##### Table of Contents

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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



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FORM 10-Q



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(Mark One)

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



For the quarterly period ended March 31, 2005



OR



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



For the transition period from  to



0-24571

Commission File Number



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Pulaski Financial Corp.

(Exact name of registrant as specified in its charter)



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|                                                               |  |                                        
|-------------------------------------------------------------- |  | ---------------------------------------
|Missouri                                                       |  | 43-1816913                             
|(State or other jurisdiction of incorporation or organization) |  | (I.R.S. Employer Identification Number)



|                                          |  |           
|----------------------------------------- |  | ----------
|12300 Olive Boulevard St. Louis, Missouri |  | 63141-6434
|(Address of principal executive office)   |  | (Zip Code)



Registrants
telephone number, including area code: (314) 878-2210



Not Applicable

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



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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Sections 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 ̈



Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange
Act).    Yes  x    No ̈



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



|                                       |  |                           
|-------------------------------------- |  | --------------------------
|Class                                  |  | Outstanding at May 9, 2005
|Common Stock, par value $.01 per share |  | 5,591,734 shares          



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##### Table of Contents

PULASKI FINANCIAL CORP. AND SUBSIDIARIES



FORM 10-Q



March 31, 2005



TABLE OF CONTENTS



|        |  |                                                                                                                                   |  |      
|------- |  | --------------------------------------------------------------------------------------------------------------------------------- |  | -----
|        |  |                                                                                                                                   |  | Page 
|PART I  |  | FINANCIAL INFORMATION                                                                                                             |  |      
|        |  |                                                                                                                                  
|Item 1. |  | Financial Statements                                                                                                              |  |      
|        |  |                                                                                                                                  
|        |  | Consolidated Balance Sheets at March 31, 2005 (Unaudited) and September 30, 2004                                                  |  | 1    
|        |  |                                                                                                                                  
|        |  | Consolidated Statements of Income and Comprehensive Income for the Three and Six Months Ended March 31, 2005 and 2004 (Unaudited) |  | 2    
|        |  |                                                                                                                                  
|        |  | Consolidated Statement of Stockholders Equity for the Six Months Ended March 31, 2005 (Unaudited)                                |  | 3    
|        |  |                                                                                                                                  
|        |  | Consolidated Statements of Cash Flows for the Six Months Ended March 31, 2005 and 2004 (Unaudited)                                |  | 4-5  
|        |  |                                                                                                                                  
|        |  | Notes to Unaudited Consolidated Financial Statements (Unaudited)                                                                  |  | 6-7  
|        |  |                                                                                                                                  
|Item 2. |  | Managements Discussion and Analysis of Financial Condition and Results of Operations                                             |  | 9-22 
|        |  |                                                                                                                                  
|Item 3. |  | Quantitative and Qualitative Disclosures About Market Risk                                                                        |  | 22-23
|        |  |                                                                                                                                  
|Item 4. |  | Controls and Procedures                                                                                                           |  | 23   
|        |  |                                                                                                                                  
|PART II |  | OTHER INFORMATION                                                                                                                 |  |      
|        |  |                                                                                                                                  
|Item 1. |  | Legal Proceedings                                                                                                                 |  | 24   
|        |  |                                                                                                                                  
|Item 2. |  | Unregistered Sales of Equity Securities and Use of Proceeds                                                                       |  | 24   
|        |  |                                                                                                                                  
|Item 3. |  | Defaults Upon Senior Securities                                                                                                   |  | 25   
|        |  |                                                                                                                                  
|Item 4. |  | Submission of Matters to a Vote of Security Holders                                                                               |  | 25   
|        |  |                                                                                                                                  
|Item 5. |  | Other Information                                                                                                                 |  | 25   
|        |  |                                                                                                                                  
|Item 6. |  | Exhibits                                                                                                                          |  | 25-26
|        |  |                                                                                                                                  
|        |  | Signatures                                                                                                                        |  | 27   



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##### Table of Contents

PULASKI FINANCIAL CORP. AND SUBSIDIARIES



CONSOLIDATED BALANCE SHEETS

MARCH 31, 2005 AND SEPTEMBER 30, 2004 (UNAUDITED)



|                                                                                                                                                                      |  |                |             |   |                   |   |             |  
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | -------------- | ----------- | - | ----------------- | - | ----------- | -
|                                                                                                                                                                      |  | March 31, 2005 |             |   | September 30,2004 |  
|ASSETS                                                                                                                                                                |  |                |             |   |                   |   |             |  
|Cash and amounts due from depository institutions                                                                                                                     |  | $              | 26,617,432  |   |                   | $ | 16,182,443  |  
|Federal funds sold and overnight deposits                                                                                                                             |  |                | 4,019,930   |   |                   |   | 4,113,668   |  
|                                                                                                                                                                      |  |                |             |   |                   |   |             |  
|Total cash and cash equivalents                                                                                                                                       |  |                | 30,637,362  |   |                   |   | 20,296,111  |  
|                                                                                                                                                                      |  |               
|Debt securities available for sale, at fair value                                                                                                                     |  |                | 589,000     |   |                   |   | 9,503,376   |  
|Equity securities available for sale, at fair value                                                                                                                   |  |                | 3,506,862   |   |                   |   | 3,482,732   |  
|Securities held to maturity, at amortized cost (fair value, $3,932,116 and $0 at March 31, 2005 and September 30, 2004,
respectively)                                 |  |                | 3,991,152   |   |                   |   |            |  
|Mortgage-backed and related securities held to maturity, at amortized cost (fair value, $800,653 and $943,658 at March 31, 2005 and September
30, 2004, respectively) |  |                | 741,651     |   |                   |   | 864,423     |  
|Mortgage-backed and related securities available for sale, at fair value                                                                                              |  |                | 4,908,589   |   |                   |   | 5,709,985   |  
|Capital stock of Federal Home Loan Bank - at cost                                                                                                                     |  |                | 7,715,600   |   |                   |   | 7,537,600   |  
|Loans receivable held for sale, at lower of cost or market                                                                                                            |  |                | 53,971,574  |   |                   |   | 49,151,789  |  
|Loans receivable, net of allowance for loan losses of $5,820,443 and $5,579,132 at March 31, 2005 and September 30, 2004,
respectively                                |  |                | 565,911,880 |   |                   |   | 510,584,236 |  
|Real estate acquired in settlement of loans, net of allowance for losses of $31,652 and $47,816 at March 31, 2005 and September 30, 2004,
respectively                |  |                | 420,514     |   |                   |   | 1,067,881   |  
|Premises and equipment - net                                                                                                                                          |  |                | 12,075,167  |   |                   |   | 10,701,279  |  
|Accrued interest receivable                                                                                                                                           |  |                | 3,073,635   |   |                   |   | 2,538,953   |  
|Core deposit intangible                                                                                                                                               |  |                | 480,007     |   |                   |   | 523,644     |  
|Bank owned life insurance                                                                                                                                             |  |                | 15,314,967  |   |                   |   | 11,553,961  |  
|Other assets                                                                                                                                                          |  |                | 5,357,409   |   |                   |   | 4,370,381   |  
|                                                                                                                                                                      |  |                |             |   |                   |   |             |  
|TOTAL ASSETS                                                                                                                                                          |  | $              | 708,695,369 |   |                   | $ | 637,886,351 |  
|                                                                                                                                                                      |  |                |             |   |                   |   |             |  
|LIABILITIES AND STOCKHOLDERS EQUITY                                                                                                                                  |  |                |             |   |                   |   |             |  
|LIABILITIES:                                                                                                                                                          |  |                |             |   |                   |   |             |  
|Deposits                                                                                                                                                              |  | $              | 493,236,297 |   |                   | $ | 406,798,593 |  
|Advances from Federal Home Loan Bank                                                                                                                                  |  |                | 121,100,000 |   |                   |   | 154,600,000 |  
|Note payable                                                                                                                                                          |  |                | 3,660,000   |   |                   |   | 3,830,000   |  
|Subordinated debentures                                                                                                                                               |  |                | 19,589,000  |   |                   |   | 9,279,000   |  
|Advance payments by borrowers for taxes and insurance                                                                                                                 |  |                | 1,432,870   |   |                   |   | 2,624,699   |  
|Accrued interest payable                                                                                                                                              |  |                | 840,160     |   |                   |   | 504,722     |  
|Due to other banks                                                                                                                                                    |  |                | 17,839,055  |   |                   |   | 14,463,691  |  
|Other liabilities                                                                                                                                                     |  |                | 6,037,978   |   |                   |   | 4,812,075   |  
|                                                                                                                                                                      |  |                |             |   |                   |   |             |  
|Total liabilities                                                                                                                                                     |  |                | 663,735,360 |   |                   |   | 596,912,780 |  
|                                                                                                                                                                      |  |                |             |   |                   |   |             |  
|STOCKHOLDERS EQUITY:                                                                                                                                                 |  |                |             |   |                   |   |             |  
|Preferred stock - $.01 par value per share, authorized 1,000,000 shares; none issued or outstanding                                                                   |  |                |            |   |                   |   |            |  
|Common stock - $.01 par value per share, authorized 18,000,000 shares; 7,945,770 shares issued at March 31, 2005 and September 30, 2004,
respectively                 |  |                | 79,458      |   |                   |   | 79,458      |  
|Treasury stock - at cost (2,354,038 and 2,460,785 shares at March 31, 2005 and September 30, 2004, respectively)                                                      |  |                | (17,414,671 | ) |                   |   | (17,869,317 | )
|Treasury stock - equity trust - at cost (266,800 and 232,600 shares at March 31, 2005 and September 30, 2004, respectively)                                           |  |                | (3,364,489  | ) |                   |   | (2,842,407  | )
|Additional paid-in capital                                                                                                                                            |  |                | 30,006,439  |   |                   |   | 28,974,701  |  
|Unearned MRDP shares                                                                                                                                                  |  |                | (110,778    | ) |                   |   | (131,075    | )
|Unearned ESOP shares (11,238 and 36,755 unreleased shares at March 31, 2005 and September 30, 2004, respectively)                                                     |  |                | (56,186     | ) |                   |   | (183,773    | )
|Accumulated other comprehensive (loss) income                                                                                                                         |  |                | (28,346     | ) |                   |   | 18,807      |  
|Retained earnings                                                                                                                                                     |  |                | 35,848,582  |   |                   |   | 32,927,177  |  
|                                                                                                                                                                      |  |                |             |   |                   |   |             |  
|Total stockholders equity                                                                                                                                            |  |                | 44,960,009  |   |                   |   | 40,973,571  |  
|                                                                                                                                                                      |  |                |             |   |                   |   |             |  
|TOTAL LIABILITIES AND STOCKHOLDERS EQUITY                                                                                                                            |  | $              | 708,695,369 |   |                   | $ | 637,886,351 |  
|                                                                                                                                                                      |  |                |             |   |                   |   |             |  



See accompanying notes to the
unaudited consolidated financial statements.



