##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q

|    |  |                                                                                        
|--- |  | ---------------------------------------------------------------------------------------
|[X] |  | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

|                               |  |                   
|------------------------------ |  | ------------------
|For the quarterly period ended |  | September 30, 2002

OR

|      |  |                                                                                         
|----- |  | ----------------------------------------------------------------------------------------
|[   ] |  | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

|                               |  |  |  |    |  | 
|------------------------------ |  |  |  | -- |  | 
|For the transition period from |  |  |  | to |  | 

|                       |  |        
|---------------------- |  | -------
|Commission file number |  | 0-24947

UCBH Holdings, Inc.




(Exact name of registrant as specified in its charter)


|                                                               |  |                                     
|-------------------------------------------------------------- |  | ------------------------------------
|Delaware                                                       |  | 94-3072450                          
|                                                               |  |                                     
|(State or other jurisdiction of incorporation
or organization) |  | (I.R.S. Employer
Identification No.)

|                                               |  |           
|---------------------------------------------- |  | ----------
|711 Van Ness Avenue, San Francisco, California |  | 94102     
|                                               |  |           
|(Address of principal executive offices)       |  | (Zip Code)

(415) 928-0700




(Registrants telephone number, including area code)







(Former name, former address and former fiscal year, if changed since last report)


Indicate by check mark whether the registrant (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or
for such shorter period that the registrant was required to file such reports), and (2) has
been subject to such filing requirements for the past 90 days.

Yes [X] No [   ]

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuers classes of common stock, as of the latest practicable date.

As of October 22, 2002, the Registrant had 19,667,720 shares of common stock outstanding.








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TABLE OF CONTENTS



|                               |                                                                                               |                                            |  |  |  |  |  | 
|------------------------------ | --------------------------------------------------------------------------------------------- | ------------------------------------------ |  |  |  |  |  | 
|PART I - FINANCIAL INFORMATION
|                               | ITEM 1. FINANCIAL STATEMENTS                                                                 
|                               |                                                                                               | NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
|                               | ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|                               | ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK                           
|                               | ITEM 4. CONTROLS AND PROCEDURES                                                              
|PART II - OTHER INFORMATION   
|                               | Item 1. Legal Proceedings                                                                    
|                               | Item 2. Changes in Securities and Use of Proceeds                                            
|                               | Item 3. Defaults Upon Senior Securities                                                      
|                               | Item 4. Submission of Matters to a Vote of Security Holders                                  
|                               | Item 5. Other Information                                                                    
|                               | Item 6. Exhibits and Reports on Form 8-K                                                     
|SIGNATURES                    



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##### Table of Contents



UCBH HOLDINGS, INC.
TABLE OF CONTENTS

|               |  |                                                                                       |       |                                            |      |  |     | 
|-------------- |  | ------------------------------------------------------------------------------------- | ----- | ------------------------------------------ | ---- |  | --- | 
|PART I -       |  | FINANCIAL INFORMATION                                                                 |       |                                            |      | 
|Item 1.        |  | Financial Statements                                                                  |       |                                            | 1-3  | 
|               |  |                                                                                       |       | Notes to Consolidated Financial Statements |      |  | 4-7 | 
|Item 2.        |  | Managements Discussion and Analysis of
Financial Condition and Results of Operations |       |                                            | 7-17 | 
|Item 3.        |  | Quantitative and Qualitative Disclosures About Market Risk                            |       |                                            | 17   | 
|Item 4.        |  | Controls and Procedures                                                               |       |                                            | 18   | 
|PART II -      |  | OTHER INFORMATION                                                                     |       |                                            |      | 
|Item 1.        |  | Legal Proceedings                                                                     |       |                                            | 18   | 
|Item 2.        |  | Changes in Securities and Use of Proceeds                                             |       |                                            | 18   | 
|Item 3.        |  | Defaults Upon Senior Securities                                                       |       |                                            | 18   | 
|Item 4.        |  | Submission of Matters to a Vote of Security Holders                                   |       |                                            | 18   | 
|Item 5.        |  | Other Information                                                                     |       |                                            | 18   | 
|Item 6.        |  | Exhibits and Reports on Form 8-K                                                      |       |                                            | 19   | 
|SIGNATURES     |  |                                                                                       | 20    |                                           
|CERTIFICATIONS |  |                                                                                       | 21-22 |                                           





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##### Table of Contents






PART I - FINANCIAL INFORMATION




ITEM 1. FINANCIAL STATEMENTS

UCBH HOLDINGS, INC.
CONSOLIDATED BALANCE SHEETS
(Dollars in Thousands)

|                                                                                                                                                                                                              |                                            |   |                  |           |                 |   |           |           | 
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------ | - | ---------------- | --------- | --------------- | - | --------- | --------- | 
|                                                                                                                                                                                                              |                                            |   | At September 30, |           | At December 31,
|                                                                                                                                                                                                              |                                            |   | 2002             |           | 2001           
|                                                                                                                                                                                                              |                                            |   |                  |           |                
|                                                                                                                                                                                                              |                                            |   | (unaudited)      |           |                 |   |          
|Assets                                                                                                                                                                                                        |                                            |   |                  |           |                 |   |           |          
|Cash and due from banks                                                                                                                                                                                       |                                            | $ | 55,343           |           |                 | $ | 32,606    |          
|Investment and mortgage-backed securities available for sale, at fair value                                                                                                                                   |                                            |   | 725,045          |           |                 |   | 541,921   |          
|Investment and mortgage-backed securities, at cost (fair value $67,046
at September 30, 2002 and $50,695 at December 31, 2001)                                                                                |                                            |   | 63,624           |           |                 |   | 51,472    |          
|Federal Home Loan Bank Stock                                                                                                                                                                                  |                                            |   | 24,434           |           |                 |   | 22,989    |          
|Loans                                                                                                                                                                                                         |                                            |   | 2,440,961        |           |                 |   | 2,264,303 |          
|Allowance for loan losses                                                                                                                                                                                     |                                            |   | (38,966          | )         |                 |   | (34,550   | )        
|                                                                                                                                                                                                              |                                            |   |                  |           |                 |   |           |          
|Net loans                                                                                                                                                                                                     |                                            |   | 2,401,995        |           |                 |   | 2,229,753 |          
|                                                                                                                                                                                                              |                                            |   |                  |           |                 |   |           |          
|Accrued interest receivable                                                                                                                                                                                   |                                            |   | 16,426           |           |                 |   | 16,593    |          
|Premises and equipment, net                                                                                                                                                                                   |                                            |   | 18,891           |           |                 |   | 19,669    |          
|Other assets                                                                                                                                                                                                  |                                            |   | 20,307           |           |                 |   | 17,040    |          
|                                                                                                                                                                                                              |                                            |   |                  |           |                 |   |           |          
|                                                                                                                                                                                                              | Total assets                               |   | $                | 3,326,065 |                 |   | $         | 2,932,043 | 
|                                                                                                                                                                                                              |                                            |   |                  |           |                 |   |           |          
|Liabilities                                                                                                                                                                                                   |                                            |   |                  |           |                 |   |           |          
|Deposits                                                                                                                                                                                                      |                                            | $ | 2,749,661        |           |                 | $ | 2,466,152 |          
|Borrowings                                                                                                                                                                                                    |                                            |   | 258,000          |           |                 |   | 238,000   |          
|Guaranteed preferred beneficial interests in junior subordinated debentures                                                                                                                                   |                                            |   | 71,000           |           |                 |   | 36,000    |          
|Accrued interest payable                                                                                                                                                                                      |                                            |   | 4,541            |           |                 |   | 4,080     |          
|Other liabilities                                                                                                                                                                                             |                                            |   | 27,060           |           |                 |   | 13,687    |          
|                                                                                                                                                                                                              |                                            |   |                  |           |                 |   |           |          
|                                                                                                                                                                                                              | Total liabilities                          |   |                  | 3,110,262 |                 |   |           | 2,757,919 | 
|                                                                                                                                                                                                              |                                            |   |                  |           |                 |   |           |          
|Commitments and contingencies                                                                                                                                                                                 |                                            |   |                 |           |                 |   |          |          
|Stockholders Equity                                                                                                                                                                                          |                                            |   |                  |           |                 |   |           |          
|Preferred stock, $.01 par value, authorized 10,000,000 shares, none issued
and outstanding                                                                                                                    |                                            |   |                 |           |                 |   |          |          
|Common stock, $.01 par value, authorized 90,000,000 shares at September 30, 2002
and at December 31, 2001, shares issued and outstanding 19,661,120
at September 30, 2002 and 19,359,282 at December 31, 2001 |                                            |   | 197              |           |                 |   | 194       |          
|Additional paid-in capital                                                                                                                                                                                    |                                            |   | 72,567           |           |                 |   | 66,685    |          
|Accumulated other comprehensive income (loss)                                                                                                                                                                 |                                            |   | 6,029            |           |                 |   | (6,481    | )        
|Retained earnings-substantially restricted                                                                                                                                                                    |                                            |   | 137,010          |           |                 |   | 113,726   |          
|                                                                                                                                                                                                              |                                            |   |                  |           |                 |   |           |          
|                                                                                                                                                                                                              | Total stockholders equity                 |   |                  | 215,803   |                 |   |           | 174,124   | 
|                                                                                                                                                                                                              |                                            |   |                  |           |                 |   |           |          
|                                                                                                                                                                                                              | Total liabilities and stockholders equity |   | $                | 3,326,065 |                 |   | $         | 2,932,043 | 
|                                                                                                                                                                                                              |                                            |   |                  |           |                 |   |           |          

The accompanying notes are an integral part of these financial statements.

Page 1



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##### Table of Contents



UCBH HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited: Dollars in Thousands, Except for Per Share Data)

