<PAGE>

                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-Q

(Mark One)

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

                 For the quarterly period ended March 31, 2002

                                       or

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

                          Commission File No. 1-13921

                        BankUnited Financial Corporation
             (Exact name of registrant as specified in its charter)

                Florida                                65-0377773
    (State or other jurisdiction of                 (I.R.S. Employer
     incorporation or organization)              Identification Number)

                    255 Alhambra Circle, Coral Gables 33134
              (Address of principal executive offices) (Zip Code)

                                 (305) 569-2000
              (Registrant's telephone number, including area code)

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

   The number of shares outstanding of the registrant's common stock at the
close of business on May 10, 2002 was 24,574,663 shares of Class A Common
Stock, $.01 par value, and 536,562 shares of Class B Common Stock, $.01 par
value.

   This Form 10-Q contains 35 pages.
   The Index to Exhibits appears on page 34.
<PAGE>

               BANKUNITED FINANCIAL CORPORATION AND SUBSIDIARIES

             FORM 10-Q REPORT FOR THE QUARTER ENDED MARCH 31, 2002

                                     INDEX

<TABLE>
<CAPTION>
                                                                       Page No.
                                                                       --------

PART I--FINANCIAL INFORMATION

<S>                                                                    <C>
Item 1. Financial Statements..........................................
    Consolidated Statements of Financial Condition as of March 31,
     2002 (unaudited) and September 30, 2001..........................     3
    Consolidated Statements of Operations (unaudited) for the Three
     Months and Six Months Ended March 31, 2002 and March 31, 2001....     4
    Consolidated Statements of Stockholders' Equity (unaudited) for
     the Six Months Ended March 31, 2002 and March 31, 2001...........     5
    Consolidated Statements of Cash Flows (unaudited) for the Six
     Months Ended March 31, 2002 and March 31, 2001...................     6
    Condensed Notes to Consolidated Financial Statements (unaudited)..     7

Item 2. Management's Discussion and Analysis of Financial Condition
        and Results of Operations.....................................    12

Item 3. Quantitative and Qualitative Disclosures about Market Risk....    32

PART II--OTHER INFORMATION

Item 2. Changes in Securities and Use of Proceeds.....................    33

Item 6. Exhibits and Reports on Form 8-K..............................    34
</TABLE>

                                       2
<PAGE>

               BANKUNITED FINANCIAL CORPORATION AND SUBSIDIARIES

                 CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

<TABLE>
<CAPTION>
                                                      March 31,   September 30,
                                                         2002         2001
                                                      ----------  -------------
                                                       (Dollars in thousands,
                                                       except per share data)
<S>                                                   <C>         <C>
Assets:
 Cash................................................ $   44,741   $   45,113
 Federal Home Loan Bank overnight deposits...........    300,212      246,902
 Federal funds sold and securities purchased under
  agreements to resell...............................        975        2,738
 Tax certificates (net of reserves of $939 and $934
  at March 31, 2002 and September 30, 2001,
  respectively)......................................        248          876
 Investments held to maturity (fair value of
  approximately $66,105 and $66,495 at March 31,
  2002 and September 30, 2001, respectively).........     66,464       66,417
 Investments available for sale, at fair value.......     68,099       68,719
 Mortgage-backed securities, held to maturity (fair
  value of approximately $147,834 and $203,864 at
  March 31, 2002 and September 30, 2001,
  respectively)......................................    143,154      194,979
 Mortgage-backed securities available for sale, at
  fair value.........................................    943,535      637,749
 Loans receivable, net...............................  3,528,406    3,499,608
 Mortgage loans held for sale (fair value of
  approximately $292,366 and $253,490 at March 31,
  2002 and September 30, 2001, respectively).........    289,928      250,041
 Other earning assets................................     83,974       75,625
 Office properties and equipment, net................     16,262       16,054
 Real estate owned...................................      5,821        1,832
 Accrued interest receivable.........................     30,237       30,157
 Mortgage servicing rights...........................      5,945        5,837
 Goodwill............................................     28,353       28,353
 Due from broker.....................................        --        25,469
 Bank-owned life insurance...........................     51,644       20,516
 Prepaid expenses and other assets...................     23,195       21,210
                                                      ----------   ----------
   Total assets...................................... $5,631,193   $5,238,195
                                                      ==========   ==========
Liabilities and Stockholders' Equity:
Liabilities:
 Deposits............................................ $2,885,372   $2,653,145
 Securities sold under agreements to repurchase......    277,024      283,116
 Advances from Federal Home Loan Bank................  1,676,897    1,509,721
 Senior notes........................................    200,000      200,000
 Company obligated mandatorily redeemable trust
  preferred securities of subsidiary trust holding
  solely junior subordinated deferrable interest
  debentures of BankUnited...........................    232,592      203,592
 Interest payable (primarily on deposits and
  advances from Federal Home Loan Bank)..............     14,678       14,265
 Advance payments by borrowers for taxes and
  insurance..........................................     18,737       31,999
 Due to broker.......................................        --        15,178
 Accrued expenses and other liabilities..............     16,995       26,733
                                                      ----------   ----------
   Total liabilities.................................  5,322,295    4,937,749
                                                      ----------   ----------
Stockholders' Equity:
 Preferred Stock, Series B, $0.01 par value.
  Authorized shares--10,000,000. Issued shares--
  574,890 and 355,821 at March 31, 2002 and
  September 30, 2001, respectively. Outstanding
  shares--548,170 and 355,821 at March 31, 2002 and
  September 30, 2001, respectively...................          6            4
 Class A Common Stock, $0.01 par value. Authorized
  shares--60,000,000 and 30,000,000 at March 31,
  2002 and September 30, 2001, respectively. Issued
  shares--24,893,140 and 24,871,219 at March 31,
  2002 and September 30, 2001, respectively.
  Outstanding shares--24,560,140 and 24,538,219 at
  March 31, 2002 and September 30, 2001,
  respectively.......................................        249          249
 Class B Common Stock, $0.01 par value. Authorized
  shares--3,000,000. Issued and outstanding shares--
  536,562 and 505,669 at March 31, 2002 and
  September 30, 2001, respectively...................          5            5
 Additional paid-in capital..........................    252,483      249,788
 Retained earnings...................................     61,803       47,502
 Treasury stock, 333,000 shares of Class A Common
  Stock..............................................     (2,794)      (2,794)
 Treasury stock, 26,720 shares of Series B Preferred
  at March 31, 2002, none at September 30, 2001......       (528)         --
 Deferred compensation obligation....................        528          --
 Accumulated other comprehensive (loss) income.......     (2,854)       5,692
                                                      ----------   ----------
   Total stockholders' equity........................    308,898      300,446
                                                      ----------   ----------
   Total liabilities and stockholders' equity........ $5,631,193   $5,238,195
                                                      ==========   ==========
</TABLE>
     See accompanying condensed notes to consolidated financial statements

                                       3
<PAGE>

               BANKUNITED FINANCIAL CORPORATION AND SUBSIDIARIES

                     CONSOLIDATED STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>
                                             For the Three      For the Six
                                             Months Ended      Months Ended
                                               March 31,         March 31,
                                            ---------------- ------------------
                                             2002     2001     2002      2001
                                            -------  ------- --------  --------
                                            (Dollars and shares in thousands,
                                                 except per share data)
<S>                                         <C>      <C>     <C>       <C>
Interest income:
 Interest and fees on loans...............  $64,161  $69,324 $130,248  $139,904
 Interest on mortgage-backed securities...   15,183    8,383   28,633    15,136
 Interest on short-term investments.......      163      388      314     1,123
 Interest and dividends on long-term
  investments and other interest-earning
  assets..................................    2,886    2,742    5,843     5,210
                                            -------  ------- --------  --------
  Total interest income...................   82,393   80,837  165,038   161,373
                                            -------  ------- --------  --------
Interest expense:
 Interest on deposits.....................   25,882   37,624   54,803    75,526
 Interest on borrowings...................   23,131   20,084   46,366    39,722
 Preferred dividends of subsidiary trust..    4,945    4,984    9,874    10,042
                                            -------  ------- --------  --------
  Total interest expense..................   53,958   62,692  111,043   125,290
                                            -------  ------- --------  --------
 Net interest income before provision for
  loan losses.............................   28,435   18,145   53,995    36,083
Provision for loan losses.................    2,450    1,600    5,400     2,800
                                            -------  ------- --------  --------
 Net interest income after provision for
  loan losses.............................   25,985   16,545   48,595    33,283
                                            -------  ------- --------  --------
Non-interest income:
 Service fees, net........................    1,692    1,539    3,131     3,144
 Insurance and investment services
  income..................................    1,053      599    1,975       927
 Gain on sale of investments and mortgage-
  backed securities.......................       51      281      882       288
 Net gain on sale of loans and other
  assets..................................      922      411    1,512       447
 Other....................................      727      105    1,453       193
                                            -------  ------- --------  --------
  Total non-interest income...............    4,445    2,935    8,953     4,999
                                            -------  ------- --------  --------
Non-interest expenses:
 Employee compensation and benefits.......    7,635    5,181   14,413    10,350
 Occupancy and equipment..................    2,692    2,215    5,316     4,350
 Advertising and promotion expense........    1,725      597    3,280     1,311
 Professional fees-legal and accounting...    1,241      662    2,256     1,568
 Telecommunications and data processing...    1,154      849    2,161     1,569
 Loan servicing expense...................      809    1,234    1,732     2,518
 Insurance................................      269      262      517       510
 Real estate owned operations.............      228     (84)      154     (166)
 Amortization of goodwill.................      --       389      --        777
 Other operating expenses.................    2,564    1,474    4,963     2,924
                                            -------  ------- --------  --------
  Total non-interest expenses.............   18,317   12,779   34,792    25,711
                                            -------  ------- --------  --------
 Income before income taxes and
  extraordinary item......................   12,113    6,701   22,756    12,571
Provision for income taxes................    4,628    2,529    8,337     4,937
                                            -------  ------- --------  --------
 Income before extraordinary item.........    7,485    4,172   14,419     7,634
Extraordinary item (net of tax (benefit)
 expense of $(13), and $132 for the three
 months ended March 31, 2002 and 2001,
 respectively, and $(11) and $476 for the
 six months ended March 31, 2002 and 2001,
 respectively)............................      (20)     211      (17)      761
                                            -------  ------- --------  --------
 Net income...............................  $ 7,465  $ 4,383 $ 14,402  $  8,395
                                            =======  ======= ========  ========
Earnings Per Share:
 Basic earnings per share before
  extraordinary item......................  $  0.30  $  0.22 $   0.57  $   0.39
 Basic earnings per share from
  extraordinary item......................    (0.01)    0.01      --       0.05
                                            -------  ------- --------  --------
  Basic earnings per share................  $  0.29  $  0.23 $   0.57  $   0.44
                                            =======  ======= ========  ========
 Diluted earnings per share before
  extraordinary item......................  $  0.28  $  0.21 $   0.54  $   0.38
 Diluted earnings per share from
  extraordinary item......................      --      0.01      --       0.04
                                            -------  ------- --------  --------
  Diluted earnings per share..............  $  0.28  $  0.22 $   0.54  $   0.42
                                            =======  ======= ========  ========
Weighted average number of common shares
 outstanding:
 Basic....................................   25,195   18,421   25,131    18,345
 Diluted..................................   26,929   19,475   26,846    19,139
</TABLE>


     See accompanying condensed notes to consolidated financial statements

                                       4
<PAGE>

               BANKUNITED FINANCIAL CORPORATION AND SUBSIDIARIES

                CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

<TABLE>
<CAPTION>
                                            For the Six Months Ended March 31, 2002 and 2001
                          --------------------------------------------------------------------------------------
                                                                                      Accumulated
                                                                                         Other
                                                                          Deferred   Comprehensive     Total
                          Preferred Common Paid-in  Retained  Treasury  Compensation Income (Loss) Stockholders'
                            Stock   Stock  Capital  Earnings   Stock     Obligation   Net of Tax      Equity
                          --------- ------ -------- --------  --------  ------------ ------------- -------------
                                                         (Dollars in thousands)
<S>                       <C>       <C>    <C>      <C>       <C>       <C>          <C>           <C>
Balance at September 30,
 2001...................     $ 4     $254  $249,788 $47,502   $(2,794)     $ --         $ 5,692      $300,446
 Comprehensive income:
 Net income for the six
  months ended March 31,
  2002..................     --       --        --   14,402       --         --             --         14,402
 Payment of dividends on
  preferred stock.......     --       --        --     (101)      --         --             --           (101)
 Other comprehensive
  loss, net of tax......     --       --        --      --        --         --          (8,546)       (8,546)
                                                                                                     --------
  Total comprehensive
   income...............                                                                                5,755
 Deferred compensation
  obligation............     --       --        --      --        --         528            --            528
 Issuance of stock......     --       --        472     --        --         --             --            472
 Purchase of Series B
  Preferred Stock.......     --       --        --      --       (528)       --             --           (528)
 Stock options and other
  awards................       2      --      2,223     --        --         --             --          2,225
                             ---     ----  -------- -------   -------      -----        -------      --------
Balance at March 31,
 2002...................     $ 6     $254  $252,483 $61,803   $(3,322)     $ 528        $(2,854)     $308,898
                             ===     ====  ======== =======   =======      =====        =======      ========

