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MERCANTILE BANK CORP - Quarter Report: 2007 September (Form 10-Q)

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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
     
þ   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2007
     
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 No. 000-26719
MERCANTILE BANK CORPORATION
(Exact name of registrant as specified in its charter)
     
Michigan
(State or other jurisdiction of
incorporation or organization)
  38-3360865
(IRS Employer Identification No.)
310 Leonard Street, NW, Grand Rapids, MI 49504
(Address of principal executive offices) (Zip Code)
(616) 406-3000
(Registrant’s telephone number, including area code)
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 for 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.
Yes þ      No 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 o      Accelerated filer þ      Non-Accelerated filer o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes o      No þ
At November 8, 2007, there were 8,480,604 shares of Common Stock outstanding.
 
 

 


 

MERCANTILE BANK CORPORATION
INDEX
         
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    31  
 
       
    32  
 Additional Release of Claims Pursuant to Retirement Agreement dated May 24, 2007
 Rule 13a-14(a) Certifications
 Section 1350 Chief Executive Officer Certification
 Section 1350 Chief Financial Officer Certification

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PART I — FINANCIAL INFORMATION
Item 1. Financial Statements
MERCANTILE BANK CORPORATION
CONSOLIDATED BALANCE SHEETS
                 
    September 30,     December 31,  
    2007     2006  
    (Unaudited)          
ASSETS
               
Cash and due from banks
  $ 28,764,000     $ 51,098,000  
Short-term investments
    534,000       282,000  
 
           
Total cash and cash equivalents
    29,298,000       51,380,000  
 
               
Securities available for sale
    135,243,000       130,967,000  
Securities held to maturity (fair value of $65,407,000 at September 30, 2007 and $65,025,000 at December 31, 2006)
    64,863,000       63,943,000  
Federal Home Loan Bank stock
    7,534,000       7,509,000  
 
               
Total loans and leases
    1,796,962,000       1,745,478,000  
Allowance for loan and lease losses
    (24,857,000 )     (21,411,000 )
 
           
Total loans and leases, net
    1,772,105,000       1,724,067,000  
 
               
Premises and equipment, net
    34,492,000       33,539,000  
Bank owned life insurance policies
    32,962,000       30,858,000  
Accrued interest receivable
    11,143,000       10,287,000  
Other assets
    18,787,000       14,718,000  
 
           
 
               
Total assets
  $ 2,106,427,000     $ 2,067,268,000  
 
           
 
               
LIABILITIES AND SHAREHOLDERS’ EQUITY
               
Deposits
               
Noninterest-bearing
  $ 121,336,000     $ 133,197,000  
Interest-bearing
    1,519,648,000       1,513,706,000  
 
           
Total deposits
    1,640,984,000       1,646,903,000  
 
               
Securities sold under agreements to repurchase
    88,683,000       85,472,000  
Federal funds purchased
    3,300,000       9,800,000  
Federal Home Loan Bank advances
    135,000,000       95,000,000  
Subordinated debentures
    32,990,000       32,990,000  
Other borrowed money
    3,839,000       3,316,000  
Accrued expenses and other liabilities
    23,907,000       21,872,000  
 
           
Total liabilities
    1,928,703,000       1,895,353,000  
 
               
Shareholders’ equity
               
Preferred stock, no par value; 1,000,000 shares authorized, none issued
    0       0  
Common stock, no par value: 20,000,000 shares authorized; 8,480,425 shares outstanding at September 30, 2007 and 8,042,411 shares outstanding at December 31, 2006
    176,610,000       161,223,000  
Retained earnings
    2,220,000       11,794,000  
Accumulated other comprehensive income (loss)
    (1,106,000 )     (1,102,000 )
 
           
Total shareholders’ equity
    177,724,000       171,915,000  
 
           
 
               
Total liabilities and shareholders’ equity
  $ 2,106,427,000     $ 2,067,268,000  
 
           
See accompanying notes to consolidated financial statements.

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MERCANTILE BANK CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
                                 
    Three Months     Three Months     Nine Months     Nine Months  
    Ended     Ended     Ended     Ended  
    September 30,     September 30,     September 30,     September 30,  
    2007     2006     2007     2006  
    (Unaudited)     (Unaudited)     (Unaudited)     (Unaudited)  
Interest income
                               
Loans and leases, including fees
  $ 34,076,000     $ 33,261,000     $ 101,012,000     $ 93,292,000  
Investment securities
    2,530,000       2,335,000       7,521,000       6,871,000  
Federal funds sold
    168,000       76,000       343,000       347,000  
Short-term investments
    5,000       3,000       13,000       10,000  
 
                       
Total interest income
    36,779,000       35,675,000       108,889,000       100,520,000  
 
                               
Interest expense
                               
Deposits
    19,357,000       17,268,000       57,361,000       46,111,000  
Short-term borrowings
    900,000       707,000       2,598,000       2,028,000  
Federal Home Loan Bank advances
    1,759,000       1,452,000       4,343,000       4,136,000  
Long-term borrowings
    713,000       701,000       2,104,000       1,953,000  
 
                       
Total interest expense
    22,729,000       20,128,000       66,406,000       54,228,000  
 
                       
 
                               
Net interest income
    14,050,000       15,547,000       42,483,000       46,292,000  
 
                               
Provision for loan and lease losses
    2,800,000       1,350,000       6,170,000       4,075,000  
 
                       
 
                               
Net interest income after provision for loan and lease losses
    11,250,000       14,197,000       36,313,000       42,217,000  
 
                               
Noninterest income
                               
Services charges on accounts
    402,000       361,000       1,184,000       1,006,000  
Net gain on sales of commercial loans
    0       0       0       29,000  
Other income
    1,105,000       1,001,000       3,152,000       2,845,000  
 
                       
Total noninterest income
    1,507,000       1,362,000       4,336,000       3,880,000  
 
                               
Noninterest expense
                               
Salaries and benefits
    5,425,000       4,731,000       17,330,000       14,179,000  
Occupancy
    881,000       802,000       2,462,000       2,404,000  
Furniture and equipment
    529,000       513,000       1,524,000       1,550,000  
Other expense
    2,734,000       1,982,000       7,032,000       5,932,000  
 
                       
Total noninterest expenses
    9,569,000       8,028,000       28,348,000       24,065,000  
 
                       
 
                               
Income before federal income tax expense
    3,188,000       7,531,000       12,301,000       22,032,000  
 
                               
Federal income tax expense
    821,000       2,329,000       3,430,000       6,790,000  
 
                       
 
                               
Net income
  $ 2,367,000     $ 5,202,000     $ 8,871,000     $ 15,242,000  
 
                       
 
                               
Basic earnings per share
  $ 0.28     $ 0.62     $ 1.05     $ 1.82  
 
                       
Diluted earnings per share
  $ 0.28     $ 0.61     $ 1.05     $ 1.79  
 
                       
Cash dividends per share
  $ 0.14     $ 0.12     $ 0.41     $ 0.36  
 
                       
 
                               
Average basic shares outstanding
    8,458,601       8,416,816       8,450,524       8,397,046  
 
                       
Average diluted shares outstanding
    8,491,612       8,524,116       8,488,226       8,523,594  
 
                       
See accompanying notes to consolidated financial statements.

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MERCANTILE BANK CORPORATION
CONSOLIDATED STATEMENTS OF
CHANGES IN SHAREHOLDERS’ EQUITY
(Unaudited)
                                 
                    Accumulated        
                    Other     Total  
    Common     Retained     Comprehensive     Shareholders’  
    Stock     Earnings     Income/(loss)     Equity  
Balance, January 1, 2007
  $ 161,223,000     $ 11,794,000     $ (1,102,000 )   $ 171,915,000  
 
                               
Payment of 5% stock dividend, 401,023 shares
    14,948,000       (14,952,000 )             (4,000 )
 
                               
Employee stock purchase plan, 2,737 shares
    72,000                       72,000  
 
                               
Dividend reinvestment plan, 2,219 shares
    60,000                       60,000  
 
                               
Stock option exercises, 51,942 shares
    641,000                       641,000  
 
                               
Stock tendered for stock option exercises, 18,291 shares
    (587,000 )                     (587,000 )
 
                               
Stock-based compensation expense
    253,000                       253,000  
 
                               
Cash dividends, $0.41 per share
            (3,493,000 )             (3,493,000 )
 
                               
Comprehensive income:
                               
Net income for the period from January 1, 2007 through September 30, 2007
            8,871,000               8,871,000  
 
                               
Change in net unrealized gain (loss) on securities available for sale, net of reclassifications and tax effect
                    (4,000 )     (4,000 )
 
                             
 
                               
Total comprehensive income
                            8,867,000  
 
                       
 
                               
Balance, September 30, 2007
  $ 176,610,000     $ 2,220,000     $ (1,106,000 )   $ 177,724,000  
 
                       
See accompanying notes to consolidated financial statements.

