1. Experience, Reputation and Reliability Contact: 701-277-8955 www.takevisamastercard.comwww.takevisamastercard.com Prepared for: Bank/Credit Union Bank/Credit Union Officer Date, 2007

2. 2 National Processing Company NPC Company Overview 6th Largest Provider of Merchant Acquiring Services in the United States with over 40 years of history in the payment processing industry. Largest Merchant Acquirer Focused on ISO Centric Business Model. Largest Merchant Acquirer Exclusively Serving Small/Medium Merchants. Industry Leading Merchant Boarding & CRM Technology. Large-Scale, Broad-Based Service Provider With Emphasis on Service Quality. Over 275,000 Merchant Outlets Over $25 billion in Annual Sales Volume Over 340 million Transactions per Year Total Number of Employees: 600 Louisville: 230 Houston: 220 Chicago: 100 Field: 50

3. 3 National Processing Company NPC Company Overview National Processing Company is the leading provider to the small & mid-sized merchant segment Merchant Market Participants (# of Merchant Outlets)

4. 4 National Processing Company Heritage of NPC 1964 1979 19882004 2006 1974 1992 1994 19671996 1997 1999 2001 2003 MasterCharge Founded in Louisville, KY First National Bank (FNB) of Louisville acquires MasterCharge Diversified into merchant acquiring business NPC established as separate subsidiary of FNB NPC becomes wholly owned subsidiary of NCC Expanded into Debit card processing Processed over 1 billion credit transactions NPC became a NYSE publicly traded company Acquired Financial Alliance, moving company into regional merchant acquiring 1999-2001: Exited all non-merchant businesses (check processing, remittance, payables, freight, and BPO) and expanded presence in regional merchant sector Acquired regional merchant portfolio from Heartland Payment Systems Acquired merchant businesses from NCC banking subsidiaries Formed a merchant processing JV with ABN Amro USA Acquired Best Payment Solutions Acquired by ITPS. ITPS changes name to NPC Acquired by B of A for $1.4 billion FNB merges with National City Corporation (NCC)

5. 5 National Processing Company Industry Trends Within this overall segment, there are an estimated 23 million small businesses in the U.S. Only 27% of them accept card based payment An estimated 580,000 new small businesses will open every year in the U.S. In 2005 over 950,000 US merchants were new to card acceptance 79% were existing businesses, new to card acceptance 21% were new business starts Shift from Paper to Card and Electronic Transactions (% of U.S. Purchase Transactions) Total U.S. Card Sales Volume (in billions) CAGR = 11.2%

6. 6 National Processing Company Merchant Trends / Profitability The small merchant segment is the fastest growing market. The small merchant segment is the most profitable and difficult to serve: 100% of Business Large Merchants 0.1 million Medium- sized Merchants <1 million Small Merchants 5.2 million Merchant Locations $1,294 billion $449 billion $414 billion VISA / MC Charge Volume <$1 billion $1 billion $3.7 billion Net Revenues to Processors 6.1 million Merchant Locations$2,157 billion$5.1 billion 100% of Business Large Merchants 0.1 million Medium- sized Merchants <1 million Small Merchants 5.2 million Merchant Locations Large Merchants 0.1 million Medium- sized Merchants <1 million Small Merchants 5.2 million Large Merchants 0.1 million Medium- sized Merchants <1 million Small Merchants 5.2 million Merchant Locations $1,294 billion $449 billion $414 billion VISA / MC Charge Volume $1,294 billion $449 billion $414 billion $1,294 billion $449 billion $414 billion VISA / MC Charge Volume <$1 billion $1 billion $3.7 billion Net Revenues to Processors <$1 billion $1 billion $3.7 billion <$1 billion $1 billion $3.7 billion Net Revenues to Processors 6.1 million Merchant Locations$2,157 billion$5.1 billion Sources: The 2005 Nilson Report, First Annapolis Consulting, and BAS estimates

7. 7 National Processing Company Natural Partnership NPC’s Services fit right into a Financial Institutions strategy of growing deposits and strengthening ties to commercial customers. Payment Services for F.I. customers is critical to their business health and success. Confusing options in the market…merchants need a trusted partner to guide them. Financial Institutions can significantly increase fee income through increased deposits and revenue share by providing Merchant Services and aggressively marketing with NPC as the partner of choice.

8. 8 National Processing Company Competitive Advantages NPC Distribution Partner AND Merchant Focus Dedicated Strategic Alliance Division Service Quality Emphasis GEM & Retention Teams MAG NPC Online Focused Management Team NPC Retains 100% Liability

9. 9 National Processing Company Experienced Partner NPC has built tools to enable strategic partners to participate at the level they desire. As an example, we provide processing services to over 500 bank partners with more than 4,000 bank branches under management. Executive team at NPC understands importance of the total relationship between your customer and us. NPC can customize the Bank program to fit your specific needs. NPC approves and provides service to more than 3,000 new merchant customers each month.

10. 10 National Processing Company Reliable Partnership NPC Competitive pricing - YES Local dedicated representation - YES Internet/PC products – YES Accommodate existing merchant equipment – YES Check verification/conversion -YES Quick Merchant sign-up – YES Portfolio Management Tools for Bank – YES Zero Liability Program - YES

11. 11 National Processing Company New Strategy Align dedicated NPC sales team in the your area to support all of your branches. Drive new business opportunities back to your Financial Institution. Provide Financial Institution with online Lead Tracking to insure all referrals are contacted and serviced in a timely manner. Introduction to other NPC Strategic Partners to drive new business for both companies.

12. 12 National Processing Company Bank/Credit Union Support / G.E.M. Team G.E.M.’s mission is to successfully deliver prompt, efficient and knowledgeable support to our sales groups. This, in turn, gives our sales groups the ability to fully concentrate on delivering increased sales with the highest level of customer satisfaction. GEM consistently delivers: Zero Hold Times! No Voicemails!

13. 13 National Processing Company Bank/Credit Union Support / MAG MAG is an interactive and real-time online gateway for boarding, review, approval of merchant applications. MAG will provide instant merchant approval upon data entering on standard SIC/MCC codes. Downloads will be built within hours to provide same day or next day installation capability. ISO’s may key directly to MAG, or fax or email apps to NPC to be keyed.

14. 14 National Processing Company Bank/Credit Union Support / Online Tools Total back-end office support with an advanced data delivery system that allows our sales groups to view information on their accounts exactly as NPC sees it. Obtain a 360 degree view of each merchant – including equipment, additional services, and history. Check technical support notes on each merchant. Initiate Merchant Service Requests

15. 15 National Processing Company Bank Support / MyMerchantData.com MyMerchantData is an online transactional database, which provides you AND your merchants a unique resource which provides: Online transaction and batch information View, evaluate, and print statements Respond to chargeback and retrieval requests Export data to Excel spreadsheets for reconciliation and account purposes.

16. 16 National Processing Company NPC Equipment Facilities Equipment and Deployment: New and refurbished terminals and peripherals available Competitive pricing for all Class A point-of-sale (POS) equipment Bulk & individual sales including full deployment services Kitting, including plates and supplies available Equipment exchange, swap replacement and upgrade services available In-House Terminal Software: VeriFone VeriCentre Lipman WNCC Hypercom Termmaster Deployment facilities New & refurbished equipment deployed from Chicago Swaps & refurbished equipment deployed from Houston

17. 17 National Processing Company NPC Underwriting Overview