Balance at September 30,
 2000...................     $10     $185  $181,692 $29,055   $(2,801)     $ --         $(5,554)     $202,587
 Comprehensive income:
 Net income for the six
  months ended March 31,
  2001..................     --       --        --    8,395       --         --             --          8,395
 Payment of dividends on
  preferred stock.......     --       --        --     (395)      --         --             --           (395)
 Other comprehensive
  income, net of tax....     --       --        --      --        --         --           2,684         2,684
                                                                                                     --------
  Total comprehensive
   income...............                                                                               10,684
 Stock options and other
  awards................     --         3       375     --        --         --             --            378
                             ---     ----  -------- -------   -------      -----        -------      --------
Balance at March 31,
 2001...................     $10     $188  $182,067 $37,055   $(2,801)     $ --         $(2,870)     $213,649
                             ===     ====  ======== =======   =======      =====        =======      ========
</TABLE>


            See condensed notes to consolidated financial statements

                                       5
<PAGE>

               BANKUNITED FINANCIAL CORPORATION AND SUBSIDIARIES

                     CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
                                                           For the Six Months
                                                             Ended March 31,
                                                           --------------------
                                                             2002       2001
                                                           ---------  ---------
                                                               (Dollars in
                                                               thousands)
<S>                                                        <C>        <C>
Cash flows from operating activities:
Net income...............................................  $  14,402  $   8,395
Adjustments to reconcile net income to net cash provided
 by operating activities:
 Provision for loan losses...............................      5,400      2,800
 Depreciation and amortization...........................      1,705      1,492
 Adjustments to the carrying value of real estate owned..        391        173
 Amortization of fees, discounts and premiums, net.......      7,541      1,818
 Amortization of mortgage servicing rights...............      1,630        729
 Amortization of goodwill................................        --         777
 Amortization of restricted stock and other awards.......        204         91
 Amortization of unrealized losses on transferred
  mortgage-backed securities.............................         98        110
 Amortization of issuance cost of Senior Notes...........        266        266
 Increase in bank-owned life insurance cash surrender
  value..................................................     (1,128)       --
 Net gain on sale of investment and mortgage-backed
  securities available for sale..........................       (882)       --
 Net gain on sale of loans, and other assets.............     (1,512)      (735)
 Net gain on sale of real estate owned...................       (182)      (268)
 Extraordinary loss (gain) on repurchase of trust
  preferred securities...................................         29     (1,237)
Loans originated for sale................................   (192,339)   (31,113)
Proceeds from sale of loans..............................     20,606     12,126
Increase in accrued interest receivable..................        (80)    (1,654)
Increase in interest payable on deposits and FHLB
 advances................................................        413      1,056
(Decrease) increase in accrued taxes.....................     (2,201)       219
Increase in deferred compensation obligation.............        528        --
Decrease in other liabilities............................     (2,190)    (4,303)
(Increase) decrease in prepaid expenses and other
 assets..................................................     (1,137)       861
Other, net...............................................     (1,734)      (401)
                                                           ---------  ---------
 Net cash provided by (used in) operating activities.....  (150,172)     (8,798)
                                                           ---------  ---------
Cash flows from investing activities:
 Net increase in loans...................................    (81,687)   (47,556)
 Purchase of investment securities held to maturity......        --     (63,233)
 Purchase of investment securities available for sale....    (17,228)    (4,996)
 Purchase of mortgage-backed securities held to
  maturity...............................................        --     (50,320)
 Purchase of mortgage-backed securities available for
  sale...................................................   (423,595)  (112,459)
 Purchase of other earning assets........................    (36,449)   (32,949)
 Purchase of office properties and equipment.............     (1,942)    (1,430)
 Purchase of bank owned life insurance...................    (30,000)       --
 Proceeds from repayments of investment securities held
  to maturity............................................        --       5,000
 Proceeds from repayments of investment securities
  available for sale.....................................     10,037        350
 Proceeds from repayments of mortgage-backed securities
  held to maturity.......................................     52,039     24,305
 Proceeds from repayments of mortgage-backed securities
  available for sale.....................................    164,180     10,933
 Proceeds from repayments of other earning assets........     28,100     24,600
 Proceeds from the sale of investment securities
  available for sale.....................................      7,230        --
 Proceeds from the sale of mortgage-backed securities
  held to maturity.......................................        --          21
 Proceeds from the sale of mortgage-backed securities
  available for sale.....................................    118,236     48,382
 Proceeds from sale of real estate owned.................      1,726      1,665
 Net decrease in tax certificates........................        628      2,960
                                                           ---------  ---------
 Net cash used in investing activities...................   (208,725)  (194,727)
                                                           ---------  ---------
Cash flows from financing activities:
 Net increase in deposits................................    232,227     24,548
 Net increase in Federal Home Loan Bank advances.........    167,176    166,158
 Net (decrease) increase in other borrowings.............     (6,092)    57,838
 Increase in capitalized costs for senior notes..........       (164)      (263)
 Repurchase of trust preferred securities................    (15,325)    (5,250)
 Purchase of Series B Preferred Stock....................       (528)       --
 Net proceeds from issuance of stock.....................      2,493        287
 Net proceeds from the issuance of trust preferred
  securities.............................................     43,648        --
 Dividends paid on preferred stock.......................       (101)      (395)
 Decrease in advances from borrowers for taxes and
  insurance..............................................    (13,262)   (11,961)
                                                           ---------  ---------
 Net cash provided by financing activities...............    410,072    230,962
                                                           ---------  ---------
Increase in cash and cash equivalents....................     51,175     27,437
Cash and cash equivalents at beginning of period.........    294,753    339,321
                                                           ---------  ---------
Cash and cash equivalents at end of period...............  $ 345,928  $ 366,758
                                                           =========  =========
Supplemental disclosure of non-cash investing and
 financing activities:
 Securitization of loans receivable and mortgage loans
  held for sale..........................................  $ 168,264  $ 136,845
 Transfers from loans to real estate owned...............  $   5,924  $     974
 Transfer of loans from portfolio to held for sale.......  $ 178,989  $   1,265
</TABLE>
     See accompanying condensed notes to consolidated financial statements


                                       6
<PAGE>

               BANKUNITED FINANCIAL CORPORATION AND SUBSIDIARIES

              CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1. Basis of Presentation and Principles of Consolidation

   The accompanying unaudited consolidated financial statements include the
accounts of BankUnited Financial Corporation ("BankUnited") and its
subsidiaries, including BankUnited, FSB (the "Bank"). All significant
intercompany transactions and balances have been eliminated.

   The unaudited consolidated financial statements have been prepared in
conformity with Rule 10-01 of Regulation S-X of the Securities and Exchange
Commission and therefore do not include information or footnotes necessary for
a complete presentation of financial position, results of operations and cash
flows in conformity with generally accepted accounting principles. However, all
adjustments (consisting of normal recurring accruals), which, in the opinion of
management, are necessary for a fair presentation of the financial statements,
have been included. Operating results for the six-month period ended March 31,
2002 are not necessarily indicative of the results that may be expected for the
year ending September 30, 2002. For further information, refer to the
Consolidated Financial Statements and Notes thereto included in BankUnited's
Annual Report on Form 10-K for the fiscal year ended September 30, 2001.

   Certain prior period amounts have been reclassified to conform to the March
31, 2002 consolidated financial statements.

                                       7
<PAGE>

2. Earnings Per Share

   The following tables reconcile basic and diluted earnings per share for the
three and six months ended March 31, 2002 and 2001.

<TABLE>
<CAPTION>
                                                                For the Six
                                       For the Three Months     Months Ended
                                          Ended March 31,        March 31,
                                       ---------------------- -----------------
                                          2002        2001      2002     2001
                                       ----------  ---------- --------  -------
                                         (Dollars and shares in thousands,
                                               except per share data)
<S>                                    <C>         <C>        <C>       <C>
Basic earnings per share:
Numerator:
  Net income before extraordinary
   item............................... $    7,485  $    4,172 $ 14,419  $ 7,634
    Extraordinary item................        (20)        211      (17)     761
                                       ----------  ---------- --------  -------
  Net income..........................      7,465       4,383   14,402    8,395
  Preferred stock dividends...........         51         198      101      395
                                       ----------  ---------- --------  -------
  Net income available to common
   stockholders....................... $    7,414  $    4,185 $ 14,301  $ 8,000
                                       ==========  ========== ========  =======
Denominator:
  Weighted average common shares
   outstanding........................     25,195      18,421   25,131   18,345
                                       ==========  ========== ========  =======
Basic earnings per share before
 extraordinary item................... $     0.30  $     0.22 $   0.57  $  0.39
  Basic earnings per share from
   extraordinary item.................      (0.01)       0.01      --      0.05
                                       ----------  ---------- --------  -------
Basic earnings per share.............. $     0.29  $     0.23 $   0.57  $  0.44
                                       ==========  ========== ========  =======
Diluted earnings per share:
Numerator:
  Net income available to common
   stockholders before extraordinary
   item............................... $    7,434  $    3,974 $ 14,318  $ 7,239
  Plus:
    Reduction of preferred stock
     dividends........................         51          40      101       81
                                       ----------  ---------- --------  -------
  Diluted net income available to
   common stockholders before
   extraordinary item.................      7,485       4,014   14,419    7,320
    Extraordinary item................        (20)        211      (17)     761
                                       ----------  ---------- --------  -------
  Diluted net income available to
   common stockholders................ $    7,465  $    4,225 $ 14,402  $ 8,081
                                       ==========  ========== ========  =======
Denominator:
  Weighted average common shares
   outstanding........................     25,195      18,421   25,131   18,345
  Plus:
    Number of common shares from the
     conversion of options and
     warrants.........................      1,150         611    1,153      351
    Number of common shares from the
     conversion of preferred stock....        584         443      562      443
                                       ----------  ---------- --------  -------
  Diluted weighted average shares
   outstanding........................     26,929      19,475   26,846   19,139
                                       ==========  ========== ========  =======
Diluted earnings per share before
 extraordinary item................... $     0.28  $     0.21 $   0.54  $  0.38
  Diluted earnings per share from
   extraordinary item.................        --         0.01      --      0.04
                                       ----------  ---------- --------  -------
Diluted earnings per share............ $     0.28  $     0.22 $   0.54  $  0.42
                                       ==========  ========== ========  =======
</TABLE>

                                       8
<PAGE>

3. Company Obligated Mandatorily Redeemable Trust Preferred Securities of
   Subsidiary Trust Holding Solely Junior Subordinated Deferrable Interest
   Debentures of BankUnited

   BankUnited Statutory Trust II is a wholly owned trust subsidiary of
BankUnited which was created under Connecticut law for the purpose of issuing
trust preferred securities ("Trust Preferred Securities") and investing the
proceeds from the sale thereof in Junior Subordinated Deferrable Interest
Debentures issued by BankUnited (the "Junior Subordinated Debentures").

   On March 26, 2002, BankUnited Statutory Trust II issued floating rate Trust
Preferred Securities in the amount of $25.0 million and issued common
securities in the amount of $0.8 million, which common securities are wholly
owned by BankUnited. BankUnited Statutory Trust II simultaneously purchased
$25.8 million of Junior Subordinated Debentures issued by BankUnited. The sole
asset of the trust is the Junior Subordinated Debentures.

   These Trust Preferred Securities mature on March 26, 2032 and pay a
preferential cumulative cash distribution in accordance with the following rate
schedule:

  .  For the period beginning on March 26, 2002 through June 25, 2002, at the
     rate of 5.59% per annum.

  .  For each successive period beginning on June 26, 2002, and each
     succeeding interest payment date, and ending on (but excluding) the next
     succeeding interest payment date at the rate equal to the 3-Month LIBOR
     plus 3.60%; provided, however, that prior to March 26, 2007, this rate
     shall not exceed 11.00%.

   The cash distributions are funded by payments made by BankUnited on the
Junior Subordinated Debentures, which are paid at the same rate as the Trust
Preferred Securities. The interest payment dates are on each June 26, September
26, December 26 and March 26 during the 30-year term.

   BankUnited has the right to redeem the Junior Subordinated Debentures, in
whole or in part, but in all cases in multiples of $1,000 in principal, on any
payment date on or after March 26, 2007, at the redemption price. BankUnited
and BankUnited Statutory Trust II have the right to defer payment of interest
at any time and from time to time for up to 20 consecutive quarterly periods.
BankUnited has guaranteed all of the obligations of the Trust Preferred
Securities subject to certain limitations.

   During the three-month period ended December 31, 2001, BankUnited issued
$20.0 million of Trust Preferred Securities through its wholly owned trust
subsidiary, BankUnited Statutory Trust I. That issuance, combined with the
$25.0 million issued by BankUnited Statutory Trust II, represents $45.0 million
of issuances for the six-month period ending March 31, 2002. As of March 31,
2002, BankUnited had outstanding $232.6 million of Trust Preferred Securities
issued by all of its subsidiary trusts. See also, Note 8. "Extraordinary Item."