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MERCANTILE BANK CORPORATION
CONSOLIDATED STATEMENTS OF
CHANGES IN SHAREHOLDERS’ EQUITY (Continued)
(Unaudited)
                                 
                    Accumulated        
                    Other     Total  
    Common     Retained     Comprehensive     Shareholders’  
    Stock     Earnings     Income/(loss)     Equity  
Balance, January 1, 2006
  $ 148,533,000     $ 8,000,000     $ (1,408,000 )   $ 155,125,000  
 
                               
Payment of 5% stock dividend, 398,403 shares
    12,014,000       (12,018,000 )             (4,000 )
 
                               
Employee stock purchase plan, 2,251 shares
    83,000                       83,000  
 
                               
Dividend reinvestment plan, 2,068 shares
    76,000                       76,000  
 
                               
Stock option exercises, 62,082 shares
    755,000                       755,000  
 
                               
Stock tendered for stock option exercises, 15,243 shares
    (569,000 )                     (569,000 )
 
                               
Stock-based compensation expense
    153,000                       153,000  
 
                               
Cash dividends, $0.36 per share
            (2,994,000 )             (2,994,000 )
 
                               
Comprehensive income:
                               
Net income for the period from January 1, 2006 through September 30, 2006
            15,242,000               15,242,000  
 
                               
Change in net unrealized gain (loss) on securities available for sale, net of reclassifications and tax effect
                    (319,000 )     (319,000 )
 
                             
 
                               
Total comprehensive income
                            14,923,000  
 
                       
 
                               
Balance, September 30, 2006
  $ 161,045,000     $ 8,230,000     $ (1,727,000 )   $ 167,548,000  
 
                       
See accompanying notes to consolidated financial statements.

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MERCANTILE BANK CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 
    Three Months     Three Months     Nine Months     Nine Months  
    Ended     Ended     Ended     Ended  
    September 30,     September 30,     September 30,     September 30,  
    2007     2006     2007     2006  
    (Unaudited)     (Unaudited)     (Unaudited)     (Unaudited)  
Cash flows from operating activities
                               
Net income
  $ 2,367,000     $ 5,202,000     $ 8,871,000     $ 15,242,000  
Adjustments to reconcile net income  to net cash from operating activities
                               
Depreciation and amortization
    802,000       781,000       2,290,000       2,360,000  
Provision for loan and lease losses
    2,800,000       1,350,000       6,170,000       4,075,000  
Net gain on sales of commercial loans
    0       0       0       (29,000 )
Stock-based compensation expense
    84,000       51,000       253,000       153,000  
Earnings on bank owned life insurance
    (321,000 )     (298,000 )     (927,000 )     (872,000 )
Net change in:
                               
Accrued interest receivable
    (1,172,000 )     (1,391,000 )     (856,000 )     (2,164,000 )
Other assets
    525,000       (465,000 )     (1,591,000 )     (1,982,000 )
Accrued expenses and other liabilities
    (342,000 )     1,256,000       2,035,000       2,740,000  
 
                       
Net cash from operating activities
    4,743,000       6,486,000       16,245,000       19,523,000  
 
                               
Cash flows for investing activities
                               
Loan and lease originations and payments, net
    (21,810,000 )     (41,301,000 )     (57,038,000 )     (152,066,000 )
Purchases of:
                               
Securities available for sale
    (1,955,000 )     (6,025,000 )     (10,412,000 )     (19,038,000 )
Securities held to maturity
    (1,335,000 )     (352,000 )     (3,742,000 )     (2,107,000 )
Federal Home Loan Bank stock
    0       0       (25,000 )     0  
Proceeds from:
                               
Maturities, calls and repayments of available for sale securities
    2,866,000       1,720,000       6,241,000       5,807,000  
Maturities, calls and repayments of held to maturity securities
    126,000       0       2,786,000       730,000  
Redemption of FHLB stock
    0       123,000       0       123,000  
Purchases of premises and equipment, net
    (403,000 )     (2,129,000 )     (2,964,000 )     (4,050,000 )
Purchases of bank owned life insurance
    (311,000 )     0       (1,177,000 )     (1,207,000 )
 
                       
Net cash for investing activities
    (22,822,000 )     (47,964,000 )     (66,331,000 )     (171,808,000 )
 
                               
Cash flows for financing activities
                               
Net increase (decrease) in deposits
    1,974,000       66,791,000       (5,919,000 )     195,351,000  
Net increase in securities sold under agreements to repurchase
    3,696,000       9,680,000       3,211,000       1,910,000  
Net decrease in federal funds purchased
    (5,800,000 )     (11,400,000 )     (6,500,000 )     (9,600,000 )
Proceeds from Federal Home Loan Bank advances
    15,000,000       15,000,000       105,000,000       65,000,000  
Maturities of Federal Home Loan Bank advances
    (15,000,000 )     (30,000,000 )     (65,000,000 )     (80,000,000 )
Net increase in other borrowed money
    186,000       190,000       523,000       800,000  
Employee stock purchase plan
    25,000       28,000       72,000       83,000  
Dividend reinvestment plan
    16,000       31,000       60,000       76,000  
Stock option exercises, net
    24,000       63,000       54,000       186,000  
Payment of cash dividends
    (1,185,000 )     (1,042,000 )     (3,493,000 )     (2,994,000 )
Cash paid in lieu of fractional shares on stock dividend
    0       0       (4,000 )     (4,000 )
 
                       
Net cash for financing activities
    (1,064,000 )     49,341,000       28,004,000       170,808,000  
 
                       
See accompanying notes to consolidated financial statements.

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MERCANTILE BANK CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
                                 
    Three Months     Three Months     Nine Months     Nine Months  
    Ended     Ended     Ended     Ended  
    September 30,     September 30,     September 30,     September 30,  
    2007     2006     2007     2006  
    (Unaudited)     (Unaudited)     (Unaudited)     (Unaudited)  
Net change in cash and cash equivalents
    (19,143,000 )     7,863,000       (22,082,000 )     18,523,000  
Cash and cash equivalents at beginning of period
    48,441,000       47,413,000       51,380,000       36,753,000  
 
                       
 
                               
Cash and cash equivalents at end of period
  $ 29,298,000     $ 55,276,000     $ 29,298,000     $ 55,276,000  
 
                       
 
                               
Supplemental disclosures of cash flow information
                               
Cash paid during the period for:
                               
Interest
  $ 22,613,000     $ 18,306,000     $ 65,566,000     $ 48,483,000  
Federal income tax
    355,000       2,880,000       4,175,000       8,755,000  
Transfers from loans and leases to foreclosed assets
    131,000       585,000       2,830,000       975,000  
See accompanying notes to consolidated financial statements.

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MERCANTILE BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1.   SIGNIFICANT ACCOUNTING POLICIES
 
    Basis of Presentation: The unaudited financial statements for the three and nine months ended September 30, 2007 include the consolidated results of operations of Mercantile Bank Corporation and its consolidated subsidiaries. These subsidiaries include Mercantile Bank of Michigan (“our bank”), our bank’s three subsidiaries, Mercantile Bank Mortgage Company, LLC (“our mortgage company”), Mercantile Bank Real Estate Co., LLC (“our real estate company”), and Mercantile Insurance Center, Inc. (“our insurance center”). These consolidated financial statements have been prepared in accordance with the instructions for Form 10-Q and Item 303(b) of Regulation S-K and do not include all disclosures required by accounting principles generally accepted in the United States of America for a complete presentation of our financial condition and results of operations. In the opinion of management, the information reflects all adjustments (consisting only of normal recurring adjustments) which are necessary in order to make the financial statements not misleading and for a fair presentation of the results of operations for such periods. The results for the period ended September 30, 2007 should not be considered as indicative of expected results for a full year. For further information, refer to the consolidated financial statements and footnotes included in our annual report on Form 10-K for the year ended December 31, 2006.
 
    We formed a business trust, Mercantile Bank Capital Trust I (“the trust”), in 2004 to issue trust preferred securities. We issued subordinated debentures to the trust in return for the proceeds raised from the issuance of the trust preferred securities. In accordance with FASB Interpretation No. 46, the trust is not consolidated, but instead we report the subordinated debentures issued to the trust as a liability.
 
    Earnings Per Share: Basic earnings per share is based on weighted average common shares outstanding during the period. Diluted earnings per share include the dilutive effect of additional potential common shares issuable under stock options and the dilutive effect of restricted shares to the extent those shares have not vested. Options for 140,177 shares and 112,514 shares were antidilutive and were not included in determining diluted earnings per share for the three and nine month periods ended September 30, 2007, respectively. Options for 7,521 shares were antidilutive and were not included in determining diluted earnings per share for the three and nine month periods ended September 30, 2006.
 
    Stock Dividend: All per share amounts and average shares outstanding have been adjusted for all periods presented to reflect the 5% stock dividend distributed on May 4, 2007. The Statement of Changes in Shareholders’ Equity reflects a transfer from retained earnings to common stock for the value of the shares distributed to the extent of available retained earnings.
 
    Allowance for Loan and Lease Losses: The allowance for loan and lease losses (“allowance”) is a valuation allowance for probable incurred credit losses, increased by the provision for loan and lease losses and recoveries, and decreased by charge-offs. Management estimates the allowance balance required based on past loan loss experience, the nature and volume of the portfolio, information about specific borrower situations and estimated collateral values, and economic conditions. Allocations of the allowance may be made for specific loans and leases, but the entire allowance is available for any loan or lease that, in management’s judgment, should be charged-off. Loan and lease losses are charged against the allowance when management believes the uncollectibility of a loan or lease balance is likely.

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MERCANTILE BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1.   SIGNIFICANT ACCOUNTING POLICIES (Continued)
 
    A loan or lease is impaired when full payment under the loan or lease terms is not expected. Impairment is evaluated in aggregate for smaller-balance loans of similar nature such as residential mortgage, consumer and credit card loans, and on an individual loan basis for other loans. If a loan or lease is impaired, a portion of the allowance is allocated so that the loan or lease is reported, net, at the present value of estimated future cash flows using the loan’s or lease’s existing rate or at the fair value of collateral if repayment is expected solely from the collateral. Loans and leases are evaluated for impairment when payments are delayed, typically 30 days or more, or when serious deficiencies are identified within the credit relationship.
 
