WATERBURY, Conn., July 17, 2014 /PRNewswire/ -- Webster Financial Corporation (NYSE: WBS), the holding company for Webster Bank, N.A., today announced net income available to common shareholders of $45.2 million, or $0.50 per diluted share, for the quarter ended June 30, 2014 compared to $43.7 million, or $0.48 per diluted share, for the quarter ended June 30, 2013.

Highlights for the quarter or at June 30 include:


    --  Combined growth in commercial and commercial real estate loans of $985.2
        million, or 15.5 percent, from a year ago. Overall loan growth of $1.0
        billion, or 8.4 percent, from a year ago.
    --  Deposit growth of $367.3 million, or 2.5 percent, from a year ago.
    --  Core revenue improved 1.9 percent from a year ago, while expenses
        remained flat leading to core pre-provision net revenue growth of 5.1
        percent.
    --  Continued improvement in asset quality: annualized net charge-off rate
        at 24 basis points of total loans; nonperforming loans as a percentage
        of total loans at the lowest level since the end of 2007.
    --  Efficiency ratio of 59.26 percent, an improvement of 72 basis points
        from a year ago. Positive operating leverage of 2.0 percent
        year-over-year.
    --  Return on average tangible common shareholders' equity of 11.52 percent.

"We are pleased to report another solid quarterly performance, marked by a 3 percent increase in net income over prior year, as Webster bankers continue to excel in service to our customers and communities," said James C. Smith, chairman and chief executive officer. "Loans grew across all categories with especially strong performance once again by Commercial Banking. Credit quality continues to improve as the economy gathers strength, and disciplined expense management contributed to Webster's thirteenth consecutive quarter of positive operating leverage."

Net interest income (compared to prior year)


    --  Net interest income was $155.1 million compared to $147.1 million.
    --  Net interest margin was 3.19 percent compared to 3.23 percent. The yield
        on interest-earning assets declined by 9 basis points, while the cost of
        funds declined by 5 basis points.
    --  Average interest-earning assets totaled $19.7 billion and grew by $1.2
        billion, or 6.2 percent.
    --  Average loans grew by $1.1 billion, or 8.9 percent.

Provision for loan losses


    --  The Company recorded a provision for loan losses of $9.25 million
        compared to $9.0 million in the prior quarter and $8.5 million a year
        earlier.
    --  Net charge-offs were $8.0 million, flat to the first quarter, and $12.9
        million in the year-ago period. The ratio of net charge-offs to average
        loans on an annualized basis was 0.24 percent compared to 0.25 percent
        in the first quarter and 0.43 percent a year ago.
    --  The allowance for loan losses represented 1.17 percent of total loans at
        June 30, 2014 compared to 1.18 percent at March 31, 2014 and 1.33
        percent at June 30, 2013. The allowance for loan losses represented 107
        percent of nonperforming loans at June 30 compared to 106 percent at
        March 31 and 88 percent a year ago.

Non-interest income (compared to prior year)


    --  Total non-interest income was $47.6 million compared to $52.3 million, a
        decrease of $4.7 million. Excluding securities gains and a nominal
        other-than-temporary impairment charge, a $4.3 million year-over-year
        decrease in core non-interest income reflects a decrease of $5.4 million
        in mortgage banking activities and $0.6 million in loan related fees,
        offset by increases of $1.7 million in deposit service fees and $0.3
        million in other income.

Non-interest expense (compared to prior year)


    --  Total non-interest expense of $122.6 million compared to $123.6 million,
        a decrease of $1.0 million. Included in non-interest expense are $0.5
        million of net one-time costs. These costs primarily consisted of branch
        and facility optimization and severance expenses. There were $0.9
        million of net one-time costs in the year-ago quarter.
    --  Foreclosed and repossessed asset expenses were $0.1 million compared to
        $0.3 million, while net gains on foreclosed and repossessed assets were
        $0.6 million compared $0.3 million in the year-ago quarter.

"Once again, Webster demonstrated a disciplined approach to business investment as evidenced by positive operating leverage and a lower efficiency ratio," said Glenn MacInnes, executive vice president and chief financial officer. "In addition, our commitment to managing risk is reflected in continued improvement in our key asset quality metrics."

Income taxes

    --  The Company recorded $23.0 million of income tax expense in the second
        quarter. The effective tax rate was 32.5 percent compared to 31.0
        percent a year ago and reflects primarily the effects of increased
        pre-tax income and decreased benefits from tax-exempt interest income,
        and a $0.2 million net tax expense specific to the quarter.

Investment securities


    --  Total investment securities were $6.5 billion at both June 30 and March
        31, 2014 and $6.4 billion a year ago. The carrying value of the
        available-for-sale portfolio included $33.6 million in net unrealized
        gains compared to $8.8 million at March 31 and $4.4 million a year ago,
        while the carrying value of the held-to-maturity portfolio does not
        reflect $73.7 million in net unrealized gains compared to $30.2 million
        at March 31 and $44.3 million a year ago.

Loans


    --  Total loans were $13.3 billion at June 30, 2014 compared to $13.0
        billion at March 31, 2014 and $12.2 billion at June 30, 2013. In the
        quarter, commercial, commercial real estate, residential mortgage, and
        consumer loans increased by $98.6 million, $148.3 million, $9.6 million,
        and $24.2 million, respectively.
    --  Compared to a year ago, commercial, commercial real estate, and
        residential mortgage loans increased by $560.2 million, $425.1 million,
        and $52.3 million, respectively. Consumer loans decreased by $8.4
        million.
    --  Loan originations for portfolio in the second quarter were $1,069
        million compared to $879 million in the first quarter and $1,204 million
        a year ago. In addition, $73 million of residential loans were
        originated for sale in the quarter compared to $59 million in the prior
        quarter and $206 million a year ago.

Asset quality

    --  Past due loans were $46.9 million at June 30, 2014 compared to $48.0
        million at March 31, 2014 and $49.8 million a year ago. Compared to
        March 31, past due commercial non-mortgage, residential mortgage,
        commercial real estate, and equipment finance loans decreased $2.9
        million, $1.1 million, $1.1 million, and $0.4 million respectively,
        while past due consumer loans increased $4.2 million. Loans past due 90
        days and still accruing increased $0.3 million. Compared to a year ago,
        all loan categories contributed to the decrease except for consumer and
        residential mortgage loans, which increased $3.2 million and $1.8
        million, respectively.
    --  Past due loans represented 0.35 percent of total loans at quarter end,
        0.37 percent at March 31, and 0.41 percent a year ago. Past due loans
        for the continuing portfolio were $44.8 million at quarter end compared
        to $45.7 million at March 31 and $47.9 million a year ago. Past due
        loans for the liquidating portfolio were $2.1 million at June 30
        compared to $2.3 million at March 31 and $1.9 million a year ago.
    --  Total nonperforming loans decreased to $144.5 million, or 1.09 percent
        of total loans, at quarter end compared to $145.1 million, or 1.12
        percent, at March 31, and $186.7 million, or 1.52 percent, a year ago.
        Total paying nonperforming loans at June 30 were $37.6 million compared
        to $35.7 million at March 31 and $61.9 million a year ago.

