##### Table of Contents






U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

FORM 10-QSB

(Mark One)

(Box with an X) Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended September 30, 2001

(Empty Ballot Box) Transition report under Section 13 or 15(d) of the Exchange Act

For the transition period from                      to

Commission file number 333-70231

SUNCOAST BANCORP, INC.




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


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

8592 Potter Park Drive, Suite 200
Sarasota, Florida 34238




(Address of Principal Executive Offices)


(941) 923-0500




(Issuers Telephone Number, Including Area Code)


(Former Name, Former Address and Former Fiscal Year, if Changed
Since Last Report)

Check whether the issuer: (1) filed all reports required to be filed by
Section 12, 13 or 15(d) of the Exchange Act during the past 12 months (or for
such shorter period that the registrant was required to file such reports), and
(2) has been subject to such filing requirements for the past 90 days:

YES (Box with an X)     NO (Empty Ballot Box)

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 October 5, 2001

Transitional small business disclosure format (check one):

YES (Empty Ballot Box)     NO (Box with an X)










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TABLE OF CONTENTS



|                              |                                                                    |                                                                                               |  |  |  |  |  | 
|----------------------------- | ------------------------------------------------------------------ | --------------------------------------------------------------------------------------------- |  |  |  |  |  | 
|PART I. FINANCIAL INFORMATION
|                              | Item 1. Financial Statements                                      
|                              | Condensed Consolidated Balance Sheets                             
|                              |                                                                    | Condensed Consolidated Statements of Operations (Unaudited)                                  
|                              |                                                                    | Condensed Consolidated Statement of Changes in Stockholders Equity (Unaudited)              
|                              |                                                                    | Condensed Consolidated Statements of Cash Flows (Unaudited)                                  
|                              |                                                                    | Notes to Condensed Consolidated Financial Statements (Unaudited)                             
|                              |                                                                    | Review by Independent Certified Public Accountants                                           
|                              |                                                                    | Report on Review by Independent Certified Public Accountants                                 
|                              |                                                                    | Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
|                              | Item 3. Quantitative and Qualitative Disclosures About Market Risk
|PART II. OTHER INFORMATION   
|                              | Item 6. Exhibits and Reports on Form 8-K                          
|SIGNATURES                   



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##### Table of Contents



SUNCOAST BANCORP, INC. AND SUBSIDIARY

INDEX

PART I. FINANCIAL INFORMATION

|                           |                                                                                               |                                                                                                                       |      |      |  | 
|-------------------------- | --------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------- | ---- | ---- |  | 
|                           |                                                                                               |                                                                                                                       |      | Page
|                           |                                                                                               |                                                                                                                       |      |     
|                           | Item 1. Financial Statements                                                                 
|                          
|                          
|                          
|                          
|                           |                                                                                               | Condensed Consolidated Balance Sheets -
At September 30, 2001 (unaudited) and At December 31, 2000                    |      | 2   
|                          
|                          
|                          
|                          
|                           |                                                                                               | Condensed Consolidated Statements of Operations -
Three and Nine Months ended September 30, 2001 and 2000 (unaudited) |      | 3   
|                          
|                          
|                          
|                          
|                           |                                                                                               | Condensed Consolidated Statement of Changes in Stockholders Equity
Nine Months Ended September 30, 2001 (unaudited)  |      | 4   
|                          
|                          
|                          
|                          
|                           |                                                                                               | Condensed Consolidated Statements of Cash Flows -
Nine Months Ended September 30, 2001 and 2000 (unaudited)           |      | 5   
|                          
|                          
|                          
|                          
|                           |                                                                                               | Notes to Condensed Consolidated Financial Statements (unaudited)                                                      |      | 6   
|                          
|                          
|                          
|                          
|                           |                                                                                               | Review by Independent Certified Public Accountants                                                                    |      | 7   
|                          
|                          
|                          
|                          
|                           |                                                                                               | Report on Review by Independent Certified Public Accountants                                                          |      | 8   
|                          
|                          
|                          
|                          
|                           | Item 2. Managements Discussion and Analysis of Financial Condition
and Results of Operations |                                                                                                                       | 9-13
|                          
|                          
|                          
|                          
|                           | Item 3. Quantitative and Qualitative Disclosure about Market Risk                             |                                                                                                                       | 14  
|                          
|                          
|                          
|                          
|PART
II. OTHER INFORMATION |                                                                                               |                                                                                                                      
|                          
|                          
|                          
|                          
|                           | Item 6. Exhibits and Reports on Form 8-K                                                      |                                                                                                                       | 14  
|                          
|                          
|                          
|                          
|SIGNATURES                 | 15                                                                                           

1



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##### Table of Contents



SUNCOAST BANCORP, INC. AND SUBSIDIARY

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

Condensed Consolidated Balance Sheets(In thousands)










