##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549


FORM 10-Q

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

| |                                              
| | ---------------------------------------------
| | For the quarterly period ended March 31,
2003

OR


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


| |                                            
| | -------------------------------------------
| | For the transition period from           to
| | Commission file number 0-24947             

UCBH Holdings, Inc.

(Exact name of registrant as specified in its charter)


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

711 Van Ness Avenue, San Francisco, California 94102

(Address of principal executive offices)          (Zip Code)


(415) 928-0700

(Registrants telephone number, including area code)




---

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


Indicate by check mark whether the registrant (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such
shorter period that the registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.
Yes   
[X]    No   [   ]

APPLICABLE ONLY TO CORPORATE ISSUERS:

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

As of May 9, 2003, the
Registrant had 42,208,606 shares of common stock outstanding.





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TABLE OF CONTENTS



|                               |                                                                                               |                                            |  |  |  |  |  | 
|------------------------------ | --------------------------------------------------------------------------------------------- | ------------------------------------------ |  |  |  |  |  | 
|PART I - FINANCIAL INFORMATION
|                               | ITEM 1. FINANCIAL STATEMENTS                                                                 
|                               |                                                                                               | NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
|                               | ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|                               | ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK                           
|                               | ITEM 4. CONTROLS AND PROCEDURES                                                              
|PART II- OTHER INFORMATION    
|                               | ITEM 1. LEGAL PROCEEDINGS                                                                    
|                               | ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS                                            
|                               | ITEM 3. DEFAULTS UPON SENIOR SECURITIES                                                      
|                               | ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS                                  
|                               | ITEM 5. OTHER INFORMATION                                                                    
|                               | ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K                                                     
|SIGNATURES                    
|CERTIFICATIONS                



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##### Table of Contents



UCBH HOLDINGS, INC.
TABLE OF CONTENTS

|                               |         |                                                                                       |  |      |  | 
|------------------------------ | ------- | ------------------------------------------------------------------------------------- |  | ---- |  | 
|PART I - FINANCIAL INFORMATION |         |                                                                                       | 
|                               | Item 1. | Financial Statements                                                                  |  | 1-3  | 
|                               |         | Notes to Consolidated Financial Statements                                            |  | 4-7  | 
|                               | Item 2. | Managements Discussion and Analysis of Financial Condition and Results of Operations |  | 7-21 | 
|                               | Item 3. | Quantitative and Qualitative Disclosures about Market Risk                            |  | 22   | 
|                               | Item 4. | Controls and Procedures                                                               |  | 22   | 
|PART II - OTHER INFORMATION    |         |                                                                                       | 
|                               | Item 1. | Legal Proceedings                                                                     |  | 22   | 
|                               | Item 2. | Changes in Securities and Use of Proceeds                                             |  | 22   | 
|                               | Item 3. | Defaults Upon Senior Securities                                                       |  | 22   | 
|                               | Item 4. | Submission of Matters to a Vote of Security Holders                                   |  | 22   | 
|                               | Item 5. | Other Information                                                                     |  | 22   | 
|                               | Item 6. | Exhibits and Reports on Form 8-K                                                      |  | 23   | 
|SIGNATURES                     |         | 24                                                                                    | 
|CERTIFICATIONS                 |         | 25-26                                                                                 | 





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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 March 31, |           | At December 31,
|                                                                                                                                                                                                        |                                            |   | 2003         |           | 2002           
|                                                                                                                                                                                                        |                                            |   |              |           |                
|                                                                                                                                                                                                        |                                            |   | (unaudited)  |           |                 |   |          
|Assets                                                                                                                                                                                                  |                                            |   |              |           |                 |   |           |          
|Cash and due from banks                                                                                                                                                                                 |                                            | $ | 54,516       |           |                 | $ | 58,954    |          
|Investment and mortgage-backed securities available for sale, at fair value                                                                                                                             |                                            |   | 1,339,284    |           |                 |   | 1,469,387 |          
|Investment and mortgage-backed securities, at cost (fair value $202,925
at March 31, 2003, and $114,582 at December 31, 2002)                                                                           |                                            |   | 199,378      |           |                 |   | 111,994   |          
|Federal Home Loan Bank Stock and other equity securities                                                                                                                                                |                                            |   | 31,284       |           |                 |   | 40,162    |          
|Loans                                                                                                                                                                                                   |                                            |   | 3,095,664    |           |                 |   | 3,027,810 |          
|Allowance for loan losses                                                                                                                                                                               |                                            |   | (49,727      | )         |                 |   | (48,865   | )        
|                                                                                                                                                                                                        |                                            |   |              |           |                 |   |           |          
|Net loans                                                                                                                                                                                               |                                            |   | 3,045,937    |           |                 |   | 2,978,945 |          
|                                                                                                                                                                                                        |                                            |   |              |           |                 |   |           |          
|Accrued interest receivable                                                                                                                                                                             |                                            |   | 21,184       |           |                 |   | 22,641    |          
|Premises and equipment, net                                                                                                                                                                             |                                            |   | 81,663       |           |                 |   | 81,697    |          
|Goodwill                                                                                                                                                                                                |                                            |   | 45,878       |           |                 |   | 46,052    |          
|Intangible assets                                                                                                                                                                                       |                                            |   | 10,083       |           |                 |   | 10,734    |          
|Other assets                                                                                                                                                                                            |                                            |   | 30,676       |           |                 |   | 33,070    |          
|                                                                                                                                                                                                        |                                            |   |              |           |                 |   |           |          
|                                                                                                                                                                                                        | Total assets                               |   | $            | 4,859,883 |                 |   | $         | 4,853,636 | 
|                                                                                                                                                                                                        |                                            |   |              |           |                 |   |           |          
|Liabilities                                                                                                                                                                                             |                                            |   |              |           |                 |   |           |          
|Deposits                                                                                                                                                                                                |                                            | $ | 4,025,414    |           |                 | $ | 4,006,813 |          
|Borrowings                                                                                                                                                                                              |                                            |   | 291,336      |           |                 |   | 353,374   |          
|Guaranteed preferred beneficial interests in junior subordinated debentures                                                                                                                             |                                            |   | 136,000      |           |                 |   | 136,000   |          
|Accrued interest payable                                                                                                                                                                                |                                            |   | 11,628       |           |                 |   | 11,659    |          
|Other liabilities                                                                                                                                                                                       |                                            |   | 97,420       |           |                 |   | 63,423    |          
|                                                                                                                                                                                                        |                                            |   |              |           |                 |   |           |          
|                                                                                                                                                                                                        | Total liabilities                          |   |              | 4,561,798 |                 |   |           | 4,571,269 | 
|                                                                                                                                                                                                        |                                            |   |              |           |                 |   |           |          
|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 March 31, 2003,
and at December 31, 2002, shares issued and outstanding 42,136,762
at March 31, 2003, and 42,018,728 at December 31, 2002 |                                            |   | 211          |           |                 |   | 210       |          
|Additional paid-in capital                                                                                                                                                                              |                                            |   | 125,143      |           |                 |   | 124,440   |          
|Accumulated other comprehensive income                                                                                                                                                                  |                                            |   | 11,193       |           |                 |   | 9,053     |          
|Retained earnings-substantially restricted                                                                                                                                                              |                                            |   | 161,538      |           |                 |   | 148,664   |          
|                                                                                                                                                                                                        |                                            |   |              |           |                 |   |           |          
|                                                                                                                                                                                                        | Total stockholders equity                 |   |              | 298,085   |                 |   |           | 282,367   | 
|                                                                                                                                                                                                        |                                            |   |              |           |                 |   |           |          
|                                                                                                                                                                                                        | Total liabilities and stockholders equity |   | $            | 4,859,883 |                 |   | $         | 4,853,636 | 
|                                                                                                                                                                                                        |                                            |   |              |           |                 |   |           |          

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

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

|                             |                                                                             |                                                     |                           |        |                            |        |        |        |        |        | 
|---------------------------- | --------------------------------------------------------------------------- | --------------------------------------------------- | ------------------------- | ------ | -------------------------- | ------ | ------ | ------ | ------ | ------ | 
|                             |                                                                             |                                                     |                           |        | For the Three Months Ended
|                             |                                                                             |                                                     |                           |        | March 31,                 
|                             |                                                                             |                                                     |                           |        |                           
|                             |                                                                             |                                                     |                           |        | 2003                       |        | 2002  
|                             |                                                                             |                                                     |                           |        |                            |        |       
|Interest income:             |                                                                             |                                                     |                           |        |                            |        |        |       
|                             | Loans                                                                       |                                                     | $                         | 44,174 |                            |        | $      | 38,005 |       
|                             | Funds sold and securities purchased under agreements to resell              |                                                     |                           | 8      |                            |        |        | 25     |       
|                             | Investment and mortgage-backed securities                                   |                                                     |                           | 18,600 |                            |        |        | 9,352  |       
|                             |                                                                             |                                                     |                           |        |                            |        |        |        |       
|                             |                                                                             | Total interest income                               |                           |        | 62,782                     |        |        |        | 47,382 |       
|                             |                                                                             |                                                     |                           |        |                            |        |        |        |       
|Interest expense:            |                                                                             |                                                     |                           |        |                            |        |        |       
|                             | Deposits                                                                    |                                                     |                           | 17,891 |                            |        |        | 15,401 |       
|                             | Short-term borrowings                                                       |                                                     |                           | 212    |                            |        |        | 98     |       
|                             | Guaranteed preferred beneficial interests in junior subordinated debentures |                                                     |                           | 2,009  |                            |        |        | 802    |       
|                             | Long-term borrowings                                                        |                                                     |                           | 3,371  |                            |        |        | 3,309  |       
|                             |                                                                             |                                                     |                           |        |                            |        |        |        |       
|                             |                                                                             | Total interest expense                              |                           |        | 23,483                     |        |        |        | 19,610 |       
|                             |                                                                             |                                                     |                           |        |                            |        |        |        |       
|                             |                                                                             | Net interest income                                 |                           |        | 39,299                     |        |        |        | 27,772 |       
|Provision for loan losses    |                                                                             |                                                     | 990                       |        |                            |        | 887    |       
|                             |                                                                             |                                                     |                           |        |                            |        |        |        |       
|                             |                                                                             | Net interest income after provision for loan losses |                           |        | 38,309                     |        |        |        | 26,885 |       
|                             |                                                                             |                                                     |                           |        |                            |        |        |        |       
|Noninterest income:          |                                                                             |                                                     |                           |        |                            |        |        |       
|                             | Commercial banking fees                                                     |                                                     |                           | 1,549  |                            |        |        | 997    |       
|                             | Service charges on deposits                                                 |                                                     |                           | 507    |                            |        |        | 371    |       
|                             | Gain on sale of loans and securities                                        |                                                     |                           | 1,549  |                            |        |        | 451    |       
|                             | Miscellaneous income                                                        |                                                     |                           | 107    |                            |        |        | 100    |       
|                             |                                                                             |                                                     |                           |        |                            |        |        |        |       
|                             |                                                                             | Total noninterest income                            |                           |        | 3,712                      |        |        |        | 1,919  |       
|                             |                                                                             |                                                     |                           |        |                            |        |        |        |       
|Noninterest expense:         |                                                                             |                                                     |                           |        |                            |        |        |       
|                             | Personnel                                                                   |                                                     |                           | 11,125 |                            |        |        | 7,564  |       
|                             | Occupancy                                                                   |                                                     |                           | 1,191  |                            |        |        | 1,338  |       
|                             | Data processing                                                             |                                                     |                           | 1,121  |                            |        |        | 776    |       
|                             | Furniture and equipment                                                     |                                                     |                           | 767    |                            |        |        | 637    |       
|                             | Professional fees and contracted services                                   |                                                     |                           | 1,665  |                            |        |        | 1,229  |       
|                             | Deposit insurance                                                           |                                                     |                           | 164    |                            |        |        | 107    |       
|                             | Communication                                                               |                                                     |                           | 239    |                            |        |        | 154    |       
|                             | Foreclosed assets                                                           |                                                     |                           | 2      |                            |        |        |       |       
|                             | Intangible amortization                                                     |                                                     |                           | 595    |                            |        |        |       |       
|                             | Miscellaneous expense                                                       |                                                     |                           | 2,931  |                            |        |        | 1,938  |       
|                             |                                                                             |                                                     |                           |        |                            |        |        |        |       
|                             |                                                                             |                                                     | Total noninterest expense |        |                            | 19,800 |        |        |        | 13,743 | 
|                             |                                                                             |                                                     |                           |        |                            |        |        |        |       
|Income before taxes          |                                                                             |                                                     | 22,221                    |        |                            |        | 15,061 |       
|Income tax expense           |                                                                             |                                                     | 8,293                     |        |                            |        | 5,993  |       
|                             |                                                                             |                                                     |                           |        |                            |        |        |        |       
|                             |                                                                             | Net income                                          |                           | $      | 13,928                     |        |        | $      | 9,068  |       
|                             |                                                                             |                                                     |                           |        |                            |        |        |        |       
|Basic earnings per share     |                                                                             | $                                                   | 0.33                      |        |                            | $      | 0.23   |       
|Diluted earnings per share   |                                                                             | $                                                   | 0.32                      |        |                            | $      | 0.22   |       
|Dividends declared per share |                                                                             | $                                                   | 0.03                      |        |                            | $      | 0.03   |       

