# UNITED STATES SECURITIES AND EXCHANGE COMMISSIONWashington D.C. 20549

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FORM 10-Q

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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2007

Commission File Number 0-20050

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PRINCETON NATIONAL BANCORP, INC.
(Exact name of registrant as specified in its charter)

|Delaware                                                      | 36-3210283                          
|------------------------------------------------------------- | ------------------------------------
|(State or other jurisdictionof incorporation or organization) | (I.R.S. Employer Identification No.)

606 S. Main Street, Princeton, IL 61356
(Address of principal executive offices and Zip Code)

(815) 875-4444
(Registrants telephone number, including area code)

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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.



YesxNo o



Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of accelerated filer and large accelerated filer in Rule 12b-2 of the Exchange Act.



Large accelerated filer
        oAccelerated filer
        xNon-accelerated filer
        o




Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).



YesoNo x



As of October 17, 2007, the registrant had outstanding 3,316,224 shares of its $5 par value common stock.





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Part I:   FINANCIAL INFORMATION



The unaudited consolidated financial statements of Princeton National Bancorp, Inc. and Subsidiary and managements discussion and analysis of financial condition and results of operation are presented in the schedules as follows:



Schedule 1:
        Consolidated Balance SheetsSchedule 2:
        Consolidated Statements of Income and Comprehensive IncomeSchedule 3:
        Consolidated Statements of Stockholders EquitySchedule 4:
        Consolidated Statements of Cash FlowsSchedule 5:
        Notes to Consolidated Financial StatementsSchedule 6:
        Managements Discussion and Analysis of Financial Condition and Results of OperationsSchedule 7:
        Controls and Procedures










Part II: OTHER INFORMATION



Item 1A. Risk Factors



In addition to the other information set forth in this report, you should carefully consider the factors discussed in Part I, Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2006, which could materially affect our business, financial condition or future results. The risks described in our Annual Report on Form 10-K are not the only risks facing our Corporation. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results.



2

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Item 2.   Unregistered Sales of Equity Securities and Use of Proceeds



(c)
        The following table provides information about purchases of the Corporations common stock by the Corporation during the quarter ended September 30, 2007:






Period
        
        (a) Total number ofshares purchased
        
        (b) Average price paidper share
        
        (c) Total numberof shares purchasedas part ofpublicly announcedplans or programs
        
        (d) Maximum number(or approximate dollarvalue) of shares thatmay yet be purchasedunder the plans orprograms7/1/07 -7/31/07
        
        0
        
        $
        0.00
        
        0
        
        50,0008/1/07 -8/31/07
        
        0
        
        $
        0.00
        
        0
        
        50,0009/1/07  9/30/07
        
        0
        
        $
        0.00
        
        0
        
        50,000Total
        
        0
        
        $
        0.00
        
        0
        
        50,000




On April 24, 2007, the Board of Directors approved the repurchase of up to an aggregate of 50,000 shares of our common stock pursuant to a repurchase program announced the same day (the Program). The expiration date of this Program is April 24, 2008. Unless terminated earlier by resolution of our Board of Directors, the Program will expire on the earlier of such expiration date or when we have repurchased all shares authorized for repurchase under the Program.



Item 6.   Exhibits



31.1
        Certification of Tony J. Sorcic required by Rule 13a-14(a).


31.2
        Certification of Todd D. Fanning required by Rule 13a-14(a).


32.1
        Certification of Tony J. Sorcic required by Rule 13a-14(b) and Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350.


32.2
        Certification of Todd D. Fanning required by Rule 13a-14(b) and Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350.




SIGNATURES



Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.



PRINCETON NATIONAL BANCORP, INC.By
        /s/ Tony J. Sorcic
        
        By
        /s/ Todd D. FanningTony J. Sorcic
President & Chief Executive Officer
November 6, 2007
        
        
        Todd D. Fanning
Sr. VP & Chief Financial Officer
November 6, 2007








3

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Schedule 1



PRINCETON NATIONAL BANCORP, INC. AND SUBSIDIARY

CONSOLIDATED BALANCE SHEETS

(dollars in thousands, except share data)



September 30,2007(unaudited)
        
        December 31,2006ASSETSCash and due from banks
        
        $
        23,398
        
        $
        33,882Interest-bearing deposits with financial institutions
        
        
        8,423
        
        
        103Federal funds sold
        
        
        17,700
        
        
        5,200Total cash and cash equivalents
        
        
        49,521
        
        
        39,185Loans held for sale, at lower of cost or market
        
        
        939
        
        
        4,512Investment securities:Available-for-sale, at fair value
        
        
        206,682
        
        
        252,467Held-to-maturity, at amortized cost (fair value of $16,117 and $15,567)
        
        
        15,973
        
        
        15,449Total investment securities
        
        
        222,655
        
        
        267,916Loans:Loans, net of unearned interest
        
        
        690,228
        
        
        629,472Allowance for loan losses
        
        
        (3,221
        )
        
        (3,053
        )Net loans
        
        
        687,007
        
        
        626,419Premises and equipment, net of accumulated depreciation
        
        
        31,294
        
        
        28,670Land held for sale, at lower of cost or market
        
        
        1,344
        
        
        0Bank-owned life insurance
        
        
        22,324
        
        
        21,470Accrued interest receivable
        
        
        10,575
        
        
        11,139Goodwill
        
        
        24,521
        
        
        23,029Intangible assets, net of accumulated amortization
        
        
        5,317
        
        
        5,921Other real estate owned
        
        
        701
        
        
        0Other assets
        
        
        3,895
        
        
        3,698TOTAL ASSETS
        
        $
        1,060,093
        
        $
        1,031,959LIABILITIESDeposits:Demand
        
        $
        91,186
        
        $
        107,834Interest-bearing demand
        
        
        258,911
        
        
        231,953Savings
        
        
        115,410
        
        
        116,246Time
        
        
        436,111
        
        
        425,866Total deposits
        
        
        901,618
        
        
        881,899Borrowings:Customer repurchase agreements
        
        
        33,978
        
        
        31,344Advances from the Federal Home Loan Bank
        
        
        6,980
        
        
        6,970Interest-bearing demand notes issued to the U.S. Treasury
        
        
        2,387
        
        
        2,333Trust Preferred securities
        
        
        25,000
        
        
        25,000Note payable
        
        
        13,050
        
        
        8,500Total borrowings
        
        
        81,395
        
        
        74,147Other liabilities
        
        
        10,532
        
        
        10,558TOTAL LIABILITIES
        
        
        993,545
        
        
        966,604STOCKHOLDERS EQUITYCommon stock:  $5 par value, 7,000,000 shares authorized;  4,478,295 issued atSeptember 30, 2007 and December 31, 2006
        
        
        22,391
        
        
        22,391Surplus
        
        
        18,246
        
        
        18,158Retained earnings
        
        
        50,126
        
        
        48,109Accumulated other comprehensive loss, net of tax
        
        
        (750
        )
        
