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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 December 31, 2004



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



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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 February 9, 2005
|Common Stock, par value $.01 per share |  | 5,588,503 shares               



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##### Table of Contents

PULASKI FINANCIAL CORP. AND SUBSIDIARIES



FORM 10-Q



DECEMBER 31, 2004



TABLE OF CONTENTS



|        |  |                                                                                       |  |                                                                                                                              |  |    
|------- |  | ------------------------------------------------------------------------------------- |  | ---------------------------------------------------------------------------------------------------------------------------- |  | ---
|        |  |                                                                                       |  | Page                                                                                                                        
|PART I  |  | FINANCIAL INFORMATION                                                                 |  |                                                                                                                             
|        |  |                                                                                      
|Item 1. |  | Financial Statements                                                                  |  |                                                                                                                             
|        |  |                                                                                       | 
|        |  |                                                                                       |  | Consolidated Balance Sheets at December 31, 2004 (Unaudited) and September 30, 2004                                          |  | 1  
|        |  |                                                                                       | 
|        |  |                                                                                       |  | Consolidated Statements of Income and Comprehensive Income for the Three Months Ended December 31, 2004 and 2003 (Unaudited) |  | 2  
|        |  |                                                                                       | 
|        |  |                                                                                       |  | Consolidated Statement of Stockholders Equity for the Three Months Ended December 31, 2004 (Unaudited)                      |  | 3  
|        |  |                                                                                       | 
|        |  |                                                                                       |  | Consolidated Statements of Cash Flows for the Three Months Ended December 31, 2004 and 2003 (Unaudited)                      |  | 4-5
|        |  |                                                                                       | 
|        |  |                                                                                       |  | Notes to Unaudited Consolidated Financial Statements (Unaudited)                                                             |  | 6-8
|        |  |                                                                                      
|Item 2. |  | Managements Discussion and Analysis of Financial Condition and Results of Operations |  | 9-19                                                                                                                        
|        |  |                                                                                      
|Item 3. |  | Quantitative and Qualitative Disclosures About Market Risk                            |  | 19-20                                                                                                                       
|        |  |                                                                                      
|Item 4. |  | Controls and Procedures                                                               |  | 21                                                                                                                          
|        |  |                                                                                      
|Item 5. |  | Effects of New Accounting Standards                                                   |  | 21                                                                                                                          
|        |  |                                                                                      
|PART II |  | OTHER INFORMATION                                                                     |  |                                                                                                                             
|        |  |                                                                                       | 
|Item 1. |  |                                                                                       |  | Legal Proceedings                                                                                                            |  | 23 
|        |  |                                                                                       | 
|Item 2. |  |                                                                                       |  | Unregistered Sales of Equity Securities and Use of Proceeds                                                                  |  | 23 
|        |  |                                                                                       | 
|Item 3. |  |                                                                                       |  | Defaults Upon Senior Securities                                                                                              |  | 24 
|        |  |                                                                                       | 
|Item 4. |  |                                                                                       |  | Submission of Matters to a Vote of Security Holders                                                                          |  | 24 
|        |  |                                                                                       | 
|Item 5. |  |                                                                                       |  | Other Information                                                                                                            |  | 24 
|        |  |                                                                                       | 
|Item 6. |  |                                                                                       |  | Exhibits                                                                                                                     |  | 24 
|        |  |                                                                                      
|        |  | Signatures                                                                            |  |                                                                                                                             



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##### Table of Contents

PART I - FINANCIAL INFORMATION



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##### Table of Contents

PULASKI FINANCIAL CORP. AND SUBSIDIARIES



CONSOLIDATED BALANCE SHEETS

DECEMBER 31, 2004 (UNAUDITED) AND SEPTEMBER 30, 2004



|                                                                                                                                                                         |  |                  |             |   |                   |   |             |  
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------ |  | ---------------- | ----------- | - | ----------------- | - | ----------- | -
|                                                                                                                                                                         |  | December 31,2004 |             |   | September 30,2004 |  
|ASSETS                                                                                                                                                                   |  |                  |             |   |                   |   |             |  
|                                                                                                                                                                         |  |                 
|Cash and amounts due from depository institutions                                                                                                                        |  | $                | 14,328,237  |   |                   | $ | 16,182,443  |  
|Federal funds sold and overnight deposit                                                                                                                                 |  |                  | 5,865,383   |   |                   |   | 4,113,668   |  
|                                                                                                                                                                         |  |                  |             |   |                   |   |             |  
|Total cash and cash equivalents                                                                                                                                          |  |                  | 20,193,620  |   |                   |   | 20,296,111  |  
|                                                                                                                                                                         |  |                 
|Debt securities available for sale, at fair value                                                                                                                        |  |                  | 8,578,196   |   |                   |   | 9,503,376   |  
|Equity securities available for sale, at fair value                                                                                                                      |  |                  | 3,614,662   |   |                   |   | 3,482,732   |  
|Securities held to maturity, at amortized cost (fair value, $3,004,209 and -0- at December 31, 2004 and September 30, 2004,
respectively)                                |  |                  | 2,992,868   |   |                   |   |            |  
|Mortgage-backed and related securities held to maturity, at amortized cost (fair value, $827,742 and $943,658 at December 31, 2004 and
September 30, 2004, respectively) |  |                  | 760,512     |   |                   |   | 864,423     |  
|Mortgage-backed securities available for sale, at fair value                                                                                                             |  |                  | 5,280,743   |   |                   |   | 5,709,985   |  
|Capital stock of Federal Home Loan Bank - at cost                                                                                                                        |  |                  | 7,902,500   |   |                   |   | 7,537,600   |  
|Loans receivable held for sale, at lower of cost or market                                                                                                               |  |                  | 56,385,956  |   |                   |   | 49,151,789  |  
|Loans receivable, net of allowance for loan losses of $5,844,756 and $5,579,132 at December 31, 2004 and September 30, 2004,
respectively                                |  |                  | 553,831,533 |   |                   |   | 510,584,236 |  
|Real estate acquired in settlement of loans, net of allowance for losses of $79,561 and $47,816 at December 31, 2004 and September 30, 2004,
respectively                |  |                  | 1,070,310   |   |                   |   | 1,067,881   |  
|Premises and equipment - net                                                                                                                                             |  |                  | 11,244,329  |   |                   |   | 10,701,279  |  
|Accrued interest receivable                                                                                                                                              |  |                  | 2,969,843   |   |                   |   | 2,538,953   |  
|Intangible assets                                                                                                                                                        |  |                  | 501,826     |   |                   |   | 523,644     |  
|Bank owned life insurance                                                                                                                                                |  |                  | 11,681,553  |   |                   |   | 11,553,961  |  
|Other assets                                                                                                                                                             |  |                  | 4,951,006   |   |                   |   | 4,370,381   |  
|                                                                                                                                                                         |  |                  |             |   |                   |   |             |  
|TOTAL ASSETS                                                                                                                                                             |  | $                | 691,959,457 |   |                   | $ | 637,886,351 |  
|                                                                                                                                                                         |  |                  |             |   |                   |   |             |  
|LIABILITIES AND STOCKHOLDERS EQUITY                                                                                                                                     |  |                  |             |   |                   |   |             |  
|LIABILITIES:                                                                                                                                                             |  |                  |             |   |                   |   |             |  
|Deposits                                                                                                                                                                 |  | $                | 446,744,951 |   |                   | $ | 406,798,593 |  
|Advances from Federal Home Loan Bank                                                                                                                                     |  |                  | 165,800,000 |   |                   |   | 154,600,000 |  
|Note payable                                                                                                                                                             |  |                  | 3,745,000   |   |                   |   | 3,830,000   |  
|Subordinated debt                                                                                                                                                        |  |                  | 19,589,000  |   |                   |   | 9,279,000   |  
|Advance payments by borrowers for taxes and insurance                                                                                                                    |  |                  | 994,784     |   |                   |   | 2,624,699   |  
|Accrued interest payable                                                                                                                                                 |  |                  | 693,864     |   |                   |   | 504,722     |  
|Due to other banks                                                                                                                                                       |  |                  | 5,373,589   |   |                   |   | 14,463,691  |  
|Other liabilities                                                                                                                                                        |  |                  | 5,811,825   |   |                   |   | 4,812,075   |  
|                                                                                                                                                                         |  |                  |             |   |                   |   |             |  
|Total liabilities                                                                                                                                                        |  |                  | 648,753,013 |   |                   |   | 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; 7,945,772 shares issued at December 31, 2004 and September 30, 2004,
respectively                 |  |                  | 79,458      |   |                   |   | 79,458      |  
|Treasury stock - at cost (2,407,230 and 2,460,785 shares at December 31, 2004 and September 30, 2004, respectively)                                                      |  |                  | (17,576,125 | ) |                   |   | (17,869,317 | )
|Treasury stock - equity trust - at cost (250,000 and 232,600 shares at December 31, 2004 and September 30, 2004, respectively)                                           |  |                  | (3,144,350  | ) |                   |   | (2,842,407  | )
|Additional paid-in capital                                                                                                                                               |  |                  | 29,604,351  |   |                   |   | 28,974,701  |  
|Unearned MRDP shares                                                                                                                                                     |  |                  | (86,899     | ) |                   |   | (131,075    | )
|Unearned ESOP shares (18,996 and 36,755 unreleased shares at December 31, 2004 and September 30, 2004, respectively)                                                     |  |                  | (94,980     | ) |                   |   | (183,773    | )
|Accumulated other comprehensive income                                                                                                                                   |  |                  | 82,102      |   |                   |   | 18,807      |  
|Retained earnings                                                                                                                                                        |  |                  | 34,342,887  |   |                   |   | 32,927,177  |  
|                                                                                                                                                                         |  |                  |             |   |                   |   |             |  
|Total stockholders equity                                                                                                                                               |  |                  | 43,206,444  |   |                   |   | 40,973,571  |  
|                                                                                                                                                                         |  |                  |             |   |                   |   |             |  
|TOTAL LIABILITIES AND STOCKHOLDERS EQUITY                                                                                                                               |  | $                | 691,959,457 |   |                   | $ | 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 MONTHS ENDED DECEMBER 31, 2004 AND 2003 (UNAUDITED)



