    
    
    
    
    
    
    129,088
    
    
    
    129,088
    
    
    
    129,088Total assets at fair value
    
    $
    
    
    
    $
    
    
    
    $
    167,174
    
    
    $
    167,174
    
    
    $
    167,1742009Other real estate
    
    $
    
    
    
    $
    
    
    
    $
    23,508
    
    
    $
    23,508
    
    
    $
    23,508Impaired loans
    
    
    
    
    
    
    
    
    
    
    57,914
    
    
    
    57,914
    
    
    
    57,914Total assets at fair value
    
    $
    
    
    
    $
    
    
    
    $
    81,422
    
    
    $
    81,422
    
    
    $
    81,422
   82




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 4  FAIR VALUE DISCLOSURES
  2010
    
    
    2009Carrying
    
    
    Fair
    
    
    Carrying
    
    
    FairValue
    
    
    Value
    
    
    Value
    
    
    ValueFinancial assets:Cash and cash equivalents
    
    $
    294,214
    
    
    $
    294,214
    
    
    $
    221,494
    
    
    $
    221,494Securities available for sale
    
    
    202,002
    
    
    
    202,002
    
    
    
    147,724
    
    
    
    147,724Securities held to maturity
    
    
    465
    
    
    
    467
    
    
    
    626
    
    
    
    638Loans held for sale
    
    
    1,299
    
    
    
    1,317
    
    
    
    1,533
    
    
    
    1,552Loans, net
    
    
    1,678,548
    
    
    
    1,664,126
    
    
    
    1,993,646
    
    
    
    1,950,684FHLB and other stock
    
    
    12,734
    
    
    
    12,734
    
    
    
    12,734
    
    
    
    12,734Cash surrender value of life insurance
    
    
    31,479
    
    
    
    31,479
    
    
    
    30,277
    
    
    
    30,277Accrued interest receivable
    
    
    7,845
    
    
    
    7,845
    
    
    
    9,130
    
    
    
    9,130Financial liabilities:Deposit accounts
    
    $
    1,976,854
    
    
    $
    1,987,105
    
    
    $
    2,084,096
    
    
    $
    2,095,611Federal funds purchased and repurchase
agreements
    
    
    19,413
    
    
    
    19,413
    
    
    
    24,449
    
    
    
    24,449FHLB Advances and notes payable
    
    
    158,653
    
    
    
    166,762
    
    
    
    171,999
    
    
    
    176,602Subordinated debentures
    
    
    88,662
    
    
    
    64,817
    
    
    
    88,662
    
    
    
    70,527Accrued interest payable
    
    
    2,140
    
    
    
    2,140
    
    
    
    2,561
    
    
    
    2,561
    83




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 5  PREMISES AND EQUIPMENT
  2010
    
    
    2009Land
    
    $
    18,372
    
    
    $
    18,372Premises
    
    
    62,474
    
    
    
    61,809Leasehold improvements
    
    
    3,092
    
    
    
    3,061Furniture, fixtures and equipment
    
    
    28,057
    
    
    
    25,222Automobiles
    
    
    103
    
    
    
    112Construction in progress
    
    
    138
    
    
    
    2,162112,236
    
    
    
    110,738Accumulated depreciation
    
    
    (33,442
    )
    
    
    (28,920
    )$
    78,794
    
    
    $
    81,818
  2011
    
    $
    1,2432012
    
    
    1,2512013
    
    
    1,0432014
    
    
    7932015
    
    
    433Thereafter
    
    
    734Total
    
    $
    5,497
   84




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 6  GOODWILL AND OTHER INTANGIBLE ASSETS
 Goodwill
  2010
    
    
    2009Beginning of year
    
    $
    
    
    
    $
    143,389Impairment
    
    
    
    
    
    
    (143,389
    )End of year
    
    $
    
    
    
    $
    
  Core deposit and other intangible
  Core deposit intangibles
    
    2010
    
    
    2009Gross carrying amount
    
    $
    19,796
    
    
    $
    19,796Accumulated amortization, beginning of year
    
    
    (10,803
    )
    
    
    (8,304
    )Amortization
    
    
    (2,495
    )
    
    
    (2,499
    )Accumulated amortization, end of year
    
    
    (13,298
    )
    
    
    (10,803
    )End of year
    
    $
    6,498
    
    
    $
    8,993
 Other intangibles
    
    2010
    
    
    2009Gross carrying amount
    
    $
    745
    
    
    $
    745Accumulated amortization, beginning of year
    
    
    (403
    )
    
    
    (152
    )Amortization
    
    
    (89
    )
    
    
    (251
    )Accumulated amortization, end of year
    
    
    (492
    )
    
    
    (403
    )End of year
    
    $
    253
    
    
    $
    342
  2011
    
    $
    2,5312012
    
    
    2,4012013
    
    
    1,7012014
    
    
    1182015
    
    
    Total
    
    $
    6,751
   85




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 7  DEPOSITS
  2010
    
    
    2009Noninterest-bearing demand deposits
    
    $
    152,752
    
    
    $
    177,602Interest-bearing demand deposits
    
    
    939,091
    
    
    
    837,268Savings deposits
    
    
    101,925
    
    
    
    86,166Brokered deposits
    
    
    1,399
    
    
    
    6,584Time deposits
    
    
    781,687
    
    
    
    976,476Total deposits
    
    $
    1,976,854
    
    
    $
    2,084,096
   2011
    
    $
    531,8292012
    
    
    139,8122013
    
    
    52,9312014
    
    
    14,8222015
    
    
    40,246Thereafter
    
    
    3,446
    86




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 8  BORROWINGS
   2010
    
    
    2009
    
    
    2008Average balance during the year
    
    $
    22,342
    
    
    $
    28,008
    
    
    $
    74,881Average interest rate during the year
    
    
    0.10
    %
    
    
    0.10
    %
    
    
    1.57
    %Maximum month-end balance during the year
    
    $
    26,161
    
    
    $
    35,935
    
    
    $
    98,925Weighted average interest rate at year-end
    
    
    0.10
    %
    
    
    0.10
    %
    
    
    0.10
    %
  2010
    
    
    2009Short-term borrowingsFixed rate FHLB advance, 4.44%
Matures December 2011
    
    $
    15,000
    
    
    $
    Variable rate FHLB advances at 5.00% to 5.31%
Matured December 2010
    
    
    
    
    
    
    12,000Total short-term borrowings
    
    
    15,000
    
    
    
    12,000Long-term borrowingsFixed rate FHLB advances, from 1.50% to 3.36%,
Various maturities through June 2023
    
    
    51,327
    
    
    
    50,766Fixed rate FHLB advances from 4.18% to 6.35%,
Various maturities through 2020
    
    
    92,326
    
    
    
    109,233Total long term borrowings
    
    
    143,653
    
    
    
    159,999Total borrowings
    
    $
    158,653
    
    
    $
    171,999
    87




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 8  BORROWINGS
  Total2011
    
    $
    15,2882012
    
    
    65,2782013
    
    
    2882014
    
    
    10,2962015
    
    
    20,309Thereafter
    
    
    47,194$
    158,653
        88




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 8  BORROWINGS
        89




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 9  BENEFIT PLANS
     90




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 10  INCOME TAXES
  2010
    
    
    2009
    
    
    2008Current  federal
    
    $
    (10,054
    )
    
    $
    (12,906
    )
    
    $
    (221
    )Current  state
    
    
    (1,775
    )
    
    
    (2,476
    )
    
    
    (53
    )Deferred  federal
    
    
    (13,870
    )
    
    
    (1,397
    )
    
    
    (3,649
    )Deferred  state
    
    
    (2,846
    )
    
    
    (257
    )
    
    
    (725
    )Deferred tax asset  valuation allowance
    
    
    43,455
    
    
    
    
    
    
    
    $
    14,910
    
    
    $
    (17,036
    )
    
    $
    (4,648
    )
  2010
    
    
    2009Assets
    
    
    Liabilities
    
    
    Assets
    
    
    LiabilitiesAllowance for loan losses
    
    $
    26,214
    
    
    $
    
    
    
    $
    19,675
    
    
    $
    Deferred compensation
    
    
    2,129
    
    
    
    
    
    
    
    1,973
    
    
    
    REO basis
    
    
    12,175
    
    
    
    
    
    
    
    
    
    
    
    Purchase accounting adjustments
    
    
    
    
    
    
    (1,424
    )
    
    
    672
    
    
    
    Depreciation
    
    
    
    
    
    
    (1,998
    )
    
    
    
    
    
    
    (2,129
    )FHLB dividends
    
    
    
    
    
    
    (1,658
    )
    
    
    
    
    
    
    (1,658
    )Core deposit intangible
    
    
    2,189
    
    
    
    
    
    
    
    
    
    
    
    (4,860
    )Unrealized (gain) loss on securities
    
    
    
    
    
    
    (645
    )
    
    
    
    
    
    
    (122
    )NOL carry forward
    
    
    10,192
    
    
    
    
    
    
    
    
    
    
    
    (122
    )Other
    
    
    
    
    
    
    (1,542
    )
    
    
    49
    
    
    
