##### 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  June 30, 2001

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.

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(Exact name of registrant as specified in its charter) Delaware(State or other jurisdiction of
incorporation or organization)
        

        94-3072450
(I.R.S. Employer
Identification No.)711 Van Ness Avenue, San Francisco, California
(Address of principal executive offices)
        
        94102
(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 August 3, 2001, the
Registrant had 19,224,947 shares of common stock outstanding.





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TABLE OF CONTENTS



|                               |                                                                                               |                                            |  |  |  |  |  | 
|------------------------------ | --------------------------------------------------------------------------------------------- | ------------------------------------------ |  |  |  |  |  | 
|PART I  FINANCIAL INFORMATION
|                               | ITEM 1. FINANCIAL STATEMENTS                                                                 
|                               |                                                                                               | CONSOLIDATED BALANCE SHEETS               
|                               |                                                                                               | CONSOLIDATED STATEMENTS OF INCOME         
|                               |                                                                                               | CONSOLIDATED STATEMENTS OF CASH FLOWS     
|                               |                                                                                               | 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                           
|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                    
|EXHIBIT INDEX                 



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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 |    |       | 4-5 | 
|                               
|                               
|                               
|                               
|                                | Item 2. Managements Discussion and Analysis of
Financial Condition and Results of Operations |                                            |    | 5-15  |    
|                               
|                               
|                               
|                               
|                                | Item 3. Quantitative and Qualitative Disclosures About Market Risk                            |                                            |    | 15    |    
|                               
|                               
|                               
|                               
|PART II  OTHER INFORMATION     |                                                                                               |                                            |    |      
|                               
|                               
|                               
|                               
|                                | Item 1. Legal Proceedings                                                                     |                                            |    | 16    |    
|                               
|                               
|                               
|                               
|                                | Item 2. Changes in Securities and Use of Proceeds                                             |                                            |    | 16    |    
|                               
|                               
|                               
|                               
|                                | Item 3. Defaults Upon Senior Securities                                                       |                                            |    | 16    |    
|                               
|                               
|                               
|                               
|                                | Item 4. Submission of Matters to a Vote of Security Holders                                   |                                            |    | 16-17 |    
|                               
|                               
|                               
|                               
|                                | Item 5. Other Information                                                                     |                                            |    | 17    |    
|                               
|                               
|                               
|                               
|                                | Item 6. Exhibits and Reports on Form 8-K                                                      |                                            |    | 17    |    
|                               
|                               
|                               
|                               
|SIGNATURES                      |                                                                                               |                                            | 18 |      





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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 June 30, |           | At December 31,
|                                                                                                                                                                                                                      |  |                                            |           | 2001        |           | 2000           
|                                                                                                                                                                                                                      |  |                                            |           |             |           |                
|                                                                                                                                                                                                                      |  |                                            |           | (unaudited) |           |                 |           |  
|Assets                                                                                                                                                                                                                |  |                                            |           |             |           |                 |           |  
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|Cash and due from banks                                                                                                                                                                                               |  | $                                          | 26,325    |             |           | $               | 37,743    |  
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|Federal funds sold                                                                                                                                                                                                    |  |                                            | 77,454    |             |           |                 | 470       |  
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|Investment and mortgage-backed securities available for sale, at fair value                                                                                                                                           |  |                                            | 540,681   |             |           |                 | 326,154   |  
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|Investment and mortgage-backed securities, at cost (fair value $45,448
at June 30, 2001 and $155,981 at December 31, 2000)                                                                                            |  |                                            | 45,820    |             |           |                 | 161,086   |  
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|Federal Home Loan Bank Stock                                                                                                                                                                                          |  |                                            | 20,481    |             |           |                 | 20,517    |  
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|Loans                                                                                                                                                                                                                 |  |                                            | 2,011,387 |             |           |                 | 1,931,822 |  
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|Allowance for loan losses                                                                                                                                                                                             |  |                                            | (30,693   | )           |           |                 | (28,901   | )
|                                                                                                                                                                                                                      |  |                                            |           |             |           |                 |           |   |          
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|Net loans                                                                                                                                                                                                             |  |                                            | 1,980,694 |             |           |                 | 1,902,921 |  
|                                                                                                                                                                                                                      |  |                                            |           |             |           |                 |           |   |          
|Accrued interest receivable                                                                                                                                                                                           |  |                                            | 16,727    |             |           |                 | 16,913    |  
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|Premises and equipment, net                                                                                                                                                                                           |  |                                            | 20,094    |             |           |                 | 20,175    |  
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|Other assets                                                                                                                                                                                                          |  |                                            | 22,228    |             |           |                 | 16,140    |  
|                                                                                                                                                                                                                      |  |                                            |           |             |           |                 |           |   |          
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                      |  | Total assets                               |           | $           | 2,750,504 |                 |           | $ | 2,502,119 | 
|                                                                                                                                                                                                                      |  |                                            |           |             |           |                 |           |   |          
|Liabilities                                                                                                                                                                                                           |  |                                            |           |             |           |                 |           |  
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|Deposits                                                                                                                                                                                                              |  | $                                          | 2,294,538 |             |           | $               | 2,064,019 |  
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|Borrowings                                                                                                                                                                                                            |  |                                            | 258,000   |             |           |                 | 260,558   |  
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|Guaranteed preferred beneficial interests in junior subordinated debentures                                                                                                                                           |  |                                            | 30,000    |             |           |                 | 30,000    |  
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|Accrued interest payable                                                                                                                                                                                              |  |                                            | 4,964     |             |           |                 | 5,148     |  
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|Other liabilities                                                                                                                                                                                                     |  |                                            | 9,359     |             |           |                 | 8,749     |  
|                                                                                                                                                                                                                      |  |                                            |           |             |           |                 |           |   |          
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                      |  | Total liabilities                          |           |             | 2,596,861 |                 |           |   | 2,368,474 | 
|                                                                                                                                                                                                                      |  |                                            |           |             |           |                 |           |   |          
|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 June 30, 2001 and
25,000,000 shares at December 31, 2000, shares issued and outstanding 18,964,451
at June 30, 2001 and 18,749,608 at December 31, 2000 |  |                                            | 190       |             |           |                 | 94        |  
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|Additional paid-in capital                                                                                                                                                                                            |  |                                            | 63,546    |             |           |                 | 60,366    |  
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|Accumulated other comprehensive income                                                                                                                                                                                |  |                                            | (9,335    | )           |           |                 | (13,019   | )
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|Retained earnings-substantially restricted                                                                                                                                                                            |  |                                            | 99,242    |             |           |                 | 86,204    |  
|                                                                                                                                                                                                                      |  |                                            |           |             |           |                 |           |   |          
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                      |  | Total stockholders equity                 |           |             | 153,643   |                 |           |   | 133,645   | 
|                                                                                                                                                                                                                      |  |                                            |           |             |           |                 |           |   |          
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                     
|                                                                                                                                                                                                                      |  | Total liabilities and stockholders equity |           | $           | 2,750,504 |                 |           | $ | 2,502,119 | 
|                                                                                                                                                                                                                      |  |                                            |           |             |           |                 |           |   |          