Deposits and borrowings


    --  Total deposits were $15.2 billion at June 30, 2014 compared to $15.0
        billion at March 31, 2014 and $14.8 billion a year ago. Compared to
        March 31, increases of $221.4 million in demand deposits, $150.7 million
        in interest-bearing checking, $52.9 million in savings, and $52.4
        million in brokered certificates of deposit were offset by declines of
        $289.0 million in money market deposits, and $25.5 million in
        certificates of deposit. Compared to a year ago, increases of $440.1
        million in interest-bearing checking, $293.7 million in demand deposits,
        $128.7 million in brokered certificates of deposit, and $90.4 million in
        savings were offset by declines of $423.4 million in money market
        deposits and $162.2 million in certificates of deposit.
    --  Core to total deposits were consistent with March 31 at 84.8 percent
        compared to 84.2 percent a year ago. Loans to deposits were 87.3 percent
        compared to 86.4 percent at March 31 and 82.6 percent a year ago.
    --  Total borrowings were $3.8 billion at quarter end compared to $3.7
        billion at March 31 and $3.1 billion a year ago.

Capital (compared to prior year)


    --  The return on average tangible common shareholders' equity and the
        return on average common shareholders' equity were 11.52 percent and
        8.54 percent, respectively, at quarter end compared to 12.26 percent and
        8.78 percent, respectively.
    --  The tangible equity and tangible common equity ratios were 8.34 percent
        and 7.62 percent, respectively, at quarter end compared to 8.03 percent
        and 7.27 percent, respectively. The Tier 1 common equity to
        risk-weighted assets ratio was 11.37 percent at quarter end compared to
        11.24 percent.
    --  Book value and tangible book value per common share were $23.63 and
        $17.72, respectively, at quarter end compared to $21.88 and $15.93,
        respectively.

Webster Financial Corporation is the holding company for Webster Bank, National Association. With $22 billion in assets, Webster provides business and consumer banking, mortgage, financial planning, trust and investment services through 166 banking centers, 311 ATMs, telephone banking, mobile banking, and the Internet. Webster Bank owns the asset-based lending firm Webster Business Credit Corporation; the equipment finance firm Webster Capital Finance Corporation; and HSA Bank, a division of Webster Bank, which provides health savings account trustee and administrative services. Webster Bank is a member of the FDIC and an equal housing lender. For more information about Webster, including past press releases and the latest annual report, visit the Webster website at www.websterbank.com.

Conference Call

A conference call covering Webster's 2014 second quarter earnings announcement will be held today, Thursday, July 17, 2014 at 9:00 a.m. (Eastern) and may be heard through Webster's Investor Relations website at www.wbst.com, or in listen-only mode by calling 1-877-407-8289 or 201-689-8341 internationally. The call will be archived on the website and available for future retrieval.

Forward-Looking Statements

This release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 (the "Act"). Forward-looking statements can be identified by words such as "believes," "anticipates," "expects," "intends," "targeted," "continue," "remain," "will," "should," "may," "plans," "estimates," and similar references to future periods; however, such words are not the exclusive means of identifying such statements. Examples of forward-looking statements include, but are not limited to: (i) projections of revenues, expenses, income or loss, earnings or loss per share, and other financial items; (ii) statements of plans, objectives, and expectations of Webster or its management or Board of Directors; (iii) statements of future economic performance; and (iv) statements of assumptions underlying such statements. Forward-looking statements are based on Webster's current expectations and assumptions regarding its business, the economy, and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks, and changes in circumstances that are difficult to predict. Webster's actual results may differ materially from those contemplated by the forward-looking statements, which are neither statements of historical fact nor guarantees or assurances of future performance. Factors that could cause actual results to differ from those discussed in the forward-looking statements include, but are not limited to: (1) local, regional, national, and international economic conditions and the impact they may have on us and our customers and our assessment of that impact; (2) volatility and disruption in national and international financial markets; (3) government intervention in the U.S. financial system; (4) changes in the level of nonperforming assets and charge-offs; (5) changes in estimates of future reserve requirements based upon the periodic review thereof under relevant regulatory and accounting requirements; (6) adverse conditions in the securities markets that lead to impairment in the value of securities in our investment portfolio; (7) inflation, interest rate, securities market, and monetary fluctuations; (8) the timely development and acceptance of new products and services and perceived overall value of these products and services by customers; (9) changes in consumer spending, borrowings, and savings habits; (10) technological changes; (11) the ability to increase market share and control expenses; (12) changes in the competitive environment among banks, financial holding companies, and other financial service providers; (13) the effect of changes in laws and regulations (including laws and regulations concerning taxes, banking, securities, and insurance) with which we and our subsidiaries must comply, including those under the Dodd-Frank Wall Street Reform and Consumer Protection Act and the Basel III update to the Basel Accords that is under development; (14) the effect of changes in accounting policies and practices, as may be adopted by the regulatory agencies, as well as the Public Company Accounting Oversight Board, the Financial Accounting Standards Board, and other accounting standard setters; (15) the costs and effects of legal and regulatory developments including the resolution of legal proceedings or regulatory or other governmental inquiries and the results of regulatory examinations or reviews; and (16) our success at managing the risks involved in the foregoing items and (17) the other factors that are described in the Company's Annual Report on Form 10-K and Quarterly Reports on Form 10-Q under the heading "Risk Factors." Any forward-looking statement made by the Company in this release speaks only as of the date on which it is made. Factors or events that could cause the Company's actual results to differ may emerge from time to time, and it is not possible for the Company to predict all of them. The Company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.

Non-GAAP Financial Measures

In addition to results presented in accordance with GAAP, this press release contains certain non-GAAP financial measures. A reconciliation of net income and other performance ratios, as adjusted, is included in the accompanying selected financial highlights table.

We believe that providing certain non-GAAP financial measures provides investors with information useful in understanding our financial performance, our performance trends and financial position. Specifically, we provide measures based on what we believe are our operating earnings on a consistent basis and exclude non-core operating items which affect the GAAP reporting of results of operations. We utilize these measures for internal planning and forecasting purposes. We, as well as securities analysts, investors, and other interested parties, also use these measures to compare peer company operating performance. We believe that our presentation and discussion, together with the accompanying reconciliations, provides a complete understanding of factors and trends affecting our business and allows investors to view performance in a manner similar to management. These non-GAAP measures should not be considered a substitute for GAAP basis measures and results, and we strongly encourage investors to review our consolidated financial statements in their entirety and not to rely on any single financial measure. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies' non-GAAP financial measures having the same or similar names.



    Media Contact              Investor Contact

    Bob Guenther, 203-578-2391 Terry Mangan, 203-578-2318

    rguenther@websterbank.com  tmangan@websterbank.com



    WEBSTER FINANCIAL CORPORATION
    Selected Financial Highlights (unaudited)
    ----------------------------------------

                                                                                                             At or for the Three Months Ended
                                                                                                             --------------------------------

    (In thousands, except
     per share data)                                                 June 30,                                                  March 31,                 December 31,            September 30,            June 30,
                                                                                          2014                                                      2014                    2013                     2013                2013
    ---                                                                                   ----                                                      ----                    ----                     ----                ----


    Income and performance ratios (annualized):
    ------------------------------------

    Net income
     attributable to
     Webster Financial
     Corp.                                                                             $47,856                                                   $50,423                 $43,754                  $47,305             $46,373

    Net income available
     to common
     shareholders                                                                       45,217                                                    47,784                  41,115                   44,666              43,734

    Net income per
     diluted common share                                                                 0.50                                                      0.53                    0.45                     0.49                0.48

    Return on average
     assets                                                                             0.90 %                                                   0.96 %                 0.85 %                  0.93 %             0.92 %

    Return on average
     tangible common
     shareholders' equity                                                                11.52                                                     12.51                   11.14                    12.43               12.26

    Return on average
     common shareholders'
     equity                                                                               8.54                                                      9.16                    8.06                     8.93                8.78

    Non-interest income
     as a percentage of
     total revenue                                                                       23.48                                                     24.29                   22.34                    23.57               26.22