    New Accounting Pronouncements: We adopted the provisions of FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes (“FIN 48”), on January 1, 2007. The adoption of FIN 48 had no affect on the financial statements. We have no unrecognized tax benefits and do not anticipate any increase in unrecognized benefits within the next twelve months. Should the accrual of any interest or penalties relative to unrecognized tax benefits be necessary, it is our policy to record such accruals in our income tax accounts; no such accruals exist as of September 30, 2007. We file U.S. federal income tax returns which are subject to examination for all years after 2003.
 
    In September 2006, the FASB issued Statement No. 157, Fair Value Measurements, which provides a definition of fair value for accounting purposes, establishes a framework for measuring fair value, expands related financial statement disclosures and will be effective on January 1, 2008. We have not completed a review of this new standard.
 
    In February 2007, the FASB issued Statement No. 159, The Fair Value Option for Financial Assets and Financial Liabilities, which permits entities to choose to measure, on an item-by-item basis, specified financial instruments and certain other items at fair value. Unrealized gains and losses on items for which the fair value option has been selected are required to be reported in earnings at each reporting date. Statement No. 159 will be applied prospectively and implemented effective January 1, 2008. We have not completed a review of this new standard.

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MERCANTILE BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
2.   LOANS AND LEASES
 
    Our total loans and leases at September 30, 2007 were $1,797.0 million compared to $1,745.5 million at December 31, 2006, an increase of $51.5 million, or 2.9%. The components of our outstanding balances at September 30, 2007 and December 31, 2006, and the percentage changes in loans and leases from the end of 2006 to the end of the third quarter 2007 are as follows:
                                         
                                    Percent  
    September 30, 2007     December 31, 2006     Increase/  
    Balance     %     Balance     %     (Decrease)  
Real Estate:
                                       
Construction and land development
  $ 294,237,000       16.4 %   $ 299,792,000       17.1 %     (1.9 )%
Secured by 1-4 family properties
    124,496,000       6.9       131,829,000       7.6       (5.6 )
Secured by multi-family properties
    45,123,000       2.5       39,941,000       2.3       13.0  
Secured by nonresidential properties
    847,909,000       47.2       793,000,000       45.4       6.9  
Commercial
    476,722,000       26.5       471,272,000       27.0       1.2  
Leases
    2,594,000       0.1       1,388,000       0.1       86.9  
Consumer
    5,881,000       0.4       8,256,000       0.5       (28.8 )
 
                             
 
                                       
Total loans and leases
  $ 1,796,962,000       100.0 %   $ 1,745,478,000       100.0 %     2.9 %
 
                             
3.   ALLOWANCE FOR LOAN AND LEASE LOSSES
 
    The following is a summary of the change in our allowance for loan and lease losses account for the three and nine months ended September 30, 2007 and September 30, 2006:
                                 
    Three months ended     Nine months ended  
    September 30,     September 30,     September 30,     September 30,  
    2007     2006     2007     2006  
Balance at beginning of period
  $ 22,800,000     $ 21,507,000     $ 21,411,000     $ 20,527,000  
Charge-offs
    (795,000 )     (1,250,000 )     (3,287,000 )     (3,113,000 )
Recoveries
    52,000       331,000       563,000       449,000  
Provision for loan and lease losses
    2,800,000       1,350,000       6,170,000       4,075,000  
 
                       
 
                               
Balance at September 30
  $ 24,857,000     $ 21,938,000     $ 24,857,000     $ 21,938,000  
 
                       

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MERCANTILE BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
4.   PREMISES AND EQUIPMENT — NET
 
    Premises and equipment are comprised of the following:
                 
    September 30,     December 31,  
    2007     2006  
Land and improvements
  $ 8,531,000     $ 8,021,000  
Buildings and leasehold improvements
    24,446,000       23,036,000  
Furniture and equipment
    11,732,000       10,773,000  
 
           
 
    44,709,000       41,830,000  
Less: accumulated depreciation
    10,217,000       8,291,000  
 
           
 
               
Premises and equipment, net
  $ 34,492,000     $ 33,539,000  
 
           
    Depreciation expense amounted to $0.7 million during the third quarter of 2007, compared to $0.6 million in the third quarter of 2006. Depreciation expense amounted to $2.0 million during the first nine months of 2007, compared to $1.9 million during the first nine months of 2006.
 
5.   DEPOSITS
 
    Our total deposits at September 30, 2007 were $1,641.0 million compared to $1,646.9 million at December 31, 2006, a decrease of $5.9 million, or 0.4%. The components of our outstanding balances at September 30, 2007 and December 31, 2006, and percentage change in deposits from the end of 2006 to the end of the third quarter 2007 are as follows:
                                         
                                    Percent  
    September 30, 2007     December 31, 2006     Increase/  
    Balance     %     Balance     %     (Decrease)  
Noninterest-bearing demand
  $ 121,336,000       7.4 %   $ 133,197,000       8.1 %     (8.9 )%
Interest-bearing checking
    42,135,000       2.6       39,943,000       2.4       5.5  
Money market
    11,944,000       0.7       9,409,000       0.6       26.9  
Savings
    78,636,000       4.8       92,370,000       5.6       (14.9 )
Time, under $100,000
    54,408,000       3.3       47,840,000       2.9       13.7  
Time, $100,000 and over
    340,154,000       20.7       310,326,000       18.8       9.6  
 
                             
 
    648,613,000       39.5       633,085,000       38.4       2.5  
 
                                       
Out-of-area time, under $100,000
    87,497,000       5.3       82,330,000       5.0       6.3  
Out-of-area time, $100,000 and over
    904,874,000       55.2       931,488,000       56.6       (2.9 )
 
                             
 
    992,371,000       60.5       1,013,818,000       61.6       (2.1 )
 
                             
 
                                       
Total deposits
  $ 1,640,984,000       100.0 %   $ 1,646,903,000       100.0 %     (0.4 )%
 
                             

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MERCANTILE BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
6.   SHORT-TERM BORROWINGS
 
    Information relating to our securities sold under agreements to repurchase follows:
                 
    September 30,   December 31,
    2007   2006
Outstanding balance at end of period
  $ 88,683,000     $ 85,472,000  
Average interest rate at end of period
    3.40 %     3.88 %
 
               
Average balance during the period
  $ 84,440,000     $ 72,228,000  
Average interest rate during the period
    3.86 %     3.71 %
 
               
Maximum month end balance during the period
  $ 92,004,000     $ 85,472,000  
    Securities sold under agreements to repurchase (“repurchase agreements”) generally have original maturities of less than one year. Repurchase agreements are treated as financings and the obligations to repurchase securities sold are reflected as liabilities. Securities involved with the agreements are recorded as assets of our bank and are held in safekeeping by correspondent banks. Repurchase agreements are offered principally to certain large deposit customers as deposit equivalent investments. Repurchase agreements were secured by securities with a market value of $101.7 million and $91.2 million as of September 30, 2007 and December 31, 2006, respectively.
 
7.   FEDERAL HOME LOAN BANK ADVANCES
 
    Our outstanding balances at September 30, 2007 and December 31, 2006 were as follows:
                 
    September 30,     December 31,  
    2007     2006  
Maturities October 2007 through September 2009, fixed rates from 4.10% to 5.34%, averaging 5.10%
  $ 135,000,000     $ 0  
 
               
Maturities January 2007 through May 2008, fixed rates from 3.70% to 5.69%, averaging 4.90%
    0       95,000,000  
 
           
 
               
Total Federal Home Loan Bank advances
  $ 135,000,000     $ 95,000,000  
 
           
    Each advance is payable at its maturity date, and is subject to a prepayment fee if paid prior to the maturity date. The advances are collateralized by residential mortgage loans, first mortgage liens on multi-family residential property loans, first mortgage liens on commercial real estate property loans, and substantially all other assets of our bank, under a blanket lien arrangement. Our borrowing line of credit as of September 30, 2007 totaled $326.4 million, with availability approximating $180.0 million.

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MERCANTILE BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
7.   FEDERAL HOME LOAN BANK ADVANCES (Continued)
 
    Maturities of FHLB advances currently outstanding during the next five years are:
         
2007
  $ 25,000,000  
2008
    70,000,000  
2009
    40,000,000  
2010
    0  
2011
    0  
8.   COMMITMENTS AND OFF-BALANCE-SHEET RISK
 
    Our bank is a party to financial instruments with off-balance-sheet risk in the normal course of business to meet the financing needs of our customers. These financial instruments include commitments to extend credit and standby letters of credit. Loan 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. Standby letters of credit are conditional commitments issued by our bank to guarantee the performance of a customer to a third party. 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.
 
    These instruments involve, to varying degrees, elements of credit risk in excess of the amount recognized, if any, in the balance sheet. Our bank’s maximum exposure to loan loss in the event of nonperformance 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. Our bank uses the same credit policies in making commitments and conditional obligations as it does for on-balance sheet instruments. Collateral, such as accounts receivable, securities, inventory, and property and equipment, is generally obtained based on management’s credit assessment of the borrower. If required, estimated loss exposure resulting from these instruments is expensed and recorded as a liability. The balance of the liability account was $0.5 million as of September 30, 2007 and December 31, 2006.
 