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 Six Months Ended
|                             |                                                                             |   |                                                     |        | June 30,                   |        | June 30,                
|                             |                                                                             |   |                                                     |        |                            |        |                         
|                             |                                                                             |   |                                                     |        | 2001                       |        | 2000                     |        | 2001   |       | 2000  
|                             |                                                                             |   |                                                     |        |                            |        |                          |        |        |       |       
|Interest income:             |                                                                             |   |                                                     |        |                            |        |                          |        |        |       |        |        |         |        |        |       
|                            
|                            
|                            
|                            
|                             | Loans                                                                       |   | $                                                   | 41,432 |                            |        | $                        | 37,231 |        |       | $      | 83,438 |         |        | $      | 72,017 |       
|                            
|                            
|                            
|                            
|                             | Funds sold and securities purchased under
agreements to resell              |   |                                                     | 600    |                            |        |                          | 7      |        |       |        | 752    |         |        |        | 10     |       
|                            
|                            
|                            
|                            
|                             | Investment and mortgage-backed securities                                   |   |                                                     | 9,428  |                            |        |                          | 8,592  |        |       |        | 18,199 |         |        |        | 16,866 |       
|                             |                                                                             |   |                                                     |        |                            |        |                          |        |        |       |        |        |         |        |        |       
|                            
|                            
|                            
|                            
|                             |                                                                             |   | Total interest income                               |        | 51,460                     |        |                          |        | 45,830 |       |        |        | 102,389 |        |        |        | 88,893 |       
|                             |                                                                             |   |                                                     |        |                            |        |                          |        |        |       |        |        |         |        |        |       
|Interest expense:            |                                                                             |   |                                                     |        |                            |        |                          |        |        |       |        |        |         |        |        |       
|                            
|                            
|                            
|                            
|                             | Deposits                                                                    |   |                                                     | 23,373 |                            |        |                          | 17,757 |        |       |        | 47,134 |         |        |        | 33,617 |       
|                            
|                            
|                            
|                            
|                             | Short-term borrowings                                                       |   |                                                     | 209    |                            |        |                          | 3,741  |        |       |        | 631    |         |        |        | 7,144  |       
|                            
|                            
|                            
|                            
|                             | Guaranteed preferred beneficial interests in junior
subordinated debentures |   |                                                     | 703    |                            |        |                          | 703    |        |       |        | 1,406  |         |        |        | 1,406  |       
|                            
|                            
|                            
|                            
|                             | Long-term borrowings                                                        |   |                                                     | 3,282  |                            |        |                          | 3,196  |        |       |        | 6,527  |         |        |        | 6,392  |       
|                             |                                                                             |   |                                                     |        |                            |        |                          |        |        |       |        |        |         |        |        |       
|                            
|                            
|                            
|                            
|                             |                                                                             |   | Total interest expense                              |        | 27,567                     |        |                          |        | 25,397 |       |        |        | 55,698  |        |        |        | 48,559 |       
|                             |                                                                             |   |                                                     |        |                            |        |                          |        |        |       |        |        |         |        |        |       
|                             |                                                                             |   | Net interest income                                 |        | 23,893                     |        |                          |        | 20,433 |       |        |        | 46,691  |        |        |        | 40,334 |       
|                            
|                            
|                            
|                            
|Provision for loan losses    |                                                                             |   | 952                                                 |        |                            |        | 1,951                    |        |        |       | 1,706  |        |         |        | 3,706  |       
|                             |                                                                             |   |                                                     |        |                            |        |                          |        |        |       |        |        |         |        |        |       
|                            
|                            
|                            
|                            
|                             |                                                                             |   | Net interest income after provision for loan losses |        | 22,941                     |        |                          |        | 18,482 |       |        |        | 44,985  |        |        |        | 36,628 |       
|                             |                                                                             |   |                                                     |        |                            |        |                          |        |        |       |        |        |         |        |        |       
|Noninterest income:          |                                                                             |   |                                                     |        |                            |        |                          |        |        |       |        |        |         |        |        |       
|                            
|                            
|                            
|                            
|                             | Commercial banking fees                                                     |   |                                                     | 786    |                            |        |                          | 582    |        |       |        | 1,560  |         |        |        | 1,131  |       
|                            
|                            
|                            
|                            
|                             | Service charges on deposit accounts                                         |   |                                                     | 365    |                            |        |                          | 297    |        |       |        | 616    |         |        |        | 520    |       
|                            
|                            
|                            
|                            
|                             | Gain on sale of loans, securities and
servicing rights                      |   |                                                     | 504    |                            |        |                          | 217    |        |       |        | 741    |         |        |        | 437    |       
|                            
|                            
|                            
|                            
|                             | Miscellaneous                                                               |   |                                                     | 33     |                            |        |                          | 53     |        |       |        | 37     |         |        |        | 93     |       
|                             |                                                                             |   |                                                     |        |                            |        |                          |        |        |       |        |        |         |        |        |       
|                            
|                            
|                            
|                            
|                             |                                                                             |   | Total noninterest income                            |        | 1,688                      |        |                          |        | 1,149  |       |        |        | 2,954   |        |        |        | 2,181  |       
|                             |                                                                             |   |                                                     |        |                            |        |                          |        |        |       |        |        |         |        |        |       
|Noninterest expense:         |                                                                             |   |                                                     |        |                            |        |                          |        |        |       |        |        |         |        |        |       
|                            
|                            
|                            
|                            
|                             | Personnel                                                                   |   |                                                     | 6,277  |                            |        |                          | 4,886  |        |       |        | 12,666 |         |        |        | 10,004 |       
|                            
|                            
|                            
|                            
|                             | Occupancy                                                                   |   |                                                     | 1,289  |                            |        |                          | 1,195  |        |       |        | 2,556  |         |        |        | 2,338  |       
|                            
|                            
|                            
|                            
|                             | Data processing                                                             |   |                                                     | 734    |                            |        |                          | 541    |        |       |        | 1,436  |         |        |        | 1,083  |       
|                            
|                            
|                            
|                            
|                             | Furniture and equipment                                                     |   |                                                     | 606    |                            |        |                          | 566    |        |       |        | 1,242  |         |        |        | 1,101  |       
|                            
|                            
|                            
|                            
|                             | Professional fees and contracted services                                   |   |                                                     | 824    |                            |        |                          | 542    |        |       |        | 1,605  |         |        |        | 1,085  |       
|                            
|                            
|                            
|                            
|                             | Deposit insurance                                                           |   |                                                     | 96     |                            |        |                          | 86     |        |       |        | 188    |         |        |        | 171    |       
|                            
|                            
|                            
|                            
|                             | Communication                                                               |   |                                                     | 151    |                            |        |                          | 124    |        |       |        | 291    |         |        |        | 244    |       
|                            
|                            
|                            
|                            
|                             | Foreclosed assets                                                           |   |                                                     | 3      |                            |        |                          | 29     |        |       |        | 3      |         |        |        | 50     |       
|                            
|                            
|                            
|                            
|                             | Miscellaneous                                                               |   |                                                     | 2,196  |                            |        |                          | 1,857  |        |       |        | 3,939  |         |        |        | 3,494  |       
|                             |                                                                             |   |                                                     |        |                            |        |                          |        |        |       |        |        |         |        |        |       
|                            
|                            
|                            
|                            
|                             |                                                                             |   | Total noninterest expense                           |        |                            | 12,176 |                          |        |        | 9,826 |        |        |         | 23,926 |        |        |        | 19,570 | 
|                             |                                                                             |   |                                                     |        |                            |        |                          |        |        |       |        |        |         |        |        |       
|Income before taxes          |                                                                             |   | 12,453                                              |        |                            |        | 9,805                    |        |        |       | 24,013 |        |         |        | 19,239 |       
|                            
|                            
|                            
|                            
|Income tax expense           |                                                                             |   | 5,025                                               |        |                            |        | 3,937                    |        |        |       | 9,556  |        |         |        | 7,797  |       
|                             |                                                                             |   |                                                     |        |                            |        |                          |        |        |       |        |        |         |        |        |       
|                             |                                                                             |   | Net income                                          | $      | 7,428                      |        |                          | $      | 5,868  |       |        | $      | 14,457  |        |        | $      | 11,442 |       
|                             |                                                                             |   |                                                     |        |                            |        |                          |        |        |       |        |        |         |        |        |       
|Basic earnings per share     |                                                                             | $ | 0.39                                                |        |                            | $      | 0.31                     |        |        | $     | 0.77   |        |         | $      | 0.61   |       
|                             |                                                                             |   |                                                     |        |                            |        |                          |        |        |       |        |        |         |        |        |       
|Diluted earnings per share   |                                                                             | $ | 0.37                                                |        |                            | $      | 0.30                     |        |        | $     | 0.73   |        |         | $      | 0.59   |       
|                             |                                                                             |   |                                                     |        |                            |        |                          |        |        |       |        |        |         |        |        |       
|Dividends declared per share |                                                                             | $ | 0.04                                                |        |                            | $      | 0.03                     |        |        | $     | 0.08   |        |         | $      | 0.05   |       
|                             |                                                                             |   |                                                     |        |                            |        |                          |        |        |       |        |        |         |        |        |       

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

Page 2



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##### Table of Contents









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

|                                                                     |                                                                                              |   |                                                         |                                           |   |                          |          |          |   |        |         |  
|-------------------------------------------------------------------- | -------------------------------------------------------------------------------------------- | - | ------------------------------------------------------- | ----------------------------------------- | - | ------------------------ | -------- | -------- | - | ------ | ------- | -
|                                                                     |                                                                                              |   |                                                         |                                           |   | For the Six Months Ended
|                                                                     |                                                                                              |   |                                                         |                                           |   | June 30,                
|                                                                     |                                                                                              |   |                                                         |                                           |   |                         
|                                                                     |                                                                                              |   |                                                         |                                           |   | 2001                     |          | 2000    
|                                                                     |                                                                                              |   |                                                         |                                           |   |                          |          |         
|Operating activities:                                                |                                                                                              |   |                                                         |                                           |   |                          |          |         
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     | Net income                                                                                   |   | $                                                       | 14,457                                    |   |                          | $        | 11,442   |  
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     | Adjustments to reconcile net income to net cash provided by (used for)
operating activities: |   |                                                         |                                           |   |                          |          |          |  
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     |                                                                                              |   | Provision for loan losses                               |                                           |   | 1,706                    |          |          |   | 3,706  |        
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     |                                                                                              |   | Decrease (increase) in accrued interest receivable      |                                           |   | 186                      |          |          |   | (1,437 | )      
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     |                                                                                              |   | Depreciation and amortization of premises and equipment |                                           |   | 1,280                    |          |          |   | 1,274  |        
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     |                                                                                              |   | (Increase) decrease in other assets                     |                                           |   | (7,422                   | )        |          |   | 5,065  |        
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     |                                                                                              |   | Increase (decrease) in other liabilities                |                                           |   | 320                      |          |          |   | (8,944 | )      
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     |                                                                                              |   | (Decrease) increase in accrued interest payable         |                                           |   | (184                     | )        |          |   | 803    |        
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     |                                                                                              |   | Gain on sale of loans, securities and other assets      |                                           |   | (741                     | )        |          |   | (437   | )      
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     |                                                                                              |   | Other, net                                              |                                           |   | 115                      |          |          |   | 669    |        
|                                                                     |                                                                                              |   |                                                         |                                           |   |                          |          |         
|                                                                     |                                                                                              |   |                                                         | Net cash provided by operating activities |   |                          | 9,717    |          |   |        | 12,141  |  
|                                                                     |                                                                                              |   |                                                         |                                           |   |                          |          |         
|Investing activities:                                                |                                                                                              |   |                                                         |                                           |   |                          |          |         
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     | Investments and mortgage-backed securities, available for sale:                              |   |                                                         |                                           |   |                          |          |          |  
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     |                                                                                              |   | Principal payments and maturities                       |                                           |   | 44,007                   |          |          |   | 14,923 |        
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     |                                                                                              |   | Purchases                                               |                                           |   | (84,010                  | )        |          |   | (3,348 | )      
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     |                                                                                              |   | Sales                                                   |                                           |   | 505                      |          |          |   | 1,816  |        
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     | Investments and mortgage-backed securities, held to maturity:                                |   |                                                         |                                           |   |                          |          |          |  
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     |                                                                                              |   | Principal payments and maturities                       |                                           |   | 1,777                    |          |          |   | 10,932 |        
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     |                                                                                              |   | Purchases                                               |                                           |   | (2,262                   | )        |          |   | (709   | )      
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     | Loans originated and purchased, net of principal collections                                 |   |                                                         | (143,976                                  | ) |                          |          | (128,685 | )
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     | Proceeds from sale of loans                                                                  |   |                                                         | 12,232                                    |   |                          |          | 6,396    |  
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     | Purchases of premises and equipment                                                          |   |                                                         | (1,034                                    | ) |                          |          | (780     | )
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     | Proceeds from sale of other assets                                                           |   |                                                         | 115                                       |   |                          |          | 76       |  
|                                                                     |                                                                                              |   |                                                         |                                           |   |                          |          |         
|                                                                     |                                                                                              |   |                                                         | Net cash used in investing activities     |   |                          | (172,646 | )        |   |        | (99,379 | )
|                                                                     |                                                                                              |   |                                                         |                                           |   |                          |          |         
|Financing activities:                                                |                                                                                              |   |                                                         |                                           |   |                          |          |         
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     | Net increase in demand deposits, NOW, money market and savings accounts                      |   |                                                         | 134,409                                   |   |                          |          | 76,187   |  
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     | Net increase (decrease) in time deposits                                                     |   |                                                         | 96,110                                    |   |                          |          | 6,416    |  
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     | Net (decrease) increase in borrowings                                                        |   |                                                         | (2,558                                    | ) |                          |          | 2,188    |  
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     | Proceeds from issuance of common stock                                                       |   |                                                         | 1,663                                     |   |                          |          | 438      |  
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     | Payment of cash dividend on common stock                                                     |   |                                                         | (1,129                                    | ) |                          |          | (467     | )
|                                                                     |                                                                                              |   |                                                         |                                           |   |                          |          |         
|                                                                     |                                                                                              |   |                                                         | Net cash provided by financing activities |   |                          | 228,495  |          |   |        | 84,762  |  
|                                                                     |                                                                                              |   |                                                         |                                           |   |                          |          |         
|Net increase in cash and cash equivalents                            |                                                                                              |   | 65,566                                                  |                                           |   |                          | (2,476   | )       
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|Cash and cash equivalents at beginning of period                     |                                                                                              |   | 38,213                                                  |                                           |   |                          | 24,289   |         
|                                                                     |                                                                                              |   |                                                         |                                           |   |                          |          |         
|Cash and cash equivalents at end of period                           |                                                                                              | $ | 103,779                                                 |                                           |   | $                        | 21,813   |         
|                                                                     |                                                                                              |   |                                                         |                                           |   |                          |          |         
|Supplemental disclosure of cash flow information:                    |                                                                                              |   |                                                         |                                           |   |                          |          |         
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     |                                                                                              |   | Cash paid during the period for interest                |                                           | $ | 55,882                   |          |          | $ | 47,756 |        
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     |                                                                                              |   | Cash paid during the period for income taxes            |                                           |   | 15,940                   |          |          |   | 11,199 |        
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|Supplemental schedule of noncash investing and financing activities: |                                                                                              |   |                                                         |                                           |   |                          |          |         
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     |                                                                                              |   | Real estate acquired through foreclosure                |                                           |   |                         |          |          |   | 176    |        
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     |                                                                                              |   | Securities transferred to available for sale            |                                           |   | 116,387                  |          |          |   |       |        
|                                                                    
|                                                                    
|                                                                    
|                                                                    
|                                                                     |                                                                                              |   | Loans securitized                                       |                                           |   | 52,916                   |          |          |   |       |        