|                                                    |  |                                |           |      |   |           |  
|--------------------------------------------------- |  | ------------------------------ | --------- | ---- | - | --------- | -
|                                                    |  | Three Months EndedDecember 31, |          
|                                                    |  | 2004                           |           | 2003 |  
|INTEREST INCOME:                                    |  |                                |           |      |   |           |  
|                                                    |  |                               
|Loans receivable                                    |  | $                              | 8,004,329 |      | $ | 4,901,162 |  
|Securities                                          |  |                                | 43,522    |      |   | 34,010    |  
|FHLB Stock                                          |  |                                | 58,642    |      |   | 26,368    |  
|Mortgage-backed securities                          |  |                                | 76,834    |      |   | 110,693   |  
|Other                                               |  |                                | 22,707    |      |   | 15,597    |  
|                                                    |  |                                |           |      |   |           |  
|Total interest income                               |  |                                | 8,206,034 |      |   | 5,087,830 |  
|                                                    |  |                                |           |      |   |           |  
|INTEREST EXPENSE:                                   |  |                                |           |      |   |           |  
|Deposits                                            |  |                                | 1,857,999 |      |   | 1,186,077 |  
|Advances from Federal Home Loan Bank of Des Moines  |  |                                | 1,092,125 |      |   | 439,448   |  
|Subordinated debt                                   |  |                                | 130,756   |      |   |          |  
|Note payable                                        |  |                                | 38,757    |      |   |          |  
|                                                    |  |                                |           |      |   |           |  
|Total interest expense                              |  |                                | 3,119,637 |      |   | 1,625,525 |  
|                                                    |  |                                |           |      |   |           |  
|NET INTEREST INCOME                                 |  |                                | 5,086,397 |      |   | 3,462,305 |  
|                                                    |  |                               
|PROVISION FOR LOAN LOSSES                           |  |                                | 349,214   |      |   | 263,515   |  
|                                                    |  |                                |           |      |   |           |  
|NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES |  |                                | 4,737,183 |      |   | 3,198,790 |  
|                                                    |  |                                |           |      |   |           |  
|NON-INTEREST INCOME:                                |  |                                |           |      |   |           |  
|Retail banking fees                                 |  |                                | 619,164   |      |   | 530,006   |  
|Mortgage revenues                                   |  |                                | 1,117,481 |      |   | 1,151,821 |  
|Title policy revenues                               |  |                                | 158,744   |      |   |          |  
|Investment division revenues                        |  |                                | 138,799   |      |   |          |  
|Insurance commissions                               |  |                                | 67,173    |      |   | 42,378    |  
|Gain on sale of securities                          |  |                                |          |      |   | 280,337   |  
|Other                                               |  |                                | 244,136   |      |   | 206,735   |  
|                                                    |  |                                |           |      |   |           |  
|Total non-interest income                           |  |                                | 2,345,497 |      |   | 2,211,277 |  
|                                                    |  |                                |           |      |   |           |  
|NON-INTEREST EXPENSE:                               |  |                                |           |      |   |           |  
|Salaries and employee benefits                      |  |                                | 2,068,312 |      |   | 1,460,153 |  
|Occupancy, equipment and data processing expense    |  |                                | 936,407   |      |   | 898,688   |  
|Advertising                                         |  |                                | 123,670   |      |   | 167,433   |  
|Professional services                               |  |                                | 196,937   |      |   | 168,157   |  
|Other                                               |  |                                | 654,585   |      |   | 475,125   |  
|                                                    |  |                                |           |      |   |           |  
|Total non-interest expense                          |  |                                | 3,979,911 |      |   | 3,169,556 |  
|                                                    |  |                                |           |      |   |           |  
|INCOME BEFORE INCOME TAXES                          |  |                                | 3,102,769 |      |   | 2,240,511 |  
|                                                    |  |                               
|INCOME TAXES                                        |  |                                | 1,193,051 |      |   | 836,507   |  
|                                                    |  |                                |           |      |   |           |  
|NET INCOME                                          |  | $                              | 1,909,718 |      | $ | 1,404,004 |  
|                                                    |  |                                |           |      |   |           |  
|OTHER COMPREHENSIVE INCOME (LOSS)                   |  |                                | 63,295    |      |   | (146,681  | )
|                                                    |  |                                |           |      |   |           |  
|COMPREHENSIVE INCOME                                |  | $                              | 1,973,013 |      | $ | 1,257,323 |  
|                                                    |  |                                |           |      |   |           |  
|Per share amounts:                                  |  |                                |           |      |   |           |  
|Basic earnings per share                            |  | $                              | 0.35      |      | $ | 0.26      |  
|                                                    |  |                                |           |      |   |           |  
|Basic weighted average common shares outstanding    |  |                                | 5,466,310 |      |   | 5,370,094 |  
|Diluted earnings per share                          |  | $                              | 0.33      |      | $ | 0.24      |  
|                                                    |  |                                |           |      |   |           |  
|Diluted weighted average common shares outstanding  |  |                                | 5,823,973 |      |   | 5,777,435 |  