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##### Table of Contents

PULASKI FINANCIAL CORP. AND SUBSIDIARIES



CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME

THREE AND SIX MONTHS ENDED MARCH 31, 2005 AND 2004 (UNAUDITED)



|                                                    |  |                              |           |   |                            |   |           |      |  |   |            |   |  |   |            |  
|--------------------------------------------------- |  | ---------------------------- | --------- | - | -------------------------- | - | --------- | ---- |  | - | ---------- | - |  | - | ---------- | -
|                                                    |  | Three Months Ended March 31, |           |   | Six Months Ended March 31, |  
|                                                    |  | 2005                         |           |   | 2004                       |   |           | 2005 |  |   | 2004       |  
|INTEREST INCOME:                                    |  |                              |           |   |                            |   |           |      |  |   |            |   |  |   |            |  
|Loans receivable                                    |  | $                            | 8,538,730 |   |                            | $ | 5,007,604 |      |  | $ | 16,543,059 |   |  | $ | 9,908,766  |  
|Debt and equity securities                          |  |                              | 56,087    |   |                            |   | 34,087    |      |  |   | 99,609     |   |  |   | 68,097     |  
|Mortgage-backed securities                          |  |                              | 70,759    |   |                            |   | 101,932   |      |  |   | 147,593    |   |  |   | 212,625    |  
|Capital stock of the Federal Home Loan Bank         |  |                              | 63,112    |   |                            |   | 15,380    |      |  |   | 121,754    |   |  |   | 41,748     |  
|Other                                               |  |                              | 26,499    |   |                            |   | 12,489    |      |  |   | 49,207     |   |  |   | 28,085     |  
|                                                    |  |                              |           |   |                            |   |           |      |  |   |            |   |  |   |            |  
|Total interest income                               |  |                              | 8,755,187 |   |                            |   | 5,171,492 |      |  |   | 16,961,222 |   |  |   | 10,259,321 |  
|                                                    |  |                              |           |   |                            |   |           |      |  |   |            |   |  |   |            |  
|INTEREST EXPENSE:                                   |  |                              |           |   |                            |   |           |      |  |   |            |   |  |   |            |  
|Deposits                                            |  |                              | 1,957,908 |   |                            |   | 1,125,352 |      |  |   | 3,815,907  |   |  |   | 2,311,428  |  
|Advances from Federal Home Loan Bank                |  |                              | 1,150,714 |   |                            |   | 504,987   |      |  |   | 2,242,840  |   |  |   | 944,435    |  
|Subordinated debentures                             |  |                              | 236,493   |   |                            |   | 952       |      |  |   | 367,249    |   |  |   | 953        |  
|Note payable                                        |  |                              | 41,731    |   |                            |   | 11,666    |      |  |   | 80,488     |   |  |   | 11,667     |  
|                                                    |  |                              |           |   |                            |   |           |      |  |   |            |   |  |   |            |  
|Total interest expense                              |  |                              | 3,386,846 |   |                            |   | 1,642,957 |      |  |   | 6,506,484  |   |  |   | 3,268,482  |  
|                                                    |  |                              |           |   |                            |   |           |      |  |   |            |   |  |   |            |  
|NET INTEREST INCOME                                 |  |                              | 5,368,341 |   |                            |   | 3,528,535 |      |  |   | 10,454,738 |   |  |   | 6,990,839  |  
|                                                    |  |                              |           |  
|PROVISION FOR LOAN LOSSES                           |  |                              | 117,513   |   |                            |   | 316,260   |      |  |   | 466,727    |   |  |   | 579,775    |  
|                                                    |  |                              |           |   |                            |   |           |      |  |   |            |   |  |   |            |  
|NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES |  |                              | 5,250,828 |   |                            |   | 3,212,275 |      |  |   | 9,988,011  |   |  |   | 6,411,064  |  
|                                                    |  |                              |           |   |                            |   |           |      |  |   |            |   |  |   |            |  
|NON-INTEREST INCOME:                                |  |                              |           |   |                            |   |           |      |  |   |            |   |  |   |            |  
|Retail banking fees                                 |  |                              | 566,241   |   |                            |   | 546,778   |      |  |   | 1,185,405  |   |  |   | 1,076,784  |  
|Mortgage revenues                                   |  |                              | 1,065,748 |   |                            |   | 930,322   |      |  |   | 2,154,229  |   |  |   | 2,082,142  |  
|Gain on sale of second mortgage residential loans   |  |                              | 197,000   |   |                            |   |          |      |  |   | 226,000    |   |  |   |           |  
|Title policy revenues                               |  |                              | 199,881   |   |                            |   |          |      |  |   | 358,624    |   |  |   |           |  
|Investment brokerage revenues                       |  |                              | 259,345   |   |                            |   |          |      |  |   | 398,145    |   |  |   |           |  
|Insurance commissions                               |  |                              | 49,261    |   |                            |   | 66,318    |      |  |   | 116,434    |   |  |   | 108,697    |  
|Gain on sale of securities                          |  |                              |          |   |                            |   | 455,747   |      |  |   |           |   |  |   | 736,084    |  
|Other                                               |  |                              | 247,850   |   |                            |   | 179,799   |      |  |   | 491,987    |   |  |   | 386,534    |  
|                                                    |  |                              |           |   |                            |   |           |      |  |   |            |   |  |   |            |  
|Total non-interest income                           |  |                              | 2,585,326 |   |                            |   | 2,178,964 |      |  |   | 4,930,823  |   |  |   | 4,390,242  |  
|                                                    |  |                              |           |   |                            |   |           |      |  |   |            |   |  |   |            |  
|NON-INTEREST EXPENSE:                               |  |                              |           |   |                            |   |           |      |  |   |            |   |  |   |            |  
|Salaries and employee benefits                      |  |                              | 2,481,057 |   |                            |   | 1,454,747 |      |  |   | 4,549,369  |   |  |   | 2,914,900  |  
|Occupancy, equipment and data processing expense    |  |                              | 1,020,729 |   |                            |   | 880,123   |      |  |   | 1,957,136  |   |  |   | 1,778,811  |  
|Advertising                                         |  |                              | 236,017   |   |                            |   | 171,841   |      |  |   | 359,687    |   |  |   | 339,274    |  
|Professional services                               |  |                              | 250,440   |   |                            |   | 169,957   |      |  |   | 447,377    |   |  |   | 338,113    |  
|Other                                               |  |                              | 675,621   |   |                            |   | 467,587   |      |  |   | 1,330,206  |   |  |   | 942,713    |  
|                                                    |  |                              |           |   |                            |   |           |      |  |   |            |   |  |   |            |  
|Total non-interest expense                          |  |                              | 4,663,864 |   |                            |   | 3,144,255 |      |  |   | 8,643,775  |   |  |   | 6,313,811  |  
|                                                    |  |                              |           |   |                            |   |           |      |  |   |            |   |  |   |            |  
|INCOME BEFORE INCOME TAXES                          |  |                              | 3,172,290 |   |                            |   | 2,246,984 |      |  |   | 6,275,059  |   |  |   | 4,487,495  |  
|                                                    |  |                              |           |  
|INCOME TAXES                                        |  |                              | 1,165,049 |   |                            |   | 818,986   |      |  |   | 2,358,100  |   |  |   | 1,655,493  |  
|                                                    |  |                              |           |   |                            |   |           |      |  |   |            |   |  |   |            |  
|NET INCOME                                          |  | $                            | 2,007,241 |   |                            | $ | 1,427,998 |      |  | $ | 3,916,959  |   |  | $ | 2,832,002  |  
|                                                    |  |                              |           |   |                            |   |           |      |  |   |            |   |  |   |            |  
|OTHER COMPREHENSIVE LOSS                            |  |                              | (28,345   | ) |                            |   | (203,627  | )    |  |   | (47,153    | ) |  |   | (350,309   | )
|                                                    |  |                              |           |   |                            |   |           |      |  |   |            |   |  |   |            |  
|COMPREHENSIVE INCOME                                |  | $                            | 1,978,896 |   |                            | $ | 1,224,371 |      |  | $ | 3,869,806  |   |  | $ | 2,481,693  |  
|                                                    |  |                              |           |   |                            |   |           |      |  |   |            |   |  |   |            |  
|Per share amounts:                                  |  |                              |           |   |                            |   |           |      |  |   |            |   |  |   |            |  
|Basic earnings per share                            |  | $                            | 0.36      |   |                            | $ | 0.27      |      |  | $ | 0.71       |   |  | $ | 0.53       |  
|                                                    |  |                              |           |   |                            |   |           |      |  |   |            |   |  |   |            |  
|Basic weighted average common shares outstanding    |  |                              | 5,555,830 |   |                            |   | 5,376,407 |      |  |   | 5,510,578  |   |  |   | 5,373,233  |  
|Diluted earnings per share                          |  | $                            | 0.34      |   |                            | $ | 0.25      |      |  | $ | 0.67       |   |  | $ | 0.49       |  
|                                                    |  |                              |           |   |                            |   |           |      |  |   |            |   |  |   |            |  
|Diluted weighted average common shares outstanding  |  |                              | 5,875,910 |   |                            |   | 5,823,680 |      |  |   | 5,849,656  |   |  |   | 5,800,431  |  



See accompanying notes to the
unaudited consolidated financial statements



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##### Table of Contents

PULASKI FINANCIAL CORP. AND SUBSIDIARIES



CONSOLIDATED STATEMENT OF STOCKHOLDERS EQUITY

SIX MONTHS ENDED MARCH 31, 2005 (UNAUDITED)



|                                                                   |  |             |        |                |   |             |                          |  |                                                       |            |  |                    |          |   |                                            |   |          |                  |  |   |         |   |  |   |            |   |  |   |            |  
|------------------------------------------------------------------ |  | ----------- | ------ | -------------- | - | ----------- | ------------------------ |  | ----------------------------------------------------- | ---------- |  | ------------------ | -------- | - | ------------------------------------------ | - | -------- | ---------------- |  | - | ------- | - |  | - | ---------- | - |  | - | ---------- | -
|                                                                   |  | CommonStock |        | Treasury Stock |   |             | AdditionalPaid-InCapital |  | UnearnedManagementRecognition &DevelopmentPlan Shares |            |  | UnearnedESOPshares |          |   | AccumulatedOtherComprehensiveIncome (Loss) |   |          | RetainedEarnings |  |   | Total   |  
|BALANCE September 30, 2004                                         |  | $           | 79,458 |                | $ | (20,711,724 | )                        |  | $                                                     | 28,974,701 |  | $                  | (131,075 | ) |                                            | $ | (183,773 | )                |  | $ | 18,807  |   |  | $ | 32,927,177 |   |  | $ | 40,973,571 |  
|Net income                                                         |  |             |        |                |   |             |                          |  |                                                       |            |  |                    |          |   |                                            |   |          |                  |  |   |         |   |  | $ | 3,916,959  |   |  | $ | 3,916,959  |  
|Change in unrealized gains on securities                           |  |             |        |                |   |             |                          |  |                                                       |            |  |                    |          |   |                                            |   |          |                  |  | $ | (47,153 | ) |  |   |            |   |  | $ | (47,153    | )
|                                                                   |  |             |        |                |   |             |                          |  |                                                       |            |  |                    |          |   |                                            |   |          |                  |  |   |         |   |  |   |            |   |  |   |            |  
|Total comprehensive income                                         |  |             |        |                |   |             |                          |  |                                                       |            |  |                    |          |   |                                            |   |          |                  |  |   |         |   |  |   |            |   |  | $ | 3,869,806  |  
|                                                                   |  |             |        |                |   |             |                          |  |                                                       |            |  |                    |          |   |                                            |   |          |                  |  |   |         |   |  |   |            |   |  |   |            |  
|Dividends ($0.18 per share)                                        |  |             |        |                |   |             |                          |  |                                                       |            |  |                    |          |   |                                            |   |          |                  |  |   |         |   |  | $ | (995,554   | ) |  | $ | (995,554   | )
|Stock options exercised                                            |  |             |        |                | $ | 628,071     |                          |  | $                                                     | 109,954    |  |                    |          |   |                                            |   |          |                  |  |   |         |   |  |   |            |   |  | $ | 738,025    |  
|Noncash compensation expense for stock option grants               |  |             |        |                |   |             |                          |  | $                                                     | 329        |  |                    |          |   |                                            |   |          |                  |  |   |         |   |  |   |            |   |  | $ | 329        |  
|Stock repurchase (8,714 shares)                                    |  |             |        |                | $ | (184,365    | )                        |  |                                                       |            |  |                    |          |   |                                            |   |          |                  |  |   |         |   |  |   |            |   |  | $ | (184,365   | )
|Equity trust shares purchased                                      |  |             |        |                | $ | (522,082    | )                        |  | $                                                     | 522,082    |  |                    |          |   |                                            |   |          |                  |  |   |         |   |  |   |            |   |  |   |           |  
|Release of ESOP shares                                             |  |             |        |                |   |             |                          |  | $                                                     | 370,404    |  |                    |          |   |                                            | $ | 127,587  |                  |  |   |         |   |  |   |            |   |  | $ | 497,991    |  
|Management Recognition and Development Plan shares issued          |  |             |        |                | $ | 10,940      |                          |  | $                                                     | 28,969     |  | $                  | (39,909  | ) |                                            |   |          |                  |  |   |         |   |  |   |            |   |  |   |           |  
|Amortization of Management Recognition and Development Plan shares |  |             |       |                |   |            |                          |  |                                                       |           |  | $                  | 60,206   |   |                                            |   |         |                  |  |   |        |   |  |   |           |   |  | $ | 60,206     |  
|                                                                   |  |             |        |                |   |             |                          |  |                                                       |            |  |                    |          |   |                                            |   |          |                  |  |   |         |   |  |   |            |   |  |   |            |  
|BALANCE March 31, 2005                                             |  | $           | 79,458 |                | $ | (20,779,160 | )                        |  | $                                                     | 30,006,439 |  | $                  | (110,778 | ) |                                            | $ | (56,186  | )                |  | $ | (28,346 | ) |  | $ | 35,848,582 |   |  | $ | 44,960,009 |  
|                                                                   |  |             |        |                |   |             |                          |  |                                                       |            |  |                    |          |   |                                            |   |          |                  |  |   |         |   |  |   |            |   |  |   |            |  



See accompanying notes to the
unaudited consolidated financial statements.



