UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

~~(X)~~x

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the fiscal year ended December 31, ~~2005~~2006

~~( )~~¨

TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number 0-3683

TRUSTMARK CORPORATION

(Exact name of Registrant as specified in its charter)

~~Mississippi~~MISSISSIPPI		64-0471500
~~(State~~(State or other jurisdiction of		~~(IRS Employer~~
incorporation or organization)		(IRS Employer Identification Number)

248 East Capitol Street, Jackson, Mississippi		39201
(Address of principal executive offices)		~~(Zip~~(Zip Code)

Registrant’s telephone number, including area code:		(601) ~~208-5111~~208-6898

Securities registered pursuant to Section 12(g) of the Act:

~~Securities registered pursuant to Section 12(g) of the Act:~~

Common Stock, no par value		NASDAQ Stock Market
~~(Title~~(Title of Class)		~~(Name~~(Name of Exchange on Which Registered)

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes x No o¨

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

Yes ~~Yes~~ o¨ No x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the ~~Registrant~~registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o¨

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of ~~Registrant’s~~registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. o¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

~~Large accelerated filer~~ x~~Accelerated filer~~ o~~Non-accelerated filer~~ o

Large accelerated filer x

Accelerated filer ¨

Non-accelerated filer ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act.) Yes o¨ No x

Based on the closing sales price at June 30, 2006, the last business day of ~~January 31, 2006,~~the registrant’s most recently completed second fiscal quarter, the aggregate market value of the ~~voting~~shares of common stock held by nonaffiliates of the ~~Registrant~~registrant was ~~$1,334,523,898.~~approximately $1.452 billion.

As of January 31, ~~2006,~~2007, there were issued and outstanding ~~55,709,859~~58,556,182 shares of the ~~Registrant’s~~registrant’s Common Stock.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the following documents are incorporated by reference to Parts I, II and III of the Form 10-K report: (1) ~~Registrant’s 2005~~Trustmark’s 2006 Annual Report to Shareholders (Parts I and II), and (2) Proxy Statement for ~~Registrant’s 2006~~Trustmark’s 2007 Annual Meeting of Shareholders to be held May ~~9, 2006~~8, 2007 (Part III).

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~~TRUSTMARK~~TRUSTMARK CORPORATION

FORM 10-K

TABLE OF CONTENTS

PART I			PAGE
Item 1.	Business	3-18
Item ~~1A.~~ 1A	Risk Factors	~~19-20~~	19-22
Item 1B.	Unresolved Staff Comments	20	22
Item 2.	Properties	20	22
Item 3.	Legal Proceedings	21	22
Item 4.	Submission of Matters to a Vote of Security Holders	21	22

PART II
Item 5.	Market for the ~~Registrant's~~Registrant’s Common Equity, ~~Reelated~~Related Stockholder Matters and Issuer
	Purchases of Equity Securities	21	23
Item 6.	Selected Financial ~~Date~~Data	22	23
Item 7.	~~Management's~~Management’s Discussion and Analysis of Financial Condition and Results of Operations	22	23
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	22	23
Item 8.	Financial Statements and Supplementary Data	22	23
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	22	24
Item 9A.	Controls and Procedures	~~22-23~~	24
Item 9B.	Other Information	23	24

PART III		��
Item 10.	Directors, ~~and~~ Executive Officers of the Registrant and Corporate Governance	23	24
Item 11.	Executive Compensation	23	25
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related
	~~Shareholder~~ Stockholder Matters	23	25
Item 13.	Certain Relationships and Related Transactions, and Director Independence	24	25
Item 14.	Principal ~~Accountant~~Accounting Fees and Services	24

~~PART IV~~
~~Item 15.~~	~~Exhibits and Financial Statement Schedules~~	24

~~SIGNATURES~~	~~25-26~~	25

~~EXHIBIT INDEX~~PART IV	~~27-28~~
Item 15.	Exhibits, Financial Statement Schedules	25-26

~~2005 ANNUAL REPORT TO SHAREHOLDERS~~SIGNATURES		~~29-87~~	27-28

~~LIST OF SUBSIDIARIES~~EXHIBIT INDEX		88	29-30

~~CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM~~2006 ANNUAL REPORT TO SHAREHOLDERS		89	31-106

LIST OF SUBSIDIARIES		107

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM		108

CERTIFICATION BY CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002		90	109
CERTIFICATION BY CHIEF FINANCIAL OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002		91	110
CERTIFICATION BYOF CHIEF EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SS. 1350		92	111
CERTIFICATION BYOF CHIEF FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SS. 1350		93	112

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Table of Contents

PART I

ITEM 1.

BUSINESS

~~ITEM 1. BUSINESS~~FORWARD-LOOKING STATEMENTS

Certain statements contained in this Form 10-K are not statements of historical fact and constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements relating to anticipated future operating and financial performance measures, including net interest margin, credit quality, business initiatives, growth opportunities and growth rates, among other things and encompass any estimate, prediction, expectation, projection, opinion, anticipation, outlook or statement of belief included therein as well as the management assumptions underlying these forward-looking statements. Should one or more of these risks materialize, or should any such underlying assumptions prove to be significantly different, actual results may vary significantly from those anticipated, estimated, projected or expected.

These risks could cause actual results to differ materially from current expectations of Management and include, but are not limited to, changes in the level of nonperforming assets and charge-offs, local, state and national economic and market conditions, material changes in market interest rates, the costs and effects of litigation and of unexpected or adverse outcomes in such litigation, competition in loan and deposit pricing, as well as the entry of new competitors into our markets through de novo expansion and acquisitions, changes in existing regulations or the adoption of new regulations, natural disasters, acts of war or terrorism, changes in consumer spending, borrowing and saving habits, technological changes, changes in the financial performance or condition of Trustmark’s borrowers, the ability to control expenses, changes in Trustmark’s compensation and benefit plans, greater than expected costs or difficulties related to the integration of new products and lines of business and other risks described in Trustmark’s filings with the Securities and Exchange Commission.

Although Management believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to be correct. Trustmark undertakes no obligation to update or revise any of this information, whether as the result of new information, future events or developments or otherwise.

GENERAL

Trustmark is a multi-bank holding company headquartered in Jackson, Mississippi, incorporated under the Mississippi Business Corporation Act on August 5, 1968. Trustmark commenced doing business in November 1968. Through its subsidiaries, Trustmark operates as a financial services organization providing banking and financial solutions to corporate, institutional and individual customers predominantly within the states of Florida, Mississippi, Tennessee and Texas.

Trustmark National Bank (TNB), Trustmark’s wholly-owned subsidiary, accounts for ~~substantially all~~approximately 98% of the assets and revenues of Trustmark. Chartered by the state of Mississippi in 1889, TNB is also headquartered in Jackson, Mississippi. In addition to banking activities, TNB provides investment and insurance products and services to its customers through its wholly-owned subsidiaries, Trustmark Securities, Inc. (TSI), Trustmark Investment Advisors, Inc. (TIA), The Bottrell Insurance Agency, Inc. (Bottrell), TRMK Risk Management, Inc., and Fisher-Brown, Incorporated (Fisher-Brown). In January 2005, Trustmark established a de novo subsidiary, TRMK Risk Management, Inc. (TRMI). TRMI commenced doing business on January 31, 2005, and engages in insurance agency activities as an agent for individual life, disability and long-term care insurance, and also as agent for the sale of fixed annuities. On January 26, 2006, TSI notified its customers of plans to engage UVEST Financial Services as TNB’s full service brokerage provider. UVEST is a registered broker-dealer and member of the National Association of Securities Dealers, as well as the Securities Investor Protection Corporation. This change was effective March 1, 2006.

Trustmark also engages in banking activities through its wholly-owned subsidiary, Somerville Bank & Trust Company (Somerville), headquartered in Somerville, Tennessee. Somerville presently has five locations in Somerville, Hickory Withe and Rossville, Tennessee. In ~~addition~~order to ~~its banking subsidiaries,~~facilitate a private placement of trust preferred securities, Trustmark formed a wholly-owned Delaware trust affiliate, Trustmark Preferred Capital Trust I. Also, as a result of the acquisition of Republic Bancshares of Texas, Inc. (Republic), Trustmark now owns Republic Bancshares Capital Trust I, also a Delaware trust affiliate. Trustmark also owns all of the stock of F. S. Corporation and First Building Corporation, both inactive nonbank Mississippi corporations. ~~Neither Trustmark nor its subsidiaries have any foreign activities.~~ As of December 31, ~~2005,~~2006, Trustmark and its subsidiaries employed ~~2,582~~2,707 full-time equivalent employees.

Segments

Trustmark’s management reporting structure includes four segments: general banking, wealth management, insurance and administration. General banking is responsible for all traditional banking products and services, including loans and deposits. Wealth management provides customized solutions for affluent customers by integrating financial services with traditional banking products and services such as private banking, money management, full-service brokerage, financial planning, ~~risk management,~~ personal and institutional trust and retirement services, as well as, certain insurance and risk management services. The insurance division provides a full range of retail insurance products, including commercial risk management products, bonding, group benefits and personal lines coverages. Administration includes all other activities that are not directly attributable to one of the major lines of business. Please see the following discussion of Trustmark’s segments for more information on their products and services, as well as their composition by business unit.

Table of Contents

General Banking Division

The General Banking Division is responsible for all traditional banking products and services, including loans and deposits. Management of the General Banking Division is primarily coordinated through the ~~Metro and Community~~Retail Banking Group, Corporate Group, Customer ~~Products and Services~~Support Group and Mortgage Banking.

The ~~Metro and Community~~Retail Banking Group provides a full range of consumer banking services, including checking accounts, savings programs, overdraft facilities, installment and real estate loans, home equity loans and lines of credit, drive-in and night deposit services and safe deposit facilities for Trustmark’s ~~149~~ retail offices in Florida, Mississippi, Tennessee and Texas. Customers may access automated teller machines (ATM) through Trustmark’s network of ~~190~~187 ATMs in ~~178~~185 locations in Florida, Mississippi, Tennessee and Texas, in addition to worldwide access through other ATM networks such as Plus, Pulse and Cirrus.

~~- 3 -~~

The Corporate ~~group~~Group includes Corporate Lending, Corporate and Residential Real Estate and Corporate Services. Through these business units, the Corporate group offers specialized lending for a variety of customers, financing for commercial real estate development projects, residential real estate financing for builders, developers and individuals and cash management products to existing corporate customers and prospects, as well as the development of Internet banking for business clients.

The Customer ~~Products and Services group~~Support Group provides support to the wide variety of lines of business within the bank and to the geographies in which products and services are delivered. Business units within this group include Lending Services, Relationship Management, Marketing, Delivery Services, Knowledge Management, Bank Operations and ~~Knowledge~~Risk Management. Lending Services encompass the management of underwriting for small business and consumer loans, central document loan preparation, government loan administration and underwriting and sales of all credit card and non-card revolving credit products. In addition, the dealer services business unit coordinates the underwriting and funding for indirect automobile loans from a network of dealers throughout the Southeast. Relationship Management implements and maintains ~~sale~~sales and services training. Marketing assists all lines of business within Trustmark through the coordination of product development, development of sales campaigns and assisting market managers by providing research and market analytics to aid in customer calling efforts. Delivery Services manages self-service customer products such as TrustTouchWeb and TrustNetWeb; Trustmark’s Internet banking products for personal and business use. Knowledge Management coordinates associate development by managing Trustmark’s Corporate University, which offers both traditional classroom and on-line courses to deliver knowledge and skills to Trustmark associates. Bank Operations includes backroom support from Proof, Account Processing and ACH Operations as well as offering products and services such as Wire Transfers and Trustmark Express Check. Risk Management provides the administration of Trustmark’s lending policies as well as the oversight of audit, legal and compliance responsibilities for Trustmark as a whole.

The Mortgage Banking ~~group~~Group provides a full complement of mortgage products through Production, Secondary Marketing and Loan Servicing working units. The Production unit is comprised of both a retail and wholesale production network. The retail production network assists individual banking customers through the origination and processing phases of mortgage application, while the wholesale production network handles the funding and insuring of loans originated through correspondent relationships. Underwriting and documentation are also handled in Production. Secondary Marketing is the process of bundling packages of mortgage loans for sale in the secondary market. Also included in this process are hedging and pricing activities which allow Trustmark to more successfully manage the interest rate and market risk associated with this activity. Loan Servicing is a significant line of business for Trustmark involving the retention of servicing rights associated with individual loans. As such, Trustmark remains the processor of payment for customers’ mortgages and retains a fee for the services rendered. Specific duties include Investor/Cash Management, Escrow Processing and Default Management.

Wealth Management Division

Trustmark’s Wealth Management ~~division~~Division has been strategically organized to serve our customers as a financial partner providing reliable guidance and sound, practical advice for accumulating, preserving, and transferring wealth. This division specializes in providing customized solutions for affluent customers by integrating financial services with traditional banking products and services. Wealth ~~management~~Management manages and administers over $8 billion in client assets by providing services such as private banking, money management, full-service brokerage, financial planning, risk management, personal and institutional trust, and retirement plan services.

Table of Contents

Several wholly-owned subsidiaries of Trustmark National Bank are included in ~~wealth management. TSI is a full service brokerage firm registered with the National Association of Securities Dealers.~~Wealth Management. TIA is a registered investment adviser that provides investment management services to individual and institutional accounts as well as The Performance Family of Mutual Funds. TRMI provides insurance solutions for ~~wealth management~~Wealth Management clients. During January 2006, TSI, which had previously served as Trustmark’s full-service brokerage subsidiary, notified its customers of plans to engage UVEST Financial Services as TNB’s full service brokerage provider. UVEST is a registered broker-dealer and member of the National Association of Securities Dealers, as well as the Securities Investor Protection Corporation. This change was effective March 1, 2006, at which time TSI became an inactive subsidiary.