        (960
        )Less:  Cost of 1,162,071 and 1,126,885 treasury shares at September 30, 2007 andDecember 31, 2006, respectively
        
        
        (23,465
        )
        
        (22,343
        )TOTAL STOCKHOLDERS EQUITY
        
        
        66,548
        
        
        65,355TOTAL LIABILITIES AND STOCKHOLDERS EQUITY
        
        $
        1,060,093
        
        $
        1,031,959




See accompanying notes to unaudited consolidated financial statements



4

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Schedule 2



PRINCETON NATIONAL BANCORP, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

(dollars in thousands, except share data)



For the Three Months
Ended September 30
        
        For the Nine Months
Ended September 302007
        
        2006
        
        2007
        
        2006Interest income:Interest and fees on loans
        
        $
        12,980
        
        $
        10,714
        
        $
        36,880
        
        $
        30,559Interest on investment securities:Taxable
        
        
        1,592
        
        
        1,634
        
        
        5,211
        
        
        4,455Non-taxable
        
        
        1,027
        
        
        1,133
        
        
        3,261
        
        
        3,450Interest on federal funds sold
        
        
        24
        
        
        206
        
        
        246
        
        
        357Interest on interest-bearing time deposits in other banks
        
        
        9
        
        
        59
        
        
        85
        
        
        77Total interest income
        
        
        15,632
        
        
        13,746
        
        
        45,683
        
        
        38,898Interest expense:Interest on deposits
        
        
        7,677
        
        
        6,397
        
        
        22,777
        
        
        16,736Interest on borrowings
        
        
        1,105
        
        
        961
        
        
        3,077
        
        
        2,791Total interest expense
        
        
        8,782
        
        
        7,358
        
        
        25,854
        
        
        19,527Net interest income
        
        
        6,850
        
        
        6,388
        
        
        19,829
        
        
        19,371Provision for loan losses
        
        
        250
        
        
        80
        
        
        550
        
        
        175Net interest income after provision for loan losses
        
        
        6,600
        
        
        6,308
        
        
        19,279
        
        
        19,196Non-interest income:Trust & farm management fees
        
        
        353
        
        
        300
        
        
        1,124
        
        
        1,158Service charges on deposit accounts
        
        
        1,174
        
        
        1,065
        
        
        3,259
        
        
        3,166Other service charges
        
        
        535
        
        
        501
        
        
        1,492
        
        
        1,336Gain on sales of securities available-for-sale
        
        
        149
        
        
        98
        
        
        358
        
        
        158Gain on sale of loans
        
        
        0
        
        
        0
        
        
        0
        
        
        90Brokerage fee income
        
        
        224
        
        
        201
        
        
        641
        
        
        563Mortgage banking income
        
        
        257
        
        
        149
        
        
        666
        
        
        536Bank-owned life insurance income
        
        
        203
        
        
        205
        
        
        608
        
        
        581Other operating income
        
        
        40
        
        
        45
        
        
        154
        
        
        125Total non-interest income
        
        
        2,935
        
        
        2,564
        
        
        8,302
        
        
        7,713Non-interest expense:Salaries and employee benefits
        
        
        4,257
        
        
        3,936
        
        
        12,574
        
        
        11,944Occupancy
        
        
        569
        
        
        523
        
        
        1,770
        
        
        1,458Equipment expense
        
        
        756
        
        
        717
        
        
        2,371
        
        
        2,138Federal insurance assessments
        
        
        84
        
        
        78
        
        
        254
        
        
        236Intangible assets amortization
        
        
        177
        
        
        163
        
        
        528
        
        
        488Data processing
        
        
        268
        
        
        194
        
        
        797
        
        
        781Advertising
        
        
        188
        
        
        220
        
        
        539
        
        
        634Other operating expense
        
        
        1,088
        
        
        1,135
        
        
        3,219
        
        
        3,525Total non-interest expense
        
        
        7,387
        
        
        6,966
        
        
        22,052
        
        
        21,204Income before income taxes
        
        
        2,148
        
        
        1,906
        
        
        5,529
        
        
        5,705Income tax expense
        
        
        408
        
        
        299
        
        
        806
        
        
        867Net income
        
        $
        1,740
        
        $
        1,607
        
        $
        4,723
        
        $
        4,838Earnings per share:Basic
        
        
        0.53
        
        
        0.48
        
        
        1.42
        
        
        1.43Diluted
        
        
        0.52
        
        
        0.47
        
        
        1.41
        
        
        1.43Basic weighted average shares outstanding
        
        
        3,314,913
        
        
        3,372,188
        
        
        3,331,852
        
        
        3,372,780Diluted weighted average shares outstanding
        
        
        3,322,292
        
        
        3,393,341
        
        
        3,342,689
        
        
        3,394,517




See accompanying notes to unaudited consolidated financial statements





5

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Schedule 2



PRINCETON NATIONAL BANCORP, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)

(dollars in thousands)



For the Three Months
Ended September 30
        
        For the Nine Months
Ended September 302007
        
        2006
        
        2007
        
        2006Net income
        
        $
        1,740
        
        $
        1,607
        
        $
        4,723
        
        $
        4,838Other comprehensive income, net of taxUnrealized holding gains arising during the period, net of tax
        
        
        1,196
        
        
        2,039
        
        
        417
        
        
        453Less:  Reclassification adjustment for realized gains on sales ofsecurities included in net income, net of tax
        
        
        (91
        )
        
        (62
        )
        
        (219
        )
        
        (100
        )Plus:  Amortization of transition obligation of post retirementhealthcare continuation
        
        
        4
        
        
        0
        
        
        12
        
        
        0Other comprehensive income
        
        
        1,109
        
        
        1,977
        
        
        210
        
        
        353Comprehensive income
        
        $
        2,849
        
        $
        3,584
        
        $
        4,933
        
        $
        5,191




See accompanying notes to unaudited consolidated financial statements





6

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Schedule 3



PRINCETON NATIONAL BANCORP, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS EQUITY

(Unaudited)

(dollars in thousands except per share data)







For the Nine Months EndedSeptember 30, 2007
        
        CommonStock
        
        Surplus
        
        RetainedEarnings
        
        AccumulatedOtherComprehensiveLoss,net of tax effect
        
        TreasuryStock
        
        TotalBalance, January 1, 2007
        
        $
        22,391
        
        $
        18,158
        
        $
        48,109
        
        $
        (960
        )
        $
        (22,343
        )
        $
        65,355Net income
        
        
        
        
        
        
        
        
        4,723
        
        
        
        
        
        
        
        
        4,723Sale of 4,314 shares oftreasury stock
        
        
        
        
        
        46
        
        
        
        
        
        
        
