<PAGE>
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.  20549

                                   Form 10-QSB

(Mark One)
(X)  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
     EXCHANGE ACT OF 1934

     For the quarterly period ended March 31, 1999
                                       or

(   )     TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934

     For the transition period from           to

                         Commission File No.0-22391

                                COMSTOCK BANCORP
             (Exact Name of Registrant as Specified in its Charter)

               Nevada                                       86-0856406
(State or Other Jurisdiction                           (IRS Employer
Identification No.)                          of incorporation or organization)

                       6275 Neil Road, Reno, Nevada 89511
               (Address of Principal Executive Offices)(Zip Code)

       Registrant's Telephone Number, Including Area Code:  (702) 824-7100

                                       NA
   (Former name, former address and former fiscal year, if changed since last
                                     report)

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  Registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes __X__ No _____

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

As of April 29, 1999:  Common Stock - Authorized  15,000,000 shares at $0.01 par
value; issued and outstanding - 5,117,400
<PAGE>
                                TABLE OF CONTENTS

   Item
Number                                                                      Page
                         PART I - FINANCIAL INFORMATION

1.   Financial Statements

     Consolidated Statements of Condition
          March 31, 1999 and December 31, 1998                                 4

     Consolidated Statements of Income
          Three months ended March 31, 1999 and 1998                           5

     Consolidated Statements of Changes in Stockholders'  Equity For
          the periods ended March 31, 1998, December 31, 1998, and 
          March 31, 1999                                                       6

     Consolidated Statements of Cash Flows
          Three months ended March 31, 1999 and 1998                           7

     Notes to Consolidated Financial Statements                                8

2.   Management's Discussion and Analysis of Financial Condition and
          Results of Operations                                               10


                          PART II - OTHER  INFORMATION

1.   Legal Proceedings                                                        22

2.   Changes in Securities                                                    22

3.   Defaults Upon Senior Securities                                          22

4.   Submission of Matters to a Vote of Securities' Holders                   22

5.   Other Information                                                        22

6.   Exhibits and Reports on Form 8-K                                         22

Signatures                                                                    23
<PAGE>
Part I.        Financial Information

Item I.        Financial Statements
<PAGE>
                               COMSTOCK BANKCORP
                      CONSOLIDATED STATEMENTS OF CONDITION
                   As of March 31, 1999 and December 31, 1998
                             (Dollars in Thousands)

                                               (Unaudited)   (Audited)
                                              March 30,1999   Dec. 31, 1998
    Assets:
    Cash and Due from Banks (Non-Interest           $7,280       $9,843
    Bearing)
    Fed Funds and Overnight Mutual Funds Sold        8,684       17,214
    Interest-bearing Deposits in Domestic
      Financial Institutions                           622          791
    Trading Account Securities                           7            8
    Securities Available for Sale                   32,380       39,071
    Federal Home Loan Bank Stock                       855          843

    Loans Held for Sale                             10,420       15,088
    Loans (Net of Deferred Fees)                   141,934      126,734
      Less:  Allowance for Credit Losses             1,175        1,598
        Net Loans                                  140,758      125,136

    Premises and Equipment                           7,637        7,263
    Other Real Estate Owned                          2,264        2,184
    Accrued Interest Receivable                        982        1,052
    Other Assets                                     5,589        6,654

      TOTAL ASSETS                                $217,478     $225,147

    Liabilities and Stockholders' Equity:
    Deposits:
      Demand Deposits (Non-Interest Bearing)       $32,679      $38,420
      Savings, Money Market and NOW Accounts        70,605       69,764
      Time Deposits Under $100,000                  52,010       53,744
      Time Deposits $100,000 and Over               32,744       34,318
        Total Deposits                             188,038      196,246

    Line of Credit Payable                           6,000        6,000
    Accrued Interest Payable                           245          281
    Accounts Payable and Accrued Expenses              660        1,031
    Income Taxes Payable                               234            0
      TOTAL LIABILITIES                            195,177      203,558

    Stockholders' Equity:
    Common Stock-$0.01 par value, 15,000,000
    shares authorized;
     5,117,400 and 5,035,500 shares issued
    and outstanding on
      March 31, 1999 and December 31, 1998              51           50
    (1)
    Paid-in Surplus (1)                             10,898       10,501
    Retained Earnings                               11,510       11,087
    Common Stock in Treasury, at Cost,
    Shares: 8,000 as of Dec. 31, 1998
      And 0 as of March 31, 1999.                        0         (63)
    Accumulated Other Comprehensive Income:
     'Unrealized Gain (Loss) on Securities
    Available for Sale,
      Net of Applicable Deferred Income Taxes        (158)           14
      TOTAL STOCKHOLDERS' EQUITY                    22,301       21,589

      TOTAL LIABILITIES AND STOCKHOLDERS'         $217,478     $225,147
    EQUITY

    (1) Adjusted for two for one share  exchange and for change in par from $.50
    to $.01 on June 16, 1997. 
    [See accompanying notes to financial statements.]
<PAGE>
                                COMSTOCK BANKCORP
                        CONSOLIDATED STATEMENTS OF INCOME
               For the Three Months Ended March 31, 1999 and 1998
                 (Dollars in Thousands except per share amounts)

                                      (Unaudited) (Unaudited)
                                     Mar 31, 1999  Mar 31, 1998