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

THREE MONTHS ENDED DECEMBER 31, 2004 (UNAUDITED)



|                                                                               |  |              |        |                |   |             |                           |  |                                                           |            |  |                      |          |   |                                        |   |                   |   |  |       |        |  |   |            |   |  |   |            |  
|------------------------------------------------------------------------------ |  | ------------ | ------ | -------------- | - | ----------- | ------------------------- |  | --------------------------------------------------------- | ---------- |  | -------------------- | -------- | - | -------------------------------------- | - | ----------------- | - |  | ----- | ------ |  | - | ---------- | - |  | - | ---------- | -
|                                                                               |  | Common Stock |        | Treasury Stock |   |             | AdditionalPaid-In Capital |  | Unearned Management Recognition & Development Plan Shares |            |  | Unearned ESOP Shares |          |   | Accumulated Other Comprehensive Income |   | Retained Earnings |   |  | 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 |  
|                                                                               |  |              |        |                |   |             |                           | 
|Comprehensive income:                                                          |  |              |        |                |   |             |                           |  |                                                           |            |  |                      |          |   |                                        |   |                   |   |  |       |        |  |   |            |   |  |   |            |  
|Net income                                                                     |  |              |        |                |   |             |                           |  |                                                           |            |  |                      |          |   |                                        |   |                   |   |  |       |        |  |   | 1,909,718  |   |  |   | 1,909,718  |  
|Unrealized gain on investment securities arising during the period, net of tax |  |              |        |                |   |             |                           |  |                                                           |            |  |                      |          |   |                                        |   |                   |   |  |       | 63,295 |  |   |            |   |  |   | 63,295     |  
|                                                                               |  |              |        |                |   |             |                           | 
|Dividends ($.09 per share)                                                     |  |              |        |                |   |             |                           |  |                                                           |            |  |                      |          |   |                                        |   |                   |   |  |       |        |  |   | (494,008   | ) |  |   | (494,008   | )
|                                                                               |  |              |        |                |   |             |                           | 
|Stock options exercised                                                        |  |              |        |                |   | 296,980     |                           |  |                                                           | 75,623     |  |                      |          |   |                                        |   |                   |   |  |       |        |  |   |            |   |  |   | 372,603    |  
|                                                                               |  |              |        |                |   |             |                           | 
|Stock repurchase (197 shares)                                                  |  |              |        |                |   | (3,788      | )                         |  |                                                           |            |  |                      |          |   |                                        |   |                   |   |  |       |        |  |   |            |   |  |   | (3,788     | )
|                                                                               |  |              |        |                |   |             |                           | 
|Equity trust shares purchased                                                  |  |              |        |                |   | (301,943    | )                         |  |                                                           | 301,943    |  |                      |          |   |                                        |   |                   |   |  |       |        |  |   |            |   |  |   |           |  
|                                                                               |  |              |        |                |   |             |                           | 
|Release of ESOP shares                                                         |  |              |        |                |   |             |                           |  |                                                           | 252,084    |  |                      |          |   |                                        |   | 88,793            |   |  |       |        |  |   |            |   |  |   | 340,877    |  
|                                                                               |  |              |        |                |   |             |                           | 
|Amortization of Management Recognition and Development Plan shares             |  |              |        |                |   |             |                           |  |                                                           |            |  |                      | 44,176   |   |                                        |   |                   |   |  |       |        |  |   |            |   |  |   | 44,176     |  
|                                                                               |  |              |        |                |   |             |                           |  |                                                           |            |  |                      |          |   |                                        |   |                   |   |  |       |        |  |   |            |   |  |   |            |  
|BALANCE, December 31, 2004                                                     |  | $            | 79,458 |                | $ | (20,720,475 | )                         |  | $                                                         | 29,604,351 |  | $                    | (86,899  | ) |                                        | $ | (94,980           | ) |  | $     | 82,102 |  | $ | 34,342,887 |   |  | $ | 43,206,444 |  
|                                                                               |  |              |        |                |   |             |                           |  |                                                           |            |  |                      |          |   |                                        |   |                   |   |  |       |        |  |   |            |   |  |   |            |  



See
accompanying notes to the unaudited consolidated financial statements.



- 3 -



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##### Table of Contents

PULASKI FINANCIAL CORP. AND SUBSIDIARIES



CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THREE MONTHS

ENDED DECEMBER 31, 2004 (UNAUDITED) AND DECEMBER 31, 2003 (UNAUDITED)



|                                                                              |  |      |              |   |      |   |              |  
|----------------------------------------------------------------------------- |  | ---- | ------------ | - | ---- | - | ------------ | -
|                                                                              |  | 2004 |              |   | 2003 |  
|CASH FLOWS FROM OPERATING ACTIVITIES:                                         |  |      |              |   |      |   |              |  
|Net income                                                                    |  | $    | 1,909,718    |   |      | $ | 1,404,004    |  
|Adjustments to reconcile net income to net cash from operating activities:    |  |      |              |   |      |   |              |  
|Depreciation, amortization and accretion:                                     |  |      |              |   |      |   |              |  
|Premises and equipment                                                        |  |      | 285,226      |   |      |   | 276,822      |  
|Deferred loan fees, discounts and premiums                                    |  |      | 568,375      |   |      |   | 278,186      |  
|Management Recognition and Development Plan stock awards                      |  |      | 44,176       |   |      |   | 58,374       |  
|ESOP shares committed to be released                                          |  |      | 340,877      |   |      |   |             |  
|Provision for loan losses                                                     |  |      | 349,214      |   |      |   | 263,515      |  
|Provision for losses on real estate acquired in settlement of loans           |  |      | 38,139       |   |      |   | 11,448       |  
|Losses (gains) on sale of real estate acquired in settlement of loans         |  |      | 18,295       |   |      |   | (3,403       | )
|Originations of loans receivable for sale to correspondent lenders            |  |      | (216,250,064 | ) |      |   | (182,859,726 | )
|Proceeds from sales of loans to correspondent lenders                         |  |      | 209,917,873  |   |      |   | 195,672,954  |  
|Gain on sale of loans                                                         |  |      | (901,976     | ) |      |   | (1,039,173   | )
|Gain on sale of securities                                                    |  |      |             |   |      |   | (280,337     | )
|Increase in cash value of bank-owned life insurance policies                  |  |      | (127,592     | ) |      |   | (96,451      | )
|Changes in other assets and liabilities                                       |  |      | 160,402      |   |      |   | (2,081,447   | )
|                                                                              |  |      |              |   |      |   |              |  
|Net adjustments                                                               |  |      | (5,557,055   | ) |      |   | 10,200,762   |  
|                                                                              |  |      |              |   |      |   |              |  
|Net cash (used in) provided by operating activities                           |  |      | (3,647,337   | ) |      |   | 11,604,766   |  
|                                                                              |  |      |              |   |      |   |              |  
|CASH FLOWS FROM INVESTING ACTIVITIES:                                         |  |      |              |   |      |   |              |  
|Proceeds from sales of investment securities                                  |  | $    |             |   |      | $ | 699,472      |  
|Proceeds from maturities of investment securities                             |  |      | 1,250,000    |   |      |   | 530,000      |  
|Proceeds from redemption of FHLB stock                                        |  |      | 1,524,200    |   |      |   | 2,712,400    |  
|Purchases of securities and Federal Home Loan Bank stock                      |  |      | (5,210,140   | ) |      |   | (3,490,675   | )
|Principal payments received on mortgage-backed securities                     |  |      | 508,788      |   |      |   | 615,908      |  
|Net increase in loans                                                         |  |      | (44,263,375  | ) |      |   | (37,242,941  | )
|Proceeds from sales of real estate acquired in settlement of loans receivable |  |      | 37,500       |   |      |   | 39,500       |  
|Net additions to premises and equipment                                       |  |      | (828,276     | ) |      |   | (418,625     | )
|                                                                              |  |      |              |   |      |   |              |  
|Net cash used in investing activities                                         |  |      | (46,981,303  | ) |      |   | (36,554,961  | )
|                                                                              |  |      |              |   |      |   |              |  
|CASH FLOWS FROM FINANCING ACTIVITIES:                                         |  |      |              |   |      |   |              |  
|Net increase (decrease) in deposits                                           |  | $    | 39,946,358   |   |      | $ | (8,383,591   | )
|Proceeds from Federal Home Loan Bank advances, net                            |  |      | 11,200,000   |   |      |   | 53,000,000   |  
|Repayment of note payable                                                     |  |      | (85,000      | ) |      |   |             |  
|Proceeds from issuance of subordinated debt                                   |  |      | 10,310,000   |   |      |   |             |  
|Net decreease in due to other banks                                           |  |      | (9,090,102   | ) |      |   | (3,809,557   | )
|Net decrease in advance payments by borrowers for taxes and insurance         |  |      | (1,629,915   | ) |      |   | (1,815,010   | )
|Treasury stock issued under stock option plan                                 |  |      | 372,603      |   |      |   | 72,663       |  
|Dividends paid on common stock                                                |  |      | (494,008     | ) |      |   | (324,723     | )
|Stock repurchase                                                              |  |      | (3,788       | ) |      |   | (434,638     | )
|                                                                              |  |      |              |   |      |   |              |  
|Net cash provided by financing activities                                     |  |      | 50,526,148   |   |      |   | 38,305,144   |  
|                                                                              |  |      |              |   |      |   |              |  



