SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT


PURSUANT TO SECTION 13 OR 15 (d) OF THE

SECURITIES EXCHANGE ACT OF 1934


Date of Report (Date of earliest event reported): October 24, 2003


Banner Corporation
(Exact name of registrant as specified in its charter)



    Washington       0-26584     91-1691604  
State or other jurisdiction
of incorporation
Commission
File Number
(I.R.S. Employer
Identification No.)


10 S. First Avenue, Walla Walla, Washington   99362  
(Address of principal executive offices) (Zip Code)


Registrant's telephone number (including area code) (509) 527-3636


Not Applicable
(Former name or former address, if changed since last report)






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Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits

         (c)        Exhibits

         99.1      Press Release of Banner Corporation dated October 24, 2003.



Item 9.  Regulation FD Disclosure

        On October 24, 2003, Banner Corporation issued its earnings release for the third quarter ended September 30, 2003. A copy of the earnings release is attached hereto as Exhibit 99.1, which is incorporated by reference.

        The information being furnished under this "Item 9. Regulation FD Disclosure" is intended to be furnished under "Item 12. Disclosure of Results of Operations and Financial Condition."













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SIGNATURES



       Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.


BANNER CORPORATION
 
 
DATE: October 24, 2003 By: /s/ D. Michael Jones                       
      D. Michael Jones
      President and Chief Executive Officer













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Exhibit 99.1

















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The Cereghino Group Contact:  D. Michael Jones
CORPORATE INVESTOR RELATIONS               President and CEO
1403 SE 44th Avenue BANNER               Lloyd Baker, CFO
Portland, OR 97215 CORPORATION                                         (509) 527-3636
503.234.6361
www.stockvalues.com
News Release    
 


BANNER CORPORATION REPORTS PROFITS INCREASE 23% TO $4.2 MILLION AS
KEY CREDIT QUALITY RATIOS CONTINUE TO IMPROVE

Walla Walla, WA - October 24, 2003 - Banner Corporation (Nasdaq: BANR), the parent of Banner Bank, today reported that robust mortgage banking activities, growth in assets and deposits, and continuing improvements in credit quality contributed to a 23% increase in net income for the third quarter ended September 30, 2003, compared to a year earlier. Third quarter net income was $4.2 million, or $0.37 per diluted share, compared to $3.4 million, or $0.30 per diluted share, for the same quarter a year earlier. For the first nine months of the year, net income was $11.7 million, or $1.05 per diluted share, compared to $10.8 million, or $0.95 per diluted share, for the same period of 2002.

"We have generated both top- and bottom-line improvements, with assets increasing 12%, deposits growing 15% and net income up 23% from levels a year ago. This is particularly gratifying given the historically low interest rate environment and the slow economy of the Pacific Northwest," said D. Michael Jones, President and Chief Executive Officer."Our key credit quality ratios have improved significantly, with a 25% reduction in non-performing assets since the first of the year. Net charge-offs to average loans outstanding, at 38 basis points year-to-date, also shows dramatic improvement from 62 basis points at the same time last year. With this progress, our loan loss provision is returning to more normal levels, bringing increased profits to the bottom-line."

Credit Quality

Non-performing assets were $31.6 million, or 1.26% of total assets, at September 30, 2003, a 15% reduction from $37.1 million, or 1.48% of total assets, at June 30, 2003, and a 25% reduction from $42.2 million, or 1.86% of total assets, at December 31, 2002.The loan loss provision for the third quarter was $1.4 million, a reduction from the $2.3 million provision for each of the two prior quarters and $4.0 million for the third quarter a year ago.At September 30, 2003, the allowance for loan losses totaled $26.2 million, representing 1.55% of total loans outstanding, compared to $26.1 million, or 1.57% of total loans, at June 30, 2003, and $19.2 million, or 1.20% of total loans, at September 30, 2002.

