##### Table of Contents

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U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



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FORM 10-QSB



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(Mark One)

|x | Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of 1934
|- | ---------------------------------------------------------------------------------



For the quarterly period ended March 31, 2005



| ̈ | Transition report under Section 13 or 15(d) of the Exchange Act
|- | ---------------------------------------------------------------



For the transition period from  to



Commission file number 0-26231



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SUNCOAST BANCORP, INC.

(Exact Name of Small Business Issuer as Specified in Its Charter)



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|                                                               |  |                                     
|-------------------------------------------------------------- |  | ------------------------------------
|Florida                                                        |  | 65-0827141                          
|(State or Other Jurisdiction of Incorporation or Organization) |  | (I.R.S. Employer Identification No.)



8592 Potter Park
Drive, Suite 200

Sarasota, Florida 34238

(Address of Principal Executive Offices)



(941) 923-0500

(Issuers Telephone Number, Including Area Code)





(Former Name, Former Address and Former Fiscal Year, if Changed

Since Last Report)



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Check whether the issuer: (1) filed all reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act during the past 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 ̈



State the number of shares outstanding of each of the issuers classes of common equity, as of the latest practicable
date;



|                                       |  |                           
|-------------------------------------- |  | --------------------------
|Common stock, par value $.01 per share |  | 739,206 shares            
|(class)                                |  | Outstanding at May 4, 2005



Transitional Small Business Format
(Check One):    YES ̈NO  x



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##### Table of Contents

SUNCOAST BANCORP, INC. AND SUBSIDIARY



INDEX



|                                                                                                                             |  |      
|---------------------------------------------------------------------------------------------------------------------------- |  | -----
|                                                                                                                             |  | Page 
|PART I. FINANCIAL INFORMATION                                                                                                |  |      
|                                                                                                                             | 
|Item 1. Financial Statements                                                                                                 |  |      
|                                                                                                                             | 
|Condensed Consolidated Balance Sheets -At March 31, 2005 (unaudited) and At December 31, 2004                                |  | 2    
|                                                                                                                             | 
|Condensed Consolidated Statements of Earnings -Three Months Ended March 31, 2005 and 2004 (unaudited)                        |  | 3    
|                                                                                                                             | 
|Condensed Consolidated Statements of Changes in Stockholders Equity -Three Months Ended March 31, 2005 and 2004 (unaudited) |  | 4    
|                                                                                                                             | 
|Condensed Consolidated Statements of Cash Flows -Three Months Ended March 31, 2005 and 2004 (unaudited)                      |  | 5    
|                                                                                                                             | 
|Notes to Condensed Consolidated Financial Statements (unaudited)                                                             |  | 6-9  
|                                                                                                                             | 
|Review by Independent Registered Public Accounting Firm                                                                      |  | 10   
|                                                                                                                             | 
|Report of Independent Registered Public Accounting Firm                                                                      |  | 11   
|                                                                                                                             | 
|Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations                                |  | 12-16
|                                                                                                                             | 
|Item 3. Controls and Procedures                                                                                              |  | 17   
|                                                                                                                             | 
|PART II. OTHER INFORMATION                                                                                                   |  |      
|                                                                                                                             | 
|Item 6. Exhibits                                                                                                             |  | 18   
|                                                                                                                             | 
|SIGNATURES                                                                                                                   |  | 19   



1



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##### Table of Contents

SUNCOAST BANCORP, INC. AND SUBSIDIARY



PART I. FINANCIAL INFORMATION



Item 1. Financial Statements



Condensed Consolidated Balance Sheets

($ in thousands, except per share amounts)



|                                                                                                                                                                                                                                                                                         |  |               |         |   |                  |         |  
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ------------- | ------- | - | ---------------- | ------- | -
|                                                                                                                                                                                                                                                                                         |  | March 31,2005 |         |   | December 31,2004 |        
|                                                                                                                                                                                                                                                                                         |  | (Unaudited)   |         |   |                  |        
|Assets                                                                                                                                                                                                                                                                                   |  |               |         |   |                  |         |  
|Cash and due from banks                                                                                                                                                                                                                                                                  |  | $             | 3,753   |   |                  | 3,427   |  
|Interest-bearing deposits with banks                                                                                                                                                                                                                                                     |  |               | 24      |   |                  | 58      |  
|Federal funds sold                                                                                                                                                                                                                                                                       |  |               | 3,060   |   |                  | 3,393   |  
|                                                                                                                                                                                                                                                                                         |  |               |         |   |                  |         |  
|Total cash and cash equivalents                                                                                                                                                                                                                                                          |  |               | 6,837   |   |                  | 6,878   |  
|                                                                                                                                                                                                                                                                                         |  |              
|Securities available for sale                                                                                                                                                                                                                                                            |  |               | 8,883   |   |                  | 9,446   |  
|Loans, net of allowance for loan losses of $984 and $864                                                                                                                                                                                                                                 |  |               | 90,654  |   |                  | 81,442  |  
|Premises and equipment, net                                                                                                                                                                                                                                                              |  |               | 1,977   |   |                  | 1,871   |  
|Federal Reserve Bank stock, at cost                                                                                                                                                                                                                                                      |  |               | 401     |   |                  | 225     |  
|Federal Home Loan Bank stock, at cost                                                                                                                                                                                                                                                    |  |               | 202     |   |                  | 166     |  
|Deferred tax assets                                                                                                                                                                                                                                                                      |  |               | 351     |   |                  | 398     |  
|Accrued interest receivable                                                                                                                                                                                                                                                              |  |               | 358     |   |                  | 315     |  
|Other assets                                                                                                                                                                                                                                                                             |  |               | 200     |   |                  | 152     |  
|                                                                                                                                                                                                                                                                                         |  |               |         |   |                  |         |  
|Total assets                                                                                                                                                                                                                                                                             |  | $             | 109,863 |   |                  | 100,893 |  
|                                                                                                                                                                                                                                                                                         |  |               |         |   |                  |         |  
|Liabilities and Stockholders Equity                                                                                                                                                                                                                                                     |  |               |         |   |                  |         |  
|                                                                                                                                                                                                                                                                                         |  |              
|Liabilities:                                                                                                                                                                                                                                                                             |  |               |         |   |                  |         |  
|Noninterest-bearing demand deposits                                                                                                                                                                                                                                                      |  |               | 12,501  |   |                  | 8,883   |  
|Savings and NOW deposits                                                                                                                                                                                                                                                                 |  |               | 8,715   |   |                  | 7,699   |  
|Money-market deposits                                                                                                                                                                                                                                                                    |  |               | 29,458  |   |                  | 32,908  |  
|Time deposits                                                                                                                                                                                                                                                                            |  |               | 43,115  |   |                  | 35,346  |  
|                                                                                                                                                                                                                                                                                         |  |               |         |   |                  |         |  
|Total deposits                                                                                                                                                                                                                                                                           |  |               | 93,789  |   |                  | 84,836  |  
|                                                                                                                                                                                                                                                                                         |  |              
|Federal funds purchased                                                                                                                                                                                                                                                                  |  |               | 1,896   |   |                  | 1,987   |  
|Other liabilities                                                                                                                                                                                                                                                                        |  |               | 432     |   |                  | 277     |  
|                                                                                                                                                                                                                                                                                         |  |               |         |   |                  |         |  
|Total liabilities                                                                                                                                                                                                                                                                        |  |               | 96,117  |   |                  | 87,100  |  
|                                                                                                                                                                                                                                                                                         |  |               |         |   |                  |         |  
|Stockholders equity:                                                                                                                                                                                                                                                                    |  |               |         |   |                  |         |  
|Preferred stock, par value $.01 per share, 3,000,000 shares authorized, of which 780,000 designated as manditorily convertible preferred stock
$10 and $12.50 liquidation value, of which 720,975 shares issued and outstanding as of March 31, 2005 and December 31, 2004, respectively |  |               | 7       |   |                  | 7       |  
|Common stock, par value $0.1 per share, 10,000,000 shares authorized; 734,981 shares issued and outstanding as of March 31, 2005 and December
31, 2004, respectively                                                                                                                     |  |               | 7       |   |                  | 7       |  
|Additional paid-in capital                                                                                                                                                                                                                                                               |  |               | 15,109  |   |                  | 15,109  |  
|Accumulated deficit                                                                                                                                                                                                                                                                      |  |               | (1,251  | ) |                  | (1,294  | )
|Accumulated other comprehensive income (loss)                                                                                                                                                                                                                                            |  |               | (126    | ) |                  | (36     | )
|                                                                                                                                                                                                                                                                                         |  |               |         |   |                  |         |  
|Total stockholders equity                                                                                                                                                                                                                                                               |  |               | 13,746  |   |                  | 13,793  |  
|                                                                                                                                                                                                                                                                                         |  |               |         |   |                  |         |  
|Total liabilities and stockholders equity                                                                                                                                                                                                                                               |  | $             | 109,863 |   |                  | 100,893 |  
|                                                                                                                                                                                                                                                                                         |  |               |         |   |                  |         |  