        
        74
        
        
        120Purchase of 40,000 sharesof treasury stock
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        (1,204
        )
        
        (1,204
        )Exercise of stock options andre-issuance of treasurystock (500 shares)
        
        
        
        
        
        7
        
        
        (4
        )
        
        
        
        
        8
        
        
        11Cash dividends($.81 per share)
        
        
        
        
        
        
        
        
        (2,702
        )
        
        
        
        
        
        
        
        (2,702
        )Stock option compensation expense
        
        
        
        
        
        35
        
        
        
        
        
        
        
        
        
        
        
        35Other comprehensive income,net of $133 tax effect
        
        
        
        
        
        
        
        
        
        
        
        210
        
        
        
        
        
        210Balance, September 30, 2007
        
        $
        22,391
        
        $
        18,246
        
        $
        50,126
        
        $
        (750
        )
        $
        (23,465
        )
        $
        66,548For the Nine Months EndedSeptember 30, 2006Balance, January 1, 2006
        
        $
        22,392
        
        $
        16,968
        
        $
        45,786
        
        $
        (482
        )
        $
        (21,520
        )
        $
        63,144Net income
        
        
        
        
        
        
        
        
        4,838
        
        
        
        
        
        
        
        
        4,838Purchase of 35,000 sharesof treasury stock
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        (1,198
        )
        
        (1,198
        )Sale of 937 sharesof treasury stock
        
        
        
        
        
        15
        
        
        
        
        
        
        
        
        16
        
        
        31Exercise of stock options andre-issuance of treasurystock (56,865 shares)
        
        
        
        
        
        1,042
        
        
        (565
        )
        
        
        
        
        1,062
        
        
        1,539Cash dividends($.74 per share)
        
        
        
        
        
        
        
        
        (2,497
        )
        
        
        
        
        
        
        
        (2,497
        )Other comprehensive income,net of $223 tax effect
        
        
        
        
        
        
        
        
        
        
        
        353
        
        
        
        
        
        353Balance, September 30, 2006
        
        $
        22,392
        
        $
        18,025
        
        $
        47,562
        
        $
        (129
        )
        $
        (21,640
        )
        $
        66,210






See accompanying notes to unaudited consolidated financial statements



7

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Schedule 4



PRINCETON NATIONAL BANCORP, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(dollars in thousands)





For the Nine Months Ended
September 302007
        
        2006Operating activities:Net income
        
        $
        4,723
        
        $
        4,838Adjustments to reconcile net income to net cash provided by operating activities:Depreciation
        
        
        1,872
        
        
        1,697Provision for loan losses
        
        
        550
        
        
        175Amortization of other intangible assets and purchase accounting adjustments
        
        
        528
        
        
        487Amortization of premiums and discounts on investment securities
        
        
        (212
        )
        
        435Gain on sales of securities, net
        
        
        (358
        )
        
        (158
        )Gain on sale of loans
        
        
        0
        
        
        (90
        )Stock-based compensation expense
        
        
        35
        
        
        0FHLB stock dividends
        
        
        0
        
        
        (24
        )Loans originated for sale
        
        
        (41,155
        )
        
        (38,425
        )Proceeds from sales of loans originated for sale
        
        
        44,728
        
        
        37,148Increase in accrued interest payable
        
        
        434
        
        
        852Decrease (increase) in accrued interest receivable
        
        
        564
        
        
        (1,600
        )Increase in other assets
        
        
        (1,579
        )
        
        (1,651
        )Decrease in other liabilities
        
        
        (731
        )
        
        (2,725
        )Net cash provided by operating activities
        
        
        9,399
        
        
        959Investing activities:Proceeds from sales of investment securities available-for-sale
        
        
        12,872
        
        
        4,994Proceeds from maturities of investment securities available-for-sale
        
        
        48,925
        
        
        29,867Purchase of investment securities available-for-sale
        
        
        (15,187
        )
        
        (49,950
        )Proceeds from maturities of investment securities held-to-maturity
        
        
        995
        
        
        885Purchase of investment securities held-to-maturity
        
        
        (1,450
        )
        
        (1,380
        )Proceeds from sale of loans
        
        
        0
        
        
        16,590Net increase in loans
        
        
        (44,095
        )
        
        (24,526
        )Purchases of premises and equipment
        
        
        (1,340
        )
        
        (3,406
        )Payment related to acquisition, net of cash and cash equivalents
        
        
        (10,110
        )
        
        0Net cash used in investing activities
        
        
        (9,390
        )
        
        (26,926
        )Financing activities:Net increase in deposits
        
        
        6,854
        
        
        39,905Net increase in borrowings
        
        
        7,248
        
        
        3,738Dividends paid
        
        
        (2,702
        )
        
        (2,497
        )Purchases of treasury stock
        
        
        (1,204
        )
        
        (1,198
        )Exercise of stock options and issuance of treasury stock
        
        
        11
        
        
        1,539Sales of treasury stock
        
        
        120
        
        
        31Net cash provided by financing activities
        
        
        10,327
        
        
        41,518Increase in cash and cash equivalents
        
        
        10,336
        
        
        15,551Cash and cash equivalents at beginning of period
        
        
        39,185
        
        
        23,745Cash and cash equivalents at September 30
        
        $
        49,521
        
        $
        39,296Supplemental disclosures of cash flow information:Cash paid during the period for:Interest
        
        $
        25,420
        
        $
        18,675Income taxes
        
        $
        1,335
        
        $
        767Supplemental disclosures of non-cash flow activities:Loans transferred to other real estate owned
        
        $
        1,076
        
        $
        31Land transferred to held for sale
        
        $
        1,344
        
        $
        0




See accompanying notes to unaudited consolidated financial statements





8

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Schedule 5



PRINCETON NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to Consolidated Financial Statements

(Unaudited)



The accompanying unaudited condensed consolidated financial statements reflect all adjustments, which, in the opinion of management, are necessary for a fair presentation of the results of the interim periods ended September 30, 2007 and 2006, and all such adjustments are of a normal recurring nature. The 2006 year-end consolidated balance sheet data was derived from audited financial statements, but do not include all disclosures required by generally accepted accounting principles.



The unaudited consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and do not include all of the information required by accounting principles generally accepted in the United States of America for complete financial statements and related footnote disclosures. In the opinion of management, all adjustments (consisting only of normal recurring accruals) considered for a fair presentation of the results for the interim period have been included. For further information, refer to the consolidated financial statements and notes included in the Registrants 2006 Annual Report on Form 10-K. Results of operations for interim periods are not necessarily indicative of the results that may be expected for the year. Certain amounts in the 2006 consolidated financial statements have been reclassified to conform to the 2007 presentation.