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

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

|                                                                      |                                                                                                      |   |                                                         |                                           |   |                            |        |          |   |          |        | 
|--------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------- | - | ------------------------------------------------------- | ----------------------------------------- | - | -------------------------- | ------ | -------- | - | -------- | ------ | 
|                                                                      |                                                                                                      |   |                                                         |                                           |   | For the Three Months Ended
|                                                                      |                                                                                                      |   |                                                         |                                           |   | March 31,                 
|                                                                      |                                                                                                      |   |                                                         |                                           |   |                           
|                                                                      |                                                                                                      |   |                                                         |                                           |   | 2003                       |        | 2002    
|                                                                      |                                                                                                      |   |                                                         |                                           |   |                            |        |         
|Operating activities:                                                 |                                                                                                      |   |                                                         |                                           |   |                            |        |         
|                                                                      | Net income                                                                                           |   | $                                                       | 13,928                                    |   |                            | $      | 9,068    |  
|                                                                      | Adjustments to reconcile net income to net cash provided by (used for)
Operating activities:         |   |                                                         |                                           |   |                            |        |          |  
|                                                                      |                                                                                                      |   | Provision for loan losses                               |                                           |   | 990                        |        |          |   | 887      |       
|                                                                      |                                                                                                      |   | Increase in accrued interest receivable                 |                                           |   | 1,457                      |        |          |   | 262      |       
|                                                                      |                                                                                                      |   | Amortization of purchase price adjustment               |                                           |   | (1,397                     | )      |          |   |         |       
|                                                                      |                                                                                                      |   | Amortization of core deposit intangible                 |                                           |   | 595                        |        |          |   |         |       
|                                                                      |                                                                                                      |   | Depreciation and amortization of premises and equipment |                                           |   | 1,255                      |        |          |   | 637      |       
|                                                                      |                                                                                                      |   | Decrease (increase) in other assets                     |                                           |   | 2,411                      |        |          |   | (5,837   | )     
|                                                                      |                                                                                                      |   | Increase in other liabilities                           |                                           |   | 32,689                     |        |          |   | 8,031    |       
|                                                                      |                                                                                                      |   | (Decrease) increase in accrued interest payable         |                                           |   | (31                        | )      |          |   | 948      |       
|                                                                      |                                                                                                      |   | Gain on sale of loans, securities and other assets      |                                           |   | (1,548                     | )      |          |   | (451     | )     
|                                                                      |                                                                                                      |   | Other, net                                              |                                           |   | 2,854                      |        |          |   | 432      |       
|                                                                      |                                                                                                      |   |                                                         |                                           |   |                            |        |          |  
|                                                                      |                                                                                                      |   |                                                         | Net cash provided by operating activities |   |                            | 53,203 |          |   |          | 13,977 | 
|                                                                      |                                                                                                      |   |                                                         |                                           |   |                            |        |          |  
|Investing activities:                                                 |                                                                                                      |   |                                                         |                                           |   |                            |        |         
|                                                                      | Investments and mortgage-backed securities, available for sale:                                      |   |                                                         |                                           |   |                            |        |          |  
|                                                                      |                                                                                                      |   | Principal payments and maturities                       |                                           |   | 144,527                    |        |          |   | 49,727   |       
|                                                                      |                                                                                                      |   | Purchases                                               |                                           |   | (104,611                   | )      |          |   | (127,988 | )     
|                                                                      |                                                                                                      |   | Sales                                                   |                                           |   | 106,910                    |        |          |   | 57,049   |       
|                                                                      |                                                                                                      |   | Called                                                  |                                           |   | 34,635                     |        |          |   | 13,334   |       
|                                                                      | Investments and mortgage-backed securities, held to maturity:                                        |   |                                                         |                                           |   |                            |        |          |  
|                                                                      |                                                                                                      |   | Principal payments and maturities                       |                                           |   | 9,560                      |        |          |   | 68       |       
|                                                                      |                                                                                                      |   | Purchases                                               |                                           |   | (87,669                    | )      |          |   | (4,438   | )     
|                                                                      | Loans originated and purchased, net of principal collections                                         |   |                                                         | (162,917                                  | ) |                            |        | (102,457 | )
|                                                                      | Proceeds from the sale of loans                                                                      |   |                                                         | 45,566                                    |   |                            |        | 14,066   |  
|                                                                      | Purchases of premises and other equipment                                                            |   |                                                         | (1,116                                    | ) |                            |        | (223     | )
|                                                                      |                                                                                                      |   |                                                         |                                           |   |                            |        |          |  
|                                                                      |                                                                                                      |   | Net cash used in investing activities                   |                                           |   | (15,115                    | )      |          |   | (100,862 | )     
|                                                                      |                                                                                                      |   |                                                         |                                           |   |                            |        |          |  
|Financing activities:                                                 |                                                                                                      |   |                                                         |                                           |   |                            |        |         
|                                                                      | Net increase in demand deposits, NOW, money market and savings accounts                              |   |                                                         | 57,839                                    |   |                            |        | 88,240   |  
|                                                                      | Net decrease in time deposits                                                                        |   |                                                         | (37,960                                   | ) |                            |        | (10,352  | )
|                                                                      | Net (decrease) increase in borrowings                                                                |   |                                                         | (61,920                                   | ) |                            |        | 20,000   |  
|                                                                      | Proceeds from issuance of common stock                                                               |   |                                                         | 565                                       |   |                            |        | 1,060    |  
|                                                                      | Payment of cash dividend on common stock                                                             |   |                                                         | (1,050                                    | ) |                            |        | (774     | )
|                                                                      | Proceeds from issuance of guaranteed preferred beneficial interest in
junior subordinated debentures |   |                                                         |                                          |   |                            |        | 10,000   |  
|                                                                      |                                                                                                      |   |                                                         |                                           |   |                            |        |          |  
|                                                                      |                                                                                                      |   | Net cash provided by financing activities               |                                           |   | (42,526                    | )      |          |   | 108,174  |       
|                                                                      |                                                                                                      |   |                                                         |                                           |   |                            |        |          |  
|Net (decrease) increase in cash and cash equivalents                  |                                                                                                      |   | (4,438                                                  | )                                         |   |                            | 21,289 |         
|Cash and cash equivalents at beginning of period                      |                                                                                                      |   | 58,954                                                  |                                           |   |                            | 32,606 |         
|                                                                      |                                                                                                      |   |                                                         |                                           |   |                            |        |          |  
|Cash and cash equivalents at end of period                            |                                                                                                      | $ | 54,516                                                  |                                           |   | $                          | 53,895 |         
|                                                                      |                                                                                                      |   |                                                         |                                           |   |                            |        |          |  
|Supplemental disclosure of cash flow information:                     |                                                                                                      |   |                                                         |                                           |   |                            |        |         
|                                                                      |                                                                                                      |   | Cash paid during the period for interest                |                                           | $ | 23,514                     |        |          | $ | 18,662   |       
|                                                                      |                                                                                                      |   | Cash paid during the period for income taxes            |                                           |   | 3,638                      |        |          |   | 2,580    |       
|Supplemental schedule of non-cash investing and financing activities: |                                                                                                      |   |                                                         |                                           |   |                            |        |         
|                                                                      |                                                                                                      |   | Loans securitized                                       |                                           | $ | 49,569                     |        |          | $ | 64,317   |       

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

Organization

UCBH Holdings, Inc. (the Company or UCBH) is a bank holding company
that conducts its business through its principal subsidiary, United Commercial
Bank (the Bank), a California state-chartered commercial bank. The Bank
offers a full range of commercial and consumer banking products through its
retail branches and other banking offices in California.

Basis of Presentation

The Consolidated Balance Sheet as of March 31, 2003; the Consolidated
Statements of Income for the three months ended March 31, 2003, and 2002; and
the Consolidated Statements of Cash Flows for the three months ended March 31,
2003, and 2002, have been prepared by 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, 2002. 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 March 31, 2003, 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. The wholly-owned subsidiaries include
special purpose trusts established for the purpose of issuing Guaranteed
Preferred Beneficial Interests in the Companys Junior Subordinated Debentures.
These trusts are consolidated in the Companys financial statements.

All significant intercompany balances and transactions have been
eliminated in consolidation.

Recent Accounting Pronouncements

Consolidation of Variable Interest Entities.In January 2003, the
Financial Accounting Standards Board (FASB) issued FASB Interpretation No.
46, (FIN No. 46) Consolidation of Variable Interest Entities. This
interpretation applies immediately to variable interest entities (VIE) in
which an enterprise obtains an interest after that date. It applies in the
first fiscal year or interim period beginning after June 15, 2003, to VIE in
which an enterprise holds a variable interest that is acquired before February
1, 2003. Previously issued accounting pronouncements require the consolidation
of one entity in the financial statements of another if the second entity has a
controlling interest in the first. In effect, FIN No. 46 applies broader
criteria than just voting rights in determining whether controlling financial
interest in one entity by another exists. Specifically, if by design the
owners of the entity have not made an equity investment sufficient to absorb
its expected losses and the owners lack any one of three essential
characteristics of controlling financial interest, the entity is to be
consolidated in the financial statements of its primary beneficiary. The three
characteristics are the ability to make decisions about the entitys
activities, the obligation to absorb the expected losses of the entity, and the
right to receive the expected residual returns of the entity.

The Company does not expect adoption of FIN No. 46 to have a material
impact on the financial condition or operating results of the Company. All
entities have been consolidated into the financial statements of the Company.

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2. Earnings Per Share

On January 9, 2003, the Company declared a two-for-one stock split in the
legal form of a stock dividend for shareholders of record as of March 31, 2003,
which was payable on April 8, 2003. Accordingly, the financial statements for
both periods presented have been restated to reflect the impact of the stock
split, and the numbers of issued and outstanding shares of the Companys common
stock at March 31, 2003, and at December 31, 2002, set forth on the
consolidated balance sheets take into account the stock split. The following
is a reconciliation of the numerators and denominators of the basic and diluted
earnings per share.

|         |                                   |  |                                                  |        |                                   |  |           |            |             |  |               |      |           |  |   |       |  |  |  |            |  |  |   |      | 
|-------- | --------------------------------- |  | ------------------------------------------------ | ------ | --------------------------------- |  | --------- | ---------- | ----------- |  | ------------- | ---- | --------- |  | - | ----- |  |  |  | ---------- |  |  | - | ---- | 
|         |                                   |  | Three Months Ended March 31, 2003                |        | Three Months Ended March 31, 2002
|         |                                   |  |                                                  |        |                                  
|         |                                   |  | Income                                           |        | Shares                            |  | Per Share |            | Income      |  | Shares        |      | Per Share
|         |                                   |  | (Numerator)                                      |        | (Denominator)                     |  | Amount    |            | (Numerator) |  | (Denominator) |      | Amount   
|         |                                   |  |                                                  |        |                                   |  |           |            |             |  |               |      |          
|         |                                   |  | (Dollars in Thousands, Except Per Share Amounts)
|Basic:   |                                   |  |                                                  |        |                                   |  |           |            |             |  |               |      |           |  |   |       |  |  |  |            |  |  |   |     
|         | Net income                        |  | $                                                | 13,928 |                                   |  |           | 42,075,342 |             |  | $             | 0.33 |           |  | $ | 9,068 |  |  |  | 38,898,112 |  |  | $ | 0.23 | 
|         | Dilutive potential common shares  |  |                                                  |       |                                   |  |           | 1,970,890  |             |  |               |      |           |  |   |      |  |  |  | 1,722,686  |  |  |   |      | 
|         |                                   |  |                                                  |        |                                   |  |           |            |             |  |               |      |           |  |   |       |  |  |  |            |  |  |   |     
|Diluted: |                                   |  |                                                  |        |                                   |  |           |            |             |  |               |      |           |  |   |       |  |  |  |            |  |  |   |     
|         | Net income and assumed conversion |  | $                                                | 13,928 |                                   |  |           | 44,046,232 |             |  | $             | 0.32 |           |  | $ | 9,068 |  |  |  | 40,620,798 |  |  | $ | 0.22 | 
|         |                                   |  |                                                  |        |                                   |  |           |            |             |  |               |      |           |  |   |       |  |  |  |            |  |  |   |     

3. Comprehensive Income

Statement of Financial Accounting Standards (SFAS) No. 130, Reporting
Comprehensive Income, establishes presentation and disclosure requirements for
comprehensive income. For the Company, comprehensive income consists of net
income and the change in unrealized gains and losses on available-for-sale
securities. For the three months ended March 31, 2003, total comprehensive
income was $16.1 million, an increase of $9.5 million compared to the three
months ended March 31, 2002. Net income for the three months ended March 31,
2003, was $13.9 million, and unrealized gains on available-for-sale securities
increased by $2.1 million. For the corresponding period of 2002, net income
was $9.1 million, and unrealized losses on available-for-sale securities
increased by $2.5 million.