See Accompanying Notes to Condensed
Consolidated Financial Statements.



2



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##### Table of Contents

SUNCOAST BANCORP, INC. AND SUBSIDIARY



Condensed Consolidated Statements of Earnings (Unaudited)

(In thousands, except per share amounts)



|                                                    |  |                             |       |   |      |       |  
|--------------------------------------------------- |  | --------------------------- | ----- | - | ---- | ----- | -
|                                                    |  | Three Months EndedMarch 31, |      
|                                                    |  | 2005                        |       |   | 2004 |      
|Interest income:                                    |  |                             |       |   |      |       |  
|Loans                                               |  | $                           | 1,352 |   |      | 907   |  
|Securities                                          |  |                             | 90    |   |      | 104   |  
|Other interest-earning assets                       |  |                             | 21    |   |      | 12    |  
|                                                    |  |                             |       |   |      |       |  
|Total interest income                               |  |                             | 1,463 |   |      | 1,023 |  
|                                                    |  |                             |       |   |      |       |  
|Interest expense:                                   |  |                             |       |   |      |       |  
|Deposits                                            |  |                             | 494   |   |      | 363   |  
|Other borrowings                                    |  |                             | 2     |   |      | 1     |  
|                                                    |  |                             |       |   |      |       |  
|Total interest expense                              |  |                             | 496   |   |      | 364   |  
|                                                    |  |                             |       |   |      |       |  
|Net interest income                                 |  |                             | 967   |   |      | 659   |  
|                                                    |  |                            
|Provision for loan losses                           |  |                             | 120   |   |      | 41    |  
|                                                    |  |                             |       |   |      |       |  
|Net interest income after provision for loan losses |  |                             | 847   |   |      | 618   |  
|                                                    |  |                             |       |   |      |       |  
|Noninterest income:                                 |  |                             |       |   |      |       |  
|Service charges on deposit accounts                 |  |                             | 10    |   |      | 13    |  
|Other service charges and fees                      |  |                             | 14    |   |      | 14    |  
|Other                                               |  |                             | 1     |   |      | 1     |  
|                                                    |  |                             |       |   |      |       |  
|Total noninterest income                            |  |                             | 25    |   |      | 28    |  
|                                                    |  |                             |       |   |      |       |  
|Noninterest expense:                                |  |                             |       |   |      |       |  
|Salaries and employee benefits                      |  |                             | 327   |   |      | 316   |  
|Occupancy and equipment fees                        |  |                             | 101   |   |      | 94    |  
|Professional fees                                   |  |                             | 56    |   |      | 49    |  
|Data processing                                     |  |                             | 43    |   |      | 36    |  
|Stationery and supplies                             |  |                             | 20    |   |      | 24    |  
|Other                                               |  |                             | 57    |   |      | 37    |  
|                                                    |  |                             |       |   |      |       |  
|Total noninterest expense                           |  |                             | 604   |   |      | 556   |  
|                                                    |  |                             |       |   |      |       |  
|Earnings before income taxes                        |  |                             | 268   |   |      | 90    |  
|                                                    |  |                            
|Income taxes                                        |  |                             | 102   |   |      | 34    |  
|                                                    |  |                             |       |   |      |       |  
|Net earnings                                        |  |                             | 166   |   |      | 56    |  
|                                                    |  |                            
|Preferred stock dividend                            |  |                             | (123  | ) |      | (42   | )
|                                                    |  |                             |       |   |      |       |  
|Net earnings applicable to common stockholders      |  | $                           | 43    |   |      | 14    |  
|                                                    |  |                             |       |   |      |       |  
|Earnings per share, basic and diluted               |  | $                           | .06   |   |      | .02   |  
|                                                    |  |                             |       |   |      |       |  
|Dividends per common share                          |  |                             |      |   |      |      |  
|                                                    |  |                             |       |   |      |       |  



See Accompanying Notes to Condensed
Consolidated Financial Statements.