    Deferred tax asset  valuation allowance
    
    
    
    
    
    
    (43,455
    )
    
    
    
    
    
    
    Total deferred income taxes
    
    $
    52,899
    
    
    $
    (50,722
    )
    
    $
    22,369
    
    
    $
    (8,769
    )
     91




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 10  INCOME TAXES
  2010
    
    
    2009
    
    
    2008Statutory federal tax rate
    
    
    (35.0
    %)
    
    
    (35.0
    %)
    
    
    (35.0
    %)State income tax, net of federal benefit
    
    
    (4.6
    )
    
    
    (1.1
    )
    
    
    (5.2
    )Tax exempt income
    
    
    (2.0
    )
    
    
    (0.5
    )
    
    
    (8.0
    )Goodwill impairment
    
    
    
    
    
    
    26.4
    
    
    
    Deferred tax asset  valuation allowance
    
    
    66.1
    
    
    
    
    
    
    
    Other
    
    
    (1.8
    )
    
    
    (0.5
    )
    
    
    (22.7
    %)
    
    
    (10.2
    %)
    
    
    (46.4
    %)
    NOTE 11   COMMITMENTS AND FINANCIAL INSTRUMENTS WITH OFF-BALANCE-SHEET
RISK
   2010
    
    
    2009Commitments to make loans  fixed
    
    $
    3,827
    
    
    $
    1,202Commitments to make loans  variable
    
    
    2,464
    
    
    
    4,718Unused lines of credit
    
    
    201,973
    
    
    
    239,374Letters of credit
    
    
    25,674
    
    
    
    30,107
    92




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 12  CAPITAL REQUIREMENTS AND RESTRICTIONS ON RETAINED EARNINGS
       93




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 12  CAPITAL REQUIREMENTS AND RESTRICTIONS ON RETAINED EARNINGS (continued)
  Minimum Amounts tobe Well CapitalizedMinimum Required
    
    
    Under Promptfor Capital
    
    
    CorrectiveActual
    
    
    Adequacy Purposes
    
    
    Action ProvisionsActual
    
    
    Ratio (%)
    
    
    Actual
    
    
    Ratio (%)
    
    
    Actual
    
    
    Ratio (%)2010Total Capital (to Risk Weighted Assets)Consolidated
    
    $
    239.7
    
    
    
    13.2
    
    
    $
    145.2
    
    
    
    8.0
    
    
    $
    181.6
    
    
    
    10.0Bank
    
    
    239.6
    
    
    
    13.2
    
    
    
    145.0
    
    
    
    8.0
    
    
    
    181.3
    
    
    
    10.0Tier 1 Capital (to Risk Weighted
Assets)Consolidated
    
    $
    216.5
    
    
    
    11.9
    
    
    $
    72.6
    
    
    
    4.0
    
    
    $
    108.9
    
    
    
    6.0Bank
    
    
    216.4
    
    
    
    11.9
    
    
    
    72.5
    
    
    
    4.0
    
    
    
    108.8
    
    
    
    6.0Tier 1 Capital (to Average Assets)Consolidated
    
    $
    216.5
    
    
    
    8.9
    
    
    $
    97.6
    
    
    
    4.0
    
    
    $
    122.0
    
    
    
    5.0Bank
    
    
    216.4
    
    
    
    8.9
    
    
    
    97.5
    
    
    
    4.0
    
    
    
    121.8
    
    
    
    5.02009Total Capital (to Risk Weighted Assets)Consolidated
    
    $
    318.5
    
    
    
    14.9
    
    
    $
    171.0
    
    
    
    8.0
    
    
    $
    213.8
    
    
    
    10.0Bank
    
    
    317.4
    
    
    
    14.9
    
    
    
    170.7
    
    
    
    8.0
    
    
    
    213.4
    
    
    
    10.0Tier 1 Capital (to Risk Weighted
Assets)Consolidated
    
    $
    291.5
    
    
    
    13.6
    
    
    $
    85.5
    
    
    
    4.0
    
    
    $
    128.3
    
    
    
    6.0Bank
    
    
    290.4
    
    
    
    13.6
    
    
    
    85.4
    
    
    
    4.0
    
    
    
    128.0
    
    
    
    6.0Tier 1 Capital (to Average Assets)Consolidated
    
    $
    291.5
    
    
    
    10.7
    
    
    $
    108.6
    
    
    
    4.0
    
    
    $
    135.8
    
    
    
    5.0Bank
    
    
    290.4
    
    
    
    10.7
    
    
    
    108.6
    
    
    
    4.0
    
    
    
    135.7
    
    
    
    5.0
   94




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 12  CAPITAL REQUIREMENTS AND RESTRICTIONS ON RETAINED EARNINGS
     NOTE 13  STOCK-BASED COMPENSATION
    95




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 13  STOCK-BASED COMPENSATION
 Stock Options
   WeightedWeighted
    
    
    AverageAverage
    
    
    Remaining
    
    
    AggregateStock
    
    
    Exercise
    
    
    Contractual
    
    
    IntrinsicOptions
    
    
    Price
    
    
    Term
    
    
    ValueOutstanding at January 1, 2008
    
    
    452,077
    
    
    $
    25.72Exercised
    
    
    (9,759
    )
    
    
    12.63Forfeited
    
    
    (1,565
    )
    
    
    30.65Expired
    
    
    (16,310
    )
    
    
    23.00Outstanding at December 31, 2008
    
    
    424,443
    
    
    $
    26.10Forfeited
    
    
    (1,374
    )
    
    
    32.05Expired
    
    
    (34,875
    )
    
    
    25.58Outstanding at December 31, 2009
    
    
    388,194
    
    
    $
    26.14Exercised
    
    
    
    
    
    
    Forfeited
    
    
    (6,484
    )
    
    
    33.12Expired
    
    
    
    
    
    
    Outstanding at December 31, 2010
    
    
    381,710
    
    
    $
    25.96
    
    
    3.6 years
    
    
    $
    Options exercisable at December 31, 2010
    
    
    344,029
    
    
    $
    25.17
    
    
    3.4 years
    
    
    $
    
    96




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 13  STOCK-BASED COMPENSATION
  Outstanding
    
    
    ExercisableWeighted
    
    
    
    
    
    
    
    
    
    
    WeightedAverage
    
    
    Weighted
    
    
    
    
    
    
    Average
    
    
    WeightedRemaining
    
    
    Average
    
    
    
    
    
    
    Remaining
    
    
    AverageRange of
    
    Number
    
    
    Contractual
    
    
    Exercise
    
    
    Number
    
    
    Contractual
    
    
    ExerciseExercise Prices
    
    Outstanding
    
    
    Life
    
    
    Price
    
    
    Outstanding
    
    
    Life
    
    
    Price$12.41  $15.00
    
    
    24,142
    
    
    
    1.8
    
    
    $
    12.95
    
    
    
    24,142
    
    
    
    1.8
    
    
    $
    12.95$15.01  $20.00
    
    
    77,698
    
    
    
    1.8
    
    
    $
    17.63
    
    
    
    77,698
    
    
    
    1.8
    
    
    $
    17.63$20.01  $25.00
    
    
    50,635
    
    
    
    3.1
    
    
    $
    23.36
    
    
    
    50,635
    
    
    
    3.1
    
    
    $
    23.36$25.01  $30.00
    
    
    135,476
    
    
    
    4.7
    
    
    $
    28.00
    
    
    
    122,137
    
    
    
    4.6
    
    
    $
    27.91$30.01  $36.32
    
    
    93,759
    
    
    
    4.4
    
    
    $
    34.80
    
    
    
    69,417
    
    
    
    3.8
    
    
    $
    34.37Total
    
    
    381,710
    
    
    
    
    
    
    
    
    
    
    
    344,029
   97




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 13  STOCK-BASED COMPENSATION
 Restricted Stock
  WeightedAveragePrice PerShares
    
    
    ShareBalance at January 1, 2008
    
    
    
    
    
    $
    Granted:Non-employee Directors
    
    
    7,852
    
    
    
    16.56Executive officers & management
    
    
    62,015
    
    
    
    19.20Cancelled:Non-employee Directors
    
    
    
    
    
    
    Executive officers & management
    
    
    (8,960
    )
    
    
    19.44Balance at December 31, 2008
    
    
    60,907
    
    
    
    18.83Granted:Non-employee Directors
    
    
    7,060
    
    
    
    7.08Non-executive officers & management
    
    
    56,934
    
    
    
    7.08Vested:Non-employee Directors
    
    
    (7,852
    )
    
    
    16.56Executive officers, non-executive officers & management
    
    
    (10,584
    )
    
    
    19.16Cancelled:Non-employee Directors
    
    
    
    
    
    
    Non-executive officers & management
    
    
    (5,207
    )
    
    
    14.98Balance at December 31, 2009
    
    
    101,258
    
    
    $
    11.74Granted:Non-employee Directors
    
    
    6,548
    
    
    
    6.11Executive officers
    
    
    18,382
    
    
    
    8.16Vested:Non-employee Directors
    
    
    (7,060
    )
    
    
    7.08Executive officers, non-executive officers & management
    
    
    (20,335
    )
    