(Continued)



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PULASKI FINANCIAL CORP. AND SUBSIDIARIES



CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THREE MONTHS ENDED

ENDED DECEMBER 31, 2004 (UNAUDITED) AND DECEMBER 31, 2003 (UNAUDITED)



|                                                       |  |      |            |   |      |   |           
|------------------------------------------------------ |  | ---- | ---------- | - | ---- | - | ----------
|                                                       |  | 2004 |            |   | 2003
|NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS   |  | $    | (102,491   | ) |      | $ | 13,324,948
|                                                       |  |     
|CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD       |  |      | 20,296,111 |   |      |   | 18,655,646
|                                                       |  |      |            |   |      |   |           
|CASH AND CASH EQUIVALENTS AT END OF PERIOD             |  | $    | 20,193,620 |   |      | $ | 31,980,594
|                                                       |  |      |            |   |      |   |           
|SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:     |  |      |            |   |      |   |           
|Cash paid during the year for:                         |  |      |            |   |      |   |           
|Interest                                               |  | $    | 3,041,236  |   |      | $ | 1,727,087 
|Income taxes, net                                      |  |      | 363,636    |   |      |   | 1,215,476 
|                                                       |  |     
|NONCASH INVESTING ACTIVITIES:                          |  |      |            |   |      |   |           
|Real estate acquired in settlement of loans receivable |  |      | 96,364     |   |      |   | 164,417   



See
accompanying notes to the unaudited consolidated financial statements.



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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 investment in the
outstanding shares of the Bank and its liabilities consist principally of subordinated debt. Accordingly, the information set forth in this report, including the consolidated financial statements and related financial data, relates primarily to the
Bank. The Company, through the Bank, 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 December 31, 2004 and September 30, 2004 and its results of operations for the three-month period ended December 31, 2004 and 2003. The
results of operations for the period ended December 31, 2004, 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.



The preparation
of these consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements
that affect the reported amounts of revenues and expenses during the reported periods. Actual results could differ from those estimates. The allowance for loan losses and fair values of financial instruments are significant estimates reported within
the consolidated financial statements.



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



|                                              |  |                                |  |          
|--------------------------------------------- |  | ------------------------------ |  | ---------
|                                              |  | Three Months EndedDecember 31,
|                                              |  | 2004                           |  | 2003     
|Weighted average shares outstanding - basic   |  | 5,466,310                      |  | 5,370,094
|Effect of dilutive stock options              |  | 357,663                        |  | 407,341  
|                                              |  |                                |  |          
|Weighted average shares outstanding - diluted |  | 5,823,973                      |  | 5,777,435
|                                              |  |                                |  |          
|Anti-dilutive shares                          |  | 29,104                         |  |         
|                                              |  |                                |  |          
|Net income per share-basic                    |  | 0.35                           |  | 0.26     
|Net income per share-diluted                  |  | 0.33                           |  | 0.24     



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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.



In December 2002, the Financial Accounting Standards Board FASB issued Statement of Financial Accounting Standards SFAS No. 148,
Accounting for Stock-Based Compensation  Transition and DisclosureSFAS 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 until the expected implementation date of SFAS No.123 (Revised 2004), Share-Based Payment, which is effective for public companies for
interim and annual periods beginning after June 15, 2005. 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 financial statements for three months ending September 30, 2005 are expected to reflect stock-based employee compensation costs of option grants in the consolidated statement
of income and comprehensive income.



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, December 31,      |          
|                                                                                                                              |  | 2004                                  |           |   | 2003 |  
|                                                                                                                              |  | (In thousands, except per share data) |          
|Net income, as reported:                                                                                                      |  | $                                     | 1,909,718 |   |      | $ | 1,404,004 |  
|Deduct: Total stock-based employee compensation expense, determined under fair value method for all awards- net of tax effect |  |                                       | (38,591   | ) |      |   | (38,626   | )
|                                                                                                                              |  |                                       |           |   |      |   |           |  
|Pro forma net income attributable to common stock                                                                             |  | $                                     | 1,871,127 |   |      | $ | 1,365,378 |  
|                                                                                                                              |  |                                       |           |   |      |   |           |  
|Earnings per share:                                                                                                           |  |                                       |           |   |      |   |           |  
|Basic -as reported                                                                                                            |  |                                       | 0.35      |   |      |   | 0.26      |  
|Basic- pro forma                                                                                                              |  |                                       | 0.34      |   |      |   | 0.25      |  
|                                                                                                                              |  |                                      
|Diluted -as reported                                                                                                          |  |                                       | 0.33      |   |      |   | 0.24      |  
|Diluted -pro forma                                                                                                            |  |                                       | 0.32      |   |      |   | 0.24      |  





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



On December 15, 2004, Pulaski Financial Statutory 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 the Trust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 the Trust. 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 4.31%.



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 2003 amounts to conform to the 2004 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 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 profitability of the Company is largely dependent on the net interest income generated by its subsidiary bank. The Companys
business strategy is focused on maximizing net interest income of the Bank through growth and improved efficiency of five core products, which includes two deposit products, checking and money market accounts, and three
loan products, commercial, home equity and residential 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 consolidated balance sheet.
Driving these relationships are more than 47 seasoned residential and commercial lenders in the Companys two market locations, St. Louis and Kansas City, which include seven branch locations and two loan production offices. During the three
months ended December 31, 2004, each of these products made important contributions resulting in record earnings for the quarter of $1.9 million, or $0.33 per diluted share, compared to $1.4 million, or $0.24 per diluted share, for the quarter ended
December 31, 2003. During the quarter ended December 31, 2004, the Company had annualized returns on equity and assets of 18.04% and 1.16%, respectively, compared to annualized returns on equity and assets for the quarter ended December 31, 2003 of
15.08% and 1.36%, respectively. Total assets of the Company grew 8.5% to $692.0 million at December 31, 2004 compared to $637.9 million at September 30, 2004.



Total assets increased due to growth in the retained loan portfolio, which increased $43.2 million during the three months ended December 31, 2004. Commercial and home
equity loans grew $23.3 million and $13.7 million, respectively. At December 31, 2004, the $553.8 million loan portfolio, net of allowance for loan



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losses, consisted of $237.5 million of residential loans, $171.9 million of home equity loans and $131.1 million of commercial loan balances. Of the
commercial balances, $26.9 million were commercial and industrial loans.