4. Goodwill and Intangible Assets

On October 28, 2002, the Company acquired all of the outstanding shares of
Bank of Canton of California, a California banking corporation (BCC), and on
December 13, 2002, the Company acquired certain assets and assumed certain
liabilities of a branch of Broadway National Bank in Brooklyn, New York. The
acquisitions were accounted for using the purchase method of accounting in
accordance with SFAS No. 147 Acquisition of Certain Financial Institutions, an
amendment to FAS No. 72, FAS No. 144, and FIN No 9 (SFAS No. 147), which
states that business combinations, other than mutual enterprises of financial
institutions, should be accounted for under SFAS No. 141 Business
Combinations (SFAS No. 141) and SFAS No. 142 Goodwill and Intangible
Assets (SFAS No. 142).

In accordance with SFAS No. 141, the assets acquired and liabilities
assumed were recorded by the Company at their fair values at the acquisition
date. Intangible assets are recorded on the balance sheet at March 31, 2003,
in the amount of $56.0 million, consisting of goodwill of $45.9 million and a
core deposit intangible of $10.1 million.

In accordance with SFAS No. 142, goodwill will not be expensed over a
fixed period of time, but will be tested for impairment on a regular basis.
None of the goodwill is expected to be deductible for income tax purposes.
Identifiable intangible assets, namely core deposit intangibles of $10.1
million, are amortized over their estimated period of benefit determined to be
seven years. At March 31, 2003, core deposit intangible gross carrying amount
was $10.9 million and the associated accumulated amortization was $822,000.

In accordance with SFAS No 142, intangible assets, including goodwill,
will be reviewed annually to determine if circumstances related to their
valuation have been materially affected. In the event that the current market
values are determined to be less than the current book values (impairment), a
charge against current earnings will be recorded. No such impairment existed
at March 31, 2003, or at December 31, 2002.

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5. Segment Information

The Company defines its reportable segments to reflect the Companys
method of internal reporting, which disaggregates its business into two
reportable segments: Commercial Banking and Consumer Banking. These segments
serve businesses and consumers, primarily in the state of California.
Historically, our customer base has been primarily the ethnic Chinese
communities located mainly in the San Francisco Bay area, Sacramento/Stockton
and Greater 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 and 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 following is segment information of the Company for the three months
ended March 31, 2003, and 2002:

|                           |                                                        |  |                        |           |          |  |       |           |  |  |   |           | 
|-------------------------- | ------------------------------------------------------ |  | ---------------------- | --------- | -------- |  | ----- | --------- |  |  | - | --------- | 
|                           |                                                        |  | Commercial             |           | Consumer |  | Total
|                           |                                                        |  |                        |           |          |  |      
|                           |                                                        |  | (Dollars in Thousands)
|For the Three Months Ended |                                                        |  |                        |           |          |  |       |           |  |  |   |          
|March 31, 2003:            |                                                        |  |                        |           |          |  |       |           |  |  |   |          
|                           | Net interest income
(before provision
for loan losses) |  | $                      | 23,701    |          |  | $     | 15,598    |  |  | $ | 39,299    | 
|                           | Segment net income                                     |  |                        | 10,986    |          |  |       | 2,942     |  |  |   | 13,928    | 
|                           | Segment total assets                                   |  |                        | 2,714,739 |          |  |       | 2,145,144 |  |  |   | 4,859,883 | 
|March 31, 2002:            |                                                        |  |                        |           |          |  |       |           |  |  |   |          
|                           | Net interest income
(before provision
for loan losses) |  | $                      | 17,216    |          |  | $     | 10,556    |  |  | $ | 27,772    | 
|                           | Segment net income                                     |  |                        | 7,013     |          |  |       | 2,055     |  |  |   | 9,068     | 
|                           | Segment total assets                                   |  |                        | 1,906,175 |          |  |       | 1,149,589 |  |  |   | 3,055,764 | 

The $45.9 million goodwill was assigned to the consumer segment in the
amount of $33.5 million and the commercial segment in the amount of $12.4
million.

6. Stock Option Plans

In May 1998, the Company adopted a Stock Option Plan (Plan) that
provides for the granting of stock options to eligible officers, employees and
directors of the Company and the Bank. The Plan was amended in April 1999 and
April 2001 to increase the number of shares reserved for issuance pursuant to
the Plan from 2,613,332 shares to 7,466,664 shares on a post-split basis. The
Plan was amended in April 2003 to increase the number of shares reserved for
issuance pursuant to the Plan from 7,466,664 shares to 9,567,600 shares, on a
post-split basis.

In October 1995, the FASB issued SFAS No. 123, Accounting for Stock-Based
Compensation (SFAS No. 123). This statement establishes a new fair value
based accounting method for stock-based compensation for plans and encourages,
but does not require, employers to adopt the new method in place of the
provisions of Accounting Principles Board Release No. 25 (APB No. 25).
Companies may continue to apply the accounting provisions of APB No. 25 in
determining net income. However, they must apply the disclosure requirements of
SFAS No. 123 for all grants issued after 1994. In December 2002, the FASB
issued SFAS No. 148 Accounting for Stock-Based Compensations  Transition and
Disclosure (SFAS No 148) which provides guidance on alternative methods of
transition for an entity that voluntarily changes to the fair value based
method of accounting for stock-based employee compensation. It also amends the
disclosure provision of that statement to require prominent disclosure about
the effects on reported net income of an entitys accounting policy decisions
with respect to stock-based employee compensation. Finally, this statement
amends APB Opinion No. 28, Interim Financial Reporting, to require disclosure
about those effects on interim financial information.

The Company elected to apply the provisions of APB No. 25 in accounting
for the employee stock plan described above. Accordingly, no compensation cost
has been recognized for stock options granted under the Plan.

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If the computed fair values of the stock awards had been amortized to
expense over the vesting period of the awards, pro forma amounts would have been as shown in the following table.
The impact of outstanding nonvested stock options has been excluded from the
pro forma calculation.

|                            |             |  |                            |        |                |  |   |       | 
|--------------------------- | ----------- |  | -------------------------- | ------ | -------------- |  | - | ----- | 
|                            |             |  | March 31, 2003             |        | March 31, 2002
|                            |             |  |                            |        |               
|                            |             |  | (Dollars in Thousands,    
|                            |             |  | Except Earnings Per Share)
|Net income:                 |             |  |                            |        |                |  |   |      
|                            | As reported |  | $                          | 13,928 |                |  | $ | 9,068 | 
|                            | Pro forma   |  |                            | 12,935 |                |  |   | 8,113 | 
|Basic earnings per share:   |             |  |                            |        |                |  |   |      
|                            | As reported |  | $                          | 0.33   |                |  | $ | 0.23  | 
|                            | Pro forma   |  |                            | 0.31   |                |  |   | 0.21  | 
|Diluted earnings per share: |             |  |                            |        |                |  |   |      
|                            | As reported |  | $                          | 0.32   |                |  | $ | 0.22  | 
|                            | Pro forma   |  |                            | 0.29   |                |  |   | 0.20  | 

These calculations require the use of option pricing models, even though
such models were developed to estimate the fair value of freely tradable, fully
transferable options without vesting restrictions, which significantly differ
from the Companys stock option awards. These models also require subjective
assumptions, including future stock price volatility, dividend yield, and
expected time to exercise, which greatly affect the calculated values. The
following weighted average assumptions were used in the Black-Scholes option
pricing model for options granted during the three months ended March 31, 2003,
and 2002:

|                        |  |                |       |                |  |  |       |  
|----------------------- |  | -------------- | ----- | -------------- |  |  | ----- | -
|                        |  | March 31, 2003 |       | March 31, 2002
|                        |  |                |       |               
|Dividend yield          |  |                | 0.60  | %              |  |  | 0.40  | %
|Volatility              |  |                | 17.07 | %              |  |  | 30.45 | %
|Risk-free interest rate |  |                | 3.12  | %              |  |  | 4.31  | %
|Expected lives (years)  |  |                | 6.5   |                |  |  | 6.5   |  




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

This Form 10-Q may include projections or other forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995
regarding future events or the future financial performance of the Company or
the Companys wholly-owned subsidiary, United Commercial Bank (the Bank).
Such forward-looking statements involve known and unknown risks, uncertainties
and other factors that may cause the actual results, performance or
achievements of the Company or the Bank to be materially different from future
results, performance or achievements expressed or implied by such
forward-looking statements. Such factors include, among other things: whether
or not the proposed acquisition of First Continental Bank (FCB) actually
occurs; the ability of the Company and the Bank to integrate Bank of Canton of
California and FCB with their current operations and to achieve the
efficiencies anticipated; the ability of the Company and the Bank to assimilate
Broadway National Bank and to meet the competitive challenges of a new market;
general economic and business conditions in those areas in which the Company or
the Bank operates; demographic changes; competition; fluctuations in market
conditions, including interest rates; changes in business strategies; changes
in governmental regulations; changes in credit quality; and other risks and
uncertainties including those detailed in the documents the Company files from
time to time with the Securities and Exchange Commission. Further description
of the risks and uncertainties are included in detail in the Companys most
recent quarterly and annual reports, including the Annual Report on Form 10-K
for the year ended December 31, 2002, 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 March 31,
2003, and 2002 and financial condition at March 31, 2003, and at December 31,
2002. 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.

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CORPORATE DEVELOPMENT

On April 3, 2003, the Company announced that it had signed a definitive
merger agreement under which it will acquire privately-held First Continental
Bank (FCB), a full-service commercial bank headquartered in Rosemead,
California. Under terms of the agreement, FCB would merge into the Companys
subsidiary, UCB, and the Company would issue approximately 2.3 million shares
on a post-split basis in exchange for all of the outstanding shares of FCB.
The transaction is subject to the approval by FCBs shareholders and regulatory
agencies. FCB had $333.9 million in assets and $303.1 million in deposits at
December 31, 2002. Although the FCB transaction is expected to be slightly
accretive to earnings, the principal reason for the acquisition is to
strengthen the Companys franchise in Southern California. The closing of this
acquisition is anticipated to occur in the third quarter of 2003.

CRITICAL ACCOUNTING POLICIES

A number of critical accounting policies are used in the preparation of
the Consolidated Financial Statements, which this discussion accompanies.

The Use of Estimates.The preparation of the Consolidated Financial
Statements in accordance with Generally Accepted Accounting Principles (GAAP)
requires management to make certain estimates and assumptions which affect the
amounts of reported assets and liabilities as well as contingent assets and
liabilities as of the date of these financial statements. These estimates and
assumptions also affect the reported amounts of revenues and expenses during
the reporting period(s). The Company has established detailed policies and
control procedures that are intended to ensure that valuation methods are well
controlled and applied consistently from period to period.

Allowance for Loan Losses.The allowance for loan losses covers the
commercial and consumer loan portfolio. The allowance for loan losses is
intended to adjust the value of the Companys loan assets for probable credit
losses inherent at the balance sheet date in accordance with GAAP. The
methodology for calculating the allowance involves significant judgment. First
and foremost, it involves early detection of credits that are deteriorating.
Second, it involves managements judgment to derive loss factors.

The Company uses a risk grading system to determine the credit quality of
its loans. Loans are reviewed for information affecting the obligors ability
to fulfill its obligations. In assessing the risk grading of a particular
loan, the factors considered include the obligors debt capacity and financial
flexibility, the level of earnings of the borrowers, the amount and sources of
repayment, the level and nature of contingencies, management strength, the
quality of the collateral, and the industry in which the borrower operates.
These factors are based on an evaluation of historical information as well as
subjective assessment and interpretation. Emphasizing one factor over another
or considering additional factors that may be relevant in determining the risk
grading of a particular loan, but which are not currently an explicit part of
the Companys methodology, could affect the risk grade assigned to that loan.

Management also applies judgment to derive loss factors associated with
each credit facility. These loss factors are considered by type of obligor.
Whenever possible, the Company uses its own historical loss experience or
independent verifiable data to estimate the loss factors. Many factors can
affect managements estimates of a loss factor. The application of different
loss factors will change the amount of the allowance for credit losses
determined to be appropriate by the Company. Given the process the Company
follows in determining risk grading of its loans, management believes the
current risk gradings assigned to loans are appropriate.

Managements judgments are also applied when considering uncertainties
based on current macroeconomic conditions and other factors. For example,
judgment as to the economic outlook in California will affect managements
assessment of potential losses based on exposure to that marketplace. A
separate component, the unallocated component, is maintained to cover these
uncertainties and the imprecision of the allowance methodology stemming from
the high degree of subjectivity and judgment in the methodology.

Notwithstanding the judgment required in assessing the allowance for loan
losses, the Company believes its estimate for the allowance for loan losses was
reasonable given the processes for determining each component of the allowance,
which are applied consistently from period to period.

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Fair Value of Certain Assets.Certain assets of the Company are recorded
at fair value. In some cases, the fair value used is an estimate. Included
among these assets are securities that are classified as available for sale,
goodwill and other intangible assets, other real estate owned and impaired
loans. These estimates may change from period to period as they are impacted
by changes in interest rates and other market conditions. Losses not
anticipated or greater than anticipated could result if the Company were forced
to sell one of these assets, subsequently discovering that its estimate of fair
value had been too high. Gains not anticipated or greater than anticipated
could result if the Company were to sell one of these assets, subsequently
discovering that its estimate of fair value had been too low. The Company
arrives at estimates of fair value as follows:



| |  | Available for Sale Securities: The fair values of most securities
classified as available for sale are based on quoted market prices. If
quoted market prices are not available, fair values are extrapolated from
the quoted prices of similar instruments.                                                                                                                                                                                                                          
| |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  | Goodwill and Other Intangibles Assets: As discussed in Note 4 to the
Consolidated Financial Statements, which this discussion accompanies, the
Company must assess goodwill and other intangible assets each year for
impairment. This assessment involves estimating cash flows for future
periods. If the future cash flows are materially less than the estimates,
the Company would be required to take a charge against earnings to write
down the asset to the lower fair value.

