Welcome to the UMB fourth quarterEarnings Call. At this time, all participants are in a listen-only mode. Abrief question-and-answer session for analysts will follow the formalpresentation. (Operator Instructions). It is now my pleasure tointroduce your host, Ms. Begonya Klumb, Director of Investor Relations. Thankyou. Ms. Klumb, you may begin.

Good morning, everyone, and thankyou for joining us today for our conference call and webcast regarding our 2007fourth quarter and full year financial results. Before we begin, let me remindyou that our comments in this conference call contain forward-lookingstatements within the meaning of Section 27A of the Securities Act of 1944,Section 21E of the Securities Exchange Act of 1934 and within the meaning ofthe Private Securities Litigation Reform Act of 1995. Such forward-lookingstatements rely on a number of assumptions concerning future events and aresubject to risks and uncertainties, which could cause actual results to differmaterially from those indicated in our statements made during this call. While management of UMB believesour assumptions are reasonable, UMB cautions that material changes in interestrates, the equity markets, general economic conditions as they relate to thecompany's loan and fee-based customers, competition in the financial servicesindustry and other risks and uncertainties, which are detailed in our filingswith the Securities and Exchange Commission, may cause actual results to differmaterially from those discussed in this call. UMB has no duty to update suchstatements and undertakes no obligation to update or supplement forward-lookingstatements that become untrue because of new information, future events orotherwise. By now, we hope most of you onthe phone or listening to the webcast have had a chance to review our fourthquarter and full year earnings release dated January 22nd. If not, you willfind it on our website at umb.com. Our earnings release includesboth our GAAP-based income statement and a reconciliation to the non-GAAPmeasures discussed in the release and during this call, which includes certainpre-tax adjustments to non-interest income and non-interest expense, the taxeffect of those adjustments and adjusted net income. These adjustments comprisenet gains associated to the sale of the securities transfer product and aliability accrual related to Vista's coveredlitigation provision. The reconciliation for these items can also be found onour website at umb.com. The non-GAAP results are asupplement to the financial statements based upon generally accepted accountingprinciples. UMB believes this non-GAAP presentation and the elimination ofthese items is useful in order to focus on what we deemed to be amore reliableindicator of ongoing operating performance. On the call today are MarinerKemper, Chairman and Chief Executive Officer; Peter deSilva, President andChief Operating Officer; and Mike Hagedorn, our Chief Financial Officer. The agenda for today's call is asfollows. First, Mariner will highlight our results and strategies. Then Mikewill review the details of our fourth quarter and full year results. Peter willfollow with a more detailed review of operating performance against ourstrategies. Following that, we'll be happy to answer your questions. Now, I'll turn the call over toMariner Kemper.

Thank you, Begonya. Welcomeeveryone and thank you for joining us today. Happy New Year to you all. As youhave seen in our press release, UMB delivered solid financial performancethroughout 2007. These results reflect disciplined execution against our growthstrategies, which we believe without changing our risk profile even at thecredit markets continue to suffer, a significant stress. UMB achieved record net income in2007 of $74.2 million or a $1.77 per diluted share, up 26% from a $1.40reported in 2006. Our fourth quarter diluted EPS was $0.37 flat from the sameperiod in 2006. The fourth quarter results reflect the impact of a $4.6 millionpre-tax reported liability related to Vista'scovered litigation provision. Without this expense related to Vista,UMB would have reported net income of $17.8 million resulting in diluted EPS of$0.43 or a growth of 16.3% over 2006. Our 2007 financial performancewas driven by double-digit non-interest income growth, which at nearly $289million was also a record for UMB. Net interest income improved as well mostlydue to a higher average earning assets and higher margin. Our 2007 results demonstrate theoperating leverage we have been able to achieve as our team continues toeffectively implement our growth strategies, while maintaining our high creditquality standards. We achieved these results without comprising our traditionalstrong liquidity and asset quality. In 2008, we will continue to monitor theeconomy and manage our business the way we always have, for the long-term andnot just for the quarter. Now I would like to discuss ourprogress against our company's strategies. Our first strategy is to focus onyield enhancement. We continue to make progress and optimizing the mix of ourearning assets and liabilities while growing the loan portfolio. In 2007, endof period loans increased 4% over 2006. The improvement reflects solidimprovement in our commercial, HELOC and credit card portfolios, offset by a26.4% or a $190.8…