Insurance Division

Trustmark’s Insurance Division ~~now~~ includes two wholly-owned subsidiaries of TNB: Bottrell and Fisher-Brown. Through Bottrell, Trustmark provides a full range of retail insurance products, including commercial risk management products, bonding, group benefits and personal lines ~~coverages. With the acquisition of Chandler-Sampson Insurance Agency during 2002, Bottrell was able expand its customer base in~~coverages as well as school, medical malpractice and mid-market business insurance. In December 2004, Trustmark continued to expand its insurance services, as well as its presence in the Florida ~~panhandle,~~Panhandle, with the acquisition of Fisher-Brown, Northwest Florida’s leading insurance agency headquartered in Pensacola, with offices in Milton, Fort Walton, Destin and Panama City. Fisher-Brown operates as a full-service insurance agency, selling a broad spectrum of insurance to businesses and individuals. Fisher-Brown's approach is one of total risk management, encompassing the areas of property and liability insurance, automotive insurance, worker's compensation, professional liability, group accident and health insurance, life insurance, contract surety bonds and personal insurance.

~~- 4 -~~

Administration Division

Trustmark’s Administration Division includes all other activities that are not directly attributable to one of the major lines of business. The Administration Division consists of internal operations such as Human Resources, Executive Administration, ~~Property Management~~Treasury (Funds Management) and Corporate Finance. Business units include Treasury Administration, Controller’s Division, Corporate Planning, Employee Relations, Employee Benefits, HR Information Systems, Compensation and Payroll. These business units are support-based in nature and are largely responsible for general overhead expenditures that are not allocated to the other segments.

The Administration Division also includes the supervision of Trustmark’s Grand Cayman branch. In August 2006, TNB was granted a Class B banking license from the Cayman Islands Monetary Authority and established a branch in the Cayman Islands through an agent bank. The branch was established as a mechanism to attract dollar denominated foreign deposits (i.e. Eurodollars) as an additional source of funding. At December 31, 2006, Trustmark had no Eurodollar deposits outstanding, however, as much as $40.0 million in Eurodollar deposits were utilized during 2006. Management expects higher amounts of utilization of Eurodollar deposits in 2007.

Additional information on Trustmark’s segments can be found in Note 19, “Segment Information,” included in Trustmark’s ~~2005~~2006 Annual Report to Shareholders and is incorporated herein by reference.

Available Information

Trustmark’s internet address is www.trustmark.com. Trustmark makes available through this address, free of charge, its annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act as soon as reasonably practicable after such material is electronically filed, or furnished to, the Securities and Exchange Commission (SEC).

Business Combinations

On August 25, 2006, Trustmark completed its merger with Houston-based Republic Bancshares of Texas, Inc. in a business combination accounted for by the purchase method of accounting. Trustmark purchased all the outstanding common and preferred shares of Republic for approximately $205.3 million. The purchase price includes approximately 3.3 million in common shares of Trustmark valued at $103.8 million, $100.0 million in cash and $1.5 million in acquisition-related costs. The purchase price allocations are preliminary and are subject to final determination and valuation of the fair value of assets acquired and liabilities assumed. Excess costs over tangible net assets acquired totaled $173.0 million, of which $19.3 million has been allocated to core deposits, $690 thousand to borrower relationships and $153.0 million to goodwill. Trustmark’s financial statements include the results of operations for the Republic business combination from August 25, 2006. The Republic business combination did not ~~complete any business combinations~~have a material impact to Trustmark’s balance sheets or results of operations during ~~2005.~~2006.

~~Forward-Looking Statements~~Table of Contents

Competition

Certain statements contained in this Management’s Discussion and Analysis are not statements of historical fact and constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements relating to anticipated future operating and financial performance measures, including net interest margin, credit quality, business initiatives, growth opportunities and growth rates,There is significant competition among other things and encompass any estimate, prediction, expectation, projection, opinion, anticipation, outlook or statement of belief included therein as well as the management assumptions underlying these forward-looking statements. Should one or more of these risks materialize, or should any such underlying assumptions prove to be significantly different, actual results may vary significantly from those anticipated, estimated, projected or expected.

These risks could cause actual results to differ materially from current expectations of Management and include, but are not limited to, changes in the level of nonperforming assets and charge offs, local, state and national economic and market conditions, material changes in market interest rates, the costs and effects of litigation and of unexpected or adverse outcomes in such litigation, competition in loan and deposit pricing, as well as the entry of new competitors into our markets through de novo expansion and acquisitions, changes in existing regulations or the adoption of new regulations, natural disasters, acts of war or terrorism, changes in consumer spending, borrowings and savings habits, technological changes, changes in the financial performance or condition of Trustmark’s borrowers, the ability to control expenses, changescommercial banks in Trustmark’s compensation and benefit plans, greater than expected costs or difficulties related to the integration of new products and lines of business and other risks described in Trustmark’s filings with the Securities and Exchange Commission.

~~COMPETITION~~

market areas. Changes in regulation, technology and product delivery systems have resulted in an increasingly competitive environment. Trustmark and its subsidiaries compete with other local, regional and national providers of banking, investment and insurance products and services such as other bank holding companies, commercial and state banks, savings and loan associations, consumer finance companies, mortgage companies, insurance agencies, brokerage firms, credit unions and financial service operations of major retailers. Trustmark competes in its markets by offering quality and innovative products and services at competitive prices. ~~Within Trustmark’s market area, none~~None of the competitors within Trustmark's market area are considered dominant.

~~- 5 -~~

SUPERVISION AND REGULATION

The following discussion sets forth certain material elements of the regulatory framework applicable to bank holding companies and their subsidiaries and provides certain specific information relevant to Trustmark. The discussion is qualified in its entirety by reference to the full text of statutes, regulations and policies that are described. Also, such statutes, regulations and policies are continually under the review of Congress and state legislatures as well as federal and state regulatory agencies. A change in statutes, regulations or regulatory policies could have a material impact on the business of Trustmark and its subsidiaries.

General

Trustmark is a registered bank holding company under the Bank Holding Company Act ~~(BHC)~~(the BHC Act) of 1956, as amended. As such, Trustmark and its nonbank subsidiaries are subject to the supervision, examination and reporting requirements of the BHC Act and the regulations of the Federal Reserve Board. In addition, as part of Federal Reserve policy, a bank holding company is expected to act as a source of financial and managerial strength to subsidiary banks and to maintain resources adequate to support each subsidiary bank. The BHC Act requires every bank holding company to obtain the prior approval of the Federal Reserve before: (i) it may acquire direct or indirect ownership or control of any voting shares of any bank if, after such acquisition, the bank holding company will directly or indirectly own or control more than 5.0% of the voting shares of the bank; (ii) it or any of its subsidiaries, other than a bank, may acquire all or substantially all of the assets of any bank; or (iii) it may merge or consolidate with any other bank holding company.

The BHC Act further provides that the Federal Reserve may not approve any transaction that would result in a monopoly or would be in furtherance of any combination or conspiracy to monopolize or attempt to monopolize the business of banking in any section of the United States, or the effect of which may be substantially to lessen competition or to tend to create a monopoly in any section of the country, or that in any other manner would be in restraint of trade, unless the anticompetitive effects of the proposed transaction are clearly outweighed by the public interest in meeting the convenience and needs of the community to be served. The Federal Reserve is also required to consider the financial and managerial resources and future prospects of the bank holding companies and banks concerned and the convenience and needs of the community to be served. Consideration of financial resources generally focuses on capital adequacy, and consideration of convenience and needs issues includes the parties' performance under the Community Reinvestment Act of 1977.

The BHC Act, as amended by the interstate banking provisions of the Riegle-Neal Interstate Banking and Branching Efficiency Act of 1994 repealed the prior statutory restrictions on interstate acquisitions of banks by bank holding companies, such that Trustmark may now acquire a bank located in any other state, regardless of state law to the contrary, subject to certain deposit-percentage, aging requirements, and other restrictions. The Interstate Bank Branching Act also generally provided that, after June 1, 1997, national and state-chartered banks may branch interstate through acquisitions of banks in other states.

In addition, bank holding companies generally may engage, directly or indirectly, only in banking and such other activities as are determined by the Federal Reserve Board to be closely related to banking. Trustmark is also subject to regulation by the State of Mississippi under its general business corporation laws. In addition to the impact of regulation, Trustmark and its subsidiaries may be affected by legislation which can change banking statutes in substantial and unexpected ways, and by the actions of the Federal Reserve Board as it attempts to control the money supply and credit availability in order to influence the economy.

TNB is a national banking association and, as such, is subject to regulation by the Office of the Comptroller of the Currency (OCC), the Federal Deposit Insurance Corporation (FDIC) and the Federal Reserve Board. Almost every area of the operations and financial condition of TNB is subject to extensive regulation and supervision and to various requirements and restrictions under federal and state law including loans, reserves, investments, issuance of securities, establishment of branches, capital adequacy, liquidity, earnings, dividends, management practices and the provision of services. Somerville is a state-chartered commercial bank, subject to regulation primarily by the FDIC and secondarily by the Tennessee Department of Financial Institutions.

Table of Contents

~~TRUSTMARK CORPORATION~~

~~STATISTICAL DISCLOSURES (CONTINUED)~~

~~TABLE 6 - COMPOSITION OF THE LOAN PORTFOLIO~~

~~The table below shows the carrying value of the loan portfolio (including loans held for sale) at the end of each of the last five years ($ in thousands):~~

December 31,

2005

2004

2003

2002

2001

Real estate loans:
    Construction and land development $ 534,009 $ 491,861 $ 397,275 $ 305,222 $ 337,218
    Secured by 1-4 family residential properties 2,229,297 1,953,418 1,778,886 1,532,144 1,388,370
    Secured by nonfarm, nonresidential properties 1,061,669 893,836 850,193 795,763 763,832
    Other real estate loans 166,685 156,140 171,610 107,867 104,793
Loans to finance agricultural production 40,162 29,885 30,815 37,452 33,509
Commercial and industrial 861,167 865,436 787,094 776,510 788,982
Loans to individuals for personal expenditures 880,868 802,334 777,236 828,535 876,582
Obligations of states and political subdivisions 210,310 178,222 173,296 162,644 166,342
Loans for purchasing or carrying securities 5,204 9,799 10,080 4,849 10,691
Other loans 51,004 50,346 56,127 66,380 54,047
        Loans (including loans held for sale) $ 6,040,375 $ 5,431,277 $ 5,032,612 $ 4,617,366 $ 4,524,366

TABLE 7 - LOAN MATURITIES AND SENSITIVITY TO CHANGES IN INTEREST RATES

The table below shows the amounts of loans in certain categories outstanding as of December 31, 2005, which, based on the remaining scheduled repayments of principal, are due in the
periods indicated ($ in thousands):

Maturing

One Year

Within

Through

After

One Year

Five

Five

or Less

Years

Years

Total

Construction and land development $ 414,398 $ 82,650 $ 36,961 $ 534,009
Other loans secured by real estate (excluding
    loans secured by 1-4 family residential
    properties) 483,733 595,325 149,296 1,228,354
Commercial and industrial 521,346 310,914 28,907 861,167
Other loans (excluding loans to individuals) 120,250 58,748 127,682 306,680
        Total $ 1,539,727 $ 1,047,637 $ 342,846 $ 2,930,210
TRUSTMARK CORPORATION

The following table shows all loans in certain categories due after one year classified according to their sensitivity to changes in interest rates ($ in thousands):

Maturing

One Year

Through

After

Five

Five

Years

Years

Total

Above loans due after one year which have:
    Predetermined interest rates $ 970,426 $ 278,557 $ 1,248,983
    Floating interest rates 77,211 64,289 141,500
        Total $ 1,047,637 $ 342,846 $ 1,390,483
STATISTICAL DISCLOSURES (CONTINUED)

TABLE 6 - COMPOSITION OF THE LOAN PORTFOLIO

The table below shows the carrying value of the loan portfolio (including loans held for sale) at the end of each of the last five years ($ in thousands):

		December 31,

		2006		2005		2004		2003		2002
Real estate loans:
Construction and land development		$	896,254	$	715,174	$	661,808	$	552,038	$	438,519
Secured by 1-4 family residential properties			1,938,261		2,048,132		1,783,471		1,624,123		1,398,847
Secured by nonfarm, nonresidential properties			1,326,658		1,061,669		893,836		850,193		795,763
Other real estate loans	��		148,921		166,685		156,140		171,610		107,867
Loans to finance agricultural production			23,938		40,162		29,885		30,815		37,452
Commercial and industrial			1,106,460		861,167		865,436		787,094		776,510
Loans to individuals for personal expenditures			934,261		880,868		802,334		777,236		828,535
Obligations of states and political subdivisions			212,388		210,310		178,222		173,296		162,644
Loans for purchasing or carrying securities			8,110		5,204		9,799		10,080		4,849
Other loans			41,999		51,004		50,346		56,127		66,380
Loans (including loans held for sale)		$	6,637,250	$	6,040,375	$	5,431,277	$	5,032,612	$	4,617,366

TABLE 7 - LOAN MATURITIES AND SENSITIVITY TO CHANGES IN INTEREST RATES

The table below shows the amounts of loans in certain categories outstanding as of December 31, 2006, which, based on the remaining scheduled repayments of principal, are due in the periods indicated ($ in thousands):

	Maturing
	Within One Year or Less		One Year Through Five Years		After Five Years		Total

Construction and land development	$	779,873	$	85,828	$	30,553	$	896,254
Other loans secured by real estate (excluding loans secured by 1-4 family residential properties)		460,677		790,876		224,026		1,475,579
Commercial and industrial		602,472		454,782		49,206		1,106,460
Other loans (excluding loans to individuals)		98,532		54,159		133,744		286,435
Total	$	1,941,554	$	1,385,645	$	437,529	$	3,764,728

The following table shows all loans in certain categories due after one year classified according to their sensitivity to changes in interest rates ($ in thousands):

	Maturing
	One Year Through Five Years		After Five Years		Total
Above loans due after one year which have:
Predetermined interest rates	$	1,308,639	$	355,082	$	1,663,721
Floating interest rates		77,006		82,447		159,453
Total	$	1,385,645	$	437,529	$	1,823,174

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Table of Contents

TRUSTMARK CORPORATION

STATISTICAL DISCLOSURES (CONTINUED)

TABLE 8 - NONPERFORMING ASSETS AND PAST DUE LOANS

The table below shows Trustmark's nonperforming assets and past due loans at the end of each of the last five years ($ in thousands):

December 31,

2005

2004

2003

2002

2001

Nonperforming Assets

Loans accounted for on a nonaccrual basis $ 28,914 $ 21,864 $ 23,921 $ 31,642 $ 36,901
Other real estate (ORE) 4,107 5,615 5,929 6,298 5,110
Total nonperforming assets $ 33,021 $ 27,479 $ 29,850 $ 37,940 $ 42,011

