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U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 10-QSB

(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, 2003
|                                              |  |                                                                                  
|o                                             |  | Transition report under Section 13 or 15(d) of the Exchange Act                  
|                                              |  |                                                                                  
|For the transition period from to            
|                                              |  |                                                                                  
|Commission file number 333-70231             

SUNCOAST BANCORP, INC.




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


|                                                               |  |                                     
|-------------------------------------------------------------- |  | ------------------------------------
|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)

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   o

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 |  | 700,000 shares               
|                                       |  |                              
|(class)                                |  | Outstanding at April 16, 2003

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



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SUNCOAST BANCORP, INC. AND SUBSIDIARY
INDEX

|                              |                                                                                               |                                                                                                                             |       |       |     | 
|----------------------------- | --------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------- | ----- | ----- | --- | 
|                              |                                                                                               |                                                                                                                             |       | Page 
|                              |                                                                                               |                                                                                                                             |       |      
|PART I. FINANCIAL INFORMATION |                                                                                               |                                                                                                                             |       |      
|                              | Item 1. Interim Financial Statements                                                          |                                                                                                                             |       |       |    
|                              |                                                                                               | Condensed Consolidated Balance Sheets -
At March 31, 2003 (unaudited) and At December 31, 2002                              |       |       | 2   | 
|                              |                                                                                               | Condensed Consolidated Statements of Operations -
Three Months Ended March 31, 2003 and 2002 (unaudited)                    |       |       | 3   | 
|                              |                                                                                               | Condensed Consolidated Statements of Changes in Stockholders Equity
Three Months Ended March 31, 2003 and 2002 (unaudited) |       |       | 4   | 
|                              |                                                                                               | Condensed Consolidated Statements of Cash Flows -
Three Months Ended March 31, 2003 and 2002 (unaudited)                    |       |       | 5   | 
|                              |                                                                                               | Notes to Condensed Consolidated Financial Statements (unaudited)                                                            |       |       | 6-8 | 
|                              |                                                                                               | Review by Independent Certified Public Accountants                                                                          |       |       | 9   | 
|                              |                                                                                               | Independent Accountants Report                                                                                             |       |       | 10  | 
|                              | Item 2. Managements Discussion and Analysis of Financial Condition
and Results of Operations |                                                                                                                             |       | 11-14 |    
|                              | Item 3. Controls and Procedures                                                               |                                                                                                                             |       | 15    |    
|PART II. OTHER INFORMATION    |                                                                                               |                                                                                                                             |       |      
|                              | Item 1. Legal Proceedings                                                                     |                                                                                                                             |       | 15    |    
|                              | Item 6. Exhibits and Reports on Form 8-K                                                      |                                                                                                                             |       | 16    |    
|SIGNATURES                    |                                                                                               |                                                                                                                             | 17    |      
|CERTIFICATIONS                |                                                                                               |                                                                                                                             | 17-19 |      

1



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##### 



SUNCOAST BANCORP, INC. AND SUBSIDIARY

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

Condensed Consolidated Balance Sheets

($ in thousands, except share amounts)


|                                                                         |                                                                                                  |                                            |        |             |        |              |        |        |        | 
|------------------------------------------------------------------------ | ------------------------------------------------------------------------------------------------ | ------------------------------------------ | ------ | ----------- | ------ | ------------ | ------ | ------ | ------ | 
|                                                                         |                                                                                                  |                                            |        | March 31,   |        | December 31,
|                                                                         |                                                                                                  |                                            |        | 2003        |        | 2002        
|                                                                         |                                                                                                  |                                            |        |             |        |             
|                                                                         |                                                                                                  |                                            |        | (Unaudited) |        |              |        |       
|Assets                                                                   |                                                                                                  |                                            |        |             |        |              |        |       
|Cash and due from banks                                                  |                                                                                                  | $                                          | 3,411  |             |        |              | 3,246  |       
|Interest-bearing deposits with banks                                     |                                                                                                  |                                            | 1,030  |             |        |              | 1,038  |       
|Federal funds sold                                                       |                                                                                                  |                                            | 4,458  |             |        |              | 5,699  |       
|                                                                         |                                                                                                  |                                            |        |             |        |              |        |       
|                                                                         |                                                                                                  | Total cash and cash equivalents            |        |             | 8,899  |              |        |        | 9,983  | 
|Securities available for sale                                            |                                                                                                  |                                            | 8,014  |             |        |              | 8,692  |       
|Loans, net of allowance for loan losses of $539 in 2003 and
$518 in 2002 |                                                                                                  |                                            | 43,488 |             |        |              | 40,457 |       
|Premises and equipment, net                                              |                                                                                                  |                                            | 413    |             |        |              | 438    |       
|Federal Reserve Bank stock, at cost                                      |                                                                                                  |                                            | 134    |             |        |              | 134    |       
|Federal Home Loan Bank stock, at cost                                    |                                                                                                  |                                            | 177    |             |        |              | 109    |       
|Accrued interest receivable                                              |                                                                                                  |                                            | 208    |             |        |              | 229    |       
|Foreclosed real estate                                                   |                                                                                                  |                                            | 136    |             |        |              | 153    |       
|Deferred tax assets                                                      |                                                                                                  |                                            | 708    |             |        |              | 686    |       
|Other assets                                                             |                                                                                                  |                                            | 80     |             |        |              | 115    |       
|                                                                         |                                                                                                  |                                            |        |             |        |              |        |       
|                                                                         |                                                                                                  | Total assets                               |        | $           | 62,257 |              |        |        | 60,996 | 
|                                                                         |                                                                                                  |                                            |        |             |        |              |        |       
|Liabilities and Stockholders Equity                                     |                                                                                                  |                                            |        |             |        |              |        |       
|Liabilities:                                                             |                                                                                                  |                                            |        |             |        |              |        |       
|                                                                         | Noninterest-bearing demand deposits                                                              |                                            |        | 5,471       |        |              |        | 7,187  |       
|                                                                         | Savings and NOW deposits                                                                         |                                            |        | 5,321       |        |              |        | 4,446  |       
|                                                                         | Money-market deposits                                                                            |                                            |        | 27,539      |        |              |        | 25,009 |       
|                                                                         | Time deposits                                                                                    |                                            |        | 17,591      |        |              |        | 17,992 |       
|                                                                         |                                                                                                  |                                            |        |             |        |              |        |       
|                                                                         |                                                                                                  | Total deposits                             |        |             | 55,922 |              |        |        | 54,634 | 
|                                                                         | Other borrowings                                                                                 |                                            |        | 1,028       |        |              |        | 1,026  |       
|                                                                         | Other liabilities                                                                                |                                            |        | 86          |        |              |        | 79     |       
|                                                                         |                                                                                                  |                                            |        |             |        |              |        |       
|                                                                         |                                                                                                  | Total liabilities                          |        |             | 57,036 |              |        |        | 55,739 | 
|                                                                         |                                                                                                  |                                            |        |             |        |              |        |       
|Stockholders equity:                                                    |                                                                                                  |                                            |        |             |        |              |        |       
|                                                                         | Preferred stock, $.01 par value, 3,000,000 shares authorized,
none issued or outstanding         |                                            |        |            |        |              |        |       |       
|                                                                         | Common stock, $.01 par value 10,000,000 shares authorized,
700,000 shares issued and outstanding |                                            |        | 7           |        |              |        | 7      |       
|                                                                         | Additional paid-in capital                                                                       |                                            |        | 6,394       |        |              |        | 6,394  |       
|                                                                         | Accumulated deficit                                                                              |                                            |        | (1,230      | )      |              |        | (1,224 | )     
|                                                                         | Accumulated other comprehensive income                                                           |                                            |        | 50          |        |              |        | 80     |       
|                                                                         |                                                                                                  |                                            |        |             |        |              |        |       
|                                                                         |                                                                                                  | Total stockholders equity                 |        |             | 5,221  |              |        |        | 5,257  | 
|                                                                         |                                                                                                  |                                            |        |             |        |              |        |       
|                                                                         |                                                                                                  | Total liabilities and stockholders equity |        | $           | 62,257 |              |        |        | 60,996 | 
|                                                                         |                                                                                                  |                                            |        |             |        |              |        |       

See Accompanying Notes to Condensed Consolidated Financial Statements.