    
    12.77Cancelled:Executive officers
    
    
    (1,543
    )
    
    
    16.56Non-executive officers & management
    
    
    (5,968
    )
    
    
    11.82Balance at December 31, 2010
    
    
    91,282
    
    
    $
    10.67Weighted-average fair value of nonvested stock awards
granted during the year ended December 31,2010
    
    $
    7.622009
    
    $
    7.082008
    
    $
    18.90
   98




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GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 13  STOCK-BASED COMPENSATION
 Cash Settled Stock Appreciation Rights
   WeightedAveragePrice PerSARs
    
    
    ShareBalance at January 1, 2008
    
    
    19,000
    
    
    
    34.63Granted:Non-employee Directors
    
    
    7,852
    
    
    
    16.56Executive officers & management
    
    
    62,015
    
    
    
    19.20Cancelled/Expired:Non-employee Directors
    
    
    
    
    
    
    Executive officers & management
    
    
    (8,960
    )
    
    
    19.44Balance at December 31, 2008
    
    
    79,907
    
    
    $
    22.58Granted:Non-employee Directors
    
    
    7,060
    
    
    
    7.08Non-executive officers & management
    
    
    56,934
    
    
    
    7.08Cancelled/Expired:Non-employee Directors
    
    
    (7,852
    )
    
    
    16.56Non-executive officers & management
    
    
    (15,817
    )
    
    
    17.78Balance at December 31, 2009
    
    
    120,232
    
    
    $
    15.36Granted:Non-employee Directors
    
    
    6,548
    
    
    
    6.11Non-executive officers & management
    
    
    
    
    
    
    Cancelled/Expired:Non-employee Directors
    
    
    (7,060
    )
    
    
    7.08Non-executive officers & management
    
    
    (27,777
    )
    
    
    12.75Balance at December 31, 2010
    
    
    91,943
    
    
    $
    16.12
   99




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 Note 13  Stock-Based Compensation (CONTINUED)
 Weighted-average fair value of cash-settled SARs granted during the year ended December 31,2010
    
    
    
    
    
    $
    6.112009
    
    
    
    
    
    $
    7.082008
    
    
    
    
    
    $
    18.93
  2010
    
    
    2009
    
    2008Risk-free interest rate
    
    
    0.307%
    
    
    0.67%  1.89%
    
    3.81%  3.85%Volatility
    
    
    57.06%
    
    
    40.18%
    
    29.46%  32.81%Expected life
    
    
    1 year
    
    
    1  5 years
    
    1  5 yearsDividend yield
    
    
    0.00%
    
    
    7.34%
    
    3.54%
     100




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 14  EARNINGS (LOSS) PER SHARE
  2010
    
    
    2009
    
    
    2008Basic Earnings (Loss) Per ShareNet income (loss)
    
    $
    (80,695
    )
    
    $
    (150,694
    )
    
    $
    (5,360
    )Less: preferred stock dividends and accretion of discount on
warrants
    
    
    5,001
    
    
    
    4,982
    
    
    
    92Net income (loss) available to common shareholders
    
    $
    (85,696
    )
    
    $
    (155,676
    )
    
    $
    (5,452
    )Weighted average common shares outstanding
    
    
    13,093,847
    
    
    
    13,068,407
    
    
    
    12,932,576Basic earnings (loss) per share
    
    $
    (6.54
    )
    
    $
    (11.91
    )
    
    $
    (0.42
    )Diluted Earnings (Loss) Per ShareNet income (loss)
    
    $
    (80,695
    )
    
    $
    (150,694
    )
    
    $
    (5,360
    )Less: preferred stock dividends and accretion of discount on
warrants
    
    
    5,001
    
    
    
    4,982
    
    
    
    92Net income (loss) available to common shareholders
    
    $
    (85,696
    )
    
    $
    (155,676
    )
    
    $
    (5,452
    )Weighted average common shares outstanding
    
    
    13,093,847
    
    
    
    13,068,407
    
    
    
    12,932,576Add: Dilutive effects of assumed conversions of restricted stock
and exercises of stock options and warrants
    
    
    
    
    
    
    
    
    
    
    58,214Weighted average common and dilutive potential
common shares outstanding(1) (2)
    
    
    13,093,847
    
    
    
    13,068,407
    
    
    
    12,990,790Diluted earnings (loss) per common share(1) (2)
    
    $
    (6.54
    )
    
    $
    (11.91
    )
    
    $
    (0.42
    )
 1
    
    Diluted weighted average shares outstanding for 2010 and 2009 excludes 92,979 and
96,971 shares of unvested restricted stock because they are anti-dilutive and is equal to weighted
average common shares outstanding.2
    
    Stock options and warrants of 1,017,645, 1,058,992 and 387,121 were excluded from the
2010, 2009 and 2008 diluted earnings per share because their impact was anti-dilutive.   101




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 15  PARENT COMPANY CONDENSED FINANCIAL STATEMENTS
 BALANCE SHEETS
Years ended December 31, 2010 and 2009
 2010
    
    
    2009ASSETSCash and due from financial institutions
    
    $
    1,707
    
    
    $
    3,081Investment in subsidiary
    
    
    228,590
    
    
    
    308,831Other
    
    
    4,795
    
    
    
    4,692Total assets
    
    $
    235,092
    
    
    $
    316,604LIABILITIESSubordinated debentures
    
    $
    88,662
    
    
    $
    88,662Other liabilities
    
    
    2,533
    
    
    
    1,173Total liabilities
    
    
    91,195
    
    
    
    89,835Shareholders equity
    
    
    143,897
    
    
    
    226,769Total liabilities and shareholders equity
    
    $
    235,092
    
    
    $
    316,604
 STATEMENTS OF INCOME
Years ended December 31, 2010, 2009, and 2008
 2010
    
    
    2009
    
    
    2008Dividends from subsidiary
    
    $
    2,500
    
    
    $
    3,000
    
    
    $
    13,600Other income
    
    
    96
    
    
    
    180
    
    
    
    241Interest expense
    
    
    (1,980
    )
    
    
    (2,577
    )
    
    
    (4,555
    )Other expense
    
    
    (2,002
    )
    
    
    (1,718
    )
    
    
    (2,022
    )Income (loss) before income taxes
    
    
    (1,386
    )
    
    
    (1,115
    )
    
    
    7,264Income tax benefit
    
    
    (743
    )
    
    
    (1,488
    )
    
    
    (2,330
    )Equity in undistributed net income (loss) of subsidiary
    
    
    (80,052
    )
    
    
    (151,067
    )
    
    
    (14,954
    )Net income (loss)
    
    
    (80,695
    )
    
    
    (150,694
    )
    
    
    (5,360
    )Preferred stock dividends and accretion of discount on
warrants
    
    
    5,001
    
    
    
    4,982
    
    
    
    92Net income (loss) available to common shareholders
    
    $
    (85,696
    )
    
    $
    (155,676
    )
    
    $
    (5,452
    )
   102




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 15  PARENT COMPANY CONDENSED FINANCIAL STATEMENTS
 STATEMENTS OF CASH FLOWS
Years ended December 31, 2010, 2009, and 2008
 2010
    
    
    2009
    
    
    2008Operating activitiesNet income (loss)
    
    $
    (80,695
    )
    
    $
    (150,694
    )
    
    $
    (5,360
    )Adjustments to reconcile net income to net
cash provided (used) by operating activities:Undistributed (net income) loss of subsidiaries
    
    
    80,052
    
    
    
    151,067
    
    
    
    14,954Stock compensation expense
    
    
    626
    
    
    
    686
    
    
    
    759Change in other assets
    
    
    104
    
    
    
    1,868
    
    
    
    (1,413
    )Change in liabilities
    
    
    1,250
    
    
    
    (412
    )
    
    
    (14
    )Net cash provided (used) by operating activities
    
    
    1,337
    
    
    
    2,515
    
    
    
    8,926Investing activitiesCapital investment in bank subsidiary
    
    
    
    
    
    
    
    
    
    
    (77,278
    )Net cash used in investing activities
    
    
    
    
    
    
    
    
    
    
    (77,278
    )Financing activitiesPreferred stock dividends paid
    
    
    (2,711
    )
    
    
    (3,232
    )
    
    
    Common stock dividends paid
    
    
    
    
    
    
    (1,713
    )
    
    
    (6,779
    )Proceeds from issuance of preferred stock
    
    
    
    
    
    
    
    
    
    
    72,278Proceeds from issuance of common stock
    
    
    
    
    
    
    
    
    
    
    111Tax benefit resulting from stock options
    
    
    
    
    
    
    
    
    
    
    5Net cash provided (used in) financing activities
    
    
    (2,711
    )
    
    
    (4,945
    )
    
    
    65,615Net change in cash and cash equivalents
    
    
    (1,374
    )
    
    
    (2,430
    )
    
    
    (2,737
    )Cash and cash equivalents, beginning of year
    
    
    3,081
    
    
    
    5,511
    
    
    
    8,248Cash and cash equivalents, end of year
    
    $
    1,707
    
    
    $
    3,081
    
    
    $
    5,511
 NOTE 16  OTHER COMPREHENSIVE INCOME
  2010
    
    
    2009
    
    
    2008Unrealized holding gains and (losses) on securities available
for sale, net of tax of $523, $1,105 and ($357), respectively
    