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PULASKI FINANCIAL CORP. AND SUBSIDIARIES



CONSOLIDATED STATEMENTS OF CASH FLOWS FOR SIX MONTHS

ENDED MARCH 31, 2005 (UNAUDITED) AND MARCH 31, 2004 (UNAUDITED)



|                                                                              |  |      |              |   |      |   |              |  
|----------------------------------------------------------------------------- |  | ---- | ------------ | - | ---- | - | ------------ | -
|                                                                              |  | 2005 |              |   | 2004 |  
|CASH FLOWS FROM OPERATING ACTIVITIES:                                         |  |      |              |   |      |   |              |  
|Net income                                                                    |  | $    | 3,916,959    |   |      | $ | 2,832,002    |  
|Adjustments to reconcile net income to net cash from operating activities:    |  |      |              |   |      |   |              |  
|Depreciation, amortization and accretion:                                     |  |      |              |   |      |   |              |  
|Premises and equipment                                                        |  |      | 599,445      |   |      |   | 552,364      |  
|Deferred loan fees, discounts and premiums                                    |  |      | 1,140,697    |   |      |   | 410,643      |  
|Management Recognition and Development Plan stock awards                      |  |      | 60,206       |   |      |   | 103,775      |  
|ESOP shares committed to be released                                          |  |      | 497,991      |   |      |   | 148,734      |  
|Provision for loan losses                                                     |  |      | 466,727      |   |      |   | 579,775      |  
|Provision for losses on real estate acquired in settlement of loans           |  |      | 69,791       |   |      |   | 21,448       |  
|Losses (gains) on sale of real estate acquired in settlement of loans         |  |      | 32,271       |   |      |   | (523         | )
|Originations of loans receivable for sale to correspondent lenders            |  |      | (411,752,215 | ) |      |   | (362,530,153 | )
|Proceeds from sales of loans to correspondent lenders                         |  |      | 408,825,954  |   |      |   | 366,768,095  |  
|Gain on sales of loans-held for sale                                          |  |      | (1,893,524   | ) |      |   | (1,704,767   | )
|Gain on sales of second mortgage residential loans                            |  |      | (226,110     | ) |      |   |             |  
|Gain on sales of securities                                                   |  |      |             |   |      |   | (736,084     | )
|Increase in cash value of bank-owned life insurance policies                  |  |      | (261,006     | ) |      |   | (193,719     | )
|Noncash compensation expense for stock option grants                          |  |      | 329          |   |      |   |             |  
|Changes in other assets and liabilities                                       |  |      | 112,170      |   |      |   | (2,962,228   | )
|                                                                              |  |      |              |   |      |   |              |  
|Net adjustments                                                               |  |      | (2,327,274   | ) |      |   | 457,360      |  
|                                                                              |  |      |              |   |      |   |              |  
|Net cash provided by operating activities                                     |  |      | 1,589,685    |   |      |   | 3,289,362    |  
|                                                                              |  |      |              |   |      |   |              |  
|CASH FLOWS FROM INVESTING ACTIVITIES:                                         |  |      |              |   |      |   |              |  
|Proceeds from sales of investment securities                                  |  |      |             |   |      |   | 2,163,232    |  
|Proceeds from maturities of investment securities                             |  |      | 9,250,000    |   |      |   | 1,050,000    |  
|Proceeds from redemption of FHLB stock                                        |  |      | 3,577,000    |   |      |   | 3,701,600    |  
|Purchase of bank-owned life insurance policy                                  |  |      | (3,500,000   | ) |      |   |             |  
|Purchases of securities and Federal Home Loan Bank stock                      |  |      | (8,093,018   | ) |      |   | (6,430,774   | )
|Principal payments received on mortgage-backed securities                     |  |      | 837,493      |   |      |   | 1,033,600    |  
|Proceeds from sales of second mortgage residential loans                      |  |      | 9,353,577    |   |      |   | 2,477,450    |  
|Net increase in loans                                                         |  |      | (66,660,597  | ) |      |   | (106,091,603 | )
|Proceeds from sales of real estate acquired in settlement of loans receivable |  |      | 1,141,100    |   |      |   | 54,500       |  
|Net additions to premises and equipment                                       |  |      | (1,973,333   | ) |      |   | (705,551     | )
|                                                                              |  |      |              |   |      |   |              |  
|Net cash used in investing activities                                         |  |      | (56,067,778  | ) |      |   | (102,747,546 | )
|                                                                              |  |      |              |   |      |   |              |  
|CASH FLOWS FROM FINANCING ACTIVITIES:                                         |  |      |              |   |      |   |              |  
|Net increase in deposits                                                      |  |      | 86,437,704   |   |      |   | 3,391,505    |  
|Proceeds from Federal Home Loan Bank advances, net                            |  |      | (33,500,000  | ) |      |   | 75,000,000   |  
|Proceeds on note payable                                                      |  |      |             |   |      |   | 4,000,000    |  
|Repayment on note payable                                                     |  |      | (170,000     | ) |      |   |             |  
|Proceeds from issuance of subordinated debentures                             |  |      | 10,310,000   |   |      |   | 9,279,000    |  
|Net increase in due to other banks                                            |  |      | 3,375,364    |   |      |   | 6,458,696    |  
|Net decrease in advance payments by borrowers for taxes and insurance         |  |      | (1,191,829   | ) |      |   | (1,190,686   | )
|Treasury stock issued under stock option plan                                 |  |      | 738,025      |   |      |   | 346,173      |  
|Dividends paid on common stock                                                |  |      | (995,554     | ) |      |   | (644,760     | )
|Stock repurchase                                                              |  |      | (184,365     | ) |      |   | (558,765     | )
|                                                                              |  |      |              |   |      |   |              |  
|Net cash provided by financing activities                                     |  |      | 64,819,345   |   |      |   | 96,081,163   |  
|                                                                              |  |      |              |   |      |   |              |  



(Continued)



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PULASKI FINANCIAL CORP. AND SUBSIDIARIES



CONSOLIDATED STATEMENTS OF CASH FLOWS FOR SIX MONTHS ENDED

ENDED MARCH 31, 2005 (UNAUDITED) AND MARCH 31, 2004 (UNAUDITED)



|                                                     |  |      |            |      |   |            |  
|---------------------------------------------------- |  | ---- | ---------- | ---- | - | ---------- | -
|                                                     |  | 2005 |            | 2004 |  
|NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS |  | $    | 10,341,251 |      | $ | (3,377,021 | )
|                                                     |  |     
|CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD     |  |      | 20,296,111 |      |   | 18,655,646 |  
|                                                     |  |      |            |      |   |            |  
|CASH AND CASH EQUIVALENTS AT END OF PERIOD           |  | $    | 30,637,362 |      | $ | 15,278,625 |  
|                                                     |  |      |            |      |   |            |  
|ADDITIONAL DISCLOSURES OF CASH FLOW INFORMATION:     |  |      |            |      |   |            |  
|Cash paid during the period for:                     |  |      |            |      |   |            |  
|Interest                                             |  | $    | 6,171,046  |      | $ | 3,316,063  |  
|Income taxes                                         |  |      | 2,648,183  |      |   | 3,074,366  |  
|                                                     |  |     
|NONCASH INVESTING ACTIVITIES:                        |  |      |            |      |   |            |  
|Real estate acquired in settlement of loans          |  |      | 595,795    |      |   | 304,184    |  



See accompanying notes to the
unaudited consolidated financial statements.



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##### Table of Contents

PULASKI FINANCIAL CORP. AND SUBSIDIARIES



NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)



|1. | FINANCIAL STATEMENTS
|-- | --------------------



The unaudited consolidated financial statements include the accounts of Pulaski Financial Corp. (the Company) and its wholly owned subsidiary,
Pulaski Bank (the Bank), and its wholly owned subsidiary, Pulaski Service Corporation. All significant intercompany accounts and transactions have been eliminated. The assets of the Company consist primarily of the outstanding shares of
the Bank, and it has no significant liabilities. Accordingly, the information set forth in this report, including the consolidated financial statements and related financial data, relates primarily to the Bank. The Company operates as a single
business segment, providing traditional community banking services through its full service branch network.



In the opinion of management, the unaudited consolidated financial statements contain all adjustments (consisting only of normal recurring accruals)
necessary for a fair presentation of the financial condition of the Company as of March 31, 2005 and September 30, 2004 and its results of operations for the three and six-month periods ended March 31, 2005 and 2004. The results of operations for
the three and six-months ended March 31, 2005 are not necessarily indicative of the operating results that may be expected for the entire fiscal year. These unaudited consolidated financial statements should be read in conjunction with the
Companys audited consolidated financial statements for the year ended September 30, 2004 contained in the Companys 2004 Annual Report to Stockholders, which was filed as an exhibit to the Companys Annual Report on Form 10-K for the
year ended September 30, 2004.



|2. | EARNINGS PER SHARE
|-- | ------------------



|                                              |  |                             |  |                            |  |           |  |          
|--------------------------------------------- |  | --------------------------- |  | -------------------------- |  | --------- |  | ---------
|                                              |  | Three Months EndedMarch 31, |  | Six Months Ended March 31,
|                                              |  | 2005                        |  | 2004                       |  | 2005      |  | 2004     
|Weighted average shares outstanding - basic   |  | 5,555,830                   |  | 5,376,407                  |  | 5,510,578 |  | 5,373,233
|Effect of dilutive stock options              |  | 320,080                     |  | 447,273                    |  | 339,078   |  | 427,198  
|                                              |  |                             |  |                            |  |           |  |          
|Weighted average shares outstanding - diluted |  | 5,875,910                   |  | 5,823,680                  |  | 5,849,656 |  | 5,800,431
|                                              |  |                             |  |                            |  |           |  |          
|Anti-dilutive shares                          |  | 7,766                       |  | 16,782                     |  | 7,424     |  | 9,596    
|                                              |  |                             |  |                            |  |           |  |          
|Net income per share-basic                    |  | 0.36                        |  | 0.27                       |  | 0.71      |  | 0.53     
|Net income per share-diluted                  |  | 0.34                        |  | 0.25                       |  | 0.67      |  | 0.49     



Under the treasury
stock method, outstanding stock options are dilutive when the average market price of the Companys common stock exceeds the option price during a period. In addition, proceeds from the assumed exercise of dilutive options along with the
related tax benefit are assumed to be used to repurchase common shares at the average market price of such stock during the period. Anti-dilutive shares are those option shares with exercise prices in excess of the current market value.



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In December 2002, the FASB issued SFAS No. 148, Accounting for Stock-Based Compensation 
Transition and Disclosure (SFAS 148), which provides alternative methods of transition for a voluntary change to the fair value based method of accounting for stock-based employee compensation. In addition, SFAS 148 requires disclosures in the
interim as well as annual financial statements about the method of accounting used for stock-based employee compensation and the effect of the method on net income. The Company has elected to continue to account for stock-based employee compensation
under APB Opinion No. 25. Accordingly, no stock-based employee compensation cost related to options granted is reflected in net income, as all options granted under those plans had an exercise price equal to the market value of the underlying common
stock on the date of the grant.