3



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##### Table of Contents

SUNCOAST BANCORP, INC. AND SUBSIDIARY



Condensed Consolidated Statements of Changes in Stockholders Equity (Unaudited)



For the Three Months Ended March 31, 2005 and 2004

(In thousands)



|                                                                                         |  |                |   |             |   |                          |        |                    |        |   |                                            |      |   |                          |        |  
|---------------------------------------------------------------------------------------- |  | -------------- | - | ----------- | - | ------------------------ | ------ | ------------------ | ------ | - | ------------------------------------------ | ---- | - | ------------------------ | ------ | -
|                                                                                         |  | PreferredStock |   | CommonStock |   | AdditionalPaid-InCapital |        | AccumulatedDeficit |        |   | AccumulatedOtherComprehensiveIncome (Loss) |      |   | TotalStockholdersEquity |       
|Balance at December 31, 2003                                                             |  | $              | 2 |             | 7 |                          | 8,611  |                    | (1,125 | ) |                                            | (43  | ) |                          | 7,452  |  
|                                                                                         |  |                |   |             |   |                          |        |                    |        |   |                                            |      |   |                          |        |  
|Comprehensive income:                                                                    |  |                |   |             |   |                          |        |                    |        |   |                                            |      |   |                          |        |  
|Net earnings (unaudited)                                                                 |  |                |  |             |  |                          |       |                    | 56     |   |                                            |     |   |                          | 56     |  
|Net change in unrealized gain on securities available for sale, net of taxes (unaudited) |  |                |  |             |  |                          |       |                    |       |   |                                            | 55   |   |                          | 55     |  
|                                                                                         |  |                |   |             |   |                          |        |                    |        |   |                                            |      |   |                          |        |  
|Comprehensive income (unaudited)                                                         |  |                |   |             |   |                          |        |                    |        |   |                                            |      |   |                          | 111    |  
|                                                                                         |  |                |   |             |   |                          |        |                    |        |   |                                            |      |   |                          |        |  
|Preferred stock dividend (unaudited)                                                     |  |                |  |             |  |                          |       |                    | (42    | ) |                                            |     |   |                          | (42    | )
|                                                                                         |  |                |   |             |   |                          |        |                    |        |   |                                            |      |   |                          |        |  
|Balance at March 31, 2004 (unaudited)                                                    |  | $              | 2 |             | 7 |                          | 8,611  |                    | (1,111 | ) |                                            | 12   |   |                          | 7,521  |  
|                                                                                         |  |                |   |             |   |                          |        |                    |        |   |                                            |      |   |                          |        |  
|Balance at December 31, 2004                                                             |  |                | 7 |             | 7 |                          | 15,109 |                    | (1,294 | ) |                                            | (36  | ) |                          | 13,793 |  
|                                                                                         |  |                |   |             |   |                          |        |                    |        |   |                                            |      |   |                          |        |  
|Comprehensive income:                                                                    |  |                |   |             |   |                          |        |                    |        |   |                                            |      |   |                          |        |  
|Net earnings (unaudited)                                                                 |  |                |  |             |  |                          |       |                    | 166    |   |                                            |     |   |                          | 166    |  
|Net change in unrealized loss on securities available for sale, net of taxes (unaudited) |  |                |  |             |  |                          |       |                    |       |   |                                            | (90  | ) |                          | (90    | )
|                                                                                         |  |                |   |             |   |                          |        |                    |        |   |                                            |      |   |                          |        |  
|Comprehensive income (unaudited)                                                         |  |                |   |             |   |                          |        |                    |        |   |                                            |      |   |                          | 76     |  
|                                                                                         |  |                |   |             |   |                          |        |                    |        |   |                                            |      |   |                          |        |  
|Preferred stock dividend (unaudited)                                                     |  |                |  |             |  |                          |       |                    | (123   | ) |                                            |     |   |                          | (123   | )
|                                                                                         |  |                |   |             |   |                          |        |                    |        |   |                                            |      |   |                          |        |  
|Balance at March 31, 2005 (unaudited)                                                    |  | $              | 7 |             | 7 |                          | 15,109 |                    | (1,251 | ) |                                            | (126 | ) |                          | 13,746 |  
|                                                                                         |  |                |   |             |   |                          |        |                    |        |   |                                            |      |   |                          |        |  



See Accompanying Notes to Condensed
Consolidated Financial Statements.



4



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##### Table of Contents

SUNCOAST BANCORP, INC. AND SUBSIDIARY



Condensed Consolidated Statements of Cash Flows (Unaudited)

(In thousands)



|                                                                                                                          |  |                             |        |   |      |        |  
|------------------------------------------------------------------------------------------------------------------------- |  | --------------------------- | ------ | - | ---- | ------ | -
|                                                                                                                          |  | Three Months EndedMarch 31, |       
|                                                                                                                          |  | 2005                        |        |   | 2004 |       
|Cash flows from operating activities:                                                                                     |  |                             |        |   |      |        |  
|Net earnings                                                                                                              |  | $                           | 166    |   |      | 56     |  
|Adjustments to reconcile net earnings to net cash provided by operating activities:                                       |  |                             |        |   |      |        |  
|Depreciation                                                                                                              |  |                             | 31     |   |      | 35     |  
|Provision for loan losses                                                                                                 |  |                             | 120    |   |      | 41     |  
|Net amortization of loan costs                                                                                            |  |                             | 17     |   |      | 8      |  
|Provision for deferred income taxes                                                                                       |  |                             | 102    |   |      | 34     |  
|Increase in accrued interest receivable                                                                                   |  |                             | (43    | ) |      | (74    | )
|Increase in other assets                                                                                                  |  |                             | (48    | ) |      | (25    | )
|Increase in other liabilities                                                                                             |  |                             | 32     |   |      | 12     |  
|                                                                                                                          |  |                             |        |   |      |        |  
|Net cash provided by operating activities                                                                                 |  |                             | 377    |   |      | 87     |  
|                                                                                                                          |  |                             |        |   |      |        |  
|Cash flows from investing activities:                                                                                     |  |                             |        |   |      |        |  
|Purchase of securities available for sale                                                                                 |  |                             |       |   |      | (2,031 | )
|Repayment of securities available for sale                                                                                |  |                             | 418    |   |      | 318    |  
|Purchase of Federal Home Loan Bank stock                                                                                  |  |                             | (36    | ) |      | (78    | )
|Purchase of Federal Reserve Bank stock                                                                                    |  |                             | (176   | ) |      |       |  
|Net increase in loans                                                                                                     |  |                             | (9,349 | ) |      | (5,317 | )
|Purchase of premises and equipment                                                                                        |  |                             | (137   | ) |      | (130   | )
|                                                                                                                          |  |                             |        |   |      |        |  
|Net cash used in investing activities                                                                                     |  |                             | (9,280 | ) |      | (7,238 | )
|                                                                                                                          |  |                             |        |   |      |        |  
|Cash flows from financing activities:                                                                                     |  |                             |        |   |      |        |  
|Net increase in deposits                                                                                                  |  |                             | 8,953  |   |      | 4,982  |  
|Net decrease in federal funds purchased                                                                                   |  |                             | (91    | ) |      |       |  
|                                                                                                                          |  |                             |        |   |      |        |  
|Net cash provided by financing activities                                                                                 |  |                             | 8,862  |   |      | 4,982  |  
|                                                                                                                          |  |                             |        |   |      |        |  
|Net decrease in cash and cash equivalents                                                                                 |  |                             | (41    | ) |      | (2,169 | )
|                                                                                                                          |  |                            
|Cash and cash equivalents at beginning of period                                                                          |  |                             | 6,878  |   |      | 10,413 |  
|                                                                                                                          |  |                             |        |   |      |        |  
|Cash and cash equivalents at end of period                                                                                |  | $                           | 6,837  |   |      | 8,244  |  
|                                                                                                                          |  |                             |        |   |      |        |  
|Supplemental disclosure of cash flow information:                                                                         |  |                             |        |   |      |        |  
|Cash paid during the period for-                                                                                          |  |                             |        |   |      |        |  
|Interest                                                                                                                  |  | $                           | 475    |   |      | 347    |  
|                                                                                                                          |  |                             |        |   |      |        |  
|Noncash transactions:                                                                                                     |  |                             |        |   |      |        |  
|Accumulated other comprehensive income (loss), net change in unrealized loss on securities available for sale, net of tax |  | $                           | (90    | ) |      | 55     |  
|                                                                                                                          |  |                             |        |   |      |        |  
|Preferred stock dividends payable                                                                                         |  | $                           | 123    |   |      | 42     |  
|                                                                                                                          |  |                             |        |   |      |        |  