    $
    810
    
    
    $
    1,712
    
    
    $
    (553
    )Reclassification adjustment for losses (gains) realized in net
income, net of tax of $0, ($555) and ($1,044), respectively
    
    
    
    
    
    
    (860
    )
    
    
    (1,617
    )Other comprehensive income (loss)
    
    $
    810
    
    
    $
    852
    
    
    $
    (2,170
    )
   103




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 17  SEGMENT INFORMATION
   Other
    
    
    Holding
    
    
    
    
    
    
    Total2010
    
    Banking
    
    
    Segments
    
    
    Company
    
    
    Eliminations
    
    
    SegmentsNet interest income
    
    $
    77,246
    
    
    $
    8,327
    
    
    $
    (1,980
    )
    
    $
    
    
    
    $
    83,593Provision for loan losses
    
    
    69,568
    
    
    
    1,539
    
    
    
    
    
    
    
    
    
    
    
    71,107Noninterest income
    
    
    31,467
    
    
    
    1,899
    
    
    
    96
    
    
    
    (918
    )
    
    
    32,544Noninterest expense
    
    
    105,088
    
    
    
    4,643
    
    
    
    2,002
    
    
    
    (918
    )
    
    
    110,815Income tax expense (benefit)
    
    
    14,068
    
    
    
    1,585
    
    
    
    (743
    )
    
    
    
    
    
    
    14,910Segment profit (loss)
    
    $
    (80,011
    )
    
    $
    2,459
    
    
    $
    (3,143
    )
    
    $
    
    
    
    $
    (80,695
    )Segment assets
    
    $
    2,356,543
    
    
    $
    42,995
    
    
    $
    6,502
    
    
    $
    
    
    
    $
    2,406,040
 Other
    
    
    Holding
    
    
    
    
    
    
    Total2009
    
    Banking
    
    
    Segments
    
    
    Company
    
    
    Eliminations
    
    
    SegmentsNet interest income
    
    $
    74,628
    
    
    $
    8,474
    
    
    $
    (2,577
    )
    
    $
    
    
    
    $
    80,525Provision for loan losses
    
    
    47,483
    
    
    
    2,763
    
    
    
    
    
    
    
    
    
    
    
    50,246Noninterest income
    
    
    30,258
    
    
    
    2,127
    
    
    
    180
    
    
    
    (987
    )
    
    
    31,578Noninterest expense
    
    
    223,989
    
    
    
    4,868
    
    
    
    1,717
    
    
    
    (987
    )
    
    
    229,587Income tax expense (benefit)
    
    
    (16,712
    )
    
    
    1,164
    
    
    
    (1,488
    )
    
    
    
    
    
    
    (17,036
    )Segment profit (loss)
    
    $
    (149,874
    )
    
    $
    1,806
    
    
    $
    (2,626
    )
    
    $
    
    
    
    $
    (150,694
    )Segment assets
    
    $
    2,568,926
    
    
    $
    42,251
    
    
    $
    7,962
    
    
    $
    
    
    
    $
    2,619,139
 Other
    
    
    Holding
    
    
    
    
    
    
    Total2008
    
    Banking
    
    
    Segments
    
    
    Company
    
    
    Eliminations
    
    
    SegmentsNet interest income
    
    $
    91,900
    
    
    $
    7,680
    
    
    $
    (4,555
    )
    
    $
    
    
    
    $
    95,025Provision for loan losses
    
    
    50,074
    
    
    
    2,736
    
    
    
    
    
    
    
    
    
    
    
    52,810Noninterest income
    
    
    32,012
    
    
    
    2,231
    
    
    
    241
    
    
    
    (870
    )
    
    
    33,614Noninterest expense
    
    
    79,548
    
    
    
    5,137
    
    
    
    2,022
    
    
    
    (870
    )
    
    
    85,837Income tax expense (benefit)
    
    
    (3,118
    )
    
    
    800
    
    
    
    (2,330
    )
    
    
    
    
    
    
    (4,648
    )Segment profit (loss)
    
    $
    (2,592
    )
    
    $
    1,238
    
    
    $
    (4,006
    )
    
    $
    
    
    
    $
    (5,360
    )Segment assets
    
    $
    2,895,163
    
    
    $
    39,846
    
    
    $
    9,662
    
    
    $
    
    
    
    $
    2,944,671
   104




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 17  SEGMENT INFORMATION
 Asset Quality Ratios
 As of and for the period ended December 31, 2010
    
    Bank
    
    
    Other
    
    
    TotalNonperforming loans as percentage of total loans, net of unearned income
    
    
    8.40
    %
    
    
    1.30
    %
    
    
    8.35
    %Nonperforming assets as a percentage of total assets
    
    
    8.52
    %
    
    
    1.34
    %
    
    
    8.56
    %Allowance for loan losses as a percentage of total loans, net of
unearned income
    
    
    3.68
    %
    
    
    7.33
    %
    
    
    3.83
    %Allowance for loan losses as a percentage of nonperforming loans
    
    
    43.80
    %
    
    
    562.24
    %
    
    
    45.83
    %Net charge-offs to average total loans, net of unearned income
    
    
    2.76
    %
    
    
    4.20
    %
    
    
    2.84
    %
 As of and for the period ended December 31, 2009
    
    Bank
    
    
    Other
    
    
    TotalNonperforming loans as percentage of total loans, net of unearned income
    
    
    3.69
    %
    
    
    1.50
    %
    
    
    3.70
    %Nonperforming assets as a percentage of total assets
    
    
    5.04
    %
    
    
    2.02
    %
    
    
    5.07
    %Allowance for loan losses as a percentage of total loans, net of
unearned income
    
    
    2.30
    %
    
    
    8.05
    %
    
    
    2.45
    %Allowance for loan losses as a percentage of nonperforming loans
    
    
    62.29
    %
    
    
    538.31
    %
    
    
    66.39
    %Net charge-offs to average total loans, net of unearned income
    
    
    2.15
    %
    
    
    5.88
    %
    
    
    2.25
    %
   105




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##### Table of Contents



GREEN BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share and per share data)
December 31, 2010, 2009 and 2008
 NOTE 18  SELECTED QUARTERLY FINANCIAL INFORMATION (UNAUDITED)
  For the three months endedSummary of Operations
    
    3/31/10
    
    
    6/30/10
    
    
    9/30/10
    
    
    12/31/10Net interest income
    
    $
    21,659
    
    
    $
    21,473
    
    
    $
    20,747
    
    
    $
    19,714Provision for loan losses
    
    
    3,889
    
    
    
    4,749
    
    
    
    36,823
    
    
    
    25,646Noninterest income
    
    
    7,686
    
    
    
    8,771
    
    
    
    9,029
    
    
    
    7,058Noninterest expense
    
    
    20,546
    
    
    
    21,274
    
    
    
    27,009
    
    
    
    41,986Income tax expense (benefit)
    
    
    1,714
    
    
    
    1,410
    
    
    
    1,098
    
    
    
    10,688Net income (loss)
    
    $
    3,196
    
    
    $
    2,811
    
    
    $
    (35,154
    )
    
    $
    (51,548
    )Net income (loss) available to common
shareholders
    
    $
    1,946
    
    
    $
    1,561
    
    
    $
    (36,405
    )
    
    $
    (52,798
    )Comprehensive income
    
    $
    4,166
    
    
    $
    3,705
    
    
    $
    (34,583
    )
    
    $
    (53,173
    )Basic earnings (loss) per common share
    
    $
    0.15
    
    
    $
    0.12
    
    
    $
    (2.78
    )
    
    $
    (4.03
    )Diluted earnings (loss) per common share
    
    $
    0.15
    
    
    $
    0.12
    
    
    $
    (2.78
    )
    
    $
    (4.03
    )Dividends per common share
    
    $
    0.00
    
    
    $
    0.00
    
    
    $
    0.00
    
    
    $
    0.00Average common shares outstanding
    
    
    13,082,347
    
    
    
    13,097,611
    
    
    
    13,097,611
    
    
    
    13,097,611Average common shares outstanding  diluted
    
    
    13,172,727
    
    
    
    13,192,648
    
    
    
    13,097,611
    
    
    
    13,097,611
 For the three months endedSummary of Operations
    
    3/31/09
    
    
    6/30/09
    
    
    9/30/09
    
    
    12/31/09Net interest income
    
    $
    19,429
    
    
    $
    20,180
    
    
    $
    20,338
    
    
    $
    20,578Provision for loan losses
    
    
    985
    
    
    
    24,384
    
    
    
    18,475
    
    
    
    6,402Noninterest income
    
    
    6,943
    
    
    
    7,541
    
    
    
    9,189
    
    
    
    8,134Noninterest expense
    
    
    17,831
    
    
    
    169,143
    
    
    
    22,365
    
    
    
    20,477Income tax expense (benefit)
    
    
    2,776
    
    
    
    (15,656
    )
    
    
    (4,815
    )
    
    
    659Net income (loss)
    
    $
    4,780
    
    
    $
    (150,150
    )
    
    $
    (6,498
    )
    
    $
    1,174Net income (loss) available to common
shareholders
    
    $
    3,548
    
    
    $
    (151,400
    )
    
    $
    (7,748
    )
    
    $
    (76
    )Comprehensive income
    
    $
    5,668
    
    
    $
    (150,557
    )
    
    $
    (5,073
    )
    
    $
    120Basic earnings (loss) per common share
    
    $
    0.27
    
    
    $
    (11.58
    )
    
    $
    (0.59
    )
    
    $
    (0.01
    )Diluted earnings (loss) per share
    
    $
    0.27
    
    
    $
    (11.58
    )
    
    $
    (0.59
    )
    
    $
    (0.01
    )Dividends per common share
    
    $
    0.13
    
    
    $
    0.00
    
    
    $
    0.00
    
    
    $
    0.00Average common shares outstanding
    
    
    13,062,881
    
    
    
    13,070,216
    
    
    
    13,070,216
    
    
    
    13,070,216Average common shares outstanding  diluted
    
    
    13,141,840
    
    
    
    13,070,216
    
    
    
    13,070,216
    
    
    
    13,070,216
   106




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##### Table of Contents



ITEM 9.
    
    CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.
  
 ITEM 9A.
    
    CONTROLS AND PROCEDURES.
 Evaluation of Disclosure Controls and Procedures
     Changes In Internal Control Over Financial Reporting
   107




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##### Table of Contents



Remediation plan for significant deficiencies in internal control over financial reporting:
  
    
    During the fourth quarter and as of December 31, 2010 all
appraisals on impaired assets are, and will continue to
be, ordered 90 days prior to the annual appraisal date, or
when evidence of impairment has
occurred, and submitted to the independent third party for
review upon completion, in order to assure that all
appraisals on impaired assets are received in accordance
with the Companys internal policies;
    
    Pre-reviewed appraisals indicating evidence that
impairment has occurred will be separately reviewed and
discussed in the monthly valuation meeting held between
the Special Assets Group, Loan Review and Accounting to
ensure that there is adequate documentation of the
consideration for recording a potential impairment when
the review process is not 100% complete but it is probable
that a loss has been incurred; and
    
    Controls evidencing adequate secondary review and approval
of impaired loan valuations and other real estate owned
will be appropriately documented and evident within the
Special Assets Group.
  Management Report on Internal Control Over Financial Reporting
  
 ITEM 9B.
    
    OTHER INFORMATION.
   108




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##### Table of Contents



PART III
 
 ITEM 10.
    
    DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.
  
 ITEM 11.
    
    EXECUTIVE COMPENSATION.
  
 ITEM 12.
    
    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT AND RELATED STOCKHOLDER MATTERS.
 (a)
    
    Security Ownership of Certain Beneficial Owners.
 Information required by this item is incorporated herein by reference to the section captioned
Security Ownership of Certain Beneficial Owners and Management in the Proxy Statement.
 (b)
    
    Security Ownership of Management.
 Information required by this item is incorporated herein by reference to the section captioned
Security Ownership of Certain Beneficial Owners and Management in the Proxy Statement.
 (c)
    
    Changes in Control.
 Management of the Company knows of no arrangements, including any pledge by any person of
securities of the Company, the operation of which may at a subsequent date result in a change in
control of the registrant.
 (d)
    
    Equity Compensation Plan Information.
 The following table sets forth certain information with respect to securities to be issued under
the Companys equity compensation plans as of December 31, 2010.
 (a)

    
    
    (b)

    
    
    (c)Number of securitiesNumber of securities
    
    
    Weighted-average
    
    
    remaining available forto be issued upon
    
    
    exercise price of
    
    
    future issuance underexercise of
    
    
    outstanding
    
    
    equity compensation plansoutstanding options,
    
    
    options, warrants
    
    
    (excluding securitiesPlan Category
    
    warrants and rights
    
    
    and rights
    
    
    reflected in column (a))Equity compensation plans approved by
security holders
    
    
    345,710
    
    
    $
    27.13
    
    
    
    170,324Equity compensation plans not approved by
security holders
    
    
    36,000
    
    
    $
    16.33
    
    
    
    *Total
    
    
    381,710
    
    
    $
    25.96
    
    
    
    170,324
 *
    
    R. Stan Puckett, was the sole participant under this plan, which was a part of Mr. Pucketts
employment agreement. This employment
agreement was amended during 2005 to provide that future option grants to the key executive
would be made at no less than fair market
value on the date of grant in order to comply with Section 409A of the Internal Revenue Code
of 1986, as amended. 
 ITEM 13.
    
    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND
DIRECTOR INDEPENDENCE.
   109




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##### Table of Contents



ITEM 14.
    
    PRINCIPAL ACCOUNTANT FEES AND SERVICES.
  
 PART IV
 
 ITEM 15.
    
    EXHIBITS, FINANCIAL STATEMENT SCHEDULES.
 (a)(1)
    
    The following consolidated financial statements of the Company included in the
Companys 2010 Annual Report to the Shareholders (the Annual Report) are incorporated herein
by reference from Item 8 of this Form 10-K. The remaining information appearing in the Annual
Report is not deemed to be filed as part of this Form 10-K, except as expressly provided
herein.
 1.
    
    Report of Independent Registered Public Accounting Firm.
 2.
    
    Consolidated Balance Sheets  December 31, 2010 and 2009.
 3.
    
    Consolidated Statements of Income for the Years Ended December 31, 2010, 2009
and 2008.
 4.
    
    Consolidated Statements of Changes in Shareholders Equity for the Years Ended
December 31, 2010, 2009 and 2008.
 5.
    
    Consolidated Statements of Cash Flows for the Years Ended December 31, 2010,
2009 and 2008.
 6.
    
    Notes to Consolidated Financial Statements.
 (a)(2)
    
    All schedules for which provision is made in the applicable accounting regulations of the
Securities and Exchange Commission are not required under the related instructions or are
inapplicable and therefore have been omitted.
 (a)(3)
    
    The following exhibits either are filed as part of this Report or are incorporated herein by
reference:
 2.1
    
    
    Merger Agreement, dated as of January 25, 2007, by and between Greene County
Bancshares, Inc. and Civitas Bankgroup, Inc. (Pursuant to Item 601(b)(2) of
Regulation S-K the schedules and exhibits to this agreement have been omitted from this
filing)  incorporated herein by reference to the Companys Current Report on Form 8-K
filed January 26, 2007.3.1
    
    
    Amended and Restated Charter  incorporated herein by reference to the
Companys Current Report on Form 8-K12G3/A filed on January 22, 2009.3.2
    
    
    Amended and Restated Bylaws  incorporated herein by reference to the
Companys Current Report on Form 8-K filed on November 20, 2007.4.1
    
    
    Form of Certificate for the Series A Preferred Stock  incorporated herein by
reference to the Companys Current Report on Form 8-K filed on December 23, 2008.4.2
    
    
    Warrant for Purchase of Shares of Common Stock dated December 23, 2008 
incorporated herein by reference to the Companys Current Report on Form 8-K filed on
December 23, 2008.10.1
    
    
    Employment Agreement and Amendment to Employment Agreement between the Company
and R. Stan Puckett  incorporated herein by reference to the Companys Current Report
on Form 8-K filed on January 7, 2008.*
  110




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10.2
    
    
    Employment Agreement between the Company and Kenneth R. Vaught  incorporated
herein by reference to the Companys Current Report on Form 8-K filed on January 7,
2008.*10.3
    
    
    Employment Agreement between the Company and Ronald E. Mayberry  incorporated
herein by reference to the Companys Annual Report on Form 10-K for the year ended
December 31, 2003.*10.4
    
    
    Non-competition Agreement between the Company and R. Stan Puckett 
incorporated herein by reference to the Companys Annual Report on Form 10-K for the
year ended December 31, 2003.*10.5
    
    
    Non-competition Agreement between the Company and Kenneth R. Vaught 
incorporated herein by reference to the Companys Quarterly Report on Form 10-Q for the
quarter ended September 30, 2004.*10.6
    
    
    Green Bankshares, Inc. Amended and Restated 2004 Long-Term Incentive Plan. 
incorporated herein by reference to the Companys Annual Report on Form 10-K for the
year ended December 31, 2008.*10.7
    
    
    Greene County Bancshares, Inc. Amended and Restated Deferred Compensation Plan
for Non-employee Directors  incorporated herein by reference to the Companys Current
Report on Form 8-K filed on December 17, 2004.*10.8
    
    
    Form of Stock Option Award Agreement  incorporated herein by reference to the
Companys Annual Report on Form 10-K for the year ended December 31, 2004.*10.9
    
    
    Deferred Fee Agreement between the Bank and John Tolsma dated December 13, 2004
 incorporated herein by reference to the Companys Annual Report on Form 10-K for the
year ended December 31, 2004.*10.10
    
    
    Amendment and Restatement of the Greene County Bank Deferred Compensation
Agreements dated March 11, 1997, March 1, 1999 and November 15, 2004 between the Bank
and Philip M. Bachman dated March 11, 2005  incorporated herein by reference to the
Companys Annual Report on Form 10-K for the year ended December 31, 2004.*10.11
    