|                                                                         |                                                |                                      |                                            |        |   |               |        |              |   |        |  | 
|------------------------------------------------------------------------ | ---------------------------------------------- | ------------------------------------ | ------------------------------------------ | ------ | - | ------------- | ------ | ------------ | - | ------ |  | 
|                                                                         |                                                |                                      |                                            |        |   | September 30, |        | December 31,
|                                                                         |                                                |                                      |                                            |        |   | 2001          |        | 2000        
|                                                                         |                                                |                                      |                                            |        |   |               |        |             
|                                                                         |                                                |                                      |                                            |        |   | (Unaudited)   |        |              |   |       
|                                                                         |                                                |                                      |                                            | Assets |   |               |        |              |   |        |  | 
|                                                                        
|                                                                        
|                                                                        
|                                                                        
|Cash and due from banks                                                  |                                                | $                                    | 1,980                                      |        |   |               | 1,246  |             
|                                                                        
|                                                                        
|                                                                        
|                                                                        
|Interest-bearing deposits with banks                                     |                                                |                                      | 6                                          |        |   |               | 988    |             
|                                                                        
|                                                                        
|                                                                        
|                                                                        
|Federal funds sold                                                       |                                                |                                      | 2,885                                      |        |   |               | 1,444  |             
|                                                                         |                                                |                                      |                                            |        |   |               |        |             
|                                                                         |                                                |                                      | Total cash and cash equivalents            |        |   | 4,871         |        |              |   | 3,678  | 
|                                                                        
|                                                                        
|                                                                        
|                                                                        
|Securities available for sale                                            |                                                |                                      | 8,648                                      |        |   |               | 6,742  |             
|                                                                        
|                                                                        
|                                                                        
|                                                                        
|Loans, net of allowance for loan losses of $287 in 2001 and
$153 in 2000 |                                                |                                      | 24,648                                     |        |   |               | 13,332 |             
|                                                                        
|                                                                        
|                                                                        
|                                                                        
|Premises and equipment, net                                              |                                                |                                      | 575                                        |        |   |               | 513    |             
|                                                                        
|                                                                        
|                                                                        
|                                                                        
|Federal Reserve Bank stock, at cost                                      |                                                |                                      | 180                                        |        |   |               | 180    |             
|                                                                        
|                                                                        
|                                                                        
|                                                                        
|Federal Home Loan Bank stock, at cost                                    |                                                |                                      | 56                                         |        |   |               | 22     |             
|                                                                        
|                                                                        
|                                                                        
|                                                                        
|Accrued interest receivable                                              |                                                |                                      | 221                                        |        |   |               | 214    |             
|                                                                        
|                                                                        
|                                                                        
|                                                                        
|Deferred tax asset                                                       |                                                |                                      | 594                                        |        |   |               | 492    |             
|                                                                        
|                                                                        
|                                                                        
|                                                                        
|Other assets                                                             |                                                |                                      | 96                                         |        |   |               | 74     |             
|                                                                         |                                                |                                      |                                            |        |   |               |        |             
|                                                                         |                                                |                                      | Total assets                               |        | $ | 39,889        |        |              |   | 25,247 | 
|                                                                         |                                                |                                      |                                            |        |   |               |        |             
|                                                                         |                                                | Liabilities and Stockholders Equity |                                            |        |   |               |        |              |   |       
|                                                                        
|                                                                        
|                                                                        
|                                                                        
|Liabilities:                                                             |                                                |                                      |                                            |        |   |               |        |             
|                                                                        
|                                                                        
|                                                                        
|                                                                        
|                                                                         | Noninterest-bearing demand deposits            |                                      |                                            | 1,906  |   |               |        | 1,705        |  
|                                                                        
|                                                                        
|                                                                        
|                                                                        
|                                                                         | Savings and NOW deposits                       |                                      |                                            | 2,516  |   |               |        | 1,589        |  
|                                                                        
|                                                                        
|                                                                        
|                                                                        
|                                                                         | Money-market deposits                          |                                      |                                            | 13,734 |   |               |        | 6,465        |  
|                                                                        
|                                                                        
|                                                                        
|                                                                        
|                                                                         | Time deposits                                  |                                      |                                            | 15,204 |   |               |        | 8,873        |  
|                                                                         |                                                |                                      |                                            |        |   |               |        |             
|                                                                         |                                                |                                      | Total deposits                             |        |   | 33,360        |        |              |   | 18,632 | 
|                                                                        
|                                                                        
|                                                                        
|                                                                        
|                                                                         | Other borrowings                               |                                      |                                            | 1,010  |   |               |        | 984          |  
|                                                                         |                                                |                                      |                                            |        |   |               |        |             
|                                                                         | Accrued interest payable and other liabilities |                                      |                                            | 109    |   |               |        | 46           |  
|                                                                         |                                                |                                      |                                            |        |   |               |        |             
|                                                                         |                                                |                                      | Total liabilities                          |        |   | 34,479        |        |              |   | 19,662 | 
|                                                                         |                                                |                                      |                                            |        |   |               |        |             
|Stockholders equity:                                                    |                                                |                                      |                                            |        |   |               |        |             
|                                                                        
|                                                                        
|                                                                        
|                                                                        
|                                                                         | Preferred stock                                |                                      |                                            |       |   |               |        |             |  
|                                                                        
|                                                                        
|                                                                        
|                                                                        
|                                                                         | Common stock                                   |                                      |                                            | 7      |   |               |        | 7            |  
|                                                                        
|                                                                        
|                                                                        
|                                                                        
|                                                                         | Additional paid-in capital                     |                                      |                                            | 6,394  |   |               |        | 6,394        |  
|                                                                        
|                                                                        
|                                                                        
|                                                                        
|                                                                         | Accumulated deficit                            |                                      |                                            | (1,124 | ) |               |        | (837         | )
|                                                                        
|                                                                        
|                                                                        
|                                                                        
|                                                                         | Accumulated other comprehensive income         |                                      |                                            | 133    |   |               |        | 21           |  
|                                                                         |                                                |                                      |                                            |        |   |               |        |             
|                                                                         |                                                |                                      | Total stockholders equity                 |        |   | 5,410         |        |              |   | 5,585  | 
|                                                                         |                                                |                                      |                                            |        |   |               |        |             
|                                                                         |                                                |                                      | Total liabilities and stockholders equity |        | $ | 39,889        |        |              |   | 25,247 | 
|                                                                         |                                                |                                      |                                            |        |   |               |        |             

See Accompanying Notes to Condensed Consolidated Financial Statements.

2



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##### Table of Contents



SUNCOAST BANCORP, INC. AND SUBSIDIARY

Condensed Consolidated Statements of Operations (Unaudited)($ in thousands, except per share amounts)




