##### 



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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 June 30, 2002

[   ] 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.

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(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

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(Address of Principal Executive Offices)


(941) 923-0500

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(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 [   ]

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 July 30, 2002





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##### 



SUNCOAST BANCORP, INC. AND SUBSIDIARY

INDEX

|                                                                                                                |  |      
|--------------------------------------------------------------------------------------------------------------- |  | -----
|                                                                                                                |  | Page 
|                                                                                                                |  |      
|PART I. FINANCIAL INFORMATION                                                                                   |  |      
|Item 1. Financial Statements                                                                                    |  |      
|                                                                                                               
|Condensed Consolidated Balance Sheets -
At June 30, 2002 (unaudited) and At December 31, 2001                   |  | 2    
|                                                                                                               
|Condensed Consolidated Statements of Operations -
Three and Six Months ended June 30, 2002 and 2001 (unaudited) |  | 3    
|                                                                                                               
|Condensed Consolidated Statement of Changes in Stockholders Equity
Six Months Ended June 30, 2002 (unaudited)  |  | 4    
|                                                                                                               
|Condensed Consolidated Statements of Cash Flows -
Six Months Ended June 30, 2002 and 2001 (unaudited)           |  | 5    
|                                                                                                               
|Notes to Condensed Consolidated Financial Statements (unaudited)                                                |  | 6-7  
|                                                                                                               
|Review by Independent Certified Public Accountants                                                              |  | 8    
|                                                                                                               
|Report on Review by Independent Certified Public Accountants                                                    |  | 9    
|                                                                                                               
|Item 2. Managements Discussion and Analysis of Financial Condition
and Results of Operations                   |  | 10-15
|                                                                                                               
|Item 3. Quantitative and Qualitative Disclosure about Market Risk                                               |  | 16   
|                                                                                                               
|PART II. OTHER INFORMATION                                                                                      |  |      
|                                                                                                               
|Item 1. Legal Proceedings                                                                                       |  | 16   
|                                                                                                               
|Item 4. Submission of Matters to a Vote of Security Holders                                                     |  | 16   
|                                                                                                               
|Item 6. Exhibits and Reports on Form 8-K                                                                        |  | 17   
|                                                                                                               
|SIGNATURES                                                                                                      |  | 18   

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)

|                                                                         |                                                                                                  |                                            |        |             |        |              |        |        |        | 
|------------------------------------------------------------------------ | ------------------------------------------------------------------------------------------------ | ------------------------------------------ | ------ | ----------- | ------ | ------------ | ------ | ------ | ------ | 
|                                                                         |                                                                                                  |                                            |        | June 30,    |        | December 31,
|                                                                         |                                                                                                  |                                            |        | 2002        |        | 2001        
|                                                                         |                                                                                                  |                                            |        |             |        |             
|                                                                         |                                                                                                  |                                            |        | (unaudited) |        |              |        |       
|                                                                         | Assets                                                                                           |                                            |        |             |        |              |        |        |       
|Cash and due from banks                                                  |                                                                                                  | $                                          | 1,905  |             |        |              | 1,804  |       
|Interest-bearing deposits with banks                                     |                                                                                                  |                                            | 9      |             |        |              | 1,023  |       
|Federal funds sold                                                       |                                                                                                  |                                            | 4,393  |             |        |              | 151    |       
|                                                                         |                                                                                                  |                                            |        |             |        |              |        |       
|                                                                         |                                                                                                  | Total cash and cash equivalents            |        |             | 6,307  |              |        |        | 2,978  | 
|Securities available for sale                                            |                                                                                                  |                                            | 8,749  |             |        |              | 8,466  |       
|Loans, net of allowance for loan losses of $434 in 2002 and
$352 in 2001 |                                                                                                  |                                            | 33,891 |             |        |              | 28,586 |       
|Foreclosed real estate                                                   |                                                                                                  |                                            | 153    |             |        |              |       |       
|Premises and equipment, net                                              |                                                                                                  |                                            | 494    |             |        |              | 551    |       
|Federal Reserve Bank stock, at cost                                      |                                                                                                  |                                            | 140    |             |        |              | 140    |       
|Federal Home Loan Bank stock, at cost                                    |                                                                                                  |                                            | 108    |             |        |              | 56     |       
|Accrued interest receivable                                              |                                                                                                  |                                            | 272    |             |        |              | 287    |       
|Deferred tax assets                                                      |                                                                                                  |                                            | 688    |             |        |              | 658    |       
|Other assets                                                             |                                                                                                  |                                            | 122    |             |        |              | 83     |       
|                                                                         |                                                                                                  |                                            |        |             |        |              |        |       
|                                                                         |                                                                                                  | Total assets                               |        | $           | 50,924 |              |        |        | 41,805 | 
|                                                                         |                                                                                                  |                                            |        |             |        |              |        |       
|                                                                         | Liabilities and Stockholders Equity                                                             |                                            |        |             |        |              |        |        |       
|Liabilities:                                                             |                                                                                                  |                                            |        |             |        |              |        |       
|                                                                         | Noninterest-bearing demand deposits                                                              |                                            |        | 3,343       |        |              |        | 2,409  |       
|                                                                         | Savings and NOW deposits                                                                         |                                            |        | 3,770       |        |              |        | 3,276  |       
|                                                                         | Money-market deposits                                                                            |                                            |        | 19,093      |        |              |        | 14,970 |       
|                                                                         | Time deposits                                                                                    |                                            |        | 18,364      |        |              |        | 14,749 |       
|                                                                         |                                                                                                  |                                            |        |             |        |              |        |       
|                                                                         |                                                                                                  | Total deposits                             |        |             | 44,570 |              |        |        | 35,404 | 
|                                                                         | Other borrowings                                                                                 |                                            |        | 1,021       |        |              |        | 1,016  |       
|                                                                         | Other liabilities                                                                                |                                            |        | 79          |        |              |        | 65     |       
|                                                                         |                                                                                                  |                                            |        |             |        |              |        |       
|                                                                         |                                                                                                  | Total liabilities                          |        |             | 45,670 |              |        |        | 36,485 | 
|                                                                         |                                                                                                  |                                            |        |             |        |              |        |       
|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                                                                              |                                            |        | (1,237      | )      |              |        | (1,188 | )     
|                                                                         | Accumulated other comprehensive income                                                           |                                            |        | 90          |        |              |        | 107    |       
|                                                                         |                                                                                                  |                                            |        |             |        |              |        |       
|                                                                         |                                                                                                  | Total stockholders equity                 |        |             | 5,254  |              |        |        | 5,320  | 
|                                                                         |                                                                                                  |                                            |        |             |        |              |        |       
|                                                                         |                                                                                                  | Total liabilities and stockholders equity |        | $           | 50,924 |              |        |        | 41,805 | 
|                                                                         |                                                                                                  |                                            |        |             |        |              |        |       