Due
to the growth in the portfolio, net interest income increased 46.9% to $5.1 million for the quarter ended December 31, 2004 compared to $3.5 million for the same period a year ago. The net interest margin declined from 3.44% for the quarter ended
September 30, 2004 to 3.31% for the quarter ended December 31, 2004 due to asset growth outpacing core deposit growth, resulting in higher wholesale funding dependence. With approximately two-thirds of the Companys assets and liabilities set
to reprice within one year, the Companys interest rate risk profile is low.



The increase in net income also reflected the contribution of two new divisions, Pulaski Title Company (Title Company) and Pulaski Investment Division (Investment Division). The companies reported $159,000 and $139,000 in revenue,
respectively. After expenses, the Title Division contributed $52,000 in pre-tax income while the Investment Division broke even. The Title Company completed its seventh month of operations and the Investment Division its second as of December
31, 2004. Both divisions are expected to make increasing contributions through the remaining fiscal year.



RECENT EVENTS



On January 27, 2005, at the annual shareholder meeting of the Company, the shareholders elected the following board members to three year terms ending in 2008: William A. Donius, 46, the Companys President,
Chief Executive and Chairman since 1997, Robert A. Ebel, 73, Chairman of the Board of Universal Printing Co., a commercial printer in St. Louis, Mo. and director of the Company since 1979, and Leon A. Felman, 69, managing partner of Felman Family
Partnership, LP, director of Dynex Capital, Inc. and director of the Company since 2004. At the same meeting, the shareholders elected Lee S. Wielansky, 53, Chairman and Chief Executive Officer of Midland Development Group, Inc. and director of
Acadia Realty, to a one year term ending in 2006.



MANAGEMENTS DISCUSSION ON CORE BUSINESS STRATEGY



The Companys retained loan portfolio, net of allowance for loan losses increased $43.2 million, or 8.5% to $553.8
million at December 31, 2004 from $510.6 million at September 30, 2004. The Companys strong commitment to its three core lending products, commercial, home equity lines of credit and residential mortgage loans, resulted in a
growth in the average balance of loans of $228.3 million to $585.6 million for the three months ended December 31, 2004 compared to three months ended December 31, 2003.



Due to the significant growth in retained loans, net interest income increased 46.9% to $5.1 million for the quarter ended
December 31, 2004 compared to $3.5 million for the same period a year ago. The net interest margin declined from 3.44% for the quarter ended September 30, 2004 to 3.31% for the three months ended December 31, 2004 and declined from a net interest
margin of 3.67% for the quarter ended December 31, 2003. With approximately two-thirds of the Companys assets and liabilities set to reprice within one year, the Companys interest rate risk profile is low. The decline in the net interest
margin was due to several factors, including most notably the rapid growth in the loan portfolio that has significantly outpaced the companys growth of low cost core deposits, resulting in increased wholesale funding reliance. At December 31,
2004, the Company had $132.6 million of brokered deposits, $165.8 million of FHLB advances and $19.6 million of subordinated debt, compared to $26.1 million in brokered deposits, $84.5 million in FHLB advances and $0 of subordinated debt at December
31, 2003. In addition, the Company has been impacted by changes in the yield curve as longer term rates such as the 30 year, 15 year and 5 year mortgage rates have been largely unchanged during the year, yet short term borrowing costs have increased
by 125 basis points



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and are expected to continue rising. Finally, the Companys growing home equity portfolio, which totaled $171.9 million at December 31, 2004, has
typically repriced three weeks or more behind the Companys cost of funds. The Companys cost of funds reprice daily instead of monthly like the HELOC portfolio and are more susceptible to market speculations of rising rates than the home
equity portfolio, which floats on the national prime rates published on the first of each month in the Wall Street Journal.



Commercial real estate and commercial and industrial (C&I) loans increased $25.8 million to $131.1 million at December 31, 2004 compared to
$105.3 million at September 30, 2004. The commercial portfolio consists of $67.6 million of commercial real estate, $26.9 million of commercial and industrial, $20.7 million of residential (multi-family and development) and $15.1 million in
construction and development. The commercial loan growth over the next three years has been targeted to be about 70% commercial real estate and 30% C&I. At December 31, 2004, the Company had $21.5 million in commercial demand deposit accounts.
The Company has one substandard residential construction loan to a commercial borrower in the amount of $429,000 and had an allowance for loan losses of $1.3 million allocated to the commercial portfolio. The Company has no charge-off history with
its commercial loan portfolio.



Home equity lines of credit
remain the most consistent growing interest-earning assets within the Company. The equity line balances increased $13.7 million to $171.9 million at December 31, 2004 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 Companys net interest margin. At December 31, 2004, the Bank had $278,000 of non-performing home equity loans or 0.16% of the home equity
portfolio and had zero charge-offs during the three months ended December 31, 2004.



Permanent and construction residential loan balances increased $4.0 million to $237.5 million at December 31, 2004 compared to $233.5 million at September 30, 2004. 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 December 31, 2004, the balance of residential non-performing assets was $5.1 million, including $1.1 million of real estate owned by the Bank. The real estate owned by the Bank consists primarily of two residential properties that are currently
under contract and are expected to be sold without any significant losses. The Company has government guarantees on $1.0 million of the $4.0 million of non-performing residential loans. In part due to the historically strong collateral of the
residential loan portfolio, the Company has absorbed few losses with this product, including just $16,000 during the three months ended December 31, 2004 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.



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 December 31, 2004 declined $34,000 to $1.1 million from
$1.2 million for the quarter ended December 31, 2003 on $209.9 million and $195.7 million of sales, respectively. Offsetting growth in the retained portfolio, the average balance of mortgage loans held for sale declined $15.2 million
to $43.7 million for the quarter ended December 31, 2004 compared to the same period a year ago. The flattening of the yield curve has impacted the Company most notably on the net spread income the Company realizes on loans held for sale, where the
Company has experienced a 117 basis point decline on the average balance of 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. The
average balance of loans held for sale totaled



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$43.7 million for the quarter ended December 31, 2004 and had a spread of 3.00% over the average FHLB of Des Moines overnight rates compared to an average
balance of $58.6 and a spread of 4.17% over the FHLB of Des Moines overnight rates for the quarter ended December 31, 2003.



Total liabilities increased $51.9 million to $648.8 million at December 31, 2004 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.For the three months ended December 31, 2004, demand deposit accounts have increased just $3.0 million to a balance of $168.2 million. Due to
aggressive pricing by national and community banks in the St. Louis market, deposit growth has slowed significantly as the Company has continued to follow internal pricing disciplines, leaving the Company to rely on increased wholesale funding
sources such as FHLB advances and brokered CDs.



The balance of checking
accounts increased $465,000 to $51.9 million at December 31, 2004 from $51.5 million at September 30, 2004. Checking accounts are the lowest cost deposits for the Company and are also the primary source of retail banking revenue. Retail
banking revenue increased $89,000 to $619,000 for the quarter ended December 31, 2004 compared to $530,000 for the same period ended December 31, 2003. Retail banking revenue increased 16.8% despite an increase of just 5.7% in the number of checking
accounts, which went from 13,800 at December 31, 2003 to 14,600 accounts at December 31, 2004. The revenue during the quarter increased primarily because of an increase in frequency of checking overdrafts from existing customers. For three months
ended December 31, 2004, the Company honored $19.3 million of overdraft checks compared to $15.4 million for three months ended December 31, 2003.