|                             |                                                                             |                                                     |                           |        |                            |        |                           |        |        |        |        |         |         |        |        |         |         |        | 
|---------------------------- | --------------------------------------------------------------------------- | --------------------------------------------------- | ------------------------- | ------ | -------------------------- | ------ | ------------------------- | ------ | ------ | ------ | ------ | ------- | ------- | ------ | ------ | ------- | ------- | ------ | 
|                             |                                                                             |                                                     |                           |        | For the Three Months Ended |        | For the Nine Months Ended
|                             |                                                                             |                                                     |                           |        | September 30,              |        | September 30,            
|                             |                                                                             |                                                     |                           |        |                            |        |                          
|                             |                                                                             |                                                     |                           |        | 2002                       |        | 2001                      |        | 2002   |        | 2001  
|                             |                                                                             |                                                     |                           |        |                            |        |                           |        |        |        |       
|Interest income:             |                                                                             |                                                     |                           |        |                            |        |                           |        |        |        |        |         |         |        |        |        
|                             | Loans                                                                       |                                                     | $                         | 38,669 |                            |        | $                         | 41,338 |        |        | $      | 114,942 |         |        | $      | 124,776 |        
|                             | Funds sold and securities purchased under
agreements to resell              |                                                     |                           | 25     |                            |        |                           | 349    |        |        |        | 87      |         |        |        | 1,101   |        
|                             | Investment and mortgage-backed securities                                   |                                                     |                           | 11,236 |                            |        |                           | 9,628  |        |        |        | 30,724  |         |        |        | 27,827  |        
|                             |                                                                             |                                                     |                           |        |                            |        |                           |        |        |        |        |         |         |        |        |        
|                             |                                                                             | Total interest income                               |                           |        | 49,930                     |        |                           |        | 51,315 |        |        |         | 145,753 |        |        |         | 153,704 |       
|                             |                                                                             |                                                     |                           |        |                            |        |                           |        |        |        |        |         |         |        |        |        
|Interest expense:            |                                                                             |                                                     |                           |        |                            |        |                           |        |        |        |        |         |         |        |        |        
|                             | Deposits                                                                    |                                                     |                           | 13,919 |                            |        |                           | 21,786 |        |        |        | 43,491  |         |        |        | 68,920  |        
|                             | Short-term borrowings                                                       |                                                     |                           | 136    |                            |        |                           | 141    |        |        |        | 338     |         |        |        | 772     |        
|                             | Guaranteed preferred beneficial interests in junior
subordinated debentures |                                                     |                           | 949    |                            |        |                           | 703    |        |        |        | 2,688   |         |        |        | 2,109   |        
|                             | Long-term borrowings                                                        |                                                     |                           | 3,405  |                            |        |                           | 3,318  |        |        |        | 10,083  |         |        |        | 9,845   |        
|                             |                                                                             |                                                     |                           |        |                            |        |                           |        |        |        |        |         |         |        |        |        
|                             |                                                                             | Total interest expense                              |                           |        | 18,409                     |        |                           |        | 25,948 |        |        |         | 56,600  |        |        |         | 81,646  |       
|                             |                                                                             |                                                     |                           |        |                            |        |                           |        |        |        |        |         |         |        |        |        
|                             |                                                                             | Net interest income                                 |                           |        | 31,521                     |        |                           |        | 25,367 |        |        |         | 89,153  |        |        |         | 72,058  |       
|Provision for loan losses    |                                                                             |                                                     | 2,742                     |        |                            |        | 2,084                     |        |        |        | 6,516  |         |         |        | 3,789  |        
|                             |                                                                             |                                                     |                           |        |                            |        |                           |        |        |        |        |         |         |        |        |        
|                             |                                                                             | Net interest income after provision for loan losses |                           |        | 28,779                     |        |                           |        | 23,283 |        |        |         | 82,637  |        |        |         | 68,269  |       
|                             |                                                                             |                                                     |                           |        |                            |        |                           |        |        |        |        |         |         |        |        |        
|Noninterest income:          |                                                                             |                                                     |                           |        |                            |        |                           |        |        |        |        |         |         |        |        |        
|                             | Commercial banking fees                                                     |                                                     |                           | 1,262  |                            |        |                           | 882    |        |        |        | 3,403   |         |        |        | 2,442   |        
|                             | Service charges on deposits                                                 |                                                     |                           | 404    |                            |        |                           | 344    |        |        |        | 1,230   |         |        |        | 960     |        
|                             | Gain on sale of loans, securities and servicing rights                      |                                                     |                           | 803    |                            |        |                           | 569    |        |        |        | 3,621   |         |        |        | 1,311   |        
|                             | Miscellaneous income                                                        |                                                     |                           | 125    |                            |        |                           | 58     |        |        |        | 294     |         |        |        | 94      |        
|                             |                                                                             |                                                     |                           |        |                            |        |                           |        |        |        |        |         |         |        |        |        
|                             |                                                                             | Total noninterest income                            |                           |        | 2,594                      |        |                           |        | 1,853  |        |        |         | 8,548   |        |        |         | 4,807   |       
|                             |                                                                             |                                                     |                           |        |                            |        |                           |        |        |        |        |         |         |        |        |        
|Noninterest expense:         |                                                                             |                                                     |                           |        |                            |        |                           |        |        |        |        |         |         |        |        |        
|                             | Personnel                                                                   |                                                     |                           | 6,627  |                            |        |                           | 5,920  |        |        |        | 21,075  |         |        |        | 18,586  |        
|                             | Occupancy                                                                   |                                                     |                           | 1,488  |                            |        |                           | 1,361  |        |        |        | 4,206   |         |        |        | 3,917   |        
|                             | Data processing                                                             |                                                     |                           | 813    |                            |        |                           | 704    |        |        |        | 2,433   |         |        |        | 2,140   |        
|                             | Furniture and equipment                                                     |                                                     |                           | 527    |                            |        |                           | 710    |        |        |        | 1,766   |         |        |        | 1,952   |        
|                             | Professional fees and contracted services                                   |                                                     |                           | 1,077  |                            |        |                           | 971    |        |        |        | 4,684   |         |        |        | 2,576   |        
|                             | Deposit insurance                                                           |                                                     |                           | 109    |                            |        |                           | 101    |        |        |        | 323     |         |        |        | 289     |        
|                             | Communication                                                               |                                                     |                           | 176    |                            |        |                           | 146    |        |        |        | 495     |         |        |        | 437     |        
|                             | Foreclosed assets                                                           |                                                     |                           |       |                            |        |                           |       |        |        |        |        |         |        |        | 3       |        
|                             | Litigation settlement                                                       |                                                     |                           | 6,750  |                            |        |                           |       |        |        |        | 6,750   |         |        |        |        |        
|                             | Miscellaneous expense                                                       |                                                     |                           | 2,235  |                            |        |                           | 2,225  |        |        |        | 6,335   |         |        |        | 6,165   |        
|                             |                                                                             |                                                     |                           |        |                            |        |                           |        |        |        |        |         |         |        |        |        
|                             |                                                                             |                                                     | Total noninterest expense |        |                            | 19,802 |                           |        |        | 12,138 |        |         |         | 48,067 |        |         |         | 36,065 | 
|                             |                                                                             |                                                     |                           |        |                            |        |                           |        |        |        |        |         |         |        |        |        
|Income before taxes          |                                                                             |                                                     | 11,571                    |        |                            |        | 12,998                    |        |        |        | 43,118 |         |         |        | 37,011 |        
|Income tax expense           |                                                                             |                                                     | 4,243                     |        |                            |        | 5,200                     |        |        |        | 16,895 |         |         |        | 14,756 |        
|                             |                                                                             |                                                     |                           |        |                            |        |                           |        |        |        |        |         |         |        |        |        
|                             |                                                                             | Net income                                          |                           | $      | 7,328                      |        |                           | $      | 7,798  |        |        | $       | 26,223  |        |        | $       | 22,255  |       
|                             |                                                                             |                                                     |                           |        |                            |        |                           |        |        |        |        |         |         |        |        |        
|Basic earnings per share     |                                                                             | $                                                   | 0.37                      |        |                            | $      | 0.41                      |        |        | $      | 1.34   |         |         | $      | 1.17   |        
|                             |                                                                             |                                                     |                           |        |                            |        |                           |        |        |        |        |         |         |        |        |        
|Diluted earnings per share   |                                                                             | $                                                   | 0.36                      |        |                            | $      | 0.39                      |        |        | $      | 1.28   |         |         | $      | 1.12   |        
|                             |                                                                             |                                                     |                           |        |                            |        |                           |        |        |        |        |         |         |        |        |        
|Dividends declared per share |                                                                             | $                                                   | 0.05                      |        |                            | $      | 0.04                      |        |        | $      | 0.15   |         |         | $      | 0.12   |        
|                             |                                                                             |                                                     |                           |        |                            |        |                           |        |        |        |        |         |         |        |        |        

The accompanying notes are an integral part of these financial statements.

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##### Table of Contents



UCBH HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited: Dollars in Thousands)

|                                                                     |                                                                                                      |                                           |                                                             |                                           |         |                           |         |          |         |          |        | 
|-------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------- | ----------------------------------------- | ----------------------------------------------------------- | ----------------------------------------- | ------- | ------------------------- | ------- | -------- | ------- | -------- | ------ | 
|                                                                     |                                                                                                      |                                           |                                                             |                                           |         | For the Nine Months Ended
|                                                                     |                                                                                                      |                                           |                                                             |                                           |         | September 30,            
|                                                                     |                                                                                                      |                                           |                                                             |                                           |         |                          
|                                                                     |                                                                                                      |                                           |                                                             |                                           |         | 2002                      |         | 2001    
|                                                                     |                                                                                                      |                                           |                                                             |                                           |         |                           |         |         
|Operating activities:                                                |                                                                                                      |                                           |                                                             |                                           |         |                           |         |         
|                                                                     | Net income                                                                                           |                                           | $                                                           | 26,223                                    |         |                           | $       | 22,255   |        
|                                                                     | Adjustments to reconcile net income to net cash provided by (used for)
operating activities:         |                                           |                                                             |                                           |         |                           |         |          |        
|                                                                     |                                                                                                      |                                           | Provision for loan losses                                   |                                           |         | 6,516                     |         |          |         | 3,789    |       
|                                                                     |                                                                                                      |                                           | Decrease (increase) in accrued interest receivable          |                                           |         | 167                       |         |          |         | (126     | )     
|                                                                     |                                                                                                      |                                           | Depreciation and amortization of premises and equipment     |                                           |         | 1,839                     |         |          |         | 1,930    |       
|                                                                     |                                                                                                      |                                           | Increase in other assets                                    |                                           |         | (12,655                   | )       |          |         | (4,459   | )     
|                                                                     |                                                                                                      |                                           | Increase in other liabilities                               |                                           |         | 16,199                    |         |          |         | 3,251    |       
|                                                                     |                                                                                                      |                                           | Increase in accrued interest payable                        |                                           |         | 461                       |         |          |         | 43       |       
|                                                                     |                                                                                                      |                                           | Gain on sale of loans, securities and other assets          |                                           |         | (3,621                    | )       |          |         | (1,311   | )     
|                                                                     |                                                                                                      |                                           | Other, net                                                  |                                           |         | 906                       |         |          |         | 489      |       
|                                                                     |                                                                                                      |                                           |                                                             |                                           |         |                           |         |         
|                                                                     |                                                                                                      |                                           |                                                             | Net cash provided by operating activities |         |                           | 36,035  |          |         |          | 25,861 | 
|                                                                     |                                                                                                      |                                           |                                                             |                                           |         |                           |         |         
|Investing activities:                                                |                                                                                                      |                                           |                                                             |                                           |         |                           |         |         
|                                                                     | Investments and mortgage-backed securities, available for sale:                                      |                                           |                                                             |                                           |         |                           |         |          |        
|                                                                     |                                                                                                      |                                           | Principal payments and maturities                           |                                           |         | 173,795                   |         |          |         | 127,848  |       
|                                                                     |                                                                                                      |                                           | Purchases                                                   |                                           |         | (275,140                  | )       |          |         | (278,038 | )     
|                                                                     |                                                                                                      |                                           | Sales                                                       |                                           |         | 160,784                   |         |          |         | 102,506  |       
|                                                                     |                                                                                                      |                                           | Called                                                      |                                           |         | 23,334                    |         |          |         |         |       
|                                                                     | Investments and mortgage-backed securities, held to maturity:                                        |                                           |                                                             |                                           |         |                           |         |          |        
|                                                                     |                                                                                                      |                                           | Principal payments and maturities                           |                                           |         | 78                        |         |          |         | 1,783    |       
|                                                                     |                                                                                                      |                                           | Purchases                                                   |                                           |         | (13,139                   | )       |          |         | (9,962   | )     
|                                                                     | Loans originated and purchased, net of principal collections                                         |                                           |                                                             | (473,159                                  | )       |                           |         | (307,154 | )      
|                                                                     | Proceeds from the sale of loans                                                                      |                                           |                                                             | 52,253                                    |         |                           |         | 37,488   |        
|                                                                     | Purchases of premises and other equipment                                                            |                                           |                                                             | (732                                      | )       |                           |         | (1,201   | )      
|                                                                     | Proceeds from sale of other assets                                                                   |                                           |                                                             |                                          |         |                           |         | 115      |        
|                                                                     |                                                                                                      |                                           |                                                             |                                           |         |                           |         |         
|                                                                     |                                                                                                      |                                           | Net cash used in investing activities                       |                                           |         | (351,926                  | )       |          |         | (326,615 | )     
|                                                                     |                                                                                                      |                                           |                                                             |                                           |         |                           |         |         
|Financing activities:                                                |                                                                                                      |                                           |                                                             |                                           |         |                           |         |         
|                                                                     | Net increase in demand deposits, NOW, money market and savings accounts                              |                                           |                                                             | 191,387                                   |         |                           |         | 181,714  |        
|                                                                     | Net increase in time deposits                                                                        |                                           |                                                             | 92,122                                    |         |                           |         | 125,428  |        
|                                                                     | Net increase (decrease) in borrowings                                                                |                                           |                                                             | 20,000                                    |         |                           |         | (22,558  | )      
|                                                                     | Proceeds from issuance of common stock                                                               |                                           |                                                             | 2,850                                     |         |                           |         | 4,524    |        
|                                                                     | Payment of cash dividend on common stock                                                             |                                           |                                                             | (2,731                                    | )       |                           |         | (1,888   | )      
|                                                                     | Proceeds from issuance of guaranteed preferred beneficial interest in
junior subordinated debentures |                                           |                                                             | 35,000                                    |         |                           |         |         |        
|                                                                     |                                                                                                      |                                           |                                                             |                                           |         |                           |         |         
|                                                                     |                                                                                                      | Net cash provided by financing activities |                                                             |                                           | 338,628 |                           |         |          | 287,220 |         
|                                                                     |                                                                                                      |                                           |                                                             |                                           |         |                           |         |         
|Net increase (decrease) in cash and cash equivalents                 |                                                                                                      |                                           | 22,737                                                      |                                           |         |                           | (13,534 | )       
|Cash and cash equivalents at beginning of period                     |                                                                                                      |                                           | 32,606                                                      |                                           |         |                           | 38,213  |         
|                                                                     |                                                                                                      |                                           |                                                             |                                           |         |                           |         |         
|Cash and cash equivalents at end of period                           |                                                                                                      | $                                         | 55,343                                                      |                                           |         | $                         | 24,679  |         
|                                                                     |                                                                                                      |                                           |                                                             |                                           |         |                           |         |         
|Supplemental disclosure of cash flow information:                    |                                                                                                      |                                           |                                                             |                                           |         |                           |         |         
|                                                                     |                                                                                                      |                                           | Cash paid during the period for interest                    |                                           | $       | 56,140                    |         |          | $       | 81,603   |       
|                                                                     |                                                                                                      |                                           | Cash paid during the period for income taxes                |                                           |         | 17,090                    |         |          |         | 17,070   |       
|Supplemental schedule of noncash investing and financing activities: |                                                                                                      |                                           |                                                             |                                           |         |                           |         |         
|                                                                     |                                                                                                      |                                           | Securities transferred to available for sale securities (1) |                                           |         |                          |         |          |         | 116,387  |       
|                                                                     |                                                                                                      |                                           | Loans securitized                                           |                                           |         | 242,554                   |         |          |         | 52,916   |       



---

|(1) |  | Such securities were transferred from held to maturity securities when SFAS No. 133 was adopted in 2001.
|--- |  | --------------------------------------------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.

