<PAGE>


                       SECURITIES AND EXCHANGE COMMISSION
                              Washington D.C. 20549

                                   FORM 10-QSB

               Quarterly Report Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934

For the Quarterly period                        Commission File Number 333-40028
ended March 31, 2002                                                333-40028-01

                         Front Range Capital Corporation
                         -------------------------------
             (Exact name of registrant as specified in its charter)

Colorado                                                              84-0970160
--------                                                              ----------
(State or other jurisdiction of                                 (I.R.S. Employer
incorporation or organization)                               Identification No.)

1020 Century Drive, Suite 202, Louisville, Colorado                        80027
---------------------------------------------------                        -----
(Address of principal executive offices)                              (Zip Code)

Registrant's telephone number, including area code: (303) 926-0300

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 periods 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 Registrant's classes of common stock, as of
May 14, 2002, was 1,625,144 shares of Common Stock, $.001 par value.

Transitional Small Business Disclosure Format: Yes [ ]    No:  [X]


<PAGE>



                                     PART I
                              FINANCIAL INFORMATION

ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS AND INDEPENDENT ACCOUNTANTS' REPORT

The Board of Directors and Shareholders
Front Range Capital Corporation
  and Subsidiaries
Louisville, Colorado

         We have reviewed the accompanying interim consolidated balance sheet of
Front Range Capital Corporation and Subsidiaries as of March 31, 2002, and the
related interim consolidated statements of income, comprehensive income and cash
flows for the three-month period then ended. These financial statements are the
responsibility of the Company's management.

         We conducted our review in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures to
financial data and making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit in
accordance with U.S. generally accepted auditing standards, the objective of
which is to express an opinion regarding the financial statements taken as a
whole. Accordingly, we do not express such an opinion.

         Based on our review, we are not aware of any material modifications
that should be made to the accompanying financial statements for them to be in
conformity with U.S. generally accepted accounting principles.



Denver, Colorado
May 2, 2002



                                       2
<PAGE>
                FRONT RANGE CAPITAL CORPORATION AND SUBSIDIARIES

                          CONSOLIDATED BALANCE SHEETS

<Table>
<Caption>

                                                                      March 31,        December 31,
                                                                        2002               2001
                                                                    -------------     -------------
                                                                     (Unaudited)
<S>                                                                 <C>               <C>
                                          ASSETS

Cash and due from banks                                             $   8,263,000     $   9,980,000
Federal funds sold                                                             --         1,250,000
                                                                    -------------     -------------
          Cash and cash equivalents                                     8,263,000        11,230,000

Securities available for sale                                          33,069,000        28,290,000
Nonmarketable securities                                                2,940,000         2,626,000

Loans, net of unearned income                                         253,235,000       234,301,000
Less allowance for loan losses                                         (2,259,000)       (2,164,000)
                                                                    -------------     -------------
          Net loans                                                   250,976,000       232,137,000

Foreclosed assets                                                          21,000            21,000
Premises and equipment, net                                            15,727,000        14,937,000
Accrued interest receivable                                             1,468,000         1,293,000
Deferred income taxes                                                   1,240,000         1,099,000
Other assets                                                            6,549,000         6,417,000
                                                                    -------------     -------------

                                                                    $ 320,253,000     $ 298,050,000
                                                                    =============     =============

                                      LIABILITIES AND
                                   STOCKHOLDERS' EQUITY

Liabilities
  Deposits
     Noninterest-bearing                                            $  40,747,000     $  41,210,000
     Interest-bearing                                                 201,101,000       201,162,000
                                                                    -------------     -------------
          Total deposits                                              241,848,000       242,372,000

  Other short-term funds borrowed                                      34,189,000        18,000,000
  Income taxes payable                                                    287,000                --
  Long-term debt                                                       13,727,000        11,246,000
  Accrued interest payable                                                922,000           666,000
  Other liabilities                                                     1,451,000         1,609,000
                                                                    -------------     -------------
          Total liabilities                                           292,424,000       273,893,000

Company obligated mandatorily redeemable preferred securities of
  subsidiary trust holding solely Junior Subordinated Debentures        9,200,000         9,200,000