(1)   EARNINGS PER SHARE CALCULATION



The following table sets forth the computation of basic and diluted earnings per share for the periods indicated (in thousands, except share data):



Three Months Ended
September 30,
        
        Nine Month Ended
September 30,2007
        
        2006
        
        2007
        
        2006Numerator:Net income
        
        $
        1,740
        
        $
        1,607
        
        $
        4,723
        
        $
        4,838Denominator:Basic earnings per share-weighted average shares
        
        
        3,314,913
        
        
        3,372,188
        
        
        3,331,852
        
        
        3,372,780Effect of dilutive securities-stock options
        
        
        7,379
        
        
        21,153
        
        
        10,837
        
        
        21,737Diluted earnings per share-adjusted weighted average shares
        
        
        3,322,292
        
        
        3,393,341
        
        
        3,342,689
        
        
        3,394,517Net income per share:Basic
        
        $
        0.53
        
        $
        0.48
        
        $
        1.42
        
        $
        1.43Diluted
        
        $
        0.52
        
        $
        0.47
        
        $
        1.41
        
        $
        1.43




The earnings per share calculation for the three and nine month periods ended September 30, 2007 does not include 281,416 and 160,283 shares, respectively, which were anti-dilutive.



9

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(2)   ACQUISITION



On February 23, 2007, the Corporation completed the acquisition of the Plainfield, Illinois office of HomeStar Bank, for $10.2 million in cash, including goodwill of $1.5 million, in order to expand its market presence in the area. The Corporation purchased the existing facility for $4.5 million plus $17.0 million in loans (at book value) and assumed $12.9 million in deposit liabilities. The Plainfield office operates as a branch of the subsidiary bank.



The transaction has been accounted for as a purchase, and the results of operations of the Plainfield office since the acquisition date have been included in the consolidated financial statements. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of this transaction (in thousands):



Cash and cash equivalents
        
        $
        93Loans
        
        
        17,043Premises and equipment
        
        
        4,500Goodwill
        
        
        1,492Other assets
        
        
        85Total assets acquired
        
        
        23,213Deposits
        
        
        12,865Other liabilities
        
        
        145Total liabilities assumed
        
        
        13,010Net assets acquired
        
        $
        10,203




Transaction costs related to the completion of the transaction were considered immaterial. The total fair value of the assets and liabilities acquired exceeded the book value, resulting in goodwill of $1,492,000 which is not subject to amortization.



The following unaudited pro forma condensed combined financial information presents the results of operations of the Corporation, including the effects of the purchase accounting adjustments, had the acquisition taken place at the beginning of each period (in thousands):





10

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PRO FORMAFor the nine monthsendedSeptember 30, 2007
        
        PRO FORMAFor the nine monthsendedSeptember 30, 2006Net interest income
        
        $
        19,869
        
        $
        19,575Provision for loan losses
        
        
        550
        
        
        175Non-interest income
        
        
        8,337
        
        
        7,878Non-interest expense
        
        
        22,067
        
        
        21,713Income before income taxes
        
        
        5,589
        
        
        5,565Income tax expense
        
        
        830
        
        
        813Net income
        
        $
        4,759
        
        $
        4,752Earnings per shareBasic
        
        $
        1.43
        
        $
        1.41Diluted
        
        $
        1.42
        
        $
        1.40Basic weighted average shares outstanding
        
        
        3,331,852
        
        
        3,372,780Diluted weighted average shares outstanding
        
        
        3,342,689
        
        
        3,394,517




The unaudited pro forma condensed combined financial statements do not reflect any anticipated cost savings and revenue enhancements. Additionally, the income statement for the first nine months of 2007 includes merger-related expenses. Accordingly, the pro forma results of operations of the Corporation as of and after the merger may not be indicative of the results that actually would have occurred if the merger had been in effect during the periods presented or of the results that may be attained in the future.



(3)   GOODWILL AND INTANGIBLE ASSETS



The balance of goodwill, net of accumulated amortization, totaled $24,521,000 at September 30, 2007 and $23,029,000 at December 31, 2006, with the increase of $1,492,000 resulting from the acquisition of the Plainfield branch of HomeStar Bank in February, 2007. The balance of intangible assets, net of accumulated amortization, totaled $5,317,000 and $5,921,000 at September 30, 2007 and December 31, 2006, respectively.



The following table summarizes the Corporations intangible assets, which are subject to amortization, as of September 30, 2007 and December 31, 2006.



11

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(in thousands)
        
        2007
        
        2006Gross CarryingAmount
        
        AccumulatedAmortization
        
        Gross CarryingAmount
        
        AccumulatedAmortizationCore deposit intangible
        
        $
        9,004
        
        $
        (3,782
        )
        $
        9,004
        
        $
        (3,112
        )Other intangible assets
        
        
        234
        
        
        (139
        )
        
        160
        
        
        (131
        )Total
        
        $
        9,238
        
        $
        (3,921
        )
        $
        9,164
        
        $
        (3,243
        )




Amortization expense of all intangible assets totaled $528,000 for the nine months ended September 30, 2007 and $488,000 for the nine months ended September 30, 2006, respectively. The amortization expense of these intangible assets will be approximately $177,000 for the remaining quarter of 2007.



The Corporation has originated mortgage servicing rights which are included in other assets on the consolidated balance sheets. Mortgage servicing rights are amortized in proportion to, and over the period of, estimated net servicing income on a basis similar to the interest method using an accelerated amortization method and are subject to periodic impairment testing. As of September 30, 2007, no impairment had been recorded during the year. Changes in the carrying value of capitalized mortgage servicing rights are summarized as follows:



(in thousands)Balance, January 1, 2007
        
        $
        2,079Servicing rights capitalized
        
        
        542Amortization of servicing rights
        
        
        (219
        )Impairment of servicing rights
        
        
        0Balance, September 30, 2007
        
        $
        2,402




The Corporation services loans for others with unpaid principal balances at September 30, 2007 and December 31, 2006 of approximately $260,428,000, and $236,893,000, respectively.



The following table shows the future estimated amortization expense for mortgage servicing rights based on existing balances as of September 30, 2007. The Corporations actual amortization expense in any given period may be significantly different from the estimated amounts displayed depending on the amount of additional servicing rights, changes in mortgage interest rates, actual prepayment speeds, and market conditions.



Estimated Amortization Expense:



Amount in thousands)For the three months ended December 31, 2007
        
        $
        68For the year ended December 31, 2008
        
        
        268For the year ended December 31, 2009
        
        
        251For the year ended December 31, 2010
        
        
        235For the year ended December 31, 2011
        
        
        221For the year ended December 31, 2012
        
        
        207Thereafter
        
        
        1,152






12

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(4)   FDIC ONE-TIME ASSESSMENT CREDIT



Effective November 17, 2006, the FDIC implemented a one-time credit of $4.7 billion to eligible institutions. The purpose of the credit is to recognize contributions made by certain institutions to capitalize the Bank Insurance Fund and Savings Association Insurance Fund, which have now been merged into the Deposit Insurance Fund. The Bank is an eligible institution and received notice from the FDIC that its share of the credit is $647,000. This amount is not reflected in the accompanying financial statements as it represents contingent future credits against future insurance assessment payments. As such, the timing and ultimate recoverability of the one-time credit may change. In 2007, FDIC premium credits received totaled $250,000 against the premium expense, leaving a remaining credit of $397,000 to offset future premium expense.



