52617--3/6/2006--IRWIN_FINANCIAL

related topics

{loan, real, estate}

{capital, credit, financial}

{competitive, industry, competition}

{investment, property, distribution}

{financial, litigation, operation}

{acquisition, growth, future}

{provision, law, control}

{stock, price, operating}

{personnel, key, retain}

Risks Relating to an Investment in Us. We have recently had financial performance below that of peers and have lost money in two of the past four quarters. We may need additional capital in the future and adequate financing may not be available to us on acceptable terms, or at all. Our operations may be adversely affected if we are unable to secure adequate funding; our use of wholesale funding sources and securitizations exposes us to potential liquidity risk. We have credit risk inherent in our asset portfolios. Certain of our consumer mortgage products are not sold by many financial institutions. The generally accepted accounting principals (GAAP) for our activities have evolved in a meaningful manner in the past decade and we expect continued change. We rely heavily on our management team and key personnel, and the unexpected loss of key managers and personnel may affect our operations adversely. Ownership of our common stock is concentrated in persons affiliated with us. Our future success depends on our ability to compete effectively in highly competitive financial services industry. Our shareholder rights plan, provisions in our restated articles of incorporation, our by-laws, and Indiana law may delay or prevent an acquisition of us by a third party. We are the defendant in class actions and other lawsuits that could subject us to material liability. Our business may be affected adversely by the highly regulated environment in which we operate.

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52617--3/6/2006--IRWIN_FINANCIAL_CORP