|                                                     |                                |                                                     |         |                    |      |                   |         |      |      |      |         |       |       |   |         |     |      |  
|---------------------------------------------------- | ------------------------------ | --------------------------------------------------- | ------- | ------------------ | ---- | ----------------- | ------- | ---- | ---- | ---- | ------- | ----- | ----- | - | ------- | --- | ---- | -
|                                                     |                                |                                                     |         | Three Months Ended |      | Nine Months Ended
|                                                     |                                |                                                     |         | September 30,      |      | September 30,    
|                                                     |                                |                                                     |         |                    |      |                  
|                                                     |                                |                                                     |         | 2001               |      | 2000              |         | 2001 |      | 2000
|                                                     |                                |                                                     |         |                    |      |                   |         |      |      |     
|Interest income:                                     |                                |                                                     |         |                    |      |                   |         |      |      |      |         |       |       |   |         |    
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Loans                          |                                                     | $       | 424                |      |                   |         | 195  |      |      |         | 1,100 |       |   |         | 338 |     
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Securities                     |                                                     |         | 150                |      |                   |         | 110  |      |      |         | 412   |       |   |         | 304 |     
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Other interest-earning assets  |                                                     |         | 43                 |      |                   |         | 56   |      |      |         | 167   |       |   |         | 255 |     
|                                                     |                                |                                                     |         |                    |      |                   |         |      |      |      |         |       |       |   |         |    
|                                                     |                                | Total interest income                               |         |                    | 617  |                   |         |      | 361  |      |         |       | 1,679 |   |         |     | 897  |  
|                                                     |                                |                                                     |         |                    |      |                   |         |      |      |      |         |       |       |   |         |    
|Interest expense:                                    |                                |                                                     |         |                    |      |                   |         |      |      |      |         |       |       |   |         |    
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Deposits                       |                                                     |         | 354                |      |                   |         | 161  |      |      |         | 968   |       |   |         | 343 |     
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Other borrowings               |                                                     |         | 6                  |      |                   |         | 14   |      |      |         | 26    |       |   |         | 109 |     
|                                                     |                                |                                                     |         |                    |      |                   |         |      |      |      |         |       |       |   |         |    
|                                                     |                                | Total interest expense                              |         |                    | 360  |                   |         |      | 175  |      |         |       | 994   |   |         |     | 452  |  
|                                                     |                                |                                                     |         |                    |      |                   |         |      |      |      |         |       |       |   |         |    
|                                                     |                                | Net interest income                                 |         |                    | 257  |                   |         |      | 186  |      |         |       | 685   |   |         |     | 445  |  
|                                                    
|                                                    
|                                                    
|                                                    
|Provision for loan losses                            |                                |                                                     | 52      |                    |      |                   | 39      |      |      |      | 134     |       |       |   | 113     |    
|                                                     |                                |                                                     |         |                    |      |                   |         |      |      |      |         |       |       |   |         |    
|                                                     |                                | Net interest income after
provision for loan losses |         |                    | 205  |                   |         |      | 147  |      |         |       | 551   |   |         |     | 332  |  
|                                                     |                                |                                                     |         |                    |      |                   |         |      |      |      |         |       |       |   |         |    
|Noninterest income, service charges and fees         |                                |                                                     | 13      |                    |      |                   | 9       |      |      |      | 29      |       |       |   | 26      |    
|                                                     |                                |                                                     |         |                    |      |                   |         |      |      |      |         |       |       |   |         |    
|Noninterest expense:                                 |                                |                                                     |         |                    |      |                   |         |      |      |      |         |       |       |   |         |    
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Salaries and employee benefits |                                                     |         | 153                |      |                   |         | 167  |      |      |         | 518   |       |   |         | 476 |     
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Occupancy                      |                                                     |         | 83                 |      |                   |         | 60   |      |      |         | 221   |       |   |         | 188 |     
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Advertising                    |                                                     |         | 9                  |      |                   |         | 18   |      |      |         | 16    |       |   |         | 39  |     
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Stationery and supplies        |                                                     |         | 14                 |      |                   |         | 10   |      |      |         | 42    |       |   |         | 35  |     
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Professional fees              |                                                     |         | 23                 |      |                   |         | 17   |      |      |         | 69    |       |   |         | 71  |     
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Data processing                |                                                     |         | 23                 |      |                   |         | 18   |      |      |         | 62    |       |   |         | 53  |     
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Other                          |                                                     |         | 38                 |      |                   |         | 18   |      |      |         | 111   |       |   |         | 66  |     
|                                                     |                                |                                                     |         |                    |      |                   |         |      |      |      |         |       |       |   |         |    
|                                                     |                                | Total noninterest expense                           |         |                    | 343  |                   |         |      | 308  |      |         |       | 1,039 |   |         |     | 928  |  
|                                                     |                                |                                                     |         |                    |      |                   |         |      |      |      |         |       |       |   |         |    
|                                                     |                                | Loss before income tax benefit                      |         |                    | (125 | )                 |         |      | (152 | )    |         |       | (459  | ) |         |     | (570 | )
|                                                    
|                                                    
|                                                    
|                                                    
|Income tax benefit                                   |                                |                                                     | (47     | )                  |      |                   | (57     | )    |      |      | (172    | )     |       |   | (214    | )  
|                                                     |                                |                                                     |         |                    |      |                   |         |      |      |      |         |       |       |   |         |    
|                                                     |                                | Net loss                                            |         | $                  | (78  | )                 |         |      | (95  | )    |         |       | (287  | ) |         |     | (356 | )
|                                                     |                                |                                                     |         |                    |      |                   |         |      |      |      |         |       |       |   |         |    
|Loss per share, basic and diluted                    |                                | $                                                   | (.11    | )                  |      |                   | (.14    | )    |      |      | (.41    | )     |       |   | (.51    | )  
|                                                     |                                |                                                     |         |                    |      |                   |         |      |      |      |         |       |       |   |         |    
|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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##### Table of Contents



SUNCOAST BANCORP, INC. AND SUBSIDIARY

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

For the Nine Months Ended September 30, 2001($ in thousands)




|                                          |                                                                            |   |        |   |         |  |             |   |         |  |               |      |         |  |             |     |  |  |       |      |  
|----------------------------------------- | -------------------------------------------------------------------------- | - | ------ | - | ------- |  | ----------- | - | ------- |  | ------------- | ---- | ------- |  | ----------- | --- |  |  | ----- | ---- | -
|                                          |                                                                            |   |        |   |         |  |             |   |         |  |               |      |         |  | Accumulated |     |  |  |      
|                                          |                                                                            |   |        |   |         |  |             |   |         |  |               |      |         |  | Other       |     |  |  |      
|                                          |                                                                            |   |        |   |         |  | Additional  |   |         |  |               |      | Compre- |  | Total      
|                                          |                                                                            |   | Common |   | Paid-In |  | Accumulated |   | hensive |  | Stockholders'
|                                          |                                                                            |   | Stock  |   | Capital |  | Deficit     |   | Income  |  | Equity       
|                                          |                                                                            |   |        |   |         |  |             |   |         |  |              
|Balance at December 31, 2000              |                                                                            | $ | 7      |   |         |  | 6,394       |   |         |  | (837          | )    |         |  | 21          |     |  |  | 5,585 |     
|                                          |                                                                            |   |        |   |         |  |             |   |         |  |               |      |         |  |             |     |  |  |       |     
|Comprehensive income (loss):              |                                                                            |   |        |   |         |  |             |   |         |  |               |      |         |  |             |     |  |  |       |     
|                                         
|                                         
|                                         
|                                         
|                                          | Net loss (unaudited)                                                       |   |        |  |         |  |             |  |         |  |               | (287 | )       |  |             |    |  |  |       | (287 | )
|                                         
|                                         
|                                         
|                                         
|                                          | Net change in unrealized
gain on securities available
for sale (unaudited) |   |        |  |         |  |             |  |         |  |               |     |         |  |             | 112 |  |  |       | 112  |  
|                                          |                                                                            |   |        |   |         |  |             |   |         |  |               |      |         |  |             |     |  |  |       |     
|Comprehensive income (loss)
(unaudited)   |                                                                            |   |        |   |         |  |             |   |         |  |               |      |         |  |             |     |  |  | (175  | )   
|                                          |                                                                            |   |        |   |         |  |             |   |         |  |               |      |         |  |             |     |  |  |       |     
|Balance at September 30, 2001
(unaudited) |                                                                            | $ | 7      |   |         |  | 6,394       |   |         |  | (1,124        | )    |         |  | 133         |     |  |  | 5,410 |     
|                                          |                                                                            |   |        |   |         |  |             |   |         |  |               |      |         |  |             |     |  |  |       |     

See Accompanying Notes to Condensed Consolidated Financial Statements.