(5)   FEDERAL HOME LOAN BANK STOCK



The Corporation owns approximately
$2.4 million of Federal Home Loan Bank stock included in investment securities. During the third quarter of 2007, the Federal Home
Loan Bank of Chicago received a Cease and Desist Order from their regulator, the Federal Housing Finance Board. The draft order
prohibits capital stock repurchase and redemptions until a time to be determined by the Federal Housing Finance Board. The Federal
Home Loan Bank will continue to provide liquidity and funding through advances and the purchases of mortgages through the MPF
Program. With regard to dividends, the Federal Home Loan Bank will continue to assess their dividend capacity each quarter and
make appropriate request for approval. Management performed an analysis and deemed the investment in Federal Home Loan Bank stock was not impaired as of September 30, 2007.



(6)   IMPACT OF NEW ACCOUNTING STANDARDS



The Corporation adopted the provisions of FASB Interpretation No. 48 (FIN 48),Accounting for Uncertainty in Income Taxes,on January 1, 2007. The implementation of FIN 48 did not impact the Corporations financial statements. The Corporation files income tax returns in the U.S. federal jurisdiction and state of Illinois jurisdiction. The Corporation is no longer subject to U.S. federal or state income tax examinations by tax authorities for years before 2003.



In September 2006, the FASB issued SFAS No. 157 (FAS 157), Fair Value Measurements, which provides enhanced guidance for using fair value to measure assets and liabilities. FAS 157 establishes a common definition of fair value, provides a framework for measuring fair value under U.S. GAAP and expands disclosures requirements about fair value measurements. FAS 157 is effective for financial statements issued in fiscal years beginning after November 15, 2007 and interim periods within those fiscal years. The Corporation is currently evaluating the impact, if any, the adoption of FAS 157 will have on its financial reporting and disclosures.



13

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In September 2006, the FASB issued SFAS No. 158 (FAS 158), Employers Accounting for Defined Benefit Pension and Other Postretirement Plans  an amendment of FASB Statements 87, 88, 106, and 132 (R), which requires recognition of a net liability or asset to report the funded status of defined benefit pension and other postretirement plans on the balance sheet and recognition (as a component of other comprehensive income) of changes in the funded status in the year in which the changes occur. Additionally, FAS 158 requires measurement of a plans assets and obligations as of the balance sheet date and additional annual disclosures in the notes to the financial statements. The recognition and disclosure provisions of FAS 158 were adopted during 2006, while the requirement to measure a plans assets and obligations as of the balance sheet date is effective for
fiscal years ending after December 15, 2008. The Corporation does not expect the adoption of the measurement provisions to have a material impact on its financial reporting and disclosures.



In September 2006, the FASB ratified Emerging Issues Task Force No. 06-4, Postretirement Benefits Associated with Split-Dollar Life Insurance (EITF 06-4). EITF 06-4 requires deferred-compensation or postretirement benefit aspects of an endorsement-type split-dollar life insurance arrangement to be recognized as a liability by the employer and the obligation is not effectively settled by the purchase of a life insurance policy. The liability for future benefits should be recognized based on the substantive agreement with the employee, which may be either to provide a future death benefit or to pay for the future cost of the life insurance. EITF 06-4 is effective for fiscal years beginning after December 15, 2007. The Corporation is currently evaluating the impact, if any, the adoption of EITF 06-4 will have on its financial reporting and disclosures.



In February 2007, the FASB issued SFAS No. 159 (FAS 159), The Fair Value Option for Financial Assets and Financial Liabilities  Including an amendment of FASB Statement No. 115. FAS 159 allows companies to report selected financial assets and liabilities at fair value. The changes in fair value are recognized in earnings and the assets and liabilities measured under this methodology are required to be displayed separately in the balance sheet. The main intent of the Statement is to mitigate the difficulty in determining reported earnings caused by a mixed-attribute model (or reporting some assets at fair value and others using a different valuation attribute such as amortized cost). The project is separated into two phases. This first phase addresses the creation of a fair value option for financial assets and liabilities. A second phase will
address creating a fair value option for selected non-financial items. FAS 159 is effective for all financial statements issued for fiscal years beginning after November 15, 2007. The Corporation is currently evaluating the impact, if any, the adoption of FAS 159 will have on its financial reporting and disclosures.





14

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Schedule 6



PRINCETON NATIONAL BANCORP, INC. AND SUBSIDIARY

MANAGEMENTS DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS

For the three and nine months ended September 30, 2007 and 2006



The following discussion provides information about Princeton National Bancorp, Inc.'s (PNBC or the Corporation) financial condition and results of operations for the three and nine month periods ended September 30, 2007 and 2006.  This discussion should be read in conjunction with the attached consolidated financial statements and notes thereto.  Certain statements in this report constitute "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including, but not limited to those statements that include the words believes, expects, anticipates, estimates, or similar expressions.  PNBC cautions that such forward-looking statements involve risks and uncertainties that may cause actual results to differ materially from those
expressed or implied.  Such risks and uncertainties include potential change in interest rates, competitive factors in the financial services industry, general economic conditions, the effect of new legislation, and other risks detailed in documents filed by the Corporation with the Securities and Exchange Commission from time to time.



RESULTS OF OPERATIONS



The Corporation reported third quarter 2007 diluted earnings per share improved 13.0% compared to second quarter 2007.  Net income for the third quarter of 2007 was $1,740,000, or basic earnings per share of $0.53 (diluted earnings per share of $0.52), as compared to net income of $1,607,000 in the third quarter of 2006, or basic earnings per share of $0.48 (diluted earnings per share of $0.47).  This represents an increase of $133,000 (or 8.3%) and $0.05 per basic (10.4%) and diluted (10.4%) earnings per share.  The Corporation has made significant earnings improvements in the third quarter of 2007, compared to net income of $1,429,000 (or basic earnings per share of $0.43 and diluted earnings per share of $0.42) in the first quarter of 2007, and net income of $1,553,000 (or basic earnings per share of $0.47 and diluted earnings per share of $0.46) in the second quarter of 2007.  Net
income for the first nine months of 2007 was $4,723,000, or basic earnings per share of $1.42 (diluted earnings per share of $1.41), compared to net income of $4,838,000, or basic and diluted earnings per share of $1.43 for the first nine months of 2006.  This represents a decrease of $115,000 (or 2.4%) or $0.01 per basic share and $0.02 per diluted share.  The lower net income figure is primarily attributed to a decrease in the net yield on interest-earning assets from 3.39% for the first nine months of 2006 to 3.17% for the first nine months of 2007.    The annualized return on average assets and return on average equity were 0.67% and 10.65%, respectively, for the third quarter of 2007, compared with 0.66% and 9.90% for the third quarter of 2006.  For the nine-month periods, the annualized return on average assets and return on average equity were 0.61% and 9.67%, respectively for 2007, compared with 0.69% and 10.12%, respectively for 2006.