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

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##### Table of Contents









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 June 30, 2001, the Consolidated
Statements of Income for the three months ended June 30, 2001 and 2000, and the
Consolidated Statements of Cash Flows for the three months ended June 30, 2001
and 2000 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,
2000. 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
months ended June 30, 2001 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.



|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 June 30, 2001                 |       | Three Months Ended June 30, 2000
|         |                                   |  |                                                  |       |                                 
|         |                                   |  | 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                        |  | $                                                | 7,428 |                                  |  |           | 18,893,705 |             |  | $             | 0.39 |           |  | $ | 5,868 |  |  |  | 18,699,899 |  |  | $ | 0.31 | 
|        
|        
|        
|        
|         | Dilutive potential common shares  |  |                                                  |      |                                  |  |           | 975,309    |             |  |               |      |           |  |   |      |  |  |  | 833,932    |  |  |   |      | 
|         |                                   |  |                                                  |       |                                  |  |           |            |             |  |               |      |           |  |   |       |  |  |  |            |  |  |   |     
|Diluted: |                                   |  |                                                  |       |                                  |  |           |            |             |  |               |      |           |  |   |       |  |  |  |            |  |  |   |     
|        
|        
|        
|        
|         | Net income and assumed conversion |  | $                                                | 7,428 |                                  |  |           | 19,869,014 |             |  | $             | 0.37 |           |  | $ | 5,868 |  |  |  | 19,533,831 |  |  | $ | 0.30 | 
|         |                                   |  |                                                  |       |                                  |  |           |            |             |  |               |      |           |  |   |       |  |  |  |            |  |  |   |     

|         |                                   |  |                                                  |        |                                |  |           |            |             |  |               |      |           |  |   |        |  |  |  |            |  |  |   |      | 
|-------- | --------------------------------- |  | ------------------------------------------------ | ------ | ------------------------------ |  | --------- | ---------- | ----------- |  | ------------- | ---- | --------- |  | - | ------ |  |  |  | ---------- |  |  | - | ---- | 
|         |                                   |  | Six Months Ended June 30, 2001                   |        | Six Months Ended June 30, 2000
|         |                                   |  |                                                  |        |                               
|         |                                   |  | Income                                           |        | Shares(1)                      |  | Per Share |            | Income      |  | Shares(1)     |      | Per Share
|         |                                   |  | (Numerator)                                      |        | (Denominator)                  |  | Amount    |            | (Numerator) |  | (Denominator) |      | Amount   
|         |                                   |  |                                                  |        |                                |  |           |            |             |  |               |      |          
|         |                                   |  | (Dollars in Thousands, Except Per Share Amounts)
|Basic:   |                                   |  |                                                  |        |                                |  |           |            |             |  |               |      |           |  |   |        |  |  |  |            |  |  |   |     
|        
|        
|        
|        
|         | Net income                        |  | $                                                | 14,457 |                                |  |           | 18,850,397 |             |  | $             | 0.77 |           |  | $ | 11,442 |  |  |  | 18,683,283 |  |  | $ | 0.61 | 
|        
|        
|        
|        
|         | Dilutive potential common shares  |  |                                                  |       |                                |  |           | 953,338    |             |  |               |      |           |  |   |       |  |  |  | 631,966    |  |  |   |      | 
|         |                                   |  |                                                  |        |                                |  |           |            |             |  |               |      |           |  |   |        |  |  |  |            |  |  |   |     
|Diluted: |                                   |  |                                                  |        |                                |  |           |            |             |  |               |      |           |  |   |        |  |  |  |            |  |  |   |     
|        
|        
|        
|        
|         | Net income and assumed conversion |  | $                                                | 14,457 |                                |  |           | 19,803,735 |             |  | $             | 0.73 |           |  | $ | 11,442 |  |  |  | 19,315,249 |  |  | $ | 0.59 | 
|         |                                   |  |                                                  |        |                                |  |           |            |             |  |               |      |           |  |   |        |  |  |  |            |  |  |   |     



---

|(1) |  | Effective April 11, 2001, the Company completed a two-for-one stock split. Accordingly, the financial statements for the period ending
June 30, 2000 have been restated to reflect the impact of the stock split.
|--- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|3. |  | Comprehensive Income
|-- |  | --------------------

SFAS No. 130, Reporting Comprehensive Income, establishes presentation
and disclosure requirements for comprehensive income; however, it does not
affect existing recognition or measurement standards. 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 June 30,
2001, total comprehensive income was $8.1 million, an increase of $5.1
million, compared to the three months ended June 30, 2000. Net income for the
three months ended June 30, 2001 was $7.4 million and unrealized losses on
available-for-sale securities decreased by $677,000.

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##### Table of Contents



For the corresponding
period of 2000, net income was $5.9 million and unrealized losses on
available-for-sale securities increased by $2.8 million. For the six months
ended June 30, 2001, total comprehensive income was $18.1 million, an increase
of $9.6 million, or 112.0%, compared to the six months ended June 30, 2000.
Net income for the six months ended June 30, 2001 was $14.5 million and
unrealized losses on available-for-sale securities decreased by $3.7 million.
For the corresponding period of 2000, net income was $11.4 million and
unrealized losses on available-for-sale securities increased by $2.9 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 principally serve Californias businesses and consumers.
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 six months ended June 30, 2001 and 2000:

|                           |                     |  |                        |           |          |  |       |           |       |  |             |   |  |  |   |           | 
|-------------------------- | ------------------- |  | ---------------------- | --------- | -------- |  | ----- | --------- | ----- |  | ----------- | - |  |  | - | --------- | 
|                           |                     |  |                        |           |          |  |       |           |       |  | Reconciling |   |  |  |  
|                           |                     |  | Commercial             |           | Consumer |  | Items |           | Total
|                           |                     |  |                        |           |          |  |       |           |      
|                           |                     |  | (Dollars in Thousands)
|For the Three Months Ended |                     |  |                        |           |          |  |       |           |       |  |             |   |  |  |   |          
|                          
|                          
|                          
|                          
|June 30, 2001:             |                     |  |                        |           |          |  |       |           |       |  |             |   |  |  |   |          
|                          
|                          
|                          
|                          
|                           | Net interest income |  | $                      | 14,334    |          |  | $     | 9,560     |       |  | $           |  |  |  | $ | 23,893    | 
|                          
|                          
|                          
|                          
|                           | Segment profit      |  |                        | 5,558     |          |  |       | 1,871     |       |  |             |  |  |  |   | 7,428     | 
|                          
|                          
|                          
|                          
|                           | Segment assets      |  |                        | 1,508,957 |          |  |       | 1,241,547 |       |  |             |  |  |  |   | 2,750,504 | 
|                          
|                          
|                          
|                          
|June 30, 2000:             |                     |  |                        |           |          |  |       |           |       |  |             |   |  |  |   |          
|                          
|                          
|                          
|                          
|                           | Net interest income |  | $                      | 8,450     |          |  | $     | 11,983    |       |  | $           |  |  |  | $ | 20,433    | 
|                          
|                          
|                          
|                          
|                           | Segment profit      |  |                        | 2,859     |          |  |       | 3,009     |       |  |             |  |  |  |   | 5,868     | 
|                          
|                          
|                          
|                          
|                           | Segment assets      |  |                        | 1,160,277 |          |  |       | 1,209,703 |       |  |             |  |  |  |   | 2,369,980 | 
|                          
|                          
|                          
|                          
|For the Six Months Ended   |                     |  |                        |           |          |  |       |           |       |  |             |   |  |  |   |          
|                          
|                          
|                          
|                          
|June 30, 2001:             |                     |  |                        |           |          |  |       |           |       |  |             |   |  |  |   |          
|                          
|                          
|                          
|                          
|                           | Net interest income |  | $                      | 26,550    |          |  | $     | 20,141    |       |  | $           |  |  |  | $ | 46,691    | 
|                          
|                          
|                          
|                          
|                           | Segment profit      |  |                        | 10,454    |          |  |       | 4,003     |       |  |             |  |  |  |   | 14,457    | 
|                          
|                          
|                          
|                          
|                           | Segment assets      |  |                        | 1,508,957 |          |  |       | 1,241,547 |       |  |             |  |  |  |   | 2,750,504 | 
|                          
|                          
|                          
|                          
|June 30, 2000:             |                     |  |                        |           |          |  |       |           |       |  |             |   |  |  |   |          
|                          
|                          
|                          
|                          
|                           | Net interest income |  | $                      | 16,498    |          |  | $     | 23,836    |       |  | $           |  |  |  | $ | 40,334    | 
|                          
|                          
|                          
|                          
|                           | Segment profit      |  |                        | 5,188     |          |  |       | 6,254     |       |  |             |  |  |  |   | 11,442    | 
|                          
|                          
|                          
|                          
|                           | Segment assets      |  |                        | 1,160,277 |          |  |       | 1,209,703 |       |  |             |  |  |  |   | 2,369,980 | 