Alternative Methods of Accounting.The accounting and reporting policies
of the Company are in accordance with GAAP and conform to practices within the
banking industry. As such, there are few alternatives available to the Company
in its accounting for items of income or expense or for assets and liabilities.
The main area where choices are available is as follows:



| |  | Stock Options: When the Company adopted SFAS No. 123, Accounting for
Stock-Based Compensation (SFAS No. 123) in 1996, it elected to continue
to use the method of accounting for stock options that did not recognize
compensation expense at the time options were granted. As required by SFAS
No. 123, pro forma amounts of compensation expense and the pro forma effect
on net income and earnings per share are disclosed each year as if the
Company had instead elected to use the accounting method that recognizes
compensation expense. The pro forma compensation expense is computed using
the Black-Scholes model for pricing options. Effective with this interim
reporting, pro forma amounts of compensation expense and the pro forma
effect on net income and earnings per share are disclosed in Note 6 on an
interim basis as required by SFAS No. 148 Accounting for Stock-Based
Compensation  Transition and Disclosure (SFAS No. 148).
| |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

RESULTS OF OPERATIONS

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

Net Income. The consolidated net income of the Company during the three
months ended March 31, 2003, increased by $4.9 million, or 53.6%, to $13.9
million, compared to $9.1 million for the corresponding period of the preceding
year. The annualized return on average equity (ROE) and average assets
(ROA) ratios for the three months ended March 31, 2003, were 19.22% and
1.16%, respectively. This compares with annualized ROE and ROA ratios of
20.13% and 1.22%, respectively, for the three months ended March 31, 2002. The
decrease in ROE is attributable to a decreased net interest margin which was
impacted by the assets and liabilities acquired in the October 28, 2002
acquisition of Bank of Canton of California (BCC), which had a significantly
lower net interest margin than the Company. The Company plans to continue
restructuring the BCC assets acquired by reducing the

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concentration of securities and increasing the amount of commercial loans.
The resulting efficiency ratios were 46.03% for the three months ended March
31, 2003, compared with 46.29% for the corresponding period of the preceding
year. Diluted earnings per common share on a post-split basis were $0.32 for
the three months ended March 31, 2003, compared with $0.22 for the comparable
period of the preceding year.

Net Interest Income. Net interest income before provision for loan losses
of $39.3 million for the three months ended March 31, 2003, represented a $11.5
million, or 41.5%, an increase over net interest income of $27.8 million for
the three months ended March 31, 2002. This increase was primarily due to an
increase in balance sheet size, which was driven by the securities portfolio
growth from the BCC acquisition and internal securitizations, and growth of
commercial loan portfolio through organic loan generation. The loan yield
decreased from 6.70% for the three months ended March 31, 2002, to 5.76%, and
the cost of deposits also decreased from 2.48% to 1.79% for the three months
ended March 31, 2003.

Interest on earning assets increased $15.4 million to $62.8 million for
the three months ended March 31, 2003, up from $47.4 million for the three
months ended March 31, 2002. This increase resulted primarily from increases
in average interest-earning assets in connection with the BCC acquisition and
organic commercial loan growth. The Company had a $3.9 million increase in
interest expense, to $23.5 million for the three months ended March 31, 2003,
up from $19.6 million for the three months ended March 31, 2002. This increase
is primarily a result of an increase of $1.38 billion in average
interest-bearing deposits as a result of the acquisition of deposits in
connection with the BCC acquisition and organic deposit generation, partially
offset by reductions in market interest rates on interest-bearing deposits.

Average outstanding loans increased to $3.07 billion for the three months
ended March 31, 2003, from $2.27 billion for the corresponding period of 2002,
an increase of $797.4 million, or 35.1%, as a result of the Banks continued
focus on commercial lending activities and the addition of loans from the BCC
acquisition in 2002. Loan growth during the three months ended March 31, 2003,
was offset by the internal securitization of multifamily loans as discussed
below. Average commercial loans increased $850.0 million to $2.71 billion for
the three months ended March 31, 2003, up from $1.86 billion for the three
months ended March 31, 2002. Average consumer loans decreased $52.7 million to
$360.0 million for the three months ended March 31, 2003, down from $412.7
million for the three months ended March 31, 2002, due to principal
prepayments.

Average securities increased to $1.54 billion for the three months ended
March 31, 2003, up from $663.0 million for the same period of 2002, an increase
of $878.9 million, or 132.6%. This increase was primarily due to the addition
of securities from the BCC acquisition and internal securitizations of loans
throughout 2002 and the securitization of $49.6 million of multifamily loans
during the three months ended March 31, 2003. This increase was partially
offset by loan sales and principal payments during the three months ended March
31, 2003.

Average interest-bearing deposits increased to $3.74 billion for the three
months ended March 31, 2003, up from $2.35 billion in the corresponding period
of the prior year as a result of organic deposit generation and the addition of
deposits from the BCC acquisition. Average noninterest-bearing deposits
increased to $256.6 million for the three months ended March 31, 2003, up from
$131.1 million for the corresponding period of the prior year. This increase
of $125.5 million, or 95.8%, was a result of the Companys ongoing focus on the
generation of commercial and consumer demand deposit accounts and from the
acquisition of BCC.

Net Interest Margin. The net interest margin, calculated on a tax
equivalent basis, was 3.48% for the three months ended March 31, 2003, as
compared to 3.82% for the corresponding period of 2002. The decrease in the
net interest margin is a result of the impact of the assets and liabilities
acquired in the October 28, 2002, acquisition of BCC, which had a significantly
lower net interest margin than the Company. This decrease was partially offset
by the continuing growth in commercial loans and in lower-costing core
deposits, as a result of the ongoing restructuring of the balance sheet.

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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                     |      |                            |           |                            |           |            |        |          |        |         |      |           
|                                                                 |                                                                            |                                          |      | March 31,              |      | For the Three Months Ended |           | For the Three Months Ended |          
|                                                                 |                                                                            |                                          |      | 2003                   |      | March 31, 2003             |           | March 31, 2002             |          
|                                                                 |                                                                            |                                          |      |                        |      |                            |           |                           
|                                                                 |                                                                            |                                          |      | (Dollars in Thousands) |      | (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)                                                                  |                                          |      | 5.80                   | %    |                            | $         | 3,067,193                  |           |            | $      | 44,174   |        |         |      | 5.76       | %    |         | $         | 2,269,830 |           |          | $      | 38,005 |        |  |      | 6.70 | %   
|                                                                 | Securities                                                                 |                                          |      | 4.50                   |      |                            |           | 1,541,838                  |           |            |        | 18,600   |        |         |      | 4.83       |      |         |           | 662,944   |           |          |        | 9,352  |        |  |      | 5.64 |     
|                                                                 | Other                                                                      |                                          |      |                       |      |                            |           | 2,605                      |           |            |        | 8        |        |         |      | 1.23       |      |         |           | 6,354     |           |          |        | 25     |        |  |      | 1.57 |     
|                                                                 |                                                                            |                                          |      |                        |      |                            |           |                            |           |            |        |          |        |         |      |            |      |         |           |           |           |          |        |        |        |  |      |     
|Total interest-earning assets                                    |                                                                            |                                          | 5.36 |                        |      |                            | 4,611,636 |                            |           |            | 62,782 |          |        |         | 5.45 |            |      |         | 2,939,128 |           |           |          | 47,382 |        |        |  | 6.45 |     
|Noninterest-earning assets                                       |                                                                            |                                          |     |                        |      |                            | 199,719   |                            |           |            |       |          |        |         |     |            |      |         | 42,085    |           |           |          |       |        |        |  |     |     
|                                                                 |                                                                            |                                          |      |                        |      |                            |           |                            |           |            |        |          |        |         |      |            |      |         |           |           |           |          |        |        |        |  |      |     
|Total assets                                                     |                                                                            |                                          | 5.15 |                        |      | $                          | 4,811,355 |                            |           | $          | 62,782 |          |        |         | 5.22 |            |      | $       | 2,981,214 |           |           | $        | 47,382 |        |        |  | 6.36 |     
|                                                                 |                                                                            |                                          |      |                        |      |                            |           |                            |           |            |        |          |        |         |      |            |      |         |           |           |           |          |        |        |        |  |      |     
|Interest-bearing liabilities:                                    |                                                                            |                                          |      |                        |      |                            |           |                            |           |            |        |          |        |         |      |           
|                                                                 | Deposits:                                                                  |                                          |      |                        |      |                            |           |                            |           |            |        |          |        |         |      |            |      |         |           |           |           |          |        |        |        |  |      |      |     
|                                                                 |                                                                            | NOW, checking, and money market accounts |      |                        | 1.21 |                            |           | $                          | 554,027   |            |        | $        | 1,717  |         |      |            | 1.24 |         |           | $         | 328,674   |          |        | $      | 1,341  |  |      |      | 1.63 | 
|                                                                 |                                                                            | Savings accounts                         |      |                        | 1.08 |                            |           |                            | 705,172   |            |        |          | 1,850  |         |      |            | 1.05 |         |           |           | 467,048   |          |        |        | 1,571  |  |      |      | 1.35 | 
|                                                                 |                                                                            | Time deposits                            |      |                        | 2.27 |                            |           |                            | 2,477,917 |            |        |          | 14,324 |         |      |            | 2.31 |         |           |           | 1,558,366 |          |        |        | 12,489 |  |      |      | 3.21 | 
|                                                                 |                                                                            |                                          |      |                        |      |                            |           |                            |           |            |        |          |        |         |      |            |      |         |           |           |           |          |        |        |        |  |      |     
|                                                                 | Total deposits                                                             |                                          |      | 1.88                   |      |                            |           | 3,737,116                  |           |            |        | 17,891   |        |         |      | 1.91       |      |         |           | 2,354,088 |           |          |        | 15,401 |        |  |      | 2.62 |     
|                                                                 | Borrowings                                                                 |                                          |      | 4.89                   |      |                            |           | 329,905                    |           |            |        | 3,583    |        |         |      | 4.34       |      |         |           | 255,737   |           |          |        | 3,407  |        |  |      | 5.33 |     
|                                                                 | Guaranteed
preferred beneficial interestsin
junior subordinated debentures |                                          |      | 5.84                   |      |                            |           | 136,000                    |           |            |        | 2,009    |        |         |      | 5.91       |      |         |           | 36,667    |           |          |        | 802    |        |  |      | 8.75 |     
|                                                                 |                                                                            |                                          |      |                        |      |                            |           |                            |           |            |        |          |        |         |      |            |      |         |           |           |           |          |        |        |        |  |      |     
|Total interest-bearing liabilities                               |                                                                            |                                          | 2.22 |                        |      |                            | 4,203,021 |                            |           |            | 23,483 |          |        |         | 2.23 |            |      |         | 2,646,492 |           |           |          | 19,610 |        |        |  | 2.96 |     
|                                                                 |                                                                            |                                          |      |                        |      |                            |           |                            |           |            |        |          |        |         |      |            |      |         |           |           |           |          |        |        |        |  |      |     
|Noninterest-bearing deposits                                     |                                                                            |                                          |      |                        |      |                            | 256,642   |                            |           |            |        |          |        |         |      |            |      |         | 131,102   |           |           |          |        |        |        |  |      |     
|Other noninterest-bearing liabilities                            |                                                                            |                                          |      |                        |      |                            | 61,827    |                            |           |            |        |          |        |         |      |            |      |         | 23,409    |           |           |          |        |        |        |  |      |     
|Stockholders equity                                             |                                                                            |                                          |      |                        |      |                            | 289,865   |                            |           |            |        |          |        |         |      |            |      |         | 180,212   |           |           |          |        |        |        |  |      |     
|                                                                 |                                                                            |                                          |      |                        |      |                            |           |                            |           |            |        |          |        |         |      |            |      |         |           |           |           |          |        |        |        |  |      |     
|Total liabilities and stockholders equity                       |                                                                            |                                          |      |                        |      | $                          | 4,811,355 |                            |           |            |        |          |        |         |      |            |      | $       | 2,981,214 |           |           |          |        |        |        |  |      |     
|                                                                 |                                                                            |                                          |      |                        |      |                            |           |                            |           |            |        |          |        |         |      |            |      |         |           |           |           |          |        |        |        |  |      |     
|Net interest income/net interest rate spread (2)(4)              |                                                                            |                                          | 3.15 | %                      |      |                            |           |                            |           | $          | 39,299 |          |        |         | 3.21 | %          |      |         |           |           |           | $        | 27,772 |        |        |  | 3.49 | %   
|                                                                 |                                                                            |                                          |      |                        |      |                            |           |                            |           |            |        |          |        |         |      |            |      |         |           |           |           |          |        |        |        |  |      |     
|Net interest-earning assets/net interest margin (3)(4)           |                                                                            |                                          | 3.37 |                        |      | $                          | 408,615   |                            |           |            |        |          |        |         | 3.41 | %          |      | $       | 292,636   |           |           |          |        |        |        |  | 3.78 | %   
|                                                                 |                                                                            |                                          |      |                        |      |                            |           |                            |           |            |        |          |        |         |      |            |      |         |           |           |           |          |        |        |        |  |      |     
|Ratio of interest-earning assets to interest-bearing liabilities |                                                                            |                                          | 1.11 | x                      |      |                            | 1.10      | x                          |           |            |        |          |        |         |      |            |      |         | 1.11      | 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.