2



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##### 



SUNCOAST BANCORP, INC. AND SUBSIDIARY

Condensed Consolidated Statements of Operations

($ in thousands, except share amounts)
(Unaudited)


|                                                     |                                               |                                                     |         |                             |     |      |         |     |     |  
|---------------------------------------------------- | --------------------------------------------- | --------------------------------------------------- | ------- | --------------------------- | --- | ---- | ------- | --- | --- | -
|                                                     |                                               |                                                     |         | Three Months EndedMarch 31,
|                                                     |                                               |                                                     |         |                            
|                                                     |                                               |                                                     |         | 2003                        |     | 2002
|                                                     |                                               |                                                     |         |                             |     |     
|Interest income:                                     |                                               |                                                     |         |                             |     |      |         |    
|                                                     | Loans                                         |                                                     | $       | 685                         |     |      |         | 538 |    
|                                                     | Securities                                    |                                                     |         | 95                          |     |      |         | 116 |    
|                                                     | Other interest-earning assets                 |                                                     |         | 15                          |     |      |         | 16  |    
|                                                     |                                               |                                                     |         |                             |     |      |         |    
|                                                     |                                               | Total interest income                               |         |                             | 795 |      |         |     | 670 |  
|                                                     |                                               |                                                     |         |                             |     |      |         |    
|Interest expense:                                    |                                               |                                                     |         |                             |     |      |         |    
|                                                     | Deposits                                      |                                                     |         | 304                         |     |      |         | 307 |    
|                                                     | Other borrowings                              |                                                     |         | 2                           |     |      |         | 3   |    
|                                                     |                                               |                                                     |         |                             |     |      |         |    
|                                                     |                                               | Total interest expense                              |         |                             | 306 |      |         |     | 310 |  
|                                                     |                                               |                                                     |         |                             |     |      |         |    
|                                                     |                                               | Net interest income                                 |         |                             | 489 |      |         |     | 360 |  
|Provision for loan losses                            |                                               |                                                     | 21      |                             |     |      | 43      |    
|                                                     |                                               |                                                     |         |                             |     |      |         |    
|                                                     |                                               | Net interest income after provision for loan losses |         |                             | 468 |      |         |     | 317 |  
|                                                     |                                               |                                                     |         |                             |     |      |         |    
|Noninterest income:                                  |                                               |                                                     |         |                             |     |      |         |    
|                                                     | Service charges on deposit accounts           |                                                     |         | 9                           |     |      |         | 4   |    
|                                                     | Other service charges and fees                |                                                     |         | 12                          |     |      |         | 11  |    
|                                                     | Gain on sale of securities available for sale |                                                     |         | 3                           |     |      |         | 35  |    
|                                                     | Other                                         |                                                     |         | 1                           |     |      |         |    |    
|                                                     |                                               |                                                     |         |                             |     |      |         |    
|                                                     |                                               | Total noninterest income                            |         |                             | 25  |      |         |     | 50  |  
|                                                     |                                               |                                                     |         |                             |     |      |         |    
|Noninterest expense:                                 |                                               |                                                     |         |                             |     |      |         |    
|                                                     | Salaries and employee benefits                |                                                     |         | 267                         |     |      |         | 213 |    
|                                                     | Occupancy expense                             |                                                     |         | 82                          |     |      |         | 79  |    
|                                                     | Professional fees                             |                                                     |         | 55                          |     |      |         | 26  |    
|                                                     | Data processing                               |                                                     |         | 29                          |     |      |         | 26  |    
|                                                     | Stationery and supplies                       |                                                     |         | 19                          |     |      |         | 17  |    
|                                                     | Advertising                                   |                                                     |         | 6                           |     |      |         | 5   |    
|                                                     | Other                                         |                                                     |         | 45                          |     |      |         | 35  |    
|                                                     |                                               |                                                     |         |                             |     |      |         |    
|                                                     |                                               | Total noninterest expense                           |         |                             | 503 |      |         |     | 401 |  
|                                                     |                                               |                                                     |         |                             |     |      |         |    
|                                                     |                                               | Loss before income taxes                            |         |                             | (10 | )    |         |     | (34 | )
|Income tax benefit                                   |                                               |                                                     | (4      | )                           |     |      | (13     | )  
|                                                     |                                               |                                                     |         |                             |     |      |         |    
|                                                     |                                               | Net loss                                            |         | $                           | (6  | )    |         |     | (21 | )
|                                                     |                                               |                                                     |         |                             |     |      |         |    
|Loss per share, basic and diluted                    |                                               | $                                                   | (.01    | )                           |     |      | (.03    | )  
|                                                     |                                               |                                                     |         |                             |     |      |         |    
|Weighted-average number of common shares outstanding |                                               |                                                     | 700,000 |                             |     |      | 700,000 |    
|                                                     |                                               |                                                     |         |                             |     |      |         |    
|Dividends per share                                  |                                               |                                                     |        |                             |     |      |        |    
|                                                     |                                               |                                                     |         |                             |     |      |         |    

See Accompanying Notes to Condensed Consolidated Financial Statements.

3



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##### 



SUNCOAST BANCORP, INC. AND SUBSIDIARY

Condensed Consolidated Statements of Changes in Stockholders Equity

For the Three Months Ended March 31, 2003 and 2002
(In thousands)