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 Ended |     | Six Months Ended
|                                                     |                                               |                                                     |         | June 30,           |     | June 30,        
|                                                     |                                               |                                                     |         |                    |     |                 
|                                                     |                                               |                                                     |         | 2002               |     | 2001             |         | 2002 |      | 2001
|                                                     |                                               |                                                     |         |                    |     |                  |         |      |      |     
|Interest income:                                     |                                               |                                                     |         |                    |     |                  |         |      |      |      |         |       |       |   |         |    
|                                                     | Loans                                         |                                                     | $       | 581                |     |                  |         | 359  |      |      |         | 1,119 |       |   |         | 676 |      
|                                                     | Securities                                    |                                                     |         | 123                |     |                  |         | 154  |      |      |         | 239   |       |   |         | 262 |      
|                                                     | Other interest-earning assets                 |                                                     |         | 13                 |     |                  |         | 60   |      |      |         | 29    |       |   |         | 124 |      
|                                                     |                                               |                                                     |         |                    |     |                  |         |      |      |      |         |       |       |   |         |    
|                                                     |                                               | Total interest income                               |         |                    | 717 |                  |         |      | 573  |      |         |       | 1,387 |   |         |     | 1,062 |  
|                                                     |                                               |                                                     |         |                    |     |                  |         |      |      |      |         |       |       |   |         |    
|Interest expense:                                    |                                               |                                                     |         |                    |     |                  |         |      |      |      |         |       |       |   |         |    
|                                                     | Deposits                                      |                                                     |         | 315                |     |                  |         | 331  |      |      |         | 622   |       |   |         | 614 |      
|                                                     | Other borrowings                              |                                                     |         | 3                  |     |                  |         | 9    |      |      |         | 6     |       |   |         | 20  |      
|                                                     |                                               |                                                     |         |                    |     |                  |         |      |      |      |         |       |       |   |         |    
|                                                     |                                               | Total interest expense                              |         |                    | 318 |                  |         |      | 340  |      |         |       | 628   |   |         |     | 634   |  
|                                                     |                                               |                                                     |         |                    |     |                  |         |      |      |      |         |       |       |   |         |    
|                                                     |                                               | Net interest income                                 |         |                    | 399 |                  |         |      | 233  |      |         |       | 759   |   |         |     | 428   |  
|Provision for loan losses                            |                                               |                                                     | 39      |                    |     |                  | 48      |      |      |      | 82      |       |       |   | 82      |    
|                                                     |                                               |                                                     |         |                    |     |                  |         |      |      |      |         |       |       |   |         |    
|                                                     |                                               | Net interest income after
provision for loan losses |         |                    | 360 |                  |         |      | 185  |      |         |       | 677   |   |         |     | 346   |  
|                                                     |                                               |                                                     |         |                    |     |                  |         |      |      |      |         |       |       |   |         |    
|Noninterest income:                                  |                                               |                                                     |         |                    |     |                  |         |      |      |      |         |       |       |   |         |    
|                                                     | Service charges and fees                      |                                                     |         | 15                 |     |                  |         | 10   |      |      |         | 30    |       |   |         | 16  |      
|                                                     | Gain on sale of securities available for sale |                                                     |         |                   |     |                  |         |     |      |      |         | 35    |       |   |         |    |      
|                                                     |                                               |                                                     |         |                    |     |                  |         |      |      |      |         |       |       |   |         |    
|Total noninterest income                             |                                               |                                                     | 15      |                    |     |                  | 10      |      |      |      | 65      |       |       |   | 16      |    
|                                                     |                                               |                                                     |         |                    |     |                  |         |      |      |      |         |       |       |   |         |    
|Noninterest expense:                                 |                                               |                                                     |         |                    |     |                  |         |      |      |      |         |       |       |   |         |    
|                                                     | Salaries and employee benefits                |                                                     |         | 230                |     |                  |         | 179  |      |      |         | 443   |       |   |         | 365 |      
|                                                     | Occupancy expense                             |                                                     |         | 74                 |     |                  |         | 75   |      |      |         | 153   |       |   |         | 138 |      
|                                                     | Professional fees                             |                                                     |         | 30                 |     |                  |         | 20   |      |      |         | 56    |       |   |         | 46  |      
|                                                     | Data processing                               |                                                     |         | 26                 |     |                  |         | 21   |      |      |         | 52    |       |   |         | 39  |      
|                                                     | Stationery and supplies                       |                                                     |         | 18                 |     |                  |         | 17   |      |      |         | 35    |       |   |         | 28  |      
|                                                     | Advertising                                   |                                                     |         | 6                  |     |                  |         | 4    |      |      |         | 11    |       |   |         | 7   |      
|                                                     | Other                                         |                                                     |         | 35                 |     |                  |         | 45   |      |      |         | 70    |       |   |         | 73  |      
|                                                     |                                               |                                                     |         |                    |     |                  |         |      |      |      |         |       |       |   |         |    
|                                                     |                                               | Total noninterest expense                           |         |                    | 419 |                  |         |      | 361  |      |         |       | 820   |   |         |     | 696   |  
|                                                     |                                               |                                                     |         |                    |     |                  |         |      |      |      |         |       |       |   |         |    
|                                                     |                                               | Loss before income tax benefit                      |         |                    | (44 | )                |         |      | (166 | )    |         |       | (78   | ) |         |     | (334  | )
|Income tax benefit                                   |                                               |                                                     | (16     | )                  |     |                  | (62     | )    |      |      | (29     | )     |       |   | (125    | )  
|                                                     |                                               |                                                     |         |                    |     |                  |         |      |      |      |         |       |       |   |         |    
|                                                     |                                               | Net loss                                            |         | $                  | (28 | )                |         |      | (104 | )    |         |       | (49   | ) |         |     | (209  | )
|                                                     |                                               |                                                     |         |                    |     |                  |         |      |      |      |         |       |       |   |         |    
|Loss per share, basic and diluted                    |                                               | $                                                   | (.04    | )                  |     |                  | (.15    | )    |      |      | (.07    | )     |       |   | (.30    | )  
|                                                     |                                               |                                                     |         |                    |     |                  |         |      |      |      |         |       |       |   |         |    
|Weighted-average number of
common shares outstanding |                                               |                                                     | 700,000 |                    |     |                  | 700,000 |      |      |      | 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 Statement of Changes in Stockholders Equity

