Good afternoon and welcome ladies and gentlemen to the Rurban Financial Corp. second quarter 2008 earnings conference call and webcast. At this time I would like to inform you that this conference call is being recorded and all participants are in a listen-only mode. We will open up the conference to the investment community for questions and answers following the presentation. I will now turn the conference over to Valda Colbart, Investor Relations Officer. Please go ahead, Valda.

Good afternoon, everyone. I would like to remind you that this conference call is being broadcast live over the internet and will also be archived and available on our website, www.rurbanfinancial.net until August 7th, 2008. Joining me today is Ken Joyce, Duane Sinn, Mark Klein, and Hank Thiemann. But before we get started, I would like to make our usual Safe Harbor statement and remind everyone that comments made during this conference call regarding Rurban’s anticipated future performance are forward-looking and therefore involve risk and uncertainties that could cause the results or developments to differ significantly from those indicated in these statements. These risks and uncertainties include but are not limited to risks and uncertainties inherent in general and local banking; insurance and mortgage conditions; competitive factors specific to markets in which the company and its subsidiaries operate. Future interest rate levels, changes in local real estate markets, legislative and regulatory decisions, poor capital market conditions, and other factors set forth in the company’s filings with the SEC. I will now turn the call over to Ken Joyce, President and CEO of Rurban Financial Corp. Ken?

Thank you Valda, and welcome to the second quarter 2008 webcast. Joining me today and presenting are Mark Klein, President and CEO of the State Bank and Trust Company; Hank Thiemann, President of RDSI, our Data and Item Processing Company and Duane Sinn, our CFO. In the last webcast I referred to the first quarter of this year as a breakthrough quarter for Rurban. Following through with that view we are pleased to announce earnings of $1.36 million for the second quarter, which equates to $.28 per share. This compares to earnings of $785,000 for the year ago quarter, a 73% improvement over the last years quarter and 22% over last years’ net income of $1.1 million. We had some one-time items in all of the comparison quarters, and Duane will give some detail on those. But in summary, operating earnings for the quarter were $1.22 million vs. the year ago quarter of $785,000, a 56% increase. Strength in these earnings is the underlying improvement in both our banking business and our data and item processing business. The banking business is guided by a well-defined strategy for commercial lending and retail banking, and the banks management staff is executing with great success. The key part of our strategy was entry over the last few years into a number of relative growth markets such as Lima, Toledo, Columbus, and Ft. Wayne, IN. Prior to entering these markets we had developed a strong set of policies and procedures and a lending approach that was structured and sound while providing an emphasis of meeting the needs of our clients. This lending approach involved a more thoughtful and consultive approach which requires a higher level of talent and dedication. These pieces have been put in place and are working as evidenced by our loan…

Thank you Ken and good afternoon. I am pleased once again to report that the banking group continues to build strong earnings momentum. Duane Sinn, our CFO, will provide the details of our progress, but at a high level the consolidated banking group, which now has assets of $557 million, improved earnings to $1.2 million compared to $917,000 for the linked quarter; a 33% increase and up $830,000 for the same quarter last year, for an increase of 47%. Likewise the return on assets improved to a second quarter run rate of 87 basis points up from 67 basis points from the linked quarter, and 63 basis points from the same quarter last year. We are pleased with our progress as we have managed the growth of our balance sheet, improved our margins, increased our non-interest income, and reduced operating expenses. Of course it is our objective for the second quarter, or second half of the year, to continue increasing loans and core deposits organically; improve our fee income, and gain additional efficiencies to progress down the path we have started in the previous quarters. Accounting for our improvements are several vital initiatives. We have hand-picked our key business leaders, concentrated on geographical diversification to higher-growth markets, utilized a balanced score-card approach to strategic planning that has enabled us to clearly identify our goals ,objectives, major initiatives and detailed action plans that are re-enforced with appropriate performance incentives and lastly we have tracked and monitored progress on appropriate controls and metrics weekly. Management’s reliance, attention and commitment to these strategies have clearly been the driver on our path to being a higher performing community bank. Integration of a broad-based proactive sales culture at the bank continues to pin-point areas of opportunity that improves client care while improving bank performance. Specifically…

Well thank you Mark, and congratulations on your success with the banking group and the positive results achieved by you and your team. We announced in this past quarter the offer to acquire National Bank of Montpelier, a profitable local bank having assets of just over $109 million. We offered cash with no stock in this transaction and we are paying approximately 135% of book value. The transaction is subject to National Bank of Montpelier’s shareholder vote, regulatory approval, and the customary transaction requirements. We would expect to close this transaction later this year. The transaction will be immediately accretive to earnings-per-share due to the cash nature of the transaction. We see the contribution as significant as we believe that we can achieve 30% expense savings through consolidation into the state bank and trust structure, introduce a new set of bank products and provide better access to a market that we already have some familiarity with as we are in adjoining counties. Seeing the full impact of the transaction should take about 6 months. We at National Bank of Montpelier are excited about this transition and are looking forward to working together. Shifting our focus to our data and item processing company, RDSI, I will now turn the webcast over the Hank Thiemann, President of RDSI to discuss the progress of his group. Hank?