The balance of money market accounts increased $3.2 million to $83.2 million at December 31, 2004 from $80.0 million at September 30, 2004. The Company is
in its fifth year of pursuing money market accounts as a core product and its third year of successfully marketing 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 quarter, as one of the banks competitors made aggressive marketing efforts to capture this market, offering six- month special rates more than 75 basis points over fed funds rates. The Company has stayed disciplined
in its pricing and has seen slower growth, but has not experienced significant runoff. Many bank managers have become very aggressive in 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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|                                                                                 |  |                                      |         |                        |   |        |             |  |      |  
|-------------------------------------------------------------------------------- |  | ------------------------------------ | ------- | ---------------------- | - | ------ | ----------- |  | ---- | -
|                                                                                 |  | December 31, 2004 Three Months Ended |        
|                                                                                 |  | Average Balance                      |         | Interest and Dividends |   |        | Yield/ Cost | 
|                                                                                 |  | (Dollars in thousands)               |        
|Interest-earning assets:                                                         |  |                                      |         |                        |   |        |             |  |      |  
|Loans receivable                                                                 |  | $                                    | 585,590 |                        | $ | 8,004  |             |  | 5.47 | %
|Securities                                                                       |  |                                      | 10,114  |                        |   | 43     |             |  | 1.72 | %
|FHLB stock                                                                       |  |                                      | 8,119   |                        |   | 59     |             |  | 2.89 | %
|Mortgage-backed securities                                                       |  |                                      | 6,354   |                        |   | 77     |             |  | 4.84 | %
|Other                                                                            |  |                                      | 4,659   |                        |   | 23     |             |  | 1.95 | %
|                                                                                 |  |                                      |         |                        |   |        |             |  |      |  
|Total interest-earning assets                                                    |  |                                      | 614,836 |                        |   | 8,206  |             |  | 5.34 | %
|                                                                                 |  |                                      |        
|Non-interest-earning assets                                                      |  |                                      | 41,772  |                        |   |        |             |  |      |  
|                                                                                 |  |                                      |         |                        |   |        |             |  |      |  
|Total assets                                                                     |  | $                                    | 656,608 |                        |   |        |             |  |      |  
|                                                                                 |  |                                      |         |                        |   |        |             |  |      |  
|Interest-bearing liabilities:                                                    |  |                                      |         |                        |   |        |             |  |      |  
|Deposits                                                                         |  | $                                    | 408,050 |                        | $ | 1,858  |             |  | 1.82 | %
|FHLB advances                                                                    |  |                                      | 159,691 |                        |   | 1,092  |             |  | 2.74 | %
|Note payable                                                                     |  |                                      | 3,828   |                        |   | 39     |             |  | 4.05 | %
|Subordinated debt                                                                |  |                                      | 11,184  |                        |   | 131    |             |  | 4.68 | %
|                                                                                 |  |                                      |         |                        |   |        |             |  |      |  
|Total interest-bearing liabilities                                               |  |                                      | 582,753 |                        |   | 3,120  |             |  | 2.14 | %
|                                                                                 |  |                                      |         |                        |   |        |             |  |      |  
|Non-interest bearing liabilities                                                 |  |                                      | 31,505  |                        |   |        |             |  |      |  
|Stockholders equity                                                             |  |                                      | 42,350  |                        |   |        |             |  |      |  
|                                                                                 |  |                                      |         |                        |   |        |             |  |      |  
|Total liabilities and stockholders equity                                       |  | $                                    | 656,608 |                        |   |        |             |  |      |  
|                                                                                 |  |                                      |         |                        |   |        |             |  |      |  
|Net interest income                                                              |  |                                      |         |                        | $ | 5,086  |             |  |      |  
|                                                                                 |  |                                      |         |                        |   |        |             |  |      |  
|Interest rate spread                                                             |  |                                      |         |                        |   |        |             |  | 3.20 | %
|                                                                                 |  |                                      |        
|Net interest margin                                                              |  |                                      |         |                        |   |        |             |  | 3.31 | %
|                                                                                 |  |                                      |        
|Ratio of average interest-earning assets to average interest-bearing liabilities |  |                                      |         |                        |   | 105.51 | %           |  |      |  
|                                                                                 |  |                                      |         |                        |   |        |             |  |      |  



|                                                                                 |  |                                      |         |                        |   |        |             |  |      |  
|-------------------------------------------------------------------------------- |  | ------------------------------------ | ------- | ---------------------- | - | ------ | ----------- |  | ---- | -
|                                                                                 |  | December 31, 2003 Three Months Ended |        
|                                                                                 |  | Average Balance                      |         | Interest and Dividends |   |        | Yield/ Cost | 
|                                                                                 |  | (Dollars in thousands)               |        
|Interest-earning assets:                                                         |  |                                      |         |                        |   |        |             |  |      |  
|Loans receivable                                                                 |  | $                                    | 357,279 |                        | $ | 4,901  |             |  | 5.49 | %
|Securities                                                                       |  |                                      | 2,087   |                        |   | 34     |             |  | 6.52 | %
|FHLB stock                                                                       |  |                                      | 3,488   |                        |   | 26     |             |  | 3.02 | %
|Mortgage-backed securities                                                       |  |                                      | 8,579   |                        |   | 111    |             |  | 5.16 | %
|Other                                                                            |  |                                      | 6,325   |                        |   | 16     |             |  | 0.99 | %
|                                                                                 |  |                                      |         |                        |   |        |             |  |      |  
|Total interest-earning assets                                                    |  |                                      | 377,758 |                        |   | 5,088  |             |  | 5.39 | %
|                                                                                 |  |                                      |        
|Non-interest-earning assets                                                      |  |                                      | 34,900  |                        |   |        |             |  |      |  
|                                                                                 |  |                                      |         |                        |   |        |             |  |      |  
|Total assets                                                                     |  | $                                    | 412,658 |                        |   |        |             |  |      |  
|                                                                                 |  |                                      |         |                        |   |        |             |  |      |  
|Interest-bearing liabilities:                                                    |  |                                      |         |                        |   |        |             |  |      |  
|Deposits                                                                         |  | $                                    | 295,684 |                        | $ | 1,186  |             |  | 1.61 | %
|FHLB advances                                                                    |  |                                      | 57,514  |                        |   | 440    |             |  | 3.06 | %
|                                                                                 |  |                                      |         |                        |   |        |             |  |      |  
|Total interest-bearing liabilities                                               |  |                                      | 353,198 |                        |   | 1,626  |             |  | 1.84 | %
|                                                                                 |  |                                      |         |                        |   |        |             |  |      |  
|Non-interest bearing liabilities                                                 |  |                                      | 21,719  |                        |   |        |             |  |      |  
|Stockholders equity                                                             |  |                                      | 37,741  |                        |   |        |             |  |      |  
|                                                                                 |  |                                      |         |                        |   |        |             |  |      |  
|Total liabilities and stockholders equity                                       |  | $                                    | 412,658 |                        |   |        |             |  |      |  
|                                                                                 |  |                                      |         |                        |   |        |             |  |      |  
|Net interest income                                                              |  |                                      |         |                        | $ | 3,462  |             |  |      |  
|                                                                                 |  |                                      |         |                        |   |        |             |  |      |  
|Interest rate spread                                                             |  |                                      |         |                        |   |        |             |  | 3.55 | %
|                                                                                 |  |                                      |        
|Net interest margin                                                              |  |                                      |         |                        |   |        |             |  | 3.67 | %
|                                                                                 |  |                                      |        
|Ratio of average interest-earning assets to average interest-bearing liabilities |  |                                      |         |                        |   | 106.95 | %           |  |      |  
|                                                                                 |  |                                      |         |                        |   |        |             |  |      |  



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ADDITIONAL DISCUSSION ON FINANCIAL
CONDITION



Cash and cash equivalents
decreased $102,000 from $20.3 million at September 30, 2004 to $20.2 million at December 31, 2004. Cash balance change daily based upon funds distributed on loan closings, cash receipts from investors on sale of loans and changes in deposits from
customers. Typically excess cash inflows are used to retire daily borrowings from the Federal Home Loan Bank.