  Interest Income:
    Interest and Fees on Loans             $3,862   $4,142
    Interest on Investments and
 Trading Securities:
       Taxable                                405      290
       Exempt from Federal Income Tax         113       83
    Interest on Fed Funds Sold                 98      125
    Interest on Deposits with Banks            11       24
      Total Interest Income                 4,490    4,664

  Interest Expense:
    Interest on Deposits                    1,590    1,645
    Interest on Line of Credit                 89       92
      Total Interest Expense                1,678    1,737

  Net Interest Income                       2,812    2,927
  Provision for Credit Losses                 140      110
    Net Interest Income after Credit        2,672    2,817
 Loss Provision

  Non-Interest Income:
    Service Charges on Deposit                 98       76
 Accounts
    Gain/(Loss) on Sale of Investment          41      (8)
 Securities
    Gain/(Loss) on Sale of Trading            (1)        1
 Securities
    Other Income                               71       56
      Total Non-Interest Income               209      124

  Non-Interest Expense:
    Salaries and Employee Benefits          1,293    1,278
    Occupancy Expense                         197      222
    Furniture and Equipment Expense           202      177
    Other Operating Expenses                  585      469
      Total Non-Interest Expense            2,277    2,146

  Income before Taxes                         604      795

  Provision for Income Taxes                  118      194

    NET INCOME                               $486     $601

    Basic Earnings per Share (1)            $0.10    $0.14
    Diluted Earnings per Share (1)          $0.10    $0.12

  Other Comprehensive Income, Net of
 Tax:
    Unrealized Gains/(Losses) on
 Securities:
      Unrealized Holding                   ($145)     ($5)
 Gains/(Losses) Arising During
 Period
      Less: Reclassification for             (27)        1
 Gains/(Losses) Incl. in Income
  Other Comprehensive Income               ($172)     ($4)

    Comprehensive Income                     $314     $597

    Other Comprehensive Income Basic        $0.06    $0.13
 Earnings per Share (1).
    Other Comprehensive Income Diluted      $0.06    $0.12
 Earnings per Share

 (1) Adjusted for two for one share exchange on June 16, 1997.
<PAGE>
                               COMSTOCK BANKCORP
           CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
     For Periods Ended March 31, 1998, December 31, 1998, and March 31, 1999
                             (Dollars in Thousands)
                                  (Unaudited)


<TABLE>
<S>                      <C>         <C>        <C>           <C>         <C>             <C>             <C>
                                                                           Accumulated
                                      Treasury                 Retained    Other           Total
                          Common      Stock      Paid-in       Earnings    Comprehensive   Stockholders'   Comprehensive
                          Stock (1)   At Cost    Surplus (1)   (Deficit)   Income          Equity          Income


Balances, December 31,     $44          $0        $8,908        $6,628         $17          $15,597
1997                                            
  Net Income                                                       601                          601           $601
  Sale of Common Stock       1                       108                                        109
Other Comprehensive
Income, Net of Tax
  Unrealized
Gains/(Losses) on
Securities,
    Net of                                                                      (4)              (4)            (4)
Reclassification
Adjustment
    See Disclosure
    (a) Below
Balances, March 31, 1998   $45          $0        $9,016        $7,229         $13          $16,303           $597
                                                
  Net Income                                                     3,858                        3,858          3,858
  Sale of Common Stock       5                     1,485                                      1,490
  Common Stock                         (63)                                                     (63)
Repurchase
Other Comprehensive
Income, Net of Tax
  Unrealized
Gains/(Losses) on
Securities,
    Net of                                                                       1                1              1
Reclassification
Adjustment
          See Disclosure
       (b) Below
Balances, December 31,     $50        ($63)      $10,501       $11,087         $14          $21,589         $4,456
1998 
  Net Income                                                       486                          486            486
  Sale of Common Stock       1                       397                                        398
  Common Stock                          63                         (63)
Repurchase/Retired
Other Comprehensive
Income, Net of Tax
  Unrealized
Gains/(Losses) on
Securities,
    Net of                                                                    (172)            (172)          (172)
Reclassification
Adjustment
          See Disclosure
       (c) Below
Balances, March 31, 1999   $51          $0       $10,898       $11,510       ($158)         $22,301           $314
</TABLE>
(1) Adjusted for two for one stock  exchange and change in par from $.50 to $.01
on June 16, 1997.


(a) Disclosure of reclassification amount:
  Unrealized holding gains arising during period                          ($5)
  Less: reclassification adjustment for gains                               1
included in net income
Net unrealized gains on securities                                        ($4)

(b) Disclosure of reclassification amount:
   Unrealized holding gains arising during period                        ($43)
   Less: reclassification adjustment for gains                             44
included in net income
Net unrealized gains on securities                                         $1

(c) Disclosure of reclassification amount:
   Unrealized holding gains arising during period                       ($145)
   Less: reclassification adjustment for gains                            (27)
included in net income
Net unrealized gains on securities                                      ($172)

[See accompanying notes to financial statements.]
<PAGE>
                                COMSTOCK BANKCORP
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
               For the Three Months Ended March 31, 1999 and 1998
                             (Dollars in Thousands)