Income Statement Review

Third quarter revenues (net interest income before the provision for loan losses plus other operating income) increased 5% to $25.2 million, compared to $24.0 million for the same quarter of 2002. For the first nine months, revenues increased 8% to $74.9 million, compared to $69.1 million for the same period of 2002.Net interest margin was 3.35% for the quarter, compared to 3.57% for the prior quarter and 3.98% for the same quarter a year ago."The net interest margin was negatively impacted by prepayments on mortgage-backed securities, as well as changes in the asset mix and the effect of the lower interest rate environment on loan and investment yields," said Jones.

For the quarter, mortgage banking operations, including loan servicing fees, increased 72% to $3.2 million, compared to $1.8 million for the third quarter of 2002. Total other operating income increased 41% for the quarter to $5.5 million, compared to $3.9 million for the same quarter last year. Year-to-date, other operating income grew 47% to $15.7 million, compared to $10.7 million for the first nine months of 2002.

"Over the last 12 months, we have been building our franchise through the addition of new branches, upgrades of existing branches and, most importantly, through attracting and hiring top level, experienced bankers.These efforts contributed to a 17% increase in operating expenditures over the same quarter a year earlier.The benefits of these initiatives, however, are translating into year-over-year growth for the bank as well as positioning us for improving operations in future periods," Jones said.

Other operating expense was $17.9 million for the quarter ended September 30, 2003, compared to $17.3 million for the second quarter of 2003 and $15.3 million for the third quarter of 2002. Factors contributing to the higher operating expenses include the increase in branches and lending centers, substantially augmented lending staff, increases in compensation to real estate lenders due to their exceptional volumes, higher problem loan collection costs, and increased marketing expenditures.

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Balance Sheet Review

"The bulk of our loan growth continues to be generated through commercial and agricultural loans. These loans grew 19% year-over-year and now account for 27% of the total loan portfolio, compared to 24% a year ago," said Jones."Commercial real estate, construction and land development loans also remain strong and continue to grow in the current interest rate environment. Business lending helped offset the reduction in one- to four-family loans due to the high volume of refinancing activity and our strategy of selling current production of long-term, low-interest rate mortgages into the secondary market."Net loans grew 6% to $1.7 billion at September 30, 2003, from $1.6 billion a year ago.

Assets increased 12% to $2.5 billion at September 30, 2003, compared to $2.2 billion a year earlier. Deposits grew 15% to $1.7 billion, compared to $1.5 billion at September 30, 2002. "We continue to be encouraged by our success in attracting and retaining deposits and by the declining cost of these deposits," Jones added. Book value per share increased to $18.18 at September 30, 2003, from $17.92 per share a year earlier. Tangible book value totaled $14.83 per share at September 30, 2003, compared to $14.51 a year earlier.

Conference Call

The company will host a conference call today, Friday, October 24, 2003 at 8:00 a.m. PDT, to discuss the third quarter results.The conference call can be accessed live by telephone at 303-262-2130. To listen to the call online, go to the company's website at www.bannerbank.com or to www.fulldisclosure.com. Institutional investors may access the call via the subscriber-only site, www.streetevents.com. An archived recording of the call can be accessed by dialing 303-590-3000, passcode 556309 until Friday, October 31, 2003 or via the Internet at www.companyboardroom.com through November 7, 2003.

About the Company

Banner Corporation is the parent of Banner Bank, a commercial bank which operates a total of 42 branch offices and nine loan offices in 20 counties in Washington, Oregon and Idaho. Banner serves the Pacific Northwest region with a full range of deposit services and business, commercial real estate, construction, residential, agricultural and consumer loans.Visit Banner Bank on the Web at www.bannerbank.com.

Statements concerning future performance, developments or events, expectations for earnings, growth and market forecasts, and any other guidance on future periods, constitute forward-looking statements, which are subject to a number of risks and uncertainties that are beyond the company's control and might cause actual results to differ materially from the expectations and stated objectives. Factors which could cause actual results to differ materially include, but are not limited to, regional and general economic conditions, the bank's ability to profitably expand its branch network and to meet branch opening schedules, management's ability to generate continued improvement in asset quality and profitability, changes in interest rates, deposit flows, demand for mortgages and other loans, real estate values, competition, loan delinquency rates, changes in accounting principles, practices, policies or guidelines, changes in legislation or regulation, other economic, competitive, governmental, regulatory and technological factors affecting operations, pricing, products and services and Banner's ability to successfully resolve the outstanding credit issues and/or recover check kiting losses.Accordingly, these factors should be considered in evaluating the forward-looking statements, and undue reliance should not be placed on such statements. Banner undertakes no responsibility to update or revise any forward-looking statements.