    
    Amendment and Restatement of the Greene County Bank Deferred Compensation
Agreement dated March 1, 1999 between the Bank and W.T. Daniels dated March 11, 2005 
incorporated herein by reference to the Companys Annual Report on Form 10-K for the
year ended December 31, 2004.*10.12
    
    
    Amendment and Restatement of the Greene County Bank Deferred Compensation
Agreement dated March 1, 1999 between the Bank and Terry Leonard dated March 11, 2005 
incorporated herein by reference to the Companys Annual Report on Form 10-K for the
year ended December 31, 2004.*10.13
    
    
    Amendment and Restatement of the Greene County Bank Deferred Compensation
Agreement dated May 1, 1999 between the Bank and Charles S. Brooks dated March 11, 2005
 incorporated herein by reference to the Companys Annual Report on Form 10-K for the
year ended December 31, 2004.*10.14
    
    
    Amendment and Restatement of the Greene County Bank Deferred Compensation
Agreement dated May 1, 1999 between the Bank and Jerald K. Jaynes dated March 11, 2005
 incorporated herein by reference to the Companys Annual Report on Form 10-K for the
year ended December 31, 2004.*10.15
    
    
    Amendment and Restatement of the Greene County Bank Deferred Compensation
Agreement dated May 1, 2003 between the Bank and Charles H. Whitfield, Jr. dated March
11, 2005 
incorporated herein by reference to the Companys Annual Report on Form 10-K for the
year ended December 31, 2004.*
  111




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##### Table of Contents



10.16
    
    
    Greene County Bank Executive Deferred Compensation Agreement between the Bank
and R. Stan Puckett dated March 11, 2005  incorporated herein by reference to the
Companys Annual Report on Form 10-K for the year ended December 31, 2004.*10.17
    
    
    Greene County Bank Executive Deferred Compensation Agreement between the Bank
and Kenneth R. Vaught dated March 11, 2005  incorporated herein by reference to the
Companys Annual Report on Form 10-K for the year ended December 31, 2004.*10.18
    
    
    Greene County Bank Executive Deferred Compensation Agreement between the Bank
and Ronald E. Mayberry dated March 11, 2005  incorporated herein by reference to the
Companys Annual Report on Form 10-K for the year ended December 31, 2004.*10.19
    
    
    Greene County Bancshares, Inc. Change in Control Protection Plan 
incorporated herein by reference to the Companys Current Report on Form 8-K filed on
October 26, 2004.*10.20
    
    
    Greene County Bancshares, Inc. Change in Control Protection Plan Participation
Agreement between the Company and Steve L. Droke  incorporated herein by reference to
the Companys Current Report on Form 8-K filed on October 26, 2004.*10.21
    
    
    Greene County Bancshares, Inc. Change in Control Protection Plan Participation
Agreement between the Company and Ronald E. Mayberry  incorporated herein by
reference to the Companys Current Report on Form 8-K filed on October 26, 2004.*10.22
    
    
    Summary of Compensation Arrangement for James E. Adams  incorporated herein
by reference to the Companys Current Report on Form 8-K filed on November 15, 2005.*10.23
    
    
    Amended and Restated Deferred Compensation Plan for Nonemployee Directors 
incorporated herein by reference to the Companys Current Report on Form 8-K filed on
December 21, 2005.*10.24
    
    
    Greene County Bancshares, Inc. Change in Control Protection Plan Participation
Agreement between the Company and James E. Adams  incorporated by reference to the
Companys Current Report on Form 8-K filed March 12, 2007.*10.25
    
    
    Form of Stock Appreciation Right Award Agreement  incorporated by reference
to the Companys Current Report on Form 8-K filed March 23, 2007.*10.26
    
    
    Amended and Restated Trust Agreement of GreenBank Capital Trust I (GB Trust
I) dated as of May 16, 2007 by and among the Greene County Bancshares, Inc., as
Depositor, Wilmington Trust Company, as Property Trustee, Wilmington Trust Company, as
Delaware Trustee and the Administrative Trustees named therein (the GB Capital Trust
Agreement)  incorporated by reference to the Companys Quarterly Report on Form 10-Q
for the quarter ended June 30, 2007.10.27
    
    
    Form of Certificate for Common Securities of GB Trust I included as Exhibit B
to the GB Capital Trust Agreement  incorporated by reference to the Companys
Quarterly Report on Form 10-Q for the quarter ended June 30, 2007.10.28
    
    
    Form of Certificate for Preferred Securities of GB Trust I included as Exhibit
C to the GB Capital Trust Agreement  incorporated by reference to the Companys
Quarterly Report on Form 10-Q for the quarter ended June 30, 2007.10.29
    
    
    Junior Subordinated Indenture dated as of May 16, 2007 between the Company and
Wilmington Trust Company, as Trustee included as Exhibit D to the GB Capital Trust
Agreement (the Junior Subordinated Indenture)  incorporated by reference to the
Companys Quarterly Report on Form 10-Q for the quarter ended June 30, 2007.
  112




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10.30
    
    
    Form of Certificate for $57,732,000 Note issued pursuant to the Junior
Subordinated Indenture included as Sections 2.1 and 2.2 to the Junior Subordinated
Indenture  incorporated by reference to the Companys Quarterly Report on Form 10-Q
for the quarter ended June 30, 2007.10.31
    
    
    Guarantee Agreement dated as of May 16, 2007 between Greene County Bancshares,
Inc., as Guarantor and Wilmington Trust Company, as Guarantee Trustee  incorporated
by reference to the Companys Quarterly Report on Form 10-Q for the quarter ended June
30, 2007.10.32
    
    
    Form of Restricted Stock Agreement  incorporated by reference to the
Companys Current Report on Form 8-K filed January 23, 2008.*10.33
    
    
    Form of Stock Appreciation Right Agreement  incorporated by reference to the
Companys Current Report on Form 8-K filed February 29, 2008.*10.34
    
    
    Letter agreement, dated December 23, 2008, between the Company and the United
States Department of Treasury, including Securities Purchase Agreement  Standard
Terms with respect to the issuance and sale of the Series A preferred shares and the
Warrant  incorporated by reference to the Companys Current Report on Form 8-K filed
December 23, 2008.10.35
    
    
    Senior Executive Officer Letter Agreement by and between Green Bankshares,
Inc. and R. Stan Puckett dated December 23, 2008  incorporated herein by reference to
the Companys Annual Report on Form 10-K for the year ended December 31, 2008.*10.36
    
    
    Senior Executive Officer Letter Agreement by and between Green Bankshares,
Inc. and Kenneth R. Vaught dated December 23, 2008  incorporated herein by reference
to the Companys Annual Report on Form 10-K for the year ended December 31, 2008.*10.37
    
    
    Senior Executive Officer Letter Agreement by and between Green Bankshares,
Inc. and James E. Adams dated December 23, 2008  incorporated herein by reference to
the Companys Annual Report on Form 10-K for the year ended December 31, 2008.*10.38
    
    
    Senior Executive Officer Letter Agreement by and between Green Bankshares,
Inc. and Steve L. Droke dated December 23, 2008  incorporated herein by reference to
the Companys Annual Report on Form 10-K for the year ended December 31, 2008.*10.39
    
    
    Senior Executive Officer Letter Agreement by and between Green Bankshares,
Inc. and William C. Adams dated December 23, 2008  incorporated herein by reference to
the Companys Annual Report on Form 10-K for the year ended December 31, 2008.*10.40
    
    
    Senior Executive Officer Letter Agreement by and between Green Bankshares,
Inc. and R. Stan Puckett dated December 3, 2009*  incorporated herein by reference to
the Companys Annual Report on Form 10-K for the year ended December 31, 2009.*10.41
    
    
    Senior Executive Officer Letter Agreement by and between Green Bankshares,
Inc. and Kenneth R. Vaught dated December 4, 2009 incorporated herein by reference to
the Companys Annual Report on Form 10-K for the year ended December 31, 2009.*10.42
    
    
    Senior Executive Officer Letter Agreement by and between Green Bankshares,
Inc. and James E. Adams dated December 1, 2009  incorporated herein by reference to
the Companys Annual Report on Form 10-K for the year ended December 31, 2009.*10.43
    
    
    Senior Executive Officer Letter Agreement by and between Green Bankshares,
Inc. and Steve L. Droke December 3, 2009  incorporated herein by reference to the
Companys Annual Report on Form 10-K for the year ended December 31, 2009.*
  113




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##### Table of Contents



10.44
    
    
    Senior Executive Officer Letter Agreement by and between Green Bankshares,
Inc. and William C. Adams dated December 2, 2009  incorporated herein by reference to
the Companys Annual Report on Form 10-K for the year ended December 31, 2009.*10.45
    
    
    Greene County Bancshares, Inc. Change in Control Protection Plan Participation
Agreement between the Company and William C. Adams  incorporated herein by reference
to the Companys Annual Report on Form 10-K for the year ended December 31, 2008.*10.46
    