See Accompanying Notes to Condensed
Consolidated Financial Statements.



5



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##### Table of Contents

SUNCOAST BANCORP, INC. AND SUBSIDIARY



Notes to Condensed Consolidated Financial Statements (unaudited)



|(1) | Description of Business and Basis of Presentation
|--- | -------------------------------------------------



SunCoast Bancorp, Inc. (the Holding Company) owns 100% of the outstanding common stock of SunCoast Bank (the Bank) (collectively
the Company). The Holding Companys only business is the ownership and operation of the Bank. The Bank is a state (Florida) chartered commercial bank providing a variety of community banking services to businesses and individuals
through its two banking offices located in Sarasota County, Florida.



In the opinion of management, the accompanying condensed consolidated financial statements contain all adjustments (consisting principally of normal recurring accruals) necessary to present fairly the financial position at March 31, 2005
and the results of operations and cash flows for the three-month periods ended March 31, 2005 and 2004. The results of operations for the three months ended March 31, 2005 are not necessarily indicative of the results to be expected for the year
ending December 31, 2005.



|(2) | Loan Impairment and Loan Losses
|--- | -------------------------------



No loans were identified as impaired at or during the three months ended March 31, 2004 and 2005.



The activity in the allowance for loan losses is as follows (in thousands):



|                                |  |                             |     |      |    
|------------------------------- |  | --------------------------- | --- | ---- | ---
|                                |  | Three Months EndedMarch 31,
|                                |  | 2005                        |     | 2004
|Balance at beginning of period  |  | $                           | 864 |      | 654
|Provision charged to operations |  |                             | 120 |      | 41 
|                                |  |                             |     |      |    
|Balance at end of period        |  | $                           | 984 |      | 695
|                                |  |                             |     |      |    



There were no
nonaccrual loans or loans past due ninety days or more, but still accruing at March 31, 2005 and 2004.



(continued)



6



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##### Table of Contents

SUNCOAST BANCORP, INC. AND SUBSIDIARY



Notes to Condensed Consolidated Financial Statements (unaudited), Continued



|(3) | Earnings Per Share
|--- | ------------------



Earnings per share (EPS) of common stock has been computed on the basis of the weighted-average number of shares of common stock outstanding.
In 2005 and 2004, outstanding common stock options were considered dilutive securities for purposes of calculating diluted EPS which is computed using the treasury stock method. The preferred stock is antidilutive. All per share amounts reflect the
5% stock dividend declared on August 10, 2004. The following table presents the calculations of the weighted-average number of shares for diluted EPS (dollars in thousands, except share amounts):



|                                                                      |  |          |    |                        |         |                |   |    
|--------------------------------------------------------------------- |  | -------- | -- | ---------------------- | ------- | -------------- | - | ---
|                                                                      |  | Earnings |    | Weighted-AverageShares |         | PerShareAmount
|Three Months Ended March 31, 2005:                                    |  |          |    |                        |         |                |   |    
|Basic EPS:                                                            |  |          |    |                        |         |                |   |    
|Net earnings available to common stockholders                         |  | $        | 43 |                        | 734,981 |                | $ | .06
|                                                                      |  |          |    |                        |         |                |   |    
|Effect of dilutive securities-                                        |  |          |    |                        |         |                |   |    
|Incremental shares from assumed conversion of options                 |  |          |   |                        | 25,670  |                |   |    
|                                                                      |  |          |    |                        |         |                |   |    
|Diluted EPS:                                                          |  |          |    |                        |         |                |   |    
|Net earnings available to common stockholders and assumed conversions |  | $        | 43 |                        | 760,651 |                | $ | .06
|                                                                      |  |          |    |                        |         |                |   |    
|Three Months Ended March 31, 2004:                                    |  |          |    |                        |         |                |   |    
|Basic EPS:                                                            |  |          |    |                        |         |                |   |    
|Net earnings available to common stockholders                         |  | $        | 14 |                        | 734,981 |                | $ | .02
|                                                                      |  |          |    |                        |         |                |   |    
|Effect of dilutive securities-                                        |  |          |    |                        |         |                |   |    
|Incremental shares from assumed conversion of options                 |  |          |   |                        | 284     |                |   |    
|                                                                      |  |          |    |                        |         |                |   |    
|                                                                      |  |          |   
|Diluted EPS:                                                          |  |          |    |                        |         |                |   |    
|Net earnings available to common stockholders and assumed conversions |  | $        | 14 |                        | 735,265 |                | $ | .02
|                                                                      |  |          |    |                        |         |                |   |    



|(4) | Stock Options
|--- | -------------



The Company has both an Employee and Director Stock Option Plan. Under the Employee Stock Option Plan, the exercise price of the common stock options must
at least equal the fair market value of the common stock at the date of grant. Options granted under this plan are exercisable for 10 years from date of grant and vest in increments of 20% per year commencing one year from grant date. All per share
amounts reflect the 5% stock dividend declared on August 10, 2004. A total of 58,800 shares of common stock have been reserved under this Plan. At March 31, 2005, 9,700 options remain available for grant.