4



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##### Table of Contents



SUNCOAST BANCORP, INC. AND SUBSIDIARY

Condensed Consolidated Statements of Cash Flows (Unaudited)($ in thousands)




|                                                     |                                                                             |                                                                                                                |                                           |         |                   |         |        |        |      |         |  
|---------------------------------------------------- | --------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------- | ----------------------------------------- | ------- | ----------------- | ------- | ------ | ------ | ---- | ------- | -
|                                                     |                                                                             |                                                                                                                |                                           |         | Nine Months Ended
|                                                     |                                                                             |                                                                                                                |                                           |         | September 30,    
|                                                     |                                                                             |                                                                                                                |                                           |         |                  
|                                                     |                                                                             |                                                                                                                |                                           |         | 2001              |         | 2000  
|                                                     |                                                                             |                                                                                                                |                                           |         |                   |         |       
|Cash flows from operating activities:                |                                                                             |                                                                                                                |                                           |         |                   |         |        |       
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Net loss                                                                    |                                                                                                                | $                                         | (287    | )                 |         |        | (356   | )   
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Adjustments to reconcile net loss to net cash used in
operating activities: |                                                                                                                |                                           |         |                   |         |        |        |     
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     |                                                                             | Depreciation                                                                                                   |                                           |         | 79                |         |        |        | 67   |        
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     |                                                                             | Provision for loan losses                                                                                      |                                           |         | 134               |         |        |        | 113  |        
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     |                                                                             | Net amortization of premiums and discounts                                                                     |                                           |         | 2                 |         |        |        | (19  | )      
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     |                                                                             | Credit for deferred income taxes                                                                               |                                           |         | (172              | )       |        |        | (214 | )      
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     |                                                                             | Increase in accrued interest receivable                                                                        |                                           |         | (7                | )       |        |        | (13  | )      
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     |                                                                             | (Increase) decrease in other assets                                                                            |                                           |         | (22               | )       |        |        | 6    |        
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     |                                                                             | Increase in accrued interest payable and
other liabilities                                                     |                                           |         | 63                |         |        |        | 56   |        
|                                                     |                                                                             |                                                                                                                |                                           |         |                   |         |        |       
|                                                     |                                                                             |                                                                                                                | Net cash used in operating activities     |         |                   | (210    | )      |        |      | (360    | )
|                                                     |                                                                             |                                                                                                                |                                           |         |                   |         |        |       
|Cash flows from investing activities:                |                                                                             |                                                                                                                |                                           |         |                   |         |        |       
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Purchase of securities available for sale                                   |                                                                                                                |                                           | (6,168  | )                 |         |        | (2,047 | )   
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Maturities of securities available for sale                                 |                                                                                                                |                                           | 4,175   |                   |         |        | 750    |     
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Principal repayments of securities available for sale                       |                                                                                                                |                                           | 267     |                   |         |        | 4      |     
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Net increase in loans                                                       |                                                                                                                |                                           | (11,450 | )                 |         |        | (9,076 | )   
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Purchase of premises and equipment                                          |                                                                                                                |                                           | (141    | )                 |         |        | (12    | )   
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Purchase of Federal Home Loan Bank stock                                    |                                                                                                                |                                           | (34     | )                 |         |        |       |     
|                                                     |                                                                             |                                                                                                                |                                           |         |                   |         |        |       
|                                                     |                                                                             |                                                                                                                | Net cash used in investing activities     |         |                   | (13,351 | )      |        |      | (10,381 | )
|                                                     |                                                                             |                                                                                                                |                                           |         |                   |         |        |       
|Cash flows from financing activities:                |                                                                             |                                                                                                                |                                           |         |                   |         |        |       
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Net increase in deposits                                                    |                                                                                                                |                                           | 14,728  |                   |         |        | 10,144 |     
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Net increase (decrease) in other borrowings                                 |                                                                                                                |                                           | 26      |                   |         |        | (4,444 | )   
|                                                     |                                                                             |                                                                                                                |                                           |         |                   |         |        |       
|                                                     |                                                                             |                                                                                                                | Net cash provided by financing activities |         |                   | 14,754  |        |        |      | 5,700   |  
|                                                     |                                                                             |                                                                                                                |                                           |         |                   |         |        |       
|Net increase (decrease) in cash and cash equivalents |                                                                             |                                                                                                                | 1,193                                     |         |                   |         | (5,041 | )     
|                                                    
|                                                    
|                                                    
|                                                    
|Cash and cash equivalents at beginning of period     |                                                                             |                                                                                                                | 3,678                                     |         |                   |         | 9,211  |       
|                                                     |                                                                             |                                                                                                                |                                           |         |                   |         |        |       
|Cash and cash equivalents at end of period           |                                                                             | $                                                                                                              | 4,871                                     |         |                   |         | 4,170  |       
|                                                     |                                                                             |                                                                                                                |                                           |         |                   |         |        |       
|Supplemental disclosure of cash flow information:    |                                                                             |                                                                                                                |                                           |         |                   |         |        |       
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     | Cash paid during the period for:                                            |                                                                                                                |                                           |         |                   |         |        |        |     
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     |                                                                             | Interest                                                                                                       |                                           | $       | 960               |         |        |        | 425  |        
|                                                     |                                                                             |                                                                                                                |                                           |         |                   |         |        |       
|                                                     |                                                                             | Income taxes                                                                                                   |                                           | $       |                  |         |        |        |     |        
|                                                     |                                                                             |                                                                                                                |                                           |         |                   |         |        |       
|                                                     | Noncash transaction-                                                        |                                                                                                                |                                           |         |                   |         |        |        |     
|                                                    
|                                                    
|                                                    
|                                                    
|                                                     |                                                                             | Accumulated other comprehensive income, change in
unrealized gain on securities available for sale,
net of tax |                                           | $       | 112               |         |        |        | 21   |        
|                                                     |                                                                             |                                                                                                                |                                           |         |                   |         |        |       

See Accompanying Notes to Condensed Consolidated Financial Statements.