    A summary of the contractual amounts of our financial instruments with off-balance-sheet risk at September 30, 2007 and December 31, 2006 follows:
                 
    September 30,     December 31,  
    2007     2006  
Commercial unused lines of credit
  $ 364,214,000     $ 345,195,000  
Unused lines of credit secured by 1-4 family residential properties
    32,727,000       29,314,000  
Credit card unused lines of credit
    8,921,000       8,510,000  
Other consumer unused lines of credit
    6,714,000       7,197,000  
Commitments to make loans
    73,948,000       60,850,000  
Standby letters of credit
    87,885,000       73,241,000  
 
           
 
               
Total loan and lease commitments
  $ 574,409,000     $ 524,307,000  
 
           

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MERCANTILE BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
9.   REGULATORY MATTERS
 
    We are subject to regulatory capital requirements administered by federal banking agencies. Capital adequacy guidelines and prompt corrective action regulations involve quantitative measures of assets, liabilities, and certain off-balance-sheet items calculated under regulatory accounting practices. Capital amounts and classifications are also subject to qualitative judgments by regulators about components, risk weightings, and other factors, and the regulators can lower classifications in certain cases. Failure to meet various capital requirements can initiate regulatory action that could have a direct material effect on our financial statements.
 
    The prompt corrective action regulations provide five classifications, including well capitalized, adequately capitalized, undercapitalized, significantly undercapitalized, and critically undercapitalized, although these terms are not used to represent overall financial condition. If not well capitalized, regulatory approval is required to accept brokered deposits. If undercapitalized, capital distributions are limited, as is asset growth and expansion, and plans for capital restoration are required.
 
    Our actual capital levels and minimum required levels were (dollars in thousands):
                                                 
                                    Minimum Required
                                    to be Well
                    Minimum Required   Capitalized Under
                    for Capital   Prompt Corrective
    Actual   Adequacy Purposes   Action Regulations
    Amount   Ratio   Amount   Ratio   Amount   Ratio
September 30, 2007
                                               
Total capital (to risk weighted assets)
                                               
Consolidated
  $ 235,687       11.4 %   $ 165,441       8.0 % $ NA     NA
Bank
    232,391       11.3       165,205       8.0       206,506       10.0 %
Tier 1 capital (to risk weighted assets)
                                               
Consolidated
    210,830       10.2       82,721       4.0     NA     NA
Bank
    207,534       10.1       82,603       4.0       123,904       6.0  
Tier 1 capital (to average assets)
                                               
Consolidated
    210,830       10.1       83,864       4.0     NA     NA
Bank
    207,534       9.9       83,752       4.0       104,690       5.0  

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MERCANTILE BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
9.   REGULATORY MATTERS (Continued)
                                                 
                                    Minimum Required
                                    to be Well
                    Minimum Required   Capitalized Under
                    for Capital   Prompt Corrective
    Actual   Adequacy Purposes   Action Regulations
    Amount   Ratio   Amount   Ratio   Amount   Ratio
December 31, 2006
                                               
Total capital (to risk weighted assets)
                                               
Consolidated
  $ 226,428       11.5 %   $ 158,196       8.0 %   $ NA     NA
Bank
    222,812       11.3       158,019       8.0       197,524       10.0 %
Tier 1 capital (to risk weighted assets)
                                               
Consolidated
    205,017       10.4       79,098       4.0     NA     NA
Bank
    201,401       10.2       79,010       4.0       118,514       6.0  
Tier 1 capital (to average assets)
                                               
Consolidated
    205,017       10.0       81,682       4.0     NA     NA
Bank
    201,401       9.9       81,623       4.0       102,029       5.0  
    Our consolidated capital levels as of September 30, 2007 and December 31, 2006 include the $32.0 million in trust preferred securities issued by the trust subject to certain limitations. Federal Reserve guidelines limit the amount of trust preferred securities which can be included in our Tier 1 capital to 25% of total Tier 1 capital. As of September 30, 2007 and December 31, 2006, all $32.0 million of the trust preferred securities were included as Tier 1 capital.
 
    Our and our bank’s ability to pay cash and stock dividends is subject to limitations under various laws and regulations and to prudent and sound banking practices. We declared a 5% stock dividend on April 10, 2007, that was distributed on May 4, 2007 to record holders as of April 23, 2007. All earnings per share and dividend per share information have been adjusted for the 5% stock dividend. We have also paid three cash dividends on our common stock during 2007. On January 9, 2007, we declared a stock dividend-adjusted $0.13 per share cash dividend on our common stock, which was paid on March 9, 2007 to record holders as of February 9, 2007. On April 10, 2007, we declared a $0.14 per share cash dividend on our common stock, which was paid on June 8, 2007 to record holders as of May 10, 2007. On July 10, 2007, we declared a $0.14 per share cash dividend on our common stock, which was paid on September 10, 2007 to record holders as of August 10, 2007. On October 9, 2007, we declared a $0.14 per share cash dividend on our common stock, which is payable on December 10, 2007 to record holders as of November 9, 2007.

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MERCANTILE BANK CORPORATION
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Forward Looking Statements
This report contains forward-looking statements that are based on management’s beliefs, assumptions, current expectations, estimates and projections about the financial services industry, the economy, and our company. Words such as “anticipates”, “believes”, “estimates”, “expects”, “forecasts”, “intends”, “is likely”, “plans”, “projects”, and variations of such words and similar expressions, are intended to identify such forward-looking statements. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions (“Future Factors”) that are difficult to predict with regard to timing, extent, likelihood and degree of occurrence. Therefore, actual results and outcomes may materially differ from what may be expressed or forecasted in such forward-looking statements. We undertake no obligation to update, amend, or clarify forward looking-statements, whether as a result of new information, future events (whether anticipated or unanticipated), or otherwise.
Future Factors include, among others, changes in interest rates and interest rate relationships; demand for products and services; the degree of competition by traditional and non-traditional competitors; changes in banking regulation; changes in tax laws; changes in prices, levies, and assessments; the impact of technological advances; governmental and regulatory policy changes; the outcomes of contingencies; trends in customer behavior as well as their ability to repay loans; changes in local real estate values; changes in the national and local economies; and risk factors described in our annual report on Form 10-K for the year ended December 31, 2006. These are representative of the Future Factors that could cause a difference between an ultimate actual outcome and a preceding forward-looking statement.
Introduction
The following discussion compares the financial condition of Mercantile Bank Corporation and its consolidated subsidiaries, Mercantile Bank of Michigan (“our bank”), our bank’s three subsidiaries Mercantile Bank Mortgage Company, LLC (“our mortgage company”), Mercantile Bank Real Estate Co., LLC (“our real estate company”) and Mercantile Insurance Center, Inc. (“our insurance center”), at September 30, 2007 to December 31, 2006 and the results of operations for the three and nine months ended September 30, 2007 and September 30, 2006. This discussion should be read in conjunction with the interim consolidated financial statements and footnotes included in this report. Unless the text clearly suggests otherwise, references in this report to “us,” “we,” “our,” or “the company” include Mercantile Bank Corporation and its consolidated subsidiaries referred to above.
Critical Accounting Policies
Generally accepted accounting principles are complex and require management to apply significant judgment to various accounting, reporting and disclosure matters. Management must use assumptions and estimates to apply these principles where actual measurements are not possible or practical. Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with our unaudited financial statements included in this report. For a complete discussion of our significant accounting policies, see footnotes to our Consolidated Financial Statements included on pages F-35 through F-40 in our Form 10-K for the fiscal year ended December 31, 2006 (Commission file number 000-26719). Below is a discussion of our allowance for loan and lease losses policy. This policy is critical because it is highly dependent upon subjective or complex judgments, assumptions and estimates. Changes in such estimates may have a significant impact on the financial statements, and actual results may differ from those estimates. Management has reviewed the application of this policy with the Audit Committee of the company’s Board of Directors.

