BancorpSouth Inc.

Clayton H. Patterson, the son of Chairman of the Board and Chief Executive Officer Aubrey B. Patterson, was employed by BancorpSouth Bank as a Senior Vice President during 2008;

"Chief Executive Officer, Franklin Corp., Houston, Mississippi (furniture manufacturer). Director of BancorpSouth, Inc. since 1974. "

"Mr. Campbell has served as a director of BancorpSouth, Inc. since April 23, 2008. He was a director of Volunteer Bank from 1989 until Volunteer Bank's merger with BancorpSouth Bank in 1992 and has been a member of BancorpSouth Bank's Board of Directors since that merger. Mr. Campbell is currently chairman of BancorpSouth Bank's Directors' Loan Committee and will continue to serve in that capacity. BancorpSouth Bank has made loans to Mr. Campbell and his affiliates that (i) were made in the ordinary course of business, (ii) were made on substantially the same terms, including interest rates and collateral, as those prevailing at the time for comparable loans with persons not related to BancorpSouth Bank, and (iii) did not involve more than the normal risk of collectibility or present other unfavorable features. Mr. Campbell will participate in the Company's 1995 Non-Qualified Stock Option Plan for Non-Employee Directors. "

Mr. Cowsert has served as Executive Vice President and Vice Chairman of the Bank for at least the past five years. He also is Executive Vice President of the Company.

Mr. Kelley has served as President and Chief Operating Officer of the Bank and the Company since the August 31, 2000 merger of First United Bancshares, Inc. with the Company. Prior to the merger, he served as Chairman of the Board, President and Chief Executive Officer of First United Bancshares, Inc. for at least one year. First United Bancshares, Inc. was a $2.7 billion bank holding company headquartered in El Dorado, Arkansas at the time of its merger with the Company.

Mr. Allen has served as Executive Vice President of the Bank for at least the past five years. He has served as Treasurer and Chief Financial Officer of the Company during this same period.

Mr. Harder served as Senior Vice President and Executive Vice President-Loan Review of the Bank for at least the past five years. He is also Executive Vice President of the Company.

Mr. Bonds has served as Senior Vice President of the Company and Senior Vice President and Controller of the Bank for at least the past five years prior to September 2008 when he was named Executive Vice President and Controller of the Bank and December 2008 when he was named Senior Vice President and Principal Accounting Officer of the Company.

Kevin graduated from MSU with a degree in Finance/General Business and has been a mortgage lender in Springfield since 1982. He has served as a Vice President of BancorpSouth since 1997. Kevin has the experience and knowledge to provide the best mortgage loan to suit the client's needs.

Mr. Orler has served as a director since 1988, as President since 2002 and as Chief Executive Officer since 2007. He served as Vice President, Finance and Chief Financial Officer from 1989 to 2002. He also served as Secretary from 1992 to 2001 and as Treasurer from 1989 to 1993. Prior to his employment by us, Mr. Orler was employed by Arkansas Best Corporation and its subsidiaries for 24 years. Mr. Orler is a Certified Public Accountant and an advisory director of BancorpSouth of Fort Smith, Arkansas.

Retired, Tupelo, Mississippi; Former Chairman of the Board and Chief Executive Officer (1996-2005), Hancock Fabrics, Inc., Tupelo, Mississippi (fabric retailer and wholesaler). Director of BancorpSouth, Inc. since 2002.

"Chairman of the Board, Deltic Timber Corporation, El Dorado, Arkansas (timber production); Managing Partner, Munoco Company, El Dorado, Arkansas (oil and gas exploration and production). Director of BancorpSouth, Inc. since 2000. "

"Attorney at Law, Forman, Perry, Watkins, Krutz & Tardy LLP, Jackson, Mississippi. Director of BancorpSouth, Inc. since 1994. "

President and Attorney at Law, Mitchell, McNutt and Sams, P.A., Tupelo, Mississippi. Director of BancorpSouth, Inc. since 2003.

James began his career at BancorpSouth in 1986 as Vice President in the Corporate Banking Department in Tupelo, MS. He was named City President in Vicksburg, MS in 1989 and became Division President for the Gulf Coast Division in Gulfport, MS in 1991. In 1996, he was named Executive Vice President for Retail Banking until 1997, when he assumed the role of President of BancorpSouth's Southern Region. In March, 2002, James was named Vice Chairman for BancorpSouth, with responsibility for BancorpSouth's Insurance Operation, its Retail Brokerage Division, and its Trust and Asset Management Department. In addition to his banking responsibilities, he serves as Chairman of the Board for Good Samaritan Health Services and on the Board of Directors of United Way of Northeast Mississippi. This year he is also serving as Chairman of the Mississippi Economic Council, our State Chamber of Commerce. He is a 1977 graduate of The University of Mississippi with a Bachelor of Business Administration and a 1987 graduate of the ABA National Commercial Lending School, University of Oklahoma. James is married to Carol Palmer of Forest, Mississippi, and they have two sons, Will and Charlie.

Philip H. Trenary , age 54 , has been a member of our Board of Directors since March 2004 and has been President and Chief Executive Officer of the Company since April 1997. Mr. Trenary was the founder of Lone Star Airlines and served as Chief Executive Officer of that company from 1984 to 1996. No director will be deemed to be independent unless the Board of Directors affirmatively determines that the director has no material relationship with the Company, directly or as an officer, share owner or partner of an organization that has a relationship with the Company. The Board observes all criteria for independence established by the NASDAQ Stock Market ("NASDAQ") listing standards and other governing laws and regulations. In its annual review of director independence, the Board considers all commercial, banking, consulting, legal, accounting, charitable or other business relationships any director may have with the Company. As a result of this annual review, the Board has determined that all of the directors, with the exception of Mr. Trenary, are independent. Mr. Trenary is not independent because of his position as President and Chief Executive Officer of the Company. Even though he is not independent, Mr. Trenary has contributed to the Board and the Company through his experience, expertise and judgment.

Director, Murphy Oil Corporation, El Dorado, Arkansas (integrated oil company); Director, Deltic Timber Corporation, El Dorado, Arkansas (timber production); Managing Member, Murphy Family Management, LLC, El Dorado, Arkansas (investments). Director of BancorpSouth, Inc. since 2000.

"Chairman of the Board, Lashlee-Rich, Inc., Humboldt, Tennessee (general construction). Director of BancorpSouth, Inc. since 1992. "

Partner, Partee Flooring Mill, Oil and Timber Investments, Magnolia, Arkansas (oil and lumber production). Director of BancorpSouth, Inc. since 2000.

Chairman of the Board and Former Chief Executive Officer (1996-2008), Furniture Brands International, Inc., St. Louis, Missouri and Tupelo, Mississippi (furniture manufacturer). Director of BancorpSouth, Inc. since 1994.