Thanks, Mariner, and let me addmy welcome to everyone on the call this morning. First, I'll provide a reviewof the fourth quarter and then turn to a few brief remarks regarding the fullyear. As Mariner indicated, we reported diluted EPS of $0.37 for the fourthquarter, which is flat from the same period in 2006. Higher revenue in thefourth quarter was offset by higher expenses, which were primarily driven by apre-tax accrued liability of $4.6 million related to Visa's covered litigationprovision. As Mariner mentioned, withoutthis expense our EPS would have been $0.43, a 16.3% increase. Net interestincome for the quarter increased $2.2 million in 2007 over 2006, due primarilyto higher average earning assets and improved net interest margin. Net interest margin increased 14basis points to 3.55% for the quarter, from 3.41% in the same period of 2006.This improvement came primarily from a 4 basis point increase in our earningasset yield, and a 16 basis point decrease in the cost of interest bearingliabilities. Net interest income benefitedmodestly, as we had $174.7 million roll off of our core investment portfolio atan average yield of 4.58%, and we purchased $235.7 million of securities at anaverage yield of 4.98%. The fourth quarter purchases arelarger than the roll off due to the pre-buying of maturities, as well as therepositioning of our portfolio mix as we swapped approximately $30 million intreasuries for agency CMOs. As of December 31st, our publicfund balances, including the seasonal inflows, amounted to approximately $1.7billion, inline with our expectations. These funds are primarily held in higheryielding transaction accounts and repurchase agreements, and are largelyindexed. Typically, we see a greaterimpact on our margin in January through March, as a result of the seasonalpublic fund balances, and we expect this trend to hold through again. We expectpublic funds to start declining in late January, with…

Thanks, Mike, and good morningeveryone. I'd like to spend a few minutes providing some additional details onour operational strategies. First; let me comment on our strategy to strengthenour asset management business. Total assets under management increased 8.6% to$11 billion from $10.1 billion at the end of 2006. Leading this growth is our ProprietaryFamily Mutual Funds, which continue to play a key role in this success. Totalassets in the UMB Scout Funds increased 16.4% from $5 billion at the end 2006to $5.8 billion at the end of 2007. And our UMB scout fundsleadership continues to be recognized by the industry. Jim Moffett manager ofthe UMB Scout International Fund finished as the runner-up in Morningstar's2007 International Manager of the year contest, for the second time in threeyears. We are very proud of Jim's accomplishments and, in fact, Morningstar'sChristine Benz commented in their follow-up article, "Moffett was also therunner-up for our International Stock Fund Manager of the year in 2005 and heis likely to remain a contender or become a winner in the years ahead." Ipersonally want to say congratulations to Jim and our entire internationalteam. We continue to leverage ourtalent with the fourth quarter launch of the UMB Scout International DiscoveryFund. This fund invests in small and mid-size companies in various countriesand has a goal of long term capital appreciation. This fund will be managed byJim Moffett and Michael Stack, two veterans in managing international funds. Finally we launched a newmarketing campaign in Kansas Cityto raise brand awareness of our international and small cap funds. In 2007,Corporate Trust was the key driver within our asset management division.Corporate Trust's noninterest income increase was nearly $2.5 million or 20%over 2006. In the fourth quarter's Corporate Trust rankings released by ThomsonFinancial, UMB ranked fourth for the year by number of transactions of overallmunicipal trusteeships and…

Thanks Peter. I will end today'sconference call by reminding everyone that 2007 was a great year for UMB, withboth record revenue and net earnings. I truly like to thank our associates fortheir hard work and dedication in helping us to achieve this for ourshareholders. If the past few months are anindication of what 2008 holds, for the economy and the financial servicesindustry, it will no doubt continue to be a bumpy ride for this sector. In challengingtimes we plan to run our company as always, without deviating from our timetested model and traditional of quality, liquidity and capital strength. With that I’ll turn it over tothe conference call operator for any questions.

(Operator Instructions). Thefirst question comes from the line Peyton Green with FTN Midwest Securities.Please go ahead.

Good morning. Michael, I waswondering if you could talk a little bit about the Fed rate cut yesterday andwhat effect that might have on the balance sheet, and what actions you mighttake to counteract it?