(4) Calculated on a nontax equivalent basis.


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.

For the three months ended March 31, 2003, our provision for loan losses
was $990,000, an increase of $103,000 compared to a provision of $887,000 for
the corresponding period of 2002. The increase in our provision for the three
months ended March 31, 2003, was the result of the following factors:



| |  |  | Our overall loan portfolio increased from $2.29 billion at March
31, 2002, to $3.10 billion at March 31, 2003, an increase of $807.5
million or 35.3%. Of this increase, $515.1 million was attributable to
loans acquired from the BCC acquisition that had an associated
allowance for loan loss of $8.9 million. BCCs allowance at the
acquisition date of $8.9 million was increased by $1.2 million by the
Company to reflect a loss from the sale of a problem loan acquired from
BCC. The loan was identified during the due diligence process, and the
loss was factored into the acquisition cost.
| | - |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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| |  |  | We continued to focus on commercial loan origination during 2003,
increasing the concentration of commercial lending by 4.6% to 88.6% of
total loans from 84.0% in the corresponding period of 2002. Our
allowance for loan loss methodology attributes higher loss factors to
commercial loans, reflecting the higher inherent risk in that portfolio.                              
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | Criticized loans, which are defined as those we classify as
risk-graded Special Mention, Substandard, Doubtful, or Loss, were less
than 2.0% of total loans at March 31, 2003, which was an increase from
criticized loans of less than 1.0% of total loans at March 31, 2002.                                                                                                       
|
| |  |  | Nonaccrual loans increased from $556,000 at March 31, 2002, to $5.9
million at March 31, 2003. The increase was primarily attributable to
two construction loans that were over 90 days past due.                                                                                                                                                                                    
|
| |  |  | There were no changes to the risk factors applied or the
methodology employed to derive the provision for loan losses during the
three months ended March 31, 2003.                                                                                                                                                                                                                  
|
| |  |  | Net charge-offs of $128,000 for the three months ended March 31,
2003, were relatively flat as compared to $290,000 for the
corresponding period of 2002, and therefore, had minor influence in
deriving the provision for loan losses during the three months ended
March 31, 2003. The charge-offs in the three months ended March 31,
2003, related primarily to consumer lending.

Noninterest Income. Noninterest income for the three months ended March
31, 2003, was $3.7 million compared to $1.9 million for the corresponding
quarter of 2002, an increase of $1.8 million, or 93.4%, primarily as a result
of an increase in commercial banking fees and gain from sale of SBA loans and
securities. Commercial banking fees increased 55.4% to $1.5 million for the
three months ended March 31, 2003, as compared to $997,000 for the
corresponding period of 2002, a result of increased commercial banking
activities, primarily trade finance business. Gain on sale of loans and
securities increased by 243.5% to $1.5 million for the three months ended March
31, 2003, compared with $451,000 for the corresponding period of 2002. Of this
$1.5 million gain, $853,000 is represented by gain on sale of SBA loans, which
is higher than historical trends due to the sale of the unguaranteed segment of
SBA loans during the three months ended March 31, 2003.

Noninterest Expense. Noninterest expense of $19.8 million for the three
months ended March 31, 2003, increased $6.1 million, or 44.1%, compared with
$13.7 million for the corresponding quarter of 2002. Personnel expenses
increased to $11.1 million for the three months ended March 31, 2003, up from
$7.6 million for the corresponding period of 2002, an increase of $3.6 million,
or 47.1%. This increase is primarily due to the additional staffing resulting
from the BCC acquisition and staffing required to support continued growth of
the Banks commercial banking business. Included in noninterest expense is
core deposit intangible amortization of $595,000 for the three months ended
March 31, 2003. The core deposit intangible was recorded in connection with
the acquisitions of BCC and the New York branch.

Provision for Income Taxes. The provision for income taxes was $8.3
million and $6.0 million on the income before taxes of $22.2 million and $15.1
million for the three months ended March 31, 2003 and 2002, respectively. The
effective tax rate for the quarter ended March 31, 2003, was 37.32%, compared
with 39.79% for the quarter ended March 31, 2002. The lower effective tax rate
reflects the realization of Enterprise Zone tax benefits from lending
activities associated with the BCC acquisition and the increased municipal
securities portfolio. Enterprise Zones are areas in California designated by
the California Technology, Trade and Commerce Agency as being economically
depressed. Taxpayers that conduct business activities within these boundaries
may qualify for special tax benefits.

FINANCIAL CONDITION

The Company experienced continued asset and core deposit growth during the
first quarter of 2003. Total assets at March 31, 2003, were $4.86 billion, an
increase of $6.2 million, up from $4.85 billion at December 31, 2002. The
growth resulted primarily from increases in the loan portfolio netted against
decreases in securities and investments.

During the three months ended March 31, 2003, total loans increased by
$67.9 million, or 2.2%, to $3.10 billion, up from $3.03 billion at December 31,
2002. This growth was led by an increase in commercial loans due to the Banks
continuing focus on originating such loans. The growth was offset by the
internal securitization of $49.6

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million of multifamily loans during the three months ended March 31, 2003.
Total commercial loans grew to $2.75 billion at March 31, 2003, up from $2.67
billion at December 31, 2002, as a result of new commercial loan commitments of
$299.7 million, offset by principal repayments and the internal securitization
of multifamily loans. Residential mortgage (one to four family) loans
decreased to $354.6 million at March 31, 2003, down from $360.4 million at
December 31, 2002, primarily due to principal repayments. New loan commitments
of $340.2 million for the three months ended March 31, 2003, were comprised of
$299.7 million of commercial loans and $40.5 million of consumer loans.
Securities (including available-for-sale and held-to-maturity) totaled $1.54
billion at March 31, 2003, a decrease of $42.7 million, or 2.7%, from $1.58
billion at December 31, 2002. This decrease was the result of sales of $106.9
million and principal repayments and securities calls of $188.7 million,
partially offset by purchases of $192.3 million and an internal securitization
of $49.6 million.

Total past due loans were 0.68% of total loans at March 31, 2003, compared
with 0.88% at December 31, 2002. Nonperforming assets were $5.9 million, or
0.12%, of total assets at March 31, 2003, compared with nonperforming assets of
$4.7 million, or 0.10%, of total assets at December 31, 2002. The allowance
for loan losses was $49.7 million at March 31, 2003, an increase of $862,000
from $48.9 million at December 31, 2002. The increase in the allowance for
loan losses reflected the growth in the loan portfolio during the three months
ended March 31, 2003, the increased concentration in commercial loans, and the
increase in Criticized loans and nonperforming 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 March 31, 2003      |           | At December 31, 2002
|                                   |                                           |   |                        |           |                     
|                                   |                                           |   | Amount                 |           | %                    |  | Amount |       | %
|                                   |                                           |   |                        |           |                      |  |        |       |  
|                                   |                                           |   | (Dollars in Thousands)
|Commercial:                        |                                           |   |                        |           |                      |  |        |       |   |   |           |           |  |  |        |      
|                                   | Secured by real estate-nonresidential     |   | $                      | 1,303,720 |                      |  |        | 42.04 | % |   | $         | 1,279,809 |  |  |        | 42.20 | %
|                                   | Secured by real estate-multifamily        |   |                        | 942,838   |                      |  |        | 30.40 |   |   |           | 914,630   |  |  |        | 30.16 |  
|                                   | Construction                              |   |                        | 235,245   |                      |  |        | 7.58  |   |   |           | 216,218   |  |  |        | 7.13  |  
|                                   | Commercial business                       |   |                        | 264,700   |                      |  |        | 8.54  |   |   |           | 261,787   |  |  |        | 8.63  |  
|                                   |                                           |   |                        |           |                      |  |        |       |   |   |           |           |  |  |        |       |  
|                                   | Total commercial loans                    |   |                        | 2,746,503 |                      |  |        | 88.56 |   |   |           | 2,672,444 |  |  |        | 88.12 |  
|                                   |                                           |   |                        |           |                      |  |        |       |   |   |           |           |  |  |        |       |  
|Consumer:                          |                                           |   |                        |           |                      |  |        |       |   |   |           |           |  |  |        |      
|                                   | Residential mortgage (one to four family) |   |                        | 306,916   |                      |  |        | 9.90  |   |   |           | 311,067   |  |  |        | 10.25 |  
|                                   | Other                                     |   |                        | 47,702    |                      |  |        | 1.54  |   |   |           | 49,372    |  |  |        | 1.63  |  
|                                   |                                           |   |                        |           |                      |  |        |       |   |   |           |           |  |  |        |       |  
|                                   | Total consumer loans                      |   |                        | 354,618   |                      |  |        | 11.44 |   |   |           | 360,439   |  |  |        | 11.88 |  
|                                   |                                           |   |                        |           |                      |  |        |       |   |   |           |           |  |  |        |       |  
|Total gross loans                  |                                           |   | 3,101,121              |           |                      |  | 100.00 | %     |   |   | 3,032,883 |           |  |  | 100.00 | %    
|                                   |                                           |   |                        |           |                      |  |        |       |   |   |           |           |  |  |        |      
|Net deferred loan origination fees |                                           |   | (5,457                 | )         |                      |  |        |       |   |   | (5,073    | )         |  |  |        |      
|                                   |                                           |   |                        |           |                      |  |        |       |   |   |           |           |  |  |        |      
|Loans                              |                                           |   | 3,095,664              |           |                      |  |        |       |   |   | 3,027,810 |           |  |  |        |      
|Allowance for loan losses          |                                           |   | (49,727                | )         |                      |  |        |       |   |   | (48,865   | )         |  |  |        |      
|                                   |                                           |   |                        |           |                      |  |        |       |   |   |           |           |  |  |        |      
|Net loans                          |                                           | $ | 3,045,937              |           |                      |  |        |       |   | $ | 2,978,945 |           |  |  |        |      
|                                   |                                           |   |                        |           |                      |  |        |       |   |   |           |           |  |  |        |      

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 Company
originates substantially all of its loans for portfolio retention. The Company
also originates and funds loans that qualify for guaranty issued by the SBA.
The U.S. government guarantee on such loans is generally in the range of 75% to
85% of the loan amount. The residual portion of the loan, ranging from 15% to
25%, is not guaranteed by the U.S. government, and the Company bears the credit
risk of such loans. The Company generally sells the guaranteed portion of each
SBA loan at the time of loan origination. From time-to-time, the Company may
sell a portion of the unguaranteed segment of the SBA loans. SBA regulations
require that the originator retain a minimum of 5% of the total loan amount.
The amount of the unsold guaranteed portion of SBA loans was insignificant as
of March 31, 2003, and December 31, 2002.

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

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four
family) loans may be adjustable-rate and reprice semiannually or annually,
fixed rate for terms of 15 or 30 years, or have interest rates that are fixed for a period, typically five
years, then generally repricing semiannually or annually.

As a result of the change of focus to commercial lending, adjustable-rate
loans increased to $2.59 billion, an increase of $81.6 million, or 3.2%, from
$2.51 billion at December 31, 2002. Fixed-rate loans decreased $13.3 million,
or 2.5%, to $509.1 million, or 16.4% of gross loans at March 31, 2003, compared
with $522.5 million, or 17.2% of the gross loans at December 31, 2002. At
March 31, 2003, adjustable-rate loans included $225.4 million of intermediate
fixed-rate loans compared with $205.6 million at December 31, 2002, an increase
of $19.8 million, or 9.6%.

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

|            |                                               |                        |   |                            |         |      |   |         |         | 
|----------- | --------------------------------------------- | ---------------------- | - | -------------------------- | ------- | ---- | - | ------- | ------- | 
|            |                                               |                        |   | For the Three Months Ended
|            |                                               |                        |   | March 31,                 
|            |                                               |                        |   |                           
|            |                                               |                        |   | 2003                       |         | 2002
|            |                                               |                        |   |                            |         |     
|            |                                               |                        |   | (Dollars in Thousands)    
|Commercial: |                                               |                        |   |                            |         |      |   |        
|            | Secured by real estate-nonresidential (1)     |                        | $ | 98,244                     |         |      | $ | 65,859  |        
|            | Secured by real estate-multifamily (1)        |                        |   | 114,569                    |         |      |   | 98,863  |        
|            | Construction                                  |                        |   | 43,632                     |         |      |   | 30,877  |        
|            | Commercial business                           |                        |   | 43,229                     |         |      |   | 49,618  |        
|            |                                               |                        |   |                            |         |      |   |         |        
|            |                                               | Total commercial loans |   |                            | 299,674 |      |   |         | 245,217 | 
|            |                                               |                        |   |                            |         |      |   |         |        
|Consumer:   |                                               |                        |   |                            |         |      |   |        
|            | Residential mortgage (one to four family) (1) |                        |   | 31,919                     |         |      |   | 41,003  |        
|            | Home equity and other                         |                        |   | 8,591                      |         |      |   | 4,938   |        
|            |                                               |                        |   |                            |         |      |   |         |        
|            |                                               | Total consumer loans   |   |                            | 40,510  |      |   |         | 45,941  | 
|            |                                               |                        |   |                            |         |      |   |         |        
|            | Total new commitments                         |                        | $ | 340,184                    |         |      | $ | 291,158 |        
|            |                                               |                        |   |                            |         |      |   |         |        



(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.