(continued)



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SUNCOAST BANCORP, INC. AND SUBSIDIARY



Notes to Condensed Consolidated Financial Statements (unaudited), Continued



|(4) | Stock Options, Continued
|--- | ------------------------



Under the Director Stock Option Plan, the exercise price of the stock options is the fair market value of the common stock at the date of grant. The
options have a ten year term. These options vest in increments of 20% per year commencing one year from grant date. All per share amounts reflect the 5% stock dividend declared on August 10, 2004. A total of 44,100 shares of common stock have been
reserved under this Plan. At March 31, 2005, all stock options have been granted under this plan ($ in thousands except per share information).



|                                 |  |                 |   |  |                               |            |                                 |       |                      |     |  
|-------------------------------- |  | --------------- | - |  | ----------------------------- | ---------- | ------------------------------- | ----- | -------------------- | --- | -
|                                 |  | Number ofShares |   |  | Range of PerShare OptionPrice |            | Weighted- AveragePer SharePrice |       | AggregateOptionPrice |    
|Outstanding at December 31, 2004 |  | 90,300          |   |  | $                             | 9.52-11.90 |                                 | 9.93  |                      | 896 |  
|Options forfeited                |  | (2,100          | ) |  |                               | 11.90      |                                 | 11.90 |                      | (25 | )
|Options granted                  |  | 5,000           |   |  |                               | 15.00      |                                 | 15.00 |                      | 75  |  
|                                 |  |                 |   |  |                               |            |                                 |       |                      |     |  
|Outstanding at March 31, 2005    |  | 93,200          |   |  | $                             | 9.52-15.00 |                                 | 10.15 |                      | 946 |  
|                                 |  |                 |   |  |                               |            |                                 |       |                      |     |  



The Company accounts
for its stock option plans under the recognition and measurement principles of Accounting Principles Board Opinion No. 25. No stock-based employee compensation cost is reflected in net earnings, as all options granted under the plans had an exercise
price equal to the market value of the underlying common stock on the date of grant. The following table illustrates the effect on net earnings if the Company had applied the fair value recognition provisions of Statement of Financial Accounting
Standards (SFAS) No. 123, accounting for stock-based compensation, as amended by SFAS No. 148, accounting for stock-based compensation transition and disclosure, to stock-based employee compensation (in thousands, except per share
amounts).



|                                                                                                                                       |  |                             |     |   |      |     |  
|-------------------------------------------------------------------------------------------------------------------------------------- |  | --------------------------- | --- | - | ---- | --- | -
|                                                                                                                                       |  | Three Months EndedMarch 31, |    
|                                                                                                                                       |  | 2005                        |     |   | 2004 |    
|Net earnings applicable to common stockholders, as reported                                                                            |  | $                           | 43  |   |      | 14  |  
|Deduct: Total stock-based employee compensation determined under the fair value based method for all awards, net of related tax
effect |  |                             | (10 | ) |      | (2  | )
|                                                                                                                                       |  |                             |     |   |      |     |  
|Proforma net earnings applicable to common stockholders                                                                                |  | $                           | 33  |   |      | 12  |  
|                                                                                                                                       |  |                             |     |   |      |     |  
|Earnings per share, basic and diluted                                                                                                  |  | $                           | .06 |   |      | .02 |  
|                                                                                                                                       |  |                             |     |   |      |     |  
|Proforma earnings per share, basic and diluted                                                                                         |  | $                           | .04 |   |      | .02 |  
|                                                                                                                                       |  |                             |     |   |      |     |  



(continued)



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SUNCOAST BANCORP, INC. AND SUBSIDIARY



Notes to Condensed Consolidated Financial Statements (unaudited), Continued



|(4) | Stock Options, Continued
|--- | ------------------------



The fair value of each option granted is estimated on the date of grant using the Black-Scholes option-pricing model with the following assumptions (there
were no options granted during the three months ended March 31, 2004):



|                                                                           |  |                                  |      |  
|-------------------------------------------------------------------------- |  | -------------------------------- | ---- | -
|                                                                           |  | Three Months EndedMarch 31, 2005 |     
|Weighted-average risk-free interest rate                                   |  |                                  | 4.51 | %
|Dividend yield                                                             |  |                                  |     | %
|Volatility                                                                 |  |                                  | 7    | %
|Expected life in years                                                     |  |                                  | 7.5  |  
|                                                                           | 
|Weighted-average grant date fair value of options issued during the period |  | $                                | 4.27 |  
|                                                                           |  |                                  |      |  



|(5) | Regulatory Capital
|--- | ------------------



The Bank is required to maintain certain minimum regulatory capital requirements. The following is a summary at March 31, 2005 of the regulatory capital
requirements for a well capitalized financial institution and the Banks actual capital on a percentage basis:



|                                                |  |        |   |  |                       |  
|----------------------------------------------- |  | ------ | - |  | --------------------- | -
|                                                |  | Actual |   |  | RegulatoryRequirement |  
|Total capital to risk-weighted assets           |  | 14.16  | % |  | 10.00                 | %
|Tier I capital to risk-weighted assets          |  | 13.20  | % |  | 6.00                  | %
|Tier I capital to total assets - leverage ratio |  | 13.03  | % |  | 5.00                  | %



At March 31, 2005,
management believes the Bank is adequately capitalized.



|(6) | Preferred Stock
|--- | ---------------



In 2004, the Company sold 480,000 shares of cumulative convertible preferred stock for proceeds of $5,913,000, net of issuance cost of approximately
$87,000. The cumulative convertible preferred stock is manditorily convertible into common stock at a conversion price of $10.50 per share (subject to antidilution adjustments) on the earlier of December 31, 2006 or a change of control of the
Company. In addition, per share cumulative dividends of shares of preferred stock computed at 6% per annum will be paid on December 31, 2005 and 2006.



In 2003, the Company sold 225,400 shares of cumulative convertible preferred stock for proceeds of $2,219,000, net of issuance cost of approximately
$35,000. The cumulative convertible preferred stock is manditorily convertible into common stock at a conversion price of $8.10 per share (subject to antidilution adjustments) on the earlier of September 30, 2005 or a change of control of the
Company. In addition, per share cumulative dividends of shares of preferred stock computed at 6% per annum payable on September 30, 2004 and 2005. The Company issued 15,575 shares of preferred stock as dividends on September 30, 2004.



Cumulative accrued dividends on all preferred stock totaled $189,000 at
March 31, 2005.



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SUNCOAST BANCORP, INC. AND SUBSIDIARY



Review by Independent Registered Public Accounting Firm



Hacker, Johnson & Smith PA, the Companys independent registered public accounting firm, have made a limited review of the financial data as of March 31, 2005, and for the three-month periods ended March 31, 2005 and 2004 presented
in this document, in accordance with standards established by the Public Company Accounting Oversight Board.