Stockholders' equity
  Preferred stock, authorized 100,000,000 shares of $.001 par
    value; issued 14,117 shares                                                --                --
  Paid in capital in excess of par value on preferred stock             3,670,000         3,670,000
  Common stock, authorized 200,000,000 shares of $.001 par
    value; 1,625,144 & 1,327,744 shares issued and outstanding              2,000             1,000
  Paid in capital in excess of par value on common stock                8,016,000         4,563,000
  Retained earnings                                                     7,143,000         6,691,000
  Accumulated other comprehensive income (loss)                          (202,000)           32,000
                                                                    -------------     -------------
                                                                       18,629,000        14,957,000
                                                                    -------------     -------------

                                                                    $ 320,253,000     $ 298,050,000
                                                                    =============     =============
</Table>


See accompanying notes and accountants' report.



                                       3
<PAGE>
                FRONT RANGE CAPITAL CORPORATION AND SUBSIDIARIES

                       CONSOLIDATED STATEMENTS OF INCOME

                  For the three month periods ended March 31,
                                  (Unaudited)

<Table>
<Caption>

                                                           2002            2001
                                                       ------------    ------------
<S>                                                    <C>             <C>
Interest and dividend income
  Loans, including fees                                $  4,898,000    $  4,900,000
  Investment securities
    Taxable                                                 286,000         210,000
    Non-taxable                                             111,000         110,000
  Dividends                                                  39,000          33,000
  Federal funds sold and other                                   --          24,000
                                                       ------------    ------------
          Total interest income                           5,334,000       5,277,000

Interest expense
  Deposits                                                1,412,000       1,953,000
  Federal funds purchased                                    59,000          75,000
  Other short-term funds borrowed                           123,000         102,000
  Long-term debt                                            170,000         127,000
  Trust preferred securities                                275,000         281,000
                                                       ------------    ------------
          Total interest expense                          2,039,000       2,538,000
                                                       ------------    ------------

Net interest income                                       3,295,000       2,739,000
Provision for loan losses                                   114,000         104,000
                                                       ------------    ------------
Net interest income after provision for loan losses       3,181,000       2,635,000

Noninterest income
  Customer service fees                                     367,000         196,000
  Gain on sale of available for sale securities               1,000           5,000
  Loan origination fees                                     143,000         122,000
  Other                                                     147,000         142,000
                                                       ------------    ------------
          Total noninterest income                          658,000         465,000

Noninterest expense
  Salaries and employee benefits                          1,815,000       1,445,000
  Occupancy expense                                         321,000         263,000
  Furniture and equipment                                   195,000         168,000
  Data processing                                           173,000         128,000
  Advertising                                                93,000          68,000
  Printing                                                   80,000          62,000
  Loan & Collection                                          47,000          33,000
  Other                                                     413,000         276,000
                                                       ------------    ------------
          Total noninterest expense                       3,137,000       2,443,000
                                                       ------------    ------------

Income before income taxes                                  702,000         657,000
Income tax expense                                          207,000         202,000
                                                       ------------    ------------

NET INCOME                                             $    495,000    $    455,000
                                                       ============    ============

EARNINGS PER SHARE
  Basic                                                $       0.31    $       0.32
                                                       ============    ============
  Diluted                                              $       0.31    $       0.32
                                                       ============    ============
</Table>

See accompanying notes and accountants' report.


                                       4
<PAGE>
                FRONT RANGE CAPITAL CORPORATION AND SUBSIDIARIES

                 CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

                          Three months ended March 31,
                                   (Unaudited)


<Table>
<Caption>
                                                   2002               2001
                                                ------------     ------------

<S>                                             <C>              <C>
Net income                                      $    495,000     $    455,000

Other comprehensive income
  Unrealized (depreciation) appreciation
    on available for sale securities, net of
    income taxes                                    (234,000)         249,000
                                                ------------     ------------

Comprehensive income                            $    261,000     $    704,000
                                                ============     ============
</Table>


See accompanying notes and accountants' report.