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UCBH HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1. Basis of Presentation and Summary of Significant Accounting and Reporting Policies

Basis of Presentation

The Consolidated Balance Sheet as of September 30, 2002, the Consolidated
Statements of Income for the three and nine months ended September 30, 2002 and
2001, and the Consolidated Statements of Cash Flows for the nine months ended
September 30, 2002 and 2001 have been prepared by UCBH Holdings, Inc. (the
Company) and are not audited.

The unaudited financial statement information presented was prepared on
the same basis as the audited financial statements for the year ended December
31, 2001. In the opinion of management such unaudited financial statements
reflect all adjustments necessary for a fair statement of the results of
operations and balances for the interim periods presented. Such adjustments
are of a normal recurring nature. The results of operations for the three and
nine months ended September 30, 2002 are not necessarily indicative of the
results to be expected for the full year.

Principles of Consolidation and Presentation

The consolidated financial statements include the accounts of the Company
and its wholly-owned subsidiaries. All significant intercompany balances and
transactions have been eliminated in consolidation.

Impact of Recently Issued Accounting Standards

In June 2001, the Financial Accounting Standards Board (FASB) issued
Statement of Financial Accounting Standards (SFAS) No. 141, Business
Combinations, and SFAS No. 142, Goodwill and Other Intangible Assets. SFAS No.
141 requires that all business combinations initiated after June 30, 2001 be
accounted for by a single method  the purchase method. SFAS No. 141 also
specifies the criteria required for intangible assets be recognized and
reported apart from goodwill. SFAS No. 142 requires that goodwill and
intangible assets with indefinite useful lives no longer be amortized, but
instead tested for impairment at least annually. SFAS No. 142 also requires
that intangible assets with definite useful lives be amortized over their
respective estimated useful lives to their estimated residual values, and
reviewed for impairment in accordance with SFAS No. 121, Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of.

The Company is required to adopt the provisions of SFAS No. 141
immediately and SFAS No. 142 effective January 1, 2002. The Company does not
expect adoption of SFAS No. 141 and 142 to have a material impact on the
financial condition or operating results of the Company.

In June 2001, the FASB issued SFAS No. 143, Accounting for Asset
Retirement Obligations. This Statement addresses financial accounting and
reporting for obligations associated with the retirement of tangible long-lived
assets and the associated asset retirement costs. This Statement requires that
the fair value of a liability for an asset retirement obligation be recognized
in the period in which it is incurred if a reasonable estimate of fair value
can be made. The associated asset retirement costs are capitalized as part of
the carrying amount of the long-lived asset.

This Statement is effective for financial statements issued for fiscal
years beginning after June 15, 2002. The Company does not expect adoption of
SFAS No. 143 to have a material impact on the financial condition or operating
results of the Company.

In August 2001, the FASB issued SFAS No. 144, Accounting for the
Impairment or Disposal of Long-Lived Assets. SFAS No. 144 establishes a single
accounting model for the impairment or disposal of long-lived assets, including
discontinued operations. SFAS No. 144 superseded SFAS No. 121, Accounting for
the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed
Of, and APB Opinion No. 30, Reporting the Results of Operations  Reporting the
Effects of Disposal of a Segment of a Business, and Extraordinary, Unusual and
Infrequently Occurring Events and Transactions. The provision of SFAS No. 144
are effective in fiscal years beginning after December 15, 2001, with early
adoption permitted, and in general are to be applied prospectively.

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This Statement is effective for financial statements issued for fiscal
years beginning after December 15, 2001. The Company does not expect adoption
of SFAS No. 144 to have a material impact on the financial condition or
operating results of the Company.

In April 2002, the FASB issued SFAS No. 145, Rescission of FASB
Statements No. 4, 44, and 64, Amendment of FASB Statement No. 13, and Technical
Corrections. Among other provisions, SFAS 145 rescinds SFAS 4, Reporting
Gains and Losses from Extinguishment of Debt. Accordingly, gains or losses
from extinguishment of debt shall not be reported as extraordinary items unless
the extinguishment qualifies as an extraordinary item under the criteria of APB
No. 30. Gains or losses from extinguishment of debt that do not meet the
criteria of APB No. 30 should be reclassified to income from continuing
operations in all prior periods presented.

This Statement is effective for fiscal years beginning after May 15, 2002.
We do not expect the adoption of SFAS 145 to have a material impact on our
financial position or results of operations.

In June 2002, the Financial Accounting and Standards Board (FASB) issued
Statement of Financial Accounting Standards No. 146, Accounting for Costs
Associated with Exit or Disposal Activities (SFAS 146). SFAS 146 requires that
a liability for a cost associated with an exit or disposal activity be
recognized when the liability is incurred and nullifies the guidance of EITF
No. 94-3, Liability Recognition for Certain Employee Termination Benefits and
Other Costs to Exit an Activity (including Certain Costs Incurred in
Restructuring), which recognized a liability for an exit cost at the date of an
entitys commitment to an exit plan. SFAS 146 requires that the initial
measurement of a liability be at fair value.

This statement will be effective for exit or disposal activities that are
initiated after December 31, 2002. The Company does not expect adoption of
SFAS No. 146 to have a material impact on the financial condition or operating
results of the Company.

2. Earnings Per Share

The following is a reconciliation of the numerators and denominators of
the basic and diluted earnings per share:

|         |                                   |  |                                                  |       |                                       |  |           |            |             |  |               |      |           |  |   |       |  |  |  |            |  |  |   |      | 
|-------- | --------------------------------- |  | ------------------------------------------------ | ----- | ------------------------------------- |  | --------- | ---------- | ----------- |  | ------------- | ---- | --------- |  | - | ----- |  |  |  | ---------- |  |  | - | ---- | 
|         |                                   |  | Three Months Ended September 30, 2002            |       | Three Months Ended September 30, 2001
|         |                                   |  |                                                  |       |                                      
|         |                                   |  | Income                                           |       | Shares                                |  | Per Share |            | Income      |  | Shares        |      | Per Share
|         |                                   |  | (Numerator)                                      |       | (Denominator)                         |  | Amount    |            | (Numerator) |  | (Denominator) |      | Amount   
|         |                                   |  |                                                  |       |                                       |  |           |            |             |  |               |      |          
|         |                                   |  | (Dollars in Thousands, Except Per Share Amounts)
|Basic:   |                                   |  |                                                  |       |                                       |  |           |            |             |  |               |      |           |  |   |       |  |  |  |            |  |  |   |     
|         | Net income                        |  | $                                                | 7,328 |                                       |  |           | 19,650,230 |             |  | $             | 0.37 |           |  | $ | 7,798 |  |  |  | 19,237,642 |  |  | $ | 0.41 | 
|         | Dilutive potential common shares  |  |                                                  |      |                                       |  |           | 930,190    |             |  |               |      |           |  |   |      |  |  |  | 928,575    |  |  |   |      | 
|         |                                   |  |                                                  |       |                                       |  |           |            |             |  |               |      |           |  |   |       |  |  |  |            |  |  |   |     
|Diluted: |                                   |  |                                                  |       |                                       |  |           |            |             |  |               |      |           |  |   |       |  |  |  |            |  |  |   |     
|         | Net income and assumed conversion |  | $                                                | 7,328 |                                       |  |           | 20,580,420 |             |  | $             | 0.36 |           |  | $ | 7,798 |  |  |  | 20,166,217 |  |  | $ | 0.39 | 
|         |                                   |  |                                                  |       |                                       |  |           |            |             |  |               |      |           |  |   |       |  |  |  |            |  |  |   |     

|         |                                   |  |                                                  |        |                                      |  |           |            |             |  |               |      |           |  |   |        |  |  |  |            |  |  |   |      | 
|-------- | --------------------------------- |  | ------------------------------------------------ | ------ | ------------------------------------ |  | --------- | ---------- | ----------- |  | ------------- | ---- | --------- |  | - | ------ |  |  |  | ---------- |  |  | - | ---- | 
|         |                                   |  | Nine Months Ended September 30, 2002             |        | Nine Months Ended September 30, 2001
|         |                                   |  |                                                  |        |                                     
|         |                                   |  | Income                                           |        | Shares                               |  | Per Share |            | Income      |  | Shares(1)     |      | Per Share
|         |                                   |  | (Numerator)                                      |        | (Denominator)                        |  | Amount    |            | (Numerator) |  | (Denominator) |      | Amount   
|         |                                   |  |                                                  |        |                                      |  |           |            |             |  |               |      |          
|         |                                   |  | (Dollars in Thousands, Except Per Share Amounts)
|Basic:   |                                   |  |                                                  |        |                                      |  |           |            |             |  |               |      |           |  |   |        |  |  |  |            |  |  |   |     
|         | Net income                        |  | $                                                | 26,223 |                                      |  |           | 19,567,937 |             |  | $             | 1.34 |           |  | $ | 22,255 |  |  |  | 18,979,478 |  |  | $ | 1.17 | 
|         | Dilutive potential common shares  |  |                                                  |       |                                      |  |           | 913,447    |             |  |               |      |           |  |   |       |  |  |  | 945,084    |  |  |   |      | 
|         |                                   |  |                                                  |        |                                      |  |           |            |             |  |               |      |           |  |   |        |  |  |  |            |  |  |   |     
|Diluted: |                                   |  |                                                  |        |                                      |  |           |            |             |  |               |      |           |  |   |        |  |  |  |            |  |  |   |     
|         | Net income and assumed conversion |  | $                                                | 26,223 |                                      |  |           | 20,481,384 |             |  | $             | 1.28 |           |  | $ | 22,255 |  |  |  | 19,924,562 |  |  | $ | 1.12 | 
|         |                                   |  |                                                  |        |                                      |  |           |            |             |  |               |      |           |  |   |        |  |  |  |            |  |  |   |     



---

|(1) |  | Effective April 11, 2001, the Company completed a two-for-one stock split.
|--- |  | --------------------------------------------------------------------------

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3. Comprehensive Income

SFAS No. 130, Reporting Comprehensive Income, establishes presentation
and disclosure requirements for comprehensive income. For the Company,
comprehensive income consists of net income and the change in unrealized gains
and losses on available-for-sale securities. For the three months ended
September 30, 2002, total comprehensive income was $13.6 million, an increase
of $618,000 compared to the three months ended September 30, 2001. Net income
for the three months ended September 30, 2002 was $7.3 million and unrealized
gains on available-for-sale securities increased by $1.1 million. For the
corresponding period of 2001, net income was $7.8 million and unrealized losses
on available-for-sale securities decreased by $5.2 million.

For the nine months ended September 30, 2002, total comprehensive income
was $38.7 million, an increase of $7.6 million, or 24.5%, compared to the nine
months ended September 30, 2001. Net income for the nine months ended
September 30, 2002 was $26.2 million and unrealized gains on available-for-sale
securities increased by $3.6 million. For the corresponding period of 2001,
net income was $22.3 million and unrealized losses on available-for-sale
securities decreased by $8.9 million.

4. Segment Information

The Company has determined that its reportable segments are those that are
based on the Companys method of internal reporting, which disaggregates its
business into two reportable segments: Commercial Banking and Consumer Banking.
These segments serve businesses and consumers, primarily in the state of
California. Historically, our customer base has been primarily the ethnic
Chinese communities located mainly in the San Francisco Bay area,
Sacramento/Stockton and metropolitan Los Angeles.

The financial results of the Companys operating segments are presented on
an accrual basis. There are no significant differences between the accounting
policies of the segments as compared to the Companys consolidated financial
statements. The Company evaluates the performance of its segments and
allocates resources to them based on interest income, interest expense and net
interest income. There are no material intersegment revenues.