4. Capital

   The Office of Thrift Supervision ("OTS") requires that the Bank meet minimum
regulatory, core and risk-based capital requirements. Currently, the Bank
exceeds all regulatory capital requirements. The Bank's required, actual and
excess regulatory capital levels as of March 31, 2002 and 2001 were as follows:

<TABLE>
<CAPTION>
                                           Regulatory Capital
                         -----------------------------------------------------------
                             Required             Actual               Excess
                         ------------------  ------------------  -------------------
                           2002      2001      2002      2001      2002      2001
                         --------  --------  --------  --------  --------  ---------
                                         (Dollars in thousands)
<S>                      <C>       <C>       <C>       <C>       <C>       <C>
Core capital............ $168,725  $141,796  $433,869  $350,181  $265,144  $ 208,385
                              3.0%      3.0%      7.7%      7.4%      4.7%       4.4%
Risk-based capital...... $220,595  $192,560  $449,837  $363,140  $229,242  $ 170,580
                              8.0%      8.0%     16.3%     15.1%      8.3%       7.1%
</TABLE>

   In connection with the agreement between BankUnited and BankUnited's Chief
Executive Officer ("CEO"), to defer receipt of his 2001 bonus into equity of
BankUnited, BankUnited issued 26,720 shares of its Noncumulative Convertible
Series B Preferred Stock in March 2002 and placed the shares into a Rabbi Trust
formed to satisfy BankUnited's obligation to the CEO. See Note 7. "Deferred
Compensation Obligation."


                                       9
<PAGE>

5. Comprehensive Income

   BankUnited's comprehensive income includes all items which comprise net
income plus other comprehensive income which includes the unrealized holding
gains and losses on available for sale securities, including investments and
mortgage-backed securities. For the three and six months ended March 31, 2002
and 2001, BankUnited's other comprehensive (loss) income was as follows:

<TABLE>
<CAPTION>
                                                                 For the Six
                                                                    Months
                                          For the Three Months   Ended March
                                            Ended March 31,          31,
                                          -------------------------------------
                                             2002       2001     2002     2001
                                          ----------  -----------------  ------
                                                (Dollars in thousands)
<S>                                       <C>         <C>       <C>      <C>
Other comprehensive (loss) income, net
 of tax:
  Unrealized holding (losses) gains
   arising during the period, net of tax
   (benefit) expense of $(2,008) and
   $1,201 for the three months ended
   March 31, 2002 and 2001,
   respectively, and $(5,896) and $1,638
   for the six months ended March 31,
   2002 and 2001, respectively..........  $   (2,947) $   1,918 $(9,148) $2,616
  Less reclassification adjustment for:
    Amortization of unrealized losses on
     transferred securities, net of tax
     expense of $15 and $21 for the
     three months ended March 31, 2002
     and 2001, respectively, and $38 and
     $42 for the six months ended March
     31, 2002 and 2001, respectively....          24         34      60      68
    Realized gains on securities sold
     included in net income, net of tax
     expense of $20 and $340 for the
     three and six months ended March
     31, 2002, respectively.............          31        --      542     --
                                          ----------  --------- -------  ------
Total other comprehensive (loss) income,
 net of tax.............................  $   (2,892) $   1,952 $(8,546) $2,684
                                          ==========  ========= =======  ======
</TABLE>

6. Commitments and Contingencies

   BankUnited is a party to certain claims and litigation arising in the
ordinary course of business. In the opinion of management, the resolution of
such claims and litigation will not materially affect BankUnited's consolidated
financial position or results of operations.

7. Deferred Compensation Obligation

   In March 2002, BankUnited and its CEO agreed to restructure the CEO's
compensation to assist BankUnited in ensuring that, to the extent possible, the
CEO's compensation for the period from April 1, 2002 to September 30, 2005
would be deductible for federal income tax purposes. In connection with the
compensation restructuring, BankUnited awarded the CEO the right to acquire on
a deferred basis 26,720 shares of BankUnited's Noncumulative Convertible
Preferred Stock, Series B in lieu of his deferred cash bonus for 2001. Delivery
of these shares has been deferred and made subject to conditions intended to
enable BankUnited to avoid being precluded from deducting the bonus for tax
purposes. BankUnited accrued the deferred bonus during fiscal year 2001 and the
deferred obligation, to deliver the shares, is classified in the stockholders'
equity section of BankUnited's Consolidated Statement of Financial Condition as
of March 31, 2002.

8. Extraordinary Item

   In November 1999, the Board of Directors of BankUnited authorized the
purchase, from time to time, in the open market, or otherwise, of up to 300,000
shares of Trust Preferred Securities issued by its trust subsidiaries.
BankUnited purchased 9,000 shares of Trust Preferred Securities at a cost of
$8.6 million during the three months ended March 31, 2002, resulting in total
purchases of 16,000 shares of Trust Preferred

                                       10
<PAGE>

Securities at a cost of $15.3 million for the six months ended March 31, 2002.
As a result of the early extinguishments of the Trust Preferred Securities,
extraordinary losses of $20,649, net of $12,926 in tax benefit, were recorded
for the three months ended March 31, 2002, and extraordinary losses of $17,251,
net of $10,799 in tax benefit, were recorded for the six months ended March 31,
2002.


9. Subsequent Event

   On April 2, 2002, the Bank entered into an interest rate swap contract
having a notional value of $25.0 million and providing for the receipt by the
Bank of fixed-rate payments based on an interest rate of 10.25% in exchange for
variable-rate payments paid by BankUnited which are tied to 3 Month LIBOR. The
contract requires the Bank to pay a floating rate based on 3 Month LIBOR plus
3.41% quarterly, beginning on June 30, 2002 with quarterly resets and payment
dates beginning on June 30, 2002 on every March 31, June 30, September 30, and
December 31, compounded quarterly. Payments will be made up to and including
the maturity date of December 31, 2026. This contract became effective on April
4, 2002.

   The counter-party has the right to terminate this transaction at any time on
or after December 31, 2006, upon 30 days notification and subject to the
following premium call schedule:

<TABLE>
<CAPTION>
   12/31/06                                                            105.125
   <S>                                                                 <C>
   12/31/07                                                             104.61
   12/31/08                                                             104.10
   12/31/09                                                             103.59
   12/31/10                                                             103.08
   12/31/11                                                             102.56
   12/31/12                                                             102.05
   12/31/13                                                             101.54
   12/31/14                                                             101.03
   12/31/15                                                             100.51
   12/31/16                                                             100.00
</TABLE>

   BankUnited entered into this contract for the purpose of hedging its long-
term interest costs on the 10.25% Trust Preferred Securities, issued by
BankUnited Capital, a wholly trust subsidiary of BankUnited. As of April 4,
2002, 3 Month LIBOR was 2.03%. BankUnited will account for this contract as a
hedge under the provisions of Statement of Financial Accounting Standards
No. 133, "Accounting for Derivative Instruments and Hedging Activities."

                                       11
<PAGE>

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

   The following discussion and analysis and the related financial data present
a review of the consolidated operating results and financial condition of
BankUnited for the six-month periods ended March 31, 2002 and 2001. This
discussion and analysis should be read in conjunction with the Consolidated
Financial Statements and Notes thereto contained in BankUnited's Annual Report
on Form 10-K for the year ended September 30, 2001.

   This Quarterly Report on Form 10-Q contains forward-looking statements.
Additional written or oral forward-looking statements may be made by BankUnited
from time to time in filings with the Securities and Exchange Commission or
otherwise. Such forward-looking statements are within the meaning of that term
in Section 27A of the Securities Act of 1933, as amended (the "Securities
Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"). Such statements may include, but are not limited to,
projections of income, borrowing costs, prepayment rates, and plans for future
operations or acquisitions, as well as assumptions relating to the foregoing.
The words "believe," "expect," "anticipate," "estimate," "project," "intend,"
and similar expressions identify forward-looking statements that are inherently
subject to risks and uncertainties, some of which cannot be predicted or
quantified, and in many instances, are beyond BankUnited's control. Factors or
events associated with risks and uncertainties include, but are not limited to:
general economic conditions, competition, national and local market and
economic conditions, credit risks related to BankUnited's loan portfolio,
monetary and fiscal policies and regulations, which include those determined by
the Federal Reserve Board, the Federal Deposit Insurance Corporation, state
regulators and the Office of Thrift Supervision, the impact of changes in
accounting policies, laws and regulations effecting the banking and financial
services industries, adverse changes in interest rates, market volatility, and
potential litigation liabilities. Future events and actual results could differ
materially from those set forth in, contemplated by, or underlying the forward-
looking statements.

General

   BankUnited is a Florida-incorporated savings and loan holding company for
the Bank. The Bank was founded in 1984 as a state chartered savings and loan
association. In 1993, the Bank was converted to a federally chartered savings
bank and became a wholly owned subsidiary of BankUnited pursuant to a plan of
re-organization approved by the shareholders. BankUnited's principal business
currently consists of the operation of its wholly owned subsidiary, the Bank.
In addition to managing the business activities of the Bank, BankUnited invests
primarily in U.S. Government and federal agency securities, mortgage-backed
securities and other permitted investments. The Bank's primary business has
traditionally been to attract retail deposits from the general public and to
invest those deposits, together with borrowings, principal repayments and other
funds, primarily in one-to-four family residential mortgage loans and, to a
lesser extent, mortgage-backed securities, commercial real estate loans, multi-
family mortgage loans, commercial business loans and consumer loans. The Bank
has also made other investments permitted by the OTS. The Bank is subject to
the regulations issued by certain federal agencies and undergoes periodic
examinations by those regulatory authorities. References to BankUnited include
the activities of all of its subsidiaries, including the Bank and its
subsidiaries, if the context so requires.

   BankUnited's results of operations are dependent primarily on its net
interest income, which is the difference between the interest earned on its
assets, primarily its loan and securities portfolios, and its cost of funds,
which consists of the interest paid on its deposits and borrowings.
BankUnited's results of operations are also affected by its provision for loan
losses, as well as non-interest income, non-interest expenses and income tax
expense. Non-interest expenses consist of employee compensation and benefits,
occupancy and equipment, insurance, professional fees, telecommunications and
data processing, loan servicing expense and other operating expenses. The
earnings of BankUnited are also significantly affected by general economic and
competitive conditions, particularly changes in market interest rates and the
U.S. Treasury yield curves, government policies and actions of regulatory
authorities.

                                       12
<PAGE>

Critical Accounting Policies

   BankUnited's financial position and results of operations are impacted by
management's application of accounting policies involving judgments made to
arrive at the carrying value of certain assets. Management's greatest challenge
in implementing its policies is the need to make estimates about the effect of
matters that are inherently less than certain. For a detailed discussion of
BankUnited's significant accounting policies, see Note 1 to the Notes to
Consolidated Financial Statements ("Summary of Significant Accounting
Policies") in BankUnited's Form 10-K for the fiscal year ended September 30,
2001. The most critical accounting policies applied by BankUnited are those
that relate to the loan portfolio, and as we continue to securitize and sell
residential mortgage loans, mortgage servicing rights.

   A variety of estimates impact the carrying value of the loan portfolio,
including the amount of the allowance for loan losses, the placement of loans
on non-accrual status, and the valuation of loans held for sale.

   The allowance for loan losses is management's most difficult subjective
judgment regarding the loan portfolio, and is established and maintained at
levels that management believes are adequate to cover losses resulting from the
inability of borrowers to make required payments on loans. Estimates for loan
losses are arrived at by analyzing historical loan losses, current trends in
delinquencies and charge-offs, plans for problem loan administration and
resolution, the views of regulators, changes in the size and composition of the
loan portfolio, and peer group information. In addition, this analysis requires
consideration of the economic climate and direction, increases or decreases in
overall lending rates, political conditions, legislation directly or indirectly
impacting the banking industry, and economic conditions effecting specific
geographical areas in which BankUnited conducts business. Where there is a
question as to the impairment of a specific loan, management obtains valuations
of the property or collateral securing the loan, and current financial
information of the borrower including financial statements, when available.
Since the calculation of appropriate loan loss allowances relies on
management's estimates and judgments relating to inherently less than certain
events, actual results may differ from management's estimates.

   For a more detailed discussion about the allowance for loan losses, see
"Asset Quality" on pages 11 and 35 and "Allowance for Loan Losses" in Note 1 to
the Notes to Consolidated Financial Statements ("Summary of Significant
Accounting Policies") on page 66 of the BankUnited's Form 10-K for the fiscal
year ended September 30, 2001.

   Several estimates impact mortgage servicing rights, including the amount of
gains or losses recognized upon the securitization and sale of residential
loans, the amortization of the assets, and the periodic valuation of the
assets. The initial and ongoing valuation and amortization of mortgage
servicing rights are significantly impacted by the interest rates, prepayment
experience and the credit performance of the underlying loans. In general, in
periods of declining interest rates, the value of these assets declines due to
prepayment on loans serviced by BankUnited. See discussion contained herein,
under Item 3. "Quantitative and Qualitative Disclosures about Market Risk."

   For a more detailed discussion on mortgage servicing rights, see "Mortgage
Servicing Rights" on page 68 in Note 1 to the Notes to Consolidated Financial
Statements ("Summary of Significant Accounting Policies") on page 66 of
BankUnited's Form 10-K for the fiscal year ended September 30, 2001.

Second Quarter Highlights

   BankUnited reported net income before extraordinary items of $7.5 million
for the quarter ended March 31, 2002, up $3.3 million, or 79%, compared to $4.2
million for the same period in the prior year. Basic and diluted earnings per
share, before extraordinary items, were $0.30 and $0.28 per share,
respectively, for the quarter ended March 31, 2002, versus $0.22 and $0.21 per
share, before extraordinary items, for basic and diluted earnings,
respectively, for the same period in the prior year.

   Assets grew to $5.6 billion at March 31, 2002, compared to $5.2 billion at
September 30, 2001 and $5.5 billion at December 31, 2001, which represents an
8% increase from fiscal year-end 2001 and a 2% increase over the previous
quarter. Loan production continues to fuel asset growth, which reached $513
million for the quarter ended March 31, 2002.