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MERCANTILE BANK CORPORATION
Allowance for Loan and Lease Losses: The allowance for loan and lease losses (“allowance”) is a valuation allowance for probable incurred credit losses, increased by the provision for loan and lease losses and recoveries, and decreased by charge-offs. Management estimates the allowance balance required based on past loan loss experience, the nature and volume of the portfolio, information about specific borrower situations and estimated collateral values, and economic conditions. Allocations of the allowance may be made for specific loans and leases, but the entire allowance is available for any loan or lease that, in management’s judgment, should be charged-off. Loan and lease losses are charged against the allowance when management believes the uncollectibility of a loan or lease balance is likely.
A loan or lease is impaired when full payment under the loan or lease terms is not expected. Impairment is evaluated in aggregate for smaller-balance loans of similar nature such as residential mortgage, consumer and credit card loans, and on an individual loan basis for other loans. If a loan or lease is impaired, a portion of the allowance is allocated so that the loan or lease is reported, net, at the present value of estimated future cash flows using the loan’s or lease’s existing rate or at the fair value of collateral if repayment is expected solely from the collateral. Loans and leases are evaluated for impairment when payments are delayed, typically 30 days or more, or when serious deficiencies are identified within the credit relationship.
Financial Condition
During the first nine months of 2007, our assets increased from $2,067.3 million on December 31, 2006, to $2,106.4 million on September 30, 2007. This represents an increase in total assets of $39.1 million, or 1.9%. The asset growth was comprised primarily of a $48.0 million increase in net loans, a $5.2 million increase in securities and a $1.8 million increase in other real estate owned and repossessed assets, partially offset by a $22.1 million decline in cash and cash equivalents. The growth in total assets was primarily funded by a $40.0 million increase in Federal Home Loan Bank advances, partially offset by a $5.9 million decrease in deposits and a $6.5 million decrease in federal funds purchased.
Commercial loans and leases increased by $61.2 million during the first nine months of 2007, and at September 30, 2007, totaled $1,666.6 million, or 92.7% of the total loan and lease portfolio. The growth in our commercial loan and lease portfolio has slowed over the past several quarters, primarily reflecting the competitive pricing and underwriting environments within our markets. These competitive pressures, from financial institutions and other entities such as private equity funds, have negatively impacted the volume of loans we have booked and accelerated the level of loan payoffs. Despite these competitive pressures, we remain committed to our traditionally high standards of underwriting and believe the long term benefits of this posture outweigh the likely short term negative impact to our net interest income and net income.
The continued significant concentration of the loan and lease portfolio in commercial loans and leases and the typical rapid growth of this portion of our lending business is consistent with our stated strategy of focusing a substantial amount of efforts on “wholesale” banking. Corporate and business lending continues to be an area of expertise of our senior management team, and our commercial lenders have extensive commercial lending experience, with most having at least 10 years’ experience. Of each of the loan categories that we originate, commercial loans and leases are most efficiently originated and managed; thus limiting overhead costs by necessitating the attention of fewer employees. Our commercial lending business generates the largest portion of local deposits, and is our primary source of demand deposits.

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Residential mortgage loans and consumer loans decreased an aggregate $9.7 million during the first nine months of 2007. As of September 30, 2007, residential mortgage and consumer loans totaled a combined $130.4 million, or 7.3% of the total loan and lease portfolio. Although we plan to increase our non-commercial loan portfolios in future periods, we expect the commercial sector of our lending efforts and resultant assets to remain the dominant loan portfolio category given our wholesale banking strategy.
Our credit policies establish guidelines to manage credit risk and asset quality. These guidelines include loan review and early identification of problem loans and leases to provide effective loan portfolio administration. The credit policies and procedures are meant to limit the risk and uncertainties inherent in lending. In following these policies and procedures, we must rely on estimates, appraisals and evaluations of loans and leases and the possibility that changes in these could occur quickly because of changing economic conditions. Identified problem loans and leases, which exhibit characteristics (financial or otherwise) that could cause the loans and leases to become nonperforming or require restructuring in the future, are included on the internal “watch list”. Senior management reviews this list regularly.
Net loan and lease charge-offs during the first nine months of 2007 totaled $2.7 million, or 0.21% of average total loans and leases on an annualized basis. During the first nine months of 2006, net loan and lease charge-offs also totaled $2.7 million, or 0.22% of average total loans and leases on an annualized basis. Nonperforming assets, including $2.8 million of foreclosed real estate and repossessed assets, totaled $25.9 million, or 1.23% of total assets, as of September 30, 2007. At December 31, 2006, nonperforming assets totaled $9.6 million, including $1.0 million of foreclosed real estate and repossessed assets, or 0.46% of total assets. The majority of the increase in nonperforming assets can be attributed to four commercial loan relationships totaling $12.0 million that were placed into non-accrual status during the second and third quarters of 2007. Over 80 percent of nonperforming loans are real estate-related, and the majority is associated with residential real estate development. The decline in real estate prices and slowdown in sales has stretched the cash flow of our local developers and eroded the value of our underlying collateral.
We continuously strive to improve our loan and lease underwriting and administration processes. We believe we have instilled a strong credit culture within our lending departments, which in part is reflected in our historically low loan and lease net charge-off and delinquency ratios. Over 98% of the loan portfolio consists of loans extended directly to companies and individuals doing business and residing within our market areas. The remaining portion is comprised of commercial loans participated with certain unaffiliated commercial banks outside of our market areas, which are underwitten using the same loan underwriting criteria as though we were the originating bank.
Securities increased $5.2 million during the first nine months of 2007, totaling $207.6 million as of September 30, 2007. Purchases during the first nine months of 2007 totaled $14.2 million, while proceeds from the maturities, calls and repayments of securities totaled $9.0 million. Our securities portfolio primarily consists of U.S. Government Agency bonds, mortgage-backed securities issued or guaranteed by U.S. Government Agencies, investment-grade tax-exempt municipal securities and Federal Home Loan Bank of Indianapolis (“FHLBI”) stock.

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Cash and cash equivalents decreased $22.1 million during the first nine months of 2007, totaling $29.3 million on September 30, 2007. Cash and due from bank balances were down $22.3 million, while short-term investments increased $0.2 million. Although our cash balances were relatively unchanged, there were two primary factors resulting in a relatively large decline in our due from bank balances: in early July, we initiated an image exchange program for our outgoing cash letter with our primary correspondent bank that resulted in faster collection, and in mid-September we instituted a deposit reclassification program, which impacts our reserve requirement calculation, that virtually eliminated our need to maintain balances with the Federal Reserve Bank of Chicago. The initiation of these two programs during the third quarter provided for a combined reduction in due from bank balances of approximately $13.0 million. The remainder of the decline in due from bank balances primarily results from the typical relatively large day-to-day fluctuations of our outgoing cash letter reflecting our commercial lending and wholesale funding focus. We did not have federal funds sold on either September 30, 2007 or December 31, 2006; however, our average federal funds sold position during the first nine months of 2007 equaled $8.8 million.
Premises and equipment at September 30, 2007 equaled $34.5 million, a net increase of $1.0 million over the past nine months. Purchases of premises and equipment during the first nine months of 2007 totaled $3.0 million, primarily reflecting a portion of the construction costs associated with our new banking facility located in East Lansing, Michigan, which opened in May 2007. Depreciation expense during the first nine months of 2007 equaled $2.0 million.
Deposits decreased $5.9 million during the first nine months of 2007, totaling $1,641.0 million at September 30, 2007. Local deposits increased $15.5 million, while out-of-area deposits decreased $21.4 million. As a percent of total deposits, local deposits equaled 39.5% on September 30, 2007, an increase over the 38.4% as of December 31, 2006. Noninterest-bearing demand deposits, comprising 7.4% of total deposits, decreased $11.9 million during the first nine months of 2007. Savings deposits (4.8% of total deposits) decreased $13.7 million, interest-bearing checking deposits (2.6% of total deposits) increased $2.2 million and money market deposit accounts (0.7% of total deposits) increased $2.5 million during the first nine months of 2007. Local certificates of deposit, comprising 24.0% of total deposits, increased by $36.4 million during the first nine months of 2007. The increase in local certificates of deposit is primarily attributable to increases in balances from municipalities and transfers of monies by consumer and commercial customers from savings accounts to certificates of deposit products, the latter of which primarily reflecting that rates offered on certificates of deposit products are higher than the rates offered on savings accounts.
Out-of-area deposits decreased $21.4 million during the first nine months of 2007, totaling $992.4 million as of September 30, 2007. Out-of-area deposits consist primarily of certificates of deposit obtained from depositors located outside our market areas and placed by deposit brokers for a fee, but also include certificates of deposit obtained from the deposit owners directly. The owners of out-of-area deposits include individuals, businesses and municipal governmental units located throughout the United States.
Securities sold under agreements to repurchase (“repurchase agreements”) increased $3.2 million during the first nine months of 2007, totaling $88.7 million as of September 30, 2007. As part of our sweep account program, collected funds from certain business noninterest-bearing checking accounts are invested into over-night interest-bearing repurchase agreements. Although not considered a deposit account and therefore not afforded federal deposit insurance, the repurchase agreements have characteristics very similar to that of our business checking deposit accounts.

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MERCANTILE BANK CORPORATION
Federal funds purchased declined by $6.5 million during the first nine months of 2007, equaling $3.3 million as of September 30, 2007. Advances obtained from the FHLBI totaled $135.0 million as of September 30, 2007, an increase of $40.0 million from the $95.0 million outstanding on December 31, 2006. The advances are collateralized by residential mortgage loans, first mortgage liens on multi-family residential property loans and first mortgage liens on commercial real estate property loans, and substantially all other assets of our bank, under a blanket lien arrangement. Our borrowing line of credit as of September 30, 2007 totaled $326.4 million, with availability approximating $180.0 million.
Liquidity
Liquidity is measured by our ability to raise funds through deposits, borrowed funds, capital or cash flow from the repayment of loans and investment securities. These funds are used to meet deposit withdrawals, fund loans and operate our company. Liquidity is primarily achieved through the growth of local and out-of-area deposits, advances from the FHLBI and federal funds purchased, as well as liquid assets such as securities available for sale, matured securities, and federal funds sold. Asset and liability management is the process of managing our balance sheet to achieve a mix of earning assets and liabilities that maximizes profitability, while providing adequate liquidity.
Our liquidity strategy is to fund loan growth with deposits, repurchase agreements and FHLBI advances, and to maintain an adequate level of short- and medium-term investments to meet typical daily loan and deposit activity. Although deposit and repurchase agreement growth from customers located in our market areas has generally consistently increased, this growth has not been sufficient to meet our historical substantial loan growth and provide monies for additional investing activities. To assist in providing the additional needed funds, we have regularly obtained monies from wholesale funding sources. Wholesale funds, primarily comprised of certificates of deposit from customers outside of our market areas and advances from the FHLBI, totaled $1,127.4 million, or 60.5% of combined deposits and borrowed funds as of September 30, 2007. As of December 31, 2006, wholesale funds totaled $1,108.8 million, or 60.7% of combined deposits and borrowed funds.
Although local deposits have and are expected to increase as new business, governmental and individual deposit relationships are established and as existing customers increase balances in their accounts, the relatively high reliance on wholesale funds will likely remain. As part of our interest rate risk management strategy, a majority of our wholesale funds are comprised of fixed rate certificates of deposit and FHLBI advances that mature within one year, reflecting the fact that a majority of our loans and leases have a floating rate tied to either the Prime Rate or Libor. While this maturity strategy increases inherent liquidity risk, we believe the increased liquidity risk is sufficiently mitigated by the benefits derived from an interest rate risk management standpoint. In addition, we have developed a comprehensive contingency funding plan which we believe further mitigates the increased liquidity risk.
Wholesale funds are generally a lower all-in cost source of funds when compared to the interest rates that would have to be offered in our local markets to generate a commensurate level of funds. As has historically been the case, interest rates paid on new out-of-area deposits and FHLBI advances throughout 2007 were very similar to interest rates paid on new certificates of deposit issued to local customers. In addition, the overhead costs associated with wholesale funds are considerably less than the overhead costs that would be incurred to administer a similar level of local deposits, especially if the estimated costs of a required expanded branching network were taken into account. We believe the relatively low overhead costs reflecting our limited branch network mitigate our high reliance on wholesale funds and resulting relatively low net interest margin.