|                                        |                                                                                          |   |        |   |         |  |             |   |         |  |               |     |         |  |             |     |   |  |       |     |  
|--------------------------------------- | ---------------------------------------------------------------------------------------- | - | ------ | - | ------- |  | ----------- | - | ------- |  | ------------- | --- | ------- |  | ----------- | --- | - |  | ----- | --- | -
|                                        |                                                                                          |   |        |   |         |  |             |   |         |  |               |     |         |  | Accumulated |     |   |  |      
|                                        |                                                                                          |   |        |   |         |  |             |   |         |  |               |     |         |  | Other       |     |   |  |      
|                                        |                                                                                          |   |        |   |         |  | Additional  |   |         |  |               |     | Compre- |  | Total      
|                                        |                                                                                          |   | Common |   | Paid-In |  | Accumulated |   | hensive |  | Stockholders'
|                                        |                                                                                          |   | Stock  |   | Capital |  | Deficit     |   | Income  |  | Equity       
|                                        |                                                                                          |   |        |   |         |  |             |   |         |  |              
|Balance at December 31, 2001            |                                                                                          | $ | 7      |   |         |  | 6,394       |   |         |  | (1,188        | )   |         |  | 107         |     |   |  | 5,320 |    
|                                        |                                                                                          |   |        |   |         |  |             |   |         |  |               |     |         |  |             |     |   |  |       |    
|Comprehensive income (loss):            |                                                                                          |   |        |   |         |  |             |   |         |  |               |     |         |  |             |     |   |  |       |    
|                                        | Net loss (unaudited)                                                                     |   |        |  |         |  |             |  |         |  |               | (21 | )       |  |             |    |   |  |       | (21 | )
|                                        | Net change in unrealized gain on
securities available for sale,
net of taxes (unaudited) |   |        |  |         |  |             |  |         |  |               |    |         |  |             | (97 | ) |  |       | (97 | )
|                                        |                                                                                          |   |        |   |         |  |             |   |         |  |               |     |         |  |             |     |   |  |       |    
|Comprehensive income (loss)
(unaudited) |                                                                                          |   |        |   |         |  |             |   |         |  |               |     |         |  |             |     |   |  | (118  | )  
|                                        |                                                                                          |   |        |   |         |  |             |   |         |  |               |     |         |  |             |     |   |  |       |    
|Balance at March 31, 2002
(unaudited)   |                                                                                          | $ | 7      |   |         |  | 6,394       |   |         |  | (1,209        | )   |         |  | 10          |     |   |  | 5,202 |    
|                                        |                                                                                          |   |        |   |         |  |             |   |         |  |               |     |         |  |             |     |   |  |       |    
|Balance at December 31, 2002            |                                                                                          |   | 7      |   |         |  | 6,394       |   |         |  | (1,224        | )   |         |  | 80          |     |   |  | 5,257 |    
|                                        |                                                                                          |   |        |   |         |  |             |   |         |  |               |     |         |  |             |     |   |  |       |    
|Comprehensive income (loss):            |                                                                                          |   |        |   |         |  |             |   |         |  |               |     |         |  |             |     |   |  |       |    
|                                        | Net loss (unaudited)                                                                     |   |        |  |         |  |             |  |         |  |               | (6  | )       |  |             |    |   |  |       | (6  | )
|                                        | Net change in unrealized gain on
securities available for sale,
net of taxes (unaudited) |   |        |  |         |  |             |  |         |  |               |    |         |  |             | (30 | ) |  |       | (30 | )
|                                        |                                                                                          |   |        |   |         |  |             |   |         |  |               |     |         |  |             |     |   |  |       |    
|Comprehensive income (loss)
(unaudited) |                                                                                          |   |        |   |         |  |             |   |         |  |               |     |         |  |             |     |   |  | (36   | )  
|                                        |                                                                                          |   |        |   |         |  |             |   |         |  |               |     |         |  |             |     |   |  |       |    
|Balance at March 31, 2003
(unaudited)   |                                                                                          | $ | 7      |   |         |  | 6,394       |   |         |  | (1,230        | )   |         |  | 50          |     |   |  | 5,221 |    
|                                        |                                                                                          |   |        |   |         |  |             |   |         |  |               |     |         |  |             |     |   |  |       |    

See Accompanying Notes to Condensed Consolidated Financial Statements.

4



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##### 



SUNCOAST BANCORP, INC. AND SUBSIDIARY

Condensed Consolidated Statements of Cash Flows

(In thousands)
(Unaudited)


|                                                     |                                                                                 |                                                                                                                    |                                           |        |                    |        |       |        |     |        |  
|---------------------------------------------------- | ------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------ | ----------------------------------------- | ------ | ------------------ | ------ | ----- | ------ | --- | ------ | -
|                                                     |                                                                                 |                                                                                                                    |                                           |        | Three Months Ended
|                                                     |                                                                                 |                                                                                                                    |                                           |        | March 31,         
|                                                     |                                                                                 |                                                                                                                    |                                           |        |                   
|                                                     |                                                                                 |                                                                                                                    |                                           |        | 2003               |        | 2002 
|                                                     |                                                                                 |                                                                                                                    |                                           |        |                    |        |      
|Cash flows from operating activities:                |                                                                                 |                                                                                                                    |                                           |        |                    |        |       |       
|                                                     | Net loss                                                                        |                                                                                                                    | $                                         | (6     | )                  |        |       | (21    | )  
|                                                     | Adjustments to reconcile net loss to net cash provided
by operating activities: |                                                                                                                    |                                           |        |                    |        |       |        |    
|                                                     |                                                                                 | Depreciation and amortization                                                                                      |                                           |        | 31                 |        |       |        | 29  |       
|                                                     |                                                                                 | Provision for loan losses                                                                                          |                                           |        | 21                 |        |       |        | 43  |       
|                                                     |                                                                                 | Net amortization of loan fees, premiums and discounts                                                              |                                           |        | 18                 |        |       |        | (9  | )     
|                                                     |                                                                                 | Deferred income tax benefit                                                                                        |                                           |        | (4                 | )      |       |        | (13 | )     
|                                                     |                                                                                 | Gain on sale of securities available for sale                                                                      |                                           |        | (3                 | )      |       |        | (35 | )     
|                                                     |                                                                                 | Writedown of foreclosed real estate                                                                                |                                           |        | 17                 |        |       |        |    |       
|                                                     |                                                                                 | Decrease in accrued interest receivable                                                                            |                                           |        | 21                 |        |       |        | 67  |       
|                                                     |                                                                                 | Decrease in other assets                                                                                           |                                           |        | 35                 |        |       |        | 9   |       
|                                                     |                                                                                 | Increase in other liabilities                                                                                      |                                           |        | 7                  |        |       |        | 19  |       
|                                                     |                                                                                 |                                                                                                                    |                                           |        |                    |        |       |       
|                                                     |                                                                                 |                                                                                                                    | Net cash provided by operating activities |        |                    | 137    |       |        |     | 89     |  
|                                                     |                                                                                 |                                                                                                                    |                                           |        |                    |        |       |       
|Cash flows from investing activities:                |                                                                                 |                                                                                                                    |                                           |        |                    |        |       |       
|                                                     | Purchase of securities available for sale                                       |                                                                                                                    |                                           | (1,025 | )                  |        |       | (4,473 | )  
|                                                     | Repayment of securities available for sale                                      |                                                                                                                    |                                           | 655    |                    |        |       | 172    |    
|                                                     | Proceeds from sale of securities available for sale                             |                                                                                                                    |                                           | 1,003  |                    |        |       | 3,826  |    
|                                                     | Purchase of Federal Home Loan Bank stock                                        |                                                                                                                    |                                           | (68    | )                  |        |       | (52    | )  
|                                                     | Net increase in loans                                                           |                                                                                                                    |                                           | (3,070 | )                  |        |       | (3,853 | )  
|                                                     | Purchase of premises and equipment                                              |                                                                                                                    |                                           | (6     | )                  |        |       | (2     | )  
|                                                     |                                                                                 |                                                                                                                    |                                           |        |                    |        |       |       
|                                                     |                                                                                 |                                                                                                                    | Net cash used in investing activities     |        |                    | (2,511 | )     |        |     | (4,382 | )
|                                                     |                                                                                 |                                                                                                                    |                                           |        |                    |        |       |       
|Cash flows from financing activities:                |                                                                                 |                                                                                                                    |                                           |        |                    |        |       |       
|                                                     | Net increase in deposits                                                        |                                                                                                                    |                                           | 1,288  |                    |        |       | 8,755  |    
|                                                     | Net increase in other borrowings                                                |                                                                                                                    |                                           | 2      |                    |        |       | 2      |    
|                                                     |                                                                                 |                                                                                                                    |                                           |        |                    |        |       |       
|                                                     |                                                                                 |                                                                                                                    | Net cash provided by financing activities |        |                    | 1,290  |       |        |     | 8,757  |  
|                                                     |                                                                                 |                                                                                                                    |                                           |        |                    |        |       |       
|Net (decrease) increase in cash and cash equivalents |                                                                                 |                                                                                                                    | (1,084                                    | )      |                    |        | 4,464 |       
|Cash and cash equivalents at beginning of period     |                                                                                 |                                                                                                                    | 9,983                                     |        |                    |        | 2,978 |       
|                                                     |                                                                                 |                                                                                                                    |                                           |        |                    |        |       |       
|Cash and cash equivalents at end of period           |                                                                                 | $                                                                                                                  | 8,899                                     |        |                    |        | 7,442 |       
|                                                     |                                                                                 |                                                                                                                    |                                           |        |                    |        |       |       
|Supplemental disclosure of cash flow information:    |                                                                                 |                                                                                                                    |                                           |        |                    |        |       |       
|                                                     | Cash paid during the period for-                                                |                                                                                                                    |                                           |        |                    |        |       |        |    
|                                                     |                                                                                 | Interest                                                                                                           |                                           | $      | 319                |        |       |        | 312 |       
|                                                     |                                                                                 |                                                                                                                    |                                           |        |                    |        |       |       
|                                                     | Noncash transaction-                                                            |                                                                                                                    |                                           |        |                    |        |       |        |    
|                                                     |                                                                                 | Accumulated other comprehensive income, net change in
unrealized gain on securities available for sale,
net of tax |                                           | $      | (30                | )      |       |        | (97 | )     
|                                                     |                                                                                 |                                                                                                                    |                                           |        |                    |        |       |       