    Efficiency ratio                                                                     59.26                                                     60.34                   59.30                    60.07               59.98


    Asset quality:
    --------------

    Allowance for loan
     losses                                                                           $154,868                                                  $153,600                $152,573                 $157,545            $163,442

    Nonperforming assets                                                               151,207                                                   152,900                 171,607                  185,566             190,539

    Allowance for loan
     losses /total loans                                                                1.17 %                                                   1.18 %                 1.20 %                  1.26 %             1.33 %

    Net charge-offs /
     average loans
     (annualized)                                                                         0.24                                                      0.25                    0.45                     0.47                0.43

    Nonperforming loans /
     total loans                                                                          1.09                                                      1.12                    1.28                     1.42                1.52

    Nonperforming assets
     /total loans plus
     OREO                                                                                 1.14                                                      1.18                    1.35                     1.49                1.56

    Allowance for loan
     losses /
     nonperforming loans                                                                107.19                                                    105.84                   93.65                    88.73               87.55


    Other ratios (annualized):
    --------------------------

    Tangible equity ratio                                                               8.34 %                                                   8.26 %                 8.24 %                  8.13 %             8.03 %

    Tangible common
     equity ratio                                                                         7.62                                                      7.53                    7.49                     7.37                7.27

    Tier 1 risk-based
     capital ratio(a)                                                                    12.94                                                     13.07                   13.07                    13.05               12.93

    Total risk-based
     capital(a)                                                                          14.05                                                     14.20                   14.21                    14.25               14.19

    Tier 1 common equity
     /risk-weighted
     assets(a)                                                                           11.37                                                     11.45                   11.43                    11.38               11.24

    Shareholders' equity
     /total assets                                                                       10.61                                                     10.58                   10.59                    10.52               10.47

    Net interest margin                                                                   3.19                                                      3.26                    3.27                     3.23                3.23


    Share and equity related:
    -------------------------

    Common equity                                                                   $2,132,829                                                $2,087,980              $2,057,539               $2,016,010          $1,975,826

    Book value per common
     share                                                                               23.63                                                     23.13                   22.77                    22.34               21.88

    Tangible book value
     per common share                                                                    17.72                                                     17.21                   16.85                    16.40               15.93

    Common stock closing
     price                                                                               31.54                                                     31.06                   31.18                    25.53               25.68

    Dividends declared
     per common share                                                                     0.20                                                      0.15                    0.15                     0.15                0.15


    Common shares issued
     and outstanding                                                                    90,246                                                    90,269                  90,367                   90,245              90,289

    Basic shares
     (weighted average)                                                                 89,776                                                    89,880                  89,887                   89,759              89,645

    Diluted shares
     (weighted average)                                                                 90,528                                                    90,658                  90,602                   90,423              90,087



    (a) The ratios presented are projected for June 30, 2014 and actual for the remaining periods presented.



    WEBSTER FINANCIAL CORPORATION
    Consolidated Balance Sheets (unaudited)
    --------------------------------------

    (In thousands)                          June 30,             March 31,             June 30,
                                                            2014                  2014                 2013
    ---                                                     ----                  ----                 ----

    Assets:

    Cash and due from banks                             $287,917              $251,886             $179,068

    Interest-bearing deposits                             18,620                29,893               32,601

    Investment securities:

    Available for sale, at fair
     value                                             2,980,031             3,008,856            3,257,360

    Held to maturity                                   3,478,803             3,448,195            3,129,864
                                                       ---------             ---------            ---------

    Total securities                                   6,458,834             6,457,051            6,387,224

    Loans held for sale                                   31,671                14,631               81,161

    Loans:

    Commercial                                         4,068,089             3,969,508            3,507,927

    Commercial real estate                             3,291,892             3,143,612            2,866,814

    Residential mortgages                              3,366,092             3,356,539            3,313,833

    Consumer                                           2,549,307             2,525,083            2,557,719
                                                       ---------             ---------            ---------

    Total loans                                       13,275,380            12,994,742           12,246,293

    Allowance for loan losses                          (154,868)            (153,600)           (163,442)
                                                        --------              --------             --------

    Loans, net                                        13,120,512            12,841,142           12,082,851

    Federal Home Loan Bank and
     Federal Reserve Bank stock                          168,595               166,133              158,878

    Premises and equipment, net                          119,840               121,473              122,704

    Goodwill and other
     intangible assets, net                              533,402               534,070              537,673

    Cash surrender value of life
     insurance policies                                  436,445               433,793              423,598

    Deferred tax asset, net                               57,671                55,316               73,166

    Accrued interest receivable
     and other assets                                    290,830               270,357              250,314

    Total Assets                                     $21,524,337           $21,175,745          $20,329,238
                                                     -----------           -----------          -----------


    Liabilities and Equity:

    Deposits:

    Demand                                            $3,249,996            $3,028,625           $2,956,320

    Interest-bearing checking                          3,828,638             3,677,917            3,388,505

    Money market                                       1,844,014             2,133,036            2,267,463

    Savings                                            3,973,109             3,920,171            3,882,691

    Certificates of deposit                            2,029,008             2,054,541            2,191,188

    Brokered certificates of
     deposit                                             278,080               225,699              149,408
                                                         -------               -------              -------

    Total deposits                                    15,202,845            15,039,989           14,835,575

    Securities sold under
     agreements to repurchase
     and other borrowings                              1,401,259             1,147,882            1,213,349

    Federal Home Loan Bank
     advances                                          2,217,324             2,203,606            1,627,517

    Long-term debt                                       226,178               376,412              229,928

    Accrued expenses and other
     liabilities                                         192,253               168,227              295,394
                                                         -------               -------              -------

    Total liabilities                                 19,239,859            18,936,116           18,201,763
                                                      ----------            ----------           ----------


    Preferred stock                                      151,649               151,649              151,649

    Common shareholders' equity                        2,132,829             2,087,980            1,975,826
                                                       ---------             ---------            ---------

    Webster Financial
     Corporation shareholders'
     equity                                            2,284,478             2,239,629            2,127,475
                                                       ---------             ---------            ---------

    Total Liabilities and Equity                     $21,524,337           $21,175,745          $20,329,238
                                                     -----------           -----------          -----------



    WEBSTER FINANCIAL CORPORATION
    Consolidated Statements of Income (unaudited)
    --------------------------------------------

                                               Three Months Ended June 30,          Six Months Ended June 30,
                                               ---------------------------          -------------------------

    (In thousands, except
     per share data)                                       2014                2013                 2014            2013
    ---------------------                                  ----                ----                 ----            ----

    Interest income:

    Interest and fees on
     loans and leases                                  $125,771            $121,313             $249,781        $242,005

    Interest and dividends
     on securities                                       51,511              48,229              105,103          96,983

    Loans held for sale                                     215                 551                  392           1,188

       Total interest income                            177,497             170,093              355,276         340,176
                                                        -------             -------              -------         -------

        Interest expense:

    Deposits                                             10,851              12,024               21,495          24,874

    Borrowings                                           11,524              11,008               23,358          22,445

       Total interest expense                            22,375              23,032               44,853          47,319
                                                         ------              ------               ------          ------

       Net interest income                              155,122             147,061              310,423         292,857

    Provision for loan
     losses                                               9,250               8,500               18,250          16,000

       Net interest income
        after provision for
        loan losses                                     145,872             138,561              292,173         276,857
                                                        -------             -------              -------         -------

    Non-interest income:

    Deposit service fees                                 26,302              24,622               51,014          48,616

    Loan related fees                                     4,890               5,505                9,372          10,090

    Wealth and investment
     services                                             8,829               8,920               17,667          16,686