                                       5
<PAGE>

                FRONT RANGE CAPITAL CORPORATION AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                   For the three month periods ended March 31,
                                   (Unaudited)

<Table>
<Caption>

                                                                2002             2001
                                                            ------------     ------------
<S>                                                         <C>              <C>
NET CASH PROVIDED BY OPERATING ACTIVITIES                   $    909,000     $    956,000

CASH FLOWS FROM INVESTING ACTIVITIES
  Activity in available for sale securities
     Sales                                                       501,000        4,815,000
     Maturities, prepayments and calls                           626,000        1,179,000
     Purchases                                                (6,302,000)      (5,862,000)
  Purchases of nonmarketable securities                         (313,000)
  Loan originations and principal collections, net           (18,953,000)     (26,916,000)
  Additions to premises and equipment                           (991,000)         (40,000)
  Proceeds from sale of foreclosed assets                             --           13,000
                                                            ------------     ------------
          NET CASH USED IN INVESTING ACTIVITIES              (25,432,000)     (26,811,000)

CASH FLOWS FROM FINANCING ACTIVITIES
  Net cash provided (used) by
    Deposits                                                    (524,000)      29,694,000
    Other short-term funds borrowed                           16,189,000        5,637,000
  Proceeds from the issuance long-term debt                    7,000,000               --
  Repayment of long-term debt                                 (4,519,000)      (8,656,000)
  Cash dividends paid on Series B Preferred Stock                (43,000)         (33,000)
  Proceeds from issuance of trust preferred securities                --        1,140,000
  Proceeds from the issuance of Series B Preferred Stock              --          950,000
  Proceeds from the issuance of common stock                   3,453,000               --
                                                            ------------     ------------
          NET CASH PROVIDED BY FINANCING ACTIVITIES           21,556,000       28,732,000
                                                            ------------     ------------

NET CHANGE IN CASH AND CASH EQUIVALENTS                       (2,967,000)       2,877,000

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD              11,230,000        9,184,000
                                                            ------------     ------------

CASH AND CASH EQUIVALENTS AT END OF PERIOD                  $  8,263,000     $ 12,061,000
                                                            ============     ============

Supplementary disclosures of cash flow information
  Cash paid during period for
    Interest                                                $  1,783,000     $  2,025,000
    Income taxes                                            $         --     $         --
</Table>

See accompanying notes and accountants' report.





                                       6
<PAGE>

                FRONT RANGE CAPITAL CORPORATION AND SUBSIDIARIES

               NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS


NOTE A - BASIS OF PRESENTATION

       Front Range Capital Corporation (the "Company") was incorporated for the
purposes of owning shares of and acting as parent holding company for Heritage
Bank (the "Bank"). In connection with the offering of cumulative trust preferred
securities in 2000, the Company formed Front Range Capital Trust I, which is
treated as a wholly-owned subsidiary of the Company. The accompanying unaudited
consolidated financial statements have been prepared in accordance with U.S.
generally accepted accounting principles for interim financial information and
with the instructions to Form 10-QSB and Item 310(b) of Regulation S-B.
Accordingly, they do not include all of the information and footnotes required
by U.S. generally accepted accounting principles for complete financial
statements. In the opinion of management, all adjustments, consisting of normal
recurring accruals, considered necessary for a fair presentation have been
included. The consolidated financial statements include the accounts of Heritage
Bank and Front Range Capital Trust I. All significant intercompany accounts and
transactions have been eliminated in the consolidated financial statements. For
further information, refer to the consolidated financial statements and
footnotes thereto included in the Company's annual report on Form 10-KSB for the
year ended December 31, 2001. These financial statements should be read in
conjunction with the Form 10-KSB.

       The financial statements have been prepared in conformity with U.S.
generally accepted accounting principles. In preparing the financial statements,
management is required to make estimates and assumptions that affect the
reported amounts of assets and liabilities as of the date of the balance sheet
and revenues and expenses for the period. Actual results could differ
significantly from those estimates.

NOTE B - ALLOWANCE FOR LOAN LOSSES

       Material estimates that are particularly susceptible to significant
change in the near-term relate to the determination of the allowance for loan
losses. The allowance for loan losses is based on estimates and ultimate losses
may vary from current estimates. In connection with the determination of the
allowance for loan losses, management obtains independent appraisals for
significant properties and assesses estimated future cash flows from borrowers'
operations and the liquidation of loan collateral.




                                       7
<PAGE>

NOTE B - ALLOWANCE FOR LOAN LOSSES (CONTINUED)

       Management believes that the allowance for loan losses is adequate. While
management uses available information to recognize losses on loans and
foreclosed assets, changes in economic conditions may necessitate revisions in
future years. In addition, various regulatory agencies, as an integral part of
their examination process, periodically review the Company's allowance for loan
losses and valuation of foreclosed real estate. Such agencies may require the
Company to recognize additional losses based on their judgments about
information available to them at the time of their examination.