5



---



##### Table of Contents



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 September 30, 2001, the results of operations
for the three- and nine-month periods ended September 30, 2001 and 2000
and cash flows for the nine month periods ended September 30, 2001 and
2000. The results of operations for the three- and nine- month periods
ended September 30, 2001 are not necessarily indicative of the results
to be expected for the year ending December 31, 2001.                              
|   
|   
|   
|   
|    |  | 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.
|   
|   
|   
|   
|(2) |  | Loan Impairment and Loan Losses                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   
|   
|   
|   
|    |  | No loans were identified as impaired at or during the nine months ended
September 30, 2001 or 2000. The activity in the allowance for loan
losses is as follows (in thousands):                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       

|                                |  |                    |     |                   |  |      |     |      |  |  |     |  |  |  |     | 
|------------------------------- |  | ------------------ | --- | ----------------- |  | ---- | --- | ---- |  |  | --- |  |  |  | --- | 
|                                |  | Three Months Ended |     | Nine Months Ended
|                                |  | September 30,      |     | September 30,    
|                                |  |                    |     |                  
|                                |  | 2001               |     | 2000              |  | 2001 |     | 2000
|                                |  |                    |     |                   |  |      |     |     
|Balance at beginning of period  |  | $                  | 235 |                   |  |      | 85  |      |  |  | 153 |  |  |  | 11  | 
|                               
|                               
|                               
|                               
|Provision charged to operations |  |                    | 52  |                   |  |      | 39  |      |  |  | 134 |  |  |  | 113 | 
|                                |  |                    |     |                   |  |      |     |      |  |  |     |  |  |  |     | 
|Balance at end of period        |  | $                  | 287 |                   |  |      | 124 |      |  |  | 287 |  |  |  | 124 | 
|                                |  |                    |     |                   |  |      |     |      |  |  |     |  |  |  |     | 

|    |  |                                                                                                                                                                                                                                                                            
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(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 September 30, 2001 of the
regulatory capital requirements for a well capitalized financial
institution and the Banks actual capital on a percentage basis:

|                                                |  |        |       |             |  |            |       |  
|----------------------------------------------- |  | ------ | ----- | ----------- |  | ---------- | ----- | -
|                                                |  |        |       |             |  | Regulatory
|                                                |  | Actual |       | Requirement
|                                                |  |        |       |            
|Total capital to risk-weighted assets           |  |        | 16.79 | %           |  |            | 10.00 | %
|                                               
|                                               
|                                               
|                                               
|Tier I capital to risk-weighted assets          |  |        | 15.77 | %           |  |            | 6.00  | %
|                                               
|                                               
|                                               
|                                               
|Tier I capital to total assets  leverage ratio |  |        | 11.82 | %           |  |            | 5.00  | %

6



---



##### Table of Contents



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 September 30, 2001, and for the
three- and nine- month periods ended September 30, 2001 and 2000 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.

7



---



##### Table of Contents



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 September 30, 2001,
the related condensed consolidated statements of operations for the three- and
nine- month periods ended September 30, 2001 and 2000, the related condensed
consolidated statement of changes in stockholders equity for the nine- month
period ended September 30, 2001 and the related condensed consolidated
statements of cash flows for the nine-month periods ended September 30, 2001
and 2000. 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, 2000, 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 23, 2001 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, 2000, 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
October 5, 2001

8



---



##### Table of Contents



SUNCOAST BANCORP, INC. AND SUBSIDIARY

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

Comparison of September 30, 2001 and December 31, 2000




|                                |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|------------------------------- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|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 source of cash during the nine months ended September
30, 2001 was from net deposit inflows of $14.7 million and proceeds from
maturities and calls of securities of $4.2 million. Cash was used primarily
to originate loans, net of principal repayments, totaling $11.5 million and
to purchase securities of $6.2 million. At September 30, 2001, the Bank
exceeded its regulatory liquidity requirements.                                                                                                                                                                                                                                  
|                               
|                               
|                               
|                               
|                                |  | The following rates are presented for the dates and
periods indicated:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                

|                                                                                                |  |               |       |              |  |               |       |             |  |  |       |   
|----------------------------------------------------------------------------------------------- |  | ------------- | ----- | ------------ |  | ------------- | ----- | ----------- |  |  | ----- | --
|                                                                                                |  | Nine Months   |       |              |  |               |       | Nine Months
|                                                                                                |  | Ended         |       | Year Ended   |  | Ended        
|                                                                                                |  | September 30, |       | December 31, |  | September 30,
|                                                                                                |  | 2001          |       | 2000         |  | 2000         
|                                                                                                |  |               |       |              |  |              
|Average equity as a percentage
of average assets                                                |  |               | 16.27 | %            |  |               | 28.13 | %           |  |  | 31.33 | % 
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                               
|Equity to total assets at end of period                                                         |  |               | 13.56 | %            |  |               | 22.12 | %           |  |  | 25.54 | % 
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                               
|Return on average assets(1)                                                                     |  |               | (1.13 | )%           |  |               | (2.20 | )%          |  |  | (2.56 | )%
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                               
|Return on average equity(1)                                                                     |  |               | (6.97 | )%           |  |               | (7.82 | )%          |  |  | (8.17 | )%
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                               
|Noninterest expenses to average assets(1)                                                       |  |               | 4.10  | %            |  |               | 6.21  | %           |  |  | 6.67  | % 
|                                                                                               
|                                                                                               
|                                                                                               
|                                                                                               
|Nonperforming loans and foreclosed real estate as
a percentage of total assets at end of period |  |               |      | %            |  |               |      | %           |  |  |      | % 



---

|(1) |  | Annualized for the nine months ended September 30.
|--- |  | --------------------------------------------------