    Mortgage banking
     activities                                             513               5,888                1,288          12,919

    Increase in cash
     surrender value of life
     insurance policies                                   3,296               3,448                6,554           6,832

    Net gain on investment
     securities                                               -                333                4,336             439

    Other income                                          3,839               3,535                7,354           4,947

                                                         47,669              52,251               97,585         100,529

    Loss on write-down of
     investment securities
     to fair value                                         (73)                  -               (161)              -

       Total non-interest
        income                                           47,596              52,251               97,424         100,529
                                                         ------              ------               ------         -------

    Non-interest expense:

    Compensation and
     benefits                                            65,711              65,768              132,082         131,818

    Occupancy                                            11,491              11,837               24,250          24,716

    Technology and equipment
     expense                                             15,737              15,495               30,747          30,848

    Marketing                                             4,249               3,817                7,429           8,628

    Professional and outside
     services                                             1,269               1,527                3,971           3,677

    Intangible assets
     amortization                                           669               1,242                1,837           2,484

    Foreclosed and
     repossessed asset
     expenses                                               134                 331                  592             506

    Foreclosed and
     repossessed asset gains                              (574)              (250)               (834)          (534)

    Loan workout expenses                                   801               1,576                1,853           3,550

    Deposit insurance                                     5,565               5,524               10,876          10,698

    Other expenses                                       17,008              15,800               33,662          30,175
                                                         ------              ------               ------          ------

                                                        122,060             122,667              246,465         246,566

    Debt prepayment
     penalties                                                -                  -                   -             43

    Severance, contract, and
     other                                                  267                 919                  289           2,413

    Branch and facility
     optimization                                           258                  18                  448             117
                                                                               ---

       Total non-interest
        expense                                         122,585             123,604              247,202         249,139
                                                        -------             -------              -------         -------

    Income before income
     taxes                                               70,883              67,208              142,395         128,247

    Income tax expense                                   23,027              20,835               44,116          39,757
                                                         ------              ------               ------          ------

       Net income attributable
        to Webster Financial
        Corp.                                            47,856              46,373               98,279          88,490

    Preferred stock
     dividends                                          (2,639)            (2,639)             (5,278)        (5,525)

       Net income available to
        common shareholders                             $45,217             $43,734              $93,001         $82,965
                                                        -------             -------              -------         -------


       Diluted shares (average)                          90,528              90,087               90,584          89,953


    Net income per common
     share available to
     common shareholders:

       Basic                                              $0.50               $0.49                $1.03           $0.94

       Diluted                                             0.50                0.48                 1.02            0.92


    WEBSTER FINANCIAL CORPORATION
    Five Quarter Consolidated Statements of Income (unaudited)
    ---------------------------------------------------------

                                                                                 Three Months Ended
                                                                                 ------------------

    (In thousands, except per share data)                         June 30,                          March 31,          December 31,           September 30,            June 30,
                                                                               2014                               2014                   2013                     2013                 2013
    ---                                                                        ----                               ----                   ----                     ----                 ----

    Interest income:

    Interest and fees on loans and leases                                  $125,771                           $124,010               $124,110                 $123,257             $121,313

    Interest and dividends on securities                                     51,511                             53,592                 51,294                   47,923               48,229

    Loans held for sale                                                         215                                177                    307                      573                  551

       Total interest income                                                177,497                            177,779                175,711                  171,753              170,093
                                                                            -------                            -------                -------                  -------              -------

    Interest expense:

    Deposits                                                                 10,851                             10,644                 10,800                   10,908               12,024

    Borrowings                                                               11,524                             11,834                 11,027                   10,858               11,008

       Total interest expense                                                22,375                             22,478                 21,827                   21,766               23,032
                                                                             ------                             ------                 ------                   ------               ------

       Net interest income                                                  155,122                            155,301                153,884                  149,987              147,061

    Provision for loan losses                                                 9,250                              9,000                  9,000                    8,500                8,500

       Net interest income after provision for loan losses                  145,872                            146,301                144,884                  141,487              138,561
                                                                            -------                            -------                -------                  -------              -------

    Non-interest income:

    Deposit service fees                                                     26,302                             24,712                 25,182                   25,170               24,622

    Loan related fees                                                         4,890                              4,482                  5,930                    5,840                5,505

    Wealth and investment services                                            8,829                              8,838                  9,990                    8,095                8,920

    Mortgage banking activities                                                 513                                775                  2,775                      665                5,888

    Increase in cash surrender value of life insurance policies               3,296                              3,258                  3,422                    3,516                3,448

    Net gain on investment securities                                             -                             4,336                      4                      269                  333

    Other income                                                              3,839                              3,515                  4,238                    2,702                3,535

                                                                             47,669                             49,916                 51,541                   46,257               52,251

    Loss on write-down of investment securities to fair value                  (73)                              (88)               (7,277)                       -                   -
                                                                                ---

       Total non-interest income                                             47,596                             49,828                 44,264                   46,257               52,251
                                                                             ------                             ------                 ------                   ------               ------

    Non-interest expense:

    Compensation and benefits                                                65,711                             66,371                 68,155                   64,862               65,768

    Occupancy                                                                11,491                             12,759                 12,084                   11,994               11,837

    Technology and equipment expense                                         15,737                             15,010                 14,583                   14,895               15,495

    Marketing                                                                 4,249                              3,180                  3,225                    3,649                3,817

    Professional and outside services                                         1,269                              2,702                  3,601                    2,254                1,527

    Intangible assets amortization                                              669                              1,168                  1,193                    1,242                1,242

    Foreclosed and repossessed asset expenses                                   134                                458                    400                      432                  331

    Foreclosed and repossessed asset gains                                    (574)                             (260)                 (229)                   (532)               (250)

    Loan workout expenses                                                       801                              1,052                  1,370                    1,296                1,576

    Deposit insurance                                                         5,565                              5,311                  5,116                    5,300                5,524

    Other expenses                                                           17,008                             16,654                 15,547                   15,407               15,800
                                                                             ------                             ------                 ------                   ------               ------

                                                                            122,060                            124,405                125,045                  120,799              122,667

    Severance, contract, and other                                              267                                 22                    389                    1,482                  919

    Branch and facility optimization                                            258                                190                  1,205                        -                  18
                                                                                ---                                                                                                  ---

       Total non-interest expense                                           122,585                            124,617                126,639                  122,281              123,604
                                                                            -------                            -------                -------                  -------              -------

    Income before income taxes                                               70,883                             71,512                 62,509                   65,463               67,208

    Income tax expense                                                       23,027                             21,089                 18,755                   18,158               20,835
                                                                             ------

       Net income attributable to Webster Financial Corp.                    47,856                             50,423                 43,754                   47,305               46,373

    Preferred stock dividends                                               (2,639)                           (2,639)               (2,639)                 (2,639)             (2,639)

       Net income available to common shareholders                          $45,217                            $47,784                $41,115                  $44,666              $43,734
                                                                            -------                            -------                -------                  -------              -------


    Diluted shares (average)                                                 90,528                             90,658                 90,602                   90,423               90,087


    Net income per common share available to common shareholders:

       Basic                                                                  $0.50                              $0.53                  $0.46                    $0.50                $0.49

       Diluted                                                                 0.50                               0.53                   0.45                     0.49                 0.48


    WEBSTER FINANCIAL CORPORATION
    Consolidated Average Balances, Yields, and Rates Paid (unaudited)
    ----------------------------------------------------------------

                                                                                                                                                                  Three Months Ended June 30,
                                                                                                                                                                  ---------------------------

                                                                                                                                                                                                              2014                                                               2013
                                                                                                                                                                                                              ----                                                               ----