Loan Securitizations.During the three months ended March 31, 2003, the
Company internally securitized $49.6 million of multifamily loans.

The Company manages its risk-based capital level through a variety of
means, including internal loan securitizations. In such securitizations, the
Company exchanges either multifamily or residential mortgage (one to four
family) loans for FNMA securities. Residential mortgage (one to four family)
loans are generally included in the 50% risk weight for risk-based capital
purposes, whereas multifamily loans may fall either into the 50% or 100% risk
weight depending on the specific criteria of each individual loan. FNMA
securities are classified as a 20% risk weight.

These internal securitizations do not have a cash impact to the Company,
since selected loans from the Companys loan portfolio are exchanged for FNMA
securities. Such securities are represented by exactly the same loans
previously held in the Companys loan portfolio. The FNMA securities are
generally held as AFS securities in the Companys investment and mortgage
backed securities portfolio.

Through these securitization transactions, the Company also reduces its
credit risk. In these securitizations, the Company fully transfers credit risk
on the related loans to FNMA. The Companys yield on the FNMA securities is
lower than the average yield on the underlying loans. This difference is the
guarantee fee that is retained by FNMA as compensation for relieving the
Company of the credit risk on these loans. Since the Company retains all of
the securities issued by FNMA in the securitization, no gain or loss is
recognized on the exchange transaction. The Company continues to service the
loans included in these securitizations.

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In addition, these securitization transactions improve the Companys
liquidity, since FNMA securities receive more favorable treatment as a
collateral base for borrowings than do whole loans.

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 $5.9 million at March 31, 2003, compared to $4.7
million at December 31, 2002.

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

|                                                                       |            |                                           |                  |                        |       |                        |           |                 |       |       |       | 
|---------------------------------------------------------------------- | ---------- | ----------------------------------------- | ---------------- | ---------------------- | ----- | ---------------------- | --------- | --------------- | ----- | ----- | ----- | 
|                                                                       |            |                                           |                  |                        |       | At March 31,           |           | At December 31,
|                                                                       |            |                                           |                  |                        |       | 2003                   |           | 2002           
|                                                                       |            |                                           |                  |                        |       |                        |           |                
|                                                                       |            |                                           |                  |                        |       | (Dollars in Thousands)
|Nonaccrual loans:                                                      |            |                                           |                  |                        |       |                        |           |                
|                                                                       | Commercial |                                           |                  |                        |       |                        |           |                 |      
|                                                                       |            | Secured by real estate-nonresidential     |                  | $                      |      |                        |           | $               |      |      
|                                                                       |            | Secured by real estate-multifamily        |                  |                        |      |                        |           |                 |      |      
|                                                                       |            | Construction loans                        |                  |                        | 3,856 |                        |           |                 | 4,533 |      
|                                                                       |            | Commercial business                       |                  |                        | 1,887 |                        |           |                 | 68    |      
|                                                                       |            |                                           |                  |                        |       |                        |           |                 |       |      
|                                                                       |            |                                           | Total commercial |                        |       | 5,743                  |           |                 |       | 4,601 |      
|                                                                       |            |                                           |                  |                        |       |                        |           |                 |       |      
|                                                                       | Consumer   |                                           |                  |                        |       |                        |           |                 |      
|                                                                       |            | Residential mortgage (one to four family) |                  |                        | 112   |                        |           |                 |      |      
|                                                                       |            | Other                                     |                  |                        |      |                        |           |                 | 53    |      
|                                                                       |            |                                           |                  |                        |       |                        |           |                 |       |      
|                                                                       |            |                                           | Total consumer   |                        |       | 112                    |           |                 |       | 53    |      
|                                                                       |            |                                           |                  |                        |       |                        |           |                 |       |      
|                                                                       |            |                                           |                  | Total nonaccrual loans |       |                        | 5,855     |                 |       |       | 4,654 | 
|                                                                       |            |                                           |                  |                        |       |                        |           |                 |       |      
|Other real estate owned (OREO)                                       |            |                                           |                 |                        |       |                        |          |                
|                                                                       |            |                                           |                  |                        |       |                        |           |                 |       |      
|Total nonperforming assets                                             |            | $                                         | 5,855            |                        |       | $                      | 4,654     |                
|                                                                       |            |                                           |                  |                        |       |                        |           |                 |       |      
|Nonperforming assets to total assets                                   |            |                                           | 0.12             | %                      |       |                        | 0.10      | %              
|Nonaccrual loans to loans                                              |            |                                           | 0.19             |                        |       |                        | 0.15      |                
|Nonperforming assets to loans and OREO                                 |            |                                           | 0.19             |                        |       |                        | 0.15      |                
|Loans                                                                  |            | $                                         | 3,095,664        |                        |       | $                      | 3,027,810 |                
|                                                                       |            |                                           |                  |                        |       |                        |           |                 |       |      
|Gross income not recognized on nonaccrual loans                        |            | $                                         | 108              |                        |       | $                      | 211       |                
|Accruing loans contractually past due 90 days or more                  |            | $                                         | 2,341            |                        |       | $                      | 4,302     |                
|Loans classified as troubled debt restructuring but not included above |            | $                                         | 57               |                        |       | $                      |          |                

Total nonperforming assets were $5.9 million at March 31, 2003, an
increase of $1.2 million, up from $4.7 million at December 31, 2002. The
increase was primarily attributable to four commercial loans that were over 90
days past due. The Bank records OREO at the lower of carrying value or fair
value less estimated disposal costs. Any write-down of OREO is charged to
earnings. There were no OREOs at March 31, 2003, or December 31, 2002.

Management cannot predict the extent to which economic conditions in the
Banks market area may worsen or the full impact that 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 Company has an established process to
determine the adequacy of the allowance for loan losses, which assesses the
risks and losses inherent in its portfolio. This process provides an allowance
consisting of two components, allocated and unallocated. To arrive at the
allocated component of the allowance, the Company combines estimates of the
allowances needed for loans analyzed individually (including impaired loans
subject to SFAS No. 114, Accounting by Creditors for Impairment of a Loan,
and loans analyzed on a pooled basis.

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The Company applies a credit risk grade to each loan based on standardized
risk grade categories, which is monitored to ensure timely identification of
potential credit weaknesses and appropriate classification of loans. Loans
graded Special Mention, Doubtful or Substandard, known collectively as
Criticized loans, are evaluated on an individual basis. The Company analyzes
these loans for impairment using either a cash flow or collateral based
methodology.

Non-Criticized loans are segmented into pools based on the underlying
risks and performance of the portfolio (i.e., based on type of lending and
further subdivided by delinquency status). Loss factors are estimated using a
combination of loss experience of the Companys other than criticized loan
portfolio and external industry data. These loss factors are applied to the
pools on a systematic basis.

To mitigate imprecision and incorporate the range of probable outcomes
inherent in estimates of expected credit losses, the allocated component of the
allowance is supplemented by an unallocated component. The unallocated
component also incorporates the Companys judgmental determination of risks
inherent in portfolio composition or economic uncertainties and other
subjective factors, including industry trends affecting specific portfolio
segments that have not yet resulted in changes to individual loan grades.
Therefore, the ratio of the allocated to the unallocated components within the
total allowance for loan losses may fluctuate from period to period. The
allocated and unallocated components represent the total allowance for loan
losses that would adequately cover probable losses inherent in the loan
portfolio. Although management has allocated a portion of the allowance to
specific loan categories, the adequacy of the allowance must be considered in
its entirety.

The Companys determination of the level of the allowance and,
correspondingly, the provision for loan losses rests upon various judgments and
assumptions, including (1) general economic conditions, (2) loan portfolio
composition, (3) prior loan loss experience, (4) the evaluation of credit risk
related to both individual borrowers and pools of homogenous loans, and (5) the
Companys ongoing examination processes and those of its regulators. The
Company has an internal credit review function that continuously reviews loan
quality and reports the results of its examinations to executive management and
the Board of Directors. Such reviews also assist management in establishing
the level of the allowance. The Companys bank subsidiary is subject to
examination by its primary regulator, the Federal Deposit Insurance Corporation
(FDIC). These examinations occur each year and target various activities,
including both the loan grading system and specific segments of the loan
portfolio.

The Company considers the allowance for loan losses of $49.7 million
adequate to cover losses inherent in its loan portfolio at March 31, 2003.

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

|                                                         |  |                            |        |      |  |   |        |  
|-------------------------------------------------------- |  | -------------------------- | ------ | ---- |  | - | ------ | -
|                                                         |  | For the Three Months Ended
|                                                         |  | March 31,                 
|                                                         |  |                           
|                                                         |  | 2003                       |        | 2002
|                                                         |  |                            |        |     
|                                                         |  | (Dollars in Thousands)    
|Balance at beginning of period                           |  | $                          | 48,865 |      |  | $ | 34,550 |  
|Provision for loan losses                                |  |                            | 990    |      |  |   | 887    |  
|Loans charged off                                        |  |                            | (144   | )    |  |   | (300   | )
|Recoveries                                               |  |                            | 16     |      |  |   | 10     |  
|                                                         |  |                            |        |      |  |   |        |  
|Balance at end of period                                 |  | $                          | 49,727 |      |  | $ | 35,147 |  
|                                                         |  |                            |        |      |  |   |        |  
|Allowance for loan losses to loans                       |  |                            | 1.61   | %    |  |   | 1.54   | %
|Annualized net charge-offs (recoveries) to average loans |  |                            | 0.02   | %    |  |   | 0.05   | %

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Securities. The Company maintains an investment and mortgage-backed
securities portfolio (portfolio) to provide both liquidity and enhance the
income of the organization. The portfolio is comprised of two segments:
Available For Sale (AFS) and Held to Maturity (HTM). The Company does not
maintain a trading portfolio. The Company carries the AFS portfolio at fair
value, with unrealized changes in the fair value of the securities reflected as
Accumulated Other Comprehensive Income. At the end of each month, the Company
adjusts the carrying value of its AFS portfolio to reflect the current fair
value of each security. The HTM portfolio is carried at amortized cost. At
the time a security is purchased, the Company classifies it either as AFS or
HTM. Securities are classified as HTM if the Company has the positive intent
and ability to hold such securities to maturity.

The Companys portfolio investments are governed by the Asset and
Liability Policy (A/L Policy), which is approved by the Board of Directors of
the Company. The A/L Policy sets forth exposure limits for selected
investments, as a function of total assets, total securities and Tier I
Capital. The A/L Policy further sets forth maximum maturity and duration
limits. The A/L Policy also further limits the concentration in a particular
investment as a function of the total issue. The A/L Policy sets forth goals
for each type of investment with respect to Return on Assets, Return on Equity
and Return on Risk-Based Capital. It also sets forth limits for interest rate
sensitivity for each type of investment.

Permitted investments include U.S. Government obligations, agency
securities, municipal obligations, investment grade securities, commercial
paper, corporate debt, money market mutual funds and guaranteed preferred
beneficial interests in junior subordinated debentures. The Companys Board
has directed management to invest in securities with the objective of
optimizing the yield on investments that appropriately balances the risk-based
capital utilization and interest rate sensitivity. The A/L Policy requires
that all securities be of investment grade at the time of purchase.

The securities portfolio (including available-for-sale and
held-to-maturity) decreased by $42.7 million, or 2.7%, to $1.54 billion during
the three months ended March 31, 2003, down from $1.58 billion at December 31,
2002. The decrease in securities is a result of sales, prepayments and calls
of securities totaling $295.6 million, partially offset by purchases of $192.3
million and $49.6 million of FNMA securities received in the internal
securitization of multifamily loans.

The portfolio provides liquidity for the Companys operations. Such
liquidity can either be realized through the sale of AFS securities or through
borrowing. Securities are generally pledged as collateral for any such
borrowings. During the three months ended March 31, 2003, the Company
increased its held to maturity portfolio from $112.0 million at December 31,
2002 to $199.4 million. This increase of $87.4 million resulted from purchased
securities during the period that were classified as held-to-maturity, a
reflection of the Companys intent and ability to hold these securities to
maturity based upon our strong liquidity position and the size of our
portfolio. The Company plans from time-to-time to continue to purchase
securities for its held-to-maturity portfolio.