Good morning Peyton. I think it’sclear that people weren’t expecting a 75 basis point cut and especially offcycle, not during the normal meeting time. So with that said, we’re preparingfor Fed cuts on our deposit cost previous to yesterdays announcement, albeitnot 75 basis points. Clearly its going to reduce interest income. Whether itreduces interest margin or not remains to be seen as we try to make cuts to ourinterest bearing liabilities, and obviously become, I think, a little lessdependent on repo income going forward. This especially applies once the Fed orthe public fund dollars work their way through the balance sheet, and they’llprobably be off by March. So I think the question reallyremains to be seen as far as how much can we do no the liability side, in orderto offset what's obviously going to reduce interest income going forward.

To what degree does your C&Ibook, or real estate loan book reprice overnight?

It does not re-price overnight. Wedid talk about little more than 65% of our total loan portfolio, I think it's68%.

63%.

63%, close within a year. So itdoes not reprice overnight. There will be a lag impact. Many of the loans aretied to various indexes, and it will take time for those indexes, and there-pricing characteristics, whether it'd be 30-day or 90-day T-bill, as theywork their self through the system.

Okay. And then separately, thepersonnel expense line was up about 9% year-over-year in the fourth quarter,and I was just wondering if you could indicate what portion of that was for HRkind of plans, and how much of it was related to salary increases or bonusaccruals?

Yeah, I remember in the fourthquarter we have the full year impact, because you're comparing that to thefourth quarter of 2006, so you have the full year impact of salary increasesthat were planned in 2007, so that's part of it. We also talk about the fact, andwe did talk about the fact, that we had an increase in our profit sharingaccrual, that was another $700,000 in the fourth quarter. We have somecommission and bonuses programs related to higher performance, and this yearthat has gone up as well.

Okay.

That's a bigger driver thannormal because of commissions.

Correct.

Yes.

Okay, great. And then if youcould comment on the credit card announcement which you made yesterday to kindof spur the growth of the credit card unit. Also, what are your expectations,is that more just on the consumer side, or is that also commercial?

That's mostly consumer and it'ssort of an offering enhancement. It's a technology company that that we areassociated with, that announcement, and it allows us to customize the card onan individual basis. So, it's just an enhancement of the card offering at theretail level.

Okay.

If you want to go any further(inaudible) it's for some image capabilities, customers can download images onto the card and there's a bunch of other features. It's mainly an enhancementat the technology level.

In terms of your service chargeson deposit accounts, with the Fed cutting so aggressively, does that help you froman earnings credit prospective?

Yes, it clearly does. Your timingis good we actually met on this yesterday. We were taking a look at what thoserates currently are and what they are going to be, on a going forward basis,given yesterday's action. Yes, that would help, especially on the commercialside.

Good enough. And then are youseeing any signs of increased stress in any particular regions right now to addto your footprint?

They are all relativelyconsistent. We're watching all of them very, very closely right now, but as youknow the Midwest portion of our market, whichis where we live and breathe, didn't suppress some of the excesses that thecoasts and other parts of the country did. It is not something that we'reparticularly worried about, although it's something we're watching verycarefully.

Okay great. And then lastquestion Michael. In terms of the seasonal deposit, it's the normal kind of 7to 10 basis point drop in the margin between fourth and first quarter. Do youthink that is relevant to the whole tier, or is there anything unusual aboutthe flows this year?

There's nothing unusual about theflows, but remember these are indexed accounts and so they are going to repricegiven what happened yesterday.

Okay. All right.

Peyton, this is Mariner. I wouldlike to correct something. We are making two different announcements on the creditcard side and Fintura, which is the release you are talking about. I wasn'tsure which one you were talking about. It's still a technology play. Largely,it's a company that helps credit card operations. They model portfolios andhelp with profitability and modeling. So two different announcements, so I amsorry I didn't know which one you were talking about.

Okay. Great. Thank you.

Thank you. (OperatorInstructions). At this time there are no further questions, I would like toturn it over back to Begonya Klumb. Please go ahead.

Thank you very much for yourinterest in UMB. The call can be accessed via replay at our website beginningin about two hours and it will run through February 6th. And as always, you cancontact me at UMB Investor Relations with any follow-up questions by calling816-860-7906. Again, we appreciate your interest and time.

Thank you. Ladies and gentlemen,this does conclude today's conference. Thank you for your participation. Again,if you would like to listen to a replay of today's conference call, you candial 303-590-3000 or toll free 1-800-405-2236 and you can access that by usingthe code 11104690 followed by the "#" sign. Thank you for using ACTTeleconferencing. You may now disconnect and have a pleasant day.