    (Dollars in thousands)                                                                                                                    Average                                         Interest               Fully tax-            Average               Interest                 Fully tax-
                                                                                                                                              balance                                                                equivalent            balance                                        equivalent
                                                                                                                                                                                                                   yield/rate                                                           yield/rate
    ---                                                                                                                                                                                                                                                                                   ----------

    Assets:

       Interest-earning assets:

       Loans                                                                                                                                          $13,129,865                                         $126,292                  3.83 %          $12,061,551               $121,720                    4.02 %

       Investment securities(a)                                                                                                                         6,411,407                                           52,604                    3.29             6,257,923                 50,277                      3.24

       Federal Home Loan and Federal Reserve Bank stock                                                                                                   166,350                                            1,158                    2.79               158,878                    865                      2.18

       Interest-bearing deposits                                                                                                                           16,792                                               11                    0.27                41,499                     17                      0.16

       Loans held for sale                                                                                                                                 20,099                                              215                    4.27                70,922                    551                      3.10
                                                                                                                                                           ------                                              ---                    ----                ------                    ---                      ----

        Total interest-earning assets                                                                                                                  19,744,513                                         $180,280                  3.64 %           18,590,773               $173,430                    3.73 %


       Non-interest-earning assets                                                                                                                      1,506,934                                                                                    1,483,394

        Total assets                                                                                                                                  $21,251,447                                                                                  $20,074,167
                                                                                                                                                      -----------                                                                                  -----------


    Liabilities and Shareholders' Equity:

       Interest-bearing liabilities:

         Deposits:

        Demand                                                                                                                                         $3,099,114                                  $             -                     -%          $2,879,745        $             -                       -%

        Savings, interest checking, and money market                                                                                                    9,752,872                                            4,413                    0.18             9,413,301                  4,506                      0.19

        Certificates of deposit                                                                                                                         2,280,571                                            6,438                    1.13             2,397,519                  7,518                      1.26

      Total deposits                                                                                                                                   15,132,557                                           10,851                    0.29            14,690,565                 12,024                      0.33
                                                                                                                                                       ----------                                           ------                    ----            ----------                 ------                      ----


    Securities sold under agreements to repurchase and other borrowings                                                                                 1,412,820                                            5,082                    1.42             1,203,442                  5,184                      1.70

    Federal Home Loan Bank advances                                                                                                                     2,035,813                                            4,002                    0.78             1,623,489                  4,007                      0.98

    Long-term debt                                                                                                                                        249,276                                            2,440                    3.91               230,305                  1,817                      3.16

      Total borrowings                                                                                                                                  3,697,909                                           11,524                    1.24             3,057,236                 11,008                      1.43
                                                                                                                                                        ---------                                           ------                    ----             ---------                 ------                      ----

      Total interest-bearing liabilities                                                                                                               18,830,466                                          $22,375                  0.47 %           17,747,801                $23,032                    0.52 %


    Non-interest-bearing liabilities                                                                                                                      150,316                                                                                      183,117

      Total liabilities                                                                                                                                18,980,782                                                                                   17,930,918
                                                                                                                                                       ----------                                                                                   ----------


    Preferred stock                                                                                                                                       151,649                                                                                      151,649

    Common shareholders' equity                                                                                                                         2,119,016                                                                                    1,991,600
                                                                                                                                                        ---------                                                                                    ---------

    Webster Financial Corp. shareholders' equity                                                                                                        2,270,665                                                                                    2,143,249

      Total liabilities and equity                                                                                                                    $21,251,447                                                                                  $20,074,167
                                                                                                                                                      -----------                                                                                  -----------

    Tax-equivalent net interest income                                                                                                                                                                  157,905                                                            150,398

    Less: tax-equivalent adjustment                                                                                                                                                                     (2,783)                                                           (3,337)

      Net interest income                                                                                                                                                                              $155,122                                                           $147,061
                                                                                                                                                                                                       --------                                                           --------

      Net interest margin                                                                                                                                                                                                       3.19 %                                                              3.23 %
                                                                                                                                                                                                                                 -----                                                                -----


    (a) For purposes of the yield computation, unrealized gains (losses) on securities available for sale are excluded from the average balance.



    WEBSTER FINANCIAL CORPORATION
    Consolidated Average Balances, Yields, and Rates Paid (unaudited)
    ----------------------------------------------------------------

                                                                                                                                                                     Six Months Ended June 30,
                                                                                                                                                                     -------------------------

                                                                                                                                                                                                               2014                                                               2013
                                                                                                                                                                                                               ----                                                               ----

    (Dollars in thousands)                                                                                                                       Average                                       Interest               Fully tax-            Average               Interest                 Fully tax-
                                                                                                                                                 balance                                                              equivalent            balance                                        equivalent
                                                                                                                                                                                                                    yield/rate                                                           yield/rate
    ---                                                                                                                                                                                                                                                                                    ----------

    Assets:

      Interest-earning assets:

      Loans                                                                                                                                              $12,992,371                                       $250,804                  3.85 %          $12,043,172               $242,781                    4.03 %

      Investment securities(a)                                                                                                                             6,416,165                                        107,529                    3.36             6,226,578                101,292                      3.28

      Federal Home Loan and Federal Reserve Bank stock                                                                                                       162,675                                          2,325                    2.88               157,577                  1,712                      2.19

      Interest-bearing deposits                                                                                                                               16,373                                             22                    0.27                61,744                     63                      0.20

      Loans held for sale                                                                                                                                     19,119                                            392                    4.10                80,077                  1,188                      2.97
                                                                                                                                                              ------                                            ---                    ----                ------                  -----                      ----

       Total interest-earning assets                                                                                                                      19,606,703                                       $361,072                  3.68 %           18,569,148               $347,036                    3.75 %


      Non-interest-earning assets                                                                                                                          1,509,269                                                                                  1,493,738

       Total assets                                                                                                                                      $21,115,972                                                                                $20,062,886
                                                                                                                                                         -----------                                                                                -----------


    Liabilities and Shareholders' Equity:

      Interest-bearing liabilities:

       Deposits:

     Demand                                                                                                                                               $3,098,058                                $             -                     -%          $2,858,018        $             -                       -%

     Savings, interest checking, and money market                                                                                                          9,798,648                                          8,932                    0.18             9,366,063                  9,128                      0.20

     Certificates of deposit                                                                                                                               2,265,510                                         12,563                    1.12             2,448,700                 15,746                      1.30

    Total deposits                                                                                                                                        15,162,216                                         21,495                    0.29            14,672,781                 24,874                      0.34
                                                                                                                                                          ----------                                         ------                    ----            ----------                 ------                      ----


    Securities sold under agreements to repurchase and other borrowings                                                                                    1,382,301                                         10,287                    1.48             1,147,749                 10,239                      1.77

    Federal Home Loan Bank advances                                                                                                                        1,879,609                                          7,849                    0.83             1,685,330                  8,546                      1.01

    Long-term debt                                                                                                                                           278,966                                          5,222                    3.74               238,645                  3,660                      3.07

      Total borrowings                                                                                                                                     3,540,876                                         23,358                    1.31             3,071,724                 22,445                      1.45
                                                                                                                                                           ---------                                         ------                    ----             ---------                 ------                      ----

      Total interest-bearing liabilities                                                                                                                  18,703,092                                        $44,853                  0.48 %           17,744,505                $47,319                    0.53 %


    Non-interest-bearing liabilities                                                                                                                         158,046                                                                                    191,198

      Total liabilities                                                                                                                                   18,861,138                                                                                 17,935,703
                                                                                                                                                          ----------                                                                                 ----------


    Preferred stock                                                                                                                                          151,649                                                                                    151,649

    Common shareholders' equity                                                                                                                            2,103,185                                                                                  1,975,534
                                                                                                                                                           ---------                                                                                  ---------

    Webster Financial Corp. shareholders' equity                                                                                                           2,254,834                                                                                  2,127,183

      Total liabilities and equity                                                                                                                       $21,115,972                                                                                $20,062,886
                                                                                                                                                         -----------                                                                                -----------

    Tax-equivalent net interest income                                                                                                                                                                   316,219                                                            299,717

    Less: tax-equivalent adjustment                                                                                                                                                                      (5,796)                                                           (6,860)

      Net interest income                                                                                                                                                                               $310,423                                                           $292,857
                                                                                                                                                                                                        --------                                                           --------

      Net interest margin                                                                                                                                                                                                        3.22 %                                                              3.23 %
                                                                                                                                                                                                                                  -----                                                                -----


    (a) For purposes of the yield computation, unrealized gains (losses) on securities available for sale are excluded from the average balance.