The table below presents information about the Companys operating
segments for the three months and the nine months ended September 30, 2002 and
2001:

|                           |                                                        |  |                        |           |          |  |       |           |  |  |   |           | 
|-------------------------- | ------------------------------------------------------ |  | ---------------------- | --------- | -------- |  | ----- | --------- |  |  | - | --------- | 
|                           |                                                        |  | Commercial             |           | Consumer |  | Total
|                           |                                                        |  |                        |           |          |  |      
|                           |                                                        |  | (Dollars in Thousands)
|For the Three Months Ended |                                                        |  |                        |           |          |  |       |           |  |  |   |          
|September 30, 2002:        |                                                        |  |                        |           |          |  |       |           |  |  |   |          
|                           | Net interest income (before provision for
loan losses) |  | $                      | 21,906    |          |  | $     | 9,615     |  |  | $ | 31,521    | 
|                           | Segment net income                                     |  |                        | 5,297     |          |  |       | 2,031     |  |  |   | 7,328     | 
|                           | Segment total assets                                   |  |                        | 2,185,210 |          |  |       | 1,140,855 |  |  |   | 3,326,065 | 
|September 30, 2001:        |                                                        |  |                        |           |          |  |       |           |  |  |   |          
|                           | Net interest income (before provision for
loan losses) |  | $                      | 15,280    |          |  | $     | 10,087    |  |  | $ | 25,367    | 
|                           | Segment net income                                     |  |                        | 5,846     |          |  |       | 1,952     |  |  |   | 7,798     | 
|                           | Segment total assets                                   |  |                        | 1,650,836 |          |  |       | 1,172,920 |  |  |   | 2,823,756 | 
|For the Nine Months Ended  |                                                        |  |                        |           |          |  |       |           |  |  |   |          
|September 30, 2002:        |                                                        |  |                        |           |          |  |       |           |  |  |   |          
|                           | Net interest income (before provision for
loan losses) |  | $                      | 58,423    |          |  | $     | 30,730    |  |  | $ | 89,153    | 
|                           | Segment net income                                     |  |                        | 18,003    |          |  |       | 8,220     |  |  |   | 26,223    | 
|                           | Segment total assets                                   |  |                        | 2,185,210 |          |  |       | 1,140,855 |  |  |   | 3,326,065 | 
|September 30, 2001:        |                                                        |  |                        |           |          |  |       |           |  |  |   |          
|                           | Net interest income (before provision for
loan losses) |  | $                      | 41,830    |          |  | $     | 30,228    |  |  | $ | 72,058    | 
|                           | Segment net income                                     |  |                        | 16,300    |          |  |       | 5,955     |  |  |   | 22,255    | 
|                           | Segment total assets                                   |  |                        | 1,650,836 |          |  |       | 1,172,920 |  |  |   | 2,823,756 | 

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5. Subsequent Events

On October 17, 2002, the Company announced that it had completed issuance
of a total of $38 million in trust preferred securities through two separate
private placements. An initial $20 million in trust preferred securities were
issued through a newly-formed special purpose trust, UCBH Capital Trust II, and
an additional $18 million in trust preferred securities were issued through
another newly-formed special purpose trust, UCBH Capital Trust III. The net
proceeds from the sale of the trust preferred securities will be used to fund a
portion of UCBHs acquisition of the Bank of Canton of California (BCC) as
announced on August 28, 2002.




ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This Form 10-Q may include projections or other forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995
regarding future events or the future financial performance of the Company or
the Companys wholly-owned subsidiary, United Commercial Bank (the Bank).
Such forward-looking statements involve known and unknown risks, uncertainties
and other factors that may cause the actual results, performance or
achievements of the Company or the Bank to be materially different from future
results, performance or achievements expressed or implied by such
forward-looking statements. Such factors include, among other things: general
economic and business conditions in those areas in which the Company or the
Bank operates; demographic changes; competition; fluctuations in market
interest rates; changes in business strategies; changes in credit quality; and
other risks and uncertainties including those detailed in the documents the
Company files from time to time with the Securities and Exchange Commission.
Further description of the risks and uncertainties are included in detail in
the Companys most recent quarterly and annual reports, including the Annual
Report on Form 10-K for the year ended December 31, 2001, as filed with the
Securities and Exchange Commission.

The following discussion and analysis is intended to provide details of
the results of operations of the Company for the three and nine months ended
September 30, 2002 and 2001 and financial condition at September 30, 2002 and
at December 31, 2001. The following discussion should be read in conjunction
with the information set forth in the Companys Consolidated Financial
Statements and notes thereto and other financial data included.

RESULTS OF OPERATIONS

General. The Companys primary source of income is net interest income,
which is the difference between interest income from interest-earning assets
and interest paid on interest-bearing liabilities, such as deposits and other
borrowings used to fund those assets. The Companys net interest income is
affected by changes in the volume of interest-earning assets and
interest-bearing liabilities as well as by changes in yields earned on
interest-earning assets and rates paid on interest-bearing deposits and other
borrowed funds. The Company also generates noninterest income, including
commercial banking fees, gain on sale of SBA loans, and the sale of securities,
and other transactional fees and seeks to generate additional fees in
connection with the shift in its business focus to commercial banking. The
Companys noninterest expenses consist primarily of personnel, occupancy,
professional fees, and other operating expenses. The Companys results of
operations are affected by its provision for loan losses and may also be
significantly affected by other factors including general economic and
competitive conditions, changes in market interest rates, governmental policies
and actions of regulatory agencies.

Net Income. The consolidated net income of the Company during the three
months ended September 30, 2002 decreased by $470,000, or 6.0%, to $7.3
million, compared to $7.8 million for the corresponding period of the preceding
year. Included in net income for the three months ended September 30, 2002, is
a one-time, pre-tax charge of $6.75 million from settlement of legal
proceedings and a one-time $350,000 tax benefit resulting from a change in the
state of California tax law. The litigation charge reflects the settlement
agreement reached between the Bank and the plaintiff, which, among other
things, provided for the Bank to pay the plaintiff $6.75 million in full
settlement of the suit. The after-tax effect of the charge is $3.9 million, or
$0.19 per diluted share. Excluding these one-time items, the increase in net
income of $3.1 million to $10.9 million for the three months ended September
30, 2002 was primarily from an increase in net interest income. The annualized
return on average equity (ROE) and average assets (ROA) ratios for the
three months ended September 30, 2002 were 14.12% and 0.91%, respectively.
This compares with annualized ROE and ROA ratios of 19.96% and 1.12%,
respectively, for the three

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months ended September 30, 2001. The decrease in ROE results primarily from
the one-time litigation settlement charge. The resulting efficiency ratios were
58.04% for the three months ended September 30, 2002 compared with 44.59% for the
corresponding period of the preceding year. Diluted earnings per common share were
$0.36 for the three months ended September 30, 2002 compared with $0.39 for the
comparable period of the preceding year.

The consolidated net income of the Company during the nine months ended
September 30, 2002 increased by $4.0 million, or 17.8%, to $26.2 million,
compared to $22.3 million for the corresponding period of the preceding year.
Included in net income for the nine months ended September 30, 2002, is a
one-time, pre-tax charge of $6.75 million from settlement of legal proceedings,
as discussed above, and a one-time $350,000 tax benefit resulting from a change
in the state of California tax law. Excluding these one-time items, the
increase in net income of $7.5 million to $29.8 million for the nine months
ended September 30, 2002 was primarily from an increase in net interest income.
The annualized return on average equity and average assets ratios for the nine
months ended September 30, 2002 were 18.06% and 1.13%, respectively. This
compares with annualized ROE and ROA ratios of 20.24% and 1.12%, respectively,
for the nine months ended September 30, 2001. The decrease in ROE results from
the one-time litigation charge discussed above offset by increased net interest
income resulting from net interest margin expansion and a larger balance sheet.
The resulting efficiency ratios were 49.20% for the nine months ended
September 30, 2002 compared with 46.92% for the corresponding period of the
prior year. Diluted earnings per common share were $1.28 for the nine months
ended September 30, 2002 compared with $1.12 for the comparable period of the
preceding year.

Net Interest Income. Net interest income before provision for loan losses
of $31.5 million for the three months ended September 30, 2002 represented a
$6.2 million, or 24.3%, increase over net interest income of $25.4 million for
the three months ended September 30, 2001. This increase was primarily due to
the increase in commercial loans and growth in core deposits. The yield on
interest-earning assets decreased to 6.27% for the three months ended September
30, 2002 from 7.46% for the corresponding period of 2001, primarily due to the
decrease in the prime rate on which the majority of our commercial loans are
based. The average cost of deposits decreased to 2.08% for the three months
ended September 30, 2002 from 3.73% for the three months ended September 30,
2001, primarily due to growth in core deposits and reductions in the interest
rate on certificates of deposit, which resulted from a decrease in market
interest rates. Interest on earning assets decreased $1.4 million to $50.0
million for the three months ended September 30, 2002, from $51.3 million for
the three months ended September 30, 2001. This decrease resulted primarily
from decreases in interest earned on commercial loans, partially offset by a
$436.4 million increase in average interest-earning assets. This compares with
a decrease of $7.5 million in interest expense, to $18.4 million for the three
months ended September 30, 2002 from $25.9 million for the three months ended
September 30, 2001. This decrease is primarily a result of reductions in
market interest rates on interest-bearing deposits, partially offset by a
$287.0 million increase in average interest-bearing deposits.

Net interest income before provision for loan losses of $89.2 million for
the nine months ended September 30, 2002 represented a $17.1 million, or 23.7%,
increase over net interest income of $72.1 million for the nine months ended
September 30, 2001. This increase was primarily due to the increase in
commercial loans and growth in core deposits. The yield on interest-earning
assets decreased to 6.35% for the nine months ended September 30, 2002 from
7.84% for the corresponding period of 2001, primarily due to the decrease in
the prime rate on which the majority of our commercial loans are based. The
average cost of deposits decreased to 2.25% for the nine months ended September
30, 2002 from 4.17% for the nine months ended September 30, 2001, primarily due
to growth in core deposits and reductions in market interest rates. Interest
on earning assets decreased $8.0 million to $145.8 million for the nine months
ended September 30, 2002, from $153.7 million for the nine months ended
September 30, 2001. This decrease resulted primarily from decreases in
interest earned on commercial loans, partially offset by a $446.5 million
increase in average interest-earning assets. This compares with a decrease of
$25.0 million in interest expense, to $56.6 million for the nine months ended
September 30, 2002 from $81.6 million for the nine months ended September 30,
2001. This decrease is primarily a result of reductions in market interest
rates on interest-bearing deposits, partially offset by a $329.7 million
increase in average interest-bearing deposits.

Average outstanding loans increased to $2.33 billion for the nine months
ended September 30, 2002 from $2.01 billion for the corresponding period of
2001, an increase of $316.4 million, or 15.7%, as a result of the Banks
continued focus on commercial lending activities. Loan growth during the nine
months ended September 30, 2002 was significantly offset by the internal
securitizations of residential mortgage (one to four family) and multifamily

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loans as discussed below. Average commercial loans increased $525.8 million to
$2.00 billion for the nine months ended September 30, 2002, from $1.48 billion
for the nine months ended September 30, 2001 while average consumer loans
decreased $209.4 million to $323.3 million for the nine months ended September
30, 2002, from $532.7 million for the nine months ended September 30, 2001, due
primarily to the Companys internal securitizations of loans discussed below
and loan runoff. Average securities increased to $727.1 million for the nine
months ended September 30, 2002 from $568.9 million for the same period of
2001, an increase of $158.2 million, or 27.8%, primarily due to the internal
securitizations of $188.4 million of residential mortgage (one to four family)
loans and $54.1 million of multifamily loans during the nine months ended
September 30, 2002. Average interest-bearing deposits increased to $2.43
billion for the nine months ended September 30, 2002 from $2.10 billion in the
corresponding period of the prior year. Average noninterest-bearing deposits
increased to $146.3 million for the nine months ended September 30, 2002 from
$103.3 million for the corresponding period of the prior year, representing an
increase of $43.0 million, or 41.6%, as a result of the Companys ongoing
focus on the generation of commercial and consumer demand deposit accounts.

Net Interest Margin. The net interest margin, calculated on a tax
equivalent basis, was 3.94% for the nine months ended September 30, 2002, up
from 3.73% for the corresponding period of 2001. The increase in the net
interest margin is a result of ongoing balance sheet restructuring represented
by continuing growth in commercial loans and continuing growth in lower-costing
core deposits.

The following table presents condensed average balance sheet information
for the Company, together with interest rates earned and paid on the various
sources and uses of funds for each of the periods indicated:

|                                                                 |                                                                             |                                          |      |                        |      |                           |           |                           |           |            |         |          |        |         |      |            |      |         |           |           |           |          |         |         |        |  |      |      |      | 
|---------------------------------------------------------------- | --------------------------------------------------------------------------- | ---------------------------------------- | ---- | ---------------------- | ---- | ------------------------- | --------- | ------------------------- | --------- | ---------- | ------- | -------- | ------ | ------- | ---- | ---------- | ---- | ------- | --------- | --------- | --------- | -------- | ------- | ------- | ------ |  | ---- | ---- | ---- | 
|                                                                 |                                                                             |                                          |      | At                     |      |                           |           |                           |           |            |         |          |        |         |      |            |      |         |           |           |           |          |         |         |        |  |      |     
|                                                                 |                                                                             |                                          |      | September 30,          |      | For the Nine Months Ended |           | For the Nine Months Ended
|                                                                 |                                                                             |                                          |      | 2002                   |      | September 30, 2002        |           | September 30, 2001       
|                                                                 |                                                                             |                                          |      |                        |      |                           |           |                          
|                                                                 |                                                                             |                                          |      |                        |      |                           |           |                           |           |            |         | Interest |        |         |      |            |      |         |           |           |           | Interest |         |         |        | 
|                                                                 |                                                                             |                                          |      |                        |      |                           |           | Average                   |           | Income or  |         | Average  |        | Average |      | Income or  |      | Average
|                                                                 |                                                                             |                                          |      | Yield/Cost             |      | Balance                   |           | Expense                   |           | Yield/Cost |         | Balance  |        | Expense |      | Yield/Cost
|                                                                 |                                                                             |                                          |      |                        |      |                           |           |                           |           |            |         |          |        |         |      |           
|                                                                 |                                                                             |                                          |      | (Dollars in Thousands)
|Interest-earning assets:                                         |                                                                             |                                          |      |                        |      |                           |           |                           |           |            |         |          |        |         |      |            |      |         |           |           |           |          |         |         |        |  |      |     
|                                                                 | Loans (1)                                                                   |                                          |      | 6.09                   | %    |                           | $         | 2,326,248                 |           |            | $       | 114,942  |        |         |      | 6.59       | %    |         | $         | 2,009,890 |           |          | $       | 124,776 |        |  |      | 8.28 | %   
|                                                                 | Securities                                                                  |                                          |      | 5.69                   |      |                           |           | 727,075                   |           |            |         | 30,724   |        |         |      | 5.63       |      |         |           | 568,854   |           |          |         | 27,827  |        |  |      | 6.52 |     
|                                                                 | Other                                                                       |                                          |      |                       |      |                           |           | 6,919                     |           |            |         | 87       |        |         |      | 1.67       |      |         |           | 34,991    |           |          |         | 1,101   |        |  |      | 4.20 |     
|                                                                 |                                                                             |                                          |      |                        |      |                           |           |                           |           |            |         |          |        |         |      |            |      |         |           |           |           |          |         |         |        |  |      |     
|Total interest-earning assets                                    |                                                                             |                                          | 5.99 |                        |      |                           | 3,060,242 |                           |           |            | 145,753 |          |        |         | 6.35 |            |      |         | 2,613,735 |           |           |          | 153,704 |         |        |  | 7.84 |     
|Noninterest-earning assets                                       |                                                                             |                                          |     |                        |      |                           | 46,067    |                           |           |            |         |          |        |         |     |            |      |         | 43,622    |           |           |          |        |         |        |  |     |     
|                                                                 |                                                                             |                                          |      |                        |      |                           |           |                           |           |            |         |          |        |         |      |            |      |         |           |           |           |          |         |         |        |  |      |     
|Total assets                                                     |                                                                             |                                          | 5.86 |                        |      | $                         | 3,106,309 |                           |           | $          | 145,753 |          |        |         | 6.26 |            |      | $       | 2,657,357 |           |           | $        | 153,704 |         |        |  | 7.71 |     
|                                                                 |                                                                             |                                          |      |                        |      |                           |           |                           |           |            |         |          |        |         |      |            |      |         |           |           |           |          |         |         |        |  |      |     
|Interest-bearing liabilities:                                    |                                                                             |                                          |      |                        |      |                           |           |                           |           |            |         |          |        |         |      |            |      |         |           |           |           |          |         |         |        |  |      |     
|                                                                 | Deposits:                                                                   |                                          |      |                        |      |                           |           |                           |           |            |         |          |        |         |      |            |      |         |           |           |           |          |         |         |        |  |      |      |     
|                                                                 |                                                                             | NOW, checking, and money market accounts |      |                        | 1.50 |                           |           | $                         | 355,443   |            |         | $        | 4,146  |         |      |            | 1.56 |         |           | $         | 219,299   |          |         | $       | 3,803  |  |      |      | 2.31 | 
|                                                                 |                                                                             | Savings accounts                         |      |                        | 1.19 |                           |           |                           | 484,686   |            |         |          | 4,618  |         |      |            | 1.27 |         |           |           | 391,628   |          |         |         | 6,524  |  |      |      | 2.22 | 
|                                                                 |                                                                             | Time deposits                            |      |                        | 2.62 |                           |           |                           | 1,590,471 |            |         |          | 34,727 |         |      |            | 2.91 |         |           |           | 1,489,981 |          |         |         | 58,593 |  |      |      | 5.24 | 
|                                                                 |                                                                             |                                          |      |                        |      |                           |           |                           |           |            |         |          |        |         |      |            |      |         |           |           |           |          |         |         |        |  |      |     
|                                                                 | Total deposits                                                              |                                          |      | 2.17                   |      |                           |           | 2,430,600                 |           |            |         | 43,491   |        |         |      | 2.39       |      |         |           | 2,100,908 |           |          |         | 68,920  |        |  |      | 4.37 |     
|                                                                 | Borrowings                                                                  |                                          |      | 5.34                   |      |                           |           | 259,553                   |           |            |         | 10,421   |        |         |      | 5.35       |      |         |           | 256,053   |           |          |         | 10,617  |        |  |      | 5.53 |     
|                                                                 | Guaranteed preferred beneficial interests in
junior subordinated debentures |                                          |      | 7.05                   |      |                           |           | 43,341                    |           |            |         | 2,688    |        |         |      | 8.27       |      |         |           | 30,000    |           |          |         | 2,109   |        |  |      | 9.38 |     
|                                                                 |                                                                             |                                          |      |                        |      |                           |           |                           |           |            |         |          |        |         |      |            |      |         |           |           |           |          |         |         |        |  |      |     
|Total interest-bearing liabilities                               |                                                                             |                                          | 2.57 |                        |      |                           | 2,733,494 |                           |           |            | 56,600  |          |        |         | 2.76 |            |      |         | 2,386,961 |           |           |          | 81,646  |         |        |  | 4.56 |     
|                                                                 |                                                                             |                                          |      |                        |      |                           |           |                           |           |            |         |          |        |         |      |            |      |         |           |           |           |          |         |         |        |  |      |     
|Noninterest-bearing deposits                                     |                                                                             |                                          |      |                        |      |                           | 146,270   |                           |           |            |         |          |        |         |      |            |      |         | 103,291   |           |           |          |         |         |        |  |      |     
|Other noninterest-bearing liabilities                            |                                                                             |                                          |      |                        |      |                           | 32,971    |                           |           |            |         |          |        |         |      |            |      |         | 20,469    |           |           |          |         |         |        |  |      |     
|Stockholders equity                                             |                                                                             |                                          |      |                        |      |                           | 193,574   |                           |           |            |         |          |        |         |      |            |      |         | 146,636   |           |           |          |         |         |        |  |      |     
|                                                                 |                                                                             |                                          |      |                        |      |                           |           |                           |           |            |         |          |        |         |      |            |      |         |           |           |           |          |         |         |        |  |      |     
|Total liabilities and stockholders equity                       |                                                                             |                                          |      |                        |      | $                         | 3,106,309 |                           |           |            |         |          |        |         |      |            |      | $       | 2,657,357 |           |           |          |         |         |        |  |      |     
|                                                                 |                                                                             |                                          |      |                        |      |                           |           |                           |           |            |         |          |        |         |      |            |      |         |           |           |           |          |         |         |        |  |      |     
|Net interest income/net interest rate spread (2)                 |                                                                             |                                          | 3.43 | %                      |      |                           |           |                           |           | $          | 89,153  |          |        |         | 3.59 | %          |      |         |           |           |           | $        | 72,058  |         |        |  | 3.28 | %   
|                                                                 |                                                                             |                                          |      |                        |      |                           |           |                           |           |            |         |          |        |         |      |            |      |         |           |           |           |          |         |         |        |  |      |     
|Net interest-earning assets/net interest margin (3)              |                                                                             |                                          | 3.70 | %                      |      | $                         | 326,748   |                           |           |            |         |          |        |         | 3.88 | %          |      | $       | 226,774   |           |           |          |         |         |        |  | 3.68 | %   
|                                                                 |                                                                             |                                          |      |                        |      |                           |           |                           |           |            |         |          |        |         |      |            |      |         |           |           |           |          |         |         |        |  |      |     
|Ratio of interest-earning assets to interest-bearing liabilities |                                                                             |                                          | 1.12 | x                      |      |                           | 1.12      | x                         |           |            |         |          |        |         |      |            |      |         | 1.10      | x         |           |          |         |         |        |  |      |     
|                                                                 |                                                                             |                                          |      |                        |      |                           |           |                           |           |            |         |          |        |         |      |            |      |         |           |           |           |          |         |         |        |  |      |     



---

|(1) |  | Nonaccrual loans are included in the table for computation purposes, but the foregone interest on such loans is excluded.                                
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|   
|   
|   
|(2) |  | Interest rate spread represents the difference between the average yield on interest-earning assets and the average cost of interest-bearing liabilities.
|   
|   
|   
|   
|(3) |  | Net interest margin represents net interest income divided by average interest-earning assets.                                                           

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Provision for Loan Losses. The provision for loan losses reflects
managements judgment of the current period cost associated with credit risk
inherent in the Companys loan portfolio. Specifically, the provision for loan
losses represents the amount charged against current period earnings to achieve
an allowance for loan losses that, in managements judgment, is adequate to
absorb losses inherent in the Companys loan portfolio.

The provision for loan losses of $2.7 million for the three months ended
September 30, 2002 is an increase of $658,000 compared to a provision of $2.1
million for the corresponding period of 2001. There were no net charge-offs
for the three months ended September 30, 2002, compared with net recoveries of
$22,000 for the corresponding period in 2001.

The provision for loan losses of $6.5 million for the nine months ended
September 30, 2002 represented an increase of $2.7 million as compared to a
provision of $3.8 million for the corresponding period of the preceding year.
At September 30, 2002, the allowance for loan losses was $39.0 million. Net
loan charge-offs were $2.1 million for the nine months ended September 30,
2002, compared with net loan recoveries of $109,000 for the corresponding
period of 2001.

Noninterest Income. Noninterest income for the three months ended
September 30, 2002 was $2.6 million compared to $1.9 million for the
corresponding quarter of 2001, an increase of $741,000, or 40.0%, primarily as
a result of an increase in commercial banking fees and gain from sale of SBA
loans and securities. Commercial banking fees increased 43.1% to $1.3 million
for the three months ended September 30, 2002 as compared to $882,000 for the
corresponding period of 2001, as a result of increased commercial banking
activities, primarily trade finance business. Gain on sale of loans and
securities increased by 41.1% to $803,000 for the three months ended September
30, 2002 compared with $569,000 for the corresponding period of 2001, primarily
as a result of the increase in the origination and related sale of SBA loans.

Noninterest income for the nine months ended September 30, 2002 was $8.5
million compared to $4.8 million for the corresponding period of 2001, an
increase of $3.7 million or 77.8%, primarily as a result of an increase in
commercial banking fees and gain from sale of SBA loans and securities.
Commercial banking fees increased 39.4% to $3.4 million for the nine months
ended September 30, 2002 as compared to $2.4 million for the corresponding
period of 2001, as a result of increased commercial banking activities,
primarily trade finance business. Included in noninterest income for the nine
months ended is $2.4 million representing gain on sale of securities. Gain on
sale of loans for the nine months ended September 30, 2002 was $1.2 million
compared to $1.1 million for the corresponding period of the preceding year.

Noninterest Expense. Noninterest expense of $19.8 million for the three
months ended September 30, 2002 increased $7.7 million, or 63.1%, compared with
$12.1 million for the corresponding quarter of 2001. Included in noninterest
expense for the three months ended September 30, 2002 is a one-time pre-tax
charge of $6.75 million for settlement of legal proceedings. Personnel
expenses increased to $6.6 million for the three months ended September 30,
2002, from $5.9 million for the corresponding period of 2001, an increase of
$707,000, or 11.9%, primarily due to the additional staffing required to
support continued growth of the Banks commercial banking business, the opening
of the Hong Kong Representative Office in the first quarter of 2002, and
increased incentive accruals related to the loan and deposit growth.

Noninterest expense of $48.1 million for the nine months ended September
30, 2002 increased $12.0 million, or 33.3%, compared with $36.1 million for the
corresponding period of 2001. Included in noninterest expense for the nine
months ended September 30, 2002 is a one-time pre-tax charge of $6.75 million
for settlement of legal proceedings and $1.8 million of related legal expenses
associated with the lawsuit for which the settlement is discussed above. As a
result of the increase in legal fees, professional fees of $4.7 million for the
nine months ended September 30, 2002 increased $2.1 million, compared with $2.6
million for the corresponding period of 2001. Personnel expenses increased to
$21.1 million for the nine months ended September 30, 2002, from $18.6 million
for the corresponding period of 2001, an increase of $2.5 million, or 13.4%,
due to the additional staffing required to support continued growth of the
Banks commercial banking business, the opening of the Asia Banking and
International Divisions during the latter part of 2001, the opening of the Hong
Kong Representative Office in the first quarter of 2002, and increased
incentive accruals related to the loan and deposit growth.

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Provision for Income Taxes. The provision for income taxes was $4.2
million and $5.2 million on the income before taxes of $11.6 million and $13.0
million for the three months ended September 30, 2002 and 2001, respectively.
The effective tax rate for the quarter ended September 30, 2002 was 36.67%,
compared with 40.01% for the quarter ended September 30, 2001. The reduction
in the effective tax rate in the third quarter of 2002 results primarily from a
$350,000 tax benefit resulting from a California state tax law change in which
one-half of the cumulative loan losses through December 31, 2001 taken for
income tax purposes were forgiven. The Company has recorded this benefit as a
permanent difference in calculating its tax provision for the third quarter of
2002.

The provision for income taxes of $16.9 million and $14.8 million on the
income before taxes of $43.1 million and $37.0 million for the nine months
ended September 30, 2002 and 2001, respectively, represents effective tax rates
of 39.18% and 39.87%, respectively. The reduction in the effective tax rate
results primarily from a $350,000 tax benefit resulting from a California state
tax law change discussed above.

FINANCIAL CONDITION

The Company experienced continued asset and core deposit growth during the
third quarter of 2002. Total assets at September 30, 2002 were $3.33 billion,
an increase of $394.0 million, or 13.4%, from $2.93 billion at December 31,
2001. The growth resulted primarily from increases in the loan portfolio and
in securities and investments.