NOTE C - RESULTS OF OPERATIONS

       The results of operations for the periods presented are not necessarily
indicative of the results to be expected for the full year.

NOTE D - RECENT ACCOUNTING PRONOUNCEMENTS

       In June 2001, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards ("SFAS") No. 141, "Business
Combinations" and SFAS No. 142 "Goodwill and Other Intangible Assets." SFAS 141
requires that all business combinations initiated after June 30, 2001 be
accounted for using the purchase method of accounting. SFAS 142 changes the
accounting for goodwill from an amortization method to an impairment-only
method. Instead of amortization, goodwill is subject to a periodic (at least
annual) assessment for impairment by applying a fair-value-based test.
Intangible assets acquired must be separated from goodwill and amortized over
their useful life. At March 31, 2002, goodwill on the Company's books totaled
$125,470. Accordingly, management does not believe that the effects of these new
standards will have a material impact on the Company's financial statements.

       There have been no other material changes in accounting policies used by
the Company during the three-month period ended March 31, 2002.




                                       8
<PAGE>




NOTE E - EARNINGS PER COMMON SHARE

       Basic earnings per share represents income available to common
stockholders divided by the weighted-average number of common shares outstanding
during the period. Diluted earnings per share reflects additional common shares
that would have been outstanding if dilutive potential common shares had been
issued, as well as any adjustment to income that would result from the assumed
issuance.

       Earnings per common share have been computed based on the following:

<Table>
<Caption>

                                                      Three months ended
                                                           March 31,
                                                  ----------------------------
                                                      2002            2001
                                                  ------------    ------------
                                                        (in thousands)

<S>                                               <C>             <C>
Net income                                        $        495    $        455
Less preferred stock dividends                              43              33
                                                  ------------    ------------

Net income applicable to common stock             $        452    $        422
                                                  ============    ============

Average number of common shares
  outstanding                                            1,450           1,327
Effect of dilutive convertible preferred stock              11              11
                                                  ------------    ------------
Average number of common shares
  outstanding used to calculate diluted
  earnings per common share                              1,461           1,338
                                                  ============    ============
</Table>




                                       9
<PAGE>




NOTE F - LOAN PORTFOLIO

     A summary of the balances of loans in the loan portfolio is as follows:

<Table>
<Caption>

                                March 31,        December 31,
                                  2002               2001
                              -------------     -------------
<S>                           <C>               <C>
Real estate - construction    $  69,625,000     $  62,060,000
Real estate - commercial         95,269,000        84,763,000
Real estate - residential        48,335,000        49,749,000
Commercial                       34,445,000        32,130,000
Consumer                          6,593,000         6,549,000
                              -------------     -------------
                                254,267,000       235,251,000
Less unearned income             (1,032,000)         (950,000)
                              -------------     -------------

         Loans, net           $ 253,235,000     $ 234,301,000
                              =============     =============
</Table>



                                       10
<PAGE>

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

         This report contains forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. Actual results could differ materially from those
projected in the forward-looking statements as a result of the risks and
uncertainties set forth in this report, the Company's Annual Report on Form
10-KSB and other reports and documents that the Company files with the
Securities and Exchange Commission. Such risks and uncertainties include, but
are not limited to, (1) competitive pressures in the banking industry; (2)
changes in the interest rate environment; (3) general national and regional
economic conditions; (4) changes in the regulatory environment; (5) changes in
business conditions and inflation; and (6) changes in security markets.
Therefore, the information set forth herein and therein is not a guarantee of
future performance, operating results or financial condition and should be
carefully considered when evaluating the business prospects of the Company and
the Bank. The Company undertakes no obligation to publicly release the results
of any revisions to those forward-looking statements, which may be made to
reflect events or circumstances after the date hereof or to reflect the
occurrence of unanticipated events.