    WEBSTER FINANCIAL CORPORATION
    Five Quarter Loan Balances (unaudited)
    -------------------------------------

    (Dollars in thousands)                 June 30,             March 31,             December 31,             September 30,              June 30,
                                                           2014                  2014                     2013                       2013                   2013
    ---                                                    ----                  ----                     ----                       ----                   ----

    Loan Balances
     (actuals):

    Continuing Portfolio:

     Commercial non-
      mortgage                                       $2,978,576            $2,926,223               $2,723,566                 $2,573,293             $2,515,288

     Equipment financing                                464,948               457,670                  460,450                    425,827                400,658

     Asset-based lending                                624,565               585,615                  559,285                    612,106                591,981

     Commercial real estate                           3,291,892             3,143,612                3,058,362                  2,983,863              2,866,814

     Residential mortgages                            3,366,091             3,356,538                3,361,424                  3,350,576              3,313,832

     Consumer                                         2,449,730             2,422,377                2,431,786                  2,423,829              2,445,792
                                                      ---------             ---------                ---------                  ---------              ---------

    Total continuing
     portfolio                                       13,175,802            12,892,035               12,594,873                 12,369,494             12,134,365

    Allowance for loan
     losses                                           (143,440)            (141,352)               (137,821)                 (139,734)             (142,402)

    Total continuing
     portfolio, net                                  13,032,362            12,750,683               12,457,052                 12,229,760             11,991,963
                                                     ----------            ----------               ----------                 ----------             ----------

    Liquidating Portfolio:

     National Construction
      Lending Center (NCLC)                                   1                     1                        1                          1                      1

     Consumer                                            99,577               102,706                  104,902                    108,470                111,927
                                                         ------               -------                  -------                    -------                -------

    Total liquidating
     portfolio                                           99,578               102,707                  104,903                    108,471                111,928

    Allowance for loan
     losses                                            (11,428)             (12,248)                (14,752)                  (17,811)              (21,040)
                                                        -------               -------                  -------                    -------                -------

    Total liquidating
     portfolio, net                                      88,150                90,459                   90,151                     90,660                 90,888
                                                         ------                ------                   ------                     ------                 ------

    Total Loan Balances
     (actuals)                                       13,275,380            12,994,742               12,699,776                 12,477,965             12,246,293

    Allowance for loan
     losses                                           (154,868)            (153,600)               (152,573)                 (157,545)             (163,442)

    Loans, net                                      $13,120,512           $12,841,142              $12,547,203                $12,320,420            $12,082,851
                                                    -----------           -----------              -----------                -----------            -----------


    Loan Balances
     (average):

    Continuing Portfolio:

     Commercial non-
      mortgage                                       $2,963,150            $2,853,516               $2,625,654                 $2,517,496             $2,422,156

     Equipment financing                                459,140               456,391                  436,328                    413,975                398,084

     Asset-based lending                                612,170               562,443                  587,039                    599,387                566,623

     Commercial real estate                           3,195,746             3,080,575                3,003,837                  2,885,767              2,811,583

     Residential mortgages                            3,361,276             3,364,746                3,359,186                  3,342,516              3,295,192

     Consumer                                         2,437,452             2,431,900                2,429,354                  2,433,705              2,454,041
                                                      ---------             ---------                ---------                  ---------              ---------

    Total continuing
     portfolio                                       13,028,934            12,749,571               12,441,398                 12,192,846             11,947,679

    Allowance for loan
     losses                                           (143,811)            (143,676)               (141,460)                 (145,849)             (148,037)

    Total continuing
     portfolio, net                                  12,885,123            12,605,895               12,299,938                 12,046,997             11,799,642
                                                     ----------            ----------               ----------                 ----------             ----------

    Liquidating Portfolio:

     NCLC                                                    53                     1                        1                          1                      1

     Consumer                                           100,878               103,777                  106,794                    109,620                113,871
                                                        -------               -------                  -------                    -------                -------

    Total liquidating
     portfolio                                          100,931               103,778                  106,795                    109,621                113,872

    Allowance for loan
     losses                                            (11,428)             (12,248)                (14,752)                  (17,811)              (21,040)

    Total liquidating
     portfolio, net                                      89,503                91,530                   92,043                     91,810                 92,832
                                                         ------                ------                   ------                     ------                 ------

    Total Loan Balances
     (average)                                       13,129,865            12,853,349               12,548,193                 12,302,467             12,061,551

    Allowance for loan
     losses                                           (155,239)            (155,924)               (156,212)                 (163,660)             (169,077)

    Loans, net                                      $12,974,626           $12,697,425              $12,391,981                $12,138,807            $11,892,474
                                                    -----------           -----------              -----------                -----------            -----------


    WEBSTER FINANCIAL CORPORATION
    Five Quarter Nonperforming Assets  (unaudited)
    ---------------------------------------------

    (Dollars in thousands)                                        June 30,                                          March 31,                               December 31,          September 30,          June 30,
                                                                                     2014                             2014(a)                                               2013                   2013              2013
    ---                                                                              ----                              ------                                               ----                   ----              ----

    Nonperforming loans:

    Continuing Portfolio:

    Commercial non-mortgage                                                       $14,152                                            $12,869                              $10,933                $17,471           $17,285

    Equipment financing                                                               863                                              1,325                                1,141                  1,669             1,852

    Asset-based lending                                                                 -                                                 -                                   -                     -                -

    Commercial real estate                                                         19,023                                             20,009                               17,663                 20,215            21,035

    Residential mortgages                                                          68,439                                             66,373                               81,370                 86,099            94,208

    Consumer                                                                       36,526                                             38,670                               45,573                 45,587            44,717

     Nonperforming loans -
      continuing portfolio                                                        139,003                                            139,246                              156,680                171,041           179,097
                                                                                  -------                                            -------                              -------                -------           -------

    Liquidating Portfolio:

    Consumer                                                                        5,475                                              5,875                                6,245                  6,517             7,594

    Total nonperforming loans                                                    $144,478                                           $145,121                             $162,925               $177,558          $186,691
                                                                                 --------                                           --------                             --------               --------          --------


    Other real estate owned and repossessed assets:

    Continuing Portfolio:

    Commercial                                                                     $3,238                                             $3,466                               $3,618                 $3,728              $404

    Repossessed equipment                                                             100                                                123                                  134                    193               505

    Residential                                                                     2,748                                              3,721                                4,648                  3,601             2,485

    Consumer                                                                          643                                                469                                  282                    486               454

      Total continuing portfolio                                                    6,729                                              7,779                                8,682                  8,008             3,848
                                                                                    -----                                              -----                                -----                  -----             -----

    Liquidating Portfolio:

      Total liquidating portfolio                                                       -                                                 -                                   -                     -                -

    Total other real estate
     owned and repossessed
     assets                                                                        $6,729                                             $7,779                               $8,682                 $8,008            $3,848
                                                                                   ------                                             ------                               ------                 ------            ------

    Total nonperforming assets                                                   $151,207                                           $152,900                             $171,607               $185,566          $190,539
                                                                                 --------                                           --------                             --------               --------          --------


    (a) The decreases reflect the reclassification of $17.6 million of residential and consumer loans as accruing in the quarter under regulatory guidance.