                                       13
<PAGE>

   BankUnited's trust subsidiary, BankUnited Statutory Trust II, issued $25.0
million of Trust Preferred Securities during the quarter. The proceeds were
invested in Junior Subordinated Deferrable Interest Debentures issued by
BankUnited. Proceeds from the sale of the Junior Subordinated Debentures will
be used to provide the Bank with additional capital and enable the Bank to
continue its asset growth.

Liquidity and Capital Resources

   Liquidity management is concerned with meeting all cash outflow commitments
on a daily and ongoing basis while minimizing the cost of foregone earnings on
idle cash, satisfying minimum reserve requirements and other regulatory
standards, and avoiding the cost of emergency borrowing and forced liquidation
of assets. The overall objective is to fund operations and meet obligations in
the most cost effective manner.

   BankUnited manages liquidity through the analysis of alternative sources of
short-term funding used to meet short-term demands. Short-term demands can be
met with funds provided by borrowings, deposits, the maturity and repayment of
portfolio loans, mortgage-backed and other securities, and proceeds from the
sale of mortgage-backed securities, securitized loans and loans held for sale.
When determining which sources of funds to utilize, BankUnited takes into
consideration any known trends, events or uncertainties in order to prevent
impediments to liquidity. For instance, customer deposits have historically
been one of BankUnited's most reliable sources of funds. If customer
satisfaction were to wane or if BankUnited were unable to offer competitive
interest rates on our deposit products, this source could potentially be
hampered, having a negative impact on liquidity. Furthermore, since over 59% of
BankUnited's loans receivable before net items as of September 30, 2001 were
secured by properties located in Florida, a downturn in the local economy could
also have a negative impact on liquidity by reducing the ability of borrowers
to repay loans. During the second quarter of fiscal 2002, BankUnited had not
identified any known trends, events, or uncertainties, which are reasonably
likely to impede liquidity.

   BankUnited experienced a $51.2 million increase in cash and cash
equivalents, which consists of cash, Federal Home Loan Bank overnight deposits,
federal funds sold and securities purchased under agreements to resell for the
six month period ended March 31, 2002 from $294.8 million at September 30, 2001
to $345.9 million at March 31, 2002.

   BankUnited' primary source of funds is through investing activities, which
includes principal and interest payments as well as maturities on loans and
mortgage-backed securities, and other securities. For the six months ended
March 31, 2002 and 2001, principal and interest payments on loans and mortgage-
backed securities, and other securities totaled $1.3 billion and $569.5
million, respectively. Other significant sources of funds provided by investing
activities include the sale of assets, which are in excess of portfolio needs.
During the six months ended March 31, 2002, BankUnited received proceeds of
$118.2 million from the sale of mortgage-backed securities, including
securitized loans, and $7.2 million from the sale of investment securities.

   Financing activities are the second largest source of funds for BankUnited.
For the six months ended March 31, 2002 and 2001, the increase in deposits,
borrowings, and the issuance of Trust Preferred Securities provided BankUnited
with $437.0 million and $248.5 million, respectively. The largest portion of
the increase of $410.1 million of funds provided by financing activities for
the six months ended March 31, 2002 is from an increase in deposits of $232.2
million. BankUnited attributes this increase in deposits to the aggressive
advertising campaign and strategic partnerships with two of South Florida's
professional sports teams, which helps to increase the Bank's market
visibility. BankUnited also utilizes FHLB advances to help fund new loans
generated from loan production which fuels asset growth. FHLB advances
increased by $167.2 million and $166.2 million for the six months ended March
31, 2002 and 2001, respectively which is consistent with the increase in loan
production. In addition, BankUnited issued Trust Preferred Securities through
its subsidiary trusts BankUnited Statutory Trust I and II, during the six
months ended March 31, 2002, which provided $43.6 million in net proceeds.
There were no issuances of Trust Preferred Securities during the six months
ended March 31, 2001. (See note 3. of the accompanying condensed notes to
consolidated financial statements). These proceeds were offset by purchases, by
BankUnited, of 10.25% Trust Preferred Securities issued by its trust subsidiary
BankUnited Capital, in the amount of $15.3 million (See note 8. of the
accompanying condensed notes to consolidated financial statements).

                                       14
<PAGE>

   Funds are also provided by operating activities, which include the proceeds
from the sale of loans. During the six months ended March 31, 2002, proceeds
from the sale of loans were $19.1 million, net of $1.5 million in gains.
Selling loans in excess of portfolio needs is part of BankUnited's asset
management strategy.

   BankUnited's primary use of funds is for its operating and investing
activities, which includes funding loans and purchasing mortgage-backed and
other securities. For the six months ended March 31, 2002 and 2001, BankUnited
funded loans in the amount of $1.3 billion and $620.5 million, respectively.
The sharp increase in loan fundings is largely the result of the increase in
loan production of 134% for the six months ended March 31, 2002 as compared to
the same period in the prior year. This increase in production is a reflection
of BankUnited's efforts and the favorable rates available to borrowers. For the
six months ended March 31, 2002 and 2001, BankUnited purchased $440.8 million
and $231.0 million, respectively, of mortgage-backed and other securities. This
activity is also part of BankUnited' continuing asset management strategy to
maximize yields on interest earning assets.

   Federal savings banks such as the Bank are required to maintain capital at
levels specified by applicable minimum capital ratios. At March 31, 2002, the
Bank was in compliance with all capital requirements and met the definition of
a "well capitalized" institution under applicable federal regulations.

Asset Quality

   Non-performing assets as of March 31, 2002 were $32.5 million, which
represents an increase of $1.0 million or 2.8% from $31.6 million as of
September 30, 2001. The net increase of $0.9 million in non-performing assets
is the result of a net increase of 4.0 million in real estate owned, offset by
a net decrease in non-performing loans of $2.7 million, and a decrease in non-
accrual tax certificates of $0.4 million. The increase in real estate owned and
decrease in non-performing loans is due mostly to one commercial loan in the
amount of $3.8 million, which was transferred to real estate owned in the
second quarter of fiscal 2002. BankUnited had reserved for projected losses on
this loan in prior periods and disposed of it at a slight gain following the
end of a quarter.

   The following table sets forth information concerning BankUnited's non-
performing assets at March 31, 2002 and September 30, 2001.

<TABLE>
<CAPTION>
                                                       March 31, September 30,
                                                         2002        2001
                                                       --------- -------------
                                                       (Dollars in thousands)
<S>                                                    <C>       <C>
Non-accrual loans.....................................  $25,124     $27,429
Restructured loans....................................      638       1,034
                                                        -------     -------
  Total non-performing loans..........................   25,762      28,463
Non-accrual tax certificates..........................      939       1,264
Real estate owned.....................................    5,821       1,832
                                                        -------     -------
  Total non-performing assets.........................  $32,522     $31,559
                                                        =======     =======
Allowance for losses on tax certificates..............  $   939     $   934
Allowance for loan losses.............................   17,831      15,940
                                                        -------     -------
  Total allowance.....................................  $18,770     $16,874
                                                        =======     =======
Non-performing assets as a percentage of total
 assets...............................................     0.58%       0.60%
Non-performing loans as a percentage of total loans...     0.67%       0.76%
Allowance for loan losses as a percentage of total
 loans................................................     0.46%       0.42%
Allowance for loan losses as a percentage of non-
 performing loans.....................................    69.21%      56.00%
Net charge-offs as a percentage of average total
 loans................................................     0.18%       0.11%
</TABLE>

   BankUnited's allowance for loan losses is established and maintained based
upon management's evaluation of the risks inherent in BankUnited's loan
portfolio, including the economic trends and other conditions in specific
geographic areas as they relate to the nature of BankUnited's portfolio. See
discussion contained herein on "Critical Accounting Policies."

                                       15
<PAGE>

   The following table sets forth the change in BankUnited's allowance for loan
losses for the three and six months ended March 31, 2002 and September 30,
2001.

<TABLE>
<CAPTION>
                                                              For the Six Months
                          For the Three Months Ended                 Ended
                          -------------------------------   -----------------------
                           March 31,       September 30,    March 31, September 30,
                             2002              2001           2002        2001
                          -------------   ---------------   --------- -------------
                                        (Dollars in thousands)
<S>                       <C>             <C>               <C>       <C>
Allowance for loan
 losses, balance (at
 beginning of period)...   $      17,684     $      14,334   $15,940     $13,981
Provisions for loan
 losses.................           2,450             2,650     5,400       4,300
Loans charged off.......          (2,341)           (1,066)   (3,591)     (2,376)
Recoveries..............              38                22        82          35
                           -------------     -------------   -------     -------
Allowance for loan
 losses, balance (at end
 of period).............   $      17,831     $      15,940   $17,831     $15,940
                           =============     =============   =======     =======

   The following table sets forth charge-offs by category of BankUnited's non-
performing loans for the three and six months ended March 31, 2002 and
September 30, 2001.

<CAPTION>
                                                              For the Six Months
                          For the Three Months Ended                 Ended
                          -------------------------------   -----------------------
                           March 31,       September 30,    March 31, September 30,
                             2002              2001           2002        2001
                          -------------   ---------------   --------- -------------
                                        (Dollars in thousands)
<S>                       <C>             <C>               <C>       <C>
One-to-four family
 residential mortgages..   $         248     $           4   $   320     $   211
Commercial real estate..             887               --        887         --
Commercial business.....           1,187             1,034     2,201       2,091
Consumer................              19                28       183          74
                           -------------     -------------   -------     -------
Total charge-offs.......   $       2,341     $       1,066   $ 3,591     $ 2,376
                           =============     =============   =======     =======

   The following table sets forth recoveries by category of BankUnited's non-
performing loans for the three and six months ended March 31, 2002 and
September 30, 2001.

<CAPTION>
                                                              For the Six Months
                          For the Three Months Ended                 Ended
                          -------------------------------   -----------------------
                           March 31,       September 30,    March 31, September 30,
                             2002              2001           2002        2001
                          -------------   ---------------   --------- -------------
                                        (Dollars in thousands)
<S>                       <C>             <C>               <C>       <C>
One-to-four family
 residential mortgages..   $         --      $           4   $   --      $     5
Commercial real estate..             --                --        --          --
Commercial business.....              32                15        70          19
Consumer................               6                 3        12          11
                           -------------     -------------   -------     -------
Total recoveries........   $          38     $          22   $    82     $    35
                           =============     =============   =======     =======
</TABLE>

   The following table sets forth BankUnited's allocation of the allowance for
loan losses by category as of March 31, 2002 and September 30, 2001.
<TABLE>
<CAPTION>
                                                         March 31, September 30,
                                                           2002        2001
                                                         --------- -------------
                                                         (Dollars in thousands)
<S>                                                      <C>       <C>
Balance at the end of the period applicable to:
  One-to-four family residential mortgages..............  $ 3,914     $ 3,616
  Multi-family residential mortgages....................      355         270
  Commercial real estate................................    3,482       3,131
  Construction..........................................    1,633       1,377
  Land..................................................      638         867
  Commercial business...................................    5,614       5,298
  Consumer..............................................    1,508       1,351
  Unallocated...........................................      687          30
                                                          -------     -------
    Total allowance for loan losses.....................  $17,831     $15,940
                                                          =======     =======
</TABLE>

                                       16
<PAGE>

Loan Portfolio

   The following table sets forth the composition of BankUnited's loan
portfolio, including loans held for sale, at March 31, 2002 and September 30,
2001.

<TABLE>
<CAPTION>
                                     March 31, 2002       September 30, 2001
                                  ---------------------- ----------------------
                                              Percent of             Percent of
                                    Amount     Total(1)    Amount     Total(1)
                                  ----------  ---------- ----------  ----------
                                            (Dollars in thousands)
<S>                               <C>         <C>        <C>         <C>
Mortgage loans:
  One-to-four family residential
   mortgages(2).................  $3,300,016     86.4%   $3,198,331     85.3%
  Multi-family residential
   mortgages....................      19,147      0.5        20,619      0.5
  Commercial real estate........     143,497      3.8       158,451      4.2
  Construction..................     136,092      3.6       114,790      3.1
  Land..........................      14,556      0.4        33,620      0.9
                                  ----------    -----    ----------    -----
    Total mortgage loans........   3,613,308     94.7     3,525,811     94.0
                                  ----------    -----    ----------    -----
Other loans:
  Commercial business ..........     101,653      2.7       132,438      3.5
  Consumer .....................      93,908      2.4        84,698      2.3
                                  ----------    -----    ----------    -----
  Total other loans.............     195,561      5.1       217,136      5.8
                                  ----------    -----    ----------    -----
    Total loans.................   3,808,869     99.8     3,742,947     99.8
Unearned discounts, premiums and
 deferred loan fees, net........      27,296      0.7        22,642      0.6
Allowance for loan losses.......     (17,831)    (0.5)      (15,940)    (0.4)
                                  ----------    -----    ----------    -----
Loans receivable, net...........  $3,818,334    100.0%   $3,749,649    100.0%
                                  ==========    =====    ==========    =====
</TABLE>
(1) Percent of Total is calculated using "Loans receivable, net" in the
    denominator.
(2) During the six months ended March 31, 2002, $168.3 million of one-to-four
    family residential mortgage loans were securitized and transferred to
    BankUnited's mortgage-backed securities available for sale portfolio.

Securities Portfolio

   Presented below is an analysis of the carrying values and approximate fair
values of investments held to maturity.