The following table shows pro
forma compensation expense, net income and earnings per share as if the Company had applied the fair value recognition provisions of Statement of Financial Accounting Standards No.123, Accounting for Stock Based Compensation.



|                                                                                                                               |  |                                       |           |   |                             |   |           |      |  |   |           |   |  |   |           |  
|------------------------------------------------------------------------------------------------------------------------------ |  | ------------------------------------- | --------- | - | --------------------------- | - | --------- | ---- |  | - | --------- | - |  | - | --------- | -
|                                                                                                                               |  | Three Months Ended, March 31,         |           |   | Six Months Ended, March 31, |  
|                                                                                                                               |  | 2005                                  |           |   | 2004                        |   |           | 2005 |  |   | 2004      |  
|                                                                                                                               |  | (In thousands, except per share data) |          
|Net income, as reported:                                                                                                       |  | $                                     | 2,007,241 |   |                             | $ | 1,427,998 |      |  | $ | 3,916,959 |   |  | $ | 2,832,002 |  
|Add: Total employee stock-based compensation expense - included in reported net income - reported net of tax expense           |  |                                       | 109,080   |   |                             |   | 122,304   |      |  |   | 351,664   |   |  |   | 159,081   |  
|Deduct: Total stock-based employee compensation expense, determined under fair value method for all awards - net of tax effect |  |                                       | (148,986  | ) |                             |   | (164,483  | )    |  |   | (430,836  | ) |  |   | (240,864  | )
|                                                                                                                               |  |                                       |           |   |                             |   |           |      |  |   |           |   |  |   |           |  
|Pro forma net income attributable to common stock                                                                              |  | $                                     | 1,967,335 |   |                             | $ | 1,385,819 |      |  | $ | 3,837,787 |   |  | $ | 2,750,219 |  
|                                                                                                                               |  |                                       |           |   |                             |   |           |      |  |   |           |   |  |   |           |  
|Earnings per share:                                                                                                            |  |                                       |           |   |                             |   |           |      |  |   |           |   |  |   |           |  
|Basic - as reported                                                                                                            |  |                                       | 0.36      |   |                             |   | 0.27      |      |  |   | 0.71      |   |  |   | 0.53      |  
|Basic - pro forma                                                                                                              |  |                                       | 0.35      |   |                             |   | 0.26      |      |  |   | 0.70      |   |  |   | 0.51      |  
|                                                                                                                               |  |                                       |           |  
|Diluted - as reported                                                                                                          |  |                                       | 0.34      |   |                             |   | 0.25      |      |  |   | 0.67      |   |  |   | 0.49      |  
|Diluted - pro forma                                                                                                            |  |                                       | 0.33      |   |                             |   | 0.24      |      |  |   | 0.66      |   |  |   | 0.47      |  



|3. | Corporation Obligated Floating Rate Trust Preferred Securities
|-- | --------------------------------------------------------------



On March 30, 2004, Pulaski Financial Statutory Trust I (Trust I), a Connecticut statutory trust, issued $9.0 million adjustable-rate preferred
securities. The proceeds from this issuance, along with the Companys $279,000 capital contribution for Trust Is common securities, were used to acquire $9.3 million aggregate principal amount of the Companys floating rate junior
subordinated deferrable interest debentures due 2034 (the Debentures), which constitute the sole asset of Trust I. The interest rate on the Debentures and the capital securities is variable and adjustable quarterly at 2.70% over the
three-month LIBOR, with an initial rate of 3.81%. The current rate is 5.73%.



The stated maturity of the Debentures is June 17, 2034. In addition, the Debentures are subject to redemption at par at the option of the Company, subject to prior regulatory approval, in whole or in part on any
interest payment date on or after June 17, 2009.



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On December 15, 2004, Pulaski Financial Statutory Trust II (Trust II), a Delaware statutory
trust, issued $10.0 million adjustable-rate preferred securities. The proceeds from this issuance, along with the Companys $310,000 capital contribution for Trust IIs common securities, were used to acquire $10.3 million of the
Companys floating rate junior subordinated deferrable interest debentures due 2034 (the Debentures), which constitute the sole asset of Trust II. The interest rate on the Debentures and the capital securities is variable and
adjustable quarterly at 1.86% over the three-month LIBOR, with an initial rate of 4.31%. The current rate is 4.87%.



The stated maturity of the Debentures is December 15, 2034. In addition, the Debentures are subject to redemption at par at the option of the Company,
subject to prior regulatory approval, in whole or in part on any interest payment date on or after December 15, 2009.



|4. | RECLASSIFICATIONS
|-- | -----------------



Certain reclassifications have been made to 2004 amounts to conform to the 2005 presentation.



* * * * * *



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MANAGEMENTS DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS



FORWARD LOOKING STATEMENTS



This report contains forward-looking statements within the meaning of the federal securities
laws. These statements are not historical facts, rather they are statements based on the Companys current expectations regarding its business strategies, intended results and future performance. Forward-looking statements are generally
preceded by terms such as expects, believes, anticipates, intends and similar expressions.



Forward-looking statements are not guarantees of future performance. Numerous risks and uncertainties could cause the Companys actual results, performance and
achievements to be materially different from those expressed or implied by the forward-looking statements. Factors that may cause or contribute to these differences include, without limitation, general economic conditions, including changes in
market interest rates and changes in monetary and fiscal policies of the federal government; legislative and regulatory changes; changes in accounting principles and guidelines; competition, demand for loan products; deposit flows; and other factors
disclosed periodically in the Companys filings with the Securities and Exchange Commission.



Because of the risks and uncertainties inherent in forward-looking statements, readers are cautioned not to place undue reliance on them, whether included in this report or made elsewhere from time to time by the
Company or on its behalf. Except as required by applicable law or regulation, the Company assumes no obligation to update any forward-looking statements.



OVERVIEW



Managements discussion and analysis of financial condition and results of operations is intended to assist in understanding the financial condition and results of
operations of the Company. The information contained in this section should be read in conjunction with the unaudited consolidated financial statements and accompanying notes thereto.



The Companys business strategy is to focus on the growth and efficiency of five core products, which includes two deposit
products, checking and money market accounts, and three loan products, residential, home equity and commercial loans. These five products provide the primary source of the Banks operating income and are the focus of
the Companys growth in the balance sheet. Driving these relationships are more than 50 seasoned residential and commercial lenders in the Companys two market locations, St. Louis and Kansas City, which includes seven branch locations and
two loan production offices. Following important gains in each of these products over the last year, the Company realized increased diluted earnings per share of $0.09 and $0.18 to $0.34 and $0.67 for the three and six-month periods ending March 31,
2005 compared to the same periods a year ago. Net income grew 40.6% and 38.3% for the same periods to $2.0 million and $3.9 million, respectively as the Company experienced stronger net interest income from strong loan growth.



The Company benefited from strong net interest income growth, which increased 52% to $5.4
million for the quarter ended March 31, 2005. For the six-month period ended March 31, 2005, the retained loan portfolio increased 10.8% or $55.3 million to $565.9 million, and year over year, the average balance of the retained loan portfolio
increased $233.6 million to $555.3 million from $321.7 million for the same period ended March 31, 2004. Loan growth during the second fiscal quarter softened during the quarter to 2.2%, in part due to the loan pool sale of $5.9 million of second
mortgage residential loans. The loans were sold out of portfolio to reduce the Companys concentration in high loan-to-value mortgages.



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The net interest margin for the quarter ended March 31, 2005 was 3.42% compared to 3.31% for the quarter ended December
31, 2004 and 3.48% for the quarter ended March 31, 2004. The margin improved slightly during the quarter ended March 31, 2005 due to strong core deposit growth, which included a 13% increase in low cost checking account balances. In January, the CEO
issued a challenge to raise deposits, which sparked a $46.5 million increase in deposits to $493.2 million, despite an $18.4 million runoff of brokered deposits. Brokered deposits totaled $103.3 million at March 31, 2005.



Asset quality improved during the quarter as non-performing assets declined from $6.0 million
at December 31, 2004 to $3.9 million at March 31, 2005, which resulted in lower provision expense of $118,000 for the quarter ended March 31, 2005 compared to $316,000 for the quarter ended March 31, 2004. The decline in non-performing assets was
due to improvement in the non-performing residential portfolio as well as a decline of $650,000 in real estate acquired in settlement of loans. At March 31, 2005, nonperforming loans as a percent of total loans was 0.46% compared to 0.76% at
September 30, 2004.



Revenue in the recently formed title and investment
divisions increased during the quarter ended March 31, 2005. The title division contributed pre-tax profit of $46,000 for the three months ended March 31, 2005 and $108,000 for six months on revenue of $200,000 and $359,000, respectively. The
investment division operated at close to a break-even with revenue of $259,000 and $398,000 for the three and six month periods ending March 31, 2005. Neither division was in operation during the prior year.



Managements Discussion on Core Business Strategy



The Companys retained loan portfolio, net of allowance for loan lossesincreased to $55.3 million to $565.9 million at March 31, 2005 from $510.6 million at September 30, 2004. The Company experienced softer demand in each of its three core lending products, homeequity lines of credit,
residential mortgages and commercial loans, in the second quarter, which resulted in a $12.1 million, or 2.2%, increase in loans receivable during the quarter ended March 31, 2005. Year to date, commercial balances have increased $37.3
million and home equity loans $21.7 million, while residential loans have declined $7.9 million. The weighted average rate of the loan portfolio at March 31, 2005 was 6.02% compared to 5.67% at September 30, 2004.



Commercial real estate and commercial and industrial (C&I)
loans increased $37.3 million to $142.6 million at March 31, 2005 compared to $105.3 million at September 30, 2004. The commercial portfolio consists of $78.0 million of commercial real estate loans, $23.5 million of commercial and industrial loans,
$24.5 million of residential (multi-family and development) loans, $15.6 million in construction and development loans and $845,000 in equity lines. The commercial loan growth over the next three years has been targeted to be about 70% commercial
real estate and 30% C&I. At March 31, 2005, the Company had commercial checking and money market accounts of more than $30 million, excluding a large commercial deposit that management expects to runoff in the next 90 days. At March 31, 2005,
the Company had one substandard residential construction loan to a commercial borrower in the amount of $429,000 and had an allowance for loan losses of $1.4 million allocated to the commercial portfolio. The Company has no charge-off history with
its commercial loan portfolio and no commercial loans on non-accrual at March 31, 2005. The weighted average coupon on commercial loans was 6.00% at March 31, 2005 compared to 5.41% at September 30, 2004.



Home equity lines of credit remain a consistent growing portfolio with low loss
history and appealing interest rate risk characteristics. The equity line balances increased $21.7 million to $179.9 million at March 31, 2005 compared to $158.3 million at September 30, 2004. Home equity loans are approved for qualified borrowers
in conjunction with the first mortgage loan applications. The large volume of mortgage loans originated in recent years has provided many opportunities to cross-sell this product to customers. As a prime-based asset, home equity lines carry low
interest rate risk characteristics and attractive yields, lending stability to the Banks net interest margin. At March 31, 2005, the Bank had a balance of $238,000 of non-performing home equity loans or 0.13% of the home equity portfolio and
had no charge-offs during the six months ended March 31, 2005. During the second fiscal quarter, home equity growth slowed to $8.0 million due to higher repayment rates by customers. Management believes the higher prepayment rate may be short lived
as



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customers with the ability to payoff debts in the rising rate environment are doing so as their cost to carry debt rises.
The weighted average coupon rate on home equity loans was 6.10% at March 31, 2005 compared to 5.20% at September 30, 2004.



Permanent and construction residential loan balances declined $7.9 million to $248.6 million at March 31, 2005 due primarily to the sale of $9.1 million of
residential loans in the six months ended March 31, 2005. As a large volume mortgage lender, the Bank has the opportunity to carefully select loans to retain for portfolio. Typically, loans originated for portfolio mature or reprice within three
years and carry higher credit risk and interest rate yields than residential loans that are originated for sale. At March 31, 2005, the balance of residential non-performing assets was $3.9 million, including $421,000 of real estate owned by the
Bank. In part due to the historically strong collateral of the residential loan portfolio, the Company has absorbed few losses with this product, including just $49,000 during the six months ended March 31, 2005 and $73,000 for the fiscal year ended
September 30, 2004. In the Midwest region of the United States, residential properties have not experienced any significant price declines over the last 10 years. In an economic environment that resulted in declining residential values, the Company
would be at increased risk of credit losses from non-performing loans. Year to date, the Company sold $9.1 million of loans from portfolio, including $5.9 million in the quarter ending March 31, 2005 and $3.1 million for the quarter ended December
31, 2004. Each pool was sold as the Company sought to reduce its concentration in high loan to value second mortgage residential loans that have loan-to-values greater than 90%. The Company realized gains of $197,000 on the $5.9 million pool sale
($122,000 after tax) during the quarter ended March 31, 2005 and $29,000 ($18,000 after tax) on the pool sold during the quarter ended December 31, 2004. At March 31, 2005, the Company had $81.5 million of residential and commercial loans that
exceed regulatory guidelines for high loan to value concentrations, including $67.5 million of residential first and second mortgage loans that exceeded 90% of loan to value.



Residential mortgage loans originated and sold to investors on a servicing released basis are the Companys largest source of
non-interest income and are the primary component of mortgage revenue. Mortgage revenue for the quarter ended March 31, 2005 increased $135,000 to $1.1 million from $930,000 for the quarter ended March 31, 2004 on $202.8 million and $170.4 million
of sales, respectively. For the six months ended March 31, 2005, the mortgage revenue was $2.2 million compared to $2.1 million for the same period ended March 31, 2004. The average balance of mortgage loans held for sale declined from
$49.7 million to $38.8 million for the quarter ended March 31, 2005 compared to the same period a year ago. The flattening of the yield curve continues to negatively impact the Companys ability to maximize its spread on loans held for sale.
The Company funds loans held for sale with overnight and short term advances because the loans are typically sold within 30 days of origination.