                                                 (Unaudited)  (Unaudited)
                                                 Mar 31, 1999  Mar 31, 1998
   Cash Flows from Operating Activities:
     Net Income                                          $486         $601
     Adjustments to Reconcile Net Income to Net
   Cash
     Provided by Operating Activities:
       Provision for Credit Losses                        140          110
       Depreciation and Amortization                      219          155
       Net (Gain) Loss on Sale of Available For            35          (8)
   Sale Securities
       Net (Gain) Loss on Sales of Trading                (1)            1
   Securities
       Purchases of Trading Securities                      0            0
       Proceeds from Sales of Trading Securities            0            0
       Amortization of Servicing Asset                      0            0
       Increase/(Decrease) in Deferred Taxes Due
   to Change in
        Unrealized Gain or Loss on Securities              96          (1)
   Available for Sale
     Net (Increase) Decrease in:
         Accrued Interest Receivable                       70         (45)
         Other Assets                                     973         (15)
         Loans Held For Sale                            4,654      (5,628)
     Net Increase (Decrease) in:
         Accrued Interest Payable                        (36)         (19)
         Accounts Payable and Accrued Expenses          (379)        (341)
         Income Taxes Payable                             234          143

     Net Cash Provided/(Used) by Operating             $6,491     ($5,047)
   Activities

   Cash Flows from Investing Activities:
     Net Change in Interest-Bearing Deposits in
   Domestic
       Financial Institutions                             169            3
     Proceeds from Sales of Available for Sale          1,463        1,583
   Securities
     Proceeds from Maturities of Available for          4,942        2,645
   Sale Securities
     Purchases of Available for Sale Securities             0      (5,227)
     Proceeds from Maturities of Held to                    0          567
   Maturity Securities
     Purchases of Held to Maturity Securities               0            0
     Net Change in Loans Held to Maturity            (15,748)      (4,018)
     Purchases of Premises and Equipment, Net           (589)        (125)
     Purchase of FHLB Stock                              (12)          (7)

     Net Cash Provided/(Used) by Investing           ($9,775)     ($4,579)
   Activities

   Cash Flows from Financing Activities:
     Net Change in Demand, Savings, NOW
       and Money Market Accounts                      (4,900)       12,426
     Net Change in Time Deposits                      (3,308)        2,246
     Proceeds on Line of Credit Payable                     0            0
     Payments on Line of Credit Payable                     0            0
     Proceeds from Sale of Common Stock, Net              398          109
     Purchase of Treasury Stock                             0            0

     Net Cash Provided/(Used) by Financing           ($7,810)      $14,781
   Activities

   Increase (Decrease) in Cash and Equivalents       (11,094)        5,155
   Cash and Equivalents:
     Beginning of Period                               27,057       19,317
     End of Period                                    $15,963      $24,472
   [See accompanying notes to financial statements.]
<PAGE>
Comstock Bancorp
Notes to Condensed Consolidated Financial Statements


1.   ACCOUNTING POLICIES

  Comstock  Bancorp (the  "Company") is a bank holding  company  formed in 1997,
  which became the parent company of Comstock Bank (the "Bank") on June 16, 1997
  through a tax-free  exchange of shares of the Bank for shares of the  Company.
  The Company's primary holding is Comstock Bank. The Bank provides its range of
  services  primarily to businesses and individuals in the northern Nevada area,
  with some  commercial  lending in the Las Vegas market.  The Bank's  principal
  activities  include  residential  lending and commercial  and retail  banking.
  References to the Company include the Bank unless otherwise noted.

  The  accompanying   unaudited  consolidated  financial  statements  have  been
  prepared  in  condensed  format  and  therefore,  do  not  include  all of the
  information and footnotes required by generally accepted accounting principles
  for complete financial statements.  However, in the opinion of management, all
  adjustments,  consisting  only  of  normal  recurring  adjustments  considered
  necessary  for a fair  presentation  have  been  reflected  in  the  financial
  statements.  The Company believes the disclosures  herein are adequate to make
  the information not misleading.  These financial  statements should be read in
  conjunction  with the  consolidated  financial  statements  and notes  thereto
  included in Comstock  Bancorp's  Annual Report to shareholders  for the fiscal
  year ended  December 31, 1998 which is included in the Company's  Registration
  Statement on 10-KSB dated March 18, 1999 (Commission  File No.  0-22391).  The
  results  of  operations  for the three  months  ended  March 31,  1999 are not
  necessarily  indicative  of the  results  to be  expected  for the full  year.
  Certain  reclassifications  have been made to prior period  amounts to present
  them on a basis  consistent  with  classifications  for the three months ended
  March 31, 1999. .


2.   COMMITMENTS & CONTINGENT LIABILITIES

  In the normal course of business,  there are outstanding  various  commitments
  and contingent  liabilities,  such as commitments to extend credit and letters
  of credit,  which are not  reflected in the financial  statements.  Management
  does not anticipate any material loss as a result of these transactions.



3.    DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

  In June of 1998, the FASB issued Statement of Financial  Accounting  Standards
  No. 133, "Accounting for Derivative  Instruments and Hedging  Activities"(SFAS
  133).  The standard is effective  for fiscal  years  beginning  after June 15,
  1999. Earlier adoption is allowed at the beginning of any fiscal quarter after
  the  release  of  the  statement.  The  standard  establishes  accounting  and
  reporting for derivative financial instruments and for hedging activities.  It
  requires that all  derivatives  be measured at fair value and to be recognized
  as either assets or  liabilities in the statement of financial  position.  The
  standard allows for a one-time transfer of securities (Mulligan Rule) from the
  Held to Maturity  Portfolio to the  Available  for Sale or Trading  Portfolios
  without the penalties imposed by SFAS 115, "Accounting for Certain Investments
  in Debt and Equity Securities". The transfer is allowed at the date of initial
  application of the standard.