(tables follow)



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RESULTS OF OPERATIONS      Quarters Ended
Nine Months Ended
(In thousands except share and per share data) Sep 30, 2003
Jun 30, 2003
Sep 30, 2002
Sep 30, 2003
Sep 30, 2002
INTEREST INCOME:
   Loans receivable $      29,260 $      29,396 $      30,907 $      87,500 $      92,860
   Mortgage-backed securities 2,227 3,183 2,770 8,462 8,212
   Securities and cash equivalents 3,035
2,833
2,672
8,690
7,571
34,522 35,412 36,349 104,652 108,643
 
INTEREST EXPENSE:
   Deposits 8,889 8,851 9,733 26,611 29,751
   Federal Home Loan Bank advances 5,339 5,747 5,791 16,786 18,490
   Trust preferred securities 446 546 380 1,559 718
   Other borrowings 188
203
366
563
1,258
14,862
15,347
16,270
45,519
50,217
     Net interest income before provision
       for loan losses

19,660

20,065

20,079

59,133

58,426
 
PROVISION FOR LOAN LOSSES 1,400
2,250
4,000
5,900
11,000
     Net interest income after provision
       for loan losses

18,260

17,815

16,079

53,233

47,426
OTHER OPERATING INCOME:
   Loan servicing fees 241 (83) 239 688 996
   Other fees and service charges 1,895 1,839 1,525 5,392 4,331
   Mortgage banking revenues 2,924 3,244 1,602 8,230 4,021
   Gain (loss) on sale of securities 15 - - 10 18 27
   Miscellaneous 464
383
555
1,412
1,323
     Total other operating income 5,539 5,383 3,931 15,740 10,698
OTHER OPERATING EXPENSE:
   Salary and employee benefits 12,495 11,589 9,973 35,295 27,757
   Less capitalized loan origination costs (2,028) (1,975) (1,438) (5,578) (4,043)
   Occupancy and equipment 2,447 2,349 2,141 7,168 6,263
   Information / computer data services 930 868 925 2,636 2,262
   Miscellaneous 4,024
4,444
3,699
12,679
10,227
     Total other operating expense 17,868
17,275
15,300
52,200
42,466
     Income before provision
       for income taxes

5,931

5,923

4,710

16,773

15,658
PROVISION FOR INCOME TAXES 1,778
1,802
1,329
5,070
4,841
NET INCOME $        4,153 $        4,121 $        3,381 $      11,703 $      10,817
 
Earnings Per Share
   Basic $          0.38 $          0.38 $          0.31 $          1.08 $          0.98
   Diluted $          0.37 $          0.37 $          0.30 $          1.05 $          0.95
Cumulative dividends declared per common share $          0.15 $          0.15 $          0.15 $          0.45 $          0.45
Weighted Average Shares Outstanding
   Basic 10,842,791 10,805,856 10,892,122 10,811,745 10,997,988
   Diluted 11,268,718 11,130,330 11,286,894 11,147,048 11,438,452
Shares repurchased during the period 5,701 - - 324,354 8,726 364,354

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FINANCIAL CONDITION
(In thousands except share and per share data) Sep 30, 2003
Jun 30, 2003
Sep 30, 2002
Dec 31, 2002
ASSETS
Cash and due from banks $      72,320 $    143,945 $    125,018 $    132,910
Securities available for sale 592,830 563,969 373,749 421,222
Securities held to maturity 12,528 11,191 14,082 13,253
Federal Home Loan Bank stock 34,262 33,814 32,282 32,831
Loans receivable:
   Held for sale 23,593 39,602 29,044 39,366
   Held for portfolio 1,668,392 1,624,514 1,563,789 1,534,100
   Allowance for loan losses (26,161)
(26,075)
(19,150)
(26,539)
1,665,824 1,638,041 1,573,683 1,546,927
Accrued interest receivable 13,944 14,293 14,263 13,689
Real estate held for sale, net 6,849 8,691 5,362 6,062
Property and equipment, net 22,074 20,216 19,025 20,745
Goodwill and other intangibles 36,563
36,613