    WEBSTER FINANCIAL CORPORATION
    Five Quarter Past Due Loans  (unaudited)
    ---------------------------------------

    (Dollars in thousands)                   June 30,         March 31,         December 31,         September 30,         June 30,
                                                         2014              2014                 2013                  2013             2013
    ---                                                  ----              ----                 ----                  ----             ----

    Past due 30-89 days:

    Continuing Portfolio:

    Commercial non-
     mortgage                                          $5,045            $7,913               $4,100                $2,982          $10,891

    Equipment financing                                   290               698                  362                   455              783

    Asset-based lending                                     -                -                   -                    -               -

    Commercial real estate                              1,610             2,680                4,897                   547            2,722

    Residential mortgages                              17,826            18,966               18,285                20,803           16,056

    Consumer                                           18,956            14,552               18,926                15,966           15,976

     Past due 30-89 days -
      continuing portfolio                             43,727            44,809               46,570                40,753           46,428
                                                       ------            ------               ------                ------           ------

    Liquidating Portfolio:

    Consumer                                            2,105             2,325                1,806                 2,726            1,902

    Total past due 30-89
     days                                              45,832            47,134               48,376                43,479           48,330
                                                       ------            ------               ------                ------           ------

    Loans past due 90 days
     or more and accruing                               1,111               850                4,501                 4,811            1,498
                                                        -----               ---                -----                 -----            -----

    Total past due loans                              $46,943           $47,984              $52,877               $48,290          $49,828
                                                      -------           -------              -------               -------          -------



    WEBSTER FINANCIAL CORPORATION
    Five Quarter Changes in the Allowance for Loan Losses  (unaudited)
    -----------------------------------------------------------------

                                                                        For the Three Months Ended
                                                                        --------------------------

    (Dollars in thousands)                                   June 30,                              March 31,          December 31,          September 30,          June 30,
                                                                           2014                                  2014                  2013                   2013              2013
    ---                                                                    ----                                  ----                  ----                   ----              ----

    Beginning balance                                                  $153,600                              $152,573              $157,545               $163,442          $167,840

      Provision                                                           9,250                                 9,000                 9,000                  8,500             8,500

    Charge-offs continuing portfolio:

    Commercial non-
     mortgage                                                             3,685                                 3,148                 5,383                  3,245             6,156

    Equipment financing                                                      20                                     -                  178                     10                 4

    Asset-based lending                                                       -                                    -                    3                      -                -

    Commercial real estate                                                  447                                 2,405                 5,086                  4,069             2,510

    Residential mortgages                                                 1,840                                 1,158                 2,744                  3,800             2,112

    Consumer                                                              4,075                                 4,517                 4,402                  4,525             5,374

    Charge-offs
     continuing portfolio                                                10,067                                11,228                17,796                 15,649            16,156
                                                                         ------                                ------                ------                 ------            ------

    Charge-offs liquidating portfolio:

    NCLC                                                                      -                                    -                    -                     -                -

    Consumer                                                              1,211                                   369                 1,070                  1,302             1,957

    Charge-offs
     liquidating portfolio                                                1,211                                   369                 1,070                  1,302             1,957

    Total charge-offs                                                    11,278                                11,597                18,866                 16,951            18,113
                                                                         ------                                ------                ------                 ------            ------

    Recoveries continuing portfolio:

    Commercial non-
     mortgage                                                             1,121                                   950                 2,029                    424               998

    Equipment financing                                                     397                                   799                   630                    683               904

    Asset-based lending                                                       -                                   23                    11                      2                60

    Commercial real estate                                                   69                                   479                   750                    105               552

    Residential mortgages                                                   495                                   108                   445                    141               435

    Consumer                                                                923                                   865                   769                  1,002             1,571

    Recoveries continuing
     portfolio                                                            3,005                                 3,224                 4,634                  2,357             4,520
                                                                          -----                                 -----                 -----                  -----             -----

    Recoveries liquidating portfolio:

    NCLC                                                                     12                                   152                   115                     11                 5

    Consumer                                                                279                                   248                   145                    186               690

    Recoveries liquidating
     portfolio                                                              291                                   400                   260                    197               695

    Total recoveries                                                      3,296                                 3,624                 4,894                  2,554             5,215
                                                                          -----                                 -----                 -----                  -----             -----

    Total net charge-offs                                                 7,982                                 7,973                13,972                 14,397            12,898

    Ending balance                                                     $154,868                              $153,600              $152,573               $157,545          $163,442
                                                                       --------                              --------              --------               --------          --------



    WEBSTER FINANCIAL CORPORATION
    Reconciliations to GAAP Financial Measures
    ------------------------------------------


    The Company evaluates its business based on the following ratios that utilize tangible equity, a non-GAAP financial measure. Return on average tangible common shareholders' equity measures the Company's net income available to common shareholders, adjusted for the tax-affected amortization of intangible assets, as a percentage of average common shareholders' equity less goodwill and intangible assets (excluding
     mortgage servicing rights). The tangible equity ratio represents total ending shareholders' equity less goodwill and intangible assets (excluding mortgage servicing rights) divided by total assets less goodwill and intangible assets (excluding mortgage servicing rights). The tangible common equity ratio represents ending common shareholders' equity less goodwill and intangible assets (excluding mortgage servicing
     rights) divided by total assets less goodwill and intangible assets (excluding mortgage servicing rights). Tangible book value per common share represents ending common shareholders' equity less goodwill and intangible assets (excluding mortgage servicing rights) divided by ending common shares outstanding.


    The efficiency ratio, which measures the costs expended to generate a dollar of revenue, is calculated excluding foreclosed property expense, amortization of intangibles, gain or loss on securities, and other non-recurring items. Accordingly, this is also a non-GAAP financial measure.


    See the tables below for reconciliations of these non-GAAP financial measures with financial measures defined by GAAP for the three months ended June 30, 2014, March 31, 2014, December 31, 2013, September 30, 2013, and June 30, 2013. The Company believes the use of these non-GAAP financial measures provides additional clarity in assessing the results of the Company. Other companies may define or calculate
     supplemental financial data differently.