Total liabilities increased $66.8 million to $663.7 million at March 31, 2005 compared to $596.9 million at September 30, 2004. The Companys strategic focus on
growing core liability products centers on checking account and money market deposit growth. While the Company offers competitive CDs following strict pricing disciplines, it readily supports the core liability products with wholesale
funding in order to support asset growth. Wholesale funding sources include FHLB borrowings and public brokered CDs. Brokered deposits declined $18.4 million during the quarter. At March 31, 2005, the Company had $103.3 million in brokered CDs.



The balance of checking accounts increased $7.6 million, or
14.7% during the six months ended March 31, 2005 to $59.1 million at March 31, 2005 from $51.4 million at September 30, 2004. In the last six quarters, the Company has doubled its checking account balances due primarily to the growth of commercial
division deposits, which began operations in September 2003. Retail checking accounts are the lowest cost deposits for the Company and are also the primary source of retail banking revenue. Retail banking revenue was $566,000 for the quarter ended
March 31, 2005 compared to $547,000 for the quarter ended March 31, 2004. The Company earns retail banking revenue principally through the activity of honoring checks for customers who lack sufficient funds (NSF) to clear the checks
drawn on their account. By honoring the NSF, the Company is making an extension of credit. The Companys highest risk loan is an NSF check. Year to date, the Company has $65,000 of loss on overdraft demand deposit accounts, or approximately
5.0% of gross retail banking revenue. In fiscal 2004, the Company had $129,000 of loan losses on overdraft checking accounts on $2.4 million of revenue, or 5.4% of gross revenue. Through six months ended March 31, 2005 the Company generated $36.5
million of loans by honoring overdraft checks.



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The balance of money market accounts increased $47.0 million to $127.0 million at March 31, 2005 from $80.0
million at September 30, 2004. The Company anticipates a decline of more than $30 million in money market balances as much of the growth during the quarter came from a single business transaction in which the customer was expected to move a majority
of the deposits within 90 days. The Company is in its fourth year of pursuing money market accounts as a core product and its third year of a successful marketing campaign, the Big Bertha Money Market Account. The product carries similar
interest rate characteristics as the Companys home equity loans and results in an ideal source of funds for the growth of this line of credit portfolio. Money market accounts are generally less interest rate sensitive and more stable than CD
balances. The market became very competitive in money market accounts during the last two months of the quarter, as several banks made aggressive marketing efforts to capture this market. The Company has stayed disciplined in its pricing and has
seen slower growth toward the end of the quarter. Many bank managers have become very aggressive pricing short-term deposits as they anticipate increases in the rate environment.



AVERAGE BALANCE SHEET



The following table sets forth information regarding average daily balances of assets and
liabilities as well as the total dollar amounts of interest income from average interest-earning assets and interest expense on average interest-bearing liabilities, resultant yields, interest rate spread, net interest margin, and ratio of average
interest-earning assets to average interest-bearing liabilities for the periods indicated.



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|                                                                                 |  |                        |         |                      |                  |        |             |  |      |                |  |                      |         |  |             |        |   |  |      |  
|-------------------------------------------------------------------------------- |  | ---------------------- | ------- | -------------------- | ---------------- | ------ | ----------- |  | ---- | -------------- |  | -------------------- | ------- |  | ----------- | ------ | - |  | ---- | -
|                                                                                 |  | March 31, 2005         |        
|                                                                                 |  | Three Months Ended     |         |                      | Six Months Ended |       
|                                                                                 |  | AverageBalance         |         | InterestandDividends |                  |        | Yield/ Cost |  |      | AverageBalance |  | InterestandDividends |         |  | Yield/ Cost |       
|                                                                                 |  | (Dollars in thousands) |        
|Interest-earning assets:                                                         |  |                        |         |                      |                  |        |             |  |      |                |  |                      |         |  |             |        |   |  |      |  
|Loans receivable                                                                 |  | $                      | 602,711 |                      | $                | 8,539  |             |  | 5.67 | %              |  | $                    | 594,056 |  | $           | 16,543 |   |  | 5.57 | %
|Investment securities                                                            |  |                        | 7,608   |                      |                  | 56     |             |  | 2.95 | %              |  |                      | 8,875   |  |             | 100    |   |  | 2.25 | %
|Mortgage-backed securities                                                       |  |                        | 5,892   |                      |                  | 71     |             |  | 4.80 | %              |  |                      | 6,125   |  |             | 147    |   |  | 4.82 | %
|FHLB stock                                                                       |  |                        | 7,281   |                      |                  | 63     |             |  | 3.47 | %              |  |                      | 7,704   |  |             | 122    |   |  | 3.16 | %
|Other                                                                            |  |                        | 4,406   |                      |                  | 26     |             |  | 2.41 | %              |  |                      | 4,535   |  |             | 49     |   |  | 2.17 | %
|                                                                                 |  |                        |         |                      |                  |        |             |  |      |                |  |                      |         |  |             |        |   |  |      |  
|Total interest-earning assets                                                    |  |                        | 627,898 |                      |                  | 8,755  |             |  | 5.58 | %              |  |                      | 621,295 |  |             | 16,961 |   |  | 5.46 | %
|                                                                                 |  |                        |         |                      |                  |       
|Non-interest-earning assets                                                      |  |                        | 46,176  |                      |                  |        |             |  |      |                |  |                      | 43,950  |  |             |        |   |  |      |  
|                                                                                 |  |                        |         |                      |                  |        |             |  |      |                |  |                      |         |  |             |        |   |  |      |  
|Total assets                                                                     |  | $                      | 674,074 |                      |                  |        |             |  |      |                |  | $                    | 665,245 |  |             |        |   |  |      |  
|                                                                                 |  |                        |         |                      |                  |        |             |  |      |                |  |                      |         |  |             |        |   |  |      |  
|Interest-bearing liabilities:                                                    |  |                        |         |                      |                  |        |             |  |      |                |  |                      |         |  |             |        |   |  |      |  
|Deposits                                                                         |  | $                      | 430,415 |                      | $                | 1,958  |             |  | 1.82 | %              |  | $                    | 420,205 |  | $           | 3,816  |   |  | 1.82 | %
|FHLB advances                                                                    |  |                        | 143,648 |                      |                  | 1,151  |             |  | 3.20 | %              |  |                      | 151,758 |  |             | 2,243  |   |  | 2.96 | %
|Other borrowed money                                                             |  |                        | 3,744   |                      |                  | 42     |             |  | 4.46 | %              |  |                      | 3,787   |  |             | 80     |   |  | 4.25 | %
|Subordinated debentures                                                          |  |                        | 19,589  |                      |                  | 236    |             |  | 4.83 | %              |  |                      | 15,340  |  |             | 367    |   |  | 4.79 | %
|                                                                                 |  |                        |         |                      |                  |        |             |  |      |                |  |                      |         |  |             |        |   |  |      |  
|Total interest-bearing liabilities                                               |  |                        | 597,396 |                      |                  | 3,387  |             |  | 2.27 | %              |  |                      | 591,090 |  |             | 6,506  |   |  | 2.20 | %
|                                                                                 |  |                        |         |                      |                  |       
|Non-interest bearing liabilities                                                 |  |                        | 31,744  |                      |                  |        |             |  |      |                |  |                      | 30,528  |  |             |        |   |  |      |  
|Stockholders equity                                                             |  |                        | 44,934  |                      |                  |        |             |  |      |                |  |                      | 43,627  |  |             |        |   |  |      |  
|                                                                                 |  |                        |         |                      |                  |        |             |  |      |                |  |                      |         |  |             |        |   |  |      |  
|Total liabilities and stockholders equity                                       |  | $                      | 674,074 |                      |                  |        |             |  |      |                |  | $                    | 665,245 |  |             |        |   |  |      |  
|                                                                                 |  |                        |         |                      |                  |        |             |  |      |                |  |                      |         |  |             |        |   |  |      |  
|Net interest income                                                              |  |                        |         |                      | $                | 5,368  |             |  |      |                |  |                      |         |  | $           | 10,455 |   |  |      |  
|                                                                                 |  |                        |         |                      |                  |        |             |  |      |                |  |                      |         |  |             |        |   |  |      |  
|Interest rate spread                                                             |  |                        |         |                      |                  |        |             |  | 3.31 | %              |  |                      |         |  |             |        |   |  | 3.26 | %
|                                                                                 |  |                        |         |                      |                  |       
|Net interest margin                                                              |  |                        |         |                      |                  |        |             |  | 3.42 | %              |  |                      |         |  |             |        |   |  | 3.37 | %
|                                                                                 |  |                        |         |                      |                  |       
|Ratio of average interest-earning assets to average interest-bearing liabilities |  |                        |         |                      |                  | 105.11 | %           |  |      |                |  |                      |         |  |             | 105.11 | % |  |      |  
|                                                                                 |  |                        |         |                      |                  |        |             |  |      |                |  |                      |         |  |             |        |   |  |      |  
|                                                                                 | 
|                                                                                 |  | March 31, 2004         |        
|                                                                                 |  | Three Months Ended     |         |                      | Six Months Ended |       
|                                                                                 |  | AverageBalance         |         | InterestandDividends |                  |        | Yield/ Cost |  |      | AverageBalance |  | InterestandDividends |         |  | Yield/ Cost |       
|                                                                                 |  | (Dollars in thousands) |        
|Interest-earning assets:                                                         |  |                        |         |                      |                  |        |             |  |      |                |  |                      |         |  |             |        |   |  |      |  
|Loans receivable                                                                 |  | $                      | 385,578 |                      | $                | 5,008  |             |  | 5.20 | %              |  | $                    | 371,351 |  | $           | 9,909  |   |  | 5.34 | %
|Investment securities                                                            |  |                        | 2,070   |                      |                  | 34     |             |  | 6.59 | %              |  |                      | 2,079   |  |             | 68     |   |  | 6.55 | %
|Mortgage-backed securities                                                       |  |                        | 8,036   |                      |                  | 102    |             |  | 5.07 | %              |  |                      | 8,309   |  |             | 213    |   |  | 5.12 | %
|FHLB stock                                                                       |  |                        | 4,436   |                      |                  | 15     |             |  | 1.39 | %              |  |                      | 3,959   |  |             | 41     |   |  | 2.11 | %
|Other                                                                            |  |                        | 5,004   |                      |                  | 12     |             |  | 1.00 | %              |  |                      | 5,668   |  |             | 28     |   |  | 0.99 | %
|                                                                                 |  |                        |         |                      |                  |        |             |  |      |                |  |                      |         |  |             |        |   |  |      |  
|Total interest-earning assets                                                    |  |                        | 405,124 |                      |                  | 5,171  |             |  | 5.11 | %              |  |                      | 391,366 |  |             | 10,259 |   |  | 5.24 | %
|                                                                                 |  |                        |         |                      |                  |       
|Non-interest-earning assets                                                      |  |                        | 35,478  |                      |                  |        |             |  |      |                |  |                      | 35,187  |  |             |        |   |  |      |  
|                                                                                 |  |                        |         |                      |                  |        |             |  |      |                |  |                      |         |  |             |        |   |  |      |  
|Total assets                                                                     |  | $                      | 440,602 |                      |                  |        |             |  |      |                |  | $                    | 426,553 |  |             |        |   |  |      |  
|                                                                                 |  |                        |         |                      |                  |        |             |  |      |                |  |                      |         |  |             |        |   |  |      |  
|Interest-bearing liabilities:                                                    |  |                        |         |                      |                  |        |             |  |      |                |  |                      |         |  |             |        |   |  |      |  
|Deposits                                                                         |  | $                      | 296,202 |                      | $                | 1,125  |             |  | 1.52 | %              |  | $                    | 295,320 |  | $           | 2,311  |   |  | 1.57 | %
|FHLB advances                                                                    |  |                        | 85,013  |                      |                  | 505    |             |  | 2.38 | %              |  |                      | 71,189  |  |             | 944    |   |  | 2.65 | %
|Other borrowed money                                                             |  |                        | 1,582   |                      |                  | 12     |             |  | 2.95 | %              |  |                      | 787     |  |             | 12     |   |  | 2.97 | %
|Subordinated debentures                                                          |  |                        | 201     |                      |                  | 1      |             |  | 1.90 | %              |  |                      | 98      |  |             | 1      |   |  | 1.90 | %
|                                                                                 |  |                        |         |                      |                  |        |             |  |      |                |  |                      |         |  |             |        |   |  |      |  
|Total interest-bearing liabilities                                               |  |                        | 382,998 |                      |                  | 1,643  |             |  | 1.72 | %              |  |                      | 367,394 |  |             | 3,268  |   |  | 1.78 | %
|                                                                                 |  |                        |         |                      |                  |       
|Non-interest bearing liabilities                                                 |  |                        | 19,291  |                      |                  |        |             |  |      |                |  |                      | 21,133  |  |             |        |   |  |      |  
|Stockholders equity                                                             |  |                        | 38,313  |                      |                  |        |             |  |      |                |  |                      | 38,026  |  |             |        |   |  |      |  
|                                                                                 |  |                        |         |                      |                  |        |             |  |      |                |  |                      |         |  |             |        |   |  |      |  
|Total liabilities and stockholders equity                                       |  | $                      | 440,602 |                      |                  |        |             |  |      |                |  | $                    | 426,553 |  |             |        |   |  |      |  
|                                                                                 |  |                        |         |                      |                  |        |             |  |      |                |  |                      |         |  |             |        |   |  |      |  
|Net interest income                                                              |  |                        |         |                      | $                | 3,528  |             |  |      |                |  |                      |         |  | $           | 6,991  |   |  |      |  
|                                                                                 |  |                        |         |                      |                  |        |             |  |      |                |  |                      |         |  |             |        |   |  |      |  
|Interest rate spread                                                             |  |                        |         |                      |                  |        |             |  | 3.39 | %              |  |                      |         |  |             |        |   |  | 3.46 | %
|                                                                                 |  |                        |         |                      |                  |       
|Net interest margin                                                              |  |                        |         |                      |                  |        |             |  | 3.48 | %              |  |                      |         |  |             |        |   |  | 3.57 | %
|                                                                                 |  |                        |         |                      |                  |       
|Ratio of average interest-earning assets to average interest-bearing liabilities |  |                        |         |                      |                  | 105.78 | %           |  |      |                |  |                      |         |  |             | 106.52 | % |  |      |  
|                                                                                 |  |                        |         |                      |                  |        |             |  |      |                |  |                      |         |  |             |        |   |  |      |  