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MERCANTILE BANK CORPORATION
As a member of the FHLBI, our bank has access to the FHLBI’s borrowing programs. FHLBI advances totaled $135.0 million as of September 30, 2007, compared to $95.0 as of December 31, 2006. Based on available collateral as of September 30, 2007, we could borrow an additional $180.0 million. Our bank has the ability to borrow money on a daily basis through correspondent banks via established unsecured federal funds purchased lines, totaling $72.0 million as of September 30, 2007. The average balance of federal funds purchased during the first nine months of 2007 equaled $3.8 million.
In addition to typical loan funding and deposit flow, we must maintain liquidity to meet the demands of certain unfunded loan commitments and standby letters of credit. As of September 30, 2007, our bank had a total of $486.5 million in unfunded loan commitments and $87.9 million in unfunded standby letters of credit. Of the total unfunded loan commitments, $412.6 million were commitments available as lines of credit to be drawn at any time as customers’ cash needs vary, and $73.9 million were for loan commitments expected to close and become funded within the next twelve months. We monitor fluctuations in loan balances and commitment levels and include such data in managing our overall liquidity.
We monitor our liquidity position and funding strategies on an ongoing basis, but recognize that unexpected events, changes in economic or market conditions, earnings problems, declining capital levels or situations beyond our control could cause either short or long term liquidity challenges. While we believe it is unlikely that a funding crisis of any significant degree is likely to materialize, we have developed a comprehensive contingency funding plan that provides a framework for meeting both temporary and longer-term liquidity disruptions. Depending upon the particular circumstances of a liquidity situation, possible strategies may include obtaining funds via one or a combination of the following sources of funds: established lines of credit at correspondent banks and the FHLBI, brokered certificate of deposit market, wholesale securities repurchase markets, issuance of term debt, sale of assets, or sale of common stock or other securities.
Capital Resources
Shareholders’ equity is a noninterest-bearing source of funds that provides support for asset growth. Shareholders’ equity increased by $5.8 million during the first nine months of 2007, from $171.9 million on December 31, 2006, to $177.7 million at September 30, 2007. The increase is primarily attributable to net income of $8.9 million recorded during the first nine months of 2007. Shareholders’ equity also increased $0.2 million from the issuance of new shares of common stock resulting from our dividend reinvestment plan, employee stock purchase plan and stock option exercises. Shareholders’ equity was negatively impacted during the first nine months of 2007 by the payment of cash dividends totaling $3.5 million.
We are subject to regulatory capital requirements primarily administered by federal bank regulatory agencies. Failure to meet the various capital requirements can initiate regulatory action that could have a direct material effect on the financial statements. The capital ratios of the company and our bank as of September 30, 2007 and December 31, 2006 are disclosed under Note 9 of the Notes to Consolidated Financial Statements.
Our and our bank’s ability to pay cash and stock dividends is subject to limitations under various laws and regulations and to prudent and sound banking practices. We declared a 5% stock dividend on April 10, 2007, that was distributed on May 4, 2007 to record holders as of April 23, 2007. All earnings per share and cash dividend per share information have been adjusted for the 5% stock dividend. We paid a stock dividend-adjusted $0.13 per share cash dividend on March 9, 2007, and a $0.14 per share cash dividend on June 8, 2007 and September 10, 2007. On October 9, 2007, we declared a $0.14 per share cash dividend payable on December 10, 2007 to record holders as of November 9, 2007.

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Results of Operations
Net income for the third quarter of 2007 was $2.4 million ($0.28 per basic and diluted share), which represents a 54.5% decrease from net income of $5.2 million ($0.62 per basic share and $0.61 per diluted share) recorded during the third quarter of 2006. Net income for the first nine months of 2007 was $8.9 million ($1.05 per basic and diluted share), which represents a 41.8% decrease from net income of $15.2 million ($1.82 per basic share and $1.79 per diluted share) recorded during the first nine months of 2006. The decline in net income during both time periods is primarily the result of lower net interest income and a higher provision for loan and lease losses. In addition, net income for the first nine months of 2007 includes a one-time $1.2 million ($0.8 million after-tax) expense associated with the financial retirement package for former Chairman and Chief Executive Officer Gerald R. Johnson Jr. which was recorded during the second quarter of 2007 in conjunction with Mr. Johnson’s retirement effective June 30, 2007. Excluding this one-time expense, net income for the first nine months of 2007 was $9.7 million ($1.14 per basic and diluted share).
Interest income during the third quarter of 2007 was $36.8 million, an increase of 3.1% over the $35.7 million earned during the third quarter of 2006. Interest income during the first nine months of 2007 was $108.9 million, an increase of 8.3% over the $100.5 million earned during the first nine months of 2006. The growth in interest income during both time periods is primarily attributable to growth in earning assets. During the third quarter of 2007, earning assets averaged $1,992.1 million, $110.2 million higher than average earning assets of $1,881.9 million during the third quarter of 2006. Average loans were up $88.5 million and average securities increased $14.3 million. During the first nine months of 2007, earning assets averaged $1,970.4 million, $135.9 million higher than average earning assets of $1,834.5 million during the same time period in 2006. Average loans were up $119.9 million and average securities increased $16.8 million. Negatively impacting the growth in interest income was a decreasing yield on earning assets. During the third quarter of 2007 and 2006, earning assets had a weighted average yield (tax equivalent-adjusted basis) of 7.38% and 7.58%, respectively. During the first nine months of 2007 and 2006, earning assets had a weighted average yield of 7.45% and 7.39%, respectively. The recent decline in our yield on earning assets is directly attributable to a decline in the yield of our commercial loan portfolio, primarily reflecting an increase in nonaccrual commercial loans and corresponding reduction in interest income, and a very competitive lending environment. These factors resulted in relatively low interest rates on many new commercial loans relationships and the reduction of interest rates on certain existing commercial loan relationships during the past 12 to 18 months.
Interest expense during the third quarter of 2007 was $22.7 million, an increase of 12.9% over the $20.1 million expensed during the third quarter of 2006. Interest expense during the first nine months of 2007 was $66.4 million, an increase of 22.5% over the $54.2 million expensed during the first nine months of 2006. The growth in interest expense is primarily attributable to the increase in interest-bearing liabilities necessitated by asset growth and a higher cost of funds. During the third quarter of 2007, interest-bearing liabilities averaged $1,780.9 million, $97.0 million higher than average interest-bearing liabilities of $1,683.9 million during the third quarter of 2006. Interest-bearing deposits were up $63.9 million, repurchase agreements increased $21.0 million and FHLBI advances were up $11.8 million. During the first nine months of 2007, interest-bearing liabilities averaged $1,763.2 million, $123.9 million higher than average interest-bearing liabilities of $1,639.3 million during the same time period in 2006. Interest-bearing deposits were up $123.5 million and repurchase agreements increased $15.2 million, while FHLBI advances declined $15.5 million. During the third quarter of 2007 and 2006, interest-bearing liabilities had a weighted average rate of 5.06% and 4.74%, respectively. During the first nine months of 2007 and 2006, interest-bearing liabilities had a weighted average rate of 5.04% and 4.42%, respectively. The higher weighted average cost of interest-bearing liabilities primarily results from maturing fixed rate certificates of deposit and FHLBI advances that were originated in lower interest rate environments that have been renewed or replaced with similar products in the current higher interest rate environment.

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MERCANTILE BANK CORPORATION
Net interest income during the third quarter of 2007 was $14.1 million, a decline of 9.6% from the $15.5 million earned during the third quarter of 2006. Net interest income during the first nine months of 2007 was $42.5 million, a decline of 8.2% from the $46.3 million earned during the same time period in 2006. The decrease in net interest income is primarily due to a decline in the net interest margin resulting from a declining yield on assets and a higher average rate on interest-bearing liabilities, which more than offset the positive impact from growth in earning assets. The net interest margin during the third quarter of 2007 was 2.86%, compared to the 3.34% during the third quarter of 2006. During the first nine months of 2007, the net interest margin was 2.94%, compared to 3.44% during the same time period in 2006.
The following table sets forth certain information relating to our consolidated average interest-earning assets and interest-bearing liabilities and reflects the average yield on assets and average cost of liabilities for the third quarter of 2007 and 2006. Such yields and costs are derived by dividing income or expense by the average daily balance of assets or liabilities, respectively, for the period presented. Tax-exempt securities interest income and yield have been computed on a tax equivalent basis using a marginal tax rate of 35%. Securities interest income was increased by $300,000 and $296,000 in the third quarter of 2007 and 2006, respectively, for this adjustment.