The balance of Federal Home Loan Bank advances increased $11.2 million during the quarter ended December 31, 2004 and totaled $165.8 million. The increase in advances was used to fund loan growth.



Subordinated debt balances increased $10.3 million during
quarter ended December 31, 2004. On December 15, 2004, Pulaski Financial Statutory 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 the Trust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 the Trust. 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 4.31%.



Balances due to other banks decreased $9.1 million to $5.4 million at December
31, 2004 compared to $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 at December 31, 2004 was $43.2 million, an increase of $2.2 million from $41.0 million at September 30, 2004. The increase was primarily attributable to net income for the three months of $1.9
million. Also contributing to growth in equity during the quarter was $373,000 from stock option exercises, $341,000 from release of shares from the ESOP and $44,000 from amortization of management recognition and development shares. Offsetting the
increase in stockholders equity was the payment of dividends of $494,000.



NON-PERFORMING ASSETS AND DELINQUENCIES



Total non-performing assets increased $617,000 from $5.3 million at September 30, 2004 to $6.0 million at December 31, 2004. The balance of non-accrual loans increased
from $529,000 to $1.1 million as several large residential loans were placed on non-accrual, offset by accruing loans greater than 90 days past due decreasing $122,000 to $3.6 million during the quarter ended December 31, 2004. The allowance for
loan losses was $5.8 million at December 31, 2004, or 0.95% of total loans and 119.63% of non-performing loans (non-accrual, accruing past due 90 days or more and troubled debt restructured loans), compared to $5.6 million at September 30, 2004, or
0.99% of total loans and 130.63% of non-performing loans.



PROVISION FOR LOAN LOSSES



The provision for loan losses was $349,000 for the three-month period ended December 31, 2004 compared to $264,000 for the three-month period ended December 31, 2003. The increase in the provision for
loan losses during the quarter was due primarily to the addition of a higher balance of commercial, home equity and lower credit quality residential loans, which carry a higher level of risk than the portfolio that existed at December 31, 2003.



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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 inherent 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 historical loan loss experience has been low at $185,000. 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 allowance for loan losses is due to growth in the loan portfolio as well as loan product diversification. 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:



|                                               |  |                                       |        |   |      |   |        |  
|---------------------------------------------- |  | ------------------------------------- | ------ | - | ---- | - | ------ | -
|                                               |  | Three Months Ended December 31,       |       
|                                               |  | 2004                                  |        |   | 2003 |  
|                                               |  | (In thousands, except per share data) |       
|Allowance for loan losses, beginning of period |  | $                                     | 5,579  |   |      | $ | 3,866  |  
|Provision for loan losses                      |  |                                       | 349    |   |      |   | 264    |  
|                                               |  |                                      
|Loans charged-off                              |  |                                       | (84    | ) |      |   | (73    | )
|Recoveries of loans previously charged-off     |  |                                       | 1      |   |      |   | 2      |  
|                                               |  |                                       |        |   |      |   |        |  
|Allowance for loan losses, end of period       |  | $                                     | 5,845  |   |      | $ | 4,059  |  
|                                               |  |                                       |        |   |      |   |        |  
|Ratio of allowance to total loans outstanding  |  |                                       | 0.95   | % |      |   | 1.13   | %
|Ratio of allowance to nonperforming loans      |  |                                       | 119.63 | % |      |   | 102.06 | %



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 are 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.



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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 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 MONTHS ENDED DECEMBER 31, 2004



Title policy revenues totaled $159,000 for the three months ended December 31,
2004. The Title Company, which operates as a division of Pulaski Bank, has completed its seventh month of operation as of December 31, 2004, and contributed $52,000 in pre-tax income. The Title Companys operations consist primarily of selling
title policies to the Banks residential and commercial customers in connection with the origination of their real estate loans.



Investment division revenuestotaled $139,000 for the three months ended December 31, 2004. After expenses, the Investment Division generated a net loss of
($1,000) after beginning operations in November of 2004. The Investment Division operations consist principally of brokering bonds from wholesale brokerage houses to bank, municipal and individual investors. Revenues are generated on trading
spreads.



Profit on sale of securities was $0 during the quarter
ended December 31, 2004 compared to $280,000 during the quarter ended December 31, 2003. The gain for the quarter ended December 31, 2003 was the result of the sale of thrift equity securities held by the Company. Proceeds of the sale were
reinvested in other bank equity securities.



Other income
increased $37,000 to $244,000 for the three-month period ending December 31, 2004 compared to the three-month period ending December 31, 2003. Other income consists primarily of changes in value from the Bank Owned Life Insurance, fee income from a
correspondent bank and lease income from tenants.



Salaries and employee
benefits expense increased $608,000 to $2.1 million for the three-month period ended December 31, 2004 from $1.5 million for the three-month period ended December 31, 2003. Salaries increased due to higher ordinary salary expense and
increased expense associated with the ESOP. In the 12 months following December 31, 2003, the Company has added 22 people due to growth in the commercial department, the establishment of the Investment and Title Company divisions and growth of back
office personnel. In addition, the Company had $341,000 of ESOP expense for the quarter ended December 31, 2004 compared to none during the quarter ended December 31, 2003. The Company elected not to release any unallocated ESOP shares during the
quarter ended December 31, 2003 because the Company had made significant prepayments in the ESOP debt earlier in the year. For the quarter ended December 31, 2004, the Company released an additional 10,000 shares on top of the 7,758 shares required
to be released under the plan. The shares were released at a cost to the Company of $19.20 per share.



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Occupancy and equipment related expenses increased $38,000 to $936,000 during the three-month period ended
December 31, 2004 compared to the three-month period ended December 31, 2003.



Other expenses increased $179,000 to $655,000 during the three-month period ended December 31, 2004 compared to the three-month period ended December 31, 2003. Other expense increased due to higher charitable contributions,
underwriting expense, utilities, servicing claims and loss provisions on other real estate owned.



INCOME TAXES



The provision for income taxes was $1.2 million for the three-month period ended December 31, 2004 compared to $837,000 for the three-month period ended December 31, 2003. The effective tax rates for the three-month
periods were 38.5% and 37.3%, respectively. The tax rate increased for the three month period ending December 31, 2004 because of the Companys added expense for the release of shares from the ESOP. The Company realizes expense at the average
fair market price of the shares of stock during the quarter, but the Company tax benefits for the ESOP expense is based on the Companys historic basis in the shares. The fair market price of the shares during the quarter was $19.20 per share,
but the Companys historic basis in the stock was $5.00 per share.



LIQUIDITY AND CAPITAL RESOURCES



At December 31, 2004, the Bank had outstanding commitments to originate loans of $118.4 million and commitments to sell loans on a best efforts basis of $109.7 million.
At the same date, certificates of deposit that are scheduled to mature in one year or less totaled $206.4 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 greater 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 December 31, 2004, the Bank had approximately $275.4 million in available borrowing authority under the above-mentioned arrangement, $165.8 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 $216.3 million in cash during the quarter ended December 31, 2004 and provided proceeds of cash of $209.9 million from loan sales. Also, the Company realized $902,000 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 quarter ended December 31, 2004 the Company had a net increase in loans of $44.3 million, which increased from $37.0 million for the three months ended December 31, 2003. See the
Overview discussion above for a discussion on the growth of the retained loan portfolio.



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With the growth in the loan portfolio, the Companys primary source of funds from financing activities
came from deposit balances which increased $39.9 million during the quarter ended December 31, 2004. In addition, the Company received $10.3 million from the issuance of trust preferred securities in December 2004, which resulted in an increase in
the Banks regulatory capital levels. Proceeds from FHLB advances were $11.2 million during the three months ended December 31, 2004.