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

This Form 10-Q may include certain forward-looking statements based on
current management expectations. The Companys actual results could differ
materially from those management expectations. Factors that could cause future
results to vary from current management expectations include, but are not
limited to, general economic conditions, legislative and regulatory changes,
monetary and fiscal policies of the federal government, changes in tax
policies, rates and regulations of federal, state and local tax authorities,
changes in interest rates, deposit flows, the cost of funds, demand for loan
products, demand for financial services, competition, changes in the quality or
composition of the Companys wholly-owned subsidiary, United Commercial Banks
(the Bank) loan and investment portfolios, changes in accounting principles,
policies or guidelines, and other economic, competitive, governmental and
technological

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##### Table of Contents



factors affecting the Companys or Banks operations, markets,
products, services and prices. Further description of the risks and
uncertainties to the business are included in detail in the Companys Annual
Report on Form 10-K for the year ended December 31, 2000 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 months ended June 30,
2001 and 2000 and financial condition at June 30, 2001 and at December 31,
2000. 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 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, and furniture and equipment expenses 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 June 30, 2001 increased by $1.6 million, or 26.6%, to $7.4
million, compared to $5.9 million for the corresponding period of the preceding
year. The increase resulted 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 June 30, 2001 were 20.57% and 1.12%,
respectively. This compares with annualized ROE and ROA ratios of 20.89% and
1.00%, respectively, for the three months ended June 30, 2000. The resulting
efficiency ratios were 47.60% for the three months ended June 30, 2001 compared
with 45.53% for the corresponding period of the preceding year. Diluted
earnings per common share were $0.37 for the three months ended June 30, 2001
compared with $0.30 for the comparable period of the preceding year.

The consolidated net income of the Company during the six months ended
June 30, 2001 increased by $3.0 million, or 26.4%, to $14.5 million, compared
to $11.4 million for the corresponding period of the preceding year. The
increase resulted primarily from an increase in interest income on loans due to
growth in commercial loans. The annualized return on average equity and
average assets ratios for the six months ended June 30, 2001 were 20.39% and
1.12%, respectively. This compares with annualized ROE and ROA ratios of
20.38% and 0.99%, respectively, for the six months ended June 30, 2000. The
resulting efficiency ratios were 48.19% for the six months ended June 30, 2001
compared with 46.03% for the corresponding period of the prior year. Diluted
earnings per common share were $0.73 for the six months ended June 30, 2001
compared with $0.59 for the comparable period of the preceding year.

Net Interest Income. Net interest income before provision for loan losses
of $23.9 million for the three months ended June 30, 2001 represented a $3.5
million, or 16.9%, increase over net interest income of $20.4 million for the
three months ended June 30, 2000. This increase was primarily due to the
increase in commercial loans and growth in core deposits. The average cost of
deposits increased to 4.25% for the three months ended June 30, 2001 from 4.14%
for the three months ended June 30, 2000, primarily due to increases in CD
costs which tend to lag in repricing when compared to market interest rates.
The increase in loans contributed to an increase of $5.6 million in interest on
earning assets to $51.5 million for the three months ended June 30, 2001, from
$45.8 million for the three months ended June 30, 2000. This compares with an
increase of $2.2 million in interest expense, to $27.6 million for the three
months ended June 30, 2001 from $25.4 million for the three months ended June 30, 2000.

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Net interest income before provision for loan losses of $46.7 million for
the six months ended June 30, 2001 represented a $6.4 million, or 15.8%,
increase over net interest income of $40.3 million for the six months ended
June 30, 2000. This increase was primarily due to the increase in commercial
loans and growth in core deposits. The yield on interest-earning assets
increased to 8.05% for the six months ended June 30, 2001 from 7.85% for the
corresponding period of 2000, due to the increase in higher-yielding commercial
loans. The average cost of deposits increased to 4.41% for the six months
ended June 30, 2001 from 3.97% for the six months ended June 30, 2000,
primarily due to increases in CD costs which tend to lag in repricing when
compared to market interest rates. The increase in loans contributed to an
increase of $13.5 million in interest on earning assets to $102.4 million for
the six months ended June 30, 2001, from $88.9 million for the six months ended
June 30, 2000. This compares with an increase of $7.1 million in interest
expense, to $55.7 million for the six months ended June 30, 2001 from $48.6
million for the six months ended June 30, 2000.

Average outstanding loans increased to $1.97 billion for the six months
ended June 30, 2001 from $1.74 billion for the corresponding period of 2000, an
increase of $233.4 million, or 13.4%, as a result of the Banks continued focus
on commercial lending activities. Average commercial loans increased $340.1
million to $1.42 billion for the six months ended June 30, 2001, from $1.08
billion for the six months ended June 30, 2000 while average consumer loans
decreased $106.1 million to $555.6 million for the six months ended June 30,
2001, from $661.7 million for the six months ended June 30, 2000, due to the
Companys emphasis on the origination of commercial loans. Average securities
increased to $536.4 million for the six months ended June 30, 2001 from $523.4
million for the same period of 2000, an increase of $13.0 million, or 2.5%.
Average interest-bearing deposits increased to $2.04 billion for the six months
ended June 30, 2001 from $1.62 billion in the corresponding period of the prior
year. Average noninterest-bearing deposits increased to $98.4 million for the
six months ended June 30, 2001 from $70.6 million for the corresponding period
of the prior year, representing an increase of $27.8 million, or 39.4%, as a
result of the Companys ongoing focus on generation of commercial and consumer
demand deposit accounts.

Net Interest Margin. The net interest margin, calculated on a tax
equivalent basis, was 3.72% for the six months ended June 30, 2001, up from
3.61% for the corresponding period of 2000. The increase in the net interest
margin resulted primarily from a change in the mix of interest-earning assets
due to continued growth in our commercial loan portfolio, a reduction in our
consumer loan portfolio, and the significant increase in core deposits.