<TABLE>
<CAPTION>
                                                    March 31, 2002
                                        --------------------------------------
                                                   Gross      Gross
                                        Carrying Unrealized Unrealized  Fair
                                         Value     Gains      Losses    Value
                                        -------- ---------- ---------- -------
                                                (Dollars in thousands)
<S>                                     <C>      <C>        <C>        <C>
U.S. government agency securities...... $50,001     $--       $(401)   $49,600
Trust preferred securities of other
 issuers...............................  15,402      423       (387)    15,438
State of Israel Bonds..................      61      --         --          61
Other..................................   1,000        7         (1)     1,006
                                        -------     ----      -----    -------
  Total................................ $66,464     $430      $(789)   $66,105
                                        =======     ====      =====    =======

<CAPTION>
                                                  September 30, 2001
                                        --------------------------------------
                                                   Gross      Gross
                                        Carrying Unrealized Unrealized  Fair
                                         Value     Gains      Losses    Value
                                        -------- ---------- ---------- -------
                                                (Dollars in thousands)
<S>                                     <C>      <C>        <C>        <C>
U.S. government agency securities...... $50,001     $--       $(362)   $49,639
Trust preferred securities of other
 issuers...............................  16,355      683       (243)    16,795
State of Israel Bonds..................      61      --         --          61
                                        -------     ----      -----    -------
  Total................................ $66,417     $683      $(605)   $66,495
                                        =======     ====      =====    =======
</TABLE>

                                       17
<PAGE>

   Presented below is an analysis of investments designated as available for
sale.

<TABLE>
<CAPTION>
                                                   March 31, 2002
                                      ----------------------------------------
                                                  Gross      Gross
                                      Amortized Unrealized Unrealized Carrying
                                        Cost      Gains      Losses    Value
                                      --------- ---------- ---------- --------
                                               (Dollars in thousands)
<S>                                   <C>       <C>        <C>        <C>
U.S. government agency securities....  $ 8,125    $    5    $   (44)  $ 8,086
Equity securities....................    1,122       167        --      1,289
Trust preferred securities of other
 issuers.............................   24,860        48     (2,442)   22,466
Other................................   36,622        53       (417)   36,258
                                       -------    ------    -------   -------
  Total..............................  $70,729    $  273    $(2,903)  $68,099
                                       =======    ======    =======   =======

<CAPTION>
                                                 September 30, 2001
                                      ----------------------------------------
                                                  Gross      Gross
                                      Amortized Unrealized Unrealized Carrying
                                        Cost      Gains      Losses    Value
                                      --------- ---------- ---------- --------
                                               (Dollars in thousands)
<S>                                   <C>       <C>        <C>        <C>
U.S. government agency securities....  $ 4,999    $   67    $   --    $ 5,066
Equity securities....................    3,359     1,347        --      4,706
Trust preferred securities of other
 issuers.............................   42,109       143     (2,305)   39,947
Other................................   19,000       --         --     19,000
                                       -------    ------    -------   -------
  Total..............................  $69,467    $1,557    $(2,305)  $68,719
                                       =======    ======    =======   =======
</TABLE>

   Investment securities at March 31, 2002, by contractual maturity, are shown
below.

<TABLE>
<CAPTION>
                                        Held to Maturity   Available for Sale
                                       ------------------- -------------------
                                       Carrying            Amortized  Carrying
                                        Value   Fair Value    Cost     Value
                                       -------- ---------- ---------- --------
                                               (Dollars in thousands)
<S>                                    <C>      <C>        <C>        <C>
Due in one year or less............... $     --  $    --    $    25   $     25
Due after one year through five
 years................................       --       --      3,105      3,061
Due after five years through ten
 years................................       --       --     21,310     21,181
Due after ten years...................   66,403   66,044     29,880     27,491
Equity securities (maturity n/a)......       61       61     16,409     16,341
                                       --------  -------    -------   --------
  Total............................... $ 66,464  $66,105    $70,729   $ 68,099
                                       ========  =======    =======   ========

   Presented below is an analysis of the carrying values and approximate fair
values of mortgage-backed securities held to maturity.

<CAPTION>
                                                   March 31, 2002
                                       ---------------------------------------
                                                  Gross      Gross
                                       Carrying Unrealized Unrealized   Fair
                                        Value     Gains      Losses    Value
                                       -------- ---------- ---------- --------
                                               (Dollars in thousands)
<S>                                    <C>      <C>        <C>        <C>
GNMA mortgage-backed securities....... $ 40,817  $ 2,395    $   --    $ 43,212
FNMA mortgage-backed securities.......   18,842      683        --      19,525
FHLMC mortgage-backed securities......   46,320    1,104        --      47,424
Collateralized mortgage obligations...   28,398      375         (6)    28,767
Mortgage pass-through certificates....    8,777      129        --       8,906
                                       --------  -------    -------   --------
  Total............................... $143,154  $ 4,686    $    (6)  $147,834
                                       ========  =======    =======   ========
</TABLE>

                                       18
<PAGE>

<TABLE>
<CAPTION>
                                                  September 30, 2001
                                       ----------------------------------------
                                                   Gross      Gross
                                       Carrying  Unrealized Unrealized   Fair
                                         Value     Gains      Losses    Value
                                       --------- ---------- ---------- --------
                                                (Dollars in thousands)
<S>                                    <C>       <C>        <C>        <C>
GNMA mortgage-backed securities......  $ 57,423   $  3,326   $    --   $ 60,749
FNMA mortgage-backed securities......    32,071      1,252        --     33,323
FHLMC mortgage-backed securities.....    55,965      2,534        --     58,499
Collateralized mortgage obligations..    38,646      1,492        --     40,138
Mortgage pass-through certificates...    10,874        281        --     11,155
                                       --------   --------   --------  --------
  Total..............................  $194,979   $  8,885   $    --   $203,864
                                       ========   ========   ========  ========

   Presented below is an analysis of mortgage-backed securities designated as
available for sale.

<CAPTION>
                                                    March 31, 2002
                                       ----------------------------------------
                                                   Gross      Gross
                                       Amortized Unrealized Unrealized Carrying
                                         Cost      Gains      Losses    Value
                                       --------- ---------- ---------- --------
                                                (Dollars in thousands)
<S>                                    <C>       <C>        <C>        <C>
GNMA mortgage-backed securities......  $ 44,799   $    843   $    --   $ 45,642
FNMA mortgage-backed securities......   365,152      1,691     (1,669)  365,174
FHLMC mortgage-backed securities.....   118,475        589       (792)  118,272
Collateralized mortgage obligations..    98,686        662       (524)   98,824
Mortgage pass-through certificates...   316,252      1,180     (1,809)  315,623
                                       --------   --------   --------  --------
  Total..............................  $943,364   $  4,965   $ (4,794) $943,535
                                       ========   ========   ========  ========

<CAPTION>
                                                  September 30, 2001
                                       ----------------------------------------
                                                   Gross      Gross
                                       Amortized Unrealized Unrealized Carrying
                                         Cost      Gains      Losses    Value
                                       --------- ---------- ---------- --------
                                                (Dollars in thousands)
<S>                                    <C>       <C>        <C>        <C>
GNMA mortgage-backed securities......  $ 56,068   $  1,482   $    --   $ 57,550
FNMA mortgage-backed securities......   217,449      4,175        --    221,624
FHLMC mortgage-backed securities.....   105,080      2,182        --    107,262
Collateralized mortgage obligations..   116,397      2,613         (3)  119,007
Mortgage pass-through certificates...   130,471      1,835        --    132,306
                                       --------   --------   --------  --------
  Total..............................  $625,465   $ 12,287   $     (3) $637,749
                                       ========   ========   ========  ========

   Mortgage-backed securities at March 31, 2002, by contractual maturity, are
shown below.

<CAPTION>
                                         Held to Maturity   Available for Sale
                                       -------------------- -------------------
                                       Carrying             Amortized  Carrying
                                         Value   Fair Value    Cost     Value
                                       --------- ---------- ---------- --------
                                                (Dollars in thousands)
<S>                                    <C>       <C>        <C>        <C>
Due in one year or less..............  $     --   $     --   $     31  $     11
Due after one year through five
 years...............................        --         --        419       435
Due after five years through ten
 years...............................        --         --      9,733     9,671
Due after ten years..................   143,154    147,834    933,181   933,418
                                       --------   --------   --------  --------
  Total..............................  $143,154   $147,834   $943,364  $943,535
                                       ========   ========   ========  ========
</TABLE>

   During the six months ended March 31, 2002, BankUnited securitized $168.3
million of residential mortgage loans with FNMA and FHLMC, $72.7 million of
which were serviced by others, and transferred

                                       19
<PAGE>

them into BankUnited's mortgage-backed securities available for sale
portfolio, which is carried at fair value. BankUnited subsequently sold $93.2
million of the resulting securities, recognizing net gains of $1.2 million,
which includes the recognition of mortgage servicing rights of $1.6 million
and at March 31, 2002, there were $109.0 million of securities remaining from
loan securitizations, $106.2 million of which are serviced by others.

 In these securitization transactions, with the exception of loans serviced by
others, BankUnited retains servicing responsibilities. BankUnited receives
annual servicing fees approximating 0.25% of the outstanding receivable
balance. The fair value of servicing assets retained upon the securitization
of residential mortgage loans and the sale of the resulting securities during
the six months ended March 31, 2002 was $1.6 million.

 The investors in the securitized assets have no recourse to BankUnited's
other assets for failure of debtors to pay when due. BankUnited's retained
interests are subordinate to investors interests. The value of the retained
interests is subject to prepayment risk on the transferred financial assets,
and the general level of interest rates.

 At March 31, 2002, key economic assumptions and the sensitivity of the
current fair value of retained securities to immediate 10 percent and 20
percent adverse changes in those assumptions are as follows:

<TABLE>
<CAPTION>
                                                          Retained Securities
                                                         ----------------------
                                                         (Dollars in thousands)
<S>                                                      <C>
Carrying amount (fair value) of retained securities.....        $108,987
Weighted average life in years..........................             4.1
Annual prepayment assumption............................            20.8%
  Impact on fair value of 10 percent adverse change.....        $   (221)
  Impact on fair value of 20 percent adverse change.....        $   (397)
Annual cash flow discount rate..........................            6.10%
  Impact on fair value of 10 percent adverse change.....        $ (1,989)
  Impact on fair value of 20 percent adverse change.....        $ (3,905)
</TABLE>

 Credit losses do not affect the valuation due to FNMA's full guarantee to
BankUnited for losses on loans collateralizing the securities.

 The sensitivities presented above are hypothetical and are presented for
informational purposes only. As the amounts indicate, the fair values due to a
variation in any assumption generally cannot be extrapolated because the
relationship of the change in any assumption to the change in fair value may
not be linear. The effect of a change in a particular assumption on the fair
value of the retained securities is calculated without considering the changes
in other assumptions. However, changes in one assumption may result in changes
in another.

 The total principal amount of loans, underlying the retained securities at
March 31, 2002 was $108.1 million, none of which was 60 days or more past due.
There were no credit losses during the six months ended March 31, 2002 from
the loans underlying the retained securities outstanding at March 31, 2002.

                                      20
<PAGE>

       DISCUSSION OF FINANCIAL CONDITION CHANGES FROM SEPTEMBER 30, 2001
       TO MARCH 31, 2002 AND RESULTS OF OPERATIONS FOR THE THREE AND SIX
                     MONTHS ENDED MARCH 31, 2002 AND 2001.

FINANCIAL CONDITION

   The following is a discussion of material changes from September 30, 2001 to
March 31, 2002 in the Consolidated Statement of Financial Condition. For a
discussion of changes in cash in cash equivalents, see Liquidity and Capital
Resources.

Assets

   Mortgage-backed securities--Mortgage-backed securities held to maturity
decreased by $51.8 million, or 26.6%, from $195.0 million at September 30, 2001
to $143.2 million at March 31, 2002. This decrease was due predominantly to
repayments of $52.0 million.

   Mortgage-backed securities available for sale increased by $305.8 million,
or 48.0%, from $637.7 million at September 30, 2001 to $943.5 million at March
31, 2002. This increase is due to purchases of $408.4 million of mortgage-
backed securities and the securitization of $168.3 million of residential
mortgage loans. This was offset by decreases due to repayments of $164.2
million, sales of $93.2 million (including losses of $0.4 million), unrealized
losses of $12.1 million, and accretion of discounts and amortization of
premiums of $1.4 million.

   Loans--Although loans receivable, net (including loans held for sale)
remained relatively flat at $3.8 billion increasing slightly by $68.7 million,
or 1.8%, there was substantial activity. Loan fundings of $1,292.1 million were
offset by repayments of $1,024.4 million (including accretion of discount and
amortization of premium), the securitization of $168.3 million of residential
mortgage loans, loan sales of $19.1 million, net of $1.5 million in realized
gains, a provision for loan loss of $5.4 million, a transfer to real estate
owned of $5.9 million, and a transfer to other assets of $0.3 million.

   Other earning assets--Other interest earning assets increased by $8.4
million, or 11.1%, from $75.6 million at September 30, 2001 to $84.0 million at
March 31, 2002. This category is primarily comprised of FHLB stock, which is
required to be purchased in proportion to advances received from the FHLB.

   Due from broker--Due from broker of $25.5 million at September 30, 2001
represents the amount of securities sold at the end of September 2001, which
settled in October 2001. At the end of March 31, 2002, there were no sales of
securities pending settlement.