15

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Net interest income before provision for loan losses was $6,850,000 for the third quarter of 2007, compared to $6,388,000 for the third quarter of 2006 (an increase of $462,000 or 7.2%).  This increase is a result of an increase in average interest-earning assets of $74.9 million over the past twelve months. For the three months ended September 30, 2007, average interest-earning assets were $910.2 million compared to $856.9 million for the three months ended September 30, 2006.  The resulting net yield on interest-earning assets (on a fully taxable equivalent basis) was 3.23% in both the third quarter of 2007 and 2006.  Net interest income before any provision for loan losses was $19,829,000 for the first nine months of 2007, compared to $19,371,000 reported for the first nine months of 2006 (an increase of $458,000 or 2.4%).  The resulting net yield on interest-earning assets (on a fully
taxable equivalent basis) decreased to 3.17% for the first three quarters of 2007 from 3.39% in the first three quarters of 2006.  However, the increase in average interest-earning assets of $74.9 million over the comparable nine-month periods was more than enough to offset the decrease in net yield.



The Corporations provision for loan loss expense recorded each quarter is determined by managements evaluation of the risk characteristics of the loan portfolio.  For the third quarter of 2007, PNBC had net charge-offs of $139,000, compared to recoveries of $11,000 for the third quarter of 2006.  For the nine-month comparable periods, PNBC had net charge-offs of $382,000 in 2007 and net charge-offs of $208,000 in 2006.  PNBC recorded a loan loss provision of $250,000 in the third quarter of 2007 and $550,000 in the first nine months of 2007 compared to a provision of $80,000 in the third quarter of 2006 and $175,000 in the first nine months of 2006.  The ratio of non-performing loans to total loans at September 30, 2007 remains low at 0.93% compared to 0.70% at September 30, 2006.



The Corporation has built a strong fee income base from diversified sources as evidenced by non-interest income totaling $2,935,000 for the third quarter of 2007, compared to $2,564,000 in the third quarter of 2006, an increase of $371,000 (or 14.5%).  The leading components were an increase in service charges on deposits accounts, due to more accounts at the subsidiary bank, of $109,000 (or 10.2%) and an increase in mortgage banking income of $108,000 (or 72.5%) due to an increase in servicing income.  Annualized non-interest income as a percentage of average total assets increased to 1.13% for the third quarter of 2007 from 1.05% for the same period in 2006.  Year-to-date in 2007, non-interest income totaled $8,302,000 compared to $7,713,000 for the same period of 2006, an increase of $589,000 (or 7.6%).  The primary reason for the positive change is the increase in gains from the sales
of securities and other service charges (increasing $200,000 and $156,000, respectively).  Offsetting these increases, in 2006, the Corporation recorded a pre-tax gain of $90,000 in conjunction with the sale of $16,500,000 of first mortgage loans.  Additionally, during the second quarter of 2006, the subsidiary bank completed the sale of the farm management department generating a pre-tax gain of $77,000.  Annualized non-interest income as a percentage of total average assets decreased from 1.09% for the first nine months of 2006, to 1.08% for the same period in 2007.



Total non-interest expense for the third quarter of 2007 was $7,387,000, an increase of $421,000 (or 6.0%) from $6,966,000 in the third quarter of 2006.  Increases were seen in salaries and employee benefits ($321,000), occupancy ($46,000) and equipment ($39,000), offsetting decreases in other operating expenses ($47,000) and advertising ($32,000).  Annualized non-interest expense as a percentage of total average assets decreased to 2.85% for the third quarter of 2007, compared to 2.86% for the same period in 2006.  The last time the Corporation was at the 2.85% level for an entire year was 1993.  Year-to-date non-interest expense for the first nine months of 2007 was $22,052,000, an increase of $848,000 (or 4.0%) from the $21,204,000 for the nine months of 2006, primarily due to an increase in salaries and employee benefits of $630,000 (or 5.3%).  Annualized non-interest expense as a
percentage of total average assets also decreased to 2.87% for the first nine months of 2007, compared to 3.00% for the same period in 2006.



16

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INCOME TAXES



Income tax expense totaled $408,000 for the third quarter of 2007, as compared to $299,000 for the third quarter of 2006.  The effective tax rate was 19.0% for the three month period ended September 30, 2007 and 15.7% for the three month period ended September 30, 2006.  Income tax expense totaled $806,000 for the first nine months of 2007, as compared to $867,000 for the first nine months of 2006.  The effective tax rate was 14.6% for the nine month period ended September 30, 2007 and 15.2% for the nine month period ended September 30, 2006.   The lower effective tax rate in 2007 is due to the amount of tax-exempt investment securities in the Corporations investment portfolio as well as a lower pre-tax income.



ANALYSIS OF FINANCIAL CONDITION



Total assets at September 30, 2007 increased to $1,060,093,000 from $1,031,959,000 at December 31, 2006 (an increase of $28.1 million or 2.7%).  Investment balances totaled $222,655,000 at September 30, 2007, compared to $267,916,000 at December 31, 2006 (a decrease of $45.3 million or 20.3%).  The decrease in the investment portfolio during the year has been the result of managements decision to fund new loans with maturing investments rather than be overly competitive with the high price of deposits, thereby increasing the Corporations loan-to-asset ratio.  Loan balances, net of unearned interest, increased to $690,228,000 at September 30, 2007, compared to $629,472,000 at December 31, 2006 (an increase of $60.8 million or 9.7%).  Accordingly, the period-end loan-to-asset ratio increased from 61.0% at December 31, 2006 to 65.1% at September 30, 2007.  This change in the
Corporations asset mix had a positive impact on the net interest margin, which improved from 3.11% in the first quarter of 2007, to 3.15% in the second quarter, to 3.23% in the third quarter.  Non-performing loans increased to $6,408,000 at September 30, 2007 (or 0.93% of net loans), as compared to $3,926,000 or 0.62% of net loans at December 31, 2006.  Although non-performing loans have increased, all are individually evaluated and management continues to maintain adequate reserves in the allowance for loan losses.



