SEC Follow Up Exhibits Part C SEC_OEA_FCIC_001760-2501

Table of Contents
RISK FACTORS
An investment in our securities is subject to certain risks. You should carefully consider the risks described below, as well as the
other information included or incorporated by reference into this prospectus supplement, including our financial statements and the
notes thereto, before making an investment decision.
Risks Relating to Offerings by the Selling Stockholders
We are a holding company and our ability to pay dividends on the securities will depend upon the operations of our subsidiaries.
We are a separate and distinct legal entity from our banking and non-banking subsidiaries and depend on dividends, distributions
and other payments from our banking and non-banking subsidiaries to fund dividend payments on our common stock and our
preferred stock and to fund all payments on our other obligations, including dividend payments. Many of our subsidiaries are subject
to laws that authorize regulatory bodies to block or reduce the flow of funds from those subsidiaries to us. Regulatory action of that
kind could impede access to funds we need to make payments on our obligations or dividend payments. Additionally, if our
subsidiaries’ earnings are not sufficient to make dividend payments to us while maintaining adequate capital levels, we may not be
able to make dividend payments to our common or preferred stockholders. Furthermore, our right to participate in a distribution of
assets upon a subsidiary’s liquidation or reorganization is subject to the prior claims of the subsidiary’s creditors.
We are subject to restrictions on paying cash dividends.
Holders of the securities are only entitled to receive such dividends as our board of directors may declare out of funds legally
available for such payments. Furthermore, holders of our common stock are subject to the prior dividend rights of any holders of our
preferred stock or depositary shares representing such preferred stock then outstanding. As of March 31, 2008, 70,272 shares of
preferred stock, Series D, were issued and outstanding; no shares of preferred stock, Series E, were issued and outstanding; and
1,500 shares of preferred stock, Series F, were issued and outstanding. Although we have historically declared cash dividends on our
common stock, we are not required to do so and may further reduce or eliminate our common stock dividend in the future. This could
adversely affect the market price of the securities.
In addition, any other financing agreements that we enter into in the future may limit our ability to pay cash dividends on our
capital stock, including the securities. In the event that any other financing agreements in the future restrict our ability to pay
dividends in cash on the securities, we may be unable to pay dividends in cash on the securities unless we can refinance amounts
outstanding under those agreements.
Dividends on the securities are non-cumulative.
Dividends on the securities are non-cumulative. Consequently, if our board of directors does not authorize and declare a dividend
for any dividend period, holders of the securities will not be entitled to receive a dividend for such period, and such undeclared
dividend will not accrue and be payable. We will have no obligation to pay dividends for a dividend period after the dividend payment
date for such period if our board of directors has not declared such dividend before the related dividend payment date, whether or not
dividends are declared for any subsequent dividend period with respect to the securities. Our board of directors may determine that it
would be in our best interest to pay less than the full amount of the stated dividends on the securities or no dividend for any quarter
even if funds are available. Factors that would be considered by our board of directors in making this determination are our financial
condition and capital needs, the impact of current and pending legislation and regulations, economic conditions, tax considerations and
such other factors as our board of directors may deem relevant.
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