   Bank owned life insurance--Bank owned life insurance increased by $31.1
million, or 151.7%, from $20.5 million at September 30, 2001 to $51.6 million
at March 31, 2002. During the six-month period ended March 31, 2002, BankUnited
purchased an additional $30.0 million of bank owned life insurance and the cash
value of the policies increased by $1.1 million. The additional bank owned life
insurance was purchased in order to further offset the projected cost of the
Bank's benefit plan for all employees.

Liabilities

   Deposits--Deposits increased by $232.3 million, or 8.8%, from $2.7 billion
at September 30, 2001 to $2.9 billion at March 31, 2002. The increase stems
primarily from an increase in core deposits of $218.4 million accompanied by a
relatively smaller increase of $13.9 million in certificates of deposit. The
increase in core deposits reflects BankUnited's aggressive marketing efforts
and strategic partnerships with two South Florida sports teams in an effort to
increase market visibility.

   FHLB advances--FHLB advances increased by $167.2 million, or 11.1%, from
$1.5 billion at September 30, 2001 to $1.7 billion at March 31, 2002. FHLB
advances are used to fund investing activities such as funding loans and
purchasing securities.

   Trust Preferred Securities--Trust preferred securities increased by $29.0
million, or 14.2%, from $203.6 million at September 30, 2001 to $232.6 million
at March 31, 2002. The net increase of $29.0 million is

                                       21
<PAGE>

primarily the result of $43.6 million of net proceeds received from the
issuance by BankUnited Statutory Trust I and BankUnited Statutory Trust II (see
note 3 of the accompanying condensed notes to consolidated financial
statements) of Trust Preferred Securities offset by repurchases of $15.3
million of Trust Preferred Securities originally issued by BankUnited Capital.

   Advance payments by borrowers for taxes and insurance--The decrease in
advance payments by borrowers for taxes and insurance of $13.3 million, or
41.6%, from $32.0 million at September 30, 2001 to $18.7 million at March 31,
2002 is a reflection of the borrower's real estate taxes, which are paid in the
fourth quarter of each calendar year.

   Due to broker--Due to broker of $15.2 million at September 30, 2001
represents the amount of securities purchased at the end of September 2001,
which settled in October 2001. At the end of March 31, 2002, there were no
purchases of securities pending settlement.

Stockholders' Equity

   The net increase in stockholders' equity of $8.5 million or 2.8% from $300.4
million at September 30, 2001 to $308.9 million at March 31, 2002 is due
largely to comprehensive income of $5.8 million for the six months ended March
31, 2002, which is the net result of net income after preferred stock dividends
of $14.3 million reduced by $8.5 million of comprehensive losses. To a lesser
extent the issuance of stock during the six months ended March 31, 2002
increased equity by $2.7 million, $2.2 million of which is from stock options
and other awards to BankUnited associates under compensation plans approved by
BankUnited's shareholders. The balance of stock issuances of $0.5 million is
from the purchase of 23,887 shares of Series B Preferred Stock in the second
quarter of fiscal 2002 by BankUnited's Chairman of the Board and Chief
Executive Officer ("CEO") pursuant to rights granted under the 2002 Stock Award
and Incentive Plan. In addition, in March 2002, BankUnited and its CEO agreed
to restructure the CEO's compensation to assist BankUnited in ensuring, to the
extent possible, the CEO's compensation for the period from April 1, 2002 to
September 30, 2005 would be deductible for federal income tax purposes. In
connection with the compensation restructuring, BankUnited awarded the CEO the
right to acquire, on a deferred basis, 26,720 shares of BankUnited's
Noncumulative Convertible Preferred Stock, Series B in lieu of his deferred
cash bonus for 2001. Delivery of these shares has been deferred and made
subject to conditions intended to enable BankUnited to avoid being precluded
from deducting the bonus for tax purposes. These shares have been placed in a
Rabbi Trust on behalf of the CEO and are classified as Treasury Stock in the
stockholders equity section of BankUnited's Consolidated Statement of Financial
Condition. BankUnited accrued the deferred bonus during fiscal year 2001 and
the deferred obligation to deliver the shares is classified in the
stockholders' equity section of BankUnited's Consolidated Statement of
Financial Condition as of March 31, 2002.

                                       22
<PAGE>

RESULTS OF OPERATIONS

General

   Net income was $7.5 million for the three months ended March 31, 2002, an
increase of $3.1 million, or 70.5%, compared to $4.4 million for the same
period in 2001. The net increase of $3.1 million for the three-month period
included an increase in net interest income before provision for loan losses of
$10.3 million, and an increase in non-interest income of $1.5 million. These
increases were offset by an increase in the provision for loan losses of $0.9
million, an increase in non-interest expense of $5.5 million, an increase in
the provision for income taxes of $2.1 million, and a decrease in extraordinary
gains of $0.2 million.

   For the six months ended March 31, 2002, net income was $14.4 million, which
is a $6.0 million, or 71.4% higher than the $8.4 million for the same period in
2001. The net increase of $6.0 million for the six-month period included an
increase in net interest income before provision for loan loss of $17.9
million, and an increase in non-interest income of $4.0 million. These
increases were offset by an increase in the provision for loan loss of $2.6
million, an increase in non-interest expense of $9.1 million, an increase in
the provision for income taxes of $3.4 million, and a decrease in extraordinary
gains of $0.8 million.

   Below is a more detailed discussion of each major category of income and
expense for both the three and six-month periods ended March 31, 2002 compared
to the same periods in the prior year.

   In conjunction with the following discussion of interest income and interest
expense, please review the Yields Earned and Rates Paid and Rate/Volume
Analysis tables.

Net Interest Income

 Three Months Ended March 31, 2002 and 2001

   Net interest income before provision for loan losses was $28.4 million for
the three months ended March 31, 2002, a $10.3 million, or 56.9%, increase over
$18.1 million for the same period in 2001. The total increase of $10.3 million
was due to three factors: an increase of $5.7 million due to changes in volume
of average interest-earning assets and interest-bearing liabilities, an
increase of $5.1 million due to changes in yields earned on interest-earning
assets and rates paid on interest-bearing liabilities, and a decrease of $0.5
million related to the changes in Rate/Volume (see the definition of changes in
Rate/Volume provided in the Rate/Volume Analysis table).

   The average balance of interest-earning assets increased by $853.6 million
for the three months ended March 31, 2002, compared to the same period in the
prior year. The average balance of interest-bearing liabilities increased by
$803.6 million, for the three months ended March 31, 2002, compared to the same
period in the prior year. The increase in average interest-earning assets
generated $16.3 million of additional interest income while the increase in
average interest-bearing liabilities generated only $10.6 million of additional
interest expense, resulting in an increase of $5.7 million of net interest
income due to changes in volume. In addition, the ratio of average interest-
earning assets over average interest-bearing liabilities for the three months
ended March 31, 2002 was 103.51%, an improvement from 102.98% for the same
period in the prior year. The increase in this ratio contributed to the 54
basis point expansion in our net interest margin from 1.66% for the three
months ended March 31, 2001 to 2.20% for the same period in 2002.

   Another factor that contributed to the improvement of BankUnited's net
interest margin was the increase in interest rate spread of 56 basis points
from 1.49% during the three months ended March 31, 2001 to 2.05% for the same
period in 2002. This increase in interest rate spread resulted in an increase
in net interest income of $5.1 million due to changes in rates.

   Interest Income--Interest income increased by $1.6 million, or 2.0%, to
$82.4 million for the three months ended March 31, 2002, compared to $80.8
million for the same period in the prior year. This net increase was

                                       23
<PAGE>

the result of increases of $16.3 million due to changes in volume, offset by
decreases of $11.0 million and $3.7 million due to changes in rate and changes
in rate/volume, respectively.

   The volume-related changes in interest income stem from the increase in
average mortgage-backed securities, loans, long-term investments and FHLB
stock, and short-term investments, which increased interest income by $11.0
million, $4.2 million, $1.2 million, and $0.1 million, respectively for the
three months ended March 31, 2002 compared to the same period in the prior
year. Slightly offsetting the impact that increases in average balances of
those assets had on interest income was a decrease in the average balance of
tax certificates, which decreased interest income by $0.2 million.

   The rate-related changes in interest income stemmed mostly from the decrease
in the average yield on loans of 96 basis points from 7.54% for the three
months ended March 31, 2001 to 6.58% for the same period in 2002. This drop in
yield on loans reduced interest income by $8.8 million for the three months
ended March 31, 2002 compared to the same period in the prior year. Yield also
dropped on mortgage-backed securities, short-term and long-term investments and
FHLB stock, reducing interest income by $1.8 million, $0.3 million and $0.7
million respectively, for the three months ended March 31, 2002 compared to the
same period in the prior year. Slightly offsetting the impact that decreases in
yield on those assets had on interest income was an increase in the yield on
tax certificates, which increased interest income by $0.6 million.

   Interest Expense--Interest expense decreased by $8.7 million, or 13.9%, to
$54.0 million for the three months ended March 31, 2002, compared to $62.7
million for the same period in the prior year. This net decrease was the result
of increases of $10.6 million due to changes in volume, offset by decreases of
$16.1 million and $3.2 million due to changes in rate and changes in
rate/volume, respectively.

   The majority of the volume-related changes stem from the increase in average
FHLB advances and other borrowings, and savings, which increased interest
expense by $8.5 million and $4.3 million, respectively, for the three months
ended March 31, 2002 compared to the same period in the prior year. Offsetting
the impact increases in average balances of those liabilities had on interest
expense were decreases in the average balance of certificates of deposit, which
decreased interest expense by $3.0 million.

   The rate-related changes stemmed from the decrease in the average rates paid
on all liabilities, from 6.08% for the three months ended March 31, 2001 to
4.38% for the same period in 2002. The most significant improvement came from a
drop in rates paid on certificates of deposits, which changed from 6.44% for
the three months ended March 31, 2001 to 4.59% for the same period in 2002.
This improvement of 185 basis points reduced the cost of funds by $9.0 million.
The drop in rates paid on FHLB advances and other borrowings of 127 basis
points from 6.03% for the three months ended March 31, 2001 to 4.76% for the
same period in 2002 reduced the cost of funds by $3.6 million. Additional
reductions in the cost of funds came from the drop in rates paid on NOW/money
market, savings accounts, and trust preferred securities of 129 basis points,
253 basis points, and 40 basis points, respectively, in the three-month period
ended March 31, 2002 compared to the same period in 2001. The drop in rates
paid reduced the cost of funds for NOW/money market, savings accounts and trust
preferred securities by $0.9 million, $2.4 million, and $0.2 million,
respectively, for the three months ended March 31, 2002 compared to the same
period in 2001.

 Six Months Ended March 31, 2002 and 2001

   Net interest income before provision for loan losses was $54.0 million for
the six months ended March 31, 2002, a $17.9 million, or 49.6%, increase over
$36.1 million for the same period in 2001. Most of the total increase of $17.9
million was due to changes in volume of average interest-earning assets and
interest-bearing liabilities resulting in an increase in net interest income of
$10.4 million, and changes in yields earned on interest-earning assets and
rates paid on interest-bearing liabilities, increasing net interest income by
$7.4 million.

                                       24
<PAGE>

   The average balance of interest-earning assets increased by $805.0 million
for the six months ended March 31, 2002, compared to the same period in the
prior year. The average balance of interest-bearing liabilities increased by
$745.2 million, for the six months ended March 31, 2002, compared to the same
period in the prior year. The increase in average interest-earning assets
generated $30.1 million of additional interest income while the increase in
average interest-bearing liabilities generated only $19.7 million of additional
interest expense, resulting in an increase of $10.4 million of net interest
income due to changes in volume. In addition, the ratio of average interest-
earning assets over average interest-bearing liabilities for the six months
ended March 31, 2002 was 103.85%, a slight improvement from 103.10% for the
same period in the prior year. The increase in this ratio contributed to the 44
basis point expansion in our net interest margin from 1.71% for the six months
ended March 31, 2001 to 2.15% for the same period in 2002.

   Another factor that contributed to the improvement of our net interest
margin was the increase in interest rate spread of 45 basis points from 1.53%
during the six months ended March 31, 2001 to 1.98% for the same period in
2002. This increase in interest rate spread resulted in an increase in net
interest income of $7.4 million due to changes in rates.

   Interest Income--Interest income increased by $3.6 million, or 2.2%, to
$165.0 million for the six months ended March 31, 2002, compared to $161.4
million for the same period in the prior year. This net increase was the result
of an increase of $30.1 million due to changes in volume, offset by decreases
of $20.7 million and $5.8 million due to changes in rate and changes in
rate/volume, respectively.

   The volume-related changes in interest income stemmed from the increase in
average mortgage-backed securities, loans, and long-term investments and FHLB
stock, which increased interest income by $19.9 million, $8.0 million, and $2.9
million, respectively, for the six months ended March 31, 2002 compared to the
same period in the prior year. Slightly offsetting the impact that increases in
average balances of those assets had on interest income were decreases in the
average balances of short-term investments and tax certificates, which
decreased interest income by $0.4 million and $0.3 million, respectively.

   The rate-related changes in interest income stemmed mostly from the decrease
in yield on loans of 91 basis points from 7.61% for the six months ended March
31, 2001 to 6.70% for the same period in 2002. This drop in yield on loans
reduced interest income by $16.7 million for the six months ended March 31,
2002 compared to the same period in the prior year. Yields also dropped on
mortgage-backed securities, short-term and long-term investments and FHLB
stock, reducing interest income by $2.8 million, $0.6 million and $1.3 million,
respectively, for the six months ended March 31, 2002 compared to the same
period in the prior year. Slightly offsetting the impact that decreases in the
average yield on those assets had on interest income was an increase in the
average yield on tax certificates, which increased interest income by $0.8
million.