  Management elected to adopt SFAS 133 as of October 1, 1998 and transferred all
  securities  held in the  "held-to-maturity"  portfolio to the  "available  for
  sale"  portfolio.  The Company holds only minimal balances in derivatives that
  are not  designated as hedges and does not anticipate the adoption of SFAS 133
  will have a material effect on the financial statements.
<PAGE>
4.   RECENT DEVELOPMENTS

  On January 13,  1999,  the Company  announced  that it had signed a definitive
  agreement to merge its holding company into that of First Security Corporation
  (NASDAQ:FSCO).  The value of the  consideration on the day of announcement was
  approximately  $65,000,000,  in a  tax-free  exchange  of  stock  for  all  of
  Comstock's  outstanding  common shares,  including  options and warrants.  The
  value will stay fixed as long as First Security's  average stock price remains
  between $18.70 and $24.05 during the 10 consecutive trading days preceding the
  closing  date.  If the average  First  Security  stock price is above or below
  these  levels  during the actual  measurement  period,  the total value of the
  transaction may be higher or lower than $65 million to Comstock  Shareholders.
  The  Company's  Comstock Bank  subsidiary is to be merged into First  Security
  Corporation's Nevada subsidiary, First Security Bank of Nevada.

  The  merger,  which  would be  accounted  for under  purchase  accounting,  is
  expected to close in June,  1999.  The Boards of Directors  of both  companies
  have approved the Agreement and Plan of  Reorganization.  Consummation  of the
  merger is subject to certain customary conditions, including among others, the
  adoption of the  Agreement  and Plan of  Reorganization  by  Comstock  Bancorp
  shareholders  and receipt of regulatory  approvals.  The Directors of Comstock
  Bancorp have entered into  Shareholder  Voting  Agreements with First Security
  Corporation pursuant to which such Directors agreed to vote their shares owned
  of Comstock Bancorp in favor of the Agreement and Plan of Reorganization.  The
  Shareholder  Voting  Agreements were executed as a condition of and inducement
  to  First  Security  Corporation  entering  into  the  Agreement  and  Plan of
  Reorganization.

  On April 28, 1999,  the  Agreement and Plan of  Reorganization  was adopted by
  Comstock Bancorp shareholders.

  For additional  information  regarding the merger of Comstock Bancorp with and
  into First Security Corporation, the Agreement and Plan of Reorganization, and
  the  Shareholder  Voting  Agreements,  see  Appendices  A and B to  the  Proxy
  Statement/Prospectus  and the Form S-4  Registration  Statement,  as  amended,
  filed by First Security Corporation on March 23, 1999.
<PAGE>
                         COMSTOCK BANCORP AND SUBSIDIARY

  Item 2.

   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
                                   OPERATIONS

  The following financial review presents an analysis of the asset and liability
  structure of the Company and a  discussion  of the results of  operations  for
  each of the periods presented in the quarterly report and sources of liquidity
  and capital resources.  Certain  statements under this caption,  "Management's
  Discussion  and Analysis of Financial  Condition  and Results of  Operations",
  constitute   `forward-looking   statements'   under  the  Private   Securities
  Litigation Reform Act of 1995.

  Discussion of Forward-looking Statements

  When used or  incorporated  by reference in  disclosure  documents,  the words
  "anticipate",  "estimate",  "expect", "project", "target", "goal", and similar
  expressions  are intended to identify  forward-looking  statements  within the
  meaning of Section 27A of the  Securities  Act of 1933.  Such  forward-looking
  statements  are  subject  to certain  risks,  uncertainties  and  assumptions,
  including  those  set  forth  below.  Should  one or more of  these  risks  or
  uncertainties  materialize,  or should underlying assumptions prove incorrect,
  actual results may vary materially from those anticipated, estimated, expected
  or projected.  These  forward-looking  statements speak only as of the date of
  the document. The Company expressly disclaims any obligation or undertaking to
  publicly  release any updates or revisions to any forward-  looking  statement
  contained  herein to reflect  any  change in the  Company's  expectation  with
  regard thereto or any change in events,  conditions or  circumstances on which
  any such statement is based.

  Economic Conditions and Real Estate Risk. The Company's lending operations are
  concentrated  in northern  Nevada.  The  Company  also makes loans in southern
  Nevada. As a result, the financial  condition and results of operations of the
  Company will be subject to general  economic  conditions  prevailing  in these
  regions. If economic conditions in these regions deteriorate,  the Company may
  experience  higher  default  rates  in its  existing  portfolio  as  well as a
  reduction in the value of collateral  securing  individual loans.  Separately,
  the Company's ability to originate the volume of loans or achieve the level of
  deposits currently  anticipated could be affected. As a result, the occurrence
  of  any  of  these  events  could  affect  the  accuracy  of  previously  made
  forward-looking  statements.  Based on  information  available from the Nevada
  State  Demographer and internal Company  population  forecasts,  the Company's
  Washoe County (Reno) deposit  service area is estimated at 311,350  persons as
  of July 1998 and is expected to continue to grow at a  compounded  annual rate
  of 2% through the millennium to 323,928  people.  Growth rates are forecast at
  1.9% for the first five years of the next decade.  The  Company's  Carson City
  deposit service area is estimated at 51,860 as of July 1998 and is forecast to
  grow at just under 3% through the millennium and at a 2.3%  compounded  annual
  growth rate for the first five years of the next decade.