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##### Table of Contents



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         |      |                          |           |                          |           |            |         |          |        |         |      |            |      |         |           |           |           |          |        |        |        |  |      |     
|                                                                 |                                                                             |                                                |      | June 30,   |      | For the Six Months Ended |           | For the Six Months Ended
|                                                                 |                                                                             |                                                |      | 2001       |      | June 30, 2001            |           | June 30, 2000           
|                                                                 |                                                                             |                                                |      |            |      |                          |           |                         
|                                                                 |                                                                             |                                                |      |            |      |                          |           | (Dollars in Thousands)  
|                                                                 |                                                                             |                                                |      |            |      |                          |           |                          |           |            |         | Interest |        |         |      |            |      |         |           |           |           | Interest |        |        |        | 
|                                                                 |                                                                             |                                                |      |            |      |                          |           | Average                  |           | Income or  |         | Average  |        | Average |      | Income or  |      | Average
|                                                                 |                                                                             |                                                |      | Yield/Cost |      | Balance                  |           | Expense                  |           | Yield/Cost |         | Balance  |        | Expense |      | Yield/Cost
|                                                                 |                                                                             |                                                |      |            |      |                          |           |                          |           |            |         |          |        |         |      |           
|Interest-earning assets:                                         |                                                                             |                                                |      |            |      |                          |           |                          |           |            |         |          |        |         |      |            |      |         |           |           |           |          |        |        |        |  |      |     
|                                                                
|                                                                
|                                                                
|                                                                
|                                                                 | Loans(1)                                                                    |                                                |      | 8.27       | %    |                          | $         | 1,974,494                |           |            | $       | 83,438   |        |         |      | 8.45       | %    |         | $         | 1,740,516 |           |          | $      | 72,017 |        |  |      | 8.28 | %   
|                                                                
|                                                                
|                                                                
|                                                                
|                                                                 | Securities                                                                  |                                                |      | 6.45       |      |                          |           | 536,359                  |           |            |         | 18,199   |        |         |      | 6.79       |      |         |           | 523,394   |           |          |        | 16,866 |        |  |      | 6.44 |     
|                                                                
|                                                                
|                                                                
|                                                                
|                                                                 | Other                                                                       |                                                |      | 3.97       |      |                          |           | 34,272                   |           |            |         | 752      |        |         |      | 4.39       |      |         |           | 373       |           |          |        | 10     |        |  |      | 5.36 |     
|                                                                 |                                                                             |                                                |      |            |      |                          |           |                          |           |            |         |          |        |         |      |            |      |         |           |           |           |          |        |        |        |  |      |     
|Total interest-earning assets                                    |                                                                             |                                                | 7.74 |            |      |                          | 2,545,125 |                          |           |            | 102,389 |          |        |         | 8.05 |            |      |         | 2,264,283 |           |           |          | 88,893 |        |        |  | 7.85 |     
|                                                                
|                                                                
|                                                                
|                                                                
|Noninterest-earning assets                                       |                                                                             |                                                |     |            |      |                          | 43,341    |                          |           |            |        |          |        |         |     |            |      |         | 50,208    |           |           |          |       |        |        |  |     |     
|                                                                 |                                                                             |                                                |      |            |      |                          |           |                          |           |            |         |          |        |         |      |            |      |         |           |           |           |          |        |        |        |  |      |     
|Total assets                                                     |                                                                             |                                                | 7.58 |            |      | $                        | 2,588,466 |                          |           | $          | 102,389 |          |        |         | 7.91 |            |      | $       | 2,314,492 |           |           | $        | 88,893 |        |        |  | 7.68 |     
|                                                                 |                                                                             |                                                |      |            |      |                          |           |                          |           |            |         |          |        |         |      |            |      |         |           |           |           |          |        |        |        |  |      |     
|Interest-bearing liabilities:                                    |                                                                             |                                                |      |            |      |                          |           |                          |           |            |         |          |        |         |      |            |      |         |           |           |           |          |        |        |        |  |      |     
|                                                                
|                                                                
|                                                                
|                                                                
|                                                                 | Deposits:                                                                   |                                                |      |            |      |                          |           |                          |           |            |         |          |        |         |      |            |      |         |           |           |           |          |        |        |        |  |      |      |     
|                                                                
|                                                                
|                                                                
|                                                                
|                                                                 |                                                                             | NOW, demand deposits and money market accounts |      |            | 2.41 |                          |           | $                        | 201,079   |            |         | $        | 2,342  |         |      |            | 2.33 |         |           | $         | 143,257   |          |        | $      | 1,323  |  |      |      | 1.85 | 
|                                                                
|                                                                
|                                                                
|                                                                
|                                                                 |                                                                             | Savings accounts                               |      |            | 2.10 |                          |           |                          | 374,643   |            |         |          | 4,415  |         |      |            | 2.36 |         |           |           | 273,347   |          |        |        | 2,919  |  |      |      | 2.14 | 
|                                                                
|                                                                
|                                                                
|                                                                
|                                                                 |                                                                             | Time deposits                                  |      |            | 5.05 |                          |           |                          | 1,464,511 |            |         |          | 40,377 |         |      |            | 5.51 |         |           |           | 1,204,704 |          |        |        | 29,375 |  |      |      | 4.88 | 
|                                                                 |                                                                             |                                                |      |            |      |                          |           |                          |           |            |         |          |        |         |      |            |      |         |           |           |           |          |        |        |        |  |      |     
|                                                                 | Total deposits                                                              |                                                |      | 4.20       |      |                          |           | 2,040,233                |           |            |         | 47,134   |        |         |      | 4.62       |      |         |           | 1,621,308 |           |          |        | 33,617 |        |  |      | 4.15 |     
|                                                                
|                                                                
|                                                                
|                                                                
|                                                                 | Borrowings                                                                  |                                                |      | 5.56       |      |                          |           | 260,906                  |           |            |         | 7,158    |        |         |      | 5.49       |      |         |           | 458,829   |           |          |        | 13,536 |        |  |      | 5.90 |     
|                                                                
|                                                                
|                                                                
|                                                                
|                                                                 | Guaranteed preferred beneficial interests in
junior subordinated debentures |                                                |      | 9.38       |      |                          |           | 30,000                   |           |            |         | 1,406    |        |         |      | 9.38       |      |         |           | 30,000    |           |          |        | 1,406  |        |  |      | 9.38 |     
|                                                                 |                                                                             |                                                |      |            |      |                          |           |                          |           |            |         |          |        |         |      |            |      |         |           |           |           |          |        |        |        |  |      |     
|Total interest-bearing liabilities                               |                                                                             |                                                | 4.41 |            |      |                          | 2,331,139 |                          |           |            | 55,698  |          |        |         | 4.78 |            |      |         | 2,110,137 |           |           |          | 48,559 |        |        |  | 4.60 |     
|                                                                 |                                                                             |                                                |      |            |      |                          |           |                          |           |            |         |          |        |         |      |            |      |         |           |           |           |          |        |        |        |  |      |     
|Noninterest-bearing deposits                                     |                                                                             |                                                |      |            |      |                          | 98,413    |                          |           |            |         |          |        |         |      |            |      |         | 70,616    |           |           |          |        |        |        |  |      |     
|                                                                
|                                                                
|                                                                
|                                                                
|Other noninterest-bearing liabilities                            |                                                                             |                                                |      |            |      |                          | 17,082    |                          |           |            |         |          |        |         |      |            |      |         | 21,429    |           |           |          |        |        |        |  |      |     
|                                                                
|                                                                
|                                                                
|                                                                
|Stockholders equity                                             |                                                                             |                                                |      |            |      |                          | 141,832   |                          |           |            |         |          |        |         |      |            |      |         | 112,310   |           |           |          |        |        |        |  |      |     
|                                                                 |                                                                             |                                                |      |            |      |                          |           |                          |           |            |         |          |        |         |      |            |      |         |           |           |           |          |        |        |        |  |      |     
|Total liabilities and stockholders equity                       |                                                                             |                                                |      |            |      | $                        | 2,588,466 |                          |           |            |         |          |        |         |      |            |      | $       | 2,314,492 |           |           |          |        |        |        |  |      |     
|                                                                 |                                                                             |                                                |      |            |      |                          |           |                          |           |            |         |          |        |         |      |            |      |         |           |           |           |          |        |        |        |  |      |     
|Net interest income/interest rate spread(2)                      |                                                                             |                                                | 3.33 | %          |      |                          |           |                          |           | $          | 46,691  |          |        |         | 3.27 | %          |      |         |           |           |           | $        | 40,334 |        |        |  | 3.25 | %   
|                                                                 |                                                                             |                                                |      |            |      |                          |           |                          |           |            |         |          |        |         |      |            |      |         |           |           |           |          |        |        |        |  |      |     
|Net interest-earning assets/net interest margin(3)               |                                                                             |                                                | 3.70 | %          |      | $                        | 213,987   |                          |           |            |         |          |        |         | 3.67 | %          |      | $       | 154,146   |           |           |          |        |        |        |  | 3.56 | %   
|                                                                 |                                                                             |                                                |      |            |      |                          |           |                          |           |            |         |          |        |         |      |            |      |         |           |           |           |          |        |        |        |  |      |     
|Ratio of interest-earning assets to interest-bearing liabilities |                                                                             |                                                | 1.09 | x          |      |                          | 1.09      | x                        |           |            |         |          |        |         |      |            |      |         | 1.07      | 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.                                                           

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 $1.7 million for the six months ended
June 30, 2001 represented a decrease of $2.0 million as compared to a provision
of $3.7 million for the corresponding period of the preceding year. At June 30,
2001, the allowance for loan losses was $30.7 million. Net loan recoveries
were $86,000 for the six months ended June 30, 2001, compared with net loan
charge-offs of $688,000 for the corresponding period of 2000.

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##### Table of Contents



Noninterest Income. Noninterest income for the three months ended June 30,
2001 was $1.7 million compared to $1.1 million for the corresponding
quarter of 2000, an increase of $539,000, or 46.9%, primarily as a result of an
increase in commercial banking fees and gain from sale of SBA loans.
Commercial banking fees increased 35.1% to $786,000 for the three months ended
June 30, 2001 as compared to $582,000 for the corresponding period of 2000, as
a result of increased commercial banking activities.

Noninterest income for the six months ended June 30, 2001 was $3.0 million
compared to $2.2 million for the corresponding period of 2000, an increase of
$773,000, or 35.4%, primarily as a result of an increase in commercial banking
fees. Commercial banking fees increased 37.9% to $1.6 million for the six
months ended June 30, 2001 as compared to $1.1 million for the corresponding
period of 2000, as a result of increased commercial banking activities.

Noninterest Expense. Noninterest expense of $12.2 million for the three
months ended June 30, 2001 increased $2.4 million, or 23.9%, compared with $9.8
million for the corresponding quarter of 2000. Personnel expenses increased to
$6.3 million for the three months ended June 30, 2001, from $4.9 million for
the corresponding period of 2000, an increase of $1.4 million, or 28.5%,
primarily due to the additional staffing required to support growth of the
Banks commercial banking business, and the addition of the Banks new Asia and
International Banking Divisions.

Noninterest expense of $23.9 million for the six months ended June 30,
2001 increased $4.4 million, or 22.3%, compared with $19.6 million for the
corresponding period of 2000. Personnel expenses increased to $12.7 million
for the six months ended June 30, 2001, from $10.0 million for the
corresponding period of 2000, an increase of $2.7 million, or 26.6%, primarily
due to the additional staffing required to support growth of the Banks
commercial banking business, and the addition of the Banks new Asia and
International Banking Divisions.

Provision for Income Taxes. The provision for income taxes was $5.0
million and $3.9 million on the income before taxes of $12.5 million and $9.8
million for the three months ended June 30, 2001 and 2000, respectively. The
effective tax rate for the quarter ended June 30, 2001 was 40.35%, compared
with 40.15% for the quarter ended June 30, 2000.

The provision for income taxes of $9.6 million and $7.8 million on the
income before taxes of $24.0 million and $19.2 million for the six months ended
June 30, 2001 and 2000, respectively, represents effective tax rates of 39.80%
and 40.53%, respectively.

FINANCIAL CONDITION

The Company experienced continued asset growth during the second quarter
of 2001. Total assets at June 30, 2001 were $2.75 billion, an increase of
$248.4 million, or 9.9%, from $2.50 billion at December 31, 2000. The growth
resulted primarily from increases in the loan portfolio and in securities and
investments.

During the six months ended June 30, 2001, total loans increased by $79.6
million, or 4.1%, to $2.01 billion, from $1.93 billion at December 31, 2000.
This growth was led by an increase in commercial loans due to the Banks
continuing focus on originating such loans. Total commercial loans grew to
$1.52 billion at June 30, 2001, from $1.34 billion at December 31, 2000.
Residential mortgage (one to four family) loans decreased to $492.0 million at
June 30, 2001 from $590.5 million at December 31, 2000, primarily due to
principal repayments and internal loan securitization. New loan commitments of
$469.5 million for the six months ended June 30, 2001 were comprised of $429.3
million of commercial loans and $40.2 million of consumer loans. Securities
(including available-for-sale and held-to-maturity) totaled $586.5 million at
June 30, 2001, an increase of $99.2 million, or 20.4%, from $487.2 million at
December 31, 2000. The increase is largely attributable to internal
securitization of $52.9 million in residential mortgage (one to four family)
loans for capital management purposes.

Total past due loans were 0.73% of total loans at June 30, 2001, compared
with 0.75% at December 31, 2000. Nonperforming assets were $1.7 million, or
0.06%, of total assets at June 30, 2001, compared with nonperforming assets of
$2.6 million, or 0.11%, of total assets at December 31, 2000. The allowance
for loan losses was $30.7 million at June 30, 2001, an increase of $1.8 million
from

Page 9



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##### Table of Contents



$28.9 million at December 31, 2000. The increase in the
allowance for
loan losses reflected the growth in the loan portfolio during the six months
ended June 30, 2001 and increased concentration in commercial loans.