   Interest Expense--Interest expense decreased by $14.3 million, or 11.4%, to
$111.0 million for the six months ended March 31, 2002, compared to $125.3
million for the same period in the prior year. This net decrease was the result
of increases of $19.7 million due to changes in volume, offset by decreases of
$28.1 million and $5.8 million due to changes in rate and changes in
rate/volume, respectively.

   The majority of the volume-related changes stemmed from the increase in
average FHLB advances and other borrowings, and savings, which increased
interest expense by $16.8 million and $8.6 million, respectively, for the six
months ended March 31, 2002 compared to the same period in the prior year.
Offsetting the impact that increases in average balances of those liabilities
had on interest expense, was a decrease in the average balance of certificates
of deposit, which decreased interest expense by $6.8 million.

   The rate-related changes stemmed from the decrease in the average rates paid
on all liabilities, from 6.08% for the six months ended March 31, 2001 to 4.56%
for the same period in 2002. The most significant improvement came from a drop
in rates paid on certificates of deposits, which changed from 6.40% for the six
months ended March 31, 2001 to 4.86% for the same period in 2002. This
improvement of 154 basis points reduced the cost of funds by $15.1 million. The
drop in rates paid on FHLB advances and other borrowings of 123 basis points
from 6.07% for the six months ended March 31, 2001 to 4.84% for the same period
in 2002

                                       25
<PAGE>

reduced the cost of funds by $6.8 million. Additional reductions in the cost of
funds came from the drop in rates paid on NOW/money market, savings accounts,
and trust preferred securities of 135 basis points, 225 basis points and 26
basis points, respectively, in the six-month period ended March 31, 2002
compared to the same period in 2001. The drop in rates paid reduced the cost of
funds for NOW/ money market, savings accounts and trust preferred securities by
$1.9 million, $3.9 million, and $0.3 million, respectively, for the six months
ended March 31, 2002 compared to the same period in 2001.

Analysis of Net Interest Income

   Net interest income represents the difference between income on interest-
earning assets and expense on interest-bearing liabilities. The following table
sets forth certain information relating to the categories of BankUnited's
interest-earning assets and interest-bearing liabilities for the periods
indicated. All yield and rate information is calculated on an annualized basis
by dividing the annualized income or expense item for the period by the average
balances during the period of the appropriate balance sheet item. Net interest
margin is calculated by dividing net interest income by average interest-
earning assets. Non-accrual loans are included in asset balances for the
appropriate period, whereas recognition of interest on such loans is
discontinued and any remaining accrued interest receivable is reversed, in
conformity with federal regulations. The yields and net interest margins
appearing in the following table have been calculated on a pre-tax basis.

Yields Earned and Rates Paid

<TABLE>
<CAPTION>
                                  For the Three Months Ended March 31,
                          --------------------------------------------------------
                                     2002                         2001
                          ---------------------------  ---------------------------
                           Average             Yield/   Average             Yield/
                           Balance    Interest  Rate    Balance    Interest  Rate
                          ----------  -------- ------  ----------  -------- ------
                                         (Dollars in thousands)
<S>                       <C>         <C>      <C>     <C>         <C>      <C>
Interest-earning assets:
  Loans receivable,
   net..................  $3,906,684  $64,161   6.58%  $3,686,431  $69,324   7.54%
  Mortgage-backed
   securities...........     992,438   15,183   6.12      429,851    8,383   7.80
  Short-term
   investments(1).......      24,968      163   2.61       19,917      388   7.80
  Tax certificates......         452      107  94.69        3,337      201  24.12
  Long-term investments
   and FHLB stock,
   net(2)...............     210,448    2,779   5.31      141,861    2,541   7.20
                          ----------  -------  -----   ----------  -------  -----
    Total interest-
     earning assets.....  $5,134,990  $82,393   6.43%  $4,281,397  $80,837   7.57%
                          ----------  -------  -----   ----------  -------  -----
Interest-bearing
 liabilities:
  NOW/Money Market......  $  375,924  $ 1,336   1.44%  $  287,067  $ 1,930   2.73%
  Savings...............     704,820    4,647   2.67      373,998    4,793   5.20
  Certificate of
   deposits.............   1,759,505   19,899   4.59    1,945,937   30,901   6.44
  Trust preferred
   securities...........     213,597    4,945   9.26      206,414    4,984   9.66
  Senior notes..........     200,000    2,834   5.67      200,000    2,834   5.67
  FHLB advances and
   other borrowings.....   1,707,170   20,297   4.76    1,143,968   17,250   6.03
                          ----------  -------  -----   ----------  -------  -----
    Total interest-
     bearing
     liabilities........  $4,961,016  $53,958   4.38%  $4,157,384  $62,692   6.08%
                          ==========  =======  =====   ==========  =======  =====
Excess of interest-
 earning assets over
 interest-bearing
 liabilities............  $  173,974                   $  124,013
                          ==========                   ==========
Net interest income.....              $28,435                      $18,145
                                      =======                      =======
Interest rate spread....                        2.05%                        1.49%
                                               =====                        =====
Net interest margin(3)..                        2.20%                        1.66%
                                               =====                        =====
Ratio of interest-
 earning assets to
 interest-bearing
 liabilities............      103.51%                      102.98%
                          ----------                   ----------
</TABLE>
--------
(1) Short-term investments include FHLB overnight deposits and securities
    purchased under agreements to resell.
(2) Long-term investments include agency securities and trust preferred
    securities of other issuers.
(3) Net interest margin is calculated based on actual days outstanding for each
    category of interest-earning assets and interest-bearing liabilities.

                                       26
<PAGE>

Yields Earned and Rates Paid

<TABLE>
<CAPTION>
                                   For the Six Months Ended March 31,
                          -------------------------------------------------------
                                     2002                         2001
                          ---------------------------  --------------------------
                           Average             Yield/   Average            Yield/
                           Balance    Interest  Rate    Balance   Interest  Rate
                          ----------  -------- ------  ---------- -------- ------
                                         (Dollars in thousands)
<S>                       <C>         <C>      <C>     <C>        <C>      <C>
Interest-earning assets:
  Loans receivable,
   net..................  $3,887,871  $130,248  6.70%  $3,677,854 $139,904  7.61%
  Mortgage-backed
   securities...........     935,782    28,633  6.12      404,372   15,136  7.49
  Short-term
   investments(1).......      18,558       314  3.35       28,751    1,123  7.73
  Tax certificates......         610       168 55.08        4,132      350 16.93
  Long-term investments
   and FHLB stock,
   net(2)...............     206,843     5,675  5.49      129,506    4,860  7.52
                          ----------  -------- -----   ---------- -------- -----
    Total interest-
     earning assets.....  $5,049,664  $165,038  6.54%  $4,244,615 $161,373  7.61%
                          ----------  -------- -----   ---------- -------- -----
Interest-bearing
 liabilities:
  NOW/Money Market......  $  350,587  $  2,494  1.43%  $  286,515 $  3,972  2.78%
  Savings...............     684,421     9,804  2.87      348,591    8,901  5.12
  Certificate of
   deposits.............   1,752,766    42,505  4.86    1,964,058   62,653  6.40
  Trust preferred
   securities...........     210,039     9,874  9.40      207,808   10,042  9.66
  Senior notes..........     200,000     5,664  5.66      200,000    5,666  5.67
  FHLB advances and
   other borrowings.....   1,664,553    40,702  4.84    1,110,174   34,056  6.07
                          ----------  -------- -----   ---------- -------- -----
    Total interest-
     bearing
     liabilities........  $4,862,366  $111,043  4.56%  $4,117,146 $125,290  6.08%
                          ==========  ======== =====   ========== ======== =====
Excess of interest-
 earning assets over
 interest-bearing
 liabilities............  $  187,298                   $  127,469
                          ==========                   ==========
Net interest income.....              $ 53,995                    $ 36,083
                                      ========                    ========
Interest rate spread....                        1.98%                       1.53%
                                               =====                       =====
Net interest margin(3)..                        2.15%                       1.71%
                                               =====                       =====
Ratio of interest-
 earning assets to
 interest-bearing
 liabilities............      103.85%                     103.10%
                          ----------                   ----------
</TABLE>
--------
(1) Short-term investments include FHLB overnight deposits and securities
    purchased under agreements to resell.
(2) Long-term investments include agency securities and trust preferred
    securities of other issuers.
(3)  Net interest margin is calculated based on actual days outstanding for
     each category of interest-earning assets and interest-bearing liabilities.

                                       27
<PAGE>

Rate/Volume Analysis

   The following tables present, for the periods indicated, the changes in
interest income and the changes in interest expense attributable to the changes
in interest rates and the changes in the volume of interest-earning assets and
interest-bearing liabilities. For each category of interest-earning assets and
interest-bearing liabilities, information is provided on the changes
attributable to: (i) changes in volume (change in volume multiplied by prior
year rate); (ii) changes in rate (change in rate multiplied by prior year
volume); (iii) changes in rate/volume (change in rate multiplied by change in
volume); and (iv) total changes in rate and volume.

<TABLE>
<CAPTION>
                                            Three Months Ended March 31,
                                                    2002 vs. 2001
                                         --------------------------------------
                                         Increase (Decrease) Due
                                                    to
                                         --------------------------
                                                            Changes
                                         Changes              in       Total
                                           in     Changes    Rate/    Increase
                                         Volume   in Rate   Volume   (Decrease)
                                         -------  --------  -------  ----------
                                               (Dollars in thousands)
<S>                                      <C>      <C>       <C>      <C>
Interest income attributable to:
  Loans................................. $ 4,152  $ (8,847) $  (468)  $ (5,163)
  Mortgage-backed securities and
   collateralized mortgage obligations..  10,970    (1,805)  (2,365)     6,800
  Short-term investments(1).............      98      (258)     (65)      (225)
  Tax certificates......................    (174)      589     (509)       (94)
  Long-term investments and FHLB
   stock(2).............................   1,235      (670)    (327)       238
                                         -------  --------  -------   --------
    Total interest-earning assets.......  16,281   (10,991)  (3,734)     1,556
                                         -------  --------  -------   --------
Interest expense attributable to:
  NOW/Money Market......................     606      (926)    (274)      (594)
  Savings...............................   4,301    (2,366)  (2,081)      (146)
  Certificates of deposit...............  (3,002)   (9,000)   1,000    (11,002)
  Trust preferred securities............     173      (206)      (6)       (39)
  Senior notes..........................     --        --                  --
  FHLB advances and other borrowings....   8,490    (3,632)  (1,811)     3,047
                                         -------  --------  -------   --------
    Total interest-bearing liabilities..  10,568   (16,130)  (3,172)    (8,734)
                                         -------  --------  -------   --------
    Increase (decrease) in net interest
     income............................. $ 5,713  $  5,139  $  (562)  $ 10,290
                                         =======  ========  =======   ========
</TABLE>
--------
(1) Short-term investments include FHLB overnight deposits and securities
    purchased under agreements to resell.
(2) Long-term investments include agency securities and trust preferred
    securities of other issuers.



                                       28
<PAGE>

<TABLE>
<CAPTION>
                                             Six Months Ended March 31,
                                                    2002 vs. 2001
                                         --------------------------------------
                                         Increase (Decrease) Due
                                                    to
                                         --------------------------
                                                            Changes
                                         Changes              in       Total
                                           in     Changes    Rate/    Increase
                                         Volume   in Rate   Volume   (Decrease)
                                         -------  --------  -------  ----------
                                               (Dollars in thousands)
<S>                                      <C>      <C>       <C>      <C>
Interest income attributable to:
  Loans................................. $ 7,991  $(16,734) $  (913)  $ (9,656)
  Mortgage-backed securities and
   collateralized mortgage obligations..  19,901    (2,770)  (3,634)    13,497
  Short-term investments(1).............    (394)     (630)     215       (809)
  Tax certificates......................    (298)      788     (672)      (182)
  Long-term investments and FHLB
   stock(2).............................   2,907    (1,314)    (778)       815
                                         -------  --------  -------   --------
    Total interest-earning assets.......  30,107   (20,660)  (5,782)     3,665
                                         -------  --------  -------   --------
Interest expense attributable to:
  NOW/Money Market......................     891    (1,934)    (435)    (1,478)
  Savings...............................   8,597    (3,921)  (3,773)       903
  Certificates of deposit...............  (6,761)  (15,123)   1,736    (20,148)
  Trust preferred securities............     108      (270)      (6)      (168)
  Senior notes..........................      --       (10)       8         (2)
  FHLB advances and other borrowings....  16,825    (6,828)  (3,351)     6,646
                                         -------  --------  -------   --------
    Total interest-bearing liabilities..  19,660   (28,086)  (5,821)   (14,247)
                                         -------  --------  -------   --------
    Increase in net interest income..... $10,447  $  7,426  $    39   $ 17,912
                                         =======  ========  =======   ========
</TABLE>
--------
(1) Short-term investments include FHLB overnight deposits and securities
    purchased under agreements to resell.
(2) Long-term investments include agency securities and trust preferred
    securities of other issuers.

   The following is a discussion of non-interest income and non-interest
expense for the three and six months ended March 31, 2002 and 2001.