For the Six Months Ended June 30, 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)                                                       |   |        |  |         |  |             |  |         |  |               | (49 | )       |  |             |    |   |  |       | (49 | )
|                                        | Net change in unrealized
gain on securities available
for sale (unaudited) |   |        |  |         |  |             |  |         |  |               |    |         |  |             | (17 | ) |  |       | (17 | )
|                                        |                                                                            |   |        |   |         |  |             |   |         |  |               |     |         |  |             |     |   |  |       |    
|Comprehensive income (loss)
(unaudited) |                                                                            |   |        |   |         |  |             |   |         |  |               |     |         |  |             |     |   |  | (66   | )  
|                                        |                                                                            |   |        |   |         |  |             |   |         |  |               |     |         |  |             |     |   |  |       |    
|Balance at June 30, 2002
(unaudited)    |                                                                            | $ | 7      |   |         |  | 6,394       |   |         |  | (1,237        | )   |         |  | 90          |     |   |  | 5,254 |    
|                                        |                                                                            |   |        |   |         |  |             |   |         |  |               |     |         |  |             |     |   |  |       |    

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)


|                                                  |                                                                                           |                                                                                                                |                                                     |        |                  |        |       |        |      |        |  
|------------------------------------------------- | ----------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------- | --------------------------------------------------- | ------ | ---------------- | ------ | ----- | ------ | ---- | ------ | -
|                                                  |                                                                                           |                                                                                                                |                                                     |        | Six Months Ended
|                                                  |                                                                                           |                                                                                                                |                                                     |        | June 30,        
|                                                  |                                                                                           |                                                                                                                |                                                     |        |                 
|                                                  |                                                                                           |                                                                                                                |                                                     |        | 2002             |        | 2001 
|                                                  |                                                                                           |                                                                                                                |                                                     |        |                  |        |      
|Cash flows from operating activities:             |                                                                                           |                                                                                                                |                                                     |        |                  |        |       |       
|                                                  | Net loss                                                                                  |                                                                                                                | $                                                   | (49    | )                |        |       | (209   | )   
|                                                  | Adjustments to reconcile net loss to net cash provided by
(used in) operating activities: |                                                                                                                |                                                     |        |                  |        |       |        |     
|                                                  |                                                                                           | Depreciation                                                                                                   |                                                     |        | 58               |        |       |        | 51   |       
|                                                  |                                                                                           | Provision for loan losses                                                                                      |                                                     |        | 82               |        |       |        | 82   |       
|                                                  |                                                                                           | Net amortization of loan fees, premiums and discounts                                                          |                                                     |        | (15              | )      |       |        | (3   | )     
|                                                  |                                                                                           | Credit for deferred income taxes                                                                               |                                                     |        | (29              | )      |       |        | (125 | )     
|                                                  |                                                                                           | Gain on sale of securities available for sale                                                                  |                                                     |        | (35              | )      |       |        |     |       
|                                                  |                                                                                           | Decrease (increase) in accrued interest receivable                                                             |                                                     |        | 15               |        |       |        | (52  | )     
|                                                  |                                                                                           | (Increase) decrease in other assets                                                                            |                                                     |        | (39              | )      |       |        | 23   |       
|                                                  |                                                                                           | Increase in accrued interest payable and other liabilities                                                     |                                                     |        | 14               |        |       |        | 30   |       
|                                                  |                                                                                           |                                                                                                                |                                                     |        |                  |        |       |       
|                                                  |                                                                                           |                                                                                                                | Net cash provided by (used in) operating activities |        |                  | 2      |       |        |      | (203   | )
|                                                  |                                                                                           |                                                                                                                |                                                     |        |                  |        |       |       
|Cash flows from investing activities:             |                                                                                           |                                                                                                                |                                                     |        |                  |        |       |       
|                                                  | Purchase of securities available for sale                                                 |                                                                                                                |                                                     | (4,463 | )                |        |       | (6,149 | )   
|                                                  | Maturities and calls of securities available for sale                                     |                                                                                                                |                                                     |       |                  |        |       | 2,470  |     
|                                                  | Repayment of securities available for sale                                                |                                                                                                                |                                                     | 371    |                  |        |       | 155    |     
|                                                  | Proceeds from sale of securities available for sale                                       |                                                                                                                |                                                     | 3,826  |                  |        |       |       |     
|                                                  | Purchase of Federal Home Loan Bank stock                                                  |                                                                                                                |                                                     | (52    | )                |        |       | (58    | )   
|                                                  | Net increase in loans                                                                     |                                                                                                                |                                                     | (5,525 | )                |        |       | (5,885 | )   
|                                                  | Purchase of premises and equipment                                                        |                                                                                                                |                                                     | (1     | )                |        |       | (141   | )   
|                                                  |                                                                                           |                                                                                                                |                                                     |        |                  |        |       |       
|                                                  |                                                                                           |                                                                                                                | Net cash used in investing activities               |        |                  | (5,844 | )     |        |      | (9,608 | )
|                                                  |                                                                                           |                                                                                                                |                                                     |        |                  |        |       |       
|Cash flows from financing activities:             |                                                                                           |                                                                                                                |                                                     |        |                  |        |       |       
|                                                  | Net increase in deposits                                                                  |                                                                                                                |                                                     | 9,166  |                  |        |       | 10,220 |     
|                                                  | Net increase in other borrowings                                                          |                                                                                                                |                                                     | 5      |                  |        |       | 20     |     
|                                                  |                                                                                           |                                                                                                                |                                                     |        |                  |        |       |       
|                                                  |                                                                                           |                                                                                                                | Net cash provided by financing activities           |        |                  | 9,171  |       |        |      | 10,240 |  
|                                                  |                                                                                           |                                                                                                                |                                                     |        |                  |        |       |       
|Net increase in cash and cash equivalents         |                                                                                           |                                                                                                                | 3,329                                               |        |                  |        | 429   |       
|Cash and cash equivalents at beginning of period  |                                                                                           |                                                                                                                | 2,978                                               |        |                  |        | 3,678 |       
|                                                  |                                                                                           |                                                                                                                |                                                     |        |                  |        |       |       
|Cash and cash equivalents at end of period        |                                                                                           | $                                                                                                              | 6,307                                               |        |                  |        | 4,107 |       
|                                                  |                                                                                           |                                                                                                                |                                                     |        |                  |        |       |       
|Supplemental disclosure of cash flow information: |                                                                                           |                                                                                                                |                                                     |        |                  |        |       |       
|                                                  | Cash
paid during the period for:                                                          |                                                                                                                |                                                     |        |                  |        |       |        |     
|                                                  |                                                                                           | Interest                                                                                                       |                                                     | $      | 624              |        |       |        | 612  |       
|                                                  |                                                                                           |                                                                                                                |                                                     |        |                  |        |       |       
|                                                  |                                                                                           | Income taxes                                                                                                   |                                                     | $      |                 |        |       |        |     |       
|                                                  |                                                                                           |                                                                                                                |                                                     |        |                  |        |       |       
|                                                  | Noncash transactions:                                                                     |                                                                                                                |                                                     |        |                  |        |       |        |     
|                                                  |                                                                                           | Transfer from loans to foreclosed real estate                                                                  |                                                     | $      | 153              |        |       |        |     |       
|                                                  |                                                                                           |                                                                                                                |                                                     |        |                  |        |       |       
|                                                  |                                                                                           | Accumulated other comprehensive income, change in
unrealized gain on securities available for sale,
net of tax |                                                     | $      | (17              | )      |       |        | 26   |       
|                                                  |                                                                                           |                                                                                                                |                                                     |        |                  |        |       |       