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Additional Discussion on Financial Condition



Cash and cash equivalents increased $10.3 million, from $20.3 million at September 30, 2004 to $30.6 million at March 31, 2005. Cash
increased primarily from the receipt of a large commercial deposit, which was received just before quarter ended. The Company was unable to immediately reinvest the funds by paying down short-term Federal Home Loan Bank advances, which are typically
staggered in one-week advances. The Company generally keeps higher cash balances in periods of increasing mortgage-banking activity.



The balance of Federal Home Loan Bank advances decreased $33.5 million to $121.1 million at March 31, 2005, from $154.6 million at September 30, 2004. The decrease
in advances was due primarily to the growth in deposits during the quarter supporting loan growth. The Company is currently limited to 40% of its total assets in borrowing capacity from the FHLB of Des Moines subject to sufficient collateral. At
March 31, 2005 the Company had $58.5 million of borrowings that would mature in one week or less. The weighted average rate on advances was 3.39% at March 31, 2005.



Bank-owned life insurance (BOLI) increased $3.7 million to $15.3 million at March 31, 2005 from $11.6 million at
September 30, 2004. The increase was attributed to the purchase of an additional policy of $3.5 million, combined with an increase in the policies cash surrender value of $261,000 during the six months ended March 31, 2005. The increase in
cash surrender value is treated as other income and is tax-exempt. In the event the cash-surrender values of the policies were liquidated, the gains would retroactively be taxed. The BOLI policies were purchased to offset escalating costs of
employee benefits.



Investment Securities  Available for Saledeclined $8.9 million to $589,000 at March 31, 2005. The Company had an $8.0 million investment mature in February 2005. The Company purchased the investment approximately 18 months ago in order to use the security to pledge against a newly
formed deposit relationship. After receiving the deposits, the Company replaced the investments as collateral pledge with secondary insurance at a cost of approximately 20 bps on the deposits.



Balances due to other banks increased $3.3 million to $17.8 million at March 31, 2005
from $14.5 million at September 30, 2004. Due to other banks is the balance of checks drawn on a correspondent banks checking account. On a daily basis, the Company settles with the correspondent bank. The balances primarily represent the
checks issued to fund loans on the final business day of the month.



Total
stockholders equity increased $4.0 million to $45.0 million at March 31, 2005 from $41.0 million at September 30, 2004. The increase was primarily attributable to net income for the six months ended March 31, 2005 of $3.9 million.



NON-PERFORMING ASSETS
AND DELINQUENCIES



Total non-performing
assets declined $1.5 million from $5.3 million at September 30, 2004 to $3.9 million at March 31, 2005. The decline in non-performing asset balance was due to improvement in the past due residential mortgage portfolio, which declined $850,000, as
well as a $647,000 decline in real estate acquired in settlement of loans. At March 31, 2005, nonperforming loans as a percent of total loans was 0.46% compared to 0.76% at September 30, 2004. The allowance for loan loss was 169.4% of non-performing
loans at March 31, 2005 compared to 130.6% at September 30, 2004.



PROVISION FOR LOAN LOSSES



The provision for loan losses was $118,000 and $467,000 for the three and six-month periods ended March 31, 2005 compared to $316,000 and $580,000 for the three and six-month period ended March 31, 2004. The
Company had net charge-offs of $68,000 and $151,000 for the three and six-month period ended March 31, 2005 and an adjustment of $75,000 on the pool sale of second mortgage residential loans.



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##### Table of Contents

The provision for loan losses is determined by management as the amount to bring the allowance for loan losses to a level
that is considered adequate to absorb losses probable in the loan portfolio. The allowance for loan losses is a critical accounting estimate reported within the consolidated financial statements. The allowance is based upon quarterly management
estimates of expected losses inherent in the loan portfolio. Management estimates are determined by quantifying certain risks in the portfolio that are affected primarily by changes in the nature and volume of the portfolio combined with an analysis
of past-due and classified loans, but can also be affected by the following factors: changes in lending policies and procedures, including underwriting standards and collections, charge-off and recovery practices, changes in national and local
economic conditions and developments, and changes in the experience, ability, and depth of lending management staff.



Because management adheres to specific loan underwriting guidelines focusing primarily on residential and commercial real estate and home equity loans secured by one-to
four-family and commercial properties, the Banks five-year average historical loan loss experience has been low at $185,000 annually. While the losses have increased slightly over the last five years, the balance of the allowance has increased
dramatically, almost doubling in the last two fiscal years. The growth in the allowance for loan losses was due to an increase in risk in the loan porfolio. The Company was historically a lender of only 1-4 family conforming residential loans.
Today, the Company has expanded its loan portfolio to include higher risk home equity, commercial and construction loans. Because the Companys loan portfolio is typically collateralized by real properties, losses occur more frequently when
property values are declining and borrowers are losing equity in the Companys collateral. At present, the property values in the Companys lending areas have been stable and appreciating.



The following table is a summary of our loan loss experience for the periods indicated:



|                                                  |  |                           |        |   |      |   |        |  
|------------------------------------------------- |  | ------------------------- | ------ | - | ---- | - | ------ | -
|                                                  |  | Six Months EndedMarch 31, |       
|                                                  |  | 2005                      |        |   | 2004 |  
|                                                  |  | (In thousands)            |       
|Allowance for loan losses, beginning of period    |  | $                         | 5,579  |   |      | $ | 3,866  |  
|Provision for loan losses                         |  |                           | 467    |   |      |   | 580    |  
|                                                  |  |                          
|Loans charged-off                                 |  |                           | (155   | ) |      |   | (106   | )
|Allowance for loan losses allocated to loans sold |  |                           | (75    | ) |      |   |       |  
|Recoveries of loans previously charged-off        |  |                           | 4      |   |      |   | 10     |  
|                                                  |  |                           |        |   |      |   |        |  
|Allowance for loan losses, end of period          |  | $                         | 5,820  |   |      | $ | 4,350  |  
|                                                  |  |                           |        |   |      |   |        |  
|Ratio of allowance to total loans outstanding     |  |                           | 0.78   | % |      |   | 0.98   | %
|Ratio of allowance to nonperforming loans         |  |                           | 169.38 | % |      |   | 192.99 | %



The following assessments are
performed quarterly in accordance with the Companys allowance for loan losses methodology:



Homogeneous residential mortgage loans are given one of five standard risk ratings at the time of origination. The risk ratings are assigned through the use of a credit scoring model, which assesses credit risk
determinants from the borrowers credit history, the loan-to-value ratio, the affordability ratios or other personal history. Five-year historical loss rates and industry data for each credit rating is used to determine the appropriate
allocation percentage for each loan grade. Commercial real estate, consumer and home equity loans are assigned standard risk weightings that determine the allocation percentage.



When commercial real estate loans are over 30 days delinquent or residential, consumer and home equity loans are over 90 days past due, they
are evaluated individually for impairment. Additionally, loans that demonstrate credit weaknesses that may impact the borrowers ability to repay or the value of the collateral are also reviewed individually for impairment. The Company
considers a loan to be impaired when management believes it will be



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unable to collect all principal and interest due according to the contractual terms of the loan. If a loan is impaired,
the Company records a loss valuation equal to the excess of the loans carrying value over the present value of estimated future cash flows or the fair value of collateral if the loan is collateral dependent.



The Companys methodology includes factors that allow the Company to adjust its
estimates of losses based on the most recent information available. Historic loss rates used to determine allowance provisions are adjusted to reflect the impact of current conditions, including actual collection and charge-off experience.



DISCUSSION OF OTHER
INCOME AND EXPENSE FROM OPERATIONS FOR THREE AND SIX MONTHS ENDED
MARCH 31, 2005



Title insurance policy revenue
generated $200,000 in fees for the quarter ended March 31, 2005 and $359,000 for the six months ended March 31, 2005.Net pre-tax earnings from the division totaled $108,000 for the six months ended March 31, 2005. The title company operates
as a division of Pulaski Bank, whose activities includes researching and issuing title policies on mortgage and commercial loans.



Investment division revenue generated $259,000 in fees for the quarter ended March 31, 2005 and $398,000 for the six months ended March 31, 2005.Net
pre-tax earnings were roughly breakeven for the six months ended March 31, 2005.



Gain on sale of investment securities was $0 for the three and six month periods ending March 31, 2005, respectively compared to $456,000 and $736,000 for the three and six month periods ending March 31, 2004, respectively. The prior
year gain was the result of the sale of certain equity securities held by the Company. The Companys investment policy allows it to purchase up to 5% ownership in other publicly traded thrift holding companies. The Company typically purchases
well-capitalized thrift stocks that are close to St. Louis and trading at a low valuation. The investments were sold at a time when the Company was building its emerging commercial portfolio and while the mortgage banking industry was declining.



Other income increased $68,000 to $248,000 for the three-month period
ending March 31, 2005 compared to the three-month period ending March 31, 2004. For the six-month period ending March 31, 2005 other income was $492,000 compared to $387,000 for six months ending March 31, 2004. Other income consists primarily of
changes in the cash surrender value of the bank owned life insurance, fee income from a correspondent bank and lease income from tenants.



Salaries and employee benefits expense increased $1.0 million to $2.5 million for the three-month period ended March 31, 2005 from $1.5 million for the three-month
period ended March 31, 2004. For the six-month period ending March 31, 2005, salaries and employee benefits expense increased $1.6 million to $4.5 million. Compensation expense increased due to the combination of higher staff costs and lower
deferred expense on reduced portfolio lending. Higher staff costs were related to the addition of staff in the investment, title and commercial divisions as well as audit and accounting related to Sarbanes-Oxley compliance.



Professional services expense increased during the quarter due to legal costs occurred
for matters settled during the quarter. Professional services also increased due to audit expenses associated with Sarbanes-Oxley compliance.



INCOME TAXES



The provision for income taxes was $1.2 million for the three-month period ended March 31, 2005 compared to $819,000 for the three-month period ended March 31, 2004. For
the six-month periods, provision for income tax was $2.4 million and $1.7 million for the periods ending March 31, 2005 and March 31, 2004, respectively. The effective tax rates for the six-month periods ended March 31, 2005 and 2004 were 37.6% and
36.9%, respectively. The effective tax rate in the current year was slightly higher as the Company made the decision to accelerate the release of ESOP shares in the first quarter of 2005, which slightly impacted the first quarter tax provision.