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 June 30, 2001       |           | At December 31, 2000
|                                   |                                           |   |                        |           |                     
|                                   |                                           |   | Amount                 |           | %                    |  | Amount |       | %
|                                   |                                           |   |                        |           |                      |  |        |       |  
|                                   |                                           |   | (Dollars in Thousands)
|Commercial:                        |                                           |   |                        |           |                      |  |        |       |   |   |           |           |  |  |        |      
|                                  
|                                  
|                                  
|                                  
|                                   | Secured by real estate-nonresidential     |   | $                      | 671,015   |                      |  |        | 33.32 | % |   | $         | 597,981   |  |  |        | 30.91 | %
|                                  
|                                  
|                                  
|                                  
|                                   | Secured by real estate-multifamily        |   |                        | 571,354   |                      |  |        | 28.37 |   |   |           | 514,697   |  |  |        | 26.61 |  
|                                  
|                                  
|                                  
|                                  
|                                   | Construction                              |   |                        | 164,425   |                      |  |        | 8.16  |   |   |           | 131,878   |  |  |        | 6.82  |  
|                                  
|                                  
|                                  
|                                  
|                                   | Commercial business                       |   |                        | 115,280   |                      |  |        | 5.72  |   |   |           | 99,401    |  |  |        | 5.14  |  
|                                   |                                           |   |                        |           |                      |  |        |       |   |   |           |           |  |  |        |      
|                                   | Total commercial loans                    |   |                        | 1,522,074 |                      |  |        | 75.57 |   |   |           | 1,343,957 |  |  |        | 69.48 |  
|                                   |                                           |   |                        |           |                      |  |        |       |   |   |           |           |  |  |        |      
|Consumer:                          |                                           |   |                        |           |                      |  |        |       |   |   |           |           |  |  |        |      
|                                  
|                                  
|                                  
|                                  
|                                   | Residential mortgage (one to four family) |   |                        | 477,352   |                      |  |        | 23.70 |   |   |           | 574,219   |  |  |        | 29.68 |  
|                                  
|                                  
|                                  
|                                  
|                                   | Other                                     |   |                        | 14,689    |                      |  |        | 0.73  |   |   |           | 16,288    |  |  |        | 0.84  |  
|                                   |                                           |   |                        |           |                      |  |        |       |   |   |           |           |  |  |        |      
|                                   | Total consumer loans                      |   |                        | 492,041   |                      |  |        | 24.43 |   |   |           | 590,507   |  |  |        | 30.52 |  
|                                   |                                           |   |                        |           |                      |  |        |       |   |   |           |           |  |  |        |      
|Total gross loans                  |                                           |   | 2,014,115              |           |                      |  | 100.00 | %     |   |   | 1,934,464 |           |  |  | 100.00 | %    
|                                   |                                           |   |                        |           |                      |  |        |       |   |   |           |           |  |  |        |      
|Net deferred loan origination fees |                                           |   | (2,728                 | )         |                      |  |        |       |   |   | (2,642    | )         |  |  |        |      
|                                   |                                           |   |                        |           |                      |  |        |       |   |   |           |           |  |  |        |      
|Loans                              |                                           |   | 2,011,387              |           |                      |  |        |       |   |   | 1,931,822 |           |  |  |        |      
|                                  
|                                  
|                                  
|                                  
|Allowance for loan losses          |                                           |   | (30,693                | )         |                      |  |        |       |   |   | (28,901   | )         |  |  |        |      
|                                   |                                           |   |                        |           |                      |  |        |       |   |   |           |           |  |  |        |      
|Net loans                          |                                           | $ | 1,980,694              |           |                      |  |        |       |   | $ | 1,902,921 |           |  |  |        |      
|                                   |                                           |   |                        |           |                      |  |        |       |   |   |           |           |  |  |        |      

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.

Due to its change in the loan origination focus to commercial loans, the
Bank is originating more loans which reprice in shorter time periods than the
traditional repricing terms of residential mortgage (one to four family) loans.
Construction loans, commercial business loans and SBA loans generally have
monthly repricing terms. Commercial real estate loans generally reprice each
month 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. Residential mortgage (one to four family)
loans may be fixed rate for terms of 15 or 30 years, have interest rates that
are fixed for a period, typically five years, and then generally reprice
semi-annually or annually.

As a result of the change of focus to commercial lending, adjustable-rate
loans increased to $1.19 billion, an increase of $146.7 million, or 13.4%, from
$1.05 billion at December 31, 2000. Fixed-rate loans at June 30, 2001 were
$561.6 million compared with $603.4 million at December 31, 2000, a decrease of
$41.9 million, or 7.9%. At June 30, 2001, total gross loans included $258.4
million of intermediate fixed-rate loans compared with $283.6 million at
December 31, 2000, a decrease of $25.2 million, or 8.9%.

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##### Table of Contents



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

|            |                                              |                        |   |                          |         |      |   |         |         | 
|----------- | -------------------------------------------- | ---------------------- | - | ------------------------ | ------- | ---- | - | ------- | ------- | 
|            |                                              |                        |   | For the Six Months Ended
|            |                                              |                        |   | June 30,                
|            |                                              |                        |   |                         
|            |                                              |                        |   | 2001                     |         | 2000
|            |                                              |                        |   |                          |         |     
|            |                                              |                        |   | (Dollars in Thousands)  
|Commercial: |                                              |                        |   |                          |         |      |   |        
|           
|           
|           
|           
|            | Secured by real estate-nonresidential(1)     |                        | $ | 132,304                  |         |      | $ | 103,288 |        
|           
|           
|           
|           
|            | Secured by real estate-multifamily(1)        |                        |   | 100,518                  |         |      |   | 68,221  |        
|           
|           
|           
|           
|            | Construction                                 |                        |   | 101,103                  |         |      |   | 80,312  |        
|           
|           
|           
|           
|            | Commercial business                          |                        |   | 95,379                   |         |      |   | 36,328  |        
|            |                                              |                        |   |                          |         |      |   |        
|            |                                              | Total commercial loans |   | $                        | 429,304 |      |   | $       | 288,149 | 
|            |                                              |                        |   |                          |         |      |   |        
|Consumer:   |                                              |                        |   |                          |         |      |   |        
|           
|           
|           
|           
|            | Residential mortgage (one to four family)(1) |                        | $ | 31,819                   |         |      | $ | 14,365  |        
|           
|           
|           
|           
|            | Home equity and other                        |                        |   | 8,365                    |         |      |   | 6,569   |        
|            |                                              |                        |   |                          |         |      |   |        
|            |                                              | Total consumer loans   |   |                          | 40,184  |      |   |         | 20,934  | 
|            |                                              |                        |   |                          |         |      |   |        
|            | Total new commitments                        |                        | $ | 469,488                  |         |      | $ | 309,083 |        
|            |                                              |                        |   |                          |         |      |   |        



---

|(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 $1.7 million at June 30, 2001 compared to $2.5
million at December 31, 2000. Foreclosures are a normal part of the credit
process. Other real estate owned (OREO) consists of real property acquired
through foreclosure on the collateral underlying defaulted loans.

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

|                                                      |            |                                           |                  |                        |       |                        |           |                 |       |       |       | 
|----------------------------------------------------- | ---------- | ----------------------------------------- | ---------------- | ---------------------- | ----- | ---------------------- | --------- | --------------- | ----- | ----- | ----- | 
|                                                      |            |                                           |                  |                        |       | At June 30,            |           | At December 31,
|                                                      |            |                                           |                  |                        |       | 2001                   |           | 2000           
|                                                      |            |                                           |                  |                        |       |                        |           |                
|                                                      |            |                                           |                  |                        |       | (Dollars in Thousands)
|Nonaccrual loans:                                     |            |                                           |                  |                        |       |                        |           |                
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      | Commercial |                                           |                  |                        |       |                        |           |                 |      
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      |            | Secured by real estate-nonresidential     |                  | $                      |      |                        |           | $               | 740   |      
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      |            | Construction loans                        |                  |                        |      |                        |           |                 | 104   |      
|                                                      |            |                                           |                  |                        |       |                        |           |                
|                                                      |            |                                           | Total commercial |                        |       |                       |           |                 |       | 844   |      
|                                                      |            |                                           |                  |                        |       |                        |           |                
|                                                      | Consumer   |                                           |                  |                        |       |                        |           |                 |      
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      |            | Residential mortgage (one to four family) |                  |                        | 1,742 |                        |           |                 | 1,672 |      
|                                                      |            |                                           |                  |                        |       |                        |           |                
|                                                      |            |                                           | Total consumer   |                        |       | 1,742                  |           |                 |       | 1,672 |      
|                                                      |            |                                           |                  |                        |       |                        |           |                
|                                                      |            |                                           |                  | Total nonaccrual loans |       |                        | 1,742     |                 |       |       | 2,516 | 
|                                                     
|                                                     
|                                                     
|                                                     
|Other real estate owned (OREO)                      |            |                                           |                 |                        |       |                        | 115       |                
|                                                      |            |                                           |                  |                        |       |                        |           |                
|Total nonperforming assets                            |            | $                                         | 1,742            |                        |       | $                      | 2,631     |                
|                                                      |            |                                           |                  |                        |       |                        |           |                
|Nonperforming assets to total assets                  |            |                                           | 0.06             | %                      |       |                        | 0.11      | %              
|                                                     
|                                                     
|                                                     
|                                                     
|Nonaccrual loans to loans                             |            |                                           | 0.09             |                        |       |                        | 0.13      |                
|                                                     
|                                                     
|                                                     
|                                                     
|Nonperforming assets to loans and OREO                |            |                                           | 0.09             |                        |       |                        | 0.14      |                
|                                                     
|                                                     
|                                                     
|                                                     
|Loans                                                 |            | $                                         | 2,011,387        |                        |       | $                      | 1,931,822 |                
|                                                     
|                                                     
|                                                     
|                                                     
|Gross income not recognized on nonaccrual loans       |            | $                                         | 22               |                        |       | $                      | 116       |                
|                                                     
|                                                     
|                                                     
|                                                     
|Accruing loans contractually past due 90 days or more |            |                                           |                 |                        |       |                        |          |                

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##### Table of Contents



Total nonperforming assets were $1.7 million at June 30, 2001, a decrease
of $889,000, or 33.8%, from $2.6 million at December 31, 2000. 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. At December
31, 2000, OREO consisted of one property acquired through foreclosure with a
carrying value of $115,000. No OREOs were outstanding as of June 30, 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 either
internally or by the Banks regulators. 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. If the economy declines or asset quality deteriorates, 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 Six Months Ended
|                                                         |  | June 30,                
|                                                         |  |                         
|                                                         |  | 2001                     |        | 2000
|                                                         |  |                          |        |     
|                                                         |  | (Dollars in Thousands)  
|Balance at beginning of period                           |  | $                        | 28,901 |      |  | $ | 19,503 |  
|                                                        
|                                                        
|                                                        
|                                                        
|Provision for loan losses                                |  |                          | 1,706  |      |  |   | 3,706  |  
|                                                        
|                                                        
|                                                        
|                                                        
|Loans charged off                                        |  |                          | (30    | )    |  |   | (696   | )
|                                                        
|                                                        
|                                                        
|                                                        
|Recoveries                                               |  |                          | 116    |      |  |   | 8      |  
|                                                         |  |                          |        |      |  |   |        |  
|Balance at end of period                                 |  | $                        | 30,693 |      |  | $ | 22,521 |  
|                                                         |  |                          |        |      |  |   |        |  
|Allowance for loan losses to loans                       |  |                          | 1.53   | %    |  |   | 1.25   | %
|                                                        
|                                                        
|                                                        
|                                                        
|Annualized net (recoveries) charge-offs to average loans |  |                          | (0.01  | )%   |  |   | 0.08   | %

Page 12



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##### Table of Contents



Securities. Securities (including available-for-sale and
held-to-maturity) increased during the six months of 2001 by $99.3 million, or
20.4%, to $586.5 million at June 30, 2001 from $487.2 million at December 31,
2000. The increase in securities resulted primarily from purchases for
liquidity purposes and internal securitization of residential mortgage (one to
four family) loans for capital management purposes.