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 June 30, 2002, the results of operations for
the three- and six-month periods ended June 30, 2002 and 2001 and cash
flows for the six month periods ended June 30, 2002 and 2001. The
results of operations for the three- and six- month periods ended June
30, 2002 are not necessarily indicative of the results to be expected
for the year ending December 31, 2002.

SunCoast Bancorp, Inc. (the Holding Company) was incorporated on
April 1, 1998. The Holding Company owns 100% of the outstanding common
stock of SunCoast National 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. 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.

(2) Loan Impairment and Loan Losses

There were no loans identified as impaired at June 30, 2002 or during the
six months ended June 30, 2001. Information relating to the one loan
identified as impaired during the three- and six-months ended June 30,
2002 was as follows (in thousands):

|                                            |  |                    |    |                  |  |  |     | 
|------------------------------------------- |  | ------------------ | -- | ---------------- |  |  | --- | 
|                                            |  | Three Months Ended |    | Six Months Ended
|                                            |  | June 30,           |    | June 30,        
|                                            |  |                    |    |                 
|                                            |  | 2002               |    | 2002            
|                                            |  |                    |    |                 
|Average net investment in impaired loan     |  | $                  | 91 |                  |  |  | 114 | 
|                                            |  |                    |    |                  |  |  |     | 
|Interest income recognized on impaired loan |  | $                  |   |                  |  |  |    | 
|                                            |  |                    |    |                  |  |  |     | 
|Interest income received on impaired loan   |  | $                  |   |                  |  |  |    | 
|                                            |  |                    |    |                  |  |  |     | 

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

|                                |  |                    |     |                  |  |      |     |      |  |  |     |  |  |  |     | 
|------------------------------- |  | ------------------ | --- | ---------------- |  | ---- | --- | ---- |  |  | --- |  |  |  | --- | 
|                                |  | Three Months Ended |     | Six Months Ended
|                                |  | June 30,           |     | June 30,        
|                                |  |                    |     |                 
|                                |  | 2002               |     | 2001             |  | 2002 |     | 2001
|                                |  |                    |     |                  |  |      |     |     
|Balance at beginning of period  |  | $                  | 395 |                  |  |      | 187 |      |  |  | 352 |  |  |  | 153 | 
|Provision charged to operations |  |                    | 39  |                  |  |      | 48  |      |  |  | 82  |  |  |  | 82  | 
|                                |  |                    |     |                  |  |      |     |      |  |  |     |  |  |  |     | 
|Balance at end of period        |  | $                  | 434 |                  |  |      | 235 |      |  |  | 434 |  |  |  | 235 | 
|                                |  |                    |     |                  |  |      |     |      |  |  |     |  |  |  |     | 

(continued)

6



---



##### 



SUNCOAST BANCORP, INC. AND SUBSIDIARY

Notes to Condensed Consolidated Financial Statements (unaudited), Continued

(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) Regulatory Capital

The Bank is required to maintain certain minimum regulatory capital
requirements. The following is a summary at June 30, 2002 of the
regulatory capital requirements and the Banks actual capital on a
percentage basis:

|                                                |  |        |       |       |  |             |       |  
|----------------------------------------------- |  | ------ | ----- | ----- |  | ----------- | ----- | -
|                                                |  |        |       |       |  | Regulatory 
|                                                |  |        |       |       |  | Requirement
|                                                |  |        |       |       |  | for Well-  
|                                                |  |        |       |       |  | Capitalized
|                                                |  | Actual |       | Banks
|                                                |  |        |       |      
|Total capital to risk-weighted assets           |  |        | 12.40 | %     |  |             | 10.00 | %
|Tier I capital to risk-weighted assets          |  |        | 11.27 | %     |  |             | 6.00  | %
|Tier I capital to total assets  leverage ratio |  |        | 8.77  | %     |  |             | 5.00  | %

7



---



##### 



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 June 30, 2002, and for the three-
and six- month periods ended June 30, 2002 and 2001 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.

8



---



##### 



Report on Review by Independent Certified Public Accountants

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 June 30, 2002, the
related condensed consolidated statements of operations for the three- and six-
month periods ended June 30, 2002 and 2001, the related condensed consolidated
statement of changes in stockholders equity for the six- month period ended
June 30, 2002 and the related condensed consolidated statements of cash flows
for the six-month periods ended June 30, 2002 and 2001. 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 as of
December 31, 2001, 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 February 21, 2002 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, 2001, 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
July 12, 2002

9



---



##### 



SUNCOAST BANCORP, INC. AND SUBSIDIARY

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

Comparison of June 30, 2002 and December 31, 2001

General

SunCoast Bancorp, Inc. (the Holding Company) owns 100% of the outstanding
common stock of SunCoast National 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. 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.