    
    Letter Agreement, effective March 15, 2010, by and among Green Bankshares,
Inc., GreenBank and Stephen M. Rownd  incorporated herein by reference to the
Companys Current Report on Form 8-K filed March 18, 2010.*10.47
    
    
    Consulting Agreement by and among Green Bankshares, Inc., GreenBank and R.
Stan Puckett, dated April 1, 2010  incorporated herein by reference to the Companys
Current Report on Form 8-K filed April 1, 2010.*10.48
    
    
    Form of TARP CPP Executive Officer Restricted Stock Award Agreement 
incorporated herein by reference to the Companys Current Report on Form 8-K filed
April 2, 2010.*10.49
    
    
    R. Stan Puckett  First Amendment to the Greene County Bank Executive
Deferred Compensation Agreement  incorporated herein by reference to the Companys
Quarterly Report on Form 10-Q for the quarter ended March 31, 2010.*10.50
    
    
    R. Stan Puckett  Second Amendment to the Greene County Bancshares, Inc.
Non-Competition Agreement  incorporated herein by reference to the Companys
Quarterly Report on Form 10-Q for the quarter ended March 31, 2010.*10.51
    
    
    Director and Named Executive Officer Compensation Summary.*11.1
    
    
    Statement re
Computation of Per Share Earnings  incorporated by reference to Note 14 of the Notes
to Consolidated Financial Statements herein.21.1
    
    
    Subsidiaries of the Company.23.1
    
    
    Consent of Dixon Hughes PLLC.31.1
    
    
    Chief Executive Officer Certification Pursuant to Rule 13a-14(a)/15d-14(a).31.2
    
    
    Chief Financial Officer Certification Pursuant to Rule 13a-14(a)/15d-14(a).32.1
    
    
    Chief Executive Officer Certification Pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.32.2
    
    
    Chief Financial Officer Certification Pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.99.1
    
    
    Certification of Chief Executive Officer under the Capital Purchase Program of
the Troubled Assets Relief Program.99.2
    
    
    Certification of Chief Financial Officer under the Capital Purchase Program of
the Troubled Assets Relief Program.
 
 *
    
    Management contract or compensatory plan.  114




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##### Table of Contents



(b)
    
    Exhibits. The exhibits required by Item 601 of Regulation S-K are
either filed as part of this Annual Report on Form 10-K or incorporated herein by
reference.
 (c)
    
    Financial Statements and Financial Statement Schedules Excluded From Annual
Report. There are no financial statements and financial statement schedules which
were excluded from the Annual Report pursuant to Rule 14a-3(b)(1) which are required to
be included herein.
  115




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##### Table of Contents



SIGNATURES
  GREEN BANKSHARES, INC.Date: March 15, 2011
    
    By:
    
    /s/ Stephen M. Rownd

Stephen M. RowndChairman of the Board andChief Executive Officer(Duly Authorized Representative)
  SIGNATURE AND TITLE:
    
    DATE:/s/ Stephen M. Rownd

Stephen M. Rownd
Chairman of the Board and Chief Executive Officer
(Principal Executive Officer)
    
    March 15, 2011/s/ Kenneth R. Vaught

Kenneth R. Vaught
President, Chief Operating Officer, and Director
    
    March 15, 2011/s/ James E. Adams

James E. Adams
Executive Vice President, Chief Financial Officer and Secretary
(Principal Financial and Accounting Officer)
    
    March 15, 2011/s/ Martha M. Bachman

Martha Bachman
Director
    
    March 15, 2011/s/ Bruce Campbell

Bruce Campbell
Director
    
    March 15, 2011/s/ W. T. Daniels

W.T. Daniels
Director
    
    March 15, 2011/s/ Robert K. Leonard

Robert K. Leonard
Director
    
    March 15, 2011/s/ Samuel E. Lynch

Samuel E. Lynch
Director
    
    March 15, 2011/s/ Bill Mooningham

Bill Mooningham
Director
    
    March 15, 2011/s/ John Tolsma

John Tolsma
Director
    
    March 15, 2011/s/ Charles H. Whitfield, Jr.

Charles H. Whitfield, Jr.
Director
    
    March 15, 2011
  116




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##### Table of Contents



EXHIBIT INDEX
 2.1
    
    
    Merger Agreement, dated as of January 25, 2007, by and between Greene County
Bancshares, Inc. and Civitas Bankgroup, Inc. (Pursuant to Item 601(b)(2) of
Regulation S-K the schedules and exhibits to this agreement have been omitted from this
filing)  incorporated herein by reference to the Companys Current Report on Form 8-K
filed January 26, 2007.3.3
    
    
    Amended and Restated Charter  incorporated herein by reference to the
Companys Current Report on Form 8-K12G3/A filed on January 22, 2009.3.4
    
    
    Amended and Restated Bylaws  incorporated herein by reference to the
Companys Current Report on Form 8-K filed on November 20, 2007.4.1
    
    
    Form of Certificate for the Series A Preferred Stock  incorporated herein by
reference to the Companys Current Report on Form 8-K filed on December 23, 2008.4.2
    
    
    Warrant for Purchase of Shares of Common Stock dated December 23, 2008 
incorporated herein by reference to the Companys Current Report on Form 8-K filed on
December 23, 2008.10.1
    
    
    Employment Agreement and Amendment to Employment Agreement between the Company
and R. Stan Puckett  incorporated herein by reference to the Companys Current Report
on Form 8-K filed on January 7, 2008.*10.2
    
    
    Employment Agreement between the Company and Kenneth R. Vaught  incorporated
herein by reference to the Companys Current Report on Form 8-K filed on January 7,
2008.*10.3
    
    
    Employment Agreement between the Company and Ronald E. Mayberry  incorporated
herein by reference to the Companys Annual Report on Form 10-K for the year ended
December 31, 2003.*10.4
    
    
    Non-competition Agreement between the Company and R. Stan Puckett 
incorporated herein by reference to the Companys Annual Report on Form 10-K for the
year ended December 31, 2003.*10.5
    
    
    Non-competition Agreement between the Company and Kenneth R. Vaught 
incorporated herein by reference to the Companys Quarterly Report on Form 10-Q for the
quarter ended September 30, 2004.*10.6
    
    
    Green Bankshares, Inc. Amended and Restated 2004 Long-Term Incentive Plan. 
incorporated herein by reference to the Companys Annual Report on Form 10-K for the
year ended December 31, 2008.*10.7
    
    
    Greene County Bancshares, Inc. Amended and Restated Deferred Compensation Plan
for Non-employee Directors  incorporated herein by reference to the Companys Current
Report on Form 8-K filed on December 17, 2004.*10.8
    
    
    Form of Stock Option Award Agreement  incorporated herein by reference to the
Companys Annual Report on Form 10-K for the year ended December 31, 2004.*10.9
    
    
    Deferred Fee Agreement between the Bank and John Tolsma dated December 13, 2004
- incorporated herein by reference to the Companys Annual Report on Form 10-K for the
year ended December 31, 2004.*10.10
    
    
    Amendment and Restatement of the Greene County Bank Deferred Compensation
Agreements dated March 11, 1997, March 1, 1999 and November 15, 2004 between the Bank
and Philip M. Bachman dated March 11, 2005  incorporated herein by reference to the
Companys Annual Report on Form 10-K for the year ended December 31, 2004.*
  117




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##### Table of Contents



10.11
    
    
    Amendment and Restatement of the Greene County Bank Deferred Compensation
Agreement dated March 1, 1999 between the Bank and W.T. Daniels dated March 11, 2005 
incorporated herein by reference to the Companys Annual Report on Form 10-K for the
year ended December 31, 2004.*10.12
    
    
    Amendment and Restatement of the Greene County Bank Deferred Compensation
Agreement dated March 1, 1999 between the Bank and Terry Leonard dated March 11, 2005 
incorporated herein by reference to the Companys Annual Report on Form 10-K for the
year ended December 31, 2004.*10.13
    
    
    Amendment and Restatement of the Greene County Bank Deferred Compensation
Agreement dated May 1, 1999 between the Bank and Charles S. Brooks dated March 11, 2005
 incorporated herein by reference to the Companys Annual Report on Form 10-K for the
year ended December 31, 2004.*10.14
    
    
    Amendment and Restatement of the Greene County Bank Deferred Compensation
Agreement dated May 1, 1999 between the Bank and Jerald K. Jaynes dated March 11, 2005
 incorporated herein by reference to the Companys Annual Report on Form 10-K for the
year ended December 31, 2004.*10.15
    
    
    Amendment and Restatement of the Greene County Bank Deferred Compensation
Agreement dated May 1, 2003 between the Bank and Charles H. Whitfield, Jr. dated March
11, 2005  incorporated herein by reference to the Companys Annual Report on Form 10-K
for the year ended December 31, 2004.*10.16
    
    
    Greene County Bank Executive Deferred Compensation Agreement between the Bank
and R. Stan Puckett dated March 11, 2005  incorporated herein by reference to the
Companys Annual Report on Form 10-K for the year ended December 31, 2004.*10.17
    
    
    Greene County Bank Executive Deferred Compensation Agreement between the Bank
and Kenneth R. Vaught dated March 11, 2005  incorporated herein by reference to the
Companys Annual Report on Form 10-K for the year ended December 31, 2004.*10.18
    