Thank you Ken. The second quarter for RDSI Banking Systems was a continuation of our pattern of adding new clients, additional product sales, and record revenues and net income. For the quarter our revenue was $5.3 million; our net income was $ 640,000, up 6.8% and 34.5% respectively compared to the year-ago quarter. Our significant increase in quarter-over-quarter net income is attributable to more new bank conversions and efficiencies gained in our item processing functions. Our most notable efficiency in item processing is the reduction in staffing by approximately 1/3; 11 FTEs since the second quarter of 2007. We closed the second quarter adding two new data processing client banks, one of which included item processing; we also added a new client bank for item processing services exclusively. These new client banks are in Ohio, Michigan, and Nevada. Our current roster of client banks totals 117 banks, of which 75 use data processing and 92 use item processing. New product sales to existing client banks also continued in the quarter with 29 banks contracting for 55 new products such as internet banking, mobile banking, and merchant capture, all of which will generate $229,000 in annual contract revenue and$171,000 in one-time installation fees. After beta testing in the first quarter we have launched secure e-mail and global banking products to several banks and these products should have attraction by our client banks. The economic conditions affecting the banking industry obviously have an effect on RDSI. Re-negotiating contracts has been more challenging and the loss of existing clients has occurred because of aggressive competitive pricing and mergers. RDSI has a distinct advantage of having successfully broadened its marketing territory to ten states allowing us to have net additions to our banking base; Midwest, west, southeast regions are all affected by the economy…

Thank you very much, Hank. RDSI continues to make excellent progress and pleases its customers with outstanding service. It is a difficult environment as the profitability pressure on banks clearly results in more pressure on pricing from key partners such as RDSI. RDSI has responded by lowering prices on item processing as its cost structure has changed through electronification of checks. RDSI is also emphasizing products that add revenues to its banking clients and products that enhance productivity. We continue to examine strategic alternatives for RDSI in improving bank profitability picture aids in our consideration of these options. I will now turn the webcast over the Duane Sinns, Rurbans CFO who will discuss our financial information in greater detail.

Thank you Ken and good afternoon. As Ken, Mark and Hank have indicated we have started to see the results of initiatives we started several years ago. The banking group is benefitting from better market demographics, a repositioned balance sheet, reduction of non-performing assets and greatly improved back-room operating efficiencies gained from merging our banking related activities. Our banking acquisitions in 2005 and 2006 have allowed us to reposition our balance sheet in this changing rate environment as both acquisitions provided solid core funding. We expect to leverage the additional funding sources provided by the National Bank of Montpelier later this year as we bring them into our banking group. Our story has been consistent over the past twelve months as we continued to manage our balance sheet initially to a liability sensitive position and now beginning to shift it towards great asset sensitivity. Let’s discuss a few of the balance sheet highlights. Total assets as of June 30th, 2008 were $576 million; a $28 million increase from the $548 million reported at June 30th, 2007. Increase in assets were primarily driven due to growth in loans which increased $22.8 million or 6% over the past twelve months. Loans likewise increased $15.2 million, or 7.8% on an annualized basis over the first six months of 2008. As has been the pattern over the last several years, our loan growth continues to be generated from our niche of lending to small commercial businesses. Our loan portfolio includes approximately $144 million in commercial real estate of which approximately 65% is owner-occupied. Our Columbus, OH loan production office has provided quality growth generating $10 million in portfolio loans for the first six months of this year. They also have generated $3 million in additional full residential loans during this time period from this…

Thank you Duane. As stated in my opening comments we are making excellent progress and are encouraged that the fundamentals behind our numbers should allow us continuing progress. We are pleased to announce the Rurban Board of Directors announced that the quarterly shareholder dividend will be $.09, and increase of $01 from the prior quarter. The dividend is payable on August 22nd to all shareholders on record as of August 8th. We have certainly been conscious of the decline in our stock price during 2008. While the financial segment as a whole has been challenged, it is clear that there are organizations with real problems, but unfortunately the majority of the banking stocks, regardless of performance, have been painted with the same brush of pessimism. The investors will sort our those organizations with impairments and those with opportunities. We believe that we are an organization with opportunities and we have backed it up with improved earnings. Performance should be recognized in the market and we look for our shareholders to be appropriately rewarded as we continue to improve our organizations performance. Now I am turning this webcast back to you to determine if we have any questions from the investment community.

This completes this quarter’s webcast and we appreciate you for taking the time to hear more about the progress that Rurban Financial Corp. is making. We look forward to talking with you next quarter.