Liquidity and Capital Resources

The Companys primary sources of cash during the six months ended June 30,
2002 were from net deposit inflows of $9.2 million and proceeds from sale of
securities of $3.8 million. Cash was used primarily to originate loans, net
of principal repayments, totaling $5.5 million and to purchase securities of
$4.5 million. At June 30, 2002, the Company had outstanding commitments to
originate loans totaling $2.7 million. Management believes that the Company
has adequate resources to fund all its commitments and that substantially
all its existing commitments will be funded in 2002. At June 30, 2002, the
Bank exceeded its regulatory liquidity requirements.

10



---



##### 



SUNCOAST BANCORP, INC. AND SUBSIDIARY

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

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

|                                                                                                |  |            |       |              |  |          |       |            |  |  |       |   
|----------------------------------------------------------------------------------------------- |  | ---------- | ----- | ------------ |  | -------- | ----- | ---------- |  |  | ----- | --
|                                                                                                |  | Six Months |       |              |  |          |       | Six Months
|                                                                                                |  | Ended      |       | Year Ended   |  | Ended   
|                                                                                                |  | June 30,   |       | December 31, |  | June 30,
|                                                                                                |  | 2002       |       | 2001         |  | 2001    
|                                                                                                |  |            |       |              |  |         
|Average equity as a percentage
of average assets                                                |  |            | 10.93 | %            |  |          | 15.91 | %          |  |  | 17.20 | % 
|Equity to total assets at end of period                                                         |  |            | 10.32 | %            |  |          | 12.73 | %          |  |  | 15.29 | % 
|Return on average assets (1)                                                                    |  |            | (0.20 | )%           |  |          | (0.98 | )%         |  |  | (1.31 | )%
|Return on average equity (1)                                                                    |  |            | (1.85 | )%           |  |          | (6.44 | )%         |  |  | (7.61 | )%
|Noninterest expenses to average assets (1)                                                      |  |            | 3.39  | %            |  |          | 3.94  | %          |  |  | 4.36  | % 
|Nonperforming loans and foreclosed real estate as
a percentage of total assets at end of period |  |            | .30   | %            |  |          |      | %          |  |  |      | % 



---

|(1) |  | Annualized for the six months ended June 30.
|--- |  | --------------------------------------------

(continued)

11



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##### 



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 June 30, |      |        |       |         
|                                                                                 |                                             |                                            |       |         |        |           |     |          |     |         |      |                             |      |        |       |         
|                                                                                 |                                             |                                            |       |         |        |           |     | 2002     |     |         |      |                             |      |        |       |          |        | 2001    |     |     |     | 
|                                                                                 |                                             |                                            |       |         |        |           |     |          |     |         |      |                             |      |        |       |          |        |         |     |     |     | 
|                                                                                 |                                             |                                            |       |         |        |           |     | Interest |     | Average |      |                             |      |        |       | Interest |        | Average
|                                                                                 |                                             |                                            |       | Average |        | and       |     | Yield/   |     | Average |      | and                         |      | Yield/
|                                                                                 |                                             |                                            |       | Balance |        | Dividends |     | Rate     |     | Balance |      | Dividends                   |      | Rate  
|                                                                                 |                                             |                                            |       |         |        |           |     |          |     |         |      |                             |      |       
|                                                                                 |                                             |                                            |       |         |        |           |     |          |     |         |      | (Dollars in thousands)      |      |        |       |          |        |         |     |    
|Interest-earning assets:                                                         |                                             |                                            |       |         |        |           |     |          |     |         |      |                             |      |        |       |          |        |         |     |     |     |  |      |     
|                                                                                 | Loans                                       |                                            | $     | 33,782  |        |           |     | 581      |     |         |      | 6.88                        | %    |        | $     | 17,163   |        |         |     | 359 |     |  |      | 8.37 | %   
|                                                                                 | Securities                                  |                                            |       | 8,800   |        |           |     | 123      |     |         |      | 5.59                        |      |        |       | 9,602    |        |         |     | 154 |     |  |      | 6.42 |     
|                                                                                 | Other interest-earning assets (1)           |                                            |       | 3,430   |        |           |     | 13       |     |         |      | 1.52                        |      |        |       | 5,680    |        |         |     | 60  |     |  |      | 4.23 |     
|                                                                                 |                                             |                                            |       |         |        |           |     |          |     |         |      |                             |      |        |       |          |        |         |     |     |     |  |      |     
|                                                                                 |                                             | Total interest-earning assets              |       |         | 46,012 |           |     |          | 717 |         |      |                             | 6.23 |        |       |          | 32,445 |         |     |     | 573 |  |      |      | 7.06 | 
|                                                                                 |                                             |                                            |       |         |        |           |     |          |     |         |      |                             |      |        |       |          |        |         |     |     |     |  |      |     
|Noninterest-earning assets                                                       |                                             |                                            | 4,078 |         |        |           |     |          |     |         |      |                             |      |        | 2,381 |          |        |         |     |     |     |  |      |     
|                                                                                 |                                             |                                            |       |         |        |           |     |          |     |         |      |                             |      |        |       |          |        |         |     |     |     |  |      |     
|                                                                                 |                                             | Total assets                               |       | $       | 50,090 |           |     |          |     |         |      |                             |      |        |       | $        | 34,826 |         |     |     |     |  |      |      |      | 
|                                                                                 |                                             |                                            |       |         |        |           |     |          |     |         |      |                             |      |        |       |          |        |         |     |     |     |  |      |     
|Interest-bearing liabilities:                                                    |                                             |                                            |       |         |        |           |     |          |     |         |      |                             |      |        |       |          |        |         |     |     |     |  |      |     
|                                                                                 | Savings, NOW, money-market
deposit accounts |                                            |       | 23,313  |        |           |     | 133      |     |         |      | 2.28                        |      |        |       | 12,961   |        |         |     | 121 |     |  |      | 3.73 |     
|                                                                                 | Time deposits                               |                                            |       | 17,390  |        |           |     | 182      |     |         |      | 4.19                        |      |        |       | 13,435   |        |         |     | 210 |     |  |      | 6.25 |     
|                                                                                 | Other interest-bearing liabilities (2)      |                                            |       | 1,020   |        |           |     | 3        |     |         |      | 1.18                        |      |        |       | 1,000    |        |         |     | 9   |     |  |      | 3.60 |     
|                                                                                 |                                             |                                            |       |         |        |           |     |          |     |         |      |                             |      |        |       |          |        |         |     |     |     |  |      |     
|                                                                                 |                                             | Total interest-bearing liabilities         |       |         | 41,723 |           |     |          | 318 |         |      |                             | 3.05 |        |       |          | 27,396 |         |     |     | 340 |  |      |      | 4.96 | 
|                                                                                 |                                             |                                            |       |         |        |           |     |          |     |         |      |                             |      |        |       |          |        |         |     |     |     |  |      |     
|Noninterest-bearing liabilities                                                  |                                             |                                            | 3,139 |         |        |           |     |          |     |         |      |                             |      |        | 1,948 |          |        |         |     |     |     |  |      |     
|Stockholders equity                                                             |                                             |                                            | 5,228 |         |        |           |     |          |     |         |      |                             |      |        | 5,482 |          |        |         |     |     |     |  |      |     
|                                                                                 |                                             |                                            |       |         |        |           |     |          |     |         |      |                             |      |        |       |          |        |         |     |     |     |  |      |     
|                                                                                 |                                             | Total liabilities and
stockholders equity |       | $       | 50,090 |           |     |          |     |         |      |                             |      |        |       | $        | 34,826 |         |     |     |     |  |      |      |      | 
|                                                                                 |                                             |                                            |       |         |        |           |     |          |     |         |      |                             |      |        |       |          |        |         |     |     |     |  |      |     
|Net interest income                                                              |                                             |                                            |       |         |        | $         | 399 |          |     |         |      |                             |      |        |       |          |        | $       | 233 |     |     |  |      |     
|                                                                                 |                                             |                                            |       |         |        |           |     |          |     |         |      |                             |      |        |       |          |        |         |     |     |     |  |      |     
|Interest-rate spread (3)                                                         |                                             |                                            |       |         |        |           |     |          |     |         | 3.18 | %                           |      |        |       |          |        |         |     |     |     |  | 2.10 | %   
|                                                                                 |                                             |                                            |       |         |        |           |     |          |     |         |      |                             |      |        |       |          |        |         |     |     |     |  |      |     
|Net interest margin (4)                                                          |                                             |                                            |       |         |        |           |     |          |     |         | 3.47 | %                           |      |        |       |          |        |         |     |     |     |  | 2.87 | %   
|                                                                                 |                                             |                                            |       |         |        |           |     |          |     |         |      |                             |      |        |       |          |        |         |     |     |     |  |      |     
|Ratio of average interest-earning assets to
average interest-bearing liabilities |                                             |                                            | 1.10  |         |        |           |     |          |     |         |      |                             |      |        | 1.18  |          |        |         |     |     |     |  |      |     
|                                                                                 |                                             |                                            |       |         |        |           |     |          |     |         |      |                             |      |        |       |          |        |         |     |     |     |  |      |     