See Accompanying Notes to Condensed Consolidated Financial Statements.

5



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##### 



SUNCOAST BANCORP, INC. AND SUBSIDIARY

Notes to Condensed Consolidated Financial Statements (unaudited)



|(1) |  | Description of Business and Basis of Presentation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|--- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|    |  | General.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, 2003 and the results of operations
and cash flows for the three-month periods ended March 31, 2003 and
2002. The results of operations for the three months ended March 31,
2003 are not necessarily indicative of the results to be expected for
the year ending December 31, 2003.                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   
|    |  | SunCoast Bancorp, Inc. (the Holding Company) owns 100% of the
outstanding common stock of SunCoast Bank (the Bank) (collectively the
Company). The Holding Company was organized simultaneously with the
Bank and its only business is the ownership and operation of the Bank. The
Bank was incorporated under the laws of the United States and received its
charter from the Comptroller of the Currency. However, on January 1, 2003
the Bank converted to a state (Florida) chartered commercial bank (see
next paragraph). The Banks deposits are insured by the Federal Deposit
Insurance Corporation. The Bank provides a variety of community banking
services to businesses and individuals through its two banking offices
located in Sarasota County, Florida.                                                                                                                                                                                              
|   
|    |  | On August 20, 2002, the Bank filed an Application and Plan of Conversion
with the Florida Department of Banking and Finance to convert the Bank
from a national banking association to a Florida bank which also would be
a member of the Federal Reserve System. The primary reason for the
application to convert the Bank to a Florida bank was to afford the Bank
the opportunity to utilize the lending limitations under Florida law, as
opposed to the more reduced loan limitation requirements imposed under the
national banking laws. In connection with the conversion process, and
following the receipt of approval of the Banks application by the Florida
Department of Banking and Finance, the Bank filed an application for
approval of the conversion with the Federal Reserve Bank of Atlanta. The
Bank converted to a state (Florida) chartered commercial bank on January
1, 2003 and became a member of the Federal Reserve System on January 1,
2003.
|   
|(2) |  | Loan Impairment and Loan Losses                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   
|    |  | No loans were identified as impaired at or during the three months ended
March 31, 2003. One loan was identified as impaired during the three
months ended March 31, 2002. The following is a summary of information
pertaining to this impaired loan (in thousands):                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          

|                                                                        |  |                |     | 
|----------------------------------------------------------------------- |  | -------------- | --- | 
|                                                                        |  | Three Months  
|                                                                        |  | Ended         
|                                                                        |  | March 31, 2002
|                                                                        |  |               
|Gross loan with related allowance for losses recorded,
at end of period |  | $              | 154 | 
|Less: Allowance on this loan                                            |  |                | 15  | 
|                                                                        |  |                |     | 
|Net investment in impaired loan, at end of period                       |  | $              | 139 | 
|                                                                        |  |                |     | 
|Average net investment in impaired loan                                 |  | $              | 137 | 
|                                                                        |  |                |     | 
|Interest income recognized on impaired loan                             |  | $              |    | 
|                                                                        |  |                |     | 
|Interest income received on impaired loan                               |  | $              |    | 
|                                                                        |  |                |     | 

(continued)

6



---



##### 



SUNCOAST BANCORP, INC. AND SUBSIDIARY

Notes to Condensed Consolidated Financial Statements (unaudited)



|(2) |  | Loan Impairment and Loan Losses, Continued                                 
|--- |  | ---------------------------------------------------------------------------
|   
|    |  | The activity in the allowance for loan losses is as follows (in
thousands):

|                               |  |                    |     |      |  |  |     | 
|------------------------------ |  | ------------------ | --- | ---- |  |  | --- | 
|                               |  | Three Months Ended
|                               |  | March 31,         
|                               |  |                   
|                               |  | 2003               |     | 2002
|                               |  |                    |     |     
|Balance at beginning of period |  | $                  | 518 |      |  |  | 352 | 
|Provision charged to earnings  |  |                    | 21  |      |  |  | 43  | 
|                               |  |                    |     |      |  |  |     | 
|Balance at end of period       |  | $                  | 539 |      |  |  | 395 | 
|                               |  |                    |     |      |  |  |     | 



|    |  | There were no nonaccrual loans at March 31, 2003. At March 31, 2002,
there was one nonaccrual loan with a balance of $154,000.                                                                                                                                                                                                                                                                                                                                                                                                                     
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(3) |  | Loss Per Share                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   
|    |  | Basic and diluted loss per share have been computed on the basis of the
weighted-average number of shares of common stock outstanding during the
period. Outstanding stock options are not dilutive due to the net loss
incurred by the Company.                                                                                                                                                                                                                                                                                                   
|   
|(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 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. A total of 28,000 shares of common
stock have been reserved under this Plan. At March 31, 2003, all stock
options have been granted under this plan.
|   
|    |  | 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. A total
of 42,000 shares of common stock have been reserved under this Plan. At
March 31, 2003, all stock options have been granted under this plan ($
in thousands except per share information).                                                                        

|                                                    |  |           |        |              |  |           |       |         |  |           |       |  |  |  |     | 
|--------------------------------------------------- |  | --------- | ------ | ------------ |  | --------- | ----- | ------- |  | --------- | ----- |  |  |  | --- | 
|                                                    |  |           |        |              |  |           |       |         |  | Weighted- |       |  |  | 
|                                                    |  |           |        |              |  | Range of  |       | Average |  | Aggregate
|                                                    |  | Number of |        | Per Share    |  | Per Share |       | Option 
|                                                    |  | Shares    |        | Option Price |  | Price     |       | Price  
|                                                    |  |           |        |              |  |           |       |        
|Outstanding at March 31, 2003 and December 31,
2002 |  |           | 70,000 |              |  | $         | 10.00 |         |  |           | 10.00 |  |  |  | 700 | 
|                                                    |  |           |        |              |  |           |       |         |  |           |       |  |  |  |     | 