Total deposits increased to $901,618,000 at September 30, 2007 from $881,899,000 at December 31, 2006 (an increase of $19.7 million or 2.2%).  This increase is net of a decrease of $33.7 million due to the subsidiary banks decision not to participate in the State of Illinois link deposit program, choosing to fund loans with internal deposits instead of relying on the State of Illinois deposits.  Accordingly, other deposit categories have increased $53.4 million since December 31, 2006.  Comparing categories of deposits at September 30, 2007 to December 31, 2006, time deposits increased by $10.2 million (or 2.4%) and interest-bearing demand deposits increased $27.0 million (or 11.6%).  Conversely, demand deposits decreased $16.6 million (or 15.4%) and savings deposits decreased $0.8 million (or 0.7%). Borrowings, consisting of customer repurchase agreements, notes payable, treasury,
tax, and loan (TT&L) deposits, federal funds purchased, and Federal Home Loan Bank advances, increased from $74,147,000 at December 31, 2006 to $81,395,000 at September 30, 2007 (an increase of $7.2 million or 9.8%).



ASSET QUALITY



For the nine months ended September 30, 2007, the subsidiary bank charged off $569,000 of loans and had recoveries of $187,000, compared to charge-offs of $428,000 and recoveries of $220,000 during the nine months ended September 30, 2006.  The allowance for loan losses is based on factors that include the overall composition of the loan portfolio, types of loans, underlying collateral, past loss experience, loan delinquencies, substandard and doubtful credits, and such other factors that, in management's reasonable judgment, warrant consideration.  The adequacy of the allowance is monitored monthly.  At September 30, 2007, the balance of the allowance for loan losses was $3,221,000 which is 50.3% of non-performing loans and 0.47% of total loans, compared with $3,053,000 which was 77.8% of non-performing loans and 0.49% of total loans at December 31, 2006.



17

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At September 30, 2007, non-accrual loans were $6,408,000 compared to $3,893,000 at December 31, 2006.  Impaired loans totaled $4,040,000 at September 30, 2007 compared to $2,123,000 at December 31, 2006.  The total amount of loans ninety days or more past due and still accruing interest at September 30, 2007 was $0 compared to $33,000 at December 31, 2006.  There was a specific loan loss reserve of $165,000 established for impaired loans as of September 30, 2007 compared to a specific loan loss reserve of $150,000 at December 31, 2006.  PNBCs management analyzes the allowance for loan losses monthly and believes the current level of allowance is adequate to meet probable losses as of September 30, 2007.



CAPITAL RESOURCES



Federal regulations require all financial institutions to evaluate capital adequacy by the risk-based capital method, which makes capital requirements more sensitive to the differences in the level of risk assets.  At September 30, 2007, total risk-based capital of PNBC was 8.61%, compared to 9.18% at December 31, 2006.  The Tier 1 capital ratio to average assets decreased from 6.33% at December 31, 2006, to 6.23% at September 30, 2007.  Total stockholders' equity to total assets at September 30, 2007 decreased to 6.28% from 6.33% at December 31, 2006.



LIQUIDITY



Liquidity is measured by a financial institution's ability to raise funds through deposits, borrowed funds, capital, or the sale of assets.  Additional sources of liquidity include cash flow from the repayment of loans and the maturity of investment securities.  Major uses of cash include the origination of loans and purchase of investment securities.  Cash flows provided by financing and operating activities, offset by those used in investing activities, resulted in a net increase in cash and cash equivalents of $10,336,000 from December 31, 2006 to September 30, 2007.  This increase in cash and cash equivalents was primarily due to a net decrease in the investment portfolio, as well as increases in deposits and borrowings, offset by a net increase in loans and the acquisition payment.  For more detailed information, see PNBC's Consolidated Statements of Cash Flows.



FEDERAL HOME LOAN BANK STOCK



The Corporation owns
approximately $2.4 million of Federal Home Loan Bank stock included in investment securities. During the third quarter of 2007,
the Federal Home Loan Bank of Chicago received a Cease and Desist Order from their regulator, the Federal Housing Finance Board.
The draft order prohibits capital stock repurchase and redemptions until a time to be determined by the Federal Housing Finance
Board. The Federal Home Loan Bank will continue to provide liquidity and funding through advances and the purchases of mortgages
through the MPF Program. With regard to dividends, the Federal Home Loan Bank will continue to assess their dividend capacity each
quarter and make appropriate request for approval. Management performed an analysis and deemed the investment in Federal Home Loan Bank stock was not impaired as of September 30, 2007.



18

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FINANCIAL INSTRUMENTS WITH OFF-BALANCE SHEET RISK



The Corporation generates agribusiness, commercial, mortgage and consumer loans to customers located primarily in North Central Illinois.  The Corporations loans are generally secured by specific items of collateral including real property, consumer assets and business assets.  Although the Corporation has a diversified loan portfolio, a substantial portion of its debtors ability to honor their contracts is dependent upon economic conditions in the agricultural industry.



In the normal course of business to meet the financing needs of its customers, the subsidiary bank is party to financial instruments with off-balance sheet risk.  These financial instruments include commitments to extend credit and standby letters of credit.  These instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the consolidated balance sheets.  The contract amounts of those instruments reflect the extent of involvement the subsidiary bank has in particular classes of financial instruments.



The subsidiary bank's exposure to credit loss in the event of non-performance by the other party to the financial instrument for commitments to extend credit and standby letters of credit is represented by the contractual notional amount of those instruments.  The subsidiary bank uses the same credit policies in making commitments and conditional obligations as they do for on-balance-sheet instruments.  At September 30, 2007, commitments to extend credit and standby letters of credit were approximately $149,011,000 and $6,103,000 respectively.



Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract.  Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee.  Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements.  The subsidiary bank evaluates each customer's creditworthiness on a case-by-case basis.  The amount of collateral obtained, if deemed necessary, by the subsidiary bank upon extension of credit is based on management's credit evaluation of the counterparty.  Collateral held varies, but may include real estate, accounts receivable, inventory, property, plant and equipment, and income-producing properties.



Standby letters of credit are conditional commitments issued by the subsidiary bank to guarantee the performance of a customer to a third party.  The credit risk involved in issuing standby letters of credit is essentially the same as that involved in extending loan facilities to customers.  The subsidiary bank secures the standby letters of credit with the same collateral used to secure the loan.  The maximum amount of credit that would be extended under standby letters of credit is equal to the off-balance sheet contract amount.  The standby letters of credit have terms that expire in one year or less.



MERGERS AND ACQUISITIONS



On February 23, 2007, the Company completed the acquisition, for $10.2 million in cash, of the fixed assets and loans while assuming the deposit liabilities of the Plainfield, Illinois branch of HomeStar Bank in order to expand its market presence in this area. The Company financed the purchase price with existing cash and federal funds sold on the balance sheet at the time of purchase.   Since the completion of the branch purchase, the Plainfield location operates as a branch of the Companys subsidiary bank.



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The transaction has been accounted for as a purchase, and the results of operations of Plainfield since the acquisition date have been included in the consolidated financial statements.