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

|                                                                   |                            |                                                     |         |                  |         |                      |         |                        |         |        |         |         |         |   |         |        |         | 
|------------------------------------------------------------------ | -------------------------- | --------------------------------------------------- | ------- | ---------------- | ------- | -------------------- | ------- | ---------------------- | ------- | ------ | ------- | ------- | ------- | - | ------- | ------ | ------- | 
|                                                                   |                            |                                                     |         | At June 30, 2001 |         | At December 31, 2000
|                                                                   |                            |                                                     |         |                  |         |                     
|                                                                   |                            |                                                     |         | Amortized        |         | Market               |         | Amortized              |         | Market
|                                                                   |                            |                                                     |         | Cost             |         | Value                |         | Cost                   |         | Value 
|                                                                   |                            |                                                     |         |                  |         |                      |         |                        |         |       
|                                                                   |                            |                                                     |         |                  |         |                      |         | (Dollars in Thousands) |         |        |         |        
|Investment securities available for sale:                          |                            |                                                     |         |                  |         |                      |         |                        |         |        |         |         |         |   |         |       
|                                                                  
|                                                                  
|                                                                  
|                                                                  
|                                                                   | Trust Preferred Securities |                                                     | $       | 100,488          |         |                      | $       | 87,443                 |         |        | $       | 101,149 |         |   | $       | 82,670 |        
|                                                                  
|                                                                  
|                                                                  
|                                                                  
|                                                                   | Federal Agency Note        |                                                     |         | 16,056           |         |                      |         | 16,015                 |         |        |         |        |         |   |         |       |        
|                                                                  
|                                                                  
|                                                                  
|                                                                  
|                                                                   | Commercial Paper           |                                                     |         | 22,729           |         |                      |         | 22,729                 |         |        |         |        |         |   |         |       |        
|                                                                   |                            |                                                     |         |                  |         |                      |         |                        |         |        |         |         |         |   |         |       
|                                                                   |                            | Total investment securities available for sale      |         |                  | 139,273 |                      |         |                        | 126,187 |        |         |         | 101,149 |   |         |        | 82,670  | 
|                                                                   |                            |                                                     |         |                  |         |                      |         |                        |         |        |         |         |         |   |         |       
|Mortgage-backed securities available for sale:                     |                            |                                                     |         |                  |         |                      |         |                        |         |        |         |         |         |   |         |       
|                                                                  
|                                                                  
|                                                                  
|                                                                  
|                                                                   | FHLMC                      |                                                     |         | 48,449           |         |                      |         | 47,782                 |         |        |         |        |         |   |         |       |        
|                                                                  
|                                                                  
|                                                                  
|                                                                  
|                                                                   | GNMA                       |                                                     |         | 103,826          |         |                      |         | 103,103                |         |        |         | 92,353  |         |   |         | 91,737 |        
|                                                                  
|                                                                  
|                                                                  
|                                                                  
|                                                                   | FNMA                       |                                                     |         | 208,361          |         |                      |         | 206,797                |         |        |         | 91,426  |         |   |         | 89,210 |        
|                                                                  
|                                                                  
|                                                                  
|                                                                  
|                                                                   | Other                      |                                                     |         | 56,865           |         |                      |         | 56,812                 |         |        |         | 63,672  |         |   |         | 62,537 |        
|                                                                   |                            |                                                     |         |                  |         |                      |         |                        |         |        |         |         |         |   |         |       
|                                                                   |                            | Total mortgage-backed securities available for sale |         |                  | 417,501 |                      |         |                        | 414,494 |        |         |         | 247,451 |   |         |        | 243,484 | 
|                                                                   |                            |                                                     |         |                  |         |                      |         |                        |         |        |         |         |         |   |         |       
|Total investment and mortgage-backed securities available for sale |                            | $                                                   | 556,774 |                  |         | $                    | 540,681 |                        |         | $      | 348,600 |         |         | $ | 326,154 |       
|                                                                   |                            |                                                     |         |                  |         |                      |         |                        |         |        |         |         |         |   |         |       
|Investment securities held to maturity:                            |                            |                                                     |         |                  |         |                      |         |                        |         |        |         |         |         |   |         |       
|                                                                  
|                                                                  
|                                                                  
|                                                                  
|                                                                   | Municipals                 |                                                     | $       | 44,780           |         |                      | $       | 44,408                 |         |        | $       | 43,648  |         |   | $       | 43,097 |        
|                                                                   |                            |                                                     |         |                  |         |                      |         |                        |         |        |         |         |         |   |         |       
|Mortgage-backed securities held to maturity:                       |                            |                                                     |         |                  |         |                      |         |                        |         |        |         |         |         |   |         |       
|                                                                  
|                                                                  
|                                                                  
|                                                                  
|                                                                   | FNMA                       |                                                     |         |                 |         |                      |         |                       |         |        |         | 80,662  |         |   |         | 77,576 |        
|                                                                  
|                                                                  
|                                                                  
|                                                                  
|                                                                   | FHLMC                      |                                                     |         |                 |         |                      |         |                       |         |        |         | 35,725  |         |   |         | 34,257 |        
|                                                                  
|                                                                  
|                                                                  
|                                                                  
|                                                                   | Other                      |                                                     |         | 1,040            |         |                      |         | 1,040                  |         |        |         | 1,051   |         |   |         | 1,051  |        
|                                                                   |                            |                                                     |         |                  |         |                      |         |                        |         |        |         |         |         |   |         |       
|                                                                   |                            | Total mortgage-backed securities held to maturity   |         |                  | 1,040   |                      |         |                        | 1,040   |        |         |         | 117,438 |   |         |        | 112,884 | 
|                                                                   |                            |                                                     |         |                  |         |                      |         |                        |         |        |         |         |         |   |         |       
|Total investment and mortgage-backed securities held to maturity   |                            | $                                                   | 45,820  |                  |         | $                    | 45,448  |                        |         | $      | 161,086 |         |         | $ | 155,981 |       
|                                                                   |                            |                                                     |         |                  |         |                      |         |                        |         |        |         |         |         |   |         |       

As of June 30, 2001, the carrying value of the securities was $602.6
million and the market value was $586.1 million. The total unrealized loss on
these securities was $16.5 million. Of this total, $16.1 million relates to
securities which are available for sale on which the unrealized loss, net of
tax, is included as a reduction of stockholders equity. The difference
between the carrying value and market value aggregating $400,000 of securities
which are held to maturity has not been recognized in the financial statements
as of June 30, 2001. The unrealized losses are primarily 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 $2.29 billion at June
30, 2001, which represented an increase of $230.5 million, or 11.2%, from $2.06
billion at December 31, 2000. Core deposit balances increased by $134.4
million, or 21.3%, and time deposits increased by $96.1 million, or 6.7%,
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 June 30, 2001, 66.6% of our deposits were time deposits, 17.9% were
savings accounts, and 15.5% were NOW, demand deposit and money market accounts.
By comparison, at December 31, 2000, 69.4% of our deposits were time deposits,
16.9% were savings accounts, and 13.7% 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 June 30, 2001, 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 15% of the Banks total deposits. The Bank accepts
deposits in excess of $100,000 from customers. Included in time deposits as of

Page 13



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##### Table of Contents



June 30, 2001, is $642.2 million of deposits of $100,000 or greater. Such
deposits make up 28.0% of total deposits. At June 30, 2001, the Bank had no
brokered deposits. Substantially all of the time deposits as of June 30, 2001
mature in one year or less.

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

|                                               |                     |   |                        |           |                      |  |          |      |              |   |           |           |          |  |      |      | 
|---------------------------------------------- | ------------------- | - | ---------------------- | --------- | -------------------- |  | -------- | ---- | ------------ | - | --------- | --------- | -------- |  | ---- | ---- | 
|                                               |                     |   | At June 30, 2001       |           | At December 31, 2000
|                                               |                     |   |                        |           |                     
|                                               |                     |   |                        |           |                      |  | Weighted |      |              |   |           |           | Weighted
|                                               |                     |   | Balance                |           | Average Rate         |  | Balance  |      | Average Rate
|                                               |                     |   |                        |           |                      |  |          |      |             
|                                               |                     |   | (Dollars in Thousands)
|NOW, demand deposits and money market accounts |                     | $ | 356,141                |           |                      |  | 1.65     | %    |              | $ | 282,611   |           |          |  | 1.66 | %   
|                                              
|                                              
|                                              
|                                              
|Savings accounts                               |                     |   | 410,558                |           |                      |  | 2.10     |      |              |   | 349,679   |           |          |  | 2.30 |     
|                                              
|                                              
|                                              
|                                              
|Time deposits:                                 |                     |   |                        |           |                      |  |          |      |              |   |           |           |          |  |      |     
|                                              
|                                              
|                                              
|                                              
|                                               | Less than $100,000  |   |                        | 885,665   |                      |  |          | 4.90 |              |   |           | 851,913   |          |  |      | 5.72 | 
|                                              
|                                              
|                                              
|                                              
|                                               | $100,000 or greater |   |                        | 642,174   |                      |  |          | 5.26 |              |   |           | 579,816   |          |  |      | 6.32 | 
|                                               |                     |   |                        |           |                      |  |          |      |              |   |           |           |          |  |      |     
|                                               | Total time deposits |   |                        | 1,527,839 |                      |  |          | 5.05 |              |   |           | 1,431,729 |          |  |      | 5.97 | 
|                                               |                     |   |                        |           |                      |  |          |      |              |   |           |           |          |  |      |     
|Total deposits                                 |                     | $ | 2,294,538              |           |                      |  | 3.99     |      |              | $ | 2,064,019 |           |          |  | 4.75 |     
|                                               |                     |   |                        |           |                      |  |          |      |              |   |           |           |          |  |      |     

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 June 30, 2001, the Bank had $258.0 million of
advances outstanding, compared to $260.6 million outstanding at December 31,
2000.