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LIQUIDITY AND CAPITAL RESOURCES



At March 31, 2005, the Bank had outstanding commitments to originate loans of $127.6 million
and commitments to sell loans on a best efforts basis of $128.1 million. At the same date, certificates of deposit that were scheduled to mature in one year or less totaled $204.4 million. Based on past experience, management believes the majority
of maturing certificates of deposit will remain with the Bank.



If the Bank or
the Company requires funds beyond its ability to generate them internally, the Bank has the ability to borrow funds for the FHLB under a blanket agreement which assigns all investments in FHLB stock, qualifying first residential mortgage loans,
residential loans held for sale and home equity loans with a 90% or LTV as collateral to secure the amounts borrowed. Total borrowings from the Federal Home Loan Bank are subject to limitations based upon a risk assessment of the Bank, which
currently allows for a line of credit equal to 40% of the Banks assets. At March 31, 2005, the Bank had approximately $282.5 million in available borrowing authority under the above-mentioned arrangement, $121.1 million of which had been
borrowed in advances from the FHLB. The Company also maintains a $12 million line of credit with a correspondent bank.



SOURCES AND USES OF CASH



The Company is a large originator of residential mortgage loans with more than 75% of the
loans being sold into the secondary residential mortgage investment community. Consequently, the primary source and use of cash in operations is to originate loans for sale, which used $411.8 million in cash during the six months ended March
31, 2005 and provided proceeds of cash of $408.8 million from loan sales. Also, the Company realized $2.1 million of gains on sale of loans.



The primary use of cash from investing activities is also from loans that are originated for the portfolio. During the six months ended March 31, 2005, the Company
had a net increase of $66.7 million in net loan originations, which decreased from $106.1 million for the six months ended March 31, 2004. Proceeds from sale of the second mortgage residential loans were $9.3 million at March 31, 2005 compared to
$2.5 million for six months ended March 31, 2004. See the Managements Discussion on Core Business Strategy above for a discussion on the growth of the retained loan portfolio.



With the growth in the loan portfolio, the Companys primary source of funds from
financing activities came from deposits, which increased $86.4 million compared to $3.4 million increase for the six months ended March 31, 2004. During the quarter ended March 31, 2005, the Company also received $10.3 million from the
issuance of the subordinated debentures. This transaction resulted in an increase in the Banks regulatory capital levels. Federal Home Loan Bank advances, decreased $33.5 million during the six months ended March 31, 2005 compared to a $75
million increase for the six months ended March 31, 2004.



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The following table presents the maturity structure of time deposits and other maturing liabilities at March 31, 2005:



|                                      |  |                               |             |                   |   |                        |  |   |           |  |   |            |  |   |           
|------------------------------------- |  | ----------------------------- | ----------- | ----------------- | - | ---------------------- |  | - | --------- |  | - | ---------- |  | - | ----------
|                                      |  | March 31, 2005 (In thousands) |             | Due to OtherBanks |   | SubordinatedDebentures
|                                      |  | Certificates of Deposit       |             | FHLBBorrowings    |   | NotePayable            |  |  
|Three months or less                  |  | $                             | 131,784,975 |                   | $ | 58,500,000             |  | $ |          |  | $ | 17,839,055 |  | $ |          
|Over three months through six months  |  |                               | 21,062,279  |                   |   |                       |  |   |          |  |   |           |  |   |          
|Over six months through twelve months |  |                               | 51,576,831  |                   |   |                       |  |   |          |  |   |           |  |   |          
|Over twelve months                    |  |                               | 69,230,157  |                   |   | 62,600,000             |  |   | 3,660,000 |  |   |           |  |   | 19,589,000
|                                      |  |                               |             |                   |   |                        |  |   |           |  |   |            |  |   |           
|Total                                 |  | $                             | 273,654,242 |                   | $ | 121,100,000            |  | $ | 3,660,000 |  | $ | 17,839,055 |  | $ | 19,589,000
|                                      |  |                               |             |                   |   |                        |  |   |           |  |   |            |  |   |           



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In addition to our owned banking facilities, the Company has entered into long-term leasing arrangements to support
ongoing activities. The required payments under such commitments and other obligations at March 31, 2005 are as follows:



|                                  |  |                  |        
|--------------------------------- |  | ---------------- | -------
|                                  |  | March 31, 2005  
|                                  |  | Operating Leases
|Less than one year                |  | $                | 283,423
|Over 1 year but less than 5 years |  |                  | 592,933
|Over 5 years                      |  |                  |       
|                                  |  |                  |        
|Total                             |  | $                | 876,356
|                                  |  |                  |        



The Bank is required to maintain
specific amounts of capital pursuant to Office of Thrift Supervision (OTS) regulations on minimum capital standards. The OTS minimum capital standards generally require the maintenance of regulatory capital sufficient to meet each
of three tests, hereinafter described as the tangible capital requirement, the Tier I (core) capital requirement and the risk-based requirement. The tangible capital requirement provides for minimum tangible capital (defined as stockholders
equity less all intangible assets) equal to 1.5% of adjusted total assets. The Tier I capital requirement provides for minimum core capital (tangible capital plus certain forms of supervisory goodwill and other qualifying intangible assets) equal to
3.0% of adjusted total assets. The risk-based capital requirements provide for the maintenance of core capital plus a portion of unallocated loss allowances equal to 8.0% of risk-weighted assets. In computing risk-weighted assets, the Bank
multiplies the value of each asset on its balance sheet by a defined risk-weighting factor (e.g., one-to four-family conventional residential loans carry a risk-weighted factor of 50%).



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The following table illustrates the Banks regulatory capital levels compared to its regulatory capital requirements
at March 31, 2005.



|                                                    |  |        |        |       |                              |   |        |                                                                               |        |  |      |        |  |       |        |  |       |  
|--------------------------------------------------- |  | ------ | ------ | ----- | ---------------------------- | - | ------ | ----------------------------------------------------------------------------- | ------ |  | ---- | ------ |  | ----- | ------ |  | ----- | -
|                                                    |  | Actual |        |       | For CapitalAdequacy Purposes |   |        | To be Categorized asWell CapitalizedUnder PromptCorrective ActionProvisions |       
|(Dollars in Thousands)                              |  | Amount |        | Ratio |                              |   | Amount |                                                                               | Ratio  |  |      | Amount |  | Ratio |       
|As of March 31, 2005:                               |  |        |        |       |                              |   |        |                                                                               |        |  |      |        |  |       |        |  |       |  
|Tangible capital (to total assets)                  |  | $      | 65,379 |       | 9.26                         | % |        | $                                                                             | 10,588 |  | 1.50 | %      |  |       | N/A    |  | N/A   |  
|Total risk-based capital (to risk-weighted assets)  |  |        | 71,082 |       | 12.54                        | % |        |                                                                               | 45,369 |  | 8.00 | %      |  | $     | 56,711 |  | 10.00 | %
|Tier I risk-based capital (to risk-weighted assets) |  |        | 65,379 |       | 11.53                        | % |        |                                                                               | 28,356 |  | 5.00 | %      |  |       | 34,027 |  | 6.00  | %
|Tier I total capital (to total assets)              |  |        | 65,379 |       | 9.26                         | % |        |                                                                               | 28,233 |  | 4.00 | %      |  |       | 35,292 |  | 5.00  | %
|                                                    |  |        |        |       |                              |  
|As of September 30, 2004:                           |  |        |        |       |                              |   |        |                                                                               |        |  |      |        |  |       |        |  |       |  
|Tangible capital (to total assets)                  |  | $      | 51,739 |       | 8.16                         | % |        | $                                                                             | 9,524  |  | 1.50 | %      |  |       | N/A    |  | N/A   |  
|Total risk-based capital (to risk-weighted assets)  |  |        | 57,161 |       | 11.48                        | % |        |                                                                               | 39,850 |  | 8.00 | %      |  | $     | 49,813 |  | 10.00 | %
|Tier I risk-based capital (to risk-weighted assets) |  |        | 51,739 |       | 10.39                        | % |        |                                                                               | 24,906 |  | 5.00 | %      |  |       | 29,888 |  | 6.00  | %
|Tier I total capital (to total assets)              |  |        | 51,739 |       | 8.15                         | % |        |                                                                               | 25,397 |  | 4.00 | %      |  |       | 31,746 |  | 5.00  | %



EFFECTS
OF INFLATION



Changes in interest rates
may have a significant impact on a banks performance because virtually all assets and liabilities of banks are monetary in nature. Interest rates do not necessarily move in the same direction or in the same magnitude as the prices of goods and
services. Inflation does have an impact on the growth of total assets in the banking industry, often resulting in a need to increase equity capital at higher than normal rates to maintain an appropriate equity to asset ratio. The Companys
operations are not currently impacted by inflation.



EFFECTS OF NEW ACCOUNTING STANDARDS



In March 2004, the Emerging Issues Task Force EITF reached a consensus on criteria to evaluate whether to record a loss and disclose additional information
about unrealized losses relating to debt and equity securities under EITF Issue No. 03-1, The Meaning of Other-Than-Temporary Impairment and Its Application to Certain Investments. The consensus applies to investments in debt and marketable equity
securities that are accounted under Statement of Financial Accounting Standards (SFAS) No. 115, Accounting for Certain Investments in Debt and Equity Securities, and SFAS No. 124, Accounting for Certain Investments Held by Not-for-Profit
Organizations. The Consensus divides the procedures into three sequential steps. The Company first determines whether the investment is impaired. If so, the next step is to determine whether the impairment is other-than-temporary. If it is
other-than-temporary, the third step is to



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recognize the impairment loss in earnings. An investment is impaired if its fair value is less than its carrying value,
and an impairment is other-than-temporary if the investor does not have the ability and intent to hold the investment until a forecasted recovery of its carrying amount. The loss recognized from an other-than-temporary impairment should
equal the difference between the investments carrying value and its quoted market price. This establishes a new cost basis for the investment. The EITF has proposed a delay in the effective date of the requirement to record impairment losses
caused by the effect of increases in interest rates on investments. The EITF is also determining how to assess the severity of the impairment as well as the effect of selling investments on the Companys ability and intent to hold other
securities until a forecasted recovery of fair value. Consequently, we are currently awaiting additional guidance from the EITF on EITF Issue No. 03-1 and are presently unable to determine its overall impact on our consolidated financial statements
or results of operations.



In December 2003, the Accounting Standards Executive
Committee, or AcSEC, issued SOP 03-3, Accounting for Certain Loans or Debt Securities Acquired in a Transfer, effective for loans acquired in fiscal years beginning after December 15, 2004. The scope of SOP 03-3 applies to problem loans that have
been acquired, either individually in a portfolio, or in an acquisition. These loans must have evidence of credit deterioration and the purchaser must not expect to collect contractual cash flows. SOP 03-3 updates Practice Bulletin No. 6,
Amortization of Discounts on Certain Acquired Loans, for more recently issued literature, including FASB Statements No. 114, Accounting by Creditors for Impairment of a Loan; No. 115, Accounting for Certain Investments in Debt and Equity Securities;
and No. 140, Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities. Additionally, it addresses FASB Statement No. 91, Accounting for Nonrefundable Fees and Costs Associated with Originating or Acquiring Loans
and Initial Direct Costs of Leases, which requires that discounts be recognized as an adjustment of yield over a loans life. SOP 03-3 states that an institution may no longer display discounts on purchased loans within the scope of SOP 03-3 on
the balance sheet and may not carry over the allowance for loan losses. For those loans within the scope of SOP 03-3, this statement clarifies that a buyer cannot carry over the sellers allowance for loan losses for the acquisition of loans
with credit deterioration. Loans acquired with evidence of deterioration in credit quality since origination will need to be accounted for under a new method using an income recognition model. This prohibition also applies to purchases of problem
loans not included in a purchase business combination, which would include syndicated loans purchased in the secondary market and loans acquired in portfolio sales. We are further evaluating certain of the requirements of SOP 03-3 to determine its
impact on our consolidated financial statements and results of operations, but do not believe it will have a material effect on our financial condition or results of operations.