---

|(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.                                                                   

12



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##### 



SUNCOAST BANCORP, INC. AND SUBSIDIARY

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

|                                                                                 |                                             |                                            |       |         |        |           |     |          |       |         |      |                           |      |        |       |          |        |         |     |     |       |  |      |      |      | 
|-------------------------------------------------------------------------------- | ------------------------------------------- | ------------------------------------------ | ----- | ------- | ------ | --------- | --- | -------- | ----- | ------- | ---- | ------------------------- | ---- | ------ | ----- | -------- | ------ | ------- | --- | --- | ----- |  | ---- | ---- | ---- | 
|                                                                                 |                                             |                                            |       |         |        |           |     |          |       |         |      | Six Months Ended June 30, |      |        |       |          |        |         |     |    
|                                                                                 |                                             |                                            |       |         |        |           |     |          |       |         |      |                           |      |        |       |          |        |         |     |    
|                                                                                 |                                             |                                            |       |         |        |           |     | 2002     |       |         |      |                           |      |        |       |          |        | 2001    |     |     |       | 
|                                                                                 |                                             |                                            |       |         |        |           |     |          |       |         |      |                           |      |        |       |          |        |         |     |     |       | 
|                                                                                 |                                             |                                            |       |         |        |           |     | Interest |       | Average |      |                           |      |        |       | Interest |        | Average
|                                                                                 |                                             |                                            |       | Average |        | and       |     | Yield/   |       | Average |      | and                       |      | Yield/
|                                                                                 |                                             |                                            |       | Balance |        | Dividends |     | Rate     |       | Balance |      | Dividends                 |      | Rate  
|                                                                                 |                                             |                                            |       |         |        |           |     |          |       |         |      |                           |      |       
|                                                                                 |                                             |                                            |       |         |        |           |     |          |       |         |      | (Dollars in thousands)    |      |        |       |          |        |         |     |    
|Interest-earning assets:                                                         |                                             |                                            |       |         |        |           |     |          |       |         |      |                           |      |        |       |          |        |         |     |     |       |  |      |     
|                                                                                 | Loans                                       |                                            | $     | 32,347  |        |           |     | 1,119    |       |         |      | 6.92                      | %    |        | $     | 15,788   |        |         |     | 676 |       |  |      | 8.56 | %   
|                                                                                 | Securities                                  |                                            |       | 8,360   |        |           |     | 239      |       |         |      | 5.72                      |      |        |       | 8,053    |        |         |     | 262 |       |  |      | 6.51 |     
|                                                                                 | Other interest-earning assets (1)           |                                            |       | 3,804   |        |           |     | 29       |       |         |      | 1.52                      |      |        |       | 5,450    |        |         |     | 124 |       |  |      | 4.55 |     
|                                                                                 |                                             |                                            |       |         |        |           |     |          |       |         |      |                           |      |        |       |          |        |         |     |     |       |  |      |     
|                                                                                 |                                             | Total interest-earning assets              |       |         | 44,511 |           |     |          | 1,387 |         |      |                           | 6.23 |        |       |          | 29,291 |         |     |     | 1,062 |  |      |      | 7.25 | 
|                                                                                 |                                             |                                            |       |         |        |           |     |          |       |         |      |                           |      |        |       |          |        |         |     |     |       |  |      |     
|Noninterest-earning assets                                                       |                                             |                                            | 3,857 |         |        |           |     |          |       |         |      |                           |      |        | 2,652 |          |        |         |     |     |       |  |      |     
|                                                                                 |                                             |                                            |       |         |        |           |     |          |       |         |      |                           |      |        |       |          |        |         |     |     |       |  |      |     
|                                                                                 |                                             | Total assets                               |       | $       | 48,368 |           |     |          |       |         |      |                           |      |        |       | $        | 31,943 |         |     |     |       |  |      |      |      | 
|                                                                                 |                                             |                                            |       |         |        |           |     |          |       |         |      |                           |      |        |       |          |        |         |     |     |       |  |      |     
|Interest-bearing liabilities:                                                    |                                             |                                            |       |         |        |           |     |          |       |         |      |                           |      |        |       |          |        |         |     |     |       |  |      |     
|                                                                                 | Savings, NOW, money-market
deposit accounts |                                            |       | 22,187  |        |           |     | 260      |       |         |      | 2.34                      |      |        |       | 11,024   |        |         |     | 228 |       |  |      | 4.14 |     
|                                                                                 | Time deposits                               |                                            |       | 17,059  |        |           |     | 362      |       |         |      | 4.24                      |      |        |       | 12,275   |        |         |     | 386 |       |  |      | 6.29 |     