Included in the $258.0 million of FHLB advances as of June 30, 2001 were
$20.0 million of fixed-rate advances maturing in August 2001, $5.0 million of
fixed-rate advances for two years and $17.0 million of fixed-rate advances for
ten years. An additional $216.0 million of the advances had ten-year terms but
contained provisions that the FHLB could, at their option, terminate the
advances at quarterly intervals at specified periods ranging from three to five
years beyond the original advance dates.

In December of 1998, the Bank entered into the Treasury Investment Program
with the Federal Reserve Bank of San Francisco (FRB). This borrowing line
allows the Bank to utilize deposits made to the U.S. Treasury for federal tax
payments until the Treasury needs the funds. This borrowing line was closed in
April 2001. At December 31, 2000, $2.6 million was outstanding under this
borrowing line.

Page 14



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##### Table of Contents



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 Six Months Ended
|                                  |                                                                         |  | June 30,                      
|                                  |                                                                         |  |                               
|                                  |                                                                         |  | 2001                           |         | 2000
|                                  |                                                                         |  |                                |         |     
|                                  |                                                                         |  | (Dollars in Thousands)        
|Short-term borrowings:            |                                                                         |  |                                |         |      |  |   |        
|                                 
|                                 
|                                 
|                                 
|FHLB of San Francisco advances:   |                                                                         |  |                                |         |      |  |   |        
|                                 
|                                 
|                                 
|                                 
|                                  | Average balance outstanding                                             |  | $                              | 21,485  |      |  | $ | 218,281 |  
|                                 
|                                 
|                                 
|                                 
|                                  | Maximum amount outstanding at any month end                             |  |                                | 39,177  |      |  |   | 239,000 |  
|                                 
|                                 
|                                 
|                                 
|                                  | Balance outstanding at end of period                                    |  |                                | 20,000  |      |  |   | 208,800 |  
|                                 
|                                 
|                                 
|                                 
|                                  | Weighted average interest rate during the period                        |  |                                | 6.61    | %    |  |   | 6.13    | %
|                                 
|                                 
|                                 
|                                 
|                                  | Weighted average interest rate at end of period                         |  |                                | 6.74    | %    |  |   | 6.40    | %
|                                 
|                                 
|                                 
|                                 
|                                  | Weighted average remaining term to maturity at end of period (in years) |  |                                | 0       |      |  |   | 0       |  
|                                 
|                                 
|                                 
|                                 
|FRB direct investment borrowings: |                                                                         |  |                                |         |      |  |   |        
|                                 
|                                 
|                                 
|                                 
|                                  | Average balance outstanding                                             |  | $                              | 1,421   |      |  | $ | 7,548   |  
|                                 
|                                 
|                                 
|                                 
|                                  | Maximum amount outstanding at any month end                             |  |                                | 10,000  |      |  |   | 10,000  |  
|                                 
|                                 
|                                 
|                                 
|                                  | Balance outstanding at end of period                                    |  |                                |        |      |  |   | 10,000  |  
|                                 
|                                 
|                                 
|                                 
|                                  | Weighted average interest rate during the period                        |  |                                | 5.56    | %    |  |   | 5.65    | %
|                                 
|                                 
|                                 
|                                 
|                                  | Weighted average interest rate at end of period                         |  |                                |        | %    |  |   | 6.86    | %
|                                 
|                                 
|                                 
|                                 
|                                  | Weighted average remaining term to maturity at end of period (in years) |  |                                |        |      |  |   |        |  
|                                 
|                                 
|                                 
|                                 
|Long-term borrowings:             |                                                                         |  |                                |         |      |  |   |        
|                                 
|                                 
|                                 
|                                 
|FHLB of San Francisco advances:   |                                                                         |  |                                |         |      |  |   |        
|                                 
|                                 
|                                 
|                                 
|                                  | Average balance outstanding                                             |  | $                              | 238,000 |      |  | $ | 233,000 |  
|                                 
|                                 
|                                 
|                                 
|                                  | Maximum amount outstanding at any month end                             |  |                                | 238,000 |      |  |   | 233,000 |  
|                                 
|                                 
|                                 
|                                 
|                                  | Balance outstanding at end of period                                    |  |                                | 238,000 |      |  |   | 233,000 |  
|                                 
|                                 
|                                 
|                                 
|                                  | Weighted average interest rate during the period                        |  |                                | 5.48    | %    |  |   | 5.49    | %
|                                 
|                                 
|                                 
|                                 
|                                  | Weighted average interest rate at end of period                         |  |                                | 5.46    | %    |  |   | 5.43    | %
|                                 
|                                 
|                                 
|                                 
|                                  | Weighted average remaining term to maturity at end of period (in years) |  |                                | 6       |      |  |   | 8       |  

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 June 30,
2001, the Bank met the Well Capitalized requirements under these guidelines.
The total risk-based capital ratio of the Bank at June 30, 2001 was 10.99%, as
compared with 10.97% at December 31, 2000. The ratio of Tier I capital (as
defined in the regulations) to average assets (as defined) of the Bank at June
30, 2001 was 7.01% compared with 6.95% at December 31, 2000. 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, 2000 on file with the Securities and Exchange Commission (SEC File
No. 0-24947).

Page 15



---



##### Table of Contents









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

On April 26, 2001, the Company held its annual meeting of stockholders for
the purpose of the election of directors of the Company, the Amendment of the
1998 Stock Option Plan, the Amendment of the Companys Amended and Restated
Certificate of Incorporation to increase the number of authorized shares, and
for the ratification of PricewaterhouseCoopers LLP as the Companys independent
accountants. The results reflect votes of security holders prior to the
Companys two-for-one stock split, effective April 11, 2001.

|   |  |                                      |  |           |  |          |  |          
|-- |  | ------------------------------------ |  | --------- |  | -------- |  | ---------
|   |  |                                      |  | Number    |  | Number   |  |          
|   |  |                                      |  | of Votes  |  | of Votes |  | Broker   
|   |  |                                      |  | For       |  | Withheld |  | Non-Votes
|   |  |                                      |  |           |  |          |  |          
|1. |  | Election of Directors of the
Company |  |           |  |          |  |          
|  
|  
|  
|  
|   |  | For a two-year term:                 |  |           |  |          |  |          
|  
|  
|  
|  
|   |  | Joseph S. Wu                         |  | 7,873,718 |  | 287,928  |  |         
|  
|  
|  
|  
|   |  | For three-year terms:                |  |           |  |          |  |          
|  
|  
|  
|  
|   |  | Dr. Godwin Wong                      |  | 7,897,671 |  | 263,975  |  |         
|  
|  
|  
|  
|   |  | Thomas S. Wu                         |  | 7,213,966 |  | 947,680  |  |         

Page 16



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##### Table of Contents



Messrs. Wong and T. Wu were elected for terms which expire in 2004. Mr.
J. Wu was appointed by the Board of Directors in October 2000 to fill the
remaining vacancy on the Board and was nominated for a term which expires in
2002. The continuing directors on the Board consist of Mr. Ronald McMeekin and
Ms. Li-Lin Ko, whose terms expire in 2002, and Messrs. Sau-wing Lam and
Jonathan H. Downing whose terms expire in 2003.

|   |  |                                                                                     |  |           |           |          |  |            |           |           |  |  |       |  |  |        
|-- |  | ----------------------------------------------------------------------------------- |  | --------- | --------- | -------- |  | ---------- | --------- | --------- |  |  | ----- |  |  | -------
|   |  |                                                                                     |  | Number of |           | Number   |  | Number of  |          
|   |  |                                                                                     |  | Votes     |           | of Votes |  | Votes      |           | Broker   
|   |  |                                                                                     |  | For       |           | Against  |  | Abstaining |           | Non-Votes
|   |  |                                                                                     |  |           |           |          |  |            |           |          
|2. |  | Amendment to the 1998 Stock
Option Plan                                             |  |           | 5,524,407 |          |  |            | 1,952,075 |           |  |  | 7,606 |  |  | 677,588
|  
|   |  |                                                                                     |  | Number of |           | Number   |  | Number of  |           |          
|   |  |                                                                                     |  | Votes     |           | of Votes |  | Votes      |           | Broker   
|   |  |                                                                                     |  | For       |           | Against  |  | Abstaining |           | Non-Votes
|   |  |                                                                                     |  |           |           |          |  |            |           |          
|3. |  | Amendment to the Amended and
Restated Certificate of
Incorporation                  |  |           | 5,549,350 |          |  |            | 2,611,185 |           |  |  | 1,312 |  |  |       
|  
|   |  |                                                                                     |  | Number of |           | Number   |  | Number of  |           |          
|   |  |                                                                                     |  | Votes     |           | of Votes |  | Votes      |           | Broker   
|   |  |                                                                                     |  | For       |           | Against  |  | Abstaining |           | Non-Votes
|   |  |                                                                                     |  |           |           |          |  |            |           |          
|4. |  | Ratification of
PricewaterhouseCoopers LLP
as the Companys independent
accountants |  |           | 8,155,196 |          |  |            | 5,285     |           |  |  | 1,165 |  |  |       







Item 5.  Other Information

None.







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).

Page 17



---



##### 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: August 6, 2001 |  | /s/   Thomas S. Wu                                                              
|                     |  | Thomas S. Wu
President and Chief Executive Officer
(principal executive officer)



|                     |  |                                                                                                    
|-------------------- |  | ---------------------------------------------------------------------------------------------------
|Date: August 6, 2001 |  | /s/   Jonathan H. Downing                                                                          
|                     |  | Jonathan H. Downing
Senior Vice President and
Chief Financial Officer
(principal financial officer)

Page 18



---



##### Table of Contents









EXHIBIT INDEX

|        |  |                                                                                                                   
|------- |  | ------------------------------------------------------------------------------------------------------------------
|Exhibit |  |                                                                                                                   
|No.     |  | Description                                                                                                       
|        |  |                                                                                                                   
|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**