The following table presents the maturity structure of time deposits and other maturing liabilities at December 31, 2004:



|                                      |  |                                  |         |                 |   |              |  |                    |       |                   |   |       |  |   |       
|------------------------------------- |  | -------------------------------- | ------- | --------------- | - | ------------ |  | ------------------ | ----- | ----------------- | - | ----- |  | - | ------
|                                      |  | December 31, 2004 (In thousands)
|                                      |  | Certificates of deposit          |         | FHLB Borrowings |   | Note Payable |  | Due to Other Banks |       | Subordinated Debt
|Three months or less                  |  | $                                | 111,083 |                 | $ | 108,200      |  | $                  |      |                   | $ | 5,374 |  | $ |      
|Over three months through six months  |  |                                  | 67,709  |                 |   |             |  |                    |      |                   |   |      |  |   |      
|Over six months through twelve months |  |                                  | 28,171  |                 |   |             |  |                    |      |                   |   |      |  |   |      
|Over twelve months                    |  |                                  | 71,620  |                 |   | 57,600       |  |                    | 3,745 |                   |   |      |  |   | 19,589
|                                      |  |                                  |         |                 |   |              |  |                    |       |                   |   |       |  |   |       
|Total                                 |  | $                                | 278,583 |                 | $ | 165,800      |  | $                  | 3,745 |                   | $ | 5,374 |  | $ | 19,589
|                                      |  |                                  |         |                 |   |              |  |                    |       |                   |   |       |  |   |       



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 December 31, 2004 are as follows:



|                                  |  |                                   |        
|--------------------------------- |  | --------------------------------- | -------
|                                  |  | December 31, 2004Operating Leases
|Less than one year                |  | $                                 | 266,442
|Over 1 year but less than 5 years |  |                                   | 648,079
|Over 5 years                      |  |                                   |       
|                                  |  |                                   |        
|Total                             |  | $                                 | 914,521
|                                  |  |                                   |        



The Bank is required to maintain
specific amounts of capital pursuant to Office of Thrift Supervision (the 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 4.0% 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 December 31, 2004.



|                                                    |  |        |        |       |                               |   |        |                                                                                   |        |  |      |        |  |       |        |  |       |  
|--------------------------------------------------- |  | ------ | ------ | ----- | ----------------------------- | - | ------ | --------------------------------------------------------------------------------- | ------ |  | ---- | ------ |  | ----- | ------ |  | ----- | -
|                                                    |  | Actual |        |       | For Capital Adequacy Purposes |   |        | To be Categorized as Well Capitalized Under Prompt Corrective Action Provisions |       
|(Dollars in Thousands)                              |  | Amount |        | Ratio |                               |   | Amount |                                                                                   | Ratio  |  |      | Amount |  | Ratio |       
|As of December 31, 2004:                            |  |        |        |       |                               |   |        |                                                                                   |        |  |      |        |  |       |        |  |       |  
|Tangible capital (to total assets)                  |  | $      | 63,019 |       | 9.16                          | % |        | $                                                                                 | 10,320 |  | 1.50 | %      |  |       | N/A    |  | N/A   |  
|Total risk-based capital (to risk-weighted assets)  |  |        | 68,685 |       | 12.37                         | % |        |                                                                                   | 44,429 |  | 8.00 | %      |  | $     | 55,536 |  | 10.00 | %
|Tier I risk-based capital (to risk-weighted assets) |  |        | 63,019 |       | 11.35                         | % |        |                                                                                   | 27,768 |  | 5.00 | %      |  |       | 33,322 |  | 6.00  | %
|Tier I total capital (to total assets)              |  |        | 63,019 |       | 9.16                          | % |        |                                                                                   | 27,520 |  | 4.00 | %      |  |       | 34,400 |  | 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.



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 December 31, 2004, from that disclosed in the Companys Annual Report on Form 10-K for the year ended September 30, 2004 other than an increase in borrowings from the FHLB, as previously disclosed in the
consolidated financial statements and as discussed below.



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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 December 31, 2004 the Company had
issued $118.4 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 $7.0 million in
notional value at December 31, 2004 and $15.0 million at September 30, 2004. At December 31, 2004, this hedge was matched against $7.3 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 $53,739 and $0 for the three month ended December 31, 2004 and 2003, 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 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 December 31, 2004 were as follows:



|              |  |                 |            |                    |       |   |                        |       |   |            |   |          |  
|------------- |  | --------------- | ---------- | ------------------ | ----- | - | ---------------------- | ----- | - | ---------- | - | -------- | -
|Maturity Date |  | Notional Amount |            | Interest Rate Paid |       |   | Interest Rate Received |       |   | Fair Value |  
|11/19/2009    |  | $               | 10,000,000 |                    | 2.110 | % |                        | 3.000 | % |            | $ | (156,208 | )
|11/23/2009    |  |                 | 10,000,000 |                    | 2.110 | % |                        | 3.000 | % |            |   | (170,820 | )
|11/26/2010    |  |                 | 10,000,000 |                    | 2.161 | % |                        | 4.125 | % |            |   | (123,897 | )
|11/26/2010    |  |                 | 5,000,000  |                    | 2.141 | % |                        | 4.125 | % |            |   | (81,817  | )
|11/26/2010    |  |                 | 5,000,000  |                    | 2.151 | % |                        | 4.125 | % |            |   | (83,610  | )



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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.
In addition, based on that evaluation, no change in the Companys internal control over financial reporting occurred during the quarter ended December 31, 2004 that has materially affected, or is reasonably likely to materially affect, the
Companys internal control over financial reporting.



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 SFAS 115, Accounting for Certain Investments in Debt and Equity Securities, and SFAS 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
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 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 public entities as of the beginning of the first interim or annual reporting period that begins after June 15, 2005.



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##### Table of Contents

PART II - OTHER INFORMATION



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##### Table of Contents

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 December 31, 2004.



ISSUER PURCHASES OF EQUITY SECURITIES



|                                           |  |                                                 |  |                                            |       |                                                                                                |     |                                                                                                                                 |       
|------------------------------------------ |  | ----------------------------------------------- |  | ------------------------------------------ | ----- | ---------------------------------------------------------------------------------------------- | --- | ------------------------------------------------------------------------------------------------------------------------------- | ------
|Period                                     |  | (a) Total Number of Shares (or Units) Purchased |  | (b) Average Price Paid per Share (or Unit) |       | (c) Total Number of Shares (or Units)Purchased as Part of Publicly Announced Plans or
Programs |     | (d) Maximum Number (or Approximate Dollar Value) of Shares (or Units) that May Yet Be Purchased Under
the Plans or Programs (1)
|October 1, 2004 through October 31, 2004   |  |                                                 |  |                                            |       |                                                                                                |     |                                                                                                                                 | 26,336
|November 1, 2004 through November 30, 2004 |  |                                                 |  |                                            |       |                                                                                                |     |                                                                                                                                 | 26,336
|December 1, 2004 through December 31, 2004 |  | 197                                             |  | $                                          | 19.23 |                                                                                                | 197 |                                                                                                                                 | 26,139
|Total                                      |  | 197                                             |  | $                                          | 19.23 |                                                                                                | 197 |                                                                                                                                 | N/A   

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





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##### Table of Contents

Item 3. Defaults Upon Senior Securities: Not applicable



Item 4. Submission of Matters to a Vote of Security Holders: Not applicable



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***                                           
|     | 
|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             
|     | 
|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: February 9, 2005 |  | /S/ William A. Donius                          
|                       |  | William A. Donius                              
|                       |  | Chairman, President and Chief Executive Officer



|                       |  |                        
|---------------------- |  | -----------------------
|Date: February 9, 2005 |  | /S/ Ramsey K. Hamadi   
|                       |  | Ramsey K. Hamadi       
|                       |  | Chief Financial Officer