 Three Months Ended March 31, 2002 and 2001

   Provision for loan losses--The provision for loan losses was $2.5 million
for the three months ended March 31, 2002, an increase of $0.9 million, or
56.3%, from $1.6 million for the same period in the prior year.

   Non-interest income--Non-interest income was $4.4 million for the three
months ended March 31, 2002, an increase of $1.5 million, or 51.7%, from $2.9
million for the same period in the prior year. This net increase represented
increases in each category of non-interest income with the exception of gains
on the sale of investments and mortgage-backed securities. The largest increase
was for other non-interest income, which increased by $0.6 million, or 600%,
from $0.1 million for the three months ended March 31, 2001 to $0.7 million for
the same period in 2002. This was the result of an increase in the cash
surrender value of bank-owned life insurance of $0.6 million. BankUnited
realized gains of $0.9 million from the sale of loans during the three months
ended March 31, 2002, compared to $0.4 million for the same period in the prior
year, which is a $0.5 million, or 125% increase. Insurance and investment
services income increased by $0.5 million, or 83.3%, to $1.1 million for the
three months ended March 31, 2002 compared to $0.6 million for the same period
in the prior year. This increase reflected the further development of
operations conducted by BUFC Financial Services Inc. ("BUFC"), a wholly owned
operating subsidiary of BankUnited organized for the purpose of selling
insurance and securities products. Net service fees increased by $0.2 million,
or 13.3%, for the three months ended March 31, 2002 compared to the same period
in the prior year.

                                       29
<PAGE>

   For the three months ended March 31, 2002, BankUnited realized gains of
approximately $471,000 from the sale of investment securities, which was offset
by losses from the sale of mortgage-backed securities of approximately
$421,000. For the three months ended March 31, 2001, BankUnited realized gains
of approximately $281,000 from the sale of mortgage-backed securities and there
were no gains or losses from the sale of investment securities. This represents
a $0.2 million, or 66.7%, net decrease in gains on the sale of investments and
mortgage-backed securities for the three months ended March 31, 2002 compared
to the same period in 2001.

   Non-interest expense--Non-interest expense was $18.3 million for the three
months ended March 31, 2002, an increase of $5.5 million, or 43.0%, from $12.8
million for the same period in the prior year. The majority of the increases
stemmed from expanding the Bank's operations, which resulted in additional
expenses for employee compensation of $2.4 million, occupancy and equipment of
$0.5 million, and telecommunications of $0.4 million. In addition, there were
increases in advertising and promotion expense of $1.1 million, legal and
professional expenses of $0.5 million, real estate owned operations of $0.3
million, and other of $1.1 million. These increases were offset by decreases in
amortization expense of goodwill of $0.4 million (in accordance with a newly
issued accounting pronouncement adopted by BankUnited on October 1, 2001, which
eliminated the amortization of goodwill), and a decrease in loan servicing
expense of $0.4 million.

   BankUnited's ability to increase non-interest income in greater proportion
to non-interest expense has improved the efficiency ratio to 52.2% for the
three-month period ended March 31, 2002, compared to 58.1% for the same period
in the prior year.

 Six Months Ended March 31, 2002 and 2001

   Provision for loan losses--The provision for loan losses was $5.4 million
for the six months ended March 31, 2002, an increase of $2.6 million, or 92.9%,
from $2.8 million for the same period in the prior year.

   Non-interest income--Non-interest income was $9.0 million for the six months
ended March 31, 2002, an increase of $4.0 million, or 80.0%, from $5.0 million
for the same period in the prior year. This net increase represented increases
in each category of non-interest income. The largest increase was for other
non-interest income, which increased by $1.3 million, or 650%, from $0.2
million for the six months ended March 31, 2001 to $1.5 million for the same
period in 2002. This was due mostly to an increase in the cash surrender value
of bank owned life insurance of $1.1 million. BankUnited realized gains of $1.5
million from the sale of loans during the six months ended March 31, 2002,
compared to $0.4 million for the same period in the prior year, which is a $1.1
million, or 275% increase. Insurance and investment services income increased
by $1.1 million, or 122.2%, to $2.0 million for the six months ended March 31,
2002 compared to $0.9 million for the same period in the prior year.

   For the six months ended March 31, 2002, BankUnited realized gains of $1.3
million from the sale of investment securities, which was offset by losses from
the sale of mortgage-backed securities of approximately $440,000. For the six
months ended March 31, 2001, BankUnited realized gains of approximately
$288,000 from the sale of mortgage-backed securities and there were no gains or
losses from the sale of investment securities. This represents a $0.6 million,
or 200.0%, net decrease in gains on the sale of investments and mortgage-backed
securities for the six months ended March 31, 2002 compared to the same period
in 2001.

   Non-interest expense--Non-interest expense was $34.8 million for the six
months ended March 31, 2002, an increase of $9.1 million, or 35.4%, from $25.7
million for the same period in the prior year. The majority of the increases
stemmed from expanding the Bank's operations, which resulted in additional
expenses for employee compensation of $4.0 million, occupancy and equipment of
$0.9 million, and telecommunications of $0.6 million. In addition, there were
increases in advertising and promotion expense of $2.0 million, legal and
professional expenses of $0.7 million, real estate owned operations of $0.4
million, and other of $2.1 million. These increases were offset by decreases in
amortization expense of goodwill of $0.8 million (in accordance with a newly
issued accounting pronouncement adopted by BankUnited on October 1, 2001) and
loan servicing expense of $0.8 million.

                                       30
<PAGE>

   BankUnited's ability to increase non-interest income in greater proportion
to non-interest expense has improved the efficiency ratio to 52.3% for the six-
month period ended March 31, 2002, compared to 59.4% for the same period in the
prior year.

Extraordinary Item

   In November 1999, the Board of Directors of BankUnited authorized the
purchase, from time to time, in the open market, or otherwise, of up to 300,000
shares of Trust Preferred Securities issued by its trust subsidiaries.

   BankUnited purchased 9,000 shares of Trust Preferred Securities at a cost of
$8.6 million during the three months ended March 31, 2002, resulting in total
purchases of 16,000 shares of Trust Preferred Securities at a cost of $15.3
million for the six months ended March 31, 2002. As a result of the early
extinguishments of the Trust Preferred Securities, extraordinary losses of
$20,649, net of $12,926 in tax benefit, were recorded for the three months
ended March 31, 2002, and extraordinary losses of $17,251, net of $10,799 in
tax benefit, were recorded for the six months ended March 31, 2002.

                                       31
<PAGE>

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

   The discussion contained in BankUnited's Annual Report on Form 10-K for the
year ended September 30, 2001, under Item 7a, "Quantitative and Qualitative
Disclosures about Market Risk," provides detailed quantitative and qualitative
disclosures about market risk and should be referenced for information thereon.
In addition, the following discussion addresses the sources and effects of
developments during the six months ended March 31, 2002 which related to risks
associated with investments and mortgage-backed securities.

   Risks Associated with Changing Interest Rates. As a financial intermediary,
BankUnited invests in various types of interest-earning assets (primarily
loans, mortgage-backed securities, and investment securities), which are funded
largely by interest-bearing liabilities (primarily deposits, FHLB advances,
senior notes, and trust preferred securities). Such financial instruments have
varying levels of sensitivity to changes in market interest rates, which
creates interest rate risk for the Bank. Accordingly, BankUnited's net interest
income, the most significant component of its net income, is subject to
substantial volatility due to changes in interest rates or market yield curves,
particularly if there are differences, or gaps, in the re-pricing frequencies
of its interest-earning assets and the interest-bearing liabilities which fund
them. BankUnited monitors such interest rate gaps and seeks to manage its
interest rate risk by adjusting the re-pricing frequencies of its interest-
earning assets and interest-bearing liabilities. Additionally, BankUnited
utilizes, on a limited basis, derivative financial instruments designed to
reduce the interest rate risks associated with its interest-earning assets and
interest-bearing liabilities.

   Risks Associated with Investments and Mortgage-Backed Securities. BankUnited
purchases fixed and adjustable rate mortgage-backed securities and other
securities for liquidity, yield and risk management purposes. Changes in market
interest rates associated with BankUnited's investments and mortgage-backed
securities could have a material adverse effect on BankUnited's carrying value
of its securities. Such changes in the carrying value of mortgage-backed
securities and other securities classified as available-for-sale would be
reflected, net of taxes, as a component of stockholder's equity. See Note 5--
"Comprehensive Income" and "Management's Discussion and Analysis of Financial
Condition and Results of Operations--Securities Portfolio."

                                       32
<PAGE>

                           PART II--OTHER INFORMATION

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

   In March 2002, BankUnited and its Chief Executive Officer (the "CEO"),
Alfred R. Camner, agreed to restructure the CEO's compensation to assist
BankUnited in ensuring that the CEO's compensation for the period from April 1,
2002 to September 30, 2005 would be deductible, to the extent possible, for
federal tax purposes. In connection with the compensation restructuring, the
CEO agreed to forego receipt of a portion of his cash compensation in fiscal
year 2002 through 2005 and accept instead the opportunity to receive incentive
cash compensation only if certain pre-established performance goals are
satisfied, and further agreed not to exercise any options that will not expire
during the period April 2002 through September 30, 2005, to the extent an
exercise would result in nondeductible compensation to the Company for federal
tax purposes. In connection with this restructuring, also, on March 20, 2002,
the Compensation Committee of the Board of Directors awarded the CEO various
rights to acquire from the Company shares of the Company's Noncumulative
Convertible Preferred Stock, Series B (the "Series B Preferred Stock") at a
price of $19.76 per share (the fair market value of the stock on that date)
under Sections 6(f) and (h) of the 2002 Stock Award and Incentive Plan. On the
same day, the CEO exercised these rights and acquired 23,887 shares of Series B
Preferred Stock in exchange for cash and 26,720 shares in lieu of his cash
bonus for 2001. Delivery of the shares acquired in lieu of the deferred bonus
has been deferred and has been made subject to conditions that are intended to
enable BankUnited to avoid being precluded from deducting the bonus for tax
purposes. The issuance of these shares of Series B Preferred Stock to the CEO
was exempt from registration under Section 4(2) of the Securities Act of 1933,
as amended, as it did not involve a public offering of securities. Each share
of Series B Preferred Stock is convertible at the option of the holder into
1.4959 shares of the Company's Class B Common Stock, which itself is
convertible into one share of the Company's Class A Common Stock.

   In addition, on March 20, 2002, the Compensation Committee of the Board of
Directors awarded to the CEO the rights to exchange shares of the Company's
Class A Common Stock for shares of Series B Preferred Stock under Section 7 of
the Company's 2002 Stock Award and Incentive Plan. On the same day, the CEO
exercised these rights and acquired 70,001 shares of Series B Preferred Stock
in exchange for his surrender of 104,715 shares of Class A Common Stock. The
CEO also received a grant of 65,000 shares of Series B Preferred Stock, subject
to vesting restrictions based on the achievement of certain pre-established
performance goals and continued employment with BankUnited for a specified
period of time, in exchange for his surrender of 10,664 restricted shares of
Class A Common Stock and 19,852 restricted shares of Series B Preferred Stock.
The issuance of shares of Series B Preferred Stock to the CEO in these
exchanges was exempt from registration under Section 3(a)(9) of the Securities
Act of 1933, as amended.

   Lastly, on March 20, 2002, the Company and the CEO agreed to an amendment to
a previously executed restricted stock agreement to substitute 46,794 shares of
Series B Preferred Stock for the 70,000 shares of Class A Common Stock
originally granted under the restricted stock agreement. The effect of the
amendment was the issuance by the Company of Series B Preferred Stock to the
CEO pursuant to the exemption from registration in Section 3(a)(9) of the
Securities Act of 1933, as amended.

                                       33
<PAGE>

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

   (a) Exhibits

<TABLE>
   <C>  <S>
    3.1 Bylaws of BankUnited Financial Corporation.

    4.1 BankUnited and its subsidiaries have certain long-term debt
        outstanding. None of the instruments evidencing such debt authorizes an
        amount of securities in excess of 10% of the total assets of BankUnited
        and its subsidiaries on a consolidated basis; therefore, copies of such
        instruments are not included as exhibits to this Quarterly Report in
        10-Q. BankUnited agrees to furnish copies to the Securities and
        Exchange Commission upon request.

   10.1 Employment Agreement dated April 1, 2002 between BankUnited, FSB and
        Alfred R. Camner incorporated by reference from Exhibit 4 of Amendment
        No. 10 to the Schedule 13D filed by Alfred R. Camner on April 25, 2002.

   10.2 Employment Agreement dated April 1, 2002 between BankUnited Financial
        Corporation and Alfred R. Camner incorporated by reference from Exhibit
        4 of Amendment No. 10 to the Schedule 13D filed by Alfred R. Camner on
        April 25, 2002.
</TABLE>

   (b) Reports on Form 8-K.

     BankUnited filed no reports on Form 8-K during the quarter for which
  this report is filed.

                                       34
<PAGE>

                                   SIGNATURES

   Pursuant to the requirements of the Securities and Exchange Act of 1934, the
Registrant has duly caused this report to be signed by the undersigned
thereunto duly authorized.

                                     BankUnited Financial Corporation

                                               /s/ Humberto L. Lopez
                                     By: ______________________________________
                                                   Humberto L. Lopez
                                          Senior Executive Vice President and
                                                Chief Financial Officer

Date: May 15, 2002

                                       35
<PAGE>

                                 Exhibit Index

Ex #                          Exhibit Description

 3.1    Bylaws of BankUnited Financial Corporation.