36,752

36,714
Deferred income tax asset, net 1,391 1,810 1,364 2,786
Bank owned life insurance 33,218 32,748 31,356 31,809
Other assets 10,563
9,368
4,306
4,224
$  2,502,366 $  2,514,699 $  2,231,242 $  2,263,172
 
LIABILITIES
Deposits:
   Non-interest-bearing $    203,396 $    191,134 $    222,062 $    180,500
   Interest-bearing 1,502,324
1,501,730
1,263,620
1,297,278
1,705,720 1,692,864 1,485,682 1,497,778
Borrowings:
   Advances from Federal Home Loan Bank 461,552 507,952 444,243 465,743
   Trust preferred securities 55,000 40,000 25,000 40,000
   Other borrowings 58,764
42,014
65,014
41,202
575,316 589,966 534,257 546,945
Accrued expenses and other liabilities 19,139 31,537 15,036 24,700
Deferred compensation 4,006 3,728 3,083 3,372
Income taxes payable - -
1,723
- -
- -
  2,304,181 2,319,818 2,038,058 2,072,795
STOCKHOLDERS' EQUITY
Common stock and additional paid in capital 121,383 121,384 120,836 120,554
Retained earnings 77,411 74,966 73,733 70,813
Accumulated other comprehensive income 4,166 3,340 3,595 3,488
Unearned shares of common stock issued to
Employee Stock Ownership Plan (ESOP) trust:
at cost


(4,264)


(4,264)


(4,769)


(4,262)
Net carrying value of stock related deferred
  compensation plans

(511)

(545)

(211)

(216)
198,185
194,881
193,184
190,377
$  2,502,366 $  2,514,699 $  2,231,242 $  2,263,172
Shares Issued:
Shares outstanding at end of period 11,415,636 11,366,835 11,358,505 11,306,977
Less unearned ESOP shares at end of period 515,960
515,707
577,039
515,707
Shares outstanding at end of period excluding
unearned ESOP shares

10,899,676

10,851,128

10,781,466

10,791,270
Book Value Per Share(1) $ 18.18 $ 17.96 $ 17.92 $ 17.64
Tangible Book Value Per Share(1) $ 14.83 $ 14.59 $ 14.51 $ 14.24
Consolidated Tier 1 Leverage Capital Ratio 8.64% 8.20% 8.39% 8.77%

(1) Calculation is based on number of shares outstanding at the end of the period rather than weighted average shares outstanding and excludes unallocated shares in the employee stock ownership plan (ESOP).

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ADDITIONAL FINANCIAL INFORMATION
(Dollars in thousands)
 
LOANS (including loans held for sale): Sep 30, 2003 Jun 30, 2003 Sep 30, 2002 Dec 31, 2002
Secured by real estate:
   One- to four-family $ 274,723 $ 299,524 $ 350,016 $ 329,314
   Consumer secured by one to four-family 28,243
25,875
26,541
26,195
   Total one to four-family 302,966 325,399 376,557 355,509
Commercial 433,800 407,419 379,416 379,099
   Multifamily 76,397 76,598 81,919 72,333
   Construction and land 392,819 376,385 335,411 339,516
Commercial business 326,368 328,130 278,713 285,231
Agricultural business including secured by farmland 122,890 113,445 99,899 102,626
Consumer 36,745
36,740
40,918
39,152
   Total loans outstanding $1,691,985 $1,664,116 $1,592,833 $ 1,573,466
 
NON-PERFORMING ASSETS: Sep 30, 2003 Jun 30, 2003 Sep 30, 2002 Dec 31, 2002
Loans on nonaccrual status $ 23,209 $ 27,196 $ 22,282 $ 34,249
Accruing loans greater than 90 days delinquent 1,227
926
431
1,859
   Total nonperforming loans 24,436 28,122 22,713 36,108
Real estate owned (REO) / Repossessed assets 7,164
9,018
5,362
6,062
   Total nonperforming assets $ 31,600 $ 37,140 $ 28,075 $ 42,170
Total nonperforming assets / Total assets 1.26% 1.48% 1.26% 1.86%