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

|                                                                   |                                                                  |                                                     |           |                        |           |                      |           |           |           |        |           |         |           |   |           |         |           | 
|------------------------------------------------------------------ | ---------------------------------------------------------------- | --------------------------------------------------- | --------- | ---------------------- | --------- | -------------------- | --------- | --------- | --------- | ------ | --------- | ------- | --------- | - | --------- | ------- | --------- | 
|                                                                   |                                                                  |                                                     |           | At March 31, 2003      |           | At December 31, 2002
|                                                                   |                                                                  |                                                     |           |                        |           |                     
|                                                                   |                                                                  |                                                     |           | Amortized              |           | Market               |           | Amortized |           | Market
|                                                                   |                                                                  |                                                     |           | Cost                   |           | Value                |           | Cost      |           | Value 
|                                                                   |                                                                  |                                                     |           |                        |           |                      |           |           |           |       
|                                                                   |                                                                  |                                                     |           | (Dollars in Thousands)
|Investment securities available for sale:                          |                                                                  |                                                     |           |                        |           |                      |           |           |           |        |           |         |           |   |           |        
|                                                                   | Trust Preferred Securities                                       |                                                     | $         | 31,513                 |           |                      | $         | 30,686    |           |        | $         | 62,313  |           |   | $         | 58,176  |          
|                                                                   | Federal Agency Notes                                             |                                                     |           | 44,021                 |           |                      |           | 44,106    |           |        |           | 45,252  |           |   |           | 45,304  |          
|                                                                   | Asset-backed Securities                                          |                                                     |           | 3,995                  |           |                      |           | 3,940     |           |        |           | 5,826   |           |   |           | 5,739   |          
|                                                                   | Municipals                                                       |                                                     |           | 90                     |           |                      |           | 90        |           |        |           | 360     |           |   |           | 360     |          
|                                                                   | Foreign Debt Securities                                          |                                                     |           |                       |           |                      |           |          |           |        |           | 8,017   |           |   |           | 8,014   |          
|                                                                   |                                                                  |                                                     |           |                        |           |                      |           |           |           |        |           |         |           |   |           |         |          
|                                                                   |                                                                  | Total investment securities available for sale      |           |                        | 79,619    |                      |           |           | 78,822    |        |           |         | 121,768   |   |           |         | 117,593   | 
|                                                                   |                                                                  |                                                     |           |                        |           |                      |           |           |           |        |           |         |           |   |           |         |          
|Mortgage-backed securities available for sale:                     |                                                                  |                                                     |           |                        |           |                      |           |           |           |        |           |         |           |   |           |        
|                                                                   | FNMA                                                             |                                                     |           | 616,986                |           |                      |           | 629,060   |           |        |           | 577,731 |           |   |           | 590,373 |          
|                                                                   | GNMA                                                             |                                                     |           | 242,969                |           |                      |           | 248,619   |           |        |           | 280,263 |           |   |           | 286,153 |          
|                                                                   | FHLMC                                                            |                                                     |           | 267,932                |           |                      |           | 269,733   |           |        |           | 289,094 |           |   |           | 289,959 |          
|                                                                   | Other                                                            |                                                     |           | 112,480                |           |                      |           | 113,050   |           |        |           | 184,919 |           |   |           | 185,309 |          
|                                                                   |                                                                  |                                                     |           |                        |           |                      |           |           |           |        |           |         |           |   |           |         |          
|                                                                   |                                                                  | Total mortgage-backed securities available for sale |           |                        | 1,240,367 |                      |           |           | 1,260,462 |        |           |         | 1,332,007 |   |           |         | 1,351,794 | 
|                                                                   |                                                                  |                                                     |           |                        |           |                      |           |           |           |        |           |         |           |   |           |         |          
|Total investment and mortgage-backed securities available for sale |                                                                  | $                                                   | 1,319,986 |                        |           | $                    | 1,339,284 |           |           | $      | 1,453,775 |         |           | $ | 1,469,387 |        
|                                                                   |                                                                  |                                                     |           |                        |           |                      |           |           |           |        |           |         |           |   |           |         |          
|Investment securities held to maturity:                            |                                                                  |                                                     |           |                        |           |                      |           |           |           |        |           |         |           |   |           |        
|                                                                   | Municipals                                                       |                                                     | $         | 137,196                |           |                      | $         | 140,253   |           |        | $         | 111,049 |           |   | $         | 113,637 |          
|                                                                   |                                                                  |                                                     |           |                        |           |                      |           |           |           |        |           |         |           |   |           |         |          
|Mortgage-backed securities held to maturity:                       |                                                                  |                                                     |           |                        |           |                      |           |           |           |        |           |         |           |   |           |        
|                                                                   | GNMA                                                             |                                                     |           | 61,242                 |           |                      |           | 61,732    |           |        |           |        |           |   |           |        |          
|                                                                   | Other                                                            |                                                     |           | 940                    |           |                      |           | 940       |           |        |           | 945     |           |   |           | 945     |          
|                                                                   |                                                                  |                                                     |           |                        |           |                      |           |           |           |        |           |         |           |   |           |         |          
|                                                                   |                                                                  | Total mortgage-backed held to maturity              |           |                        | 62,182    |                      |           |           | 62,672    |        |           |         | 945       |   |           |         | 945       | 
|                                                                   |                                                                  |                                                     |           |                        |           |                      |           |           |           |        |           |         |           |   |           |         |          
|                                                                   | Total investment and mortgage-backed securities held to maturity |                                                     | $         | 199,378                |           |                      | $         | 202,925   |           |        | $         | 111,994 |           |   | $         | 114,582 |          
|                                                                   |                                                                  |                                                     |           |                        |           |                      |           |           |           |        |           |         |           |   |           |         |          

As of March 31, 2003, the carrying value of the securities was $1.52
billion and the market value was $1.54 billion. The total unrealized gain on
these securities was $22.8 million. Of this total, $19.3 million relates to
securities that are available for sale on which the unrealized gain, net of
tax, is included as an addition to stockholders equity. The difference
between the carrying value and market value of securities, which are held to
maturity, aggregating a gain of $3.5 million, has not been recognized in the
financial statements as of March 31, 2003. The unrealized net gains are the
result of movements in market interest rates.

In conjunction with the Companys review of the fair value of securities,
an other than temporary impairment charge of $787,000 was recorded for trust
preferred securities contained in the available-for-sale portfolio due to the
downgrading of the issuing banks from rating agencies.

Deposits. Deposits are the Banks primary source of funds to use in
lending and investment activities. Deposit balances were $4.03 billion at
March 31, 2003, which represented an increase of $18.6 million from $4.01
billion at December 31, 2002. Core deposit balances increased by $57.8
million, or 3.8% to $1.56 billion at March 31, 2003, compared with $1.50
billion at December 31, 2002. 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 March 31, 2003, 61.2% of our deposits were time
deposits; 20.9% were NOW, demand deposit and money market accounts; and 17.9%
were savings accounts. By comparison, at December 31, 2002, 62.4% of deposits
were time deposits; 20.3% were NOW, demand deposit and money market accounts;
and 17.3% were savings 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 March 31, 2003, less than 9% 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 17% of the Banks total deposits. The Bank accepts
deposits in excess of $100,000 from customers. Included in time deposits as of
March 31, 2003, is $1.38 billion of deposits of $100,000 or greater. Such
deposits comprise 34.3% of total deposits. The majority of the time deposits
as of March 31, 2003, mature in one year or less.

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

|                                               |                     |   |                        |           |                      |  |          |      |              |   |           |           |          |  |      |      | 
|---------------------------------------------- | ------------------- | - | ---------------------- | --------- | -------------------- |  | -------- | ---- | ------------ | - | --------- | --------- | -------- |  | ---- | ---- | 
|                                               |                     |   | At March 31, 2003      |           | At December 31, 2002
|                                               |                     |   |                        |           |                     
|                                               |                     |   |                        |           |                      |  | Weighted |      |              |   |           |           | Weighted
|                                               |                     |   | Balance                |           | Average Rate         |  | Balance  |      | Average Rate
|                                               |                     |   |                        |           |                      |  |          |      |             
|                                               |                     |   | (Dollars in Thousands)
|NOW, demand deposits and money market accounts |                     | $ | 842,976                |           |                      |  | 0.83     | %    |              | $ | 813,122   |           |          |  | 0.86 | %   
|Savings accounts                               |                     |   | 719,303                |           |                      |  | 1.08     |      |              |   | 691,318   |           |          |  | 1.10 |     
|Time deposits:                                 |                     |   |                        |           |                      |  |          |      |              |   |           |           |          |  |      |     
|                                               | Less than $100,000  |   |                        | 1,082,687 |                      |  |          | 2.19 |              |   |           | 1,109,633 |          |  |      | 2.36 | 
|                                               | $100,000 or greater |   |                        | 1,380,448 |                      |  |          | 2.33 |              |   |           | 1,392,740 |          |  |      | 2.53 | 
|                                               |                     |   |                        |           |                      |  |          |      |              |   |           |           |          |  |      |     
|                                               | Total time deposits |   |                        | 2,463,135 |                      |  |          | 2.27 |              |   |           | 2,502,373 |          |  |      | 2.45 | 
|                                               |                     |   |                        |           |                      |  |          |      |              |   |           |           |          |  |      |     
|Total deposits                                 |                     | $ | 4,025,414              |           |                      |  | 1.75     | %    |              | $ | 4,006,813 |           |          |  | 1.90 | %   
|                                               |                     |   |                        |           |                      |  |          |      |              |   |           |           |          |  |      |     

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 March 31, 2003, the Bank had $291.3
million of advances outstanding compared to $353.4 million outstanding at
December 31, 2002. During 2002, FHLB advances in the amount of $80.6 million
were utilized for the acquisition of BCC. The majority of these short-term
advances matured in the first quarter of 2003, contributing to the decrease in
advances of $62.0 million during the period.

Included in the $291.3 million of FHLB advances as of March 31, 2003, were
$19.6 million of short-term advances, which mature within one year. Of the
$271.8 million in long-term advances, $55.8 million mature between 2005 and
2008. An additional $216.0 million mature in 2008 with provisions that allow
the FHLB of San Francisco, at their option, to terminate the advances at
quarterly intervals at specified periods ranging from three to five years
beyond the original advance dates. As of March 31, 2003, $136.0 million of
these advances may be terminated at the option of the FHLB.

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 Three Months Ended
|                                |                                                                         |  | March 31,                       
|                                |                                                                         |  |                                 
|                                |                                                                         |  | 2003                             |         | 2002
|                                |                                                                         |  |                                  |         |     
|                                |                                                                         |  | (Dollars in Thousands)          
|Short-term borrowings:          |                                                                         |  |                                  |         |      |  |   |        
|FHLB of San Francisco advances: |                                                                         |  |                                  |         |      |  |   |        
|                                | Average balance outstanding                                             |  | $                                | 56,116  |      |  | $ | 7,048   |  
|                                | Maximum amount outstanding at any month end                             |  |                                  | 83,500  |      |  |   | 18,220  |  
|                                | Balance outstanding at end of period                                    |  |                                  | 19,580  |      |  |   | 9,000   |  
|                                | Weighted average interest rate during the period                        |  |                                  | 1.51    | %    |  |   | 5.56    | %
|                                | Weighted average interest rate at end of period                         |  |                                  | 1.75    | %    |  |   | 4.63    | %
|                                | Weighted average remaining term to maturity at end of period (in years) |  |                                  |        |      |  |   | 1       |  
|Long-term borrowings:           |                                                                         |  |                                  |         |      |  |   |        
|FHLB of San Francisco advances: |                                                                         |  |                                  |         |      |  |   |        
|                                | Average balance outstanding                                             |  | $                                | 273,789 |      |  | $ | 248,689 |  
|                                | Maximum amount outstanding at any month end                             |  |                                  | 275,835 |      |  |   | 253,000 |  
|                                | Balance outstanding at end of period                                    |  |                                  | 271,756 |      |  |   | 249,000 |  
|                                | Weighted average interest rate during the period                        |  |                                  | 4.93    | %    |  |   | 5.32    | %
|                                | Weighted average interest rate at end of period                         |  |                                  | 5.11    | %    |  |   | 5.36    | %
|                                | Weighted average remaining term to maturity at end of period (in years) |  |                                  | 5       |      |  |   | 6       |  

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Guaranteed Preferred Beneficial Interests in Junior Subordinated
Debentures.The Company established special purpose trusts in 1998, 2001 and
2002 for the purpose of issuing Guaranteed Preferred Beneficial Interests in
its Subordinated Debentures (Capital Securities). The trusts exist for the
sole purpose of issuing the Capital Securities and investing the proceeds
thereof in Junior Subordinated Debentures issued by the Company. The trusts
are subsidiaries of the Company and are consolidated with the Company for
reporting purposes. Payment of distributions out of the monies held by the
trust and payments on liquidation of the trust, or the redemption of the
Capital Securities, are guaranteed by the Company to the extent the trusts have
funds available. The obligations of the Company under the guarantees and
Junior Subordinated Debentures are subordinate and junior in right of payment
to all indebtedness of the Company and will be structurally subordinated to all
liabilities and obligations of the Companys subsidiaries.

The Company had $136.0 million of Capital Securities outstanding at March
31, 2003, and December 31, 2002. The proceeds of the 2002 issuances were
primarily used to fund the acquisition of BCC in October 2002.