During the nine months ended September 30, 2002, total loans increased by
$176.7 million, or 7.8%, to $2.44 billion, from $2.26 billion at December 31,
2001. This growth was led by an increase in commercial loans due to the Banks
continuing focus on originating such loans. The growth was offset by the
internal securitizations of $188.4 million of residential mortgage (one to four
family) loans and $54.1 million of multifamily loans during the nine
months ended September 30, 2002. Total commercial loans grew to $2.21 billion
at September 30, 2002, from $1.82 billion at December 31, 2001, as a result of
new commercial loan commitments of $932.1 million, offset by principal
repayments and the internal securitization of multifamily loans. Residential
mortgage (one to four family) loans decreased to $219.5 million at September
30, 2002 from $430.1 million at December 31, 2001, primarily due to principal
repayments and internal securitizations. New loan commitments of $1.05 billion
for the nine months ended September 30, 2002 were comprised of $932.1 million
of commercial loans and $114.0 million of consumer loans. Securities
(including available-for-sale and held-to-maturity) totaled $788.7 million at
September 30, 2002, an increase of $195.3 million, or 32.9%, from $593.4
million at December 31, 2001, as a result of the internal securitization of
loans and purchases of additional securities for liquidity purposes.

Total past due loans were 0.84% of total loans at September 30, 2002,
compared with 0.64% at December 31, 2001. Nonperforming assets were $3.2
million, or 0.09%, of total assets at September 30, 2002, compared with
nonperforming assets of $991,000, or 0.03%, of total assets at December 31,
2001. The allowance for loan losses was $39.0 million at September 30, 2002,
an increase of $4.4 million from $34.6 million at December 31, 2001. The
increase in the allowance for loan losses reflected the growth in the loan
portfolio during the nine months ended September 30, 2002 and increased
concentration in commercial loans.

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The following table shows the composition of the Banks loan portfolio by
amount and percentage of gross loans in each major loan category at the dates
indicated:

|                                   |                                           |   |                       |           |                      |  |                        |       |   |   |           |           |  |  |        |       |  
|---------------------------------- | ----------------------------------------- | - | --------------------- | --------- | -------------------- |  | ---------------------- | ----- | - | - | --------- | --------- |  |  | ------ | ----- | -
|                                   |                                           |   | At September 30, 2002 |           | At December 31, 2001
|                                   |                                           |   |                       |           |                     
|                                   |                                           |   | Amount                |           | %                    |  | Amount                 |       | %
|                                   |                                           |   |                       |           |                      |  |                        |       |  
|                                   |                                           |   |                       |           |                      |  | (Dollars in Thousands) |       |   |   |          
|Commercial:                        |                                           |   |                       |           |                      |  |                        |       |   |   |           |           |  |  |        |      
|                                   | Secured by real estate-nonresidential     |   | $                     | 915,926   |                      |  |                        | 37.45 | % |   | $         | 798,882   |  |  |        | 35.22 | %
|                                   | Secured by real estate-multifamily        |   |                       | 892,424   |                      |  |                        | 36.49 |   |   |           | 677,271   |  |  |        | 29.86 |  
|                                   | Construction                              |   |                       | 180,242   |                      |  |                        | 7.37  |   |   |           | 182,558   |  |  |        | 8.05  |  
|                                   | Commercial business                       |   |                       | 218,148   |                      |  |                        | 8.92  |   |   |           | 163,628   |  |  |        | 7.21  |  
|                                   |                                           |   |                       |           |                      |  |                        |       |   |   |           |           |  |  |        |      
|                                   | Total commercial loans                    |   |                       | 2,206,740 |                      |  |                        | 90.23 |   |   |           | 1,822,339 |  |  |        | 80.34 |  
|                                   |                                           |   |                       |           |                      |  |                        |       |   |   |           |           |  |  |        |      
|Consumer:                          |                                           |   |                       |           |                      |  |                        |       |   |   |           |           |  |  |        |      
|                                   | Residential mortgage (one to four family) |   |                       | 219,498   |                      |  |                        | 8.97  |   |   |           | 430,057   |  |  |        | 18.96 |  
|                                   | Other                                     |   |                       | 19,525    |                      |  |                        | 0.80  |   |   |           | 16,003    |  |  |        | 0.70  |  
|                                   |                                           |   |                       |           |                      |  |                        |       |   |   |           |           |  |  |        |      
|                                   | Total consumer loans                      |   |                       | 239,023   |                      |  |                        | 9.77  |   |   |           | 446,060   |  |  |        | 19.66 |  
|                                   |                                           |   |                       |           |                      |  |                        |       |   |   |           |           |  |  |        |      
|Total gross loans                  |                                           |   | 2,445,763             |           |                      |  | 100.00                 | %     |   |   | 2,268,399 |           |  |  | 100.00 | %    
|                                   |                                           |   |                       |           |                      |  |                        |       |   |   |           |           |  |  |        |      
|Net deferred loan origination fees |                                           |   | (4,802                | )         |                      |  |                        |       |   |   | (4,096    | )         |  |  |        |      
|                                   |                                           |   |                       |           |                      |  |                        |       |   |   |           |           |  |  |        |      
|Loans                              |                                           |   | 2,440,961             |           |                      |  |                        |       |   |   | 2,264,303 |           |  |  |        |      
|Allowance for loan losses          |                                           |   | (38,966               | )         |                      |  |                        |       |   |   | (34,550   | )         |  |  |        |      
|                                   |                                           |   |                       |           |                      |  |                        |       |   |   |           |           |  |  |        |      
|Net loans                          |                                           | $ | 2,401,995             |           |                      |  |                        |       |   | $ | 2,229,753 |           |  |  |        |      
|                                   |                                           |   |                       |           |                      |  |                        |       |   |   |           |           |  |  |        |      

The Company continues to emphasize production of commercial real estate
and commercial business loans and to place reduced emphasis on the origination
volume of residential mortgage (one to four family) loans. The Bank holds
substantially all of its loan originations in portfolio, except for the
guaranteed portion of Small Business Administration (SBA) loans which are
generally sold in the secondary market. The Company also sells from
time-to-time portions of the unguaranteed SBA loans but always retains a
minimum of 5% of the loan amount, in accordance with the SBA guidelines.

Construction loans, commercial business loans and SBA loans generally have
monthly repricing terms. Commercial real estate loans generally reprice
monthly or are intermediate fixed, meaning that the loans have interest rates
which are fixed for a period, typically five years, and then generally reprice
monthly or become due and payable. Multifamily loans are generally
adjustable-rate repricing semiannually. Residential mortgage (one to four
family) loans may be adjustable-rate repricing semiannually or annually, fixed
rate for terms of 15 or 30 years, or have interest rates that are fixed for a
period, typically five years, and then generally reprice semiannually or
annually.

As a result of the change of focus to commercial lending, adjustable-rate
loans increased to $2.03 billion, an increase of $325.2 million, or 19.1%, from
$1.70 billion at December 31, 2001. Fixed-rate loans decreased $147.8 million,
or 26.2%, to $417.1 million, or 17.1% of gross loans at September 30, 2002,
compared with $564.9 million, or 24.9% of the gross loans at December 31, 2001.
At September 30, 2002, total gross loans included $192.2 million of
intermediate fixed-rate loans compared with $221.6 million at December 31,
2001, a decrease of $29.4 million, or 13.3%.

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The following table shows the Banks new loan commitments during the periods indicated:

|            |                                              |                        |   |                           |         |      |   |         |         | 
|----------- | -------------------------------------------- | ---------------------- | - | ------------------------- | ------- | ---- | - | ------- | ------- | 
|            |                                              |                        |   | For the Nine Months Ended
|            |                                              |                        |   | September 30,            
|            |                                              |                        |   |                          
|            |                                              |                        |   | 2002                      |         | 2001
|            |                                              |                        |   |                           |         |     
|            |                                              |                        |   | (Dollars in Thousands)   
|Commercial: |                                              |                        |   |                           |         |      |   |        
|            | Secured by real estate-nonresidential (1)    |                        | $ | 258,830                   |         |      | $ | 210,078 |        
|            | Secured by real estate-multifamily(1)        |                        |   | 369,068                   |         |      |   | 167,117 |        
|            | Construction                                 |                        |   | 145,580                   |         |      |   | 146,227 |        
|            | Commercial business                          |                        |   | 158,592                   |         |      |   | 181,024 |        
|            |                                              |                        |   |                           |         |      |   |        
|            |                                              | Total commercial loans |   |                           | 932,070 |      |   |         | 704,446 | 
|            |                                              |                        |   |                           |         |      |   |        
|Consumer:   |                                              |                        |   |                           |         |      |   |        
|            | Residential mortgage (one to four family)(1) |                        |   | 89,031                    |         |      |   | 69,104  |        
|            | Home equity and other                        |                        |   | 25,010                    |         |      |   | 12,823  |        
|            |                                              |                        |   |                           |         |      |   |        
|            |                                              | Total consumer loans   |   |                           | 114,041 |      |   |         | 81,927  | 
|            |                                              |                        |   |                           |         |      |   |        
|            | Total new commitments                        |                        | $ | 1,046,111                 |         |      | $ | 786,373 |        
|            |                                              |                        |   |                           |         |      |   |        



---

|(1) |  | For nonresidential loans, substantially all commitments have been funded. For multifamily
and residential mortgage (one to four family) loans, all commitments have been funded.
|--- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Nonperforming Assets and OREO. Management generally places loans on
nonaccrual status when they become 90 days past due, unless they are both well
secured and in the process of collection. When a loan is placed on nonaccrual
status, any interest previously accrued but not collected is reversed from
income. Nonaccrual loans were $3.2 million at September 30, 2002 compared to
$991,000 at December 31, 2001.

The following table sets forth information regarding nonperforming assets
at the dates indicated:

|                                                      |            |                                           |                  |                        |       |                        |           |                 |     |     |     | 
|----------------------------------------------------- | ---------- | ----------------------------------------- | ---------------- | ---------------------- | ----- | ---------------------- | --------- | --------------- | --- | --- | --- | 
|                                                      |            |                                           |                  |                        |       | At September 30,       |           | At December 31,
|                                                      |            |                                           |                  |                        |       | 2002                   |           | 2001           
|                                                      |            |                                           |                  |                        |       |                        |           |                
|                                                      |            |                                           |                  |                        |       | (Dollars in Thousands)
|Nonaccrual loans:                                     |            |                                           |                  |                        |       |                        |           |                
|                                                      | Commercial |                                           |                  |                        |       |                        |           |                 |    
|                                                      |            | Secured by real estate  nonresidential   |                  | $                      |      |                        |           | $               |    |    
|                                                      |            | Secured by real estate-multifamily        |                  |                        |      |                        |           |                 | 210 |    
|                                                      |            | Construction loans                        |                  |                        | 2,389 |                        |           |                 |    |    
|                                                      |            | Commercial business                       |                  |                        | 554   |                        |           |                 |    |    
|                                                      |            |                                           |                  |                        |       |                        |           |                
|                                                      |            |                                           | Total commercial |                        |       | 2,943                  |           |                 |     | 210 |    
|                                                      |            |                                           |                  |                        |       |                        |           |                
|                                                      | Consumer   |                                           |                  |                        |       |                        |           |                 |    
|                                                      |            | Residential mortgage (one to four family) |                  |                        | 214   |                        |           |                 | 781 |    
|                                                      |            |                                           |                  |                        |       |                        |           |                
|                                                      |            |                                           | Total consumer   |                        |       | 214                    |           |                 |     | 781 |    
|                                                      |            |                                           |                  |                        |       |                        |           |                
|                                                      |            |                                           |                  | Total nonaccrual loans |       |                        | 3,157     |                 |     |     | 991 | 
|                                                      |            |                                           |                  |                        |       |                        |           |                
|Other real estate owned (OREO)                      |            |                                           |                 |                        |       |                        |          |                
|                                                      |            |                                           |                  |                        |       |                        |           |                
|Total nonperforming assets                            |            | $                                         | 3,157            |                        |       | $                      | 991       |                
|                                                      |            |                                           |                  |                        |       |                        |           |                
|Nonperforming assets to total assets                  |            |                                           | 0.09             | %                      |       |                        | 0.03      | %              
|Nonaccrual loans to loans                             |            |                                           | 0.13             |                        |       |                        | 0.04      |                
|Nonperforming assets to loans and OREO                |            |                                           | 0.13             |                        |       |                        | 0.04      |                
|Loans                                                 |            | $                                         | 2,440,961        |                        |       | $                      | 2,264,303 |                
|                                                      |            |                                           |                  |                        |       |                        |           |                
|Gross income not recognized on nonaccrual loans       |            | $                                         | 225              |                        |       | $                      | 24        |                
|Accruing loans contractually past due 90 days or more |            | $                                         | 852              |                        |       | $                      | 1,269     |                

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Total nonperforming assets were $3.2 million at September 30, 2002, an
increase of $2.2 million, from $991,000 at December 31, 2001. The Bank records
OREO at the lower of carrying value or fair value less estimated disposal
costs. Any write-down of OREO is charged to earnings. There were no OREOs at
September 30, 2002 or December 31, 2001.