9



---



##### Table of Contents



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 September 30,
|                                                                                 |                                             |                                            |       |                                 
|                                                                                 |                                             |                                            |       | 2001                             |        | 2000     
|                                                                                 |                                             |                                            |       |                                  |        |          
|                                                                                 |                                             |                                            |       |                                  |        |           |     | Interest |     | Average |      |           |      |        |       | Interest |        | Average
|                                                                                 |                                             |                                            |       | Average                          |        | and       |     | Yield/   |     | Average |      | and       |      | Yield/
|                                                                                 |                                             |                                            |       | Balance                          |        | Dividends |     | Rate     |     | Balance |      | Dividends |      | Rate  
|                                                                                 |                                             |                                            |       |                                  |        |           |     |          |     |         |      |           |      |       
|                                                                                 |                                             |                                            |       | (Dollars in thousands)          
|Interest-earning assets:                                                         |                                             |                                            |       |                                  |        |           |     |          |     |         |      |           |      |        |       |          |        |         |     |     |     |  |      |     
|                                                                                
|                                                                                
|                                                                                
|                                                                                
|                                                                                 | Loans                                       |                                            | $     | 21,120                           |        |           |     | 424      |     |         |      | 8.03      | %    |        | $     | 8,264    |        |         |     | 195 |     |  |      | 9.44 | %   
|                                                                                
|                                                                                
|                                                                                
|                                                                                
|                                                                                 | Securities                                  |                                            |       | 10,227                           |        |           |     | 150      |     |         |      | 5.87      |      |        |       | 6,319    |        |         |     | 110 |     |  |      | 6.96 |     
|                                                                                
|                                                                                
|                                                                                
|                                                                                
|                                                                                 | Other interest-earning assets(1)            |                                            |       | 4,571                            |        |           |     | 43       |     |         |      | 3.76      |      |        |       | 3,736    |        |         |     | 56  |     |  |      | 6.00 |     
|                                                                                 |                                             |                                            |       |                                  |        |           |     |          |     |         |      |           |      |        |       |          |        |         |     |     |     |  |      |     
|                                                                                 |                                             | Total interest-earning assets              |       |                                  | 35,918 |           |     |          | 617 |         |      |           | 6.87 |        |       |          | 18,319 |         |     |     | 361 |  |      |      | 7.88 | 
|                                                                                 |                                             |                                            |       |                                  |        |           |     |          |     |         |      |           |      |        |       |          |        |         |     |     |     |  |      |     
|Noninterest-earning assets                                                       |                                             |                                            | 2,529 |                                  |        |           |     |          |     |         |      |           |      |        | 1,648 |          |        |         |     |     |     |  |      |     
|                                                                                 |                                             |                                            |       |                                  |        |           |     |          |     |         |      |           |      |        |       |          |        |         |     |     |     |  |      |     
|                                                                                 |                                             | Total assets                               |       | $                                | 38,447 |           |     |          |     |         |      |           |      |        |       | $        | 19,967 |         |     |     |     |  |      |      |      | 
|                                                                                 |                                             |                                            |       |                                  |        |           |     |          |     |         |      |           |      |        |       |          |        |         |     |     |     |  |      |     
|Interest-bearing liabilities:                                                    |                                             |                                            |       |                                  |        |           |     |          |     |         |      |           |      |        |       |          |        |         |     |     |     |  |      |     
|                                                                                
|                                                                                
|                                                                                
|                                                                                
|                                                                                 | Savings, NOW, money-market
deposit accounts |                                            |       | 15,034                           |        |           |     | 133      |     |         |      | 3.54      |      |        |       | 8,116    |        |         |     | 92  |     |  |      | 4.53 |     
|                                                                                
|                                                                                
|                                                                                
|                                                                                
|                                                                                 | Time deposits                               |                                            |       | 15,139                           |        |           |     | 221      |     |         |      | 5.84      |      |        |       | 4,592    |        |         |     | 69  |     |  |      | 6.01 |     
|                                                                                
|                                                                                
|                                                                                
|                                                                                
|                                                                                 | Other interest-bearing liabilities(2)       |                                            |       | 1,010                            |        |           |     | 6        |     |         |      | 2.38      |      |        |       | 1,003    |        |         |     | 14  |     |  |      | 5.58 |     
|                                                                                 |                                             |                                            |       |                                  |        |           |     |          |     |         |      |           |      |        |       |          |        |         |     |     |     |  |      |     
|                                                                                 |                                             | Total interest-bearing liabilities         |       |                                  | 31,183 |           |     |          | 360 |         |      |           | 4.62 |        |       |          | 13,711 |         |     |     | 175 |  |      |      | 5.11 | 
|                                                                                 |                                             |                                            |       |                                  |        |           |     |          |     |         |      |           |      |        |       |          |        |         |     |     |     |  |      |     
|Noninterest-bearing deposits                                                     |                                             |                                            | 1,834 |                                  |        |           |     |          |     |         |      |           |      |        | 547   |          |        |         |     |     |     |  |      |     
|                                                                                
|                                                                                
|                                                                                
|                                                                                
|Noninterest-bearing liabilities                                                  |                                             |                                            | 29    |                                  |        |           |     |          |     |         |      |           |      |        | 23    |          |        |         |     |     |     |  |      |     
|                                                                                
|                                                                                
|                                                                                
|                                                                                
|Stockholders equity                                                             |                                             |                                            | 5,401 |                                  |        |           |     |          |     |         |      |           |      |        | 5,686 |          |        |         |     |     |     |  |      |     
|                                                                                 |                                             |                                            |       |                                  |        |           |     |          |     |         |      |           |      |        |       |          |        |         |     |     |     |  |      |     
|                                                                                 |                                             | Total liabilities and
stockholders equity |       | $                                | 38,447 |           |     |          |     |         |      |           |      |        |       | $        | 19,967 |         |     |     |     |  |      |      |      | 
|                                                                                 |                                             |                                            |       |                                  |        |           |     |          |     |         |      |           |      |        |       |          |        |         |     |     |     |  |      |     
|Net interest income                                                              |                                             |                                            |       |                                  |        | $         | 257 |          |     |         |      |           |      |        |       |          |        | $       | 186 |     |     |  |      |     
|                                                                                 |                                             |                                            |       |                                  |        |           |     |          |     |         |      |           |      |        |       |          |        |         |     |     |     |  |      |     
|Interest-rate spread(3)                                                          |                                             |                                            |       |                                  |        |           |     |          |     |         | 2.25 | %         |      |        |       |          |        |         |     |     |     |  | 2.77 | %   
|                                                                                 |                                             |                                            |       |                                  |        |           |     |          |     |         |      |           |      |        |       |          |        |         |     |     |     |  |      |     
|Net interest margin(4)                                                           |                                             |                                            |       |                                  |        |           |     |          |     |         | 2.86 | %         |      |        |       |          |        |         |     |     |     |  | 4.06 | %   
|                                                                                 |                                             |                                            |       |                                  |        |           |     |          |     |         |      |           |      |        |       |          |        |         |     |     |     |  |      |     
|Ratio of average interest-earning assets to
average interest-bearing liabilities |                                             |                                            | 1.15  |                                  |        |           |     |          |     |         |      |           |      |        | 1.34  |          |        |         |     |     |     |  |      |     
|                                                                                 |                                             |                                            |       |                                  |        |           |     |          |     |         |      |           |      |        |       |          |        |         |     |     |     |  |      |     



---

|(1) |  | Includes Federal Home Loan Bank stock, Federal Reserve Bank stock,
federal funds sold, securities purchased under agreements to resell 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.                                                                               

10



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##### Table of Contents



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.