Past Due Loans

Loans past due over 90 days $ 2,719 $ 5,284 $ 2,606 $ 2,946 $ 2,740
Serviced GNMA loans eligible for repurchase 22,769 - - - -
Total loans past due over 90 days $ 25,488 $ 5,284 $ 2,606 $ 2,946 $ 2,740

Nonperforming assets/total loans and ORE 0.56 % 0.51 % 0.59 % 0.82 % 0.93 %

TRUSTMARK CORPORATION

STATISTICAL DISCLOSURES (CONTINUED)

TABLE 8 - NONPERFORMING ASSETS AND PAST DUE LOANS

The table below shows Trustmark's nonperforming assets and past due loans at the end of each of the last five years ($ in thousands):

	December 31,

	2006			2005			2004			2003			2002
Nonperforming Assets
Loans accounted for on a nonaccrual basis	$	36,399		$	28,914		$	21,864		$	23,921		$	31,642
Other real estate (ORE)		2,509			4,107			5,615			5,929			6,298
Total nonperforming assets	$	38,908		$	33,021		$	27,479		$	29,850		$	37,940


Past Due Loans
Loans past due over 90 days	$	2,957		$	2,719		$	5,284		$	2,606		$	2,946
Serviced GNMA loans eligible for repurchase		8,510			22,769			-			-			-
Total loans past due over 90 days	$	11,467		$	25,488		$	5,284		$	2,606		$	2,946

Nonperforming assets/total loans and ORE		0.59	%		0.56	%		0.51	%		0.59	%		0.82	%

A loan is classified as nonaccrual, and the accrual of interest on such loan is discontinued, when the contractual payment of principal or interest becomes 90 days past due or if Management has serious doubts about further collectibility of principal or interest, even though the loan is currently performing. A loan may remain on accrual status if it is in the process of collection and well secured. When a loan is placed on nonaccrual status, unpaid interest is reversed against interest income. Interest received on nonaccrual loans is applied against principal. Loans are restored to accrual status when the obligation is brought current or has performed in accordance with the contractual terms for a reasonable period of time, and the ultimate collectibility of the total contractual principal and interest is no longer in doubt. A loan is considered impaired when, based on current information and events, it is probable that Trustmark will be unable to collect the scheduled payments of principal or interest when due according to the contractual terms of the loan agreement. The policy for recognizing income on impaired loans is consistent with the nonaccrual policy.

Government National Mortgage Association (GNMA) optional repurchase programs allow financial institutions to buy back individual delinquent mortgage loans that meet certain criteria from the securitized loan pool for which the institution provides servicing. At the servicer's option and without GNMA's prior authorization, the servicer may repurchase such a delinquent loan for an amount equal to 100 percent of the remaining principal balance of the loan. Under Statement of Financial Accounting Standards (SFAS) No. 140, “Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities-a replacement of SFAS No. 125,” this buy-back option is considered a conditional option until the delinquency criteria are met, at which time the option becomes unconditional. When Trustmark is deemed to have regained effective control over these loans under the unconditional buy-back option, the loans can no longer be reported as sold and must be brought back onto the balance sheet as loans held for sale, regardless of whether Trustmark intends to exercise the buy-back option.

As of December 31, ~~2005,~~2006, Management is not aware of any additional credits, other than those identified above, where serious doubts as to the repayment of principal and interest exist. There are no interest-earning assets which would be required to be disclosed above if those assets were loans. Trustmark had no loan concentrations greater than ten percent of total loans other than those loan categories shown in Table 6.

Explanation of the changes in ~~2005~~2006 can be found in the table captioned "Nonperforming Assets" and the related discussion included in Management's Discussion and Analysis found in the Registrant's ~~2005~~2006 Annual Report to Shareholders and is incorporated herein by reference.

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Table of Contents

TRUSTMARK CORPORATION

STATISTICAL DISCLOSURES (CONTINUED)

TABLE 9 - ANALYSIS OF THE ALLOWANCE FOR LOAN LOSSES

The table below summarizes Trustmark's loan loss experience for each of the last five years ($ in thousands):

Years Ended December 31,

2005

2004

2003

2002

2001

Balance at beginning of period $ 64,757 $ 74,276 $ 74,771 $ 75,534 $ 65,850
Loans charged off:
    Real estate loans (2,770 ) (3,009 ) (2,863 ) (4,004 ) (4,609 )
    Loans to finance agricultural production (14 ) (19 ) (60 ) (84 ) (288 )
    Commercial and industrial (2,978 ) (1,178 ) (3,688 ) (6,224 ) (4,317 )
    Loans to individuals for personal expenditures (8,147 ) (7,949 ) (9,605 ) (11,207 ) (10,982 )
    All other loans (2,913 ) (3,247 ) (2,992 ) (2,516 ) (2,502 )
        Total charge-offs (16,822 ) (15,402 ) (19,208 ) (24,035 ) (22,698 )
Recoveries on loans previously charged off:
    Real estate loans 135 30 79 64 6
    Loans to finance agricultural production - - - - -
    Commercial and industrial 1,006 1,029 735 1,689 721
    Loans to individuals for personal expenditures 5,300 5,324 5,612 5,156 4,774
    All other loans 2,774 2,555 2,516 2,256 2,103
        Total recoveries 9,215 8,938 8,942 9,165 7,604
Net charge-offs (7,607 ) (6,464 ) (10,266 ) (14,870 ) (15,094 )
Provision for loan losses 19,541 (3,055 ) 9,771 14,107 13,200
Allowance of acquired bank - - - - 11,578
Balance at end of period $ 76,691 $ 64,757 $ 74,276 $ 74,771 $ 75,534

Percentage of net charge-offs during period to
    average loans outstanding during the period 0.13 % 0.12 % 0.21 % 0.33 % 0.35 %

The allowance for loan losses is established through provisions for estimated loan losses charged against net income. Loans deemed to be uncollectible are charged against the allowance for loan losses, and subsequent recoveries, if any, are credited to the allowance.

TRUSTMARK CORPORATION

The allowance for loan losses is maintained at a level believed adequate by Management, based on estimated probable losses within the existing loan portfolio. Trustmark's allowance for loan loss methodology is based on guidance provided by SEC Staff Accounting Bulletin No. 102, "Selected Loan Loss Allowance Methodology and Documentation Issues," as well as other regulatory guidance. Accordingly, Trustmark's methodology is based on historical loss experience by type of loan and internal risk ratings for homogeneous risk pools and specific loss allocations, with adjustments given to current economic events and conditions.

The allowance for loan losses consists of three elements: (i) specific valuation allowances established for probable losses on specific loans; (ii) historical valuation allowances calculated based on historical loan experience for similar loans with similar characteristics and trends, and (iii) unallocated general valuation allowances determined based on general economic conditions and other qualitative risk factors both internal and external to Trustmark.

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~~TRUSTMARK CORPORATION~~

STATISTICAL DISCLOSURES (CONTINUED)

During the third quarter of 2005, Hurricane Katrina struck the Mississippi Gulf Coast and Central and Eastern Mississippi, causing significant damages. As a result of customer surveys, collateral inspections and review of risk characteristics, Trustmark has increased its allowance for loan losses through provision for loan losses by $9.8 million on a pre-tax basis. Specifically, $3.5 million have been allocated for losses due to collateral impairment on 1-4 family residential mortgages and consumer loans, respectively. General reserves of $4.8 million for consumer and commercial loans have been allocated for losses due to economic disruption caused by the storm. These charges are based on Management's estimates, assumptions and judgments utilizing information available as of the date of the consolidated financial statements; accordingly, as this information changes, actual results could differ from these estimates.

During the fourth quarter of 2004, Trustmark recorded a release of $9.4 million to the allowance for loan losses resulting from changes in estimates to specific factors for pooled loans and a specific class of commercial loans, both of which experienced positive trends.

TABLE 109 - ~~ALLOCATION~~ANALYSIS OF THE ALLOWANCE FOR LOAN LOSSES

The table below summarizes Trustmark's loan loss experience for each of the last five years ($ in thousands):

	Years Ended December 31,

	2006			2005			2004			2003			2002

Balance at beginning of period	$	76,691		$	64,757		$	74,276		$	74,771		$	75,534
Loans charged off:
Real estate loans		(1,511	)		(2,770	)		(3,009	)		(2,863	)		(4,004	)
Loans to finance agricultural production		(3	)		(14	)		(19	)		(60	)		(84	)
Commercial and industrial		(1,670	)		(2,978	)		(1,178	)		(3,688	)		(6,224	)
Loans to individuals for personal expenditures		(7,740	)		(8,147	)		(7,949	)		(9,605	)		(11,207	)
All other loans		(4,014	)		(2,913	)		(3,247	)		(2,992	)		(2,516	)
Total charge-offs		(14,938	)		(16,822	)		(15,402	)		(19,208	)		(24,035	)
Recoveries on loans previously charged off:
Real estate loans		152			135			30			79			64
Loans to finance agricultural production		-			-			-			-			-
Commercial and industrial		1,729			1,006			1,029			735			1,689
Loans to individuals for personal expenditures		6,130			5,300			5,324			5,612			5,156
All other loans		2,955			2,774			2,555			2,516			2,256
Total recoveries		10,966			9,215			8,938			8,942			9,165
Net charge-offs		(3,972	)		(7,607	)		(6,464	)		(10,266	)		(14,870	)
Provision for loan losses		(5,938	)		19,541			(3,055	)		9,771			14,107
Allowance of acquired bank		5,317			-			-			-			-
Balance at end of period	$	72,098		$	76,691		$	64,757		$	74,276		$	74,771

Percentage of net charge-offs during period to average loans outstanding during the period		0.06	%		0.13	%		0.12	%		0.21	%		0.33	%

The allowance for loan losses is established through provisions for estimated loan losses charged against earnings. The allowance reflects Management’s best estimate of the probable loan losses related to specifically identified loans, as well as, probable incurred loan losses in the remaining loan portfolio and requires considerable judgement. The allowance is based upon Management’s current judgments and the credit quality of the loan portfolio, including all internal and external factors that impact loan collectibility. SFAS No. 5, “Accounting for Contingencies,” and SFAS No. 114, “Accounting by Creditors for Impairment of a Loan,” limit the amount of the loss allowance to the estimate of losses that have been incurred at the balance sheet reporting date. Accordingly, the allowance is based upon past events and current economic conditions.

Trustmark’s allowance has been developed using different factors to estimate losses based upon specific evaluation of identified individual loans considered impaired, estimated identified losses on various pools of loans and/or groups of risk rated loans with common risk characteristics and other external and internal factors of estimated probable losses based on other facts and circumstances.

The level of Trustmark’s allowance reflects Management’s continuing evaluation of industry concentrations, specific credit risks, loan loss experience, current loan portfolio quality, present economic, political and regulatory conditions and unidentified losses inherent in the current loan portfolio. This evaluation takes into account other qualitative factors including recent acquisitions, national, regional and local economic trends and conditions, changes in credit concentration, changes in levels and trends of delinquencies and nonperforming loans, changes in levels and trends of net ~~income. Loans deemed~~charge-offs, changes in interest rates and collateral, financial and underwriting exceptions.

Following Hurricane Katrina, Trustmark identified customers specifically impacted by the storm in an effort to ~~be uncollectible are charged against~~estimate the loss of collateral value and customer payment abilities. In accordance with SFAS No. 5, Trustmark determined, through reasonable estimates, that specific losses were probable and initially increased its allowance for loan losses by $9.8 million, on a pretax basis, during the third quarter of 2005. Trustmark continually reevaluates its estimates for probable losses resulting from Katrina. As a result, during 2006, Trustmark has released allowance for loan losses of $7.8 million on a pretax basis. At December 31, 2006, the allowance for loan losses included specific Katrina accruals totaling $2.0 million, comprised of $1.3 million for mortgage loans and ~~subsequent recoveries, if any,~~$0.7 million for consumer loans. Management’s estimates, assumptions and judgments are ~~credited to~~based on information available as of the ~~allowance. The~~date of the consolidated financial statements; accordingly, as the information changes, actual results could differ from those estimates.

Table of Contents

TRUSTMARK CORPORATION

STATISTICAL DISCLOSURES (CONTINUED)

TABLE 10 - ALLOCATION OF THE ALLOWANCE FOR LOAN LOSSES

Trustmark's allowance for loan losses ~~is maintained at a level believed adequate by Management,~~has been developed using different factors to estimate: (i) specific valuation allowances determined in accordance with SFAS No. 114 based on ~~estimated~~ probable losses ~~within the existing loan portfolio. Trustmark’s allowance for loan loss methodology is based~~ on ~~guidance provided~~specific loans; (ii) historical valuation allowances determined in ~~SEC Staff Accounting Bulletin~~accordance with SFAS No. ~~102, “Selected Loan Loss Allowance Methodology and Documentation Issues," as well as other regulatory guidance. Accordingly, Trustmark’s methodology is~~5 based on historical loan loss experience for similar loans with similar characteristics and trends; and (iii) qualitative risk valuation allowances determined in accordance with SFAS No. 5 based on general economic conditions and other qualitative risk factors, both internal and external, to Trustmark.

The allowances established for probable losses on specific commercial loans are based on an ongoing analysis and evaluation of classified loans. Loans are classified based on internal credit risk grading process that evaluates, among other things: (i) the obligor's ability to repay; (ii) the underlying collateral, if any; and (iii) the economic environment and industry in which the borrower operates. Specific valuation allowances are determined by ~~type~~analyzing the borrower's ability to repay amounts owed, collateral deficiencies, the relative risk grade of the loan and ~~internal risk ratings, homogeneous risk pools,~~economic conditions affecting the borrower's industry, among other things. If after review, a specific valuation allowance is not assigned to the loan, and ~~specific loss allocations, with consideration given to current economic events and conditions. This evaluation~~the loan is ~~inherently subjective, as it requires material estimates, including the amounts and timing of future cash flows expected~~not considered to be ~~received on~~ impaired, the loan remains with a pool of similar risk rated loans that ~~may be susceptible to significant change.~~is assigned a valuation allowance calculated based on a Moody's probability study.