On March 1, 2005, the Board of Governors of the Federal Reserve System, or Board, adopted a final rule, Risk-Based Capital Standards: Trust
Preferred Securities and the Definition of Capital, that allows for the continued limited inclusion of trust preferred securities in Tier 1 capital, as further discussed in Note 7 to our Consolidated Financial Statements. The Boards final rule
limits restricted core capital elements to 25% of the sum of all core capital elements, including restricted core capital elements, net of goodwill less any associated deferred tax liability. Amounts of restricted core capital elements in excess of
these limits may generally be included in Tier 2 capital. Amounts of qualifying trust preferred securities and cumulative perpetual preferred stock in excess of the 25% limit may be included in Tier 2 capital, but limited, together with subordinated
debt and limited-life preferred stock, to 50% of Tier 1 capital. In addition, the final rule provides that in the last five years before the maturity of the underlying subordinated note, the outstanding amount of the associated trust preferred
securities is excluded from Tier 1 capital and included in Tier 2 capital, subject to one-fifth amortization per year. The final rule provides for a five-year transition period, ending March 31, 2009, for the application of the quantitative limits.
Until March 31, 2009, the aggregate amount of qualifying cumulative perpetual preferred stock and qualifying trust preferred securities that may be included in Tier 1 capital is limited to 25% of the sum of the following core capital elements:
qualifying common stockholders equity, qualifying noncumulative and cumulative perpetual preferred stock, qualifying minority interest in the equity accounts of consolidated subsidiaries and qualifying trust preferred securities. We have
evaluated the impact of the final rule on the Companys financial condition and results of operations, and determined the implementation of the Boards final rule, as adopted, will not reduce the Companys regulatory capital ratios.



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In December 2004, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No 123
(Revised 2004), Share-Based Payment. This Statement addresses the accounting for transactions in which an entity exchanges its equity instruments for goods or services. The Statement eliminates the ability to account for share-based compensation
transactions using APB Opinion No. 25, Accounting for Stock Issued to Employees, and generally requires instead that such transactions be accounted for using a fair-value-based method. For public entities, the cost of employee services received in
exchange for an award of equity instruments, such as stock options, will be measured based on the grant-date fair value of those instruments, and that cost will be recognized over the period during which as employee is required to provide service in
exchange for the award (usually the vesting period). This Statement is effective for the Company beginning on October 1, 2005.



QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK



There has been no material change in the Companys quantitative or qualitative aspects
of market risk during the quarter ended March 31, 2005, from that disclosed in the Companys Annual Report on Form 10-K for the year ended September 30, 2004.



We utilize derivative financial instruments to assist in our management of interest rate sensitivity of certain mortgage assets. Derivative
financial instruments issued by us consist of interest rate lock commitments to originate residential loans. Commitments to originate loans consist primarily of residential real estate loans. At March 31, 2005, the Company had issued $127.6 million
of unexpired interest rate lock commitments to mortgage loan customers compared to $109.3 million of unexpired commitments at September 30, 2004.



The Company typically hedges these interest rate lock commitments through one of two means  either by obtaining a corresponding best-efforts lock commitment with an
investor to sell the loan at an agreed upon price, or by forward selling mortgage-backed securities. The forward sale of mortgage-backed securities is a means of matching a corresponding derivative asset with similar characteristics as the Bank
issued commitment but changes directly opposite in fair value from market movements. Loans hedged through forward sales of mortgage backed securities are sold individually or in pools on a mandatory delivery basis to investors, whereas the best
efforts sales are locked on a loan-by-loan basis shortly after issuing the rate lock commitments to our customers. The Company had outstanding forward sales commitments of mortgage-backed securities of $10.5 million in notional value at March 31,
2005 and $15.0 million at September 30, 2004. At March 31, 2005, this hedge was matched against $11.1 million of interest rate lock commitments that were to be sold through the mandatory delivery of loan pool sales compared to $16.9 million at
September 30, 2004.



The Bank has entered into interest rate swap agreements
with the objective of converting the fixed interest rate on brokered CDs to a variable interest rate. The swap agreements provide for the Bank to pay a variable rate of interest based on a spread to the one-month London Interbank Offer Rate
(LIBOR) and to receive a fixed rate of interest equal to that of the brokered CD (hedged instrument.) Under the swap agreements, the Bank is to pay or receive interest monthly, quarterly or semiannually. Amounts to be paid or received under these
swap agreements are accounted for on an accrual basis and recognized as interest income or expense of the related liability. The net cash flows related to fair value hedges decreased interest expense on certificates of deposit by $47,484 and $0 for
the three months ended March 31, 2005 and 2004, respectively.



Fair value
hedges are accounted for at fair value. The swaps qualify for the shortcut method under SFAS 133. Based on this shortcut method, no ineffectiveness is assumed. As a result, changes in the fair value of the swaps directly offset changes in the fair
value of the underlying hedged item (i.e., brokered CDs). All



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##### Table of Contents

changes in fair value are measured on a quarterly basis. The maturity date, notional amounts, interest rates paid and
received and fair value of our interest rate swap agreements as of March 31, 2005 were as follows:



|             |  |                |            |                   |       |   |                       |       |   |            |   |            |  
|------------ |  | -------------- | ---------- | ----------------- | ----- | - | --------------------- | ----- | - | ---------- | - | ---------- | -
|MaturityDate |  | NotionalAmount |            | InterestRate Paid |       |   | Interest RateReceived |       |   | Fair Value |  
|11/19/2009   |  | $              | 10,000,000 |                   | 2.579 | % |                       | 3.000 | % |            | $ | (209,985   | )
|11/23/2009   |  |                | 10,000,000 |                   | 2.570 | % |                       | 3.000 | % |            |   | (336,166   | )
|11/26/2010   |  |                | 10,000,000 |                   | 2.630 | % |                       | 4.125 | % |            |   | (166,063   | )
|11/26/2010   |  |                | 5,000,000  |                   | 2.640 | % |                       | 4.125 | % |            |   | (164,048   | )
|11/26/2010   |  |                | 5,000,000  |                   | 2.650 | % |                       | 4.125 | % |            |   | (184,314   | )
|1/24/2010    |  |                | 10,000,000 |                   | 2.560 | % |                       | 3.000 | % |            |   | (195,517   | )
|1/28/2011    |  |                | 10,000,000 |                   | 2.630 | % |                       | 4.000 | % |            |   | (280,694   | )
|             |  |                |            |                   |       |   |                       |       |   |            |   |            |  
|Total        |  | $              | 60,000,000 |                   |       |   |                       |       |   |            | $ | (1,536,787 | )
|             |  |                |            |                   |       |   |                       |       |   |            |   |            |  



CONTROLS AND PROCEDURES



The Companys management, including the Companys principal executive officer and principal financial officer, have evaluated the effectiveness of the Companys disclosure controls and
procedures, as such term is defined in Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934, as amended, (the Exchange Act). Based upon their evaluation, the principal executive officer and principal financial
officer concluded that, as of the end of the period covered by this report, the Companys disclosure controls and procedures were effective for the purpose of ensuring that the information required to be disclosed in the reports that the
Company files or submits under the Exchange Act with the Securities and Exchange Commission (the SEC) (1) is recorded, processed, summarized and reported within the time periods specified in the SECs rules and forms, and (2) is
accumulated and communicated to the Companys management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.



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##### Table of Contents

PART II - OTHER INFORMATION



Item 1. Legal Proceedings:



Periodically, there have been various claims and lawsuits involving the Bank, such as claims to enforce liens, condemnation proceedings on properties in which the Bank holds security interests, claims involving the making and servicing of
real property loans and other issues incident to the Banks business. Neither the Bank nor the Company is a party to any pending legal proceedings that it believes would have a material adverse effect on the financial condition or operations of
the Company.



Item 2. Unregistered Sales of Equity Securities and Use of Proceeds:



The following table provides information regarding the Companys purchases of its equity securities during the three months ended March 31, 2005.



ISSUER PURCHASES OF EQUITY SECURITIES



|                                                    |  |                                               |  |                                        |       |                                                                                             |       |                                                                                                                                 |       
|--------------------------------------------------- |  | --------------------------------------------- |  | -------------------------------------- | ----- | ------------------------------------------------------------------------------------------- | ----- | ------------------------------------------------------------------------------------------------------------------------------- | ------
|Period                                              |  | (a) Total Number ofShares (or Units)Purchased |  | (b)Average PricePaid perShare(or Unit) |       | (c) Total Number ofShares (or Units)Purchased as Part of PubliclyAnnounced Plansor
Programs |       | (d) Maximum Number (or Approximate Dollar Value) of Shares (or Units) that May Yet Be Purchased Under
the Plans or Programs (1)
|Month #1 January 1, 2005 through January 31, 2005   |  | 2,753                                         |  |                                        | 19.36 |                                                                                             | 2,753 |                                                                                                                                 | 23,386
|Month #2 February 1, 2005 through February 29, 2005 |  | 5,961                                         |  |                                        | 21.35 |                                                                                             | 5,961 |                                                                                                                                 | 17,425
|Month #3 March 1, 2005 through March 31, 2005       |  |                                              |  |                                        |      |                                                                                             |      |                                                                                                                                 | 17,425
|                                                    |  |                                               |  |                                        |       |                                                                                             |       |                                                                                                                                 |       
|Total                                               |  | 8,714                                         |  | $                                      | 20.72 |                                                                                             | 8,714 |                                                                                                                                 | 17,425
|                                                    |  |                                               |  |                                        |       |                                                                                             |       |                                                                                                                                 |       

---

|(1) | In February 2003, Pulaski Financial Corp. announced a repurchase program under which it would repurchase up to 140,000 shares of its common stock. On July 21, 2003, Pulaski
Financial declared a two-for-one stock split, increasing the shares authorized under this program to 280,000. The repurchase program will continue until it is completed.
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



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Item 3. Defaults Upon Senior Securities: Not applicable



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



The Annual Meeting of the Stockholder of the Company was held on January 27, 2005. The results of the vote were as follows:



| | 1. | The following individuals were elected as directors, each for a three-year term:
| | -- | --------------------------------------------------------------------------------



|                  |  |           |  |               
|----------------- |  | --------- |  | --------------
|                  |  | VOTES FOR |  | VOTES WITHHELD
|William A. Donius |  | 4,949,178 |  | 89,765        
|                  |  |          
|Robert A. Ebel    |  | 4,930,061 |  | 103,562       
|                  |  |          
|Leon A. Felman    |  | 4,943,393 |  | 90,230        



The following
individual was elected as director for a one-year term:



|                 |  |           |  |               
|---------------- |  | --------- |  | --------------
|                 |  | VOTES FOR |  | VOTES WITHHELD
|Lee S. Wielansky |  | 4,935,393 |  | 98,230        



| | 2. | The appointment of KPMG LLP as independent auditors of Pulaski Financial Corp. for the fiscal year ending September 30, 2005 was ratified by the stockholders by the following vote:
| | -- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|          |  |         |  |        
|--------- |  | ------- |  | -------
|FOR       |  | AGAINST |  | ABSTAIN
|5,032,179 |  | 3,204   |  | 3,560  



Item 5. Other information: Not applicable



Item 6. Exhibits



|     |  |                                                                                   
|---- |  | ----------------------------------------------------------------------------------
|3.1  |  | Articles of Incorporation of Pulaski Financial Corp.*                             
|     | 
|3.2  |  | Certificate of Amendment to Articles of Incorporation of Pulaski Financial Corp.**
|     | 
|3.3  |  | Bylaws of Pulaski Financial Corp.*                                                
|     | 
|4.0  |  | Form of Certificate for Common Stock***                                           
|     | 
|10.1 |  | Form of Stock Option Agreement                                                    
|     | 
|31.1 |  | Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer                 
|     | 
|31.2 |  | Rule 13a-14(a)/15d-14(a) Certification of the Chief Financial Officer             



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##### Table of Contents

|     |  |                                                      
|---- |  | -----------------------------------------------------
|32.1 |  | Section 1350 Certification of Chief Executive Officer
|     | 
|32.2 |  | Section 1350 Certification of Chief Financial Officer

---

|* | Incorporated by reference into this document from the Exhibits to the 2003 proxy statement as filed with the Securities and Exchange Commission on December 27, 2002.
|- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------

|** | Incorporated by reference into this document from the Form 10-Q, as filed with the Securities and Exchange Commission on February 17, 2003.
|-- | -------------------------------------------------------------------------------------------------------------------------------------------

|*** | Incorporated by reference from the Form S-1 (Registration No. 333-56465), as amended, as filed with the Securities and Exchange Commission on June 9, 1998.
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------



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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.



|                  |  |                                                
|----------------- |  | -----------------------------------------------
|                  |  | PULASKI FINANCIAL CORP.                        
|                  | 
|Date: May 9, 2005 |  | /S/ William A. Donius                          
|                  |  | William A. Donius                              
|                  |  | Chairman, President and Chief Executive Officer
|                  | 
|Date: May 9, 2005 |  | /S/ Ramsey K. Hamadi                           
|                  |  | Ramsey K. Hamadi                               
|                  |  | Chief Financial Officer                        



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