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MERCANTILE BANK CORPORATION
                                                 
    Quarters ended September 30,  
    2007     2006  
    Average             Average     Average             Average  
    Balance     Interest     Rate     Balance     Interest     Rate  
    (dollars in thousands)  
ASSETS
                                               
Loans and leases
  $ 1,773,151     $ 34,077       7.62 %   $ 1,684,700     $ 33,261       7.83 %
Securities
    205,426       2,830       5.51       191,160       2,631       5.51  
Federal funds sold
    12,845       168       5.13       5,750       76       5.17  
Short-term investments
    653       5       4.50       262       3       5.15  
 
                                       
Total interest-earning assets
    1,992,075       37,080       7.38       1,881,872       35,971       7.58  
 
                                               
Allowance for loan and lease losses
    (23,508 )                     (21,697 )                
Other assets
    128,030                       124,024                  
 
                                           
Total assets
  $ 2,096,597                     $ 1,984,199                  
 
                                           
 
                                               
LIABILITIES AND SHAREHOLDERS’ EQUITY
                                               
Interest-bearing deposits
  $ 1,516,905     $ 19,357       5.06 %   $ 1,453,005     $ 17,268       4.72 %
Short-term borrowings
    92,323       900       3.87       71,652       707       3.91  
FHLB advances
    135,000       1,759       5.10       123,206       1,452       4.61  
Long-term borrowings
    36,694       713       7.60       36,004       701       7.62  
 
                                       
Total interest-bearing liabilities
    1,780,922       22,729       5.06       1,683,867       20,128       4.74  
 
                                               
Noninterest-bearing deposits
    115,248                       116,609                  
Other liabilities
    23,946                       19,163                  
Shareholders’ equity
    176,481                       164,560                  
 
                                           
Total liabilities and shareholders’ equity
  $ 2,096,597                     $ 1,984,199                  
 
                                       
 
                                               
Net interest income
          $ 14,351                     $ 15,843          
 
                                           
 
                                               
Net interest rate spread
                    2.32 %                     2.84 %
 
                                           
 
                                               
Net interest rate margin on average assets
                    2.72 %                     3.17 %
 
                                           
 
                                               
Net interest margin on earning assets
                    2.86 %                     3.34 %
 
                                           

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MERCANTILE BANK CORPORATION
Provisions to the allowance for loan and lease losses during the third quarter of 2007 were $2.8 million, an increase of 107.4% over the $1.4 million that was expensed during the third quarter of 2006. Provisions to the allowance during the first nine months of 2007 were $6.2 million, an increase of 51.4% over the $4.1 million that was expensed during the same time period in 2006. The increase during both time periods primarily reflects a higher volume of nonperforming loans and other downgrades within our commercial loan portfolio, necessitating a higher allowance balance. Nonperforming loans and leases totaled $23.1 million, or 1.28% of total loans and leases, as of September 30, 2007. As of June 30, 2007, nonperforming loans and leases totaled $20.6 million, or 1.16% of total loans and leases, while as of September 30, 2006, nonperforming loans and leases totaled $9.0 million, or 0.53% of total loans and leases. Net loan and lease charge-offs of $0.7 million were recorded during the third quarter of 2007, compared to net loan and lease charge-offs of $0.9 million during the third quarter of 2006. Net loan and lease charge-offs totaled $2.7 million during both the first nine months of 2007 and 2006. The allowance, as a percentage of total loans outstanding, was 1.38% as of September 30, 2007, compared to 1.28% at September 30, 2006. Although we believe that the allowance is adequate to cover losses as they arise, there can be no assurance that we will not sustain losses in any given period that could be substantial in relation to, or greater than, the size of the allowance.
In each accounting period, we adjust the allowance to the amount we believe is necessary to maintain the allowance at adequate levels. Through the loan and lease review and credit departments, we attempt to allocate specific portions of the allowance based on specifically identifiable problem loans and leases. The evaluation of the allowance is further based on, but not limited to, consideration of the internally prepared Reserve Analysis, composition of the loan and lease portfolio, third party analysis of the loan and lease administration processes and portfolio and general economic conditions. In addition, the historically strong commercial loan growth is taken into account.
The Reserve Analysis, used since our inception and completed monthly, applies reserve allocation factors to outstanding loan and lease balances to calculate an overall allowance amount. For commercial loans and leases, which continue to comprise a vast majority of our total loans and leases, reserve allocation factors are based upon the loan ratings as determined by our standardized grade paradigms. For retail loans, reserve allocation factors are generally based upon the type of credit. Adjustments for specific lending relationships, including impaired loans and leases, are made on a case-by-case basis. The reserve allocation factors are primarily based on the recent levels and historical trends of net loan and lease charge-offs and nonperforming assets, the comparison of the recent levels and historical trends of net loan and lease charge-offs and nonperforming assets with a customized peer group consisting of ten similarly-sized publicly traded banking organizations conducting business in the states of Michigan, Illinois, Indiana or Ohio, the review and consideration of our loan and lease migration analysis and the experience of senior management making similar loans and leases for an extensive period of time. We regularly review the Reserve Analysis and make adjustments periodically based upon identifiable trends and experience.
Noninterest income during the third quarter of 2007 was $1.51 million, an increase of 10.6% over the $1.36 million earned during the third quarter of 2006. Noninterest income during the first nine months of 2007 was $4.34 million, an increase of 11.8% over the $3.88 million earned during the same time period in 2006. Service charge income on deposits and repurchase agreements increased $41,000 (11.4%) during the third quarter of 2007 when compared to the third quarter of 2006, and increased $178,000 (17.7%) during the first nine months of 2007 when compared to the same time period during 2006, primarily reflecting an increase in the number of accounts during the past twelve months and modest increases in our fee structure. We recorded increased fee income in virtually all other major fee income categories during both time periods with the exception of a relatively small decline in mortgage banking-related fee income.

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MERCANTILE BANK CORPORATION
Noninterest expense during the third quarter of 2007 was $9.6 million, an increase of 19.2% over the $8.0 million expensed during the third quarter of 2006. Noninterest expense during the first nine months of 2007 was $28.3 million, an increase of 17.8% over the $24.1 million expensed during the same time period in 2006. Employee salary and benefit expenses were $0.7 million higher during the third quarter of 2007 than the level expensed during the third quarter of 2006, and were $3.2 million higher during the first nine months of 2007 than the level expensed during the first nine months of 2006. The salary and benefit expenses for the second quarter of 2007 include a one-time $1.2 million expense associated with the financial retirement package for former Chairman and Chief Executive Officer Gerald R. Johnson, Jr., in conjunction with Mr. Johnson’s retirement effective June 30, 2007. The increase in salary and benefit expenses during the third quarter and the remainder of the increase in salary and benefit expenses during the first nine months primarily resulted from the hiring of additional staff and annual merit pay increases. The level of full-time equivalent employees increased from 284 at September 30, 2006 to 302 as of September 30, 2007. Occupancy, furniture and equipment costs were up only slightly during 2007 when compared to 2006 levels. Other overhead costs increased $0.8 million during the third quarter of 2007 over the level expensed during the third quarter of 2006, and increased $1.1 million during the first nine months of 2007 over the level expensed during the first nine months of 2006, primarily reflecting increased costs associated with a higher level of nonperforming assets, higher FDIC insurance premiums, expenses related to enhanced electronic software and systems, and additional expenditures required to administer the increased asset base.
Federal income tax expense was $0.8 million during the third quarter of 2007, a decrease of 64.7% from the $2.3 million expensed during the third quarter of 2006. Federal income tax expense was $3.4 million during the first nine months of 2007, a decrease of 49.5% from the $6.8 million expensed during the first nine months of 2006. The decreases during both time periods primarily result from the decline in income before federal income tax. Our effective tax rate was 25.8% during the third quarter of 2007 and 27.9% during the first nine months of 2007, compared to 30.9% during the third quarter of 2006 and 30.8% during the first nine months of 2006. The decline in our effective tax rate during 2007 primarily results from a decrease in taxable income and the related increase in tax-exempt income as a percent of taxable income.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Our primary market risk exposure is interest rate risk and, to a lesser extent, liquidity risk. All of our transactions are denominated in U.S. dollars with no specific foreign exchange exposure. We have only limited agricultural-related loan assets and therefore have no significant exposure to changes in commodity prices. Any impact that changes in foreign exchange rates and commodity prices would have on interest rates is assumed to be insignificant. Interest rate risk is the exposure of our financial condition to adverse movements in interest rates. We derive our income primarily from the excess of interest collected on our interest-earning assets over the interest paid on our interest-bearing liabilities. The rates of interest we earn on our assets and owe on our liabilities generally are established contractually for a period of time. Since market interest rates change over time, we are exposed to lower profitability if we cannot adapt to interest rate changes. Accepting interest rate risk can be an important source of profitability and shareholder value; however, excessive levels of interest rate risk could pose a significant threat to our earnings and capital base. Accordingly, effective risk management that maintains interest rate risk at prudent levels is essential to our safety and soundness.