|                                                                                 | Other interest-bearing liabilities (2)      |                                            |       | 1,014   |        |           |     | 6        |       |         |      | 1.18                      |      |        |       | 995      |        |         |     | 20  |       |  |      | 4.02 |     
|                                                                                 |                                             |                                            |       |         |        |           |     |          |       |         |      |                           |      |        |       |          |        |         |     |     |       |  |      |     
|                                                                                 |                                             | Total interest-bearing liabilities         |       |         | 40,260 |           |     |          | 628   |         |      |                           | 3.12 |        |       |          | 24,294 |         |     |     | 634   |  |      |      | 5.22 | 
|                                                                                 |                                             |                                            |       |         |        |           |     |          |       |         |      |                           |      |        |       |          |        |         |     |     |       |  |      |     
|Noninterest-bearing liabilities                                                  |                                             |                                            | 2,821 |         |        |           |     |          |       |         |      |                           |      |        | 2,155 |          |        |         |     |     |       |  |      |     
|Stockholders equity                                                             |                                             |                                            | 5,287 |         |        |           |     |          |       |         |      |                           |      |        | 5,494 |          |        |         |     |     |       |  |      |     
|                                                                                 |                                             |                                            |       |         |        |           |     |          |       |         |      |                           |      |        |       |          |        |         |     |     |       |  |      |     
|                                                                                 |                                             | Total liabilities and
stockholders equity |       | $       | 48,368 |           |     |          |       |         |      |                           |      |        |       | $        | 31,943 |         |     |     |       |  |      |      |      | 
|                                                                                 |                                             |                                            |       |         |        |           |     |          |       |         |      |                           |      |        |       |          |        |         |     |     |       |  |      |     
|Net interest income                                                              |                                             |                                            |       |         |        | $         | 759 |          |       |         |      |                           |      |        |       |          |        | $       | 428 |     |       |  |      |     
|                                                                                 |                                             |                                            |       |         |        |           |     |          |       |         |      |                           |      |        |       |          |        |         |     |     |       |  |      |     
|Interest-rate spread (3)                                                         |                                             |                                            |       |         |        |           |     |          |       |         | 3.11 | %                         |      |        |       |          |        |         |     |     |       |  | 2.03 | %   
|                                                                                 |                                             |                                            |       |         |        |           |     |          |       |         |      |                           |      |        |       |          |        |         |     |     |       |  |      |     
|Net interest margin (4)                                                          |                                             |                                            |       |         |        |           |     |          |       |         | 3.41 | %                         |      |        |       |          |        |         |     |     |       |  | 2.92 | %   
|                                                                                 |                                             |                                            |       |         |        |           |     |          |       |         |      |                           |      |        |       |          |        |         |     |     |       |  |      |     
|Ratio of average interest-earning assets to
average interest-bearing liabilities |                                             |                                            | 1.11  |         |        |           |     |          |       |         |      |                           |      |        | 1.21  |          |        |         |     |     |       |  |      |     
|                                                                                 |                                             |                                            |       |         |        |           |     |          |       |         |      |                           |      |        |       |          |        |         |     |     |       |  |      |     



---

|(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 June 30, 2002 and 2001

General. Net loss for the three months ended June 30, 2002 was $28,000 or $.04
basic and diluted loss per share compared to a net loss of $104,000 or $.15
basic and diluted loss per share for the three months ended June 30, 2001.
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 $144,000, from
$573,000 for the three months ended June 30, 2001 to $717,000 for the three
months ended June 30, 2002. Interest income on loans increased $222,000
primarily due to an increase in the average loan portfolio balance from
$17.2 million for the three months ended June 30, 2001 to $33.8 million for
the comparable period in 2002 which was partially offset by a decrease in
the weighted-average yield from 8.37% in 2001 to 6.88% in 2002. Interest on
securities decreased $31,000 primarily due to a decrease in the average
securities portfolio balance from $9.6 million in 2001 to $8.8 million in
2002 and a decrease in the weighted average yield from 6.42% in 2001 to
5.59% in 2002. Interest income on other interest-earning assets decreased
$47,000 due to a decrease in the average balance of other interest-earning
assets from $5.7 million in 2001 to $3.4 million in 2002 and a decrease in
the weighted average yield from 4.23% in 2001 to 1.52% in 2002.

Interest expense on interest-bearing deposits decreased to $315,000 for the
three months ended June 30, 2002 from $331,000 for the three months ended
June 30, 2001. Interest expense on interest-bearing deposits decreased due
to a decrease in the weighted rate paid from 5.02% in 2001 to 3.10% in 2002
which was partially offset by an increase in the average balance from $26.4
million in 2001 to $40.7 million in 2002.

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 was $39,000
for the three months ended June 30, 2002 compared to $48,000 for the
comparable period in 2001. Management believes the balance in the allowance
for loan losses of $434,000 at June 30, 2002 is adequate.

Noninterest Income. Noninterest income increased $5,000 during the three month
period ended June 30, 2002 compared to the same period in 2001 due an
increase in service charges and fees due to the growth in deposit accounts.

Noninterest Expenses. Noninterest expenses increased $58,000 during the
three-month period ended June 30, 2002 compared to the same period in 2001.
Noninterest expense increased primarily due to a increase in salaries and
employee benefits due to the opening of a second banking office during the
second quarter of 2001.

Provision for Income Taxes. The income tax benefit for the three months ended
June 30, 2002 was $16,000 (an effective rate of 36.4%) compared to $62,000
(an effective rate of 37.3%) for the comparable 2001 period.