CHANGE IN THE Quarters Ended
Nine Months Ended
ALLOWANCE FOR LOAN LOSSES: Sep 30, 2002
Jun 30, 2002
Sep 30, 2001
Sep 30, 2002
Sep 30, 2001
Balance at beginning of period $ 26,075 $ 25,551 $ 16,646 $ 26,539 $ 17,552
 
Acquisitions / (divestitures) - - - - - - - - 460
Provision for loan losses 1,400 2,250 4,000 5,900 11,000
 
Recoveries 566 244 46 920 117
Chargeoffs (1,880)
(1,970)
(1,542)
(7,198)
(9,979)
   Net (chargeoffs) recoveries (1,314)
(1,726)
(1,496)
(6,278)
(9,862)
   Balance at end of period $ 26,161 $ 26,075 $ 19,150 $ 26,161 $ 19,150
 
Net chargeoffs / Average loans outstanding 0.08% 0.11% 0.10% 0.38% 0.62%
 
Allowance for loan losses / Total loans
outstanding

1.55%

1.57%

1.20%

1.55%

1.20%

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ADDITIONAL FINANCIAL INFORMATION
(Dollars in thousands)
(Rates / Ratios Annualized)
Quarters Ended
Nine Months Ended
OPERATING PERFORMANCE: Sep 30, 2003
Jun 30, 2003
Sep 30, 2002
Sep 30, 2003
Sep 30, 2002
 
Average loans $   1,698,796 $   1,633,218 $   1,572,856 $   1,638,508 $   1,588,842
Average securities and deposits 628,485 622,141 427,667 605,574 399,517
Average non-interest-earning assets 170,972
160,455
157,773
162,623
144,041
   Total average assets $   2,498,253 $   2,415,814 $   2,158,296 $   2,406,705 $   2,132,400
 
Average deposits $   1,691,159 $   1,598,829 $   1,411,767 $   1,599,482 $   1,378,411
Average borrowings 586,894 607,483 534,541 594,292 544,313
Average non-interest-earning liabilities 23,470
13,980
14,687
17,840
12,719
   Total average liabilities 2,301,523 2,220,292 1,960,995 2,211,614 1,935,443
 
Total average equity 196,730
195,522
197,301
195,091
196,957
   Total average liabilities and equity $   2,498,253 $   2,415,814 $   2,158,296 $   2,406,705 $   2,132,400
 
Interest rate yield on loans 6.83% 7.22% 7.80% 7.14% 7.81%
Interest rate yield on securities and deposits 3.32%
3.88%
5.05%
3.79%
5.28%
   Interest rate yield on interest-earning assets 5.98%
6.30%
7.21%
6.24%
7.31%
 
Interest rate expense on deposits 2.09% 2.22% 2.74% 2.22% 2.89%
Interest rate expense on borrowings 4.04%
4.29%
4.85%
4.25%
5.03%
   Interest rate expense on interest-
     bearing liabilities

2.59%

2.79%

3.32%

2.77%

3.49%
Interest rate spread 3.30% 3.51% 3.89% 3.47% 3.82%
Net interest margin 3.35% 3.57% 3.98% 3.52% 3.93%
 
Other operating income / Average assets 0.88% 0.89% 0.72% 0.87% 0.67%
Other operating expense / Average assets 2.84% 2.87% 2.81% 2.90% 2.66%
Efficiency ratio (other operating expense / revenue)
70.91%

67.88%

63.72%

69.72%

61.43%
Return on average assets 0.66% 0.68% 0.62% 0.65% 0.68%
Return on average equity 8.38% 8.45% 6.80% 8.02% 7.34%
Average equity / Average assets 7.87% 8.09% 9.14% 8.11% 9.24%



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NOTE: Transmitted on Business Wire at 3:00 a.m. PDT on October 24, 2003.