(continued)

7



---



##### 



SUNCOAST BANCORP, INC. AND SUBSIDIARY

Notes to Condensed Consolidated Financial Statements (unaudited)



|(4) |  | Stock Options, Continued                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|    |  | The Company accounts for their stock option plans under the recognition
and measurement principles of APB No. 25. No stock-based employee
compensation cost is reflected in net loss, as all options granted under
these 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 loss and loss per share if the Company had
applied the fair value recognition provisions of FASB No. 123 to
stock-based employee compensation.

|                                                                                                                                       |  |                    |      |      |  |  |      |  
|-------------------------------------------------------------------------------------------------------------------------------------- |  | ------------------ | ---- | ---- |  |  | ---- | -
|                                                                                                                                       |  | Three Months Ended
|                                                                                                                                       |  | March 31,         
|                                                                                                                                       |  |                   
|                                                                                                                                       |  | 2003               |      | 2002
|                                                                                                                                       |  |                    |      |     
|Net loss, as reported                                                                                                                  |  | $                  | (6   | )    |  |  | (21  | )
|Deduct: Total stock-based employee compensation
determined under the fair value based method for
all awards, net of related tax effect |  |                    | (4   | )    |  |  | (8   | )
|                                                                                                                                       |  |                    |      |      |  |  |      |  
|Proforma net loss                                                                                                                      |  | $                  | (10  | )    |  |  | (29  | )
|                                                                                                                                       |  |                    |      |      |  |  |      |  
|Loss per share, basic and diluted                                                                                                      |  | $                  | (.01 | )    |  |  | (.03 | )
|                                                                                                                                       |  |                    |      |      |  |  |      |  
|Proforma loss per share, basic and diluted                                                                                             |  | $                  | (.01 | )    |  |  | (.04 | )
|                                                                                                                                       |  |                    |      |      |  |  |      |  



|(5) |  | Regulatory Capital                                                                                                                                                                                                                                                     
|--- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|    |  | The Bank is required to maintain certain minimum regulatory capital
requirements. The following is a summary at March 31, 2003 of the
regulatory capital requirements for a well capitalized financial
institution and the Banks actual capital on a percentage basis:

|                                                |  |        |      |             |  |            |       |  
|----------------------------------------------- |  | ------ | ---- | ----------- |  | ---------- | ----- | -
|                                                |  |        |      |             |  | Regulatory
|                                                |  | Actual |      | Requirement
|                                                |  |        |      |            
|Total capital to risk-weighted assets           |  |        | 9.94 | %           |  |            | 10.00 | %
|Tier I capital to risk-weighted assets          |  |        | 8.87 | %           |  |            | 6.00  | %
|Tier I capital to total assets  leverage ratio |  |        | 7.64 | %           |  |            | 5.00  | %



| |  | At March 31, 2003,
management believes the Bank is adequately capitalized.
| |  | --------------------------------------------------------------------------



| |  | In connection with its conversion to a state bank on January 1, 2003,
the Bank agreed that until December 31, 2004, it will maintain a Tier 1
capital ratio of at least 8%. In addition, the Bank also agreed that it
will raise a minimum of $500,000 of Tier 1 capital no later than June
30, 2003, and an additional minimum of $1.0 million of Tier 1 capital no
later than September 30, 2003.
| |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

8



---



##### 



SUNCOAST BANCORP, INC. AND SUBSIDIARY

Review by Independent Certified Public Accountants

Hacker, Johnson & Smith PA, independent certified public accountants, have made
a limited review of the financial data as of March 31, 2003, and for the
three-month periods ended March 31, 2003 and 2002 presented in this document,
in accordance with standards established by the American Institute of Certified
Public Accountants.

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

9



---



##### 



Independent Accountants Report

The Board of Directors
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, 2003, and
the related condensed consolidated statements of earnings, changes in
stockholders equity and cash flows for the three-month periods ended March 31,
2003 and 2002. These financial statements are the responsibility of the
Companys management.

We conducted our reviews in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures to
financial data and making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit conducted
in accordance with auditing standards generally accepted in the United States
of America, 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 accounting principles generally
accepted in the United States of America.

We have previously audited, in accordance with auditing standards
generally accepted in the United States of America, the consolidated balance
sheet of the Company as of December 31, 2002, and the related consolidated
statements of operations, changes in stockholders equity and cash flows for
the year then ended (not presented herein); and in our report dated January 7,
2003 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, 2002, is fairly stated,
in all material respects, in relation to the consolidated balance sheet from
which it has been derived.

HACKER, JOHNSON & SMITH PA
Tampa, Florida
April 16, 2003

10



---



##### 



SUNCOAST BANCORP, INC. AND SUBSIDIARY

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

Comparison of March 31, 2003 and December 31, 2002

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 was organized simultaneously with the Bank and its only
business is the ownership and operation of the Bank. The Bank was
incorporated under the laws of the United States and received its charter
from the Comptroller of the Currency. However, on January 1, 2003 the Bank
converted to a state (Florida) chartered commercial bank (see next
paragraph). The Banks deposits are insured by the Federal Deposit Insurance
Corporation. The Bank provides a variety of community banking services to
businesses and individuals through its two banking offices located in
Sarasota County, Florida.                                                                                                                                                                                             
| |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  | On August 20, 2002, the Bank filed an Application and Plan of Conversion with
the Florida Department of Banking and Finance to convert the Bank from a
national banking association to a Florida bank which also would be a member
of the Federal Reserve System. The primary reason for the application to
convert the Bank to a Florida bank is to afford the Bank the opportunity to
utilize the lending limitations under Florida law, as opposed to the more
reduced loan limitation requirements imposed under the national banking laws.
In connection with the conversion process, and following the receipt of
approval of the Banks application by the Florida Department of Banking and
Finance, the Bank filed an application for approval of the conversion with
the Federal Reserve Bank of Atlanta. The Bank converted to a state (Florida)
chartered commercial bank on January 1, 2003 and became a member of the
Federal Reserve System on January 1, 2003.