a.       COMPARISON OF FINANCIAL CONDITION AT MARCH 31, 2002 AND DECEMBER 31,
         2001

         During the first three months of 2002, the Company's total assets
increased by $22.2 million or 7.4% to $320.3 million at March 31, 2002 from
$298.1 million at December 31, 2001. The increase was primarily the result of
growth in loans, net of unearned income and the allowance for loan losses, of
$18.9 million or 8.1% to $251.0 million at March 31, 2002 compared to $232.1
million at December 31, 2001. Strong loan demand, primarily in the commercial
and construction real estate sector, contributed to this increase in loans.
Securities available for sale also grew by $4.8 million or 16.9% to $33.1
million at March 31, 2002 from $28.3 million at December 31, 2001. There were no
federal funds sold in the first three months of 2002 and the Company's cash and
cash equivalents decreased $2.9 million or 25.9% to $8.3 million from $11.2
million at December 31, 2001.

         The Company's liabilities are comprised chiefly of deposits and other
borrowed funds. Total deposits decreased $524,000 or 0.2% to $241.8 million at
March 31, 2002, compared to $242.4 million at December 31, 2001. The decrease
over the three-month period was due largely to a loss of non-interest-bearing
deposits. Total other borrowed funds, which includes short-term borrowings,
long-term debt and Company obligated trust preferred securities, increased $18.7
million to $57.1 million for the three months ended March 31, 2002 compared to
$38.4 million at December 31, 2001. This increase in other borrowed funds was
necessary to fund growth in the loan portfolio and caused total liabilities to
increase $18.5 million or 6.8 % to $292.4 million from 273.9 million at December
31, 2001.



                                       11
<PAGE>

b.       RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2002 AND
         2001

         Net income for the three months ended March 31, 2002 was $495,000, an
increase of $40,000 or 8.8% from the same period in 2001. This increase was due
to increased non-interest income and decreased interest expense, despite
increases in non-interest expense.

         Earnings per share decreased 3.1% to $.31 per share for the three-month
period ended March 31, 2002, compared to $.32 per share for the same period in
2001.

         The annualized return on average assets for the three months ended
March 31, 2002 and 2001 was .65% and .77%, respectively. Return on average
shareholders' equity on an annualized basis for the three months ended March 31,
2002 and 2001 was 12.0% and 15.95%, respectively. Return on average
shareholders' equity decreased as the balance of shareholders' equity increased
over the same period, due largely to the issuance of 297,400 shares of the
Company's common stock in February and March of 2002.

c.       NET INTEREST INCOME

         The Company's primary source of operating income is net interest
income. Net interest income is the difference between interest income and
interest expense. Significant factors affecting net interest income include the
types and amount of interest-earning assets and interest-bearing liabilities and
their sensitivity to changes in interest rates. Interest-earning assets are
categorized as loans, investment securities, and other earning assets, which
include federal funds sold and interest-bearing deposits from other financial
institutions. Interest-bearing liabilities are categorized as customer deposits,
time and savings deposits and borrowings including short-term borrowings,
long-term debt and trust preferred securities. Net interest income depends on
the volume of average interest-earning assets and average interest-bearing
liabilities and the interest rates earned or incurred on them.

         Net interest income for the three months ended March 31, 2002 was $3.3
million, a 20.3% increase over the net interest income for the three-month
period ended March 31, 2001, which was $2.7 million. The net interest income
increases are attributable to an increase in loans to $253.2 million at March
31, 2002 from $195.8 million at March 31, 2001 despite an accompanying decrease
in the average rate earned on interest-earning assets to 7.8% from 9.9% for the
three months ended March 31, 2002 and 2001. The average interest rate earned on
interest-earning assets decreased primarily due to Federal Reserve actions to
reduce short-term interest rates during the last three quarters of 2001
evidenced by a 325 basis point decrease in the intended federal funds rate,
which rate remained substantially unchanged in the first quarter of 2002.
However, a portion of these decreases was offset by an increase in the
percentage of loans as a portion of total interest-earning assets.

         The average interest rate incurred on interest-bearing liabilities for
the three-month period ended March 31, 2002 and 2001 was 3.4% and 5.3%
respectively on average interest-bearing liabilities of $247.9 million in 2002
and $189.9 million in 2001. The Company's net interest margin decreased to 4.4%
from 4.6% for the three months ended March 31, 2002 and 2001 respectively.