  Interest  Rate  Risk.  The  Company  realizes  income   principally  from  the
  differential or spread between the interest  earned on loans,  investments and
  other   interest-earning   assets  and  the  interest  paid  on  deposits  and
  borrowings.  Loan  volumes and  yields,  as well as the volume of and rates on
  investments,  deposits and borrowings are affected by market  interest  rates.
  Additionally,  because of the terms and  conditions  of many of the  Company's
  loan  documents and deposit  accounts,  and the nature of its  investments,  a
  change in interest  rates could also affect the duration of the loan portfolio
  and/or the deposit base and/or the investment portfolio, which could alter the
  Company's  sensitivity  to future  changes  in  interest  rates.  As a result,
  significant shifts in interest rates could affect the accuracy of any forward-
  looking statements.
<PAGE>
  Expansion Plans. The Company has made a substantial  investment in facilities,
  computer  hardware and computer  software in anticipation  that demand for the
  resulting  products and services will materialize.  There is no guarantee that
  the new products and services  offered will be accepted or that the technology
  purchased  will not become  obsolete  prior to the Company's  realization of a
  positive  return on its  investment.  As a result,  unanticipated  changes  in
  technology,  or a misreading  of customer  demands for products and  services,
  could affect the anticipated return on infrastructure investment.

  Financial Condition

  As of March 31, 1999, the Company's assets had decreased  slightly from $225.1
  million  (measured as of December 31, 1998) to $217.5  million,  a decrease of
  $7.6 million.  Using average assets rather than end of period figures,  assets
  decreased $4.1 million,  from an average of $220.4 million in December of 1998
  to an average of $216.3 million in March of 1999. Management believes that the
  average asset measures are more  indicative of asset size because of the large
  volume of mortgage loan closings, which occur during the last few days of each
  month. In addition, several title company clients' deposits swell the last few
  days of the month, as loan closings tend to be concentrated near month's end.

  Loan Volume
  The Company has two major lending departments, real estate and commercial. The
  real estate  department  specializes  in single family home  mortgage  lending
  including   construction  loans  for  custom  homes.  The  commercial  lending
  department makes short-term commercial loans including real estate development
  loans,  primarily  residential  land  development.  The loans made by the real
  estate  department  are  generally  fixed rate with 15 or 30 year  maturities.
  Management  does not believe long term fixed rate  residential  mortgage loans
  are an appropriate match for the generally  short-term deposit liabilities the
  Company acquires,  due to interest rate risk  considerations.  These loans are
  sold in the secondary  market.  But,  because the commercial  loans  generally
  carry a variable rate or, if fixed in rate,  generally have short  maturities,
  management  considers such to be an  appropriate  asset for the Company's loan
  portfolio and an appropriate match for the Company's liability structures.

  Overall,  loan  volume  decreased  from  $75.8  million  of loan  originations
  representing  460  loans in the three  months  ended  March 31,  1998 to $67.8
  million representing 390 new loan originations in the three months ended March
  31, 1999, a 10.7%  decrease in dollar volume and a 15.2% decrease in number of
  loans.  Management  believes  that the  decrease in both the number and dollar
  volume  of loans in 1999  versus  the same  1998  period  is due to  increased
  competition  in both  the  commercial  and  residential  markets,  and loss of
  commercial  loan  personnel as a result of the Company's  pending  merger with
  First Security Corporation.

   Northern Nevada community financial institutions continue to experience large
  liquidity  increases.  As a result of the large  liquidity  infusion  at local
  financial  institutions,  coupled with the  implementation  of loan production
  offices  by  large,  out-of-state,   banks  and  non-banks,   competition  for
  commercial  loans caused downward  pressure on the Bank's interest margins and
  fee   structures.   Furthermore,   management  has  been  reluctant  to  lower
  traditional  underwriting  guidelines  by reducing  prices and terms to higher
  risk  credits,  a  practice  it sees at the other  local  community  financial
  institutions  with excess  liquidity.  As a result,  loan portfolio growth has
  slowed.  In response,  management  reduced time deposit rates to reduce excess
  liquidity  and deposit  costs.  Management  believes  that its posture on this
  issue will pay off in the long-term.

  The Real Estate  Division  originated  268 loans for a dollar  volume of $40.4
  million in the three months  ended March 31, 1999  compared to 314 loans for a
  dollar volume of $45.4 million in the same period of 1998. Management believes
  the reduction in mortgage rates spurred  refinancing  activity in 1998.  Since
  rates have increased  slightly from their 1998 lows,  management  believes the
  slowdown  in the  refinance  market for the first  quarter of 1999 will likely
  continue through the summer of 1999.
<PAGE>
  According to public records,  mortgage loan volume in Washoe County  decreased
  from $231.2  million in March of 1998 to $222.1  million in March of 1999; the
  Company's  market share  decreased  from 6.1% to 4.0%. In Carson City, for the
  same period, volume rose by 6.9 % to $27.9 million from $26.0 million in March
  of 1998. While volume rose, the Company's market share decreased from 8.82% to
  5.20% due mainly to the volatility in loan volume generated in this relatively
  small market.

                    Total Residential Real Estate Lending

                   Three       ---Number---   Volume (Mill $)
                   Months
                   Ended     1999  1998     1997   1999     1998   1997

                March 31     268    314      185  $40.4     45.4   25.8
                June 30      N/A    367      241   $N/A     51.0   35.4
                September    N/A    336      261   $N/A     48.1   36.2
                December 31  N/A    352      280   $N/A     44.8   42.8
                   Total     268  1,369      967  $40.4   $189.3 $140.2


  The  Commercial  Division  originated 122 loans for $27.4 million in the three
  months  ended March 31,  1999 versus 146 loans for $30.5  million in same 1998
  period.  The company continues to hold commercial real estate loans in the Las
  Vegas market.