Liquidity and Capital Resources



| |  | The Companys primary sources of cash during the three months ended March 31,
2003 were from net deposit inflows of $1.3 million and proceeds from the sale
and repayment of securities available for sale of $1.7 million. Cash was
used primarily to originate loans, net of principal repayments, totaling $3.1
million and to purchase securities of $1.0 million.
| |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  | The following rates are presented for the dates and periods indicated:                                                                                                                                                                                                                                                                                                

|                                                                                                |  |              |       |              |  |           |       |              |  |  |       |   
|----------------------------------------------------------------------------------------------- |  | ------------ | ----- | ------------ |  | --------- | ----- | ------------ |  |  | ----- | --
|                                                                                                |  | Three Months |       |              |  |           |       | Three Months
|                                                                                                |  | Ended        |       | Year Ended   |  | Ended    
|                                                                                                |  | March 31,    |       | December 31, |  | March 31,
|                                                                                                |  | 2003         |       | 2002         |  | 2002     
|                                                                                                |  |              |       |              |  |          
|Average equity as a percentage of average assets                                                |  |              | 8.75  | %            |  |           | 10.16 | %            |  |  | 11.27 | % 
|Equity to total assets at end of period                                                         |  |              | 8.39  | %            |  |           | 8.62  | %            |  |  | 10.31 | % 
|Return on average assets (1)                                                                    |  |              | (0.04 | )%           |  |           | (0.07 | )%           |  |  | (0.18 | )%
|Return on average equity (1)                                                                    |  |              | (0.46 | )%           |  |           | (0.68 | )%           |  |  | (1.60 | )%
|Noninterest expenses to average assets (1)                                                      |  |              | 3.36  | %            |  |           | 3.28  | %            |  |  | 3.44  | % 
|Nonperforming loans and foreclosed real estate as
a percentage of total assets at end of period |  |              | .22   | %            |  |           | 0.25  | %            |  |  | .31   | % 



|(1) |  | Annualized for the three months ended March 31.
|--- |  | -----------------------------------------------

11



---



##### 



SUNCOAST BANCORP, INC. AND SUBSIDIARY

Item 2. Managements Discussion and Analysis of Financial Condition
and Results of Operations, Continued

Off-Balance Sheet Arrangements and Aggregate Contractual Obligations



| |  | 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 include commitments to extend
credit and standby letters of credit. These instruments involve, to
varying degrees, elements of credit and interest-rate risk in excess of
the amounts recognized in the condensed consolidated balance sheet. The
contract amounts of those instruments reflect the extent of the
Companys involvement in particular classes of 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 and standby letters of 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 many of the commitments
are expected to expire without being drawn upon, the total committed
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 it is deemed necessary by
the Company upon extension of credit, is based on managements credit
evaluation of the counter party.
|
| |  | Standby letters of credit are conditional commitments issued by the Company
to guarantee the performance of a customer to a third party. The credit
risk involved in issuing letters of credit is essentially the same as
that involved in extending loans to customers.                                                                                                                                                                                                                                                                                                                                                                                                                   
|
| |  | A summary of the Companys financial instruments, which approximates
fair value, with off-balance sheet risk at March 31, 2003 follows (in
thousands):                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     

|                                       |  |          |        | 
|-------------------------------------- |  | -------- | ------ | 
|                                       |  | Contract
|                                       |  | Amount  
|                                       |  |         
|Commitments to extend credit           |  | $        | 2,910  | 
|                                       |  |          |        | 
|Unused line of credit and construction |  | $        | 12,415 | 
|                                       |  |          |        | 
|Standby letters of credit              |  | $        | 141    | 
|                                       |  |          |        | 



| |  | Management believes that the Company has adequate resources to fund all of
its commitments and that substantially all its existing commitments will be
funded in 2003.
| |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------

(continued)

12



---



##### 



SUNCOAST BANCORP, INC. AND SUBSIDIARY

Results of Operations

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,
|                                                                                 |                                             |                                            |       |                             
|                                                                                 |                                             |                                            |       | 2003                         |        | 2002     
|                                                                                 |                                             |                                            |       |                              |        |          
|                                                                                 |                                             |                                            |       |                              |        |           |     | Interest |     | Average |      |                        |      |        |       | Interest |        | Average
|                                                                                 |                                             |                                            |       | Average                      |        | and       |     | Yield/   |     | Average |      | and                    |      | Yield/
|                                                                                 |                                             |                                            |       | Balance                      |        | Dividends |     | Rate     |     | Balance |      | Dividends              |      | Rate  
|                                                                                 |                                             |                                            |       |                              |        |           |     |          |     |         |      |                        |      |       
|                                                                                 |                                             |                                            |       |                              |        |           |     |          |     |         |      | (Dollars in thousands) |      |        |       |          |        |         |     |    
|Interest-earning assets:                                                         |                                             |                                            |       |                              |        |           |     |          |     |         |      |                        |      |        |       |          |        |         |     |     |     |  |      |     
|                                                                                 | Loans                                       |                                            | $     | 41,936                       |        |           |     | 685      |     |         |      | 6.53                   | %    |        | $     | 30,895   |        |         |     | 538 |     |  |      | 6.97 | %   
|                                                                                 | Securities                                  |                                            |       | 7,997                        |        |           |     | 95       |     |         |      | 4.75                   |      |        |       | 7,690    |        |         |     | 116 |     |  |      | 6.03 |     
|                                                                                 | Other interest-earning assets (1)           |                                            |       | 5,077                        |        |           |     | 15       |     |         |      | 1.18                   |      |        |       | 4,462    |        |         |     | 16  |     |  |      | 1.43 |     
|                                                                                 |                                             |                                            |       |                              |        |           |     |          |     |         |      |                        |      |        |       |          |        |         |     |     |     |  |      |     
|                                                                                 |                                             | Total interest-earning assets              |       |                              | 55,010 |           |     |          | 795 |         |      |                        | 5.78 |        |       |          | 43,047 |         |     |     | 670 |  |      |      | 6.23 | 
|                                                                                 |                                             |                                            |       |                              |        |           |     |          |     |         |      |                        |      |        |       |          |        |         |     |     |     |  |      |     
|Noninterest-earning assets                                                       |                                             |                                            | 4,895 |                              |        |           |     |          |     |         |      |                        |      |        | 3,630 |          |        |         |     |     |     |  |      |     
|                                                                                 |                                             |                                            |       |                              |        |           |     |          |     |         |      |                        |      |        |       |          |        |         |     |     |     |  |      |     
|                                                                                 |                                             | Total assets                               |       | $                            | 59,905 |           |     |          |     |         |      |                        |      |        |       | $        | 46,677 |         |     |     |     |  |      |      |      | 
|                                                                                 |                                             |                                            |       |                              |        |           |     |          |     |         |      |                        |      |        |       |          |        |         |     |     |     |  |      |     
|Interest-bearing liabilities:                                                    |                                             |                                            |       |                              |        |           |     |          |     |         |      |                        |      |        |       |          |        |         |     |     |     |  |      |     
|                                                                                 | Savings, NOW, money-market
deposit accounts |                                            |       | 31,840                       |        |           |     | 143      |     |         |      | 1.80                   |      |        |       | 21,051   |        |         |     | 127 |     |  |      | 2.41 |     
|                                                                                 | Time deposits                               |                                            |       | 17,069                       |        |           |     | 161      |     |         |      | 3.77                   |      |        |       | 16,724   |        |         |     | 180 |     |  |      | 4.31 |     
|                                                                                 | Other interest-bearing liabilities (2)      |                                            |       | 1,027                        |        |           |     | 2        |     |         |      | 0.78                   |      |        |       | 1,008    |        |         |     | 3   |     |  |      | 1.19 |     
|                                                                                 |                                             |                                            |       |                              |        |           |     |          |     |         |      |                        |      |        |       |          |        |         |     |     |     |  |      |     
|                                                                                 |                                             | Total interest-bearing liabilities         |       |                              | 49,936 |           |     |          | 306 |         |      |                        | 2.45 |        |       |          | 38,783 |         |     |     | 310 |  |      |      | 3.20 | 
|                                                                                 |                                             |                                            |       |                              |        |           |     |          |     |         |      |                        |      |        |       |          |        |         |     |     |     |  |      |     
|Noninterest-bearing deposits                                                     |                                             |                                            | 4,633 |                              |        |           |     |          |     |         |      |                        |      |        | 2,541 |          |        |         |     |     |     |  |      |     
|Noninterest-bearing liabilities                                                  |                                             |                                            | 96    |                              |        |           |     |          |     |         |      |                        |      |        | 92    |          |        |         |     |     |     |  |      |     
|Stockholders equity                                                             |                                             |                                            | 5,240 |                              |        |           |     |          |     |         |      |                        |      |        | 5,261 |          |        |         |     |     |     |  |      |     
|                                                                                 |                                             |                                            |       |                              |        |           |     |          |     |         |      |                        |      |        |       |          |        |         |     |     |     |  |      |     
|                                                                                 |                                             | Total liabilities and
stockholders equity |       | $                            | 59,905 |           |     |          |     |         |      |                        |      |        |       | $        | 46,677 |         |     |     |     |  |      |      |      | 
|                                                                                 |                                             |                                            |       |                              |        |           |     |          |     |         |      |                        |      |        |       |          |        |         |     |     |     |  |      |     
|Net interest income                                                              |                                             |                                            |       |                              |        | $         | 489 |          |     |         |      |                        |      |        |       |          |        | $       | 360 |     |     |  |      |     
|                                                                                 |                                             |                                            |       |                              |        |           |     |          |     |         |      |                        |      |        |       |          |        |         |     |     |     |  |      |     
|Interest-rate spread (3)                                                         |                                             |                                            |       |                              |        |           |     |          |     |         | 3.33 | %                      |      |        |       |          |        |         |     |     |     |  | 3.03 | %   
|                                                                                 |                                             |                                            |       |                              |        |           |     |          |     |         |      |                        |      |        |       |          |        |         |     |     |     |  |      |     
|Net interest margin (4)                                                          |                                             |                                            |       |                              |        |           |     |          |     |         | 3.56 | %                      |      |        |       |          |        |         |     |     |     |  | 3.35 | %   
|                                                                                 |                                             |                                            |       |                              |        |           |     |          |     |         |      |                        |      |        |       |          |        |         |     |     |     |  |      |     
|Ratio of average interest-earning assets to
average interest-bearing liabilities |                                             |                                            | 1.10  |                              |        |           |     |          |     |         |      |                        |      |        | 1.11  |          |        |         |     |     |     |  |      |     
|                                                                                 |                                             |                                            |       |                              |        |           |     |          |     |         |      |                        |      |        |       |          |        |         |     |     |     |  |      |     