~~Loss percentages~~Historical valuation allowances are ~~uniformly applied to~~calculated based on the historical loss experience of specific types of loans and the Moody's probability study for internal commercial risk graded loans. Trustmark calculates historical loss ratios for pools of ~~risk-rated~~similar loans ~~within~~with similar characteristics based on the ~~commercial portfolio. These percentages~~proportion of actual charge-offs experienced to the total population of loans in the pool. The historical loss ratios are periodically updated based on actual charge-off experience. A historical valuation allowance is established for each pool of similar loans based upon the product of the historical loss ratio and the total dollar amount of the loans in the pool. Trustmark's pools of similar loans include industry concentration by call report code, consumer loans and 1-4 family residential mortgages.

General valuation allowances are based on general economic conditions and other qualitative risk factors both internal and external to the bank. In general, such valuation allowances are determined ~~based~~by evaluating, among other things: (i) the experience, ability and effectiveness of the bank's lending management and staff; (ii) the effectiveness of Trustmark's loan policies, procedures and internal controls; (iii) the changes in asset quality; (iv) the impact of rising interest rates on ~~migration analysis, previously established floors for~~portfolio risk; (v) the accuracy of assigned risk ratings; (vi) national economic trends and conditions; (vii) consumer bankruptcy trends; (viii) the concentration of consumer credits; (ix) commercial real estate vacancy trends by region; (x) regional and local economic trends and conditions; (xi) collateral, financial and underwriting exception trends by region; and (xii) the impact of recent acquisitions.

Management evaluates the degree of risk that each ~~category and economic factors. In addition, relationships~~one of ~~$100,000 or more which are risk-rated as other loans especially mentioned or worse are reviewed by Trustmark's Asset Review Department staff and~~these components has on the Credit Quality Review Committee to determine if standard percentages appear to be sufficient to cover probable losses. In the event that the percentages on any particular lines are determined to be insufficient, additional allocations are made. Industry allocations are made based on concentrations of credit within the portfolio, as well as arbitrary designation of certain other industries by Management.

~~The general allocation is included in the allowance to cover probable loan losses within portions~~quality of the loan portfolio ~~not addressed in~~on a quarterly basis. Each component is determined to have either a high, moderate or low degree of risk. For the ~~preceding allocations. The types~~period analyzed, Management assesses whether the degree of loans included in the general allocation are residential mortgage loans, direct and indirect consumer loans, credit card loans and overdrafts. The actual allocation amount is based upon the historical 20-quarter rolling average of net lossesrisk for each ~~category. In the case of residential mortgage loans, the~~component has increased, declined or remains neutral. The results are then input into a "qualitative factor allocation ~~is based on historical 20-quarter net loss average not~~matrix" to be less than a floor limit of 20 basis points. The allocation for Somerville is based on loss percentages applied to pools of risk-rated loans within the commercial loan portfolio. For Somerville's consumer loans, the allocation is based on a one-year net loan loss estimate. The percentage applied to the funded portiondetermine an appropriate qualitative risk allowance. Should any of the ~~commercial loan portfolio are also applied to~~factors considered by Management in evaluating the ~~outstanding balance~~adequacy of ~~letters of credit to cover any potential losses in this off-balance sheet category.~~

~~Trustmark has guidelines for the unallocated reserve in order to preclude~~ the allowance for loan losses from being characterized as excessive. These guidelines are both quantitative and qualitative. The quantitative guidelines contain credit quality measurements for nonperforming loans and classified loans. The qualitative guidelines address the following: economic and business conditions for national, regional and local economies;change, Trustmark's estimate of probable loan ~~concentrations; trends in credit quality indicators; and~~losses could also change, which could affect the level ~~and trends in credit policy exceptions,~~of future provisions for possible loan ~~portfolio diversification, and loan products diversification.~~losses.

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Table of Contents

TRUSTMARK CORPORATION
STATISTICAL DISCLOSURES (CONCLUDED)

TABLE 11 - TIME DEPOSITS OF $100,000 OR MORE

The table below shows maturities on outstanding time deposits of $100,000 or more at December 31, 2005 ($ in thousands):

3 months or less $ 260,303
Over 3 months through 6 months 167,698
Over 6 months through 12 months 294,405
Over 12 months 104,433
Total $ 826,839

TRUSTMARK CORPORATION

TABLE 12 - SELECTED RATIOS

The following ratios are presented for each of the last three years:

2005

2004

2003

Return on average assets 1.25 % 1.43 % 1.60 %
Return on average equity 13.68 % 16.08 % 17.56 %
Dividend payout ratio 44.51 % 38.31 % 34.08 %
Equity to assets ratio 9.16 % 8.90 % 9.11 %
STATISTICAL DISCLOSURES (CONCLUDED)

TABLE 13 - SHORT-TERM BORROWINGS

The table below presents certain information concerning Trustmark's short-term borrowings for each of the last three years ($ in thousands):

2005

2004

2003

Federal funds purchased and securities

sold under repurchase agreements:

    Amount outstanding at end of period $ 492,853 $ 617,546 $ 928,135
    Weighted average interest rate at end of period 3.31 % 1.69 % 0.91 %
    Maximum amount outstanding at any
        month end during each period $ 770,273 $ 946,808 $ 1,032,984
    Average amount outstanding during each period $ 668,389 $ 887,596 $ 947,050
    Weighted average interest rate during each period 2.86 % 1.23 % 1.08 %

2005

2004

2003

Short-term borrowings:

    Amount outstanding at end of period $ 775,402 $ 980,318 $ 621,532
    Weighted average interest rate at end of period 4.24 % 2.58 % 1.56 %
    Maximum amount outstanding at any
        month end during each period $ 1,271,250 $ 1,020,680 $ 648,082
    Average amount outstanding during each period $ 892,570 $ 788,737 $ 391,366
    Weighted average interest rate during each period 3.66 % 1.62 % 1.54 %

TABLE 11 - TIME DEPOSITS OF $100,000 OR MORE

The table below shows maturities on outstanding time deposits of $100,000 or more at December 31, 2006 ($ in thousands):

3 months or less	$	263,103
Over 3 months through 6 months		255,654
Over 6 months through 12 months		363,103
Over 12 months		72,110
Total	$	953,970

TABLE 12 - SELECTED RATIOS

The following ratios are presented for each of the last three years:

	2006			2005			2004

Return on average assets		1.42	%		1.25	%		1.43	%
Return on average equity		14.89	%		13.86	%		16.11	%
Dividend payout ratio		40.28	%		44.51	%		38.31	%
Equity to assets ratio		9.50	%		9.16	%		8.90	%

TABLE 13 - SHORT-TERM BORROWINGS

The table below presents certain information concerning Trustmark's short-term borrowings for each of the last three years ($ in thousands):

	2006			2005			2004
Federal funds purchased and securities sold under repurchase agreements:
Amount outstanding at end of period	$	470,434		$	492,853		$	617,546
Weighted average interest rate at end of period		4.50	%		3.31	%		1.69	%
Maximum amount outstanding at any month end during each period	$	505,627		$	770,273		$	946,808
Average amount outstanding during each period	$	471,386		$	668,389		$	887,596
Weighted average interest rate during each period		4.29	%		2.86	%		1.23	%

Short-term borrowings:
Amount outstanding at end of period	$	271,067		$	775,402		$	980,318
Weighted average interest rate at end of period		5.14	%		4.24	%		2.58	%
Maximum amount outstanding at any month end during each period	$	692,295		$	1,271,250		$	1,020,680
Average amount outstanding during each period	$	520,942		$	892,570		$	788,737
Weighted average interest rate during each period		4.98	%		3.66	%		1.62	%

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~~ITEM 1A~~Table of Contents~~. RISK FACTORS~~

~~General~~ —

ITEM 1A.

RISK FACTORS

Trustmark and its subsidiaries could be adversely impacted by various risks and uncertainties, which are difficult to predict. As a financial institution, Trustmark has significant exposure to market risk, including interest-rate risk, liquidity risk and credit risk, among others. ~~Adverse experience with these or other~~This section includes a description of certain risks, uncertainties and assumptions identified by Management that are difficult to predict and that could ~~have a material impact on~~materially affect Trustmark’s financial condition and results of operations, as well as on the value of Trustmark’s financial instruments in general, and ~~Trustmark’s~~Trustmark common stock, in particular. Additional risks and uncertainties that Management currently deems immaterial or is unaware of may also impair Trustmark’s business operations. This report is qualified in its entirety by these risk factors.

Trustmark is Subject to Interest Rate Risk —

Trustmark is exposed to interest rate risk in its core banking activities of lending and deposit taking ~~since~~because assets and liabilities reprice at different times and by different amounts as interest rates change. As a result, net interest income, which represents the largest revenue source for Trustmark, is subject to the effects of changing interest rates. Trustmark closely monitors the sensitivity of net interest income to changes in interest rates and attempts to limit the variability of net interest income as interest rates change. Trustmark makes use of both on- and off-balance sheet financial instruments to mitigate exposure to interest rate risk. Possible actions to mitigate such risk include, but are not limited to, changes in the pricing of loan and deposit products, modifying the composition of earning assets and interest-bearing liabilities, and adding to, modifying or terminating interest rate swap agreements or other financial instruments used for interest rate risk management purposes. Trustmark has entered into derivative contracts to hedge our Mortgage Servicing Rights (MSR) in order to offset changes in fair value resulting from rapidly changing interest rate environments. In spite of Trustmark’s due diligence in regards to these hedging strategies, significant risks are involved that, if realized, may prove our strategies to be ineffective and our results of operations adversely impacted. Risks associated with this strategy include the risk that our hedging strategies are susceptible to prepayment risk, basis risk, market volatility and changes in the shape of the yield curve; the risk that our hedging strategies rely on our assumptions and projections regarding these assets and general market factors and that assumptions may prove to be incorrect; the risk that our hedging strategies do not adequately mitigate the impact of changes in interest rates or prepayment speeds; the risk that the valuation of MSR based on certain circumstances and assumptions will not be realized due to differences in forecasted inputs within the model and the actual results and the risk that the models used to forecast hedge instruments may project expectations that differ from actual results.

Trustmark is Subject to Lending Risk

There are inherent risks associated with Trustmark’s lending activities. The risks include, among other things, the impact of changes in the economic conditions in the markets where Trustmark operates as well as those across the United States. Weakening economic conditions could adversely impact the ability of borrowers to repay outstanding loans or the value of collateral securing these loans. As of December 31, 2006, approximately 50% of Trustmark’s loan portfolio consisted of commercial and industrial, construction and commercial real estate loans. These types of loans are also typically larger than residential real estate and consumer loans. Because Trustmark’s loan portfolio contains a significant number of commercial and industrial, construction and commercial real estate loans with relatively large balances, the deterioration of one or a few of these loans could cause a significant increase in nonperforming loans. An increase in nonperforming loans could result in a net loss in earnings from these loans, an increase in the provision for possible loan losses and an increase in loan charge-offs, all of which could have a material adverse effect on Trustmark’s financial condition and results of operations.

To help manage credit risk, Trustmark maintains a detailed credit policy and utilizes various committees that include members of senior management to approve significant extensions of credit. Trustmark also maintains a credit review department that regularly reviews Trustmark’s loan portfolios to ensure compliance with established credit policy. Trustmark maintains an allowance for credit losses that in Management’s judgment is adequate to absorb losses inherent in the loan portfolio.

Trustmark’s Allowance for Loan Losses May Be Insufficient

The allowance for loan losses is established through provisions for estimated loan losses charged against earnings. The allowance for loan losses is maintained at a level believed adequate by management, based on estimated probable losses within the existing loan portfolio. This evaluation is inherently subjective, as it requires material estimates, including the amounts and timing of future cash flows expected to be received on impaired loans that may be susceptible to significant change. Changes in economic conditions affecting borrowers, new information regarding existing loans, identification of additional problem loans and other factors, both within and outside of Trustmark’s control, may require an increase in the allowance for loan losses. In addition, bank regulatory agencies periodically review Trustmark’s allowance for loan losses and may require an increase in the provision for loan losses or the recognition of further charge-offs, based on judgments different than those of Management. In addition, if charge-offs in future periods exceed the allowance for loan losses, Trustmark will need additional provisions to increase the allowance for loan losses. Any increases in the allowance for loan losses will result in a decrease in net income and, possibly, stockholders’ equity, and may have a material adverse affect on Trustmark’s financial condition and results of operations.

Table of Contents

Trustmark is Subject to Liquidity Risk —

Liquidity refers to Trustmark’s ability to ensure that sufficient cash flow and liquid assets are available to satisfy current and future financial obligations, including demands for loans and deposit withdrawals, funding operating costs, and for other corporate purposes. Liquidity risk arises whenever the maturities of financial instruments included in assets and liabilities differ. Trustmark obtains funding through deposits and various short-term and long-term wholesale borrowings, including federal funds purchased and securities sold under agreements to repurchase, brokered certificates of deposit and borrowings from the Federal Home Loan Bank. Should Trustmark experience a substantial deterioration in its financial condition or its debt ratings, or should the availability of funding become restricted due to disruption in the financial markets, Trustmark’s ability to obtain funding from these or other sources could be negatively impacted. Trustmark attempts to quantify such credit-event risk by modeling scenarios that estimate the liquidity impact resulting from a short-term ratings downgrade over various grading levels. Trustmark estimates such impact by attempting to measure the effect on available unsecured lines of credit, available capacity from secured borrowing sources and securitizable assets. To mitigate such risk, Trustmark maintains available lines of credit with the Federal Reserve Bank and the Federal Home Loan Bank that are secured by loans and investment securities. Management continuously monitors Trustmark’s liquidity position for compliance with internal policies and believes that available sources of liquidity are adequate to meet funding needs in the normal course of business.