Management cannot predict the extent to which economic conditions in the
Banks market area may worsen or the full impact such conditions may have on
the Banks loan portfolio. Accordingly, there can be no assurance that other
loans will not become 90 days or more past due, be placed on nonaccrual status,
or become impaired or restructured loans or OREO in the future.

Allowance for Loan Losses. The Bank has established a formal process for
determining an adequate allowance for loan losses. This process results in an
allowance that consists of two components, allocated and unallocated. The
allocated component includes allowance estimates that result from analyzing
certain individual loans (including impaired loans), and includes the results
of analyzing loans in groups. For loans that are analyzed individually, third
party information, such as appraisals, may be used to supplement managements
analysis. For loans that are analyzed in groups, such as residential mortgage
(one to four family) loans, managements analysis consists of reviewing
delinquency trends, charge-off experience, current economic conditions,
composition of the loan portfolio, regional collateral value trends, and other
factors. The unallocated component of the allowance for loan losses is
intended to compensate for the subjective nature of estimating an adequate
allowance for loan losses, economic uncertainties, and other factors. In
addition to the assessment performed by management, the Banks loan portfolio
is subject to an internal asset review function and is examined by the Banks
regulators. The results of these examinations are incorporated into
managements assessment of the allowance for loan losses.

The allowance for loan losses is increased by provisions for loan losses,
which are charged against earnings, and reduced by charge-offs, net of any
recoveries. Loans are charged off when they are classified as loss, as defined
by bank regulations. For any loan that is past due more than 90 days,
management will generally charge off the amount by which the recorded loan
amount exceeds the value of the underlying collateral, unless the loan is both
well secured and in the process of collection. Recoveries of amounts that have
previously been charged off are generally recorded only to the extent that cash
is received.

While management uses all available evidence in assessing the adequacy of
the allowance for loan losses, future additions to the allowance for loan
losses will be subject to continuing evaluations of the inherent risk in the
portfolio. In times of economic downturn, asset quality may deteriorate and
additional provisions for loan losses could be required. Additionally, the
Banks regulators review the adequacy of the allowance for loan losses as part
of their examination process and may require the Bank to record additional
provisions for loan losses based on their judgment or information available to
them at the time of their examinations. Management believes that the allowance
for loan losses is adequate to provide for estimated losses inherent in the
Banks loan portfolio.

The following table sets forth information concerning the Banks allowance
for loan losses for the dates indicated:

|                                                         |  |                           |        |      |  |   |        |   
|-------------------------------------------------------- |  | ------------------------- | ------ | ---- |  | - | ------ | --
|                                                         |  | For the Nine Months Ended
|                                                         |  | September 30,            
|                                                         |  |                          
|                                                         |  | 2002                      |        | 2001
|                                                         |  |                           |        |     
|                                                         |  | (Dollars in Thousands)   
|Balance at beginning of period                           |  | $                         | 34,550 |      |  | $ | 28,901 |   
|Provision for loan losses                                |  |                           | 6,516  |      |  |   | 3,789  |   
|Loans charged off                                        |  |                           | (2,126 | )    |  |   | (30    | ) 
|Recoveries                                               |  |                           | 26     |      |  |   | 139    |   
|                                                         |  |                           |        |      |  |   |        |   
|Balance at end of period                                 |  | $                         | 38,966 |      |  | $ | 32,799 |   
|                                                         |  |                           |        |      |  |   |        |   
|Allowance for loan losses to loans                       |  |                           | 1.60   | %    |  |   | 1.53   | % 
|Annualized net charge-offs (recoveries) to average loans |  |                           | 0.12   | %    |  |   | (0.01  | )%

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Securities. Securities (including available-for-sale and
held-to-maturity) increased during the nine months of 2002 by $195.3 million,
or 32.9%, to $788.7 million at September 30, 2002 from $593.4 million at
December 31, 2001. The increase in securities resulted primarily from
purchases for liquidity purposes and internal securitization of residential
mortgage (one to four family) and multifamily loans for capital management
purposes.

The following table presents the Banks securities portfolio on the dates
indicated:

|                                                                   |                                                                  |                                                     |         |                        |         |                      |         |           |         |        |         |         |         |   |         |         |         | 
|------------------------------------------------------------------ | ---------------------------------------------------------------- | --------------------------------------------------- | ------- | ---------------------- | ------- | -------------------- | ------- | --------- | ------- | ------ | ------- | ------- | ------- | - | ------- | ------- | ------- | 
|                                                                   |                                                                  |                                                     |         | At September 30, 2002  |         | At December 31, 2001
|                                                                   |                                                                  |                                                     |         |                        |         |                     
|                                                                   |                                                                  |                                                     |         | Amortized              |         | Market               |         | Amortized |         | Market
|                                                                   |                                                                  |                                                     |         | Cost                   |         | Value                |         | Cost      |         | Value 
|                                                                   |                                                                  |                                                     |         |                        |         |                      |         |           |         |       
|                                                                   |                                                                  |                                                     |         | (Dollars in Thousands)
|Investment securities available for sale:                          |                                                                  |                                                     |         |                        |         |                      |         |           |         |        |         |         |         |   |         |        
|                                                                   | Trust Preferred Securities                                       |                                                     | $       | 62,350                 |         |                      | $       | 57,272    |         |        | $       | 100,327 |         |   | $       | 89,929  |        
|                                                                   | Federal Agency Notes                                             |                                                     |         | 12,235                 |         |                      |         | 12,246    |         |        |         | 36,507  |         |   |         | 36,378  |        
|                                                                   | Asset-backed Securities                                          |                                                     |         | 4,186                  |         |                      |         | 4,185     |         |        |         | 12,018  |         |   |         | 12,012  |        
|                                                                   |                                                                  |                                                     |         |                        |         |                      |         |           |         |        |         |         |         |   |         |        
|                                                                   |                                                                  | Total investment securities available for sale      |         |                        | 78,771  |                      |         |           | 73,703  |        |         |         | 148,852 |   |         |         | 138,319 | 
|                                                                   |                                                                  |                                                     |         |                        |         |                      |         |           |         |        |         |         |         |   |         |        
|Mortgage-backed securities available for sale:                     |                                                                  |                                                     |         |                        |         |                      |         |           |         |        |         |         |         |   |         |        
|                                                                   | FNMA                                                             |                                                     |         | 341,326                |         |                      |         | 350,287   |         |        |         | 206,902 |         |   |         | 206,777 |        
|                                                                   | GNMA                                                             |                                                     |         | 193,358                |         |                      |         | 199,757   |         |        |         | 145,091 |         |   |         | 145,395 |        
|                                                                   | FHLMC                                                            |                                                     |         | 52,996                 |         |                      |         | 52,508    |         |        |         | 47,747  |         |   |         | 46,928  |        
|                                                                   | Other                                                            |                                                     |         | 48,200                 |         |                      |         | 48,790    |         |        |         | 4,504   |         |   |         | 4,502   |        
|                                                                   |                                                                  |                                                     |         |                        |         |                      |         |           |         |        |         |         |         |   |         |        
|                                                                   |                                                                  | Total mortgage-backed securities available for sale |         |                        | 635,880 |                      |         |           | 651,342 |        |         |         | 404,244 |   |         |         | 403,602 | 
|                                                                   |                                                                  |                                                     |         |                        |         |                      |         |           |         |        |         |         |         |   |         |        
|Total investment and mortgage-backed securities available for sale |                                                                  | $                                                   | 714,651 |                        |         | $                    | 725,045 |           |         | $      | 553,096 |         |         | $ | 541,921 |        
|                                                                   |                                                                  |                                                     |         |                        |         |                      |         |           |         |        |         |         |         |   |         |        
|Investment securities held to maturity:                            |                                                                  |                                                     |         |                        |         |                      |         |           |         |        |         |         |         |   |         |        
|                                                                   | Municipals                                                       |                                                     | $       | 62,674                 |         |                      | $       | 66,096    |         |        | $       | 50,444  |         |   | $       | 49,667  |        
|                                                                   |                                                                  |                                                     |         |                        |         |                      |         |           |         |        |         |         |         |   |         |        
|Mortgage-backed securities held to maturity:                       |                                                                  |                                                     |         |                        |         |                      |         |           |         |        |         |         |         |   |         |        
|                                                                   | Other                                                            |                                                     |         | 950                    |         |                      |         | 950       |         |        |         | 1,028   |         |   |         | 1,028   |        
|                                                                   |                                                                  |                                                     |         |                        |         |                      |         |           |         |        |         |         |         |   |         |        
|                                                                   | Total investment and mortgage-backed securities held to maturity |                                                     | $       | 63,624                 |         |                      | $       | 67,046    |         |        | $       | 51,472  |         |   | $       | 50,695  |        
|                                                                   |                                                                  |                                                     |         |                        |         |                      |         |           |         |        |         |         |         |   |         |        

As of September 30, 2002, the carrying value of the securities was $778.3
million and the market value was $792.1 million. The total unrealized gain on
these securities was $13.8 million. Of this total, $10.4 million relates to
securities, which are available for sale on which the unrealized gain, net of
tax, is included as an addition to stockholders equity. The difference
between the carrying value and market value of securities which are held to
maturity, aggregating a gain of $3.4 million, has not been recognized in the
financial statements as of September 30, 2002. The unrealized net gains are
the result of movements in market interest rates.

Deposits. Deposits are the Banks primary source of funds to use in
lending and investment activities. Deposit balances were $2.75 billion at
September 30, 2002, which represented an increase of $283.5 million, or 11.5%,
from $2.47 billion at December 31, 2001. Core deposit balances increased by
$191.4 million, or 21.8%, and time deposits increased by $92.1 million, or
5.8%, during this period. Core deposits include NOW, demand deposit, money
market and savings accounts. The growth in core deposits resulted primarily
from the Banks continued focus on developing new and expanding existing
commercial and consumer relationships in the ethnic Chinese community, its
retail niche market. At September 30, 2002, 61.1% of our deposits were time
deposits, 19.0% were savings accounts, and 19.9% were NOW, demand deposit and
money market accounts. By comparison, at December 31, 2001, 64.4% of deposits
were time deposits, 18.3% were savings accounts, and 17.3% were NOW, demand
deposit and money market accounts.

The Bank obtains deposits primarily from the communities it serves. No
material portion of its deposits are from or are dependent on any one person or
industry. At September 30, 2002, less than 2% of the Banks deposits were held
by customers with addresses located outside the United States. Additionally,
at that date, the 100 depositors with the largest aggregate deposit balances
comprised less than 20% of the Banks total deposits. The Bank accepts
deposits in excess of $100,000 from customers. Included in time deposits as of
September 30, 2002, is $855.2 million of deposits of $100,000 or greater. Such
deposits comprise 31.1% of total deposits. At September 30, 2002, the Bank had
no brokered deposits. The majority of the time deposits as of September 30,
2002 mature in one year or less.

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The following table presents the balances and rates paid for categories of
deposits at the dates indicated:

|                                               |                     |   |                        |           |                      |  |          |      |              |   |           |           |          |  |      |      | 
|---------------------------------------------- | ------------------- | - | ---------------------- | --------- | -------------------- |  | -------- | ---- | ------------ | - | --------- | --------- | -------- |  | ---- | ---- | 
|                                               |                     |   | At September 30, 2002  |           | At December 31, 2001
|                                               |                     |   |                        |           |                     
|                                               |                     |   |                        |           |                      |  | Weighted |      |              |   |           |           | Weighted
|                                               |                     |   | Balance                |           | Average Rate         |  | Balance  |      | Average Rate
|                                               |                     |   |                        |           |                      |  |          |      |             
|                                               |                     |   | (Dollars in Thousands)
|NOW, demand deposits and money market accounts |                     | $ | 547,894                |           |                      |  | 1.04     | %    |              | $ | 427,338   |           |          |  | 1.19 | %   
|Savings accounts                               |                     |   | 520,566                |           |                      |  | 1.19     |      |              |   | 449,735   |           |          |  | 1.41 |     
|Time deposits:                                 |                     |   |                        |           |                      |  |          |      |              |   |           |           |          |  |      |     
|                                               | Less than $100,000  |   |                        | 826,024   |                      |  |          | 2.50 |              |   |           | 871,754   |          |  |      | 3.62 | 
|                                               | $100,000 or greater |   |                        | 855,177   |                      |  |          | 2.75 |              |   |           | 717,325   |          |  |      | 3.80 | 
|                                               |                     |   |                        |           |                      |  |          |      |              |   |           |           |          |  |      |     
|                                               | Total time deposits |   |                        | 1,681,201 |                      |  |          | 2.62 |              |   |           | 1,589,079 |          |  |      | 3.70 | 
|                                               |                     |   |                        |           |                      |  |          |      |              |   |           |           |          |  |      |     
|Total deposits                                 |                     | $ | 2,749,661              |           |                      |  | 2.04     | %    |              | $ | 2,466,152 |           |          |  | 2.85 | %   
|                                               |                     |   |                        |           |                      |  |          |      |              |   |           |           |          |  |      |     

Other Borrowings.The Bank maintains borrowing lines with numerous
correspondent banks and brokers and with the Federal Home Loan Bank (FHLB) of
San Francisco to supplement our supply of lendable funds. Such borrowings are
generally secured with mortgage loans and/or securities with a market value at
least equal to outstanding balances. In addition to loans and securities,
advances from the FHLB of San Francisco are typically secured by a pledge of
our stock in the FHLB of San Francisco. At September 30, 2002, the Bank had
$258.0 million of advances outstanding and $238.0 million outstanding at
December 31, 2001.