|(1) |  | Includes Federal Home Loan Bank stock, Federal Reserve Bank stock,
federal funds sold and interest-bearing deposits.                                     
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(2) |  | Includes securities sold under agreements to repurchase.                                                                                                 
|   
|(3) |  | Interest-rate spread represents the difference between the average yield
on interest-earning assets and the average rate of interest-bearing
liabilities.
|   
|(4) |  | Net interest margin is net interest income divided by average
interest-earning assets.                                                                   

13



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##### 



SUNCOAST BANCORP, INC. AND SUBSIDIARY

Comparison of the Three-Month Periods Ended March 31, 2003 and 2002

General. Net loss for the three months ended March 31, 2003 was $6,000 or
$.01 basic and diluted loss per share compared to a net loss of $21,000
or $.03 basic and diluted loss per share for the three months ended March
31, 2002. The decrease in the Companys net loss was primarily due to an
increase in net interest income, partially offset by an increase in
noninterest expenses.

Interest Income and Expense. Interest income increased by $125,000, from
$670,000 for the three months ended March 31, 2002 to $795,000 for the
three months ended March 31, 2003. Interest income on loans increased
$147,000 primarily due to an increase in the average loan portfolio
balance from $30.9 million for the three months ended March 31, 2002 to
$41.9 million for the comparable period in 2003 which was partially
offset by a decrease in the weighted-average yield from 6.97% in 2002 to
6.53% in 2003. Interest on securities decreased $21,000 primarily due to
a decrease in the weighted average yield from 6.03% in 2002 to 4.75% in
2003.

Interest expense on interest-bearing deposits remained relatively the same
at $304,000 for the three months ended March 31, 2003 compared to $307,000
for the three months ended March 31, 2002. Interest expense on
interest-bearing deposits remained relatively the same due to a decrease in
the weighted rate paid from 3.25% in 2002 to 2.49% in 2003 which was offset
by an increase in the average balance from $37.8 million in 2002 to $48.9
million in 2003.

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 $21,000 for the three months ended March 31, 2003 compared to
$43,000 for the comparable period in 2002. Management believes the
balance in the allowance for loan losses of $539,000 at March 31, 2003 is
adequate.

Noninterest Income.Noninterest income decreased $25,000 during the three
month period ended March 31, 2003 compared to the same period in 2002 due
to a decrease of $32,000 from gains on the sale of securities available
for sale.

Noninterest Expenses. Noninterest expenses increased $102,000 during the
three-month period ended March 31, 2003 compared to the same period in
2002. Noninterest expense increased primarily due to an increase in
salaries and employee benefits due to the opening of a second banking
office during the second quarter of 2002.

Income Taxes.The income tax benefit for the three months ended March 31,
2003 was $4,000 (an effective rate of 40%) compared to $13,000 (an
effective rate of 38%) for the comparable 2002 period.

14



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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 performed within 90 days of the filing date of
this report, the Chief Executive and Chief Financial officers of the
Company concluded that the Companys disclosure controls and procedures
were adequate.
|-- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  
|b. |  | Changes in internal controls. The Company made no significant changes
in its internal controls or in other factors that could significantly
affect these controls subsequent to the date of the evaluation of those
controls by the Chief Executive and Chief Financial officers.                                                                                                                                                                                                                                                                                                                                                                                                  

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

There are no material pending legal proceeding to which Suncoast Bancorp, Inc.,
or its subsidiary is a party or to which any of their property is subject.