|                                                                                 |                                             |                                            |       |                                 |        |           |     |          |       |         |      |           |      |        |       |          |        |         |     |     |     |  |      |      |      | 
|-------------------------------------------------------------------------------- | ------------------------------------------- | ------------------------------------------ | ----- | ------------------------------- | ------ | --------- | --- | -------- | ----- | ------- | ---- | --------- | ---- | ------ | ----- | -------- | ------ | ------- | --- | --- | --- |  | ---- | ---- | ---- | 
|                                                                                 |                                             |                                            |       | Nine Months Ended September 30,
|                                                                                 |                                             |                                            |       |                                
|                                                                                 |                                             |                                            |       | 2001                            |        | 2000     
|                                                                                 |                                             |                                            |       |                                 |        |          
|                                                                                 |                                             |                                            |       |                                 |        |           |     | Interest |       | Average |      |           |      |        |       | Interest |        | Average
|                                                                                 |                                             |                                            |       | Average                         |        | and       |     | Yield/   |       | Average |      | and       |      | Yield/
|                                                                                 |                                             |                                            |       | Balance                         |        | Dividends |     | Rate     |       | Balance |      | Dividends |      | Rate  
|                                                                                 |                                             |                                            |       |                                 |        |           |     |          |       |         |      |           |      |       
|                                                                                 |                                             |                                            |       | (Dollars in thousands)         
|Interest-earning assets:                                                         |                                             |                                            |       |                                 |        |           |     |          |       |         |      |           |      |        |       |          |        |         |     |     |     |  |      |     
|                                                                                
|                                                                                
|                                                                                
|                                                                                
|                                                                                 | Loans                                       |                                            | $     | 17,585                          |        |           |     | 1,100    |       |         |      | 8.34      | %    |        | $     | 4,922    |        |         |     | 338 |     |  |      | 9.16 | %   
|                                                                                
|                                                                                
|                                                                                
|                                                                                
|                                                                                 | Securities                                  |                                            |       | 8,785                           |        |           |     | 412      |       |         |      | 6.25      |      |        |       | 5,804    |        |         |     | 304 |     |  |      | 6.98 |     
|                                                                                
|                                                                                
|                                                                                
|                                                                                
|                                                                                 | Other interest-earning assets(1)            |                                            |       | 5,128                           |        |           |     | 167      |       |         |      | 4.34      |      |        |       | 6,282    |        |         |     | 255 |     |  |      | 5.41 |     
|                                                                                 |                                             |                                            |       |                                 |        |           |     |          |       |         |      |           |      |        |       |          |        |         |     |     |     |  |      |     
|                                                                                 |                                             | Total interest-earning assets              |       |                                 | 31,498 |           |     |          | 1,679 |         |      |           | 7.11 |        |       |          | 17,008 |         |     |     | 897 |  |      |      | 7.03 | 
|                                                                                 |                                             |                                            |       |                                 |        |           |     |          |       |         |      |           |      |        |       |          |        |         |     |     |     |  |      |     
|Noninterest-earning assets                                                       |                                             |                                            | 2,255 |                                 |        |           |     |          |       |         |      |           |      |        | 1,543 |          |        |         |     |     |     |  |      |     
|                                                                                 |                                             |                                            |       |                                 |        |           |     |          |       |         |      |           |      |        |       |          |        |         |     |     |     |  |      |     
|                                                                                 |                                             | Total assets                               |       | $                               | 33,753 |           |     |          |       |         |      |           |      |        |       | $        | 18,551 |         |     |     |     |  |      |      |      | 
|                                                                                 |                                             |                                            |       |                                 |        |           |     |          |       |         |      |           |      |        |       |          |        |         |     |     |     |  |      |     
|Interest-bearing liabilities:                                                    |                                             |                                            |       |                                 |        |           |     |          |       |         |      |           |      |        |       |          |        |         |     |     |     |  |      |     
|                                                                                
|                                                                                
|                                                                                
|                                                                                
|                                                                                 | Savings, NOW, money-market
deposit accounts |                                            |       | 12,376                          |        |           |     | 361      |       |         |      | 3.89      |      |        |       | 6,566    |        |         |     | 216 |     |  |      | 4.39 |     
|                                                                                
|                                                                                
|                                                                                
|                                                                                
|                                                                                 | Time deposits                               |                                            |       | 13,240                          |        |           |     | 607      |       |         |      | 6.11      |      |        |       | 2,897    |        |         |     | 127 |     |  |      | 5.85 |     
|                                                                                
|                                                                                
|                                                                                
|                                                                                
|                                                                                 | Other interest-bearing liabilities(2)       |                                            |       | 1,000                           |        |           |     | 26       |       |         |      | 3.47      |      |        |       | 2,963    |        |         |     | 109 |     |  |      | 4.90 |     
|                                                                                 |                                             |                                            |       |                                 |        |           |     |          |       |         |      |           |      |        |       |          |        |         |     |     |     |  |      |     
|                                                                                 |                                             | Total interest-bearing liabilities         |       |                                 | 26,616 |           |     |          | 994   |         |      |           | 4.98 |        |       |          | 12,426 |         |     |     | 452 |  |      |      | 4.85 | 
|                                                                                 |                                             |                                            |       |                                 |        |           |     |          |       |         |      |           |      |        |       |          |        |         |     |     |     |  |      |     
|Noninterest-bearing deposits                                                     |                                             |                                            | 1,620 |                                 |        |           |     |          |       |         |      |           |      |        | 295   |          |        |         |     |     |     |  |      |     
|                                                                                
|                                                                                
|                                                                                
|                                                                                
|Noninterest-bearing liabilities                                                  |                                             |                                            | 24    |                                 |        |           |     |          |       |         |      |           |      |        | 18    |          |        |         |     |     |     |  |      |     
|                                                                                
|                                                                                
|                                                                                
|                                                                                
|Stockholders equity                                                             |                                             |                                            | 5,493 |                                 |        |           |     |          |       |         |      |           |      |        | 5,812 |          |        |         |     |     |     |  |      |     
|                                                                                 |                                             |                                            |       |                                 |        |           |     |          |       |         |      |           |      |        |       |          |        |         |     |     |     |  |      |     
|                                                                                 |                                             | Total liabilities and
stockholders equity |       | $                               | 33,753 |           |     |          |       |         |      |           |      |        |       | $        | 18,551 |         |     |     |     |  |      |      |      | 
|                                                                                 |                                             |                                            |       |                                 |        |           |     |          |       |         |      |           |      |        |       |          |        |         |     |     |     |  |      |     
|Net interest income                                                              |                                             |                                            |       |                                 |        | $         | 685 |          |       |         |      |           |      |        |       |          |        | $       | 445 |     |     |  |      |     
|                                                                                 |                                             |                                            |       |                                 |        |           |     |          |       |         |      |           |      |        |       |          |        |         |     |     |     |  |      |     
|Interest-rate spread(3)                                                          |                                             |                                            |       |                                 |        |           |     |          |       |         | 2.13 | %         |      |        |       |          |        |         |     |     |     |  | 2.18 | %   
|                                                                                 |                                             |                                            |       |                                 |        |           |     |          |       |         |      |           |      |        |       |          |        |         |     |     |     |  |      |     
|Net interest margin(4)                                                           |                                             |                                            |       |                                 |        |           |     |          |       |         | 2.90 | %         |      |        |       |          |        |         |     |     |     |  | 3.49 | %   
|                                                                                 |                                             |                                            |       |                                 |        |           |     |          |       |         |      |           |      |        |       |          |        |         |     |     |     |  |      |     
|Ratio of average interest-earning assets to
average interest-bearing liabilities |                                             |                                            | 1.18  |                                 |        |           |     |          |       |         |      |           |      |        | 1.37  |          |        |         |     |     |     |  |      |     
|                                                                                 |                                             |                                            |       |                                 |        |           |     |          |       |         |      |           |      |        |       |          |        |         |     |     |     |  |      |     



---

|(1) |  | Includes Federal Home Loan Bank stock, Federal Reserve Bank stock,
federal funds sold, securities purchased under agreements to resell 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.                                                                               

11



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##### Table of Contents



SUNCOAST BANCORP, INC. AND SUBSIDIARY

Comparison of the Three-Month Periods Ended September 30, 2001 and 2000

General. Net loss for the three months ended September 30, 2001 was $78,000
or $.11 basic and diluted loss per share compared to a net loss of
$95,000 or $.14 basic and diluted loss per share for the three months
ended September 30, 2000. 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. During the three months ended
September 30, 2001, the Company had not achieved the asset size to
operate profitably.