    
    Greene County Bank Executive Deferred Compensation Agreement between the Bank
and Ronald E. Mayberry dated March 11, 2005  incorporated herein by reference to the
Companys Annual Report on Form 10-K for the year ended December 31, 2004.*10.19
    
    
    Greene County Bancshares, Inc. Change in Control Protection Plan 
incorporated herein by reference to the Companys Current Report on Form 8-K filed on
October 26, 2004.*10.20
    
    
    Greene County Bancshares, Inc. Change in Control Protection Plan Participation
Agreement between the Company and Steve L. Droke  incorporated herein by reference to
the Companys Current Report on Form 8-K filed on October 26, 2004.*10.21
    
    
    Greene County Bancshares, Inc. Change in Control Protection Plan Participation
Agreement between the Company and Ronald E. Mayberry  incorporated herein by
reference to the Companys Current Report on Form 8-K filed on October 26, 2004.*10.22
    
    
    Summary of Compensation Arrangement for James E. Adams  incorporated herein
by reference to the Companys Current Report on Form 8-K filed on November 15, 2005.*10.23
    
    
    Amended and Restated Deferred Compensation Plan for Nonemployee Directors 
incorporated herein by reference to the Companys Current Report on Form 8-K filed on
December 21, 2005.*10.24
    
    
    Greene County Bancshares, Inc. Change in Control Protection Plan Participation
Agreement between the Company and James E. Adams  incorporated by reference to the
Companys Current Report on Form 8-K filed March 12, 2007.*
  118




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10.25
    
    
    Form of Stock Appreciation Right Award Agreement  incorporated by reference
to the Companys Current Report on Form 8-K filed March 23, 2007.*10.26
    
    
    Amended and Restated Trust Agreement of GreenBank Capital Trust I (GB Trust
I) dated as of May 16, 2007 by and among the Greene County Bancshares, Inc., as
Depositor, Wilmington Trust Company, as Property Trustee, Wilmington Trust Company, as
Delaware Trustee and the Administrative Trustees named therein (the GB Capital Trust
Agreement)  incorporated by reference to the Companys Quarterly Report on Form 10-Q
for the quarter ended June 30, 2007.10.27
    
    
    Form of Certificate for Common Securities of GB Trust I included as Exhibit B
to the GB Capital Trust Agreement  incorporated by reference to the Companys
Quarterly Report on Form 10-Q for the quarter ended June 30, 2007.10.28
    
    
    Form of Certificate for Preferred Securities of GB Trust I included as Exhibit
C to the GB Capital Trust Agreement  incorporated by reference to the Companys
Quarterly Report on Form 10-Q for the quarter ended June 30, 2007.10.29
    
    
    Junior Subordinated Indenture dated as of May 16, 2007 between the Company and
Wilmington Trust Company, as Trustee included as Exhibit D to the GB Capital Trust
Agreement (the Junior Subordinated Indenture)  incorporated by reference to the
Companys Quarterly Report on Form 10-Q for the quarter ended June 30, 2007.10.30
    
    
    Form of Certificate for $57,732,000 Note issued pursuant to the Junior
Subordinated Indenture included as Sections 2.1 and 2.2 to the Junior Subordinated
Indenture  incorporated by reference to the Companys Quarterly Report on Form 10-Q
for the quarter ended June 30, 2007.10.31
    
    
    Guarantee Agreement dated as of May 16, 2007 between Greene County Bancshares,
Inc., as Guarantor and Wilmington Trust Company, as Guarantee Trustee  incorporated
by reference to the Companys Quarterly Report on Form 10-Q for the quarter ended June
30, 2007.10.32
    
    
    Form of Restricted Stock Agreement  incorporated by reference to the
Companys Current Report on Form 8-K filed January 23, 2008.*10.33
    
    
    Form of Stock Appreciation Right Agreement  incorporated by reference to the
Companys Current Report on Form 8-K filed February 29, 2008.*10.34
    
    
    Letter agreement, dated December 23, 2008, between the Company and the United
States Department of Treasury, including Securities Purchase Agreement  Standard
Terms with respect to the issuance and sale of the Series A preferred shares and the
Warrant  incorporated by reference to the Companys Current Report on Form 8-K filed
December 23, 2008.10.35
    
    
    Senior Executive Officer Letter Agreement by and between Green Bankshares,
Inc. and R. Stan Puckett dated December 23, 2008  incorporated herein by reference to
the Companys Annual Report on Form 10-K for the year ended December 31, 2008 .*10.36
    
    
    Senior Executive Officer Letter Agreement by and between Green Bankshares,
Inc. and Kenneth R. Vaught dated December 23, 2008  incorporated herein by reference
to the Companys Annual Report on Form 10-K for the year ended December 31, 2008 .*10.37
    
    
    Senior Executive Officer Letter Agreement by and between Green Bankshares,
Inc. and James E. Adams dated December 23, 2008  incorporated herein by reference to
the Companys Annual Report on Form 10-K for the year ended December 31, 2008 .*10.38
    
    
    Senior Executive Officer Letter Agreement by and between Green Bankshares,
Inc. and Steve L. Droke dated December 23, 2008  incorporated herein by reference to
the Companys Annual Report on Form 10-K for the year ended December 31, 2008 .*
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10.39
    
    
    Senior Executive Officer Letter Agreement by and between Green Bankshares,
Inc. and William C. Adams dated December 23, 2008  incorporated herein by reference to
the Companys Annual Report on Form 10-K for the year ended December 31, 2008.*10.40
    
    
    Senior Executive Officer Letter Agreement by and between Green Bankshares,
Inc. and R. Stan Puckett dated December 3, 2009*  incorporated herein by reference to
the Companys Annual Report on Form 10-K for the year ended December 31, 2009.*10.41
    
    
    Senior Executive Officer Letter Agreement by and between Green Bankshares,
Inc. and Kenneth R. Vaught dated December 4, 2009  incorporated herein by reference
to the Companys Annual Report on Form 10-K for the year ended December 31, 2009.*10.42
    
    
    Senior Executive Officer Letter Agreement by and between Green Bankshares,
Inc. and James E. Adams dated December 1, 2009  incorporated herein by reference to
the Companys Annual Report on Form 10-K for the year ended December 31, 2009.*10.43
    
    
    Senior Executive Officer Letter Agreement by and between Green Bankshares,
Inc. and Steve L. Droke December 3, 2009  incorporated herein by reference to the
Companys Annual Report on Form 10-K for the year ended December 31, 2009.*10.44
    
    
    Senior Executive Officer Letter Agreement by and between Green Bankshares,
Inc. and William C. Adams dated December 2, 2009  incorporated herein by reference to
the Companys Annual Report on Form 10-K for the year ended December 31, 2009.*10.45
    
    
    Greene County Bancshares, Inc. Change in Control Protection Plan Participation
Agreement between the Company and William C. Adams  incorporated herein by reference
to the Companys Annual Report on Form 10-K for the year ended December 31, 2008.*10.46
    
    
    Letter Agreement, effective March 15, 2010, by and among Green Bankshares,
Inc., GreenBank and Stephen M. Rownd  incorporated herein by reference to the
Companys Current Report on Form 8-K filed March 18, 2010.*10.47
    
    
    Consulting Agreement by and among Green Bankshares, Inc., GreenBank and R.
Stan Puckett, dated April 1, 2010  incorporated herein by reference to the Companys
Current Report on Form 8-K filed April 1, 2010.*10.48
    
    
    Form of TARP CPP Executive Officer Restricted Stock Award Agreement 
incorporated herein by reference to the Companys Current Report on Form 8-K filed
April 2, 2010.*10.49
    
    
    R. Stan Puckett  First Amendment to the Greene County Bank Executive
Deferred Compensation Agreement  incorporated herein by reference to the Companys
Quarterly Report on Form 10-Q for the quarter ended March 31, 2010.*10.50
    
    
    R. Stan Puckett  Second Amendment to the Greene County Bancshares, Inc.
Non-Competition Agreement  incorporated herein by reference to the Companys
Quarterly Report on Form 10-Q for the quarter ended March 31, 2010.*.10.51
    
    
    Director and Named Executive Officer Compensation Summary.*11.1
    
    
    Statement re Compuation of Per Share Earnings  incorporated by reference to Note 14 of the Notes to Consolidated Financial Statements herein.21.1
    
    
    Subsidiaries of the Company.23.1
    
    
    Consent of Dixon Hughes PLLC.31.1
    
    
    Chief Executive Officer Certification Pursuant to Rule 13a-14(a)/15d-14(a).31.2
    
    
    Chief Financial Officer Certification Pursuant to Rule 13a-14(a)/15d-14(a).
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32.1
    
    
    Chief Executive Officer Certification Pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.32.2
    
    
    Chief Financial Officer Certification Pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.99.1
    
    
    Certification of Chief Executive Officer under the Capital Purchase Program of
the Troubled Assets Relief Program.99.2
    
    
    Certification of Chief Financial Officer under the Capital Purchase Program of
the Troubled Assets Relief Program.
 
 *
    
    Management contract or compensatory plan.  121