~~Credit Risk~~Trustmark Operates In A Highly Competitive Industry and Market Area ~~— There~~

Trustmark faces substantial competition in all areas of its operations from a variety of different competitors, many of which are ~~inherent risks associated with~~larger and may have more financial resources. Such competitors primarily include national, regional, and community banks within the various markets Trustmark operates. Additionally, various out-of-state banks have entered or have announced plans to enter the market areas in which Trustmark currently operates. Trustmark also faces competition from many other types of financial institutions, including, without limitation, savings and loans, credit unions, finance companies, brokerage firms, insurance companies, factoring companies and other financial intermediaries. The financial services industry could become even more competitive as a result of legislative, regulatory and technological changes and continued consolidation. Banks, securities firms and insurance companies can merge under the umbrella of a financial holding company, which can offer virtually any type of financial service, including banking, securities underwriting, insurance (both agency and underwriting) and merchant banking. Also, technology has lowered barriers to entry and made it possible for nonbanks to offer products and services traditionally provided by banks, such as automatic transfer and automatic payment systems. Many of Trustmark’s ~~lending activities. The risks include, among other things, the impact~~competitors have fewer regulatory constraints and may have lower cost structures. Additionally, due to their size, many competitors may be able to achieve economies of ~~changes in the economic conditions in the markets where Trustmark operates~~scale and, as a result, may offer a broader range of products and services as well as better pricing for those across the United States. Weakening economic conditions could adversely impact the ability of borrowers to repay outstanding loans or the value of collateral securing these loans. As of December 31, 2005, approximately 45% of Trustmark’s loan portfolio consisted of commercialproducts and ~~industrial, construction and commercial real estate loans. These types of loans are also typically larger~~services than residential real estate and consumer loans. Because Trustmark’s loan portfolio contains a significant number of commercial and industrial, construction and commercial real estate loans with relatively large balances, the deterioration of one or a few of these loans could cause a significant increase in nonperforming loans. An increase in nonperforming loans could result in a net loss in earnings from these loans, an increase in the provision for possible loan losses and an increase in loan charge-offs, all of which could have a material adverse effect on Trustmark’s financial condition and results of operations.

The allowance for loan losses is established through provisions for estimated loan losses charged against net income. The allowance for loan losses is maintained at a level believed adequate by Management, based on estimated probable losses within the existing loan portfolio. This evaluation is inherently subjective, as it requires material estimates, including the amounts and timing of future cash flows expected to be received on impaired loans that may be susceptible to significant change. Changes in economic conditions affecting borrowers, new information regarding existing loans, identification of additional problem loans and other factors, both within and outside of Trustmark’s control, may require an increase in the allowance for loan losses. In addition, bank regulatory agencies periodically review Trustmark’s allowance for loan losses and may require an increase in the provision for loan losses or the recognition of further charge-offs, based on judgments different than those of Management. In addition, if charge-offs in future periods exceed the allowance for loan losses, Trustmark will need additional provisions to increase the allowance for loan losses. Any increases in the allowance for loan losses will result in a decrease in net income and, possibly, stockholders’ equity, and may have a material adverse affect on Trustmark’s financial condition and results of operations.

~~- 19 -~~

~~Natural Disasters~~, ~~Acts of War or Terrorism~~~~— Natural disasters, acts of war or terrorism and other external events could have a significant impact on~~can. Trustmark’s ability to ~~conduct business. Such events could affect the stability~~compete successfully depends on a number of ~~Trustmark’s deposit base, impair~~factors, including, among other things: the ability to develop, maintain and build upon long-term customer relationships based on top quality service, high ethical standards and safe, sound assets; the ability to expand Trustmark’s market position; the scope, relevance and pricing of ~~borrowers~~products and services offered to ~~repay outstanding loans, impair~~meet customer needs and demands; the ~~value~~rate at which Trustmark introduces new products and services relative to its competitors; customer satisfaction with Trustmark’s level of ~~collateral securing loans, cause significant property damage, result~~service and industry and general economic trends. Failure to perform in ~~loss~~any of ~~revenue and/or cause Trustmark to incur additional expenses. For example, during 2005, Hurricane Katrina made landfall~~these areas could significantly weaken Trustmark’s competitive position, which could adversely affect Trustmark’s growth and subsequently caused extensive flooding and destruction along the Mississippi Gulf Coast as well as Central and Eastern Mississippi. Operations in several of the communities where Trustmark does business were disrupted by damage and/or lack of access to Trustmark’s banking facilities. Other natural disasters, acts of war or terrorism or other adverse external events may occur in the future. Although Management has established disaster recovery policies and procedures, the occurrence of any such event could have a material adverse effect on Trustmark’s business,profitability, which, in turn, could have a material adverse effect on Trustmark’s financial condition and results of operations.

~~Contingencies~~Trustmark is Subject to Extensive Government Regulation and Supervision

Trustmark is subject to extensive state and federal laws and regulations governing the banking industry, in particular, and public companies, in general. Many of those laws and regulations are described in Part I, Item 1 “Business.” Changes in those laws and regulations, or the degree of Trustmark’s compliance with those laws and regulations as judged by any of several regulators that oversee Trustmark, could have a significant effect on Trustmark’s financial condition and results of operations.

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Trustmark’s Controls and Procedures May Fail or Be Circumvented —

Management regularly reviews and updates Trustmark’s internal controls, disclosure controls and procedures, and corporate governance policies and procedures. Any system of controls, however well designed and operated, is based in part on certain assumptions and can provide only reasonable, not absolute, assurances that the objectives of the system are met. Any failure or circumvention of Trustmark’s controls and procedures or failure to comply with regulations related to controls and procedures could have a material adverse effect on Trustmark’s financial condition and results of operations.

Potential Acquisitions May Disrupt Trustmark’s Business and Dilute Stockholder Value

Trustmark seeks merger or acquisition partners that are culturally similar and have experienced management and possess either significant market presence or have potential for improved profitability through financial management, economies of scale or expanded services. Acquiring other banks, businesses, or branches involves various risks commonly associated with acquisitions, including, among other things: potential exposure to unknown or contingent liabilities of the target company; exposure to potential asset quality issues of the target company; difficulty and expense of integrating the operations and personnel of the target company; potential disruption to Trustmark’s business; potential diversion of Trustmark’s Management’s time and attention; the possible loss of key employees and customers of the target company; difficulty in estimating the value of the target company and potential changes in banking or tax laws or regulations that may affect the target company. Acquisitions typically involve the payment of a premium over book and market values, and, therefore, some dilution of Trustmark’s tangible book value and net income per common share may occur in connection with any future transaction. Furthermore, failure to realize the expected revenue increases, cost savings, increases in geographic or product presence, and/or other projected benefits from an acquisition could have a material adverse effect on Trustmark’s financial condition and results of operations.

Trustmark Continually Encounters Technological Change

The financial services industry is continually undergoing rapid technological change with frequent introductions of new technology-driven products and services. The effective use of technology increases efficiency and enables financial institutions to better serve customers and to reduce costs. Trustmark’s future success depends, in part, upon its ability to address the needs of its customers by using technology to provide products and services that will satisfy customer demands, as well as to create additional efficiencies in Trustmark’s operations. Many of Trustmark’s competitors have substantially greater resources to invest in technological improvements. Trustmark may not be able to effectively implement new technology-driven products and services or be successful in marketing these products and services to its customers. Failure to successfully keep pace with technological change affecting the financial services industry could have a material adverse impact on Trustmark’s financial condition and results of operations.

Trustmark is Subject to Claims and Litigation

Trustmark and its subsidiaries are parties to lawsuits and other claims that arise in the ordinary course of business. Some of these lawsuits assert claims related to lending, collection, servicing, investment, trust and other business activities, and some of the lawsuits allege substantial claims for damages. Whether these claims are founded or unfounded, if such claims are not resolved in a manner favorable to Trustmark they may result in significant financial liability and/or adversely affect the market perception of Trustmark and its banking, wealth management and insurance products and services as well as impact customer demand for these products and services. Any financial liability or reputation damage could have a material adverse effect on Trustmark’s business, which in turn, could have a material adverse effect on Trustmark’s financial condition and results of operations.

~~Supervision~~Natural Disasters, Acts of War or Terrorism Could Significantly Impact Trustmark’s Business

Natural disasters, acts of war or terrorism and ~~Regulation~~ — Trustmark is subject to extensive state and federal laws and regulations governing the banking industry, in particular, and public companies, in general. Many of those laws and regulations are described in Part I, Item 1 “Business.” Changes in those laws and regulations, or the degree of Trustmark’s compliance with those laws and regulations as judged by any of several regulators that oversee Trustmark,other external events could have a significant impact on Trustmark’s ability to conduct business. Such events could affect the stability of Trustmark’s deposit base, impair the ability of borrowers to repay outstanding loans, impair the value of collateral securing loans, cause significant property damage, result in loss of revenue and/or cause Trustmark to incur additional expenses. For example, during 2005, Hurricane Katrina made landfall and subsequently caused extensive flooding and destruction along the Mississippi Gulf Coast as well as central and eastern Mississippi. Operations in several of the communities where Trustmark does business were disrupted by damage and/or lack of access to Trustmark’s banking facilities. Other natural disasters, acts of war or terrorism or other adverse external events may occur in the future. Although Management has established disaster recovery policies and procedures, the occurrence of any such event could have a material adverse effect on Trustmark’s ~~operations and its financial results.~~

~~Detailed discussions of the specific risks outlined above and other risks facing Trustmark are included~~business, which in ~~“Forward-Looking Statements” included in Part 1, Item 1-Business. This section includes~~turn, could have a ~~description of certain risks, uncertainties and assumptions identified by Management that are difficult to predict and that could materially affect~~material adverse effect on Trustmark’s financial condition and results of ~~operations, as well as the value~~operations.

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Trustmark’s ~~financial instruments in general, and Trustmark~~Stock Price Can Be Volatile

Stock price volatility may make it more difficult for you to resell your common stock ~~in particular. In addition, the market~~when you want and at prices you find attractive. Trustmark’s stock price ~~of Trustmark’s common stock may~~can fluctuate significantly in response to a ~~number~~variety of factors. These factors include: actual or anticipated variations in earnings; changes in analysts’ recommendations or projections; operating and stock performance of other ~~factors, including~~companies deemed to be peers; perception in the marketplace regarding Trustmark and/or its competitors; new technology used, or services offered, by competitors; significant acquisitions or business combinations involving Trustmark or its competitors; changes in ~~securities analysts’ estimates~~government regulation and failure to integrate acquisitions or realize anticipated benefits from acquisitions. General market fluctuations, industry factors and general economic and political conditions could also cause Trustmark’s stock price to decrease regardless of financial performance, volatility of stock market prices and volumes, rumors or erroneous information, changes in market valuations of similar companies and changes in accounting policies or procedures as may be required by the Financial Accounting Standards Board or other regulatory agencies.operating results.

~~ITEM~~ ~~1B. UNRESOLVED STAFF COMMENTS~~An Investment In Trustmark’s Common Stock Is Not An Insured Deposit

Trustmark’s common stock is not a bank deposit and, therefore, is not insured against loss by the Federal Deposit Insurance Corporation (FDIC), any other deposit insurance fund or by any other public or private entity. Investment in Trustmark’s common stock is inherently risky for the reasons described in this “Risk Factors” section and elsewhere in this report and is subject to the same market forces that affect the price of common stock in any company. As a result, if you acquire Trustmark’s common stock, you could lose some or all of your investment.

ITEM 1B.

UNRESOLVED STAFF COMMENTS

None

I~~TEM~~
ITEM 2. ~~PROPERTIES~~
PROPERTIES

Trustmark’s principal offices are housed in its complex located in downtown Jackson, Mississippi and owned by TNB. Approximately ~~211,000~~214,000 square feet, or ~~80%~~81%, of the available space in the main office building is allocated to bank use with the remainder occupied by tenants on a lease basis. Trustmark, through its two banking subsidiaries, also operates ~~121~~132 full-service branches, 2017 limited-service branches, 4four in-store branches, 4four retirement service branches and an ATM network which includes ~~111~~123 ATMs at on-premise locations and 7964 ATMs located at off-premise sites. In addition, Trustmark’s Insurance Division utilizes six off-site locations while the Mortgage Banking Group has one additional off-site location. Trustmark leases 96101 of its 228 locations with the remainder being owned.

~~- 20 -~~

~~ITEM 3. LEGAL PROCEEDINGS~~
ITEM 3.
LEGAL PROCEEDINGS

Trustmark and its subsidiaries are parties to lawsuits and other claims that arise in the ordinary course of business. Some of the lawsuits assert claims related to ~~the~~ lending, collection, servicing, investment, trust and other business activities, and some of the lawsuits allege substantial claims for damages. The cases are being vigorously contested. In the regular course of business, Management evaluates estimated losses or costs related to litigation, and provision is made for anticipated losses whenever Management believes that such losses are probable and can be reasonably estimated. In recent years, the legal environment in Mississippi has been considered by many to be adverse to business interests, with regards to the overall treatment of tort and contract litigation as well as the award of punitive damages. However, tort reform legislation that became effective during recent years may reduce the likelihood of unexpected, sizable awards. At the present time, Management believes, based on the advice of legal counsel and Management’s evaluation, that the final resolution of pending legal proceedings will not have a material impact on Trustmark’s consolidated financial position or results of operations; however, Management is unable to estimate a range of potential loss on these matters because of the nature of the legal environment in states where Trustmark conducts business.

~~ITEM 4~~~~. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS~~
ITEM 4.
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

There were no matters submitted to Trustmark’s shareholders during the fourth quarter of ~~2005.~~2006.

22
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PART II

~~ITEM 5.~~ ~~MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED SHAREHOLDER~~
ITEM 5.
MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Trustmark’s common stock is listed for trading on the ~~NASDAQ~~Nasdaq Stock Market. At ~~March 1, 2006,~~February 14, 2007, there were approximately ~~4,100~~4,300 registered shareholders of Trustmark’s common stock. Other information required by this item can be found in Note 16, “Shareholders’ Equity,” and the table captioned “Principal Markets and Prices of Trustmark’s Stock” included in Trustmark’s ~~2005~~2006 Annual Report to Shareholders and is incorporated herein by reference.