                                       12
<PAGE>

d.       PROVISION FOR LOAN LOSSES

         Management makes periodic provisions to the allowance for loan losses
to maintain the allowance at an adequate level commensurate with management's
assessment of the credit risk inherent in the loan portfolio. In determining the
adequacy of the Company's allowance for loan losses, management considers
factors such as the historical loan loss experience, the amount of
non-performing loans and related collateral, volume, growth and composition of
the loan portfolio, current economic conditions that may affect the borrower's
ability to pay and the value of collateral, evaluation of the loan portfolio
through our internal loan review process and other relevant factors.

         The Company charged $114,000 to Provision for Loan Losses in the three
months ended March 31, 2002 and $104,000 for the same period in 2001. These
increases in the Provision for Loan Losses were allocated in order to
accommodate the overall growth in the loan portfolio. The ratio of loan loss
reserve to total loans was 0.89% at March 31, 2002 and 0.92% at March 31, 2001.

e.       ASSET QUALITY AND NON-PERFORMING LOANS

         Asset quality relates to the composition of loans in the loan portfolio
that are classified as non-performing loans. Non-performing loans are
non-accrual loans, loans accruing 90 days or more past due, restructured loans
and other real estate owned (OREO). Loans are placed on non-accrual status and
cease accruing interest when, in management's opinion, there is an indication
that the borrower may be unable to meet payment obligations when they become
due. When a loan is placed on non-accrual status, any previously accrued but
unpaid interest is reversed. Delinquent real estate loans are reclassified as
OREO when the Company takes title to the property securing the loan either
through foreclosure or upon receipt of a deed in lieu of foreclosure. The loan
is then reclassified on the balance sheet as OREO at the lesser of fair market
value of the underlying collateral less estimated selling costs or the recorded
amount of the loan.

         Non-accrual loans equaled $261,000 at March 31, 2002, which was .10% of
total loans and $189,000 at December 31, 2001, which was then 0.08% of total
loans. Other loans 90 days or more past due equaled $113,000 at March 31, 2002,
which was .04% of total loans, and $-0- at December 31, 2001.

f.       NON-INTEREST INCOME

         Non-interest income was $658,000 generated for the three months ended
March 31, 2002; an increase of $193,000 or 41.5% compared with $465,000 for the
three months ended March 31, 2001. This increase was primarily due to a $171,000
increase in customer service fees.



                                       13
<PAGE>

g.       NON-INTEREST EXPENSE

         Non-interest expense was $3.1 million for the three months ended March
31, 2002; an increase of $694,000 or 28.9% compared with $2.4 million for the
three months ended March 31, 2001. This increase was due primarily to salaries
and employee benefits increasing by $370,000 or 25.6% to $1.8 million for the
three months ended March 31, 2002, from $1.4 million for the three months ended
March 31, 2001. This increase in employee salaries and benefits was due mainly
to the addition of full-time or full-time equivalent employees bringing the
total number of employees at March 31, 2002 to 140 compared to 116 employees at
March 31, 2001.

h.       LIQUIDITY

         Liquidity, as it relates to the banking industry, generally refers to
the ability to obtain funds to meet loan commitments, to purchase loan
participations, to purchase overnight investments (such as federal funds sold)
and to meet other commitments. Principal sources of liquid funds for the Company
include cash, maturities of investment securities, maturities of loans,
collections on loans, increased deposits and temporary borrowings. Management
believes the Company has adequate resources to fund all its commitments and to
enable it to meet its operating needs.

i.       CAPITAL

         Stockholders' equity increased to $18.6 million at March 31, 2002 from
$15.0 million at December 31, 2001, an increase of $3.7 million or 24.7%. This
increase was due to the sale of 297,400 shares of Common stock to accredited
investors in the aggregate amount of $3,454,000, net of issuance costs of
$263,000.

         Under Federal Reserve Board guidelines, bank holding companies are
required to maintain capital based on "risk-weighted" assets. These guidelines
apply to the Company on a consolidated basis. Under the current guidelines,
banking organizations must maintain a total capital to risk-weighted assets
ratio of eight percent and a Tier 1 capital to risk-weighted assets ratio of
four percent. In addition, in order to be considered adequately capitalized,
bank holding companies must maintain a minimum leverage ratio, which is
calculated by dividing Tier 1 capital by average total consolidated assets, of
4.0% (3.0% for some bank holding companies not experiencing substantial growth).
The Company's risk-weighted capital ratios for Total and Tier 1 capital at March
31, 2002 are 10.7% and 6.6%, respectively, and its leverage ratio was 6.1%. The
Company's ratios at December 31, 2001 were 9.9% and 5.6%, respectively, and its
leverage ratio was 5.1%.