Their report furnished pursuant to Article 10 of Regulation S-X is included herein.



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Report of Independent Registered Public Accounting Firm



SunCoast Bancorp, Inc.

Sarasota, Florida:



We have reviewed the accompanying condensed consolidated balance sheet of SunCoast Bancorp, Inc. and Subsidiary (the Company) as of March 31,
2005, and the related condensed consolidated statements of earnings, stockholders equity and cash flows for the three-month periods ended March 31, 2005 and 2004. These interim condensed financial statements are the responsibility of the
Companys management.



We conducted our reviews in
accordance with the standards of the Public Company Accounting Oversight Board (United States). A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for
financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the Public Company Accounting Oversight Board, the objective of which is the expression of an opinion regarding the
financial statements taken as a whole. Accordingly, we do not express such an opinion.



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



We have previously audited, in
accordance with the standards of the Public Company Accounting Oversight Board, the consolidated balance sheet of the Company as of December 31, 2004, and the related consolidated statements of earnings, stockholders equity and cash flows for
the year then ended (not presented herein); and in our report dated March 14, 2005 we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated
balance sheet as of December 31, 2004, is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.



/s/ Hacker, Johnson & Smith PA



HACKER, JOHNSON & SMITH PA

Tampa, Florida

May 5, 2005



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SUNCOAST BANCORP, INC. AND SUBSIDIARY



Item 2. Managements Discussion and Analysis

of Financial Condition and Results of Operations



Comparison of March 31, 2005 and December 31, 2004



General



SunCoast Bancorp, Inc. (the Holding Company) owns 100% of the outstanding common stock of SunCoast Bank (the
Bank) (collectively the Company). The Holding Companys only business is the ownership and operation of the Bank. The Bank is a state (Florida) chartered commercial bank providing a variety of community banking services
to businesses and individuals through its two banking offices located in Sarasota County, Florida.



Critical Accounting Policy



The Companys financial condition and results of operations are sensitive to accounting measurements and estimates of matters that are inherently uncertain. When applying accounting policies in areas that are subjective in nature, the
Company must use its best judgment to arrive at the carrying value of certain assets. The most critical accounting policy applied is related to the valuation of the loan portfolio.



The Bank has structured a methodology for monitoring and analyzing the adequacy of its Allowance for Loan and Lease Losses.
The Analysis Methodology is predicated on guidelines contained in the Comptrollers Manual section Allowance for Loan and Lease Losses. The allowance is an amount that management believes will be adequate to absorb estimated losses
on existing loans that may become uncollectible, based on an evaluation of the potential for collection of certain specific loans and prior loss experience. This evaluation also takes into consideration such factors as changes in the nature and
volume of the loan portfolio, overall portfolio quality, a review of specific problem loans and current economic conditions that may affect the borrowers ability to pay.



The Banks management realizes that the recognition of problem loans in a timely fashion is very important to the
process. As such, the Bank maintains a loan review process, along with continuous monitoring of past due loans, changes in economic conditions and other events that may negatively impact a borrower or the borrowing base collectively.



The Bank assigns a risk rating to all commercial loans, all commercial
mortgages where the customers aggregate exposure is $25,000 or more and all residential mortgages of $150,000 or more. There are also homogenous categories such as consumer, home equity lines and residential real estate loans below $150,000.
These homogenous categories are monitored solely on the basis of performance.



All loans with specific risk ratings are monitored for performance and the ratings are subject to change based on: 1) the deterioration of performance regarding timely payments, 2) changes in the financial condition
of the borrowers as reflected in financial statements, tax returns, credit bureau reports, etc.



Because the calculation of the allowance for loan losses relies on estimates and judgments relating to inherently events, results may differ from the
Companys estimates.



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SUNCOAST BANCORP, INC. AND SUBSIDIARY



Item 2. Managements Discussion and Analysis of Financial Condition

and Results of Operations, Continued



Liquidity and Capital Resources



The Companys primary sources of cash during the three months ended March 31, 2005 were from net deposit inflows of $9.0 million, proceeds from the
repayment of securities available for sale of $418,000 and net cash provided by operations of $377,000. Cash was used primarily to originate loans, net of principal repayments, totaling $9.3 million.



Off-Balance-Sheet Financial Instruments



The Company is a party to financial instruments with off-balance-sheet risk
in the normal course of business to meet the financing needs of its customers. These financial instruments are unused lines of credit, commitments to extend credit and standby letters of credit and may involve, to varying degrees, elements of credit
and interest-rate risk in excess of the amount recognized in the consolidated balance sheet. The contract amounts of these instruments reflect the extent of involvement the Company has in these financial instruments.



The Companys exposure to credit loss in the event of nonperformance by
the other party to the financial instrument for commitments to extend credit is represented by the contractual amount of those instruments. The Company uses the same credit policies in making commitments as it does for on-balance-sheet instruments.



Commitments to extend credit are agreements to lend to a
customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since some of the commitments are expected to
expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. The Company evaluates each customers credit worthiness on a case-by-case basis. The amount of collateral obtained if deemed
necessary by the Company upon extension of credit is based on managements credit evaluation of the counterparty.



Standby letters of credit are conditional lending commitments issued by the Company to guarantee the performance of a customer to a third party, and to
support public and private borrowing arrangements. Essentially all letters of credit issued have expiration dates within one year. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loan
facilities to customers. The Company generally holds collateral supporting those commitments.



A summary of the Companys financial instruments, with off-balance sheet risk at March 31, 2005 follows (in thousands):



|                                       |  |                |       
|-------------------------------------- |  | -------------- | ------
|                                       |  | ContractAmount
|Commitments to extend credit           |  | $              | 2,806 
|                                       |  |                |       
|Unused line of credit and construction |  | $              | 20,938
|                                       |  |                |       
|Standby letters of credit              |  | $              | 877   
|                                       |  |                |       



Management believes
that the Company has adequate resources to fund all of its commitments and that substantially all its existing commitments will be funded within the next twelve months.