   For the month of March,  1999,  the  average  balance of the  Company's  loan
  portfolio was $152.0 million and the average total deposit  balance was $182.3
  million  for an average  loan/deposit  ratio in excess of 83.7%.  The  average
  balance for the same year  earlier  period was $142.2  million and the average
  total deposit balance was $172.8 million for an average  loan/deposit ratio of
  82.6%.  Even with the  increase  in the level of loans in the  Company's  loan
  portfolios,  loan interest  income  decreased by 2% or $63,000,  (adjusted for
  "additional  interest" of $8,000 in 1999 and $124,000 in 1998 on a development
  loan  discussed  below),  over the same  period  of 1998  due to  falling  net
  interest margins.

  Management  has noted  over the past few years,  that the larger  banks in the
  state began intense lending campaigns.  This was in contrast to the withdrawal
  of the large banks from the lending  marketplace in the recession in the early
  part  of  the  decade.  In  addition,  management  notes  that  other  smaller
  institutions and some larger out of state  institutions  have entered both the
  northern Nevada mortgage and commercial real estate market.  Norwest Mortgage,
  not a  significant  player in  northern  Nevada in 1994,  is now the  dominant
  mortgage lender.  Such an increase in competition has had a negative impact on
  the mortgage  lending  growth rates,  and also on the profit margins for these
  loans.  In  the  third  quarter  of  1997,   management   began  to  implement
  technologies such as online underwriting and credit scoring, which has sped up
  the application,  approval,  and funding times in the real estate  department.
  Management   believes  that  the  technologies  have  improved  the  Company's
  competitiveness in the marketplace by allowing very rapid loan approvals,  and
  by  attracting  realtor  business due to reduced  waiting time for the realtor
  commission.  The new  technologies  have also  allowed  the process to be less
  people  intensive,  thereby  reducing costs for the Company which will show up
  either  directly to the bottom  line,  or in the form of higher  volume if the
  cost savings are passed on. Nevertheless, despite the processing streamlining,
  because the Company  must sell the  mortgages  in the  secondary  market,  the
  Company  generally  cannot  compete on a price  basis with the large  national
  mortgage banking  enterprises or with players that can charge lower prices and
  put the mortgages into their portfolios.
<PAGE>
  Loan  origination  volumes  are  dependent  on  interest  rate  levels  and an
  escalation of rates could  adversely  impact Company  profits.  Rates began to
  increase in the first quarter of 1997 as speculation  that the Federal Reserve
  would  increase  the federal  funds rate.  In late  March,  1997,  the Federal
  Reserve did  increase  the federal  funds rate by 25 basis  points,  causing a
  similar  rise in interest  rates all along the yield curve.  However,  because
  inflation remained benign,  market interest rates,  especially at the long end
  of the maturity spectrum of the yield curve, fell throughout the summer months
  of 1997, increasing demand for mortgage loans on the national level. While the
  federal funds rate,  administered by the Federal Reserve,  remained steady for
  the first nine months of 1998,  rates along the  remainder  of the yield curve
  fell. The major impact of this on the Company has been a refinance boom in the
  mortgage markets and the stimulation of new housing purchases,  which began in
  the third quarter of 1997 and continued  through 1998. In the first quarter of
  1999,  the company  experienced  a slow down in the  refinance  arena as rates
  moved  slightly  higher,  the pent-up  demand to  refinance at lower rates was
  satisfied,  and the larger  portfolio  lenders became more aggressive in their
  unending need for higher volume.

  In order to mitigate the  possibility  of adverse  impacts from  interest rate
  movements, management has significantly expanded the Company's loan portfolios
  with  interest  sensitive  assets.  This is an effort to provide the Company a
  more stable  income base.  The strategy is that when  interest  rates rise and
  loan volume  declines in the mortgage  business,  income on the loan portfolio
  will rise to offset the mortgage business decline. On the other hand, if rates
  fall,  the lower  interest  income from the loan  portfolio  will be offset by
  rising loan volume and fee income in the mortgage business.

  Asset Quality
  The  Company's  asset  quality  is often  measured  by its  delinquencies  and
  non-performing  assets.  As of March 31, 1999 the  Company had  non-performing
  (non-accruing) loans of approximately $359,000,  comprised of three commercial
  loans.  The  Company  had $2.2  million of loans past due 90 days or more that
  were  still  accruing,  comprised  of three  notes  for one  construction  and
  development  project.  In April of 1999,  two of the three notes were paid off
  and the third was renewed.  Documents have been revised to address a change in
  ownership and a renewal on this project.  The Company is fully  collateralized
  on  the  note.  As  of  March  31,  1998,   the  Company  had   non-performing
  (non-accruing) loans of approximately $2.6 million, comprised of the two fully
  secured  construction and development loans discussed below. At that time, the
  Company  had no loans past due 90 days or more that were still  accruing.  The
  company currently has $2.28 million in "Other Real Estate Owned" consisting of
  the two projects reported above as non-accruing.  In July of 1998, the Company
  completed  the  foreclosure  on a project in Sparks for $1.59  million,  which
  contained 13 partially  completed  homes. Of the 13, four have been sold, five
  have offers and  acceptances  , and the other four are  complete and ready for
  sale. In  September,  1998,  the Company  foreclosed on a project for $784,000
  containing  2  condominiums  and 11 finished  lots in Boulder,  NV, in the Las
  Vegas Area.  The Company has developed a marketing  plan for this project.  An
  offer on one condo has been accepted.  The Company does expect to sustain some
  loss of principal on these properties.