                                       14
<PAGE>




                           PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

None

ITEM 2. CHANGES IN SECURITIES

         On February 19, 2002, the Company issued 257,400 shares of its common
stock to 14 investors and on March 21, 2002 the Company issued an additional
40,000 shares to a single investor in each case at a price of $12.50 per share,
for maximum aggregate proceeds of $3,454,000, net of issuance costs of $263,000.
At the time of each of the sales, each of the purchasers was an accredited
investor as Rule 501 of Regulation D promulgated under the Securities Act of
1933, as amended (the "Securities Act") defines that term. The Wallach Company,
a division of McDonald Investments, served as placement agent for those
offerings and was paid a total of $252,433. The common stock was sold in
reliance on the exemptions from registration found in Section 4(2) of the
Securities Act and Regulation D promulgated thereunder. The proceeds from the
offering were used to (i) increase capital to maintain a "well-capitalized"
status under federal banking regulations and (ii) support continued growth and
other corporate purposes.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None

ITEM 4. SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS

None

ITEM 5. OTHER INFORMATION

         The Company's Chairman and President, Robert L. Beauprez, announced his
candidacy for the recently created U.S. Congressional seat in the 7th
Congressional District for Colorado. If he is elected, Mr. Beauprez may be
unable to devote the same amount of time and energy to managing the affairs of
the Company as he has in the past. The Company does not know, at this time,
which of Mr. Beauprez's responsibilities, if any, will be allocated to other
members of the management team if he is elected to Congress.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K AND FORM S-8

     (a) EXHIBITS. The following documents are filed as exhibits to this Report:

<Table>
<Caption>

  EXHIBIT
  NUMBER                                 DESCRIPTION
  -------                                -----------
<S>               <C>      <C>

         3.1**    --       Articles of Incorporation of Front Range Capital
                           Corporation

         3.2*     --       Bylaws of Front Range Capital Corporation
</Table>




                                       15
<PAGE>

<Table>
<S>               <C>      <C>
         4.1*     --       Form of Indenture by and between Front Range Capital
                           Corporation and Wilmington Trust Company

         4.2*     --       Form of Subordinated Debenture (included as an
                           exhibit to Exhibit 4.1 to the Registrant's
                           Registration Statement)

         4.3*     --       Certificate of Trust of Front Range Capital Trust I,
                           as amended and restated

         4.4*     --       Trust Agreement between Front Range Capital
                           Corporation, Wilmington Trust Company and the
                           Administrative Trustees named therein

         4.5*     --       Form of Amended and Restated Trust Agreement between
                           Front Range Capital Corporation and Wilmington Trust
                           Company and the Administrative Trustees named therein

         4.6*     --       Form of Trust Preferred Securities Certificate
                           (included as an exhibit to Exhibit 4.5 of the
                           Registrant's Registration Statement.)

         4.7*     --       Form of Trust Preferred Securities Guarantee
                           Agreement between Front Range Capital Corporation and
                           Wilmington Trust Company

         4.8*     --       Revised Form of Agreement of Expenses and Liabilities
                           (included as an exhibit to Exhibit 4.5 of the
                           Registrant's Registration Statement.)

        10.1*     --       Lease Agreement between Lafayette State Bank and
                           Fruehauf Investments Ltd.

        10.2*     --       Lease Agreement between Heritage Bank and 901 Walnut
                           Street, LLC

        10.3*     --       Amendment and Restatement of Executive Retirement
                           Plan of Heritage Bank

        10.4*     --       Indexed Salary Continuation Plan of Heritage Bank

        10.5*     --       Flexible Premium Life Insurance Endorsement Method
                           Split Dollar Plan Agreement

        23.1      --       Consent of Fortner, Bayens, Levkulich and Co., P.C.

        23.2*     --       Consent of Rothgerber, Johnson & Lyons LLP (included
                           in the opinion filed as Exhibit 5.1 of the
                           Registrant's Registration Statement.)