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SUNCOAST BANCORP, INC. AND SUBSIDIARY



Item 2. Managements Discussion and Analysis of Financial Condition

and Results of Operations, Continued



Results of Operations



The following rates are presented for the dates and periods indicated:



|                                                                                                |  |                                   |   |  |                            |   |  |                                   |  
|----------------------------------------------------------------------------------------------- |  | --------------------------------- | - |  | -------------------------- | - |  | --------------------------------- | -
|                                                                                                |  | Three Months Ended March 31, 2005 |   |  | Year EndedDecember 31,2004 |   |  | Three Months Ended March 31, 2004 |  
|Average equity as a percentage of average assets                                                |  | 13.29                             | % |  | 8.70                       | % |  | 9.09                              | %
|Equity to total assets at end of period                                                         |  | 12.51                             | % |  | 13.67                      | % |  | 8.56                              | %
|Return on average assets (1)                                                                    |  | .64                               | % |  | .49                        | % |  | 0.27                              | %
|Return on average equity (1)                                                                    |  | 4.80                              | % |  | 5.56                       | % |  | 2.99                              | %
|Noninterest expenses to average assets (1)                                                      |  | 2.32                              | % |  | 2.40                       | % |  | 2.70                              | %
|Nonperforming loans and foreclosed real estate as a percentage of total assets at end of period |  |                                  | % |  |                           | % |  |                                  | %

---

|(1) | Annualized for the three month periods.
|--- | ---------------------------------------



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SUNCOAST BANCORP, INC. AND SUBSIDIARY



The following table sets forth, for the periods indicated, information regarding (i) the total dollar amount of interest and dividend income
of the Company from interest-earning assets and the resultant average yields; (ii) the total dollar amount of interest expense on interest-bearing liabilities and the resultant average cost; (iii) net interest income; (iv) interest-rate spread; and
(v) net interest margin.



|                                                                                 |  |                              |         |                      |      |                   |  |      |                        |  |                      |        |                   |   |       |  |      |  
|-------------------------------------------------------------------------------- |  | ---------------------------- | ------- | -------------------- | ---- | ----------------- |  | ---- | ---------------------- |  | -------------------- | ------ | ----------------- | - | ----- |  | ---- | -
|                                                                                 |  | Three Months Ended March 31, |        
|                                                                                 |  | 2005                         |         |                      | 2004 |                  
|                                                                                 |  | AverageBalance               |         | InterestandDividends |      | AverageYield/Rate |  |      | AverageBalance         |  | InterestandDividends |        | AverageYield/Rate |  
|                                                                                 |  |                              |         |                      |      |                   |  |      | (Dollars in thousands) |  |                      |       
|Interest-earning assets:                                                         |  |                              |         |                      |      |                   |  |      |                        |  |                      |        |                   |   |       |  |      |  
|Loans                                                                            |  | $                            | 86,753  |                      |      | 1,352             |  | 6.23 | %                      |  | $                    | 60,878 |                   |   | 907   |  | 5.96 | %
|Securities                                                                       |  |                              | 9,229   |                      |      | 90                |  | 3.90 |                        |  |                      | 10,377 |                   |   | 104   |  | 4.01 |  
|Other interest-earning assets (1)                                                |  |                              | 3,150   |                      |      | 21                |  | 2.67 |                        |  |                      | 5,721  |                   |   | 12    |  | .84  |  
|                                                                                 |  |                              |         |                      |      |                   |  |      |                        |  |                      |        |                   |   |       |  |      |  
|Total interest-earning assets                                                    |  |                              | 99,132  |                      |      | 1,463             |  | 5.90 |                        |  |                      | 76,976 |                   |   | 1,023 |  | 5.32 |  
|                                                                                 |  |                              |         |                      |      |                   |  |      |                        |  |                      |        |                   |   |       |  |      |  
|Noninterest-earning assets                                                       |  |                              | 5,006   |                      |      |                   |  |      |                        |  |                      | 5,441  |                   |   |       |  |      |  
|                                                                                 |  |                              |         |                      |      |                   |  |      |                        |  |                      |        |                   |   |       |  |      |  
|Total assets                                                                     |  | $                            | 104,138 |                      |      |                   |  |      |                        |  | $                    | 82,417 |                   |   |       |  |      |  
|                                                                                 |  |                              |         |                      |      |                   |  |      |                        |  |                      |        |                   |   |       |  |      |  
|Interest-bearing liabilities:                                                    |  |                              |         |                      |      |                   |  |      |                        |  |                      |        |                   |   |       |  |      |  
|Savings, NOW, money-market deposit accounts                                      |  |                              | 40,405  |                      |      | 177               |  | 1.75 |                        |  |                      | 41,424 |                   |   | 160   |  | 1.54 |  
|Time deposits                                                                    |  |                              | 39,812  |                      |      | 317               |  | 3.18 |                        |  |                      | 26,710 |                   |   | 203   |  | 3.04 |  
|                                                                                 |  |                              |         |                      |      |                   |  |      |                        |  |                      |        |                   |   |       |  |      |  
|Total interest-bearing deposits                                                  |  |                              | 80,217  |                      |      | 494               |  | 2.46 |                        |  |                      | 68,134 |                   |   | 363   |  | 2.13 |  
|                                                                                 |  |                              |         |                      |      |                  
|Federal funds purchased                                                          |  |                              | 350     |                      |      | 2                 |  | 2.29 |                        |  |                      | 515    |                   |   | 1     |  | .78  |  
|                                                                                 |  |                              |         |                      |      |                   |  |      |                        |  |                      |        |                   |   |       |  |      |  
|Total interest-bearing liabilities                                               |  |                              | 80,567  |                      |      | 496               |  | 2.46 |                        |  |                      | 68,649 |                   |   | 364   |  | 2.12 |  
|                                                                                 |  |                              |         |                      |      |                   |  |      |                        |  |                      |        |                   |   |       |  |      |  
|Noninterest-bearing deposits                                                     |  |                              | 9,388   |                      |      |                   |  |      |                        |  |                      | 6,183  |                   |   |       |  |      |  
|Noninterest-bearing liabilities                                                  |  |                              | 342     |                      |      |                   |  |      |                        |  |                      | 92     |                   |   |       |  |      |  
|Stockholders equity                                                             |  |                              | 13,841  |                      |      |                   |  |      |                        |  |                      | 7,493  |                   |   |       |  |      |  
|                                                                                 |  |                              |         |                      |      |                   |  |      |                        |  |                      |        |                   |   |       |  |      |  
|Total liabilities and stockholders equity                                       |  | $                            | 104,138 |                      |      |                   |  |      |                        |  | $                    | 82,417 |                   |   |       |  |      |  
|                                                                                 |  |                              |         |                      |      |                   |  |      |                        |  |                      |        |                   |   |       |  |      |  
|Net interest income                                                              |  |                              |         |                      | $    | 967               |  |      |                        |  |                      |        |                   | $ | 659   |  |      |  
|                                                                                 |  |                              |         |                      |      |                   |  |      |                        |  |                      |        |                   |   |       |  |      |  
|Interest-rate spread (2)                                                         |  |                              |         |                      |      |                   |  | 3.44 | %                      |  |                      |        |                   |   |       |  | 3.20 | %
|                                                                                 |  |                              |         |                      |      |                   |  |      |                        |  |                      |        |                   |   |       |  |      |  
|Net interest margin (3)                                                          |  |                              |         |                      |      |                   |  | 3.90 | %                      |  |                      |        |                   |   |       |  | 3.42 | %
|                                                                                 |  |                              |         |                      |      |                   |  |      |                        |  |                      |        |                   |   |       |  |      |  
|Ratio of average interest-earning assets to average interest-bearing liabilities |  |                              | 1.23    |                      |      |                   |  |      |                        |  |                      | 1.12   |                   |   |       |  |      |  
|                                                                                 |  |                              |         |                      |      |                   |  |      |                        |  |                      |        |                   |   |       |  |      |  