                                                                                                                                                                                                                                                   At or for the Three Months Ended
                                                                                                                                                                                                                                                   --------------------------------

    (Dollars in thousands)                                                                                                                                                                                                            June 30,                                              March 31,                                          December 31,                                         September 30,                     June 30,
                                                                                                                                                                                                                                                          2014                                                  2014                                                  2013                                                  2013                        2013
    ---                                                                                                                                                                                                                                                   ----                                                  ----                                                  ----                                                  ----                        ----

    Reconciliation of net income available to common shareholders to net income used for
    computing the  return on average tangible common shareholders' equity ratio
    ---------------------------------------------------------------------------

    Net income available to common shareholders                                                                                                                                                                                                        $45,217                                               $47,784                                               $41,115                                               $44,666                     $43,734

    Amortization of intangibles (tax-affected @ 35%)                                                                                                                                                                                                      435                                                   759                                                   775                                                   807                         807
                                                                                                                                                                                                                                                           ---                                                   ---                                                   ---                                                   ---                         ---

      Quarterly net income adjusted for amortization of intangibles                                                                                                                                                                                     45,652                                                48,543                                                41,890                                                45,473                      44,541

      Annualized net income used in the return on average tangible common shareholders' equity ratio                                                                                                                                                  $182,608                                              $194,172                                              $167,560                                              $181,982                    $178,164
                                                                                                                                                                                                                                                      --------                                              --------                                              --------                                              --------                    --------


    Reconciliation of average common shareholders' equity to average tangible common shareholders' equity
    -----------------------------------------------------------------------------------------------------

    Average common shareholders' equity                                                                                                                                                                                                             $2,119,016                                            $2,087,179                                            $2,040,435                                            $2,000,018                  $1,991,600

    Average goodwill                                                                                                                                                                                                                                 (529,887)                                            (529,887)                                            (529,887)                                            (529,887)                  (529,887)

    Average intangible assets (excluding mortgage servicing rights)                                                                                                                                                                                    (3,762)                                              (4,754)                                              (5,922)                                              (7,151)                    (8,391)
                                                                                                                                                                                                                                                        ------                                                ------                                                ------                                                ------                      ------

      Average tangible common shareholders' equity                                                                                                                                                                                                  $1,585,367                                            $1,552,538                                            $1,504,626                                            $1,462,980                  $1,453,322
                                                                                                                                                                                                                                                    ----------                                            ----------                                            ----------                                            ----------                  ----------


    Reconciliation of period-end shareholders' equity to period-end tangible shareholders' equity
    ---------------------------------------------------------------------------------------------

    Shareholders' equity                                                                                                                                                                                                                            $2,284,478                                            $2,239,629                                            $2,209,188                                            $2,167,659                  $2,127,475

    Goodwill                                                                                                                                                                                                                                         (529,887)                                            (529,887)                                            (529,887)                                            (529,887)                  (529,887)

    Intangible assets (excluding mortgage servicing rights)                                                                                                                                                                                            (3,515)                                              (4,183)                                              (5,351)                                              (6,544)                    (7,786)

      Tangible shareholders' equity                                                                                                                                                                                                                 $1,751,076                                            $1,705,559                                            $1,673,950                                            $1,631,228                  $1,589,802
                                                                                                                                                                                                                                                    ----------                                            ----------                                            ----------                                            ----------                  ----------


    Reconciliation of period-end common shareholders' equity to period-end tangible common shareholders' equity
    -----------------------------------------------------------------------------------------------------------

    Shareholders' equity                                                                                                                                                                                                                            $2,284,478                                            $2,239,629                                            $2,209,188                                            $2,167,659                  $2,127,475

    Preferred stock                                                                                                                                                                                                                                  (151,649)                                            (151,649)                                            (151,649)                                            (151,649)                  (151,649)
                                                                                                                                                                                                                                                      --------                                              --------                                              --------                                              --------                    --------

    Common shareholders' equity                                                                                                                                                                                                                      2,132,829                                             2,087,980                                             2,057,539                                             2,016,010                   1,975,826

    Goodwill                                                                                                                                                                                                                                         (529,887)                                            (529,887)                                            (529,887)                                            (529,887)                  (529,887)

    Intangible assets (excluding mortgage servicing rights)                                                                                                                                                                                            (3,515)                                              (4,183)                                              (5,351)                                              (6,544)                    (7,786)

      Tangible common shareholders' equity                                                                                                                                                                                                          $1,599,427                                            $1,553,910                                            $1,522,301                                            $1,479,579                  $1,438,153
                                                                                                                                                                                                                                                    ----------                                            ----------                                            ----------                                            ----------                  ----------


    Reconciliation of period-end assets to period-end tangible assets
    -----------------------------------------------------------------

    Assets                                                                                                                                                                                                                                         $21,524,337                                           $21,175,745                                           $20,852,999                                           $20,609,554                 $20,329,238

    Goodwill                                                                                                                                                                                                                                         (529,887)                                            (529,887)                                            (529,887)                                            (529,887)                  (529,887)

    Intangible assets (excluding mortgage servicing rights)                                                                                                                                                                                            (3,515)                                              (4,183)                                              (5,351)                                              (6,544)                    (7,786)

      Tangible assets                                                                                                                                                                                                                              $20,990,935                                           $20,641,675                                           $20,317,761                                           $20,073,123                 $19,791,565
                                                                                                                                                                                                                                                   -----------                                           -----------                                           -----------                                           -----------                 -----------


    Book value per common share
    ---------------------------

    Common shareholders' equity                                                                                                                                                                                                                     $2,132,829                                            $2,087,980                                            $2,057,539                                            $2,016,010                  $1,975,826

    Ending common shares issued and outstanding (in thousands)                                                                                                                                                                                          90,246                                                90,269                                                90,367                                                90,245                      90,289

      Book value per share of common stock                                                                                                                                                                                                              $23.63                                                $23.13                                                $22.77                                                $22.34                      $21.88
                                                                                                                                                                                                                                                        ------                                                ------                                                ------                                                ------                      ------


    Tangible book value per common share
    ------------------------------------

    Tangible common shareholders' equity                                                                                                                                                                                                            $1,599,427                                            $1,553,910                                            $1,522,301                                            $1,479,579                  $1,438,153

    Ending common shares issued and outstanding (in thousands)                                                                                                                                                                                          90,246                                                90,269                                                90,367                                                90,245                      90,289

      Tangible book value per common share                                                                                                                                                                                                              $17.72                                                $17.21                                                $16.85                                                $16.40                      $15.93
                                                                                                                                                                                                                                                        ------                                                ------                                                ------                                                ------                      ------


    Reconciliation of non-interest expense to non-interest expense used in the efficiency ratio
    -------------------------------------------------------------------------------------------

    Non-interest expense                                                                                                                                                                                                                              $122,585                                              $124,617                                              $126,639                                              $122,281                    $123,604

    Foreclosed property expense                                                                                                                                                                                                                          (134)                                                (458)                                                (400)                                                (432)                      (331)

    Intangible assets amortization                                                                                                                                                                                                                       (669)                                              (1,168)                                              (1,193)                                              (1,242)                    (1,242)

    Other expense                                                                                                                                                                                                                                           49                                                    48                                               (1,365)                                                (950)                      (687)

      Non-interest expense used in the efficiency ratio                                                                                                                                                                                               $121,831                                              $123,039                                              $123,681                                              $119,657                    $121,344
                                                                                                                                                                                                                                                      --------                                              --------                                              --------                                              --------                    --------


    Reconciliation of income to income used in the efficiency ratio
    ---------------------------------------------------------------

    Net interest income before provision for loan losses                                                                                                                                                                                              $155,122                                              $155,301                                              $153,884                                              $149,987                    $147,061

    Fully taxable-equivalent adjustment                                                                                                                                                                                                                  2,783                                                 3,013                                                 3,150                                                 3,211                       3,337

    Non-interest income                                                                                                                                                                                                                                 47,596                                                49,828                                                44,264                                                46,257                      52,251

    Net gain on investment securities                                                                                                                                                                                                                        -                                              (4,336)                                                  (4)                                                (269)                      (333)

    Other                                                                                                                                                                                                                                                   73                                                    88                                                 7,277                                                     -                          -

      Income used in the efficiency ratio                                                                                                                                                                                                             $205,574                                              $203,894                                              $208,571                                              $199,186                    $202,316
                                                                                                                                                                                                                                                      --------                                              --------                                              --------                                              --------                    --------

SOURCE Webster Financial Corporation