        23.3*     --       Consent of Morris, James, Hitchens & Williams LLP
                           (included in the opinion filed as Exhibit 5.2 of the
                           Registrant's Registration Statement.)

        23.4*     --       Consent of Rothgerber, Johnson & Lyons LLP (included
                           in the opinion filed as Exhibit 8.1 of the
                           Registrant's Registration Statement.)
</Table>



                                       16
<PAGE>

* Previously filed with the Registrants Registration Statement on Form SB-2
(333-40028 and 333-40028-01) in connection with the offer of Trust preferred
Securities and incorporated herein by reference.

** Previously filed with the Registrants Form 10-KSB filed March 28, 2002
incorporated herein by this reference.

     (b) REPORTS ON FORM 8-K

     None

     (c) REPORTS ON FORM S-8

     None





                                       17
<PAGE>





                                   SIGNATURES

         Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, as amended, Front Range Capital Corporation has duly
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Louisville, Colorado on the 14th day of May, 2002.

FRONT RANGE CAPITAL CORPORATION
(Registrant)

By:     /s/ ROBERT L. BEAUPREZ
   ------------------------------------------
Robert L. Beauprez
Chairman of the Board and President
(principal executive officer)

     By:   /s/ ALICE M. BIER
        -----------------------------------------
Alice M. Bier
Chief Financial Officer




                                       18
<PAGE>
                              EXHIBIT INDEX


<Table>
<Caption>

  EXHIBIT
  NUMBER                                 DESCRIPTION
  -------                                -----------
<S>               <C>      <C>

         3.1**    --       Articles of Incorporation of Front Range Capital
                           Corporation

         3.2*     --       Bylaws of Front Range Capital Corporation

         4.1*     --       Form of Indenture by and between Front Range Capital
                           Corporation and Wilmington Trust Company

         4.2*     --       Form of Subordinated Debenture (included as an
                           exhibit to Exhibit 4.1 to the Registrant's
                           Registration Statement)

         4.3*     --       Certificate of Trust of Front Range Capital Trust I,
                           as amended and restated

         4.4*     --       Trust Agreement between Front Range Capital
                           Corporation, Wilmington Trust Company and the
                           Administrative Trustees named therein

         4.5*     --       Form of Amended and Restated Trust Agreement between
                           Front Range Capital Corporation and Wilmington Trust
                           Company and the Administrative Trustees named therein

         4.6*     --       Form of Trust Preferred Securities Certificate
                           (included as an exhibit to Exhibit 4.5 of the
                           Registrant's Registration Statement.)

         4.7*     --       Form of Trust Preferred Securities Guarantee
                           Agreement between Front Range Capital Corporation and
                           Wilmington Trust Company

         4.8*     --       Revised Form of Agreement of Expenses and Liabilities
                           (included as an exhibit to Exhibit 4.5 of the
                           Registrant's Registration Statement.)

        10.1*     --       Lease Agreement between Lafayette State Bank and
                           Fruehauf Investments Ltd.

        10.2*     --       Lease Agreement between Heritage Bank and 901 Walnut
                           Street, LLC

        10.3*     --       Amendment and Restatement of Executive Retirement
                           Plan of Heritage Bank

        10.4*     --       Indexed Salary Continuation Plan of Heritage Bank

        10.5*     --       Flexible Premium Life Insurance Endorsement Method
                           Split Dollar Plan Agreement

        23.1      --       Consent of Fortner, Bayens, Levkulich and Co., P.C.

        23.2*     --       Consent of Rothgerber, Johnson & Lyons LLP (included
                           in the opinion filed as Exhibit 5.1 of the
                           Registrant's Registration Statement.)

        23.3*     --       Consent of Morris, James, Hitchens & Williams LLP
                           (included in the opinion filed as Exhibit 5.2 of the
                           Registrant's Registration Statement.)

        23.4*     --       Consent of Rothgerber, Johnson & Lyons LLP (included
                           in the opinion filed as Exhibit 8.1 of the
                           Registrant's Registration Statement.)
</Table>


* Previously filed with the Registrants Registration Statement on Form SB-2
(333-40028 and 333-40028-01) in connection with the offer of Trust preferred
Securities and incorporated herein by reference.

** Previously filed with the Registrants Form 10-KSB filed March 28, 2002
incorporated herein by this reference.