The following table shows information relating to the repurchase of common shares by Trustmark Corporation during the three months ended December 31, ~~2005:~~

Total Number of Maximum Number
Shares Purchased of Shares that May
Total Number Average as Part of Publicly Yet be Purchased
of Shares Price Paid Announced Plans Under the Plans
Period Purchased Per Share or Programs or Programs
October 1, 2005 through
October 31, 2005 130,400 $ 27.25 130,400 3,619,773

November 1, 2005 through
November 30, 2005 - $ - - 3,619,773

December 1, 2005 through
December 31, 2005 50,200 $ 28.12 50,200 3,569,573

Total 180,600 180,600
2006:

~~- 21~~
Period
Total Number
of Shares
Purchased
Average
Price Paid
Per Share
Total Number of
Shares Purchased
as Part of Publicly
Announced Plans
or Programs
Maximum Number
of Shares that May
Yet be Purchased
Under the Plans
or Programs
October 1, 2006 through
October 31, 2006
- $ - - 2,792,334
November 1, 2006 through
November 30, 2006
- $ - - 2,792,334
December 1, 2006 through
December 31, 2006
- $ - - 2,792,334
Total - -

~~In July 2003,~~During 2006, a repurchase program expired with 146 thousand shares of stock remaining unpurchased; therefore, this amount has been eliminated from the ~~Board of Directors of Trustmark authorized a plan to~~table above. The repurchase 5% of current outstanding shares, or 2,936,571 shares. The Board of Directors approved an additional plan in October 2005, also allowing for a 5% repurchase of current outstanding shares, or 2,792,334 shares. Both of these plans areprogram is subject to ~~market conditions and Management~~Management’s discretion and will continue to be implemented through open market purchases or privately negotiated transactions. ~~No expiration date has been given to either of these plans.~~

~~ITEM~~ ~~6. SELECTED FINANCIAL~~
ITEM 6.
SELECTED FINANCIAL DATA

The information required by this item can be found in the table captioned “Selected Financial Data” included in Trustmark’s ~~2005~~2006 Annual Report to Shareholders and is incorporated herein by reference.

~~ITEM~~ ~~7. MANAGEMENT’S DISCUSSION~~
ITEM 7.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The information required by this item can be found in “Management’s Discussion and Analysis” included in Trustmark’s ~~2005~~2006 Annual Report to Shareholders and is incorporated herein by reference.

ITEM 7A. ~~7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK~~
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The information required by this item can be found in “Management’s Discussion and Analysis” included in Trustmark’s ~~2005~~2006 Annual Report to Shareholders and is incorporated herein by reference.

ITEM 8.
I~~TEM~~ 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

The Consolidated Financial Statements of Trustmark Corporation and subsidiaries and the accompanying Notes to Consolidated Financial Statements are contained in Trustmark’s ~~2005~~2006 Annual Report to Shareholders and are incorporated herein by reference. The table captioned “Summary of Quarterly Results of Operations” is also included in Trustmark’s ~~2005~~2006 Annual Report of Shareholders and is incorporated herein by reference.

23
~~ITEM~~Table of Contents ~~9. CHANGES~~

ITEM 9.
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

There has been no change of accountants within the two-year period prior to December 31, ~~2005.~~2006.

~~ITEM 9A~~
ITEM 9A.
CONTROLS ~~. CONTROLS~~ AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

As of the end of the period covered by this Annual Report on Form 10-K, an evaluation was carried out by Trustmark’s ~~Management,~~management, with the participation of its Chief Executive Officer and Treasurer and Principal Financial Officer (Principal Financial Officer), of the effectiveness of Trustmark’s disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934). Based upon that evaluation, the Chief Executive Officer and Principal Financial Officer concluded that the disclosure controls and procedures were effective as of the end of the period covered by this report. No changes were made to Trustmark’s internal control over financial reporting (as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934) during the last fiscal quarter that materially affected, or are reasonably likely to materially affect, Trustmark’s internal control over financial reporting.

Management Report on Internal Control over Financial Reporting

The ~~Management~~management of Trustmark ~~Corporation (Trustmark)~~ is responsible for establishing and maintaining adequate internal control over financial reporting. Trustmark’s internal control over financial reporting was designed under the supervision of the Chief Executive Officer and ~~Principal~~Treasurer (Principal Financial ~~Officer~~Officer) to provide reasonable assurance regarding the reliability of financial reporting and the preparation of published financial statements in accordance with generally accepted accounting principles.

~~- 22 -~~
Management assessed the effectiveness of internal control over financial reporting as of December 31, ~~2005.~~2006. In making this assessment, it used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control - Integrated Framework. Based on our assessment, we believe that, as of December 31, ~~2005,~~2006, Trustmark’s internal control over financial reporting is effective based on those criteria..

Trustmark’s independent registered public accounting firm, KPMG LLP, has issued an attestation report on ~~Management’s~~management’s assessment of the effectiveness of Trustmark’s internal control over financial reporting as of December 31, ~~2005.~~2006. The report, which expresses unqualified opinions on ~~Management’s~~management’s assessment and on the effectiveness of Trustmark’s internal control over financial reporting as of December 31, ~~2005,~~2006, can be found in the “Report of Independent Registered Public Accounting Firm” included in Trustmark’s ~~2005~~2006 Annual Report to Shareholders and in incorporated herein by reference.

~~ITEM 9B~~~~. OTHER INFORMATION~~
ITEM 9B.
OTHER INFORMATION

None
PART III

~~ITE~~M
ITEM 10. ~~DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT~~
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

Certain information regarding executive officers is included under the section captioned “Executive Officers of the Registrant” in Part I, Item 1, elsewhere in this Annual Report on Form 10-K. Other information required by this Item is incorporated herein by reference to Trustmark’s Proxy Statement (Schedule 14A) for its ~~2006~~2007 Annual Meeting of Shareholders to be filed with the SEC within 120 days of Trustmark’s fiscal year-end.

24
~~ITEM~~ Table of Contents~~11. EXECUTIVE COMPENSATION~~

ITEM 11.
EXECUTIVE COMPENSATION

The information required by this Item is incorporated herein by reference to Trustmark’s Proxy Statement (Schedule 14A) for its ~~2006~~2007 Annual Meeting of Shareholders to be filed with the SEC within 120 days of Trustmark’s fiscal year-end.

~~ITEM~~ ~~12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND~~ ~~RELATED SHAREHOLDER~~
ITEM 12.
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The information required by this Item is incorporated herein by reference to Trustmark’s Proxy Statement (Schedule 14A) for its ~~2006~~2007 Annual Meeting of Shareholders to be filed with the SEC within 120 days of Trustmark’s fiscal year-end.

The table below represents compensation plans under which equity securities of Trustmark are authorized as of December 31, ~~2005:~~
2006:

Plan Category Number of securities to be issued upon exercise of outstanding options, warrants and rights (a) Weighted-average exercise price of outstanding options, warrants and rights Number of securities remaining available for future issuance under equity compensations plans (excluding (a))
Number of securities to be issued upon exercise of outstanding options,
warrants and rights (a)

Weighted average exercise price of
outstanding options, warrants and rights

Number of securities remaining available
for future issuance under equity compensations plans
(excluding (a))

Approved by security holders 2,016,930 $ 24.12 5,741,026 1,966,035 $ 25.46 5,378,241
Not approved by security holders - - - - - -
Total 2,016,930 $ 24.12 5,741,026 1,996,035 $ 25.46 5,378,241

The table above contains aggregate summary information for the number of securities to be issued upon exercise of outstanding options and their ~~weighted-average~~weighted average exercise price related to Trustmark’s 2005 Stock Incentive Plan (the 2005 Plan) and 1997 Incentive Plan (the 1997 Plan). Information related to securities remaining available for future issuance comes exclusively from the 2005 Plan as it replaced the 1997 Plan, and from which no additional grants will be made.

~~- 23 -~~
~~ITEM 13~~~~. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS~~
ITEM 13.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

The information required by this Item is incorporated herein by reference to Trustmark’s Proxy Statement (Schedule 14A) for its ~~2006~~2007 Annual Meeting of Shareholders to be filed with the SEC within 120 days of Trustmark’s fiscal year-end.

~~ITEM 14.~~ ~~PRINCIPAL ACCOUNTANT~~
ITEM 14.
PRINCIPAL ACCOUNTING FEES AND SERVICES

The information required by this Item is incorporated herein by reference to Trustmark’s Proxy Statement (Schedule 14A) for its ~~2006~~2007 Annual Meeting of Shareholders to be filed with the SEC within 120 days of Trustmark’s fiscal year-end.

PART IV

~~ITEM 15.~~ ~~EXHIBITS AND FINANCIAL~~
ITEM 15.
EXHIBITS, FINANCIAL STATEMENT SCHEDULES

~~A-1.Financial Statements~~
A-1. Financial Statements

The reports of KPMG LLP, independent registered public accounting firm, and the following consolidated financial statements of Trustmark Corporation and subsidiaries are included in the Registrant’s ~~2005~~2006 Annual Report to Shareholders and are incorporated into Part II, Item 8 herein by reference:

25
Table of Contents

Consolidated Balance Sheets as of December 31, ~~2005~~2006 and ~~2004~~2005
Consolidated Statements of Income for the Years Ended December 31, 2006, 2005 ~~2004~~ and ~~2003~~2004
Consolidated Statements of Changes in Shareholders’ Equity for the Years Ended December 31, 2006, 2005 and 2004
~~2005, 2004 and 2003~~
Consolidated Statements of Cash Flows for the Years Ended December 31, 2006, 2005 ~~2004~~ and ~~2003~~2004
Notes to Consolidated Financial Statements (Notes 1 through 20)

~~A-2.Financial Statement Schedules~~
A-2. Financial Statement Schedules

The schedules to the consolidated financial statements set forth by Article 9 of Regulation S-X are not required under the related instructions or are inapplicable and therefore have been omitted.

~~A-3.Exhibits~~
A-3. Exhibits

The exhibits listed in the Exhibit Index are filed herewith or are incorporated herein by reference.

~~- 24 -~~26
Table of Contents

SIGNATURES

Pursuant to the requirements of Section 13 or 15 (d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

TRUSTMARK CORPORATION

BY:
/s/ Richard G. Hickson
BY:
/s/ ~~Zach L. Wasson~~Louis E. Greer
Richard G. Hickson ~~Zach L. Wasson~~ Louis E. Greer
Chairman of the Board, President Treasurer ~~(Principal~~ and Principal
& Chief Executive Officer Financial ~~Officer)~~ Officer

DATE: ~~March 14, 2006~~February 28, 2007 DATE: ~~March 14, 2006~~
~~BY:~~ ~~/s/ Louis E. Greer~~
~~Louis E. Greer~~
~~Chief Accounting Officer~~
~~DATE:~~ ~~March 14, 2006~~ February 28, 2007

~~- 25 -~~27
Table of Contents

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons on behalf of the Registrant and in the capacities and on the dates indicated:

DATE: ~~March 14, 2006~~ February 28, 2007 BY:
~~/s/~~/s/ J. Kelly Allgood
J. Kelly Allgood, Director

~~DATE:~~ ~~March 14, 2006~~
DATE: February 28, 2007 BY:
~~/s/~~/s/ Reuben V. Anderson
Reuben V. Anderson, Director

~~DATE:~~ ~~March 14, 2006~~
DATE: February 28, 2007 BY:
~~/s/~~/s/ William C. Deviney, ~~Jr.~~Jr.
William C. Deviney, Jr., Director

~~DATE:~~ ~~March 14, 2006~~
DATE: February 28, 2007 BY:
~~/s/~~/s/ C. Gerald Garnett
C. Gerald Garnett, Director

~~DATE:~~ ~~March 14, 2006~~
DATE: February 28, 2007 BY:
~~/s/ Richard G. Hickson~~/s/ Daniel A. Grafton
Daniel A. Grafton, Director

DATE: February 28, 2007 BY:
/s/ Richard G. Hickson
Richard G. Hickson, ~~Chariman,~~Chairman, President
& Chief Executive Officer and Director

DATE: ~~March 14, 2006~~February 28, 2007 BY:
~~/s/ Matthew L. Holleman III~~/s/ John M. McCullouch
~~Matthew L. Holleman III, Director~~
~~DATE:~~ ~~BY:~~
John M. McCullouch, Director

~~DATE:~~ ~~March 14, 2006~~
DATE: February 28, 2007 BY:
~~/s/~~/s/ Richard H. Puckett
Richard H. Puckett, Director

~~DATE:~~ ~~March 14, 2006~~
DATE: February 28, 2007 BY:
~~/s/~~/s/ R. Michael Summerford
R. Michael Summerford, Director

~~DATE:~~ ~~March 14, 2006~~
DATE: February 28, 2007 BY:
~~/s/~~/s/ Kenneth W. Williams
Kenneth W. Williams, Director

~~DATE:~~ ~~March 14, 2006~~
DATE: February 28, 2007 BY:
~~/s/~~/s/ William G. Yates, Jr.
William G. Yates, Jr., Director

~~- 26 -~~28
Table of Contents

~~EXH~~EXHI~~IBIT~~BIT INDEX

2-a Agreement and Plan of Reorganization by and among Trustmark Corporation and Republic Bancshares of Texas, Inc. Filed April 17, 2006, as Exhibit 2.1 to Trustmark’s Form 8-K Current Report, incorporated by reference.
2-b First Amendment to Agreement and Plan of Reorganization by and among Trustmark Corporation and Republic Bancshares of Texas, Inc. Filed May 17, 2006. as Exhibit 2.1A to Trustmark’s Form 8-K Current Report, incorporated by reference.
3-a Articles of Incorporation, as amended, effective April 9, 2002.

3-b Bylaws, as amended, effective October 18, 2005.

4-a Amended and Restated Trust Agreement among Trustmark Corporation, Wilmington Trust Company and the Administrative Trustees regarding Trustmark Preferred Capital Trust I. Filed August 21, 2006, as Exhibit 4.1 to Trustmark’s Form 8-K Current Report, incorporated by reference.
4-b Junior Subordinated Indenture between Trustmark Corporation and Wilmington Trust Company. Filed August 21, 2006, as Exhibit 4.2 to Trustmark’s Form 8-K Current Report, incorporated by reference.
4-c Guarantee Agreement between Trustmark Corporation and Wilmington Trust Company. Filed August 21, 2006, as Exhibit 4.3 to Trustmark’s Form 8-K Current Report, incorporated by reference.
4-d Fiscal and Paying Agency Agreement between Trustmark National Bank and The Bank of New York Trust Company, N.A. regarding Subordinated Notes due December 15, 2016. Filed December 13, 2006, as Exhibit 4.1 to Trustmark’s Form 8-K Current Report, incorporated by reference.
10-a Deferred Compensation Plan for Executive Officers of Trustmark National Bank. Filed as Exhibit 10-b to Trustmark’s Form 10-K Annual Report for the year ended December 31, 1993, incorporated herein by reference.

10-b Deferred Compensation Plan for Directors of First National Financial Corporation acquired October 7, 1994. Filed as Exhibit 10-c to Trustmark’s Form 10-K Annual Report for the year ended December 31, 1994, incorporated herein by reference.