15



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##### 



SUNCOAST BANCORP, INC. AND SUBSIDIARY

PART II. OTHER INFORMATION, CONTINUED

Item 6. Exhibits and Reports on Form 8-K



|(a) |  | Exhibits
|--- |  | --------

|            |  |                                                                                                                                                                                                                      
|----------- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|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).                            
|3.2         |  | Bylaws of SunCoast Bancorp, Inc. (Incorporated by
reference to Exhibit 3.2 to the Registration Statement).                                                                                                           
|4.1         |  | Specimen Stock certificate of SunCoast Bancorp, Inc.
(Incorporated by reference to Exhibit 4.2 to the Registration
Statement).                                                                                       
|10.1        |  | Form of Employment Agreement entered into between the
Bank and William F. Gnerre (Incorporated by reference to Exhibit
10.2 to the Registration Statement)*                                                          
|10.2        |  | SunCoast Bancorp, Inc. Director Stock Option Plan
(Incorporated by reference to Exhibit 10.3 to the Registration
Statement)*                                                                                         
|10.3        |  | SunCoast Bancorp, Inc. Employee Stock Option Plan
(Incorporated by reference to Exhibit 10.4 to the Registration
Statement)*                                                                                         
|10.4        |  | Lease Agreement dated August 28, 1998 between SunCoast
Bancorp, Inc. and Palmer Medical Center Ltd. (Incorporated by
reference to Exhibit 10.5 to the Form 10-KSB filed for the fiscal
year ended December 31, 1999).
|99.1        |  | CEO Certification required under Section 906 of
Sarbanes-Oxley Act of 2002.                                                                                                                                          
|99.2        |  | CFO Certification required under Section 906 of
Sarbanes-Oxley Act of 2002.                                                                                                                                          



|*   |  | Represents a management contract or compensatory plan or announcement
required to be filed as an exhibit.
|--- |  | ---------------------------------------------------------------------------------------------------------
|   
|(b) |  | Reports on Form 8-K.There were no reports on Form 8-K filed during the
three months ended March 31, 2003.

16



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##### 



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 9, 2003 |  | By:                                 |  | /s/ John T. Stafford                                                                                 
|      |  |             |  |                                     |  |                                                                                                      
|      |  |             |  |                                     |  | John T. Stafford,
President and Chief Executive Officer                                              
|      |  |             |  |                                     |  |                                                                                                      
|Date: |  | May 9, 2003 |  | By:                                 |  | /s/ John S. Wilks                                                                                    
|      |  |             |  |                                     |  |                                                                                                      
|      |  |             |  |                                     |  | John S. Wilks, Chief Financial Officer
(Principal Financial Officer and Principal
Accounting Officer)

CERTIFICATIONS

I, John T. Stafford, certify, that:



|1. |  | I have reviewed this quarterly report on Form 10-QSB of
SunCoast Bancorp, Inc.;                                                                                                                                                                                                                                               
|-- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  
|2. |  | Based on my knowledge, this quarterly report does not contain
any untrue statement of a material fact or omit to state a material
fact necessary to make the statements made, in light of the
circumstances under which such statements were made, not misleading
with respect to the period covered by this quarterly report;
|  
|3. |  | Based on my knowledge, the financial statements, and other
financial information included in this quarterly report, fairly
present in all material respects the financial condition, results of
operations and cash flows of the registrant as of, and for, the
periods presented in this quarterly report;                   
|  
|4. |  | The registrants other certifying officer and I are responsible
for establishing and maintaining disclosure controls and procedures
(as defined in Exchange Act Rules 13a-14 and 15d-14) for the
registrant and we have:                                                                                                      



| | (a) |  | designed such disclosure controls and procedures to
ensure that material information relating to the registrant,
including its consolidated subsidiary, is
| | --- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------

17



---



##### 





| |     |  | made known to us by others within that entity, particularly
during the period in which this quarterly report is being
prepared;                                                              
| | --- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | (b) |  | evaluated the effectiveness of the registrants
disclosure controls and procedures as of a date within 90 days
prior to the filing date of this quarterly report (the
Evaluation Date); and
|
| | (c) |  | presented in this quarterly report our conclusions
about the effectiveness of the disclosure controls and
procedures based on our evaluation as of the Evaluation Date;                      



|5. |  | The registrants other certifying officer and I have disclosed,
based on our most recent evaluation, to the registrants auditors and
the audit committee of registrants board of directors (or persons
performing the equivalent function):
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | (a) |  | all significant deficiencies in the design or
operation of the internal controls which could adversely affect
the registrants ability to record, process, summarize and
report financial data and have identified for the registrants
auditors any material weaknesses in internal controls; and
| | --- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | (b) |  | any fraud, whether or not material, that involves
management or other employees who have a significant role in
the registrants internal controls; and                                                                                                                                            



|6. |  | The registrants other certifying officer and I have indicated
in this quarterly report whether or not there were significant
changes in internal controls or in other factors that could
significantly affect the internal controls subsequent to the date of
our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.
|-- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|      |  |             |  |     |  |                                                        
|----- |  | ----------- |  | --- |  | -------------------------------------------------------
|Date: |  | May 9, 2003 |  | By: |  | /s/ John T. Stafford                                   
|      |  |             |  |     |  |                                                        
|      |  |             |  |     |  | John T. Stafford, President and Chief Executive Officer

I, John S. Wilks, certify, that:



|1. |  | I have reviewed this quarterly report on Form 10-QSB of SunCoast
Bancorp, Inc.;                                                                                                                                                                                                                                               
|-- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  
|2. |  | Based on my knowledge, this quarterly report does not contain
any untrue statement of a material fact or omit to state a material
fact necessary to make the statements made, in light of the
circumstances under which such statements were made, not misleading
with respect to the period covered by this quarterly report;
|  
|3. |  | Based on my knowledge, the financial statements, and other
financial information included in this quarterly report, fairly
present in all material respects the financial condition, results of
operations and cash flows of the registrant as of, and for, the
periods presented in this quarterly report;                   
|  
|4. |  | The registrants other certifying officer and I are responsible
for establishing and                                                                                                                                                                                                                                          

18



---



##### 





| |  | maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we
have:
| |  | -----------------------------------------------------------------------------------------------------------------------------------



| | (a) |  | designed such disclosure controls and procedures to
ensure that material information relating to the registrant,
including its consolidated subsidiary, is made known to us by
others within that entity, particularly during the period in
which this quarterly report is being prepared;
| | --- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | (b) |  | evaluated the effectiveness of the registrants
disclosure controls and procedures as of a date within 90 days
prior to the filing date of this quarterly report (the
Evaluation Date); and                                                                                             
|
| | (c) |  | presented in this quarterly report our conclusions
about the effectiveness of the disclosure controls and
procedures based on our evaluation as of the Evaluation Date;                                                                                                                   



|5. |  | The registrants other certifying officer and I have disclosed,
based on our most recent evaluation, to the registrants auditors and
the audit committee of registrants board of directors (or persons
performing the equivalent function):
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | (a) |  | all significant deficiencies in the design or
operation of the internal controls which could adversely affect
the registrants ability to record, process, summarize and
report financial data and have identified for the registrants
auditors any material weaknesses in internal controls; and
| | --- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | (b) |  | any fraud, whether or not material, that involves
management or other employees who have a significant role in
the registrants internal controls; and                                                                                                                                            



|6. |  | The registrants other certifying officer and I have indicated
in this quarterly report whether or not there were significant
changes in internal controls or in other factors that could
significantly affect the internal controls subsequent to the date of
our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.
|-- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|      |  |             |  |     |  |                                                                                                      
|----- |  | ----------- |  | --- |  | -----------------------------------------------------------------------------------------------------
|Date: |  | May 9, 2003 |  | By: |  | /s/ John S. Wilks                                                                                    
|      |  |             |  |     |  |                                                                                                      
|      |  |             |  |     |  | John S. Wilks, Chief Financial Officer
(Principal Financial Officer and Principal
Accounting Officer)

19