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MERCANTILE BANK CORPORATION
Evaluating the exposure to changes in interest rates includes assessing both the adequacy of the process used to control interest rate risk and the quantitative level of exposure. Our interest rate risk management process seeks to ensure that appropriate policies, procedures, management information systems and internal controls are in place to maintain interest rate risk at prudent levels with consistency and continuity. In evaluating the quantitative level of interest rate risk we assess the existing and potential future effects of changes in interest rates on our financial condition, including capital adequacy, earnings, liquidity and asset quality.
We use two interest rate risk measurement techniques. The first, which is commonly referred to as GAP analysis, measures the difference between the dollar amounts of interest sensitive assets and liabilities that will be refinanced or repriced during a given time period. A significant repricing gap could result in a negative impact to our net interest margin during periods of changing market interest rates. The following table depicts our GAP position as of September 30, 2007 (dollars in thousands):
                                         
    Within     Three to     One to     After        
    Three     Twelve     Five     Five        
    Months     Months     Years     Years     Total  
Assets:
                                       
Commercial loans and leases (1)
  $ 865,827     $ 91,279     $ 650,802     $ 58,677     $ 1,666,585  
Residential real estate loans
    49,610       5,849       53,612       15,425       124,496  
Consumer loans
    1,743       643       2,769       726       5,881  
Investment securities (2)
    9,061       1,213       51,929       145,437       207,640  
Short-term investments
    534       0       0       0       534  
Allowance for loan and lease losses
    0       0       0       0       (24,857 )
Other assets
    0       0       0       0       126,148  
 
                             
Total assets
    926,775       98,984       759,112       220,265       2,106,427  
 
                                       
Liabilities:
                                       
Interest-bearing checking
    42,135       0       0       0       42,135  
Savings
    78,636       0       0       0       78,636  
Money market accounts
    11,944       0       0       0       11,944  
Time deposits < $100,000
    33,793       64,969       43,143       0       141,905  
Time deposits $100,000 and over
    332,144       649,552       263,332       0       1,245,028  
Short-term borrowings
    91,983       0       0       0       91,983  
FHLB advances
    25,000       55,000       55,000       0       135,000  
Long-term borrowings
    36,829       0       0       0       36,829  
Noninterest-bearing checking
    0       0       0       0       121,336  
Other liabilities
    0       0       0       0       23,907  
 
                             
Total liabilities
    652,464       769,521       361,475       0       1,928,703  
Shareholders’ equity
    0       0       0       0       177,724  
 
                             
Total sources of funds
    652,464       769,521       361,475       0       2,106,427  
 
                             
 
                                       
Net asset (liability) GAP
  $ 274,311     $ (670,537 )   $ 397,637     $ 220,265          
 
                               
 
                                       
Cumulative GAP
  $ 274,311     $ (396,226 )   $ 1,411     $ 221,676          
 
                               
 
                                       
Percent of cumulative GAP to total assets
    13.0 %     (18.8 )%     0.1 %     10.5 %        
 
                               
 
(1)   Floating rate loans that are currently at interest rate ceilings are treated as fixed rate loans and are reflected using maturity date and not next repricing date.
 
(2)   Mortgage-backed securities are categorized by expected final maturities based upon prepayment trends as of September 30, 2007.

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MERCANTILE BANK CORPORATION
The second interest rate risk measurement we use is commonly referred to as net interest income simulation analysis. We believe that this methodology provides a more accurate measurement of interest rate risk than the GAP analysis, and therefore, serves as our primary interest rate risk measurement technique. The simulation model assesses the direction and magnitude of variations in net interest income resulting from potential changes in market interest rates. Key assumptions in the model include prepayment speeds on various loan and investment assets; cash flows and maturities of interest-sensitive assets and liabilities; and changes in market conditions impacting loan and deposit volume and pricing. These assumptions are inherently uncertain, subject to fluctuation and revision in a dynamic environment; therefore, the model cannot precisely estimate net interest income or exactly predict the impact of higher or lower interest rates on net interest income. Actual results will differ from simulated results due to timing, magnitude, and frequency of interest rate changes and changes in market conditions and the company’s strategies, among other factors.
We conducted multiple simulations as of September 30, 2007, whereby it was assumed that changes in market interest rates occurred ranging from up 200 basis points to down 200 basis points in equal quarterly instalments over the next twelve months. The following table reflects the suggested impact on our net interest income over the next twelve months, which is well within our policy parameters established to manage and monitor interest rate risk.
                 
    Dollar Change In   Percent Change In
Interest Rate Scenario   Net Interest Income   Net Interest Income
Interest rates down 200 basis points
  $ (1,440,000 )     (2.5 )%
 
               
Interest rates down 100 basis points
    (1,063,000 )     (1.8 )
 
               
No change in interest rates
    (745,000 )     (1.3 )
 
               
Interest rates up 100 basis points
    916,000       1.6  
 
               
Interest rates up 200 basis points
    2,552,000       4.4  
In addition to changes in interest rates, the level of future net interest income is also dependent on a number of other variables, including: the growth, composition and absolute levels of loans, deposits, and other earning assets and interest-bearing liabilities; asset quality; economic and competitive conditions; potential changes in lending, investing and deposit gathering strategies; client preferences; and other factors.
Item 4. Controls and Procedures
As of September 30, 2007, an evaluation was performed under the supervision of and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based on that evaluation, our management, including our Chief Executive Officer and Chief Financial Officer, concluded that our disclosure controls and procedures were effective as of September 30, 2007. There have been no significant changes in our internal controls over financial reporting during the quarter ended September 30, 2007 that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

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PART II — OTHER INFORMATION
Item 1. Legal Proceedings
From time to time, we may be involved in various legal proceedings that are incidental to our business. In our opinion, we are not a party to any current legal proceedings that are material to our financial condition, either individually or in the aggregate.
Item 1A. Risk Factors
There have been no material changes in our risk factors from those previously disclosed in our annual report on Form 10-K for the year ended December 31, 2006.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Issuer Purchases of Equity Securities
                                 
                    (c) Total Number of    
    (a) Total           Shares Purchased as   (d) Maximum Number of
    Number of   (b) Average   Part of Publicly   Shares that May Yet Be
    Shares   Price Paid Per   Announced Plans or   Purchased Under the
Period   Purchased   Share   Programs   Plans or Programs
July 1 – 31
    468     $ 22.15       0       0  
August 1 – 31
    691     $ 22.41       0       0  
September 1 – 30
    0       N/A       0       0  
Total
    1,159     $ 22.30       0       0  
The shares shown in column (a) above as having been purchased were acquired from one of our employees and one of our directors when they used shares of common stock that they already owned to pay part of the exercise price when exercising stock options issued under our employee and director stock option plans.
Item 3. Defaults upon Senior Securities
Not applicable.
Item 4. Submission of Matters to a Vote of Security Holders
Not applicable.
Item 5. Other Information
Not applicable.

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Item 6. Exhibits
     
EXHIBIT NO.   EXHIBIT DESCRIPTION
 
3.1
  Our Articles of Incorporation are incorporated by reference to Exhibit 3.1 of our Form 10-Q for the quarter ended June 30, 2004
 
   
3.2
  Our Amended and Restated Bylaws dated as of January 16, 2003 are incorporated by reference to Exhibit 3.2 of our Registration Statement on Form S-3 (Commission File No. 333-103376) that became effective on February 21, 2003
 
   
10.1
  Additional Release of Claims Pursuant to Retirement Agreement Dated May 24, 2007 by and among Mercantile Bank Corporation, Mercantile Bank of Michigan and Gerald R. Johnson, Jr. *
 
   
31
  Rule 13a-14(a) Certifications
 
   
32.1
  Section 1350 Chief Executive Officer Certification
 
   
32.2
  Section 1350 Chief Financial Officer Certification
 
*   - Management contract or compensatory plan

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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, on November 8, 2007.
             
    MERCANTILE BANK CORPORATION    
 
           
 
  By:   /s/ Michael H. Price    
 
           
    Michael H. Price    
    Chairman of the Board, President and Chief Executive Officer    
    (Principal Executive Officer)    
 
           
 
  By:   /s/ Charles E. Christmas    
 
           
    Charles E. Christmas    
    Senior Vice President, Chief Financial Officer and Treasurer    
    (Principal Financial and Accounting Officer)    

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EXHIBIT INDEX
     
EXHIBIT NO.   EXHIBIT DESCRIPTION
 
3.1
  Our Articles of Incorporation are incorporated by reference to Exhibit 3.1 of our Form 10-Q for the quarter ended June 30, 2004
 
   
3.2
  Our Amended and Restated Bylaws dated as of January 16, 2003 are incorporated by reference to Exhibit 3.2 of our Registration Statement on Form S-3 (Commission File No. 333-103376) that became effective on February 21, 2003
 
   
10.1
  Additional Release of Claims Pursuant to Retirement Agreement Dated May 24, 2007 by and among Mercantile Bank Corporation, Mercantile Bank of Michigan and Gerald R. Johnson, Jr. *
 
   
31
  Rule 13a-14(a) Certifications
 
   
32.1
  Section 1350 Chief Executive Officer Certification
 
   
32.2
  Section 1350 Chief Financial Officer Certification
 
*   - Management contract or compensatory plan

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