Interest Income and Expense. Interest income increased to $617,000 for the
three months ended September 30, 2001 from $361,000 for the three months
ended September 30, 2000. Interest income on loans increased $229,000 to
$424,000 primarily due to an increase in the average loan portfolio
balance from $8.3 million for the three months ended September 30, 2000
to $21.1 million for the comparable period in 2001, partially offset by a
decrease in the average yield from 9.44% to 8.03%. Interest on securities
increased $40,000 primarily due to an increase in the average securities
portfolio balance from $6.3 million in 2000 to $10.2 million in 2001,
partially offset by a decrease in the weighted average yield from 6.96%
to 5.87%.

Interest expense on deposits increased to $354,000 for the three months
ended September 30, 2001 from $161,000 for the three months ended September
30, 2000. Interest expense on deposits increased due to an increase in the
average deposits from $12.7 million to $30.2 million, partially offset by a
decrease in average rate paid from 5.07% to 4.69%.

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
$52,000 for the three months ended September 30, 2001 compared to $39,000
for the comparable period in 2000. Management believes the balance in
the allowance for loan losses of $287,000 at September 30, 2001 is
adequate.

Noninterest Expenses. Noninterest expenses increased to $343,000 for the
three-month period ended September 30, 2001 compared to $308,000 during
the same period in 2000. The increase was primarily due to an increase
in occupancy expense due to the opening of a second banking office during
the second quarter of 2001.

Income Tax Benefit. The income tax benefit for the three months ended
September 30, 2001 was $47,000 (an effective rate of 37.6%) compared to
$57,000 (an effective rate of 37.5%) for the comparable 2000 period. The
Company recognized a deferred tax benefit and a deferred tax asset
because management believes it will utilize the deferred tax asset to
offset income tax liabilities generated in future periods.

12



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##### Table of Contents



SUNCOAST BANCORP, INC. AND SUBSIDIARY

Comparison of the Nine-Month Periods Ended September 30, 2001 and 2000

General. Net loss for the nine months ended September 30, 2001 was $287,000
or $.41 basic and diluted loss per share compared to a net loss of
$356,000 or $.51 basic and diluted loss per share for the comparable
period in 2000. 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. During the nine months ended
September 30, 2001, the Company had not achieved the asset size to
operate profitably.

Interest Income and Expense. Interest income increased to $1.7 million for
the nine months ended September 30, 2001 from $897,000 for the nine
months ended September 30, 2000. Interest income on loans increased to
$1.1 million primarily due to an increase in the average loan portfolio
balance from $4.9 million for the nine months ended September 30, 2000
to $17.6 million for the comparable period in 2001 which was partially
offset by a decrease in the average yield from 9.16% to 8.34%. Interest
income on securities increased to $412,000 in 2001 from $304,000 in 2000
primarily due to an increase in the average securities portfolio balance
from $5.8 million in 2000 to $8.8 million in 2001 which was partially
offset by a decrease in the average yield from 6.98% to 6.25%.

Interest expense on deposits increased to $968,000 for the nine months
ended September 30, 2001 from $343,000 for the nine months ended September
30, 2000. Interest expense on deposits increased due to an increase in
average interest-bearing deposits from $9.5 million in 2000 to $25.6
million in 2001 and an increase in the average rate paid from 4.83% in 2000
to 5.04% in 2001.

Interest expense on borrowings decreased to $26,000 for the nine months
ended September 30, 2001 from $109,000 for the nine months ended September
30, 2000. Interest expense on borrowings decreased due to a decrease in
the average balance of other borrowings from $3.0 million in 2000 to $1.0
million in 2001 and a decrease in the average rate paid on other borrowings
from 4.90% in 2000 to 3.47% in 2001.

Provision for Loan Losses. The provision for loan losses is charged to
operations to increase the total allowance to a level deemed appropriate
by management and is based upon the volume and type of lending conducted
by the Company, industry standards, the amount of nonperforming loans
and 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 Company recorded a provision for
loan losses for the nine months ended September 30, 2001 of $134,000
compared to $113,000 in 2000. The allowance for loan losses was
$287,000 at September 30, 2001. Management believes the allowance is
adequate at September 30, 2001.

Noninterest Expense. Noninterest expense was $1.0 million for the nine
months ended September 30, 2001 compared to $928,000 for the nine months
ended September 30, 2000. The increase was 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.

Income Tax Benefit. The income tax benefit for the nine months ended
September 30, 2001 was $172,000 (an effective rate of 37.5%) compared to
$214,000 (an effect rate of 37.5%) for the comparable 2000 period.

13



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##### Table of Contents



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 no risk
related to trading accounts, commodities or foreign exchange.

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,
2000.

PART II. OTHER INFORMATION




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).                                                                                      
|           
|           
|           
|           
|10.2        |  | Form of Employment Agreement entered into between the
Company and William F. Gnerre (Incorporated by reference to
Exhibit 10.2 to the Registration Statement)*                                                      
|           
|           
|           
|           
|10.3        |  | SunCoast Bancorp, Inc. Director Stock Option Plan
(Incorporated by reference to Exhibit 10.3 to the Registration
Statement)*                                                                                        
|           
|           
|           
|           
|10.4        |  | SunCoast Bancorp, Inc. Employee Stock Option Plan
(Incorporated by reference to Exhibit 10.4 to the Registration
Statement)*                                                                                        
|           
|           
|           
|           
|10.5        |  | 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 arrangement
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 September 30, 2001.

14



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##### Table of Contents



SUNCOAST BANCORP, INC. AND SUBSIDIARY

SIGNATURES




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

|      |  |                  |  |                                                        
|----- |  | ---------------- |  | -------------------------------------------------------
|      |  |                  |  | SUNCOAST BANCORP, INC.
(Registrant)                    
|     
|Date: |  | November 1, 2001 |  | By:  /s / John T. Stafford                             
|      |  |                  |  |                                                        
|     
|      |  |                  |  | John T. Stafford, President and Chief Executive Officer
|     
|Date: |  | November 1, 2001 |  | By:  /s/ John S. Wilks                                 
|      |  |                  |  |                                                        
|     
|      |  |                  |  | John S. Wilks, Chief Financial Officer                 

15