10-c Life Insurance Plan for Executive Officers of First National Financial Corporation acquired October 7, 1994. Filed as Exhibit 10-d to Trustmark’s Form 10-K Annual Report for the year ended December 31, 1994, incorporated herein by reference.

10-d Long Term Incentive Plan for key employees of Trustmark Corporation and its subsidiaries approved March 11, 1997. Filed as Exhibit 10-e to Trustmark’s Form 10-K Annual Report for the year ended December 31, 1996, incorporated herein by reference.

10-e Deferred Compensation Plan for Directors of Trustmark National Bank, as amended. Filed as Exhibit 10-i to Trustmark’s Form 10-K Annual Report for the year ended December 31, 1999, incorporated herein by reference.

10-f Deferred Compensation Plan for Executives of Trustmark National Bank, as amended. Filed as Exhibit 10-j to Trustmark’s Form 10-K Annual Report for the year ended December 31, 1999, incorporated herein by reference.

10-g Trustmark Corporation Deferred Compensation Plan effective January 1, 2002. Filed as Exhibit 10-a to Trustmark’s Form 10-Q Quarterly Report for the quarterly period ended March 31, 2002, incorporated herein by reference.

10-h Amended and Restated Employment Agreement between Trustmark Corporation and Richard G. Hickson dated March 12, 2002. Filed as Exhibit 10-b to Trustmark’s Form 10-Q Quarterly Report for the quarterly period ended March 31, 2002, incorporated herein by reference.

10-i Amended and Restated Change in Control Agreement between Trustmark Corporation and Gerard R. Host dated March 12, 2002. Filed as Exhibit 10-c to Trustmark’s Form 10-Q Quarterly Report for the quarterly period ended March 31, 2002, incorporated herein by reference.

10-j Amended and Restated Change in Control Agreement between Trustmark Corporation and Harry M. Walker dated March 12, 2002. Filed as Exhibit 10-d to Trustmark’s Form 10-Q Quarterly Report for the quarterly period ended March 31, 2002, incorporated herein by reference.

10-k 2005 Stock and Incentive Compensation Plan approved May 10, 2005. Filed as Exhibit 10-a to Trustmark’s Form 10-Q Quarterly Report for the quarter ended March 31, 2005, incorporated by reference.

10-l Form of Restricted Stock Agreement (under the 2005 Stock and Incentive Compensation Plan). Filed May 16, 2005, as Exhibit 10-b to Trustmark’s Form 8-K Current Report, incorporated by reference.

29
10-m Form of Non-Qualified Stock Option Agreement for Director (under the 2005 Stock and Incentive Compensation Plan). Filed May 16, 2005, as Exhibit 10-c to Trustmark’s Form 8-K Current Report, incorporated by reference.
~~- 27 -~~
10-n Form of Non-Qualified Stock Option Agreement for Associate (under the 2005 Stock and Incentive Compensation Plan). ). Filed May 16, 2005, as Exhibit 10-d to Trustmark’s Form 8-K Current Report, incorporated by reference.

10-o Termination Amendment to the Second Amended Trustmark Corporation 1997 Long Term Incentive Plan. File May 16, 2005, as Exhibit 10-e to Trustmark’s Form 8-K Current Report, incorporated by reference.

10-p Revised Form of Restricted Stock Agreement (under the 2005 Stock and Incentive Compensation Plan). Filed January 31, 2006, as Exhibit 10-b to Trustmark’s Form 8-K Current Report, incorporated by reference.
13 Only those portions of the Registrant’s ~~2005~~2006 Annual Report to Shareholders expressly incorporated by reference herein are included in this exhibit and, therefore, are filed as a part of this report on Form 10-K.
21 List of Subsidiaries.
23 Consent of KPMG LLP.
31-a Certification by Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31-b Certification by Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32-a Certification by Chief Executive Officer pursuant to 18 U.S.C. ss. 1350.
32-b Certification by Chief Financial Officer pursuant to 18 U.S.C. ss. 1350.

All other exhibits are omitted, as they are inapplicable ofor not required by the related instructions.

~~- 28 -~~
30

	Years Ended December 31,

	2006								2005								2004
	Average Balance			Interest		Yield/ Rate			Average Balance			Interest		Yield/ Rate			Average Balance			Interest		Yield/ Rate
Assets																						��
Interest-earning assets:
Federal funds sold and securities purchased under reverse repurchase agreements	$	26,004		$	1,327		5.10	%	$	31,399		$	994		3.17	%	$	27,118		$	417		1.54	%
Securities available for sale:
Taxable		882,935			33,528		3.80	%		1,268,472			46,929		3.70	%		1,879,324			57,680		3.07	%
Nontaxable		57,720			4,028		6.98	%		62,970			4,545		7.22	%		70,107			5,184		7.39	%
Securities held to maturity:
Taxable		200,501			10,010		4.99	%		188,133			9,639		5.12	%		70,585			4,099		5.81	%
Nontaxable		93,439			7,007		7.50	%		91,592			6,924		7.56	%		87,944			6,804		7.74	%
Loans (including loans held for sale)		6,277,162			435,514		6.94	%		5,770,178			354,973		6.15	%		5,280,640			298,518		5.65	%
Total interest-earning assets		7,537,761			491,414		6.52	%		7,412,744			424,004		5.72	%		7,415,718			372,702		5.03	%
Cash and due from banks		327,320								336,238								331,980
Other assets		637,331								525,896								484,407
Allowance for loan losses		(74,924	)							(68,395	)							(74,191	)
Total Assets	$	8,427,488							$	8,206,483							$	8,157,914

Liabilities and Shareholders' Equity
Interest-bearing liabilities:
Interest-bearing demand deposits	$	1,003,649			26,875		2.68	%	$	1,088,107			15,275		1.40	%	$	1,312,071			13,696		1.04	%
Savings deposits		1,677,921			31,037		1.85	%		1,262,059			10,692		0.85	%		967,674			3,039		0.31	%
Time deposits		2,367,263			95,928		4.05	%		1,992,358			55,993		2.81	%		1,771,979			38,388		2.17	%
Federal funds purchased and securities sold under repurchase agreements		471,386			20,228		4.29	%		668,389			19,138		2.86	%		887,596			10,881		1.23	%
Short-term borrowings		520,942			25,965		4.98	%		892,570			32,656		3.66	%		788,737			12,746		1.62	%
Long-term FHLB advances		2,825			104		3.68	%		159,103			5,502		3.46	%		365,659			9,988		2.73	%
Subordinated notes		2,586			138		5.34	%		-			-		-			-			-		-
Junior subordinated debt securities		25,895			1,900		7.34	%		-			-		-			-			-		-
Total interest-bearing liabilities		6,072,467			202,175		3.33	%		6,062,586			139,256		2.30	%		6,093,716			88,738		1.46	%
Noninterest-bearing demand deposits		1,417,470								1,310,597								1,273,889
Other liabilities		136,674								90,353								65,985
Shareholders' equity		800,877								742,947								724,324
Total Liabilities and Shareholders' Equity	$	8,427,488							$	8,206,483							$	8,157,914

Net Interest Margin					289,239		3.84	%					284,748		3.84	%					283,964		3.83	%

Less tax equivalent adjustments:
Investments					3,862								4,014								4,196
Loans					4,806								4,293								4,151
Net Interest Margin per Annual Report				$	280,571							$	276,441							$	275,617

	Years Ended December 31,
	2005								2004								2003
	Average					Yield/			Average					Yield/			Average					Yield/
	Balance			Interest		Rate			Balance			Interest		Rate			Balance			Interest		Rate
Assets
Interest-earning assets:
Federal funds sold and securities purchased
under reverse repurchase agreements	$	31,399		$	994		3.17	%	$	27,118		$	417		1.54	%	$	25,174		$	287		1.14	%
Securities available for sale:
Taxable		1,268,472			46,929		3.70	%		1,879,324			57,680		3.07	%		1,518,170			45,566		3.00	%
Nontaxable		62,970			4,545		7.22	%		70,107			5,184		7.39	%		67,188			5,280		7.86	%
Securities held to maturity:
Taxable		188,133			9,639		5.12	%		70,585			4,099		5.81	%		236,994			19,766		8.34	%
Nontaxable		91,592			6,924		7.56	%		87,944			6,804		7.74	%		90,755			7,082		7.80	%
Loans (including loans held for sale)		5,770,178			354,973		6.15	%		5,280,640			298,518		5.65	%		4,822,350			289,672		6.01	%
Total interest-earning assets		7,412,744			424,004		5.72	%		7,415,718			372,702		5.03	%		6,760,631			367,653		5.43	%
Cash and due from banks		336,238								331,980								296,724
Other assets		535,346								485,983								426,157
Allowance for loan losses		(68,395	)							(74,191	)							(74,890	)
Total Assets	$	8,215,933							$	8,159,490							$	7,408,622

Liabilities and Shareholders' Equity
Interest-bearing liabilities:
Interest-bearing demand deposits	$	1,088,107			15,275		1.40	%	$	1,312,071			13,696		1.04	%	$	1,134,243			11,938		1.05	%
Savings deposits		1,262,059			10,692		0.85	%		967,674			3,039		0.31	%		832,490			3,429		0.41	%
Time deposits		1,992,358			55,993		2.81	%		1,771,979			38,388		2.17	%		1,676,700			43,960		2.62	%
Federal funds purchased and securities sold
under repurchase agreements		668,389			19,138		2.86	%		887,596			10,881		1.23	%		947,050			10,255		1.08	%
Short-term borrowings		892,570			32,656		3.66	%		788,737			12,746		1.62	%		391,366			6,041		1.54	%
Long-term FHLB advances		159,103			5,502		3.46	%		365,659			9,988		2.73	%		472,819			13,935		2.95	%
Total interest-bearing liabilities		6,062,586			139,256		2.30	%		6,093,716			88,738		1.46	%		5,454,668			89,558		1.64	%
Noninterest-bearing demand deposits		1,310,597								1,273,889								1,216,523
Other liabilities		90,353								65,985								62,288
Shareholders' equity		752,397								725,900								675,143
Total Liabilities and Shareholders' Equity	$	8,215,933							$	8,159,490							$	7,408,622

Net Interest Margin					284,748		3.84	%					283,964		3.83	%					278,095		4.11	%

Less tax equivalent adjustments:
Investments					4,014								4,196								4,327
Loans					4,293								4,151								3,938
Net Interest Margin per Annual Report				$	276,441							$	275,617							$	269,830

	2005 Compared to 2004									2004 Compared to 2003
	Increase (Decrease) Due To:									Increase (Decrease) Due To:
				Yield/									Yield/
	Volume			Rate			Net			Volume			Rate			Net
Interest earned on:
Federal funds sold and securities purchased
under reverse repurchase agreements	$	75		$	502		$	577		$	23		$	107		$	130
Securities available for sale:
Taxable		(21,106	)		10,355			(10,751	)		11,032			1,082			12,114
Nontaxable		(521	)		(118	)		(639	)		225			(321	)		(96	)
Securities held to maturity:
Taxable		6,080			(540	)		5,540			(10,940	)		(4,727	)		(15,667	)
Nontaxable		279			(159	)		120			(223	)		(55	)		(278	)
Loans (including loans held for sale)		28,883			27,572			56,455			26,723			(17,877	)		8,846
Total interest-earning assets		13,690			37,612			51,302			26,840			(21,791	)		5,049

Interest paid on:
Interest-bearing demand deposits		(2,598	)		4,177			1,579			1,871			(113	)		1,758
Savings deposits		1,138			6,515			7,653			509			(899	)		(390	)
Time deposits		5,222			12,383			17,605			2,366			(7,938	)		(5,572	)
Federal funds purchased and securities sold
under repurchase agreements		(3,248	)		11,505			8,257			(690	)		1,316			626
Short-term borrowings		1,884			18,026			19,910			6,379			326			6,705
Long-term FHLB advances		(6,668	)		2,182			(4,486	)		(2,970	)		(977	)		(3,947	)
Total interest-bearing liabilities		(4,270	)		54,788			50,518			7,465			(8,285	)		(820	)
Change in net interest income on a
tax equivalent basis	$	17,960		$	(17,176	)	$	784		$	19,375		$	(13,506	)	$	5,869

	2006 Compared to 2005 Increase (Decrease) Due To:									2005 Compared to 2004 Increase (Decrease) Due To:
	Volume			Yield/ Rate			Net			Volume			Yield/ Rate			Net
Interest earned on:
Federal funds sold and securities purchased under reverse repurchase agreements	$	(193	)	$	526		$	333		$	75		$	502		$	577
Securities available for sale:
Taxable		(14,636	)		1,235			(13,401	)		(21,106	)		10,355			(10,751	)
Nontaxable		(370	)		(147	)		(517	)		(521	)		(118	)		(639	)
Securities held to maturity:
Taxable		621			(250	)		371			6,080			(540	)		5,540
Nontaxable		139			(56	)		83			279			(159	)		120
Loans (including loans held for sale)		32,714			47,827			80,541			28,883			27,572			56,455
Total interest-earning assets		18,275			49,135			67,410			13,690			37,612			51,302

Interest paid on:
Interest-bearing demand deposits		(1,272	)		12,872			11,600			(2,598	)		4,177			1,579
Savings deposits		4,452			15,893			20,345			1,138			6,515			7,653
Time deposits		11,939			27,996			39,935			5,222			12,383			17,605
Federal funds purchased and securities sold under repurchase agreements		(6,685	)		7,775			1,090			(3,248	)		11,505			8,257
Short-term borrowings		(16,212	)		9,521			(6,691	)		1,884			18,026			19,910
Long-term FHLB advances		(5,727	)		329			(5,398	)		(6,668	)		2,182			(4,486	)
Subordinated notes		138			-			138			-			-			-
Junior subordinated debt securities		1,900			-			1,900			-			-			-
Total interest-bearing liabilities		(11,467	)		74,386			62,919			(4,270	)		54,788			50,518
Change in net interest income on a tax equivalent basis	$	29,742		$	(25,251	)	$	4,491		$	17,960		$	(17,176	)	$	784

TABLE 3 - SECURITIES PURCHASED UNDER REVERSE REPURCHASE AGREEMENTS

The table below presents certain information concerning Trustmark's securities purchased under reverse repurchase agreements for each of the last three years ($ in thousands):

		2005		2004		2003
Securities purchased under reverse repurchase agreements:
Maximum amount outstanding at any month end during each period	$	30,000	$	64,798	$	-
Average amount outstanding at end of period	$	7,000	$	1,907	$	23

The securities underlying the reverse repurchase agreements were under Trustmark's control during the periods presented.