---

|(1) | Includes Federal Home Loan Bank stock, Federal Reserve Bank stock, federal funds sold and interest-bearing deposits.
|--- | --------------------------------------------------------------------------------------------------------------------

|(2) | Interest-rate spread represents the difference between the average yield on interest-earning assets and the average rate of interest-bearing liabilities.
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------

|(3) | Net interest margin is net interest income divided by average interest-earning assets.
|--- | --------------------------------------------------------------------------------------



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SUNCOAST BANCORP, INC. AND SUBSIDIARY



Comparison of the Three-Month Periods Ended March 31, 2005 and 2004



General. Net earnings applicable to common
stockholders for the three months ended March 31, 2005 were $43,000 or $.06 basic and diluted earnings per share compared to $14,000 or $.02 basic and diluted earnings per share for the three months ended March 31, 2004. The increase in the
Companys net earnings applicable to common stockholders was primarily due to an increase in net interest income, partially offset by an increase in noninterest expenses and preferred stock dividends.



Interest Income and Expense. Interest income increased to
$1,463,000 for the three months ended March 31, 2005 from $1,023,000 for the three months ended March 31, 2004. Interest income on loans increased to $1,352,000 compared to $907,000 for the three months ended March 31, 2004 primarily due to an
increase in the average loan portfolio balance for the three months ended March 31, 2005. The weighted-average yield on loans also increased in 2005. Interest on securities decreased primarily due to a decrease in the average securities balance in
2005.



Interest expense on interest-bearing deposits increased
to $494,000 for the three months ended March 31, 2005 compared to $363,000 for the three months ended March 31, 2004. Interest expense on interest-bearing deposits increased due to an increase in the average balance in 2005 and due to an increase in
the weighted interest rate paid on deposits.



Provision
for Loan Losses. The provision for loan losses is charged to operations to bring the total allowance to a level deemed appropriate by management and is based upon historical experience, the volume and type of lending conducted by the
Company, industry standards, the amount of nonperforming loans, general economic conditions, particularly as they relate to the Companys market areas, and other factors related to the collectibility of the Companys loan portfolio. The
provision for loan losses was $120,000 for the three months ended March 31, 2005 compared to $41,000 for the comparable period in 2004. Management believes the balance in the allowance for loan losses of $984,000 at March 31, 2005 is adequate.



Noninterest Income.Noninterest income
decreased to $25,000 during the three month period ended March 31, 2005 compared $28,000 for the same period in 2004.



Noninterest Expenses. Noninterest expenses increased to $604,000 during the three-month period ended March 31, 2005 compared to $556,000 for
the same period in 2004. Noninterest expense increased primarily due to the growth of the Company.



Income Taxes. The income taxes for the three months ended March 31, 2005 were $102,000 (an effective rate of 38%) compared to income taxes
of $34,000 (an effective rate of 38%) for the comparable 2004 period.



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SUNCOAST BANCORP, INC. AND SUBSIDIARY



Item 3. Controls and Procedures



|a. | Evaluation of disclosure controls and procedures. The Company maintains controls and procedures designed to ensure that information required to be disclosed in the reports
that the Company files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission. Based upon their
evaluation of those controls and procedures as of March 31, 2005, the Chief Executive and Chief Financial officers of the Company concluded that the Companys disclosure controls and procedures were effective.
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|b. | Changes in internal controls. There were no significant changes in the Companys internal control over financial reporting during the Companys last fiscal quarter
that have materially affected, or are reasonably likely to materially affect, the Companys internal control over financial reporting.
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------





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SUNCOAST BANCORP, INC. AND SUBSIDIARY



PART II. OTHER INFORMATION



Item 6. Exhibits



The following exhibits are filed
with this report:



|            |  |                                                                                                                                                                                                                                                        
|----------- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit No. |  | Description of Exhibit                                                                                                                                                                                                                                 
|3.1         |  | Restated Articles of Incorporation of SunCoast Bancorp, Inc. (Incorporated by reference to Exhibit 3.1 to SunCoasts Registration Statement No. 333-70231 (the Registration
Statement).                                                              
|            | 
|3.1.1       |  | Articles of Amendment of the Restated Articles of Incorporation of SunCoast Bancorp, Inc. establishing Convertible Preferred Stock (Incorporated by reference to Exhibit 3.3 of the Form 10-QSB
filed by SunCoast for the quarter ended June 30, 2003).
|            | 
|3.1.2       |  | Articles of Amendment of the Restated Articles of Incorporation of SunCoast Bancorp, Inc. establishing 2004 Convertible Preferred Stock.                                                                                                               
|            | 
|3.2         |  | Bylaws of SunCoast Bancorp, Inc. (Incorporated by reference to Exhibit 3.2 to the Registration Statement).                                                                                                                                             
|            | 
|31.1        |  | Certification of Chief Executive Officer required by Rule 13a-14(a)/15d-14(a) under the Exchange Act                                                                                                                                                   
|            | 
|31.2        |  | Certification of Chief Financial Officer required by Rule 13a-14(a)/15d-14(a) under the Exchange Act                                                                                                                                                   
|            | 
|32.1        |  | Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of Sarbanes-Oxley Act of 2002                                                                                                          
|            | 
|32.2        |  | Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of Sarbanes-Oxley Act of 2002                                                                                                          



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##### Table of Contents

SUNCOAST BANCORP, INC. AND SUBSIDIARY



SIGNATURES



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



|                   |  |                        |  |                                                               
|------------------ |  | ---------------------- |  | --------------------------------------------------------------
|                   |  | SUNCOAST BANCORP, INC.
|                   |  | (Registrant)          
|                   |  |                       
|Date: May 10, 2005 |  | By:                    |  | /s/ John T. Stafford                                          
|                   |  |                        |  | John T. Stafford, President and Chief Executive Officer       
|                   |  |                       
|Date: May 10, 2005 |  | By:                    |  | /s/ John S. Wilks                                             
|                   |  |                        |  | John S. Wilks, Chief Financial Officer                        
|                   |  |                        |  | (Principal Financial Officer and Principal Accounting
Officer)



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