14



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##### 



SUNCOAST BANCORP, INC. AND SUBSIDIARY

Comparison of the Six-Month Periods Ended June 30, 2002 and 2001

General. Net loss for the six months ended June 30, 2002 was $49,000 or $.07
basic and diluted loss per share compared to a net loss of $209,000 or $.30
basic and diluted loss per share for the six months ended June 30, 2001.
The decrease in the Companys net loss was primarily due to an increase in
net interest income and noninterest income, partially offset by an increase
in noninterest expenses.

Interest Income and Expense. Interest income increased by $325,000, from
$1,062,000 for the six months ended June 30, 2001 to $1,387,000 for the six
months ended June 30, 2002. Interest income on loans increased $443,000
primarily due to an increase in the average loan portfolio balance from
$15.8 million for the six months ended June 30, 2001 to $32.3 million for
the comparable period in 2002 which was partially offset by a decrease in
the weighted-average yield from 8.56% in 2001 to 6.92% in 2002. Interest on
securities decreased $23,000 primarily due to a decrease in the weighted
average yield from 6.51% in 2001 to 5.72% in 2002 which was partially
offset by an increase in the average securities portfolio balance from $8.1
million in 2001 to $8.4 million in 2002. Interest income on other
interest-earning assets decreased $95,000 due to a decrease in the average
balance of other interest-earning assets from $5.5 million in 2001 to $3.8
million in 2002 and a decrease in the weighted average yield from 4.55% in
2001 to 1.52% in 2002.

Interest expense on interest-bearing deposits increased to $622,000 for the six
months ended June 30, 2002 from $614,000 for the six months ended June 30,
2001. Interest expense on interest-bearing deposits increased due to an
increase in the average balance from $23.3 million in 2001 to $39.2 million
in 2002 which was partially offset by a decrease in the weighted rate paid
from 5.27% in 2001 to 3.17% in 2002.

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 was $82,000
for the six months ended June 30, 2002 and 2001. Management believes the
balance in the allowance for loan losses of $434,000 at June 30, 2002 is
adequate.

Noninterest Income. Noninterest income increased $49,000 during the six month
period ended June 30, 2002 compared to the same period in 2001 primarily
due to gains recognized in 2002 on the sale of securities available for
sale of $35,000.

Noninterest Expenses. Noninterest expenses increased $124,000 during the
six-month period ended June 30, 2002 compared to the same period in 2001.
Noninterest expense increased primarily due to an increase in salaries and
employee benefits and occupancy expense due to the opening of a second
banking office during the second quarter of 2001.

Provision for Income Taxes. The income tax benefit for the six months ended June
30, 2002 was $29,000 (an effective rate of 37.2%) compared to $125,000 (an
effective rate of 37.4%) for the comparable 2001 period.

15



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##### 



SUNCOAST BANCORP, INC. AND SUBSIDIARY

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Market risk is the risk of loss from adverse changes in market prices and rates.
The Companys market risk arises primarily from interest rate risk inherent in
its lending and deposit taking activities. The Company has little or no risk
related to trading accounts, commodities or foreign exchange.

The Company does not engage in trading or hedging activities and does not invest
in interest-rate derivatives or enter into interest rate swaps. Management
actively monitors and manages its interest rate risk exposure. The primary
objective in managing interest-rate risk is to limit, within established
guidelines, the adverse impact of changes in interest rates on the Companys net
interest income and capital, while adjusting the Companys asset-liability
structure to obtain the maximum yield-cost spread on that structure. Management
relies primarily on its asset-liability structure to control interest rate risk.
However, a sudden and substantial increase in interest rates could adversely
impact the Companys earnings, to the extent that the interest rates borne by
assets and liabilities do not change at the same speed, to the same extent, or
on the same basis. There have been no significant changes in the Companys
market risk exposure since December 31, 2001.

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.

Item 4. Submission of Matters to a Vote of Security Holders

The Annual Meeting of Shareholders (the Annual Meeting) of Suncoast Bancorp,
Inc., was held on May 14, 2002, to consider the election of eight directors with
terms expiring at the next Annual Meeting.

At the Annual Meeting, 560,319 shares were present in person or by proxy. Listed
below are the directors that were elected at the Annual Meeting with a summary
of the votes cast for each nominee:

|                     |  |     |         |         |  |         |   |  |  |  |   | 
|-------------------- |  | --- | ------- | ------- |  | ------- | - |  |  |  | - | 
|                     |  | For |         | Against |  | Abstain
|                     |  |     |         |         |  |        
|Larry Berberich      |  |     | 560,319 |         |  |         |  |  |  |  |  | 
|                     |  |     |         |         |  |         |   |  |  |  |   | 
|Henry E. Black, M.D. |  |     | 560,319 |         |  |         |  |  |  |  |  | 
|                     |  |     |         |         |  |         |   |  |  |  |   | 
|H.R. Foxworthy       |  |     | 560,319 |         |  |         |  |  |  |  |  | 
|                     |  |     |         |         |  |         |   |  |  |  |   | 
|William F. Gnerre    |  |     | 560,319 |         |  |         |  |  |  |  |  | 
|                     |  |     |         |         |  |         |   |  |  |  |   | 
|James C. Rutledge    |  |     | 560,319 |         |  |         |  |  |  |  |  | 
|                     |  |     |         |         |  |         |   |  |  |  |   | 
|John T. Stafford     |  |     | 560,319 |         |  |         |  |  |  |  |  | 
|                     |  |     |         |         |  |         |   |  |  |  |   | 
|Stanley A. Williams  |  |     | 560,319 |         |  |         |  |  |  |  |  | 
|                     |  |     |         |         |  |         |   |  |  |  |   | 
|Roy A. Yahraus       |  |     | 560,319 |         |  |         |  |  |  |  |  | 
|                     |  |     |         |         |  |         |   |  |  |  |   | 

16



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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)



|* |  | 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 June 30, 2002.

17



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##### 



SIGNATURES

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

|                    |  |                                                                                                      
|------------------- |  | -----------------------------------------------------------------------------------------------------
|                    |  | SUNCOAST BANCORP, INC.
(Registrant)                                                                  
|                   
|                   
|Date: July 31, 2002 |  | By: /s/ John T. Stafford                                                                             
|                    |  |                                                                                                      
|                    |  | John T. Stafford, President and Chief Executive
Officer                                              
|                   
|                   
|Date: July 31, 2002 |  | By: /s/ John S. Wilks                                                                                
|                    |  |                                                                                                      
|                    |  | John S. Wilks, Chief Financial Officer
(Principal Financial Officer and Principal
Accounting Officer)

18