TRUSTMARK CORPORATION
STATISTICAL DISCLOSURES (CONTINUED)


TABLE 4 - SECURITIES AVAILABLE FOR SALE AND SECURITIES HELD TO MATURITY

The table below indicates amortized costs of securities available for sale and held to maturity by type at year end for each of the last three years ($ in thousands):

	December 31,

	2005		2004		2003
Securities available for sale
U.S. Treasury and other U.S. Government agencies	$	8,942	$	251,361	$	301,857
Obligations of states and political subdivisions		61,973		68,154		72,243
Mortgage-backed securities		812,049		1,056,748		1,382,136
Corporate debt securities		120,603		129,373		107,418
Total debt securities		1,003,567		1,505,636		1,863,654
Other securities including equity		54,597		76,833		75,955
Total securities available for sale	$	1,058,164	$	1,582,469	$	1,939,609

Securities held to maturity
Obligations of states and political subdivisions	$	131,403	$	130,403	$	142,169
Mortgage-backed securities		163,386		6,288		36,181
Other securities		113		106		100
Total securities held to maturity	$	294,902	$	136,797	$	178,450

TABLE 5 - MATURITY DISTRIBUTION AND YIELDS OF SECURITIES AVAILABLE FOR SALE AND SECURITIES HELD TO MATURITY

The following table details the maturities of securities available for sale and held to maturity using amortized cost at December 31, 2005, and the weighted average yield for each range of
maturities (tax equivalent basis - $ in thousands):

	Maturing
						After One,					After Five,
	Within					But Within					But Within					After
	One Year		Yield			Five Years		Yield			Ten Years		Yield			Ten Years		Yield			Total
Securities available for sale
U.S. Treasury and other U.S.
Government agencies	$	8,942		3.95	%	$	-		-		$	-		-		$	-		-		$	8,942
Obligations of states and
political subdivisions		5,990		6.76	%		39,643		7.28	%		13,443		5.82	%		2,897		6.55	%		61,973
Mortgage-backed securities		2		8.11	%		36,855		4.25	%		89,329		3.39	%		685,863		3.48	%		812,049
Corporate debt securities		21,553		2.95	%		93,635		3.91	%		5,415		4.68	%		-		-			120,603
Total debt securities	$	36,487		3.82	%	$	170,133		4.77	%	$	108,187		3.76	%	$	688,760		3.49	%		1,003,567
Other securities including equity																						54,597
Total securities available for sale																					$	1,058,164

Securities held to maturity
Obligations of states and
political subdivisions	$	8,883		6.88	%	$	43,435		6.90	%	$	55,946		7.64	%	$	23,139		7.43	%	$	131,403
Mortgage-backed securities		-		-			723		7.40	%		-		-			162,663		4.55	%		163,386
Other securities		-		-			-		-			113		5.72	%		-		-			113
Total securities held to maturity	$	8,883		6.88	%	$	44,158		6.91	%	$	56,059		7.64	%	$	185,802		4.91	%	$	294,902

	Maturing
	Within One Year		Yield			After One, But Within Five Years		Yield			After Five, But Within Ten Years		Yield			After Ten Years		Yield			Total
Securities available for sale
U.S. Treasury and other U.S. Government agencies	$	11,444		4.88	%	$	-		-		$	-		-		$	-		-		$	11,444
Obligations of states and political subdivisions		7,661		6.35	%		33,862		7.47	%		13,825		5.92	%		1,491		7.05	%		56,839
Mortgage-backed securities		3		6.88	%		39,288		4.29	%		140,342		3.30	%		428,018		3.66	%		607,651
Corporate debt securities		19,813		3.69	%		73,922		4.01	%		-		-			-		-			93,735
Total debt securities	$	38,921		4.56	%	$	147,072		4.88	%	$	154,167		3.53	%	$	429,509		3.67	%		769,669
Other securities including equity																						34,019
Total securities available for sale																					$	803,688

Securities held to maturity
Obligations of states and political subdivisions	$	5,794		6.63	%	$	47,825		6.30	%	$	59,641		7.58	%	$	16,619		6.98	%	$	129,879
Mortgage-backed securities		93		7.40	%		-		-			-		-			162,152		4.55	%		162,245
Other securities		-		-			-		-			119		5.72	%		-		-			119
Total securities held to maturity	$	5,887		6.64	%	$	47,825		6.30	%	$	59,760		7.58	%	$	178,771		4.77	%	$	292,243

TABLE 7 - LOAN MATURITIES AND SENSITIVITY TO CHANGES IN INTEREST RATES

The table below shows the amounts of loans in certain categories outstanding as of December 31, 2005, which, based on the remaining scheduled repayments of principal, are due in the
periods indicated ($ in thousands):

	Maturing
			One Year
	Within		Through		After
	One Year		Five		Five
	or Less		Years		Years		Total

Construction and land development	$	414,398	$	82,650	$	36,961	$	534,009
Other loans secured by real estate (excluding
loans secured by 1-4 family residential
properties)		483,733		595,325		149,296		1,228,354
Commercial and industrial		521,346		310,914		28,907		861,167
Other loans (excluding loans to individuals)		120,250		58,748		127,682		306,680
Total	$	1,539,727	$	1,047,637	$	342,846	$	2,930,210

TRUSTMARK CORPORATION
STATISTICAL DISCLOSURES (CONTINUED)

TABLE 9 - ANALYSIS OF THE ALLOWANCE FOR LOAN LOSSES

The table below summarizes Trustmark's loan loss experience for each of the last five years ($ in thousands):

	Years Ended December 31,

	2005			2004			2003			2002			2001

Balance at beginning of period	$	64,757		$	74,276		$	74,771		$	75,534		$	65,850
Loans charged off:
Real estate loans		(2,770	)		(3,009	)		(2,863	)		(4,004	)		(4,609	)
Loans to finance agricultural production		(14	)		(19	)		(60	)		(84	)		(288	)
Commercial and industrial		(2,978	)		(1,178	)		(3,688	)		(6,224	)		(4,317	)
Loans to individuals for personal expenditures		(8,147	)		(7,949	)		(9,605	)		(11,207	)		(10,982	)
All other loans		(2,913	)		(3,247	)		(2,992	)		(2,516	)		(2,502	)
Total charge-offs		(16,822	)		(15,402	)		(19,208	)		(24,035	)		(22,698	)
Recoveries on loans previously charged off:
Real estate loans		135			30			79			64			6
Loans to finance agricultural production		-			-			-			-			-
Commercial and industrial		1,006			1,029			735			1,689			721
Loans to individuals for personal expenditures		5,300			5,324			5,612			5,156			4,774
All other loans		2,774			2,555			2,516			2,256			2,103
Total recoveries		9,215			8,938			8,942			9,165			7,604
Net charge-offs		(7,607	)		(6,464	)		(10,266	)		(14,870	)		(15,094	)
Provision for loan losses		19,541			(3,055	)		9,771			14,107			13,200
Allowance of acquired bank		-			-			-			-			11,578
Balance at end of period	$	76,691		$	64,757		$	74,276		$	74,771		$	75,534

Percentage of net charge-offs during period to
average loans outstanding during the period		0.13	%		0.12	%		0.21	%		0.33	%		0.35	%

TRUSTMARK CORPORATION
STATISTICAL DISCLOSURES (CONCLUDED)



TABLE 11 - TIME DEPOSITS OF $100,000 OR MORE

The table below shows maturities on outstanding time deposits of $100,000 or more at December 31, 2005 ($ in thousands):

3 months or less	$	260,303
Over 3 months through 6 months		167,698
Over 6 months through 12 months		294,405
Over 12 months		104,433
Total	$	826,839

					Total Number of		Maximum Number
					Shares Purchased		of Shares that May
	Total Number		Average		as Part of Publicly		Yet be Purchased
	of Shares		Price Paid		Announced Plans		Under the Plans
Period	Purchased		Per Share		or Programs		or Programs
October 1, 2005 through
October 31, 2005		130,400	$	27.25		130,400		3,619,773

November 1, 2005 through
November 30, 2005		-	$	-		-		3,619,773

December 1, 2005 through
December 31, 2005		50,200	$	28.12		50,200		3,569,573

Total		180,600				180,600

Period	Total Number of Shares Purchased		Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs		Maximum Number of Shares that May Yet be Purchased Under the Plans or Programs
October 1, 2006 through October 31, 2006		-	$	-		-		2,792,334

November 1, 2006 through November 30, 2006		-	$	-		-		2,792,334

December 1, 2006 through December 31, 2006		-	$	-		-		2,792,334

Total		-				-

Plan Category	Number of securities to be issued upon exercise of outstanding options, warrants and rights (a)		Weighted-average exercise price of outstanding options, warrants and rights		Number of securities remaining available for future issuance under equity compensations plans (excluding (a))		Number of securities to be issued upon exercise of outstanding options, warrants and rights (a)		Weighted average exercise price of outstanding options, warrants and rights		Number of securities remaining available for future issuance under equity compensations plans (excluding (a))
Approved by security holders		2,016,930	$	24.12		5,741,026		1,966,035	$	25.46		5,378,241
Not approved by security holders		-		-		-		-		-		-
Total		2,016,930	$	24.12		5,741,026		1,996,035	$	25.46		5,378,241

BY:	/s/ Richard G. Hickson	BY:	/s/ ~~Zach L. Wasson~~Louis E. Greer
	Richard G. Hickson		~~Zach L. Wasson~~	Louis E. Greer
	Chairman of the Board, President		Treasurer ~~(Principal~~	and Principal
	& Chief Executive Officer		Financial ~~Officer)~~	Officer

DATE:	~~March 14, 2006~~February 28, 2007	DATE:	~~March 14, 2006~~



~~BY:~~	~~/s/ Louis E. Greer~~
	~~Louis E. Greer~~
	~~Chief Accounting Officer~~

~~DATE:~~	~~March 14, 2006~~			February 28, 2007

DATE:	~~March 14, 2006~~ February 28, 2007	BY:	~~/s/~~/s/ J. Kelly Allgood
			J. Kelly Allgood, Director

~~DATE:~~	~~March 14, 2006~~
DATE:	February 28, 2007	BY:	~~/s/~~/s/ Reuben V. Anderson
			Reuben V. Anderson, Director

~~DATE:~~	~~March 14, 2006~~
DATE:	February 28, 2007	BY:	~~/s/~~/s/ William C. Deviney, ~~Jr.~~Jr.
			William C. Deviney, Jr., Director

~~DATE:~~	~~March 14, 2006~~
DATE:	February 28, 2007	BY:	~~/s/~~/s/ C. Gerald Garnett
			C. Gerald Garnett, Director

~~DATE:~~	~~March 14, 2006~~
DATE:	February 28, 2007	BY:	~~/s/ Richard G. Hickson~~/s/ Daniel A. Grafton
			Daniel A. Grafton, Director


DATE:	February 28, 2007	BY:	/s/ Richard G. Hickson
			Richard G. Hickson, ~~Chariman,~~Chairman, President
			& Chief Executive Officer and Director

DATE:	~~March 14, 2006~~February 28, 2007	BY:	~~/s/ Matthew L. Holleman III~~/s/ John M. McCullouch
			~~Matthew L. Holleman III, Director~~

~~DATE:~~		~~BY:~~
			John M. McCullouch, Director

~~DATE:~~	~~March 14, 2006~~
DATE:	February 28, 2007	BY:	~~/s/~~/s/ Richard H. Puckett
			Richard H. Puckett, Director

~~DATE:~~	~~March 14, 2006~~
DATE:	February 28, 2007	BY:	~~/s/~~/s/ R. Michael Summerford
			R. Michael Summerford, Director

~~DATE:~~	~~March 14, 2006~~
DATE:	February 28, 2007	BY:	~~/s/~~/s/ Kenneth W. Williams
			Kenneth W. Williams, Director

~~DATE:~~	~~March 14, 2006~~
DATE:	February 28, 2007	BY:	~~/s/~~/s/ William G. Yates, Jr.
			William G. Yates, Jr., Director

2-a	Agreement and Plan of Reorganization by and among Trustmark Corporation and Republic Bancshares of Texas, Inc. Filed April 17, 2006, as Exhibit 2.1 to Trustmark’s Form 8-K Current Report, incorporated by reference.
2-b	First Amendment to Agreement and Plan of Reorganization by and among Trustmark Corporation and Republic Bancshares of Texas, Inc. Filed May 17, 2006. as Exhibit 2.1A to Trustmark’s Form 8-K Current Report, incorporated by reference.
3-a	Articles of Incorporation, as amended, effective April 9, 2002.

4-a	Amended and Restated Trust Agreement among Trustmark Corporation, Wilmington Trust Company and the Administrative Trustees regarding Trustmark Preferred Capital Trust I. Filed August 21, 2006, as Exhibit 4.1 to Trustmark’s Form 8-K Current Report, incorporated by reference.
4-b	Junior Subordinated Indenture between Trustmark Corporation and Wilmington Trust Company. Filed August 21, 2006, as Exhibit 4.2 to Trustmark’s Form 8-K Current Report, incorporated by reference.
4-c	Guarantee Agreement between Trustmark Corporation and Wilmington Trust Company. Filed August 21, 2006, as Exhibit 4.3 to Trustmark’s Form 8-K Current Report, incorporated by reference.
4-d	Fiscal and Paying Agency Agreement between Trustmark National Bank and The Bank of New York Trust Company, N.A. regarding Subordinated Notes due December 15, 2016. Filed December 13, 2006, as Exhibit 4.1 to Trustmark’s Form 8-K Current Report, incorporated by reference.
10-a	Deferred Compensation Plan for Executive Officers of Trustmark National Bank. Filed as Exhibit 10-b to Trustmark’s Form 10-K Annual Report for the year ended December 31, 1993, incorporated herein by reference.

23	Consent of KPMG LLP.

31-a	Certification by Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31-b	Certification by Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32-a	Certification by Chief Executive Officer pursuant to 18 U.S.C. ss. 1350.

32-b	Certification by Chief Financial Officer pursuant to 18 U.S.C. ss. 1350.

	All other exhibits are omitted, as they are inapplicable ofor not required by the related instructions.