  Deposit Volumes
  As of March 31, 1999,  the Company's  deposit base had  decreased  from $196.2
  million  (measured as of December 31, 1998) to $188.0  million,  a decrease of
  $8.2 million (4.2%),  as the Company reduced deposit yield offerings to reduce
  liquidity and lower costs.  Using average  balances  rather than end of period
  figures,  deposits  decreased $9.2 million  (4.7%),  from an average of $196.2
  million in December, 1998 to $187.0 million in March, 1999.

  Liquidity
  Liquidity  is the  ability  to meet  current  and future  obligations  through
  liquidation  or maturity of existing  assets or the  acquisition of additional
  liabilities.  Cash,  short-term  investments  and lines of credit  from  other
  financial  institutions are the Company's  primary sources of asset liquidity.
  As a result  of its loan and  deposit  growth,  the  Company's  liquidity,  as
  measured by the ratio of cash, overnight investments less required reserves to
  total  liabilities,  stood at 23.28% as of March 31,  1999,  a  decrease  from
  24.08% on March 31, 1998.  The investment  portfolio is a principal  source of
  secondary  asset  liquidity  as is the ability to borrow from the Federal Home
  Loan Bank of San Francisco (see Borrowing Capacity below).
<PAGE>
  The FASB's accounting rules,  beginning in 1994,  required the Company to mark
  to market a portfolio  that could be sold prior to maturity.  This  accounting
  policy is known as SFAS 115. In October of 1998, the Company  adopted SFAS 133
  and  transferred  all  securities  previously  held in the  "held-to-maturity"
  portfolio to the  "available-for-sale"  portfolio.  The Company's  "available-
  for-sale"  portfolio,  as of March 31,  1999,  consists  of $3 million in U.S.
  Treasury   and   Agency   securities,   $11.9   million   in  FNMA  and  FHLMC
  mortgage-backed pass through securities  (non-derivative  types), $8.6 million
  in GNMA pass through  securities,  $8.9 million in tax exempt  municipal bonds
  and $855,000 in Federal Home Loan Bank stock.  Management  estimates  that the
  duration of the "available-for-sale" portfolio was approximately 2.58 years on
  March 31,  1999.  As of December 31,  1998,  the value of the  "available-for-
  sale"  portfolio was $21,000 above its book value.  As of March 31, 1999,  the
  market value of the  "available-for-sale"  portfolio  was $240,000  below book
  value.


  Borrowing Capacity
  The Company  maintains a secured  line of credit at the Federal Home Loan Bank
  of San  Francisco  (FHLB)  which is available  for up to 30% of the  Company's
  assets.  As of March 31, 1999, the Company had  collateralized  this line with
  loans and securities  giving the Bank  approximately  $26 million of borrowing
  capacity. As of March 31, 1999, there was an outstanding draw of $6 million on
  the FHLB line,  $3 million with a maturity in September of 2000 and $3 million
  with a maturity in January of 2000,  leaving  $20 million in unused  borrowing
  capacity.  The same draw of $6 million was  outstanding on March 31, 1998. The
  Company also has a $2.5  million line of credit with Union Bank of  California
  to meet short term funding requirements. This line has a $200,000 compensating
  balance. FHLB, Union Bank of California, Pacific Coast Bankers Bank, First USA
  and First  Security  Bank,  are  routinely  used for the  purchase  or sale of
  overnight  Federal  funds.  In  addition,  the  Company  invests  some  of its
  overnight  liquidity  in  Federated  Investors'  Liquid Cash  Trust,  a highly
  collateralized  mutual fund of  short-term  bank  qualified  investments.  The
  Company  also has the ability to borrow from the Federal  Reserve  Bank of San
  Francisco for short periods of time.

  Individual and commercial  deposits are the Company's  primary source of funds
  for credit activities. The Company's end of period ratio of loans to deposits,
  as of March 31,  1999,  was 83.70%.  Management  believes  that the  Company's
  liquidity  sources are  adequate to meet its current  operating  needs and any
  additional needs that may be generated by lending activities.


  Capital Base
  The capital base for the Company increased by $712,000 during the three months
  ended March 31, 1999, of which $486,000 was generated  from profits,  $398,000
  was the result of exercised  director and employee stock options and warrants,
  and  $172,000  was  lost on the  SFAS  115  mark-to-market  adjustment  on the
  "available-for-sale" portfolio


  Capital Adequacy
  As of December 31, 1990, a regulatory  risk-based  capital  adequacy  standard
  became effective.  The risk-based  capital  requirements were phased in over a
  period of two years with the final  implementation  effective  on December 31,
  1992. In addition,  the regulatory agencies have continued the process of fine
  tuning the capital standards to meet their current policy  objectives,  and it
  is likely that the  standards  will undergo  further  change.  The table below
  compares the  risk-based  capital ratios as of September 30, 1998 for Comstock
  Bank and Comstock Bancorp with December 31, 1992 minimum requirements:
<PAGE>
                                                         1992
                                   Comstock  Comstock  Minimum
                                     Bank    Bancorp  Requirements
             Tier I (core           12.10%    13.96%     4.0%
             capital)
             Total capital          12.84%    14.69%     8.0%
             Leverage ratio          9.05%    10.36%     3.0%



  Year 2000 Compliance

        General. The Company is aware of the enterprise-wide challenges that the
  millennium  change  poses to its  business  operations  in making  information
  processing and other  service-related  systems Year 2000  compliant.  The Year
  2000 risk involves  computer  programs and computer software that are not able
  to perform without interruption into the Year 2000. If computer systems do not
  correctly recognize the date change from December 31, 1999 to January 1, 2000,
  computer  applications  that  rely on the  date  field  could  fail or  create
  erroneous  results.  Such erroneous results could affect interest,  payment or
  due dates or cause the  temporary  inability  to  process  transactions,  send
  invoices or engage in similar normal business activities.  If the Company, its
  suppliers  and its  borrowers do not address  these  issues,  there could be a
  material  adverse  impact on the Company's  financial  condition or results of
  operations.