Included in the $258.0 million of FHLB advances as of September 30, 2002
were $9.0 million of short-term advances, which mature within one year. Of the
$249.0 million in long-term advances, $33.0 million mature between 2004 and
2008. An additional $216.0 million mature in 2008 with provisions which allow
the FHLB of San Francisco, at their option, to terminate the advances at
quarterly intervals at specified periods ranging from three to five years
beyond the original advance dates. As of September 30, 2002, $136.0 million of
these advances may be terminated at the option of the FHLB.

In December of 1998, the Bank entered into the Treasury Investment Program
with the Federal Reserve Bank of San Francisco (FRB). This borrowing line
allowed the Bank to utilize deposits made to the U.S. Treasury for federal tax
payments until the Treasury needed the funds. This borrowing line had to be
fully collateralized at all times. In March of 2001, the Bank discontinued its
participation in the Treasury Investment Program.

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The following table sets forth certain information regarding short and
long-term borrowings of the Bank at or for the dates indicated:

|                                  |                                                                         |  |                                 |         |      |  |   |         |  
|--------------------------------- | ----------------------------------------------------------------------- |  | ------------------------------- | ------- | ---- |  | - | ------- | -
|                                  |                                                                         |  | At or For the Nine Months Ended
|                                  |                                                                         |  | September 30,                  
|                                  |                                                                         |  |                                
|                                  |                                                                         |  | 2002                            |         | 2001
|                                  |                                                                         |  |                                 |         |     
|                                  |                                                                         |  | (Dollars in Thousands)         
|Short-term borrowings:            |                                                                         |  |                                 |         |      |  |   |        
|FHLB of San Francisco advances:   |                                                                         |  |                                 |         |      |  |   |        
|                                  | Average balance outstanding                                             |  | $                               | 10,656  |      |  | $ | 17,106  |  
|                                  | Maximum amount outstanding at any month end                             |  |                                 | 42,500  |      |  |   | 39,177  |  
|                                  | Balance outstanding at end of period                                    |  |                                 | 9,000   |      |  |   |        |  
|                                  | Weighted average interest rate during the period                        |  |                                 | 4.23    | %    |  |   | 6.64    | %
|                                  | Weighted average interest rate at end of period                         |  |                                 | 4.63    | %    |  |   |        | %
|                                  | Weighted average remaining term to maturity at end of period (in years) |  |                                 |        |      |  |   |        |  
|FRB direct investment borrowings: |                                                                         |  |                                 |         |      |  |   |        
|                                  | Average balance outstanding                                             |  | $                               |        |      |  | $ | 947     |  
|                                  | Maximum amount outstanding at any month end                             |  |                                 |        |      |  |   | 10,000  |  
|                                  | Balance outstanding at end of period                                    |  |                                 |        |      |  |   |        |  
|                                  | Weighted average interest rate during the period                        |  |                                 |        | %    |  |   | 5.56    | %
|                                  | Weighted average interest rate at end of period                         |  |                                 |        | %    |  |   |        | %
|                                  | Weighted average remaining term to maturity at end of period (in years) |  |                                 |        |      |  |   |        |  
|Long-term borrowings:             |                                                                         |  |                                 |         |      |  |   |        
|FHLB of San Francisco advances:   |                                                                         |  |                                 |         |      |  |   |        
|                                  | Average balance outstanding                                             |  | $                               | 248,896 |      |  | $ | 238,000 |  
|                                  | Maximum amount outstanding at any month end                             |  |                                 | 253,000 |      |  |   | 238,000 |  
|                                  | Balance outstanding at end of period                                    |  |                                 | 249,000 |      |  |   | 238,000 |  
|                                  | Weighted average interest rate during the period                        |  |                                 | 5.40    | %    |  |   | 5.52    | %
|                                  | Weighted average interest rate at end of period                         |  |                                 | 5.36    | %    |  |   | 5.46    | %
|                                  | Weighted average remaining term to maturity at end of period (in years) |  |                                 | 5       |      |  |   | 7       |  

Guaranteed Preferred Beneficial Interests in Junior Subordinated
Debentures.Through September 30, 2002, the Company has issued a total of
$71.0 million of junior subordinated debentures, including $25.0 million issued
in the third quarter of 2002. Additionally, $38.0 million was issued
subsequent to September 30, 2002. A portion of the proceeds from the issuances
were used primarily to provide additional capital for the Bank and for general
business purposes. In addition, a portion of the proceeds have been set aside
to fund a portion of the Companys acquisition of the Bank of Canton of
California (BCC). (See Item 5. Other Information.)

Regulatory Capital. Under capital adequacy guidelines and the regulatory
framework for prompt corrective action, the Bank must meet specific capital
guidelines as calculated under regulatory accounting practices. As of
September 30, 2002, the Bank met the Well Capitalized requirements under
these guidelines. The total risk-based capital ratio of the Bank at September
30, 2002 was 11.25%, as compared with 10.91% at December 31, 2001. The ratio
of Tier I capital (as defined in the regulations) to average assets (as
defined) of the Bank at September 30, 2002 was 7.32% as compared with 7.26% at
December 31, 2001. The Companys capital ratios are approximately those of the
Bank, and similarly the Company is categorized as Well Capitalized.




ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There has been no material change in the Companys exposure to market risk
since the information was disclosed in the Companys Annual Report dated
December 31, 2001 on file with the Securities and Exchange Commission (SEC File
No. 0-24947).

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ITEM 4. CONTROLS AND PROCEDURES

Within 90 days of the filing of this report, the Chief Executive Officer and Chief
Financial Officer of the Company, under the supervision and with the participation of the Company's management, have evaluated the
disclosure controls and procedures of the Company as defined in Exchange Act Rule 13(a)-14 and have determined that such controls
and procedures are effective.  Since the date of the evaluations, there have been no significant changes in the Company's internal
controls or other factors that could significantly affect these controls.




PART II - OTHER INFORMATION




Item 1. Legal Proceedings

The Companys wholly-owned subsidiary, United Commercial Bank, has been a
party to litigation incidental to various aspects of its operations, in the
ordinary course of business.

Management is not currently aware of any litigation that will have a
material adverse impact on the Companys consolidated financial condition, or
the results of operations.




Item 2. Changes in Securities and Use of Proceeds

Not applicable.




Item 3. Defaults Upon Senior Securities

Not applicable.




Item 4. Submission of Matters to a Vote of Security Holders

None.




Item 5. Other Information

Corporate Developments.On July 3, 2002, the Company announced receipt of
definitive agreements from certain Bank of Canton of California (BCC)
shareholders for it to acquire 25% of the outstanding shares of BCC. On August
28, 2002, the Company announced that it had entered into stock purchase
agreements with certain BCC shareholders to acquire substantially all of the
remaining 75% of the outstanding shares of BCC. The acquisition of
substantially all of the outstanding shares of BCC has been approved by the
Board of Directors of the Company and is subject to approval by applicable bank
regulatory agencies. The Company has received approval from the Federal
Deposit Insurance Corporation (FDIC). Bank of Canton of California had total
assets of $1.45 billion at June 30, 2002. BCC will merge into the Companys
subsidiary, United Commercial Bank, immediately upon the completion of the
acquisition. The Company anticipates issuing approximately 1.3 million shares
to close the purchase of the 25% portion of BCC. Under the terms of the
agreements, the Company will purchase substantially all of the remaining 75% of
the outstanding shares of BCC for approximately $169 million in cash. The
total transaction is anticipated to close in the fourth quarter of 2002.

On September 23, 2002, the Company announced that it had signed a
definitive agreement to acquire a branch of Broadway National Bank in Brooklyn,
N.Y. Under the terms of the agreement, the Company would acquire the
deposit portfolio of the branch, which totaled $12.8 million as of June 30,
2002. In addition, the Company would purchase certain fixed assets,
including the branch facility. The closing of this acquisition is anticipated
to occur in the fourth quarter of 2002.

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Item 6. Exhibits and Reports on Form 8-K

|     |  |                                                                                                                   
|---- |  | ------------------------------------------------------------------------------------------------------------------
|(a)  |  | List of Exhibits (Filed herewith unless otherwise noted)                                                          
|3.1  |  | Amended and Restated Certificate of Incorporation of UCBH Holdings, Inc.*                                         
|3.2  |  | Bylaws of UCBH Holdings, Inc.*                                                                                    
|3.3  |  | Certificate of Amendment to the Amended and Restated Certificate of
Incorporation of UCBH Holdings, Inc.**        
|4.0  |  | Form of Stock Certificate of UCBH Holdings, Inc.*                                                                 
|10.1 |  | Employment Agreement between United Commercial Bank and Thomas S. Wu*                                             
|10.2 |  | Employment Agreement between UCBH Holdings, Inc. and Thomas S. Wu*                                                
|10.3 |  | Form of Termination and Change in Control Agreement between United
Commercial Bank and certain executive officers*
|10.4 |  | Form of Termination and Change in Control Agreement between UCBH
Holdings, Inc. and certain executive officers*   
|10.5 |  | Amended UCBH Holdings, Inc. 1998 Stock Option Plan**                                                              
|(b)  |  | Reports on Form 8-K                                                                                               
|     |  | None.                                                                                                             



---

|*  |  | Incorporated by reference to the exhibit of the same number from the
Companys Registration Statement on Form S-1, filed with the Securities
and Exchange Commission on July 1, 1998 (SEC File No. 333-58325).         
|-- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  
|  
|  
|  
|** |  | Incorporated by reference to the exhibit of the same number from the
Companys Form 10-Q for the quarter ended March 31, 2001, filed with the
Securities and Exchange Commission on May 3, 2001 (SEC File No. 0-24947).

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##### Table of Contents






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 thereunto duly authorized.

|                       |  |                                                                                                                  
|---------------------- |  | -----------------------------------------------------------------------------------------------------------------
|                       |  | UCBH HOLDINGS, INC                                                                                               
|                      
|Date: October 23, 2002 |  | /s/ Thomas S. Wu                                                                                                 
|                       |  |                                                                                                                  
|                       |  | Thomas S. Wu
Chairman, President and Chief Executive Officer
(principal executive officer)                       
|                      
|                      
|Date: October 23, 2002 |  | /s/ Jonathan H. Downing                                                                                          
|                       |  |                                                                                                                  
|                       |  | Jonathan H. Downing
Executive Vice President,
Chief Financial Officer and Treasurer
(principal financial officer)

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##### Table of Contents



CERTIFICATIONS

I, Thomas S. Wu, certify that:

1. I have reviewed this quarterly report on Form 10-Q of UCBH Holdings,
Inc.;

2. Based on my knowledge, this quarterly report does not contain any
untrue statement of a material fact or omit to state a material fact necessary
to make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by this
quarterly report;

3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4. The registrants other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this quarterly report is being prepared;

b) evaluated the effectiveness of the registrants disclosure controls and
procedures as of a date within 90 days prior to the filing date of this
quarterly report (the Evaluation Date); and

c) presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on our evaluation
as of the Evaluation Date;

5. The registrants other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrants auditors and the audit
committee of registrants board of directors (or persons performing the
equivalent function):

a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrants ability to record,
process, summarize and report financial data and have identified for the
registrants auditors any material weaknesses in internal controls; and

b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrants internal controls;
and

6. The registrants other certifying officers and I have indicated in this
quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.

Date: October 23, 2002

| |  |  |  |                                                             
| |  |  |  | ------------------------------------------------------------
| |  |  |  | /s/ Thomas S. Wu                                            
| |  |  |  |                                                             
| |  |  |  | Thomas S. Wu
Chairman, President and Chief Executive Officer

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CERTIFICATIONS

I, Jonathan H. Downing, certify that:

1. I have reviewed this quarterly report on Form 10-Q of UCBH Holdings,
Inc.;

2. Based on my knowledge, this quarterly report does not contain any
untrue statement of a material fact or omit to state a material fact necessary
to make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by this
quarterly report;

3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4. The registrants other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this quarterly report is being prepared;

b) evaluated the effectiveness of the registrants disclosure controls and
procedures as of a date within 90 days prior to the filing date of this
quarterly report (the Evaluation Date); and

c) presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on our evaluation
as of the Evaluation Date;

5. The registrants other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrants auditors and the audit
committee of registrants board of directors (or persons performing the
equivalent function):

a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrants ability to record,
process, summarize and report financial data and have identified for the
registrants auditors any material weaknesses in internal controls; and

b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrants internal controls;
and

6. The registrants other certifying officers and I have indicated in this
quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.

Date: October 23, 2002

| |  |  |  |                                                                                     
| |  |  |  | ------------------------------------------------------------------------------------
| |  |  |  | /s/ Jonathan H. Downing                                                             
| |  |  |  |                                                                                     
| |  |  |  | Jonathan H. Downing
Executive Vice President, Chief Financial Officer and 
Treasurer

Page 22