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 March
31, 2003, the Bank met the Well Capitalized requirements under these
guidelines. The total risk-based capital ratio of the Bank at March 31, 2003,
was 12.07%, as compared with 11.52% at December 31, 2002. The ratio of Tier I
Capital (as defined in the regulations) to average assets (as defined) of the
Bank at March 31, 2003, was 7.21% as compared with 7.57% at December 31, 2002.
The decrease in the Tier I Capital to average assets ratio in comparison to the
increase in the total risk-based capital ratio is due to the impact the
acquisition of BCC had on the average balance sheet at December 31, 2002. The
Company is categorized as Well Capitalized. The Companys total risk-based
capital ratio is higher than the Banks due to the inclusion of the Capital
Securities as capital in the risk-based capital calculation. Capital
Securities are includable as capital up to 25% of Tier I Capital.

Contractual Obligation and Off-Balance Sheet Arrangements.The following
table presents, as of March 31, 2003, the Companys significant contractual
obligations by payment date. The payment amounts represent those amounts
contractually due to the recipient.

|                                                                            |  |                        |           |      |  |      |         |      |  |      |        |       |  |   |        |  |  |   |       |  |  |          |         | 
|--------------------------------------------------------------------------- |  | ---------------------- | --------- | ---- |  | ---- | ------- | ---- |  | ---- | ------ | ----- |  | - | ------ |  |  | - | ----- |  |  | -------- | ------- | 
|                                                                            |  | Payments Due In       
|                                                                            |  |                       
|                                                                            |  |                        |           |      |  |      |         |      |  |      |        |       |  |   |        |  |  |   |       |  |  | 2008 and
|                                                                            |  | 2003                   |           | 2004 |  | 2005 |         | 2006 |  | 2007 |        | after
|                                                                            |  |                        |           |      |  |      |         |      |  |      |        |      
|                                                                            |  | (Dollars in Thousands)
|Time deposits                                                               |  | $                      | 1,828,940 |      |  | $    | 602,049 |      |  | $    | 18,397 |       |  | $ | 10,229 |  |  | $ | 2,909 |  |  | $        | 611     | 
|Borrowings                                                                  |  |                        | 15,580    |      |  |      | 4,000   |      |  |      | 6,000  |       |  |   | 15,945 |  |  |   | 6,000 |  |  |          | 243,811 | 
|Guaranteed preferred beneficial interests in
junior subordinated debentures |  |                        |          |      |  |      |        |      |  |      |       |       |  |   |       |  |  |   |      |  |  |          | 136,000 | 
|Lease payment commitments                                                   |  |                        | 3,350     |      |  |      | 3,321   |      |  |      | 2,641  |       |  |   | 2,063  |  |  |   | 1,733 |  |  |          | 7,286   | 

The following table presents significant commitments at March 31, 2003
(dollars in millions):

|                                                                                               |                                       |                                           |  |                |       |                   |  |      |       | 
|---------------------------------------------------------------------------------------------- | ------------------------------------- | ----------------------------------------- |  | -------------- | ----- | ----------------- |  | ---- | ----- | 
|                                                                                               |                                       |                                           |  | March 31, 2003 |       | December 31, 2002
|                                                                                               |                                       |                                           |  |                |       |                  
|Financial instruments whose contract amounts
represent credit risk:                            |                                       |                                           |  |                |       |                   |  |     
|                                                                                               | Commitments to extend credit:         |                                           |  |                |       |                   |  |      |      
|                                                                                               |                                       | Consumer (including residential mortgage) |  | $              | 81.8  |                   |  | $    | 86.5  | 
|                                                                                               |                                       | Commercial (excluding construction)       |  |                | 290.5 |                   |  |      | 342.1 | 
|                                                                                               |                                       | Construction                              |  |                | 175.1 |                   |  |      | 188.6 | 
|                                                                                               |                                       | Letters of credit                         |  |                | 42.6  |                   |  |      | 49.1  | 
|                                                                                               | Commitments to purchase securities    |                                           |  |               |       |                   |  | 17.3 |      
|Financial instruments whose notional or
contract amounts exceed the the amount of
credit risk: |                                       |                                           |  |                |       |                   |  |     
|                                                                                               | Foreign exchange contracts receivable |                                           |  | 2.4            |       |                   |  | 10.2 |      
|                                                                                               | Foreign exchange contracts payable    |                                           |  | 2.4            |       |                   |  | 10.2 |      

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Commitments to extend credit are agreements to lend to a customer as long
as there is no violation of any condition established in the contract.
Commitments generally have fixed expiration dates or other termination clauses.
Letters of credit are conditional commitments issued by the Company to
guarantee the performance of a customer to a third party. These letters of
credit are usually secured by inventories or by deposits held at the Company.
Foreign exchange contracts are contracts to purchase or sell currencies in the
over-the-counter market. Such contracts can be either for immediate or forward
delivery. The Bank purchases or sells foreign exchange contracts in order to
hedge a balance sheet or off-balance sheet foreign exchange position.
Additionally, the Bank purchases and sells foreign exchange contracts for
customers, as long as the foreign exchange risk is fully hedged with an
offsetting position.

Liquidity.As a financial institution, we must maintain sufficient levels
of liquid assets at all times to meet our cash flow needs. The A/L Policy of
the Company, as approved by the Board of Directors, requires the Company to
maintain liquidity in an amount necessary to meet its business needs. The A/L
Policy further specifies that certain measures of liquidity be met and reported
periodically to the Board. The Board evaluates the adequacy of the Companys
available liquidity based upon current business trends. Further, the Company
projects its liquidity resources and requirements twelve months forward and
demonstrates to the Board how it will continue to meet the Board-specified
liquidity requirements during that period.

The Company has not recently experienced, nor does it anticipate, any
material changes in its liquidity resources or on its demands for such
resources, which may result from existing commitments.

The Company has not recently experienced, nor does it anticipate
experiencing, any material changes in its capital resources. The Company
maintains total borrowing capacity of approximately $928.1 million, of which
$638.5 million was available for use as of March 31, 2003.

The Company does not have any off-balance sheet financing arrangements as
of March 31, 2003, and December 31, 2002.

Capital Resources.The Company completed the acquisition of BCC on
October 28, 2002. In December 2002, the Company completed the purchase of a
branch of Broadway National Bank in New York (BNB). The total assets of BCC
were $1.45 billion, including loans of $515.1 million and securities of $865.0
million. The total deposits of BCC were $1.25 billion. In conjunction with
the BCC acquisition, the Company issued 1.3 million of new common shares to
certain BCC shareholders who held in the aggregate 25% of outstanding shares of
BCC. The acquisition was also funded with $168.8 million in cash. The Company
raised cash for this acquisition through the issuance of $90.0 million of
Guaranteed Beneficial Interests in Junior Subordinated Debentures and by
borrowing $80.6 million from the FHLB under existing borrowing arrangements.

Following the acquisition of BCC, the Company reduced its consolidated
securities position by $267.7 million and substantially eliminated the BCCs
FHLB borrowings, which resulted from the acquisition of BCC in addition to the
existing overnight borrowings of the Company.

The Company paid cash of $1.5 million for the acquisition of the BNB
branch, which had total deposits of $13.5 million. The acquisition of the BNB
branch had no significant impact on the liquidity or capital resources of the
Company.

The Company has continuously declared quarterly dividends on common stock
since 1999. During the three months ended March 31, 2003, the Company paid
aggregate dividends of $1.1 million. The payment of such dividends did not
have a significant impact of the liquidity of the Company. As a result of the
dividend payouts, the total capital of the Company was reduced by $1.1 million
during the three months ended March 31, 2003. The payment of dividends during
the first quarter of 2003 had the effect of reducing the Tier I leverage
capital ratio and risk-based capital ratio each by three basis points.

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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, 2002, on file with the Securities and Exchange Commission (SEC
File No. 0-24947).




ITEM 4. CONTROLS AND PROCEDURES

Within 90 days prior to the filing of this report, the Chief Executive
Officer and Chief Financial Officer of the Company, under the supervision and
with the participation of the Companys management, have evaluated the
disclosure controls and procedures of the Company as defined in the Securities
Exchange Act of 1934, as amended (the Exchange Act) Rule 13(a)-14 and have
determined that such controls and procedures are effective. Since the date of
the evaluations, there have been no significant changes in the Companys
internal controls or other factors that could significantly affect these
controls.




PART II- OTHER INFORMATION




ITEM 1. LEGAL PROCEEDINGS

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

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




ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

The Company entered into a Rights Agreement dated as of January 28, 2003,
with Mellon Investor Services LLC as Rights Agent (the Rights Plan). In
connection with the Rights Plan, the Companys Board of Directors authorized
the distribution of one right (Right) for each share of the Companys common
stock, outstanding as of the close of business on January 31, 2003. The Rights
were distributed on February 14, 2003, and expire on January 27, 2013. A
complete copy of the Rights Plan was attached as an exhibit to the Companys
current report on Form 8-K filed with the Securities and Exchange Commission on
January 29, 2003.




ITEM 3. DEFAULTS UPON SENIOR SECURITIES

Not applicable.




ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.




ITEM 5. OTHER INFORMATION

Corporate Developments.On April 3, 2003, the Company announced that it
had signed a definitive merger agreement under which it will acquire
privately-held First Continental Bank (FCB), a full-service commercial bank
headquartered in Rosemead, California. Under terms of the agreement, FCB would
merge into the Companys subsidiary, UCB, and the Company would issue
approximately 2.3 million shares on a post-split basis in exchange for all of
the outstanding shares of FCB. The transaction is subject to approval by FCBs
shareholders and regulatory agencies. FCB had $333.9 million in assets and
$303.1 million in deposits at December 31, 2002. Although the FCB transaction
is expected to be slightly accretive to earnings, the principal reason for the
acquisition is to strengthen the Companys franchise in Southern California.
The closing of this acquisition is anticipated to occur in the third quarter of
2003.

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Item 6. Exhibits and Reports on Form 8-K



|(a)  |  | List of Exhibits (filed herewith unless otherwise noted)                                                          
|---- |  | ------------------------------------------------------------------------------------------------------------------
|    
|3.1  |  | Amended and Restated Certificate of Incorporation of UCBH Holdings, Inc.*                                         
|    
|3.2  |  | Bylaws of UCBH Holdings, Inc.***                                                                                  
|    
|3.3  |  | Certificate of Amendment to the Amended and Restated Certificate of
Incorporation of UCBH Holdings, Inc.**        
|    
|3.3  |  | Certificate of Designation, Preferences and Rights of Series A
Participating Preferred Stock ***                  
|    
|4.0  |  | Form of Stock Certificate of UCBH Holdings, Inc.*                                                                 
|    
|4.1  |  | Indenture of UCBH Holdings, Inc., dated April 17, 1998, relating to
Series B Junior Subordinated Debentures****   
|    
|4.2  |  | Form of Certificate of Series B Junior Subordinated Debenture****                                                 
|    
|4.4  |  | Amended and Restated Declaration of Trust of UCBH Trust Co.****                                                   
|    
|4.5  |  | Form of Series B Capital Security Certificate for UCBH Trust Co.****                                              
|    
|4.6  |  | Form of Series B Guarantee of the Company relating to the Series B Capital Securities****                         
|    
|4.7  |  | Rights Agreement dated as of January 28, 2003*****                                                                
|    
|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**                                                              
|    
|21.0 |  | Subsidiaries of UCBH Holdings, Inc.***                                                                            
|    
|(b)  |  | Reports on Form 8-K                                                                                               

On January 29, 2003, the Company filed a current report on Form 8-K
reporting that on January 28, 2003, the Companys Board of Directors declared a
dividend distribution of one share purchase right for each share of the
Companys outstanding common stock in connection with a Rights Agreement dated
as of January 28, 2003, by and between the Company and Mellon Investor Services
LLC as Rights Agent.



---

|      |  |                                                                                                                                                                                                                                     
|----- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|*     |  | 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).             
|     
|***   |  | Incorporated by reference to the exhibit of the same number from the
Companys Form 10-K for the fiscal year ended December 31, 2002, filed
with the Securities and Exchange Commission on February 25, 2003 (SEC File
No. 0-24947).
|     
|****  |  | Incorporated by reference to the exhibit of the same number from the
Companys Registration Statement on Form S-4, 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 current report on Form 8-K, filed with the Securities and
Exchange Commission on January 29, 2003 (SEC File No. 0-24947).                            

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SIGNATURES

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

|                   |  |                                                
|------------------ |  | -----------------------------------------------
|                   |  | UCBH HOLDINGS, INC.                            
|                   |  |                                                
|Date: May 12, 2003 |  | /s/ Thomas S. Wu                               
|                   |  |                                                
|                   |  | Thomas S. Wu                                   
|                   |  | Chairman, President and Chief Executive Officer
|                   |  | (principal executive officer)                  
|                   |  |                                                
|Date: May 12, 2003 |  | /s/ Jonathan H. Downing                        
|                   |  |                                                
|                   |  | Jonathan H. Downing                            
|                   |  | Executive Vice President and                   
|                   |  | Chief Financial Officer                        
|                   |  | (principal financial officer)                  

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CERTIFICATIONS

I, Thomas S. Wu, certify that:

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

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

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

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

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

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

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

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

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

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

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

Date: May 12, 2003

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

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CERTIFICATIONS

I, Jonathan H. Downing, certify that:

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

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

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

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

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

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

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

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

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

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

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

Date: May 12, 2003

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

Page 26