LAND HELD FOR SALE



In 2004, the Corporation purchased approximately 14 acres of land in Aurora, Illinois in anticipation of the construction of a new branch facility.  This construction of the facility was completed in May, 2006 with the remaining acreage sub-divided into two lots and needed infrastructure completed.  These lots, with a cost basis of $1,344,000, were determined to be held for sale as of March 31, 2007.  A real estate appraisal has been completed indicating the market value of each lot to be approximately $2,000,000.  Accordingly, these lots are now shown on the Corporations balance sheet as land held for sale, at the lower of cost or market.



LEGAL PROCEEDINGS



There are various claims pending against PNBC's subsidiary bank, arising in the normal course of business.  Management believes, based upon consultation with legal counsel, that liabilities arising from these proceedings, if any, will not be material to PNBC's financial condition.



QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK



There has been no material change in market risk since December 31, 2006, as reported in PNBC's 2006 Annual Report on Form 10-K.



EFFECTS OF INFLATION



The consolidated financial statements and related consolidated financial data presented herein have been prepared in accordance with accounting principles generally accepted in the United States of America and practices within the banking industry which require the measurement of financial condition and operating results in terms of historical dollars, without considering the changes in the relative purchasing power of money over time due to inflation.  Unlike most industrial companies, virtually all the assets and liabilities of a financial institution are monetary in nature.  As a result, interest rates have a more significant impact on a financial institution's performance than the effects of general levels of inflation.



20

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PRINCETON NATIONAL BANCORP, INC. AND SUBSIDIARY





The following table sets forth (in thousands) details of average balances, interest income and expense, and resulting annualized yields/costs for the Corporation for the periods indicated, reported on a fully taxable equivalent basis, using a tax rate of 34%.





Nine Months Ended,September 30, 2007
        
        Nine Months Ended,September 30, 2006AverageBalance
        
        Interest
        
        Yield/Cost
        
        AverageBalance
        
        Interest
        
        Yield/CostAverage Interest-Earning AssetsInterest-bearing deposits
        
        $
        2,208
        
        $
        85
        
        5.15
        %
        $
        2,017
        
        $
        77
        
        5.07
        %Taxable investment securities
        
        
        145,095
        
        
        5,211
        
        4.80
        %
        
        143,092
        
        
        4,455
        
        4.16
        %Tax-exempt investment securities
        
        
        100,568
        
        
        4,942
        
        6.57
        %
        
        105,843
        
        
        5,228
        
        6.60
        %Federal funds sold
        
        
        6,414
        
        
        246
        
        5.13
        %
        
        8,817
        
        
        357
        
        5.42
        %Net loans
        
        
        657,233
        
        
        36,949
        
        7.52
        %
        
        576,871
        
        
        30,636
        
        7.10
        %Total interest-earning assets
        
        
        911,518
        
        
        47,433
        
        6.96
        %
        
        836,640
        
        
        40,753
        
        6.51
        %Average non-interest earning assets
        
        
        116,726
        
        
        
        
        
        
        
        106,903Total average assets
        
        $
        1,028,244
        
        
        
        
        
        
        $
        943,543Average Interest-Bearing LiabilitiesInterest-bearing demand deposits
        
        $
        233,016
        
        
        4,951
        
        2.84
        %
        $
        211,195
        
        
        3,294
        
        2.09
        %Savings deposits
        
        
        64,890
        
        
        202
        
        0.42
        %
        
        115,748
        
        
        250
        
        0.29
        %Time deposits
        
        
        478,101
        
        
        17,624
        
        4.93
        %
        
        376,492
        
        
        13,192
        
        4.68
        %Interest-bearing demand notes issued to the U.S. Treasury
        
        
        1,072
        
        
        39
        
        4.86
        %
        
        798
        
        
        26
        
        4.41
        %Federal funds purchased
        
        
        759
        
        
        31
        
        5.46
        %
        
        1,827
        
        
        63
        
        4.59
        %Customer repurchase agreements
        
        
        31,663
        
        
        1,102
        
        4.65
        %
        
        29,985
        
        
        1,018
        
        4.54
        %Advances from Federal Home Loan Bank
        
        
        6,975
        
        
        271
        
        5.19
        %
        
        7,823
        
        
        284
        
        4.85
        %Trust preferred securities
        
        
        25,000
        
        
        1,065
        
        5.70
        %
        
        25,000
        
        
        1,055
        
        5.64
        %Note payable
        
        
        10,575
        
        
        569
        
        7.19
        %
        
        6,611
        
        
        345
        
        6.98
        %Total interest-bearing liabilities
        
        
        852,051
        
        
        25,854
        
        4.06
        %
        
        775,479
        
        
        19,527
        
        3.37
        %Net yield on average interest-earning assets
        
        
        
        
        $
        21,579
        
        3.17
        %
        
        
        
        $
        21,226
        
        3.39
        %Average non-interest-bearing liabilities
        
        
        110,926
        
        
        
        
        
        
        
        104,171Average stockholders' equity
        
        
        65,267
        
        
        
        
        
        
        
        63,893Total average liabilities and stockholders' equity
        
        $
        1,028,244
        
        
        
        
        
        
        $
        943,543




The following table reconciles tax-equivalent net interest income (as shown above) to net interest income as reported on the Consolidated Statements of Income.



For the Nine Months Ended
September 30,2007
        
        2006Net interest income as stated
        
        $
        19,829
        
        $
        19,371Tax equivalent adjustment-investments
        
        
        1,680
        
        
        1,778Tax equivalent adjustment-loans
        
        
        70
        
        
        77Tax equivalent net interest income
        
        $
        21,579
        
        $
        21,226






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Schedule 7.  Controls and Procedures



(a)
        Disclosure controls and procedures.  We evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of September 30, 2007.  Our disclosure controls and procedures are the controls and other procedures that we designed to ensure that we record, process, summarize and report in a timely manner the information we must disclose in reports that we file with or submit to the SEC.  Tony J. Sorcic, President and Chief Executive Officer, and Todd D. Fanning, Senior Vice-President and Chief Financial Officer, reviewed and participated in this evaluation.  Based on this evaluation, Messrs.  Sorcic and Fanning concluded that, as of the date of their evaluation, our disclosure controls were effective.




(b)
        Internal controls.  There have not been any significant changes in our internal accounting controls or in other factors during the quarter ended September 30, 2007 that could significantly affect those controls.




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INDEX TO EXHIBITS





Exhibit
Number
        
        Exhibit31.1
        
        Certification of Tony J. Sorcic required by Rule 13a-14(a).31.2
        
        Certification of Todd D. Fanning required by Rule 13a-14(a).32.1
        
        Certification of Tony J. Sorcic required by Rule 13a-14(b) andSection 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350.32.2
        
        Certification of Todd D. Fanning required by Rule 13a-14(b) andSection 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350.




















23

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