  The Company's Year 2000 Project Plan incorporates the elements  recommended by
  the Federal Financial  Institutions  Examination  Council (FFIEC) of which the
  Company's primary regulatory agency, the Federal Deposit Insurance Corporation
  (FDIC), is a member. The FFIEC Interagency Statement on the Year 2000 outlines
  five management phases necessary to facilitate  transition to the new century:
  awareness, assessment, renovation, validation, and implementation.

  State of Readiness.

     Awareness. The Board of Directors and executive management are cognizant of
  the Year 2000 challenge and have made a supportive  commitment of resources to
  address the matter along with the adoption of a Year 2000 Policy.  A Year 2000
  Project Committee has been established with a strategy to address all internal
  and external system and service formulations.  Vendors and servicers have been
  contacted to determine  their Year 2000 plans and gain their  commitment to be
  ready.  Ongoing  progress  reports  are being  made by the Year  2000  project
  Committee to the Company's  Board of Directors.  In addition,  the  Compliance
  Manager for the Company  performs  ongoing review of the adequacy of Year 2000
  Project  assessments and plans,  and reports the results of such monitoring to
  the CRA/Audit & Compliance Committee of the Board of Directors.

     Assessment.  The  Company has  completed  its  assessment  of its Year 2000
  issues. The Company has identified  critical business processes and automation
  platforms,  as well as examined how data transfers will be affected internally
  and with outside  organizations.  This  assessment  includes both  information
  technology  "IT"  systems,  as well as non-IT  systems  and  services  such as
  security systems,  HVAC, elevators,  etc. Resource needs have been identified,
  including  appropriately  skilled  personnel,   contractors,  vendor  support,
  budgets and hardware capacity. Time frames and sequencing of Year 2000 efforts
  have been established. Existing contingency plans have been evaluated, and are
  being modified as needed in conjunction with the results of the Renovation and
  Validation  phases of the project.  An  assessment of credit risk from lending
  customers has also been  completed as a strategic  part of the project  phase.
  High-risk, technology dependent borrowers are being diligently worked with and
  monitored  to mitigate  any adverse  impacts to the  business  borrower or the
  Company.
<PAGE>
     Renovation.  According to the risk-based priorities  established during the
  Assessment Phase, hardware, software, databases and non-IT systems or services
  will be converted,  replaced or eliminated as necessary.  Renovation  work for
  critical  applications has been substantially  completed.  Vendor and servicer
  renovation   activities  are  being  diligently  monitored  to  ensure  timely
  fulfillment of Year 2000 assurances.

     Validation.  Testing and verification of network and PC systems,  databases
  and  utilities by  simulating  data  conditions  for the Year 2000  (including
  2/29/2000 leap year),  began in September 1998.  Successful Y2K testing of the
  Company's primary mainframe systems including deposit, loan and general ledger
  applications  was  substantially  completed  as of March  31,  1999 and  fully
  completed in April 1999. Testing on data exchanges with counterparties outside
  the  Company was  substantially  completed  during the first  quarter of 1999.
  Contingency plans for mission critical systems have been developed and will be
  finalized as the end of the second quarter of 1999.

     Implementation.  Renovated  systems,  data bases and utilities  will be put
  into  production  as  soon  as  possible  following  their  validation,   with
  completion  scheduled no later than mid-1999  (assuming the Company's  pending
  merger  with  First  Security  Corporation  is not  complete  by  that  date).
  Implementation with servicers of critical systems is being monitored to ensure
  timely  completion.  Contingency  plans for critical systems will be simulated
  and tested  following  their  finalization at the end of the second quarter of
  1999.

  Cost of  Compliance.  Management  does not  expect the costs of  bringing  the
  Company's  systems  into Year 2000  compliance  will have a  material  adverse
  effect  on the  Company's  financial  conditions,  results  of  operations  or
  liquidity. Management has estimated the total cost of its Year 2000 compliance
  effort at  $764,000  of which  $479,000 is  renovation  cost of  hardware  and
  software and the remaining  $285,000 is resource costs to manage and implement
  the  Company's  Y2K project  plan.  To date  $660,000 has been  invested  with
  $104,000 remaining to be incurred on the project through March 31, 2000. These
  estimates may not include the full cost of implementation.

  Risks  Related to Year 2000 Issues.  Notwithstanding  the  Company's  efforts,
  there can be no assurance that  potential  systems  interruptions  or the cost
  necessary to update the hardware,  software and non-IT systems will not have a
  material  adverse  impact  on the  Company's  business,  financial  condition,
  results of operations  and business  prospects.  In addition,  the Company has
  limited  information  concerning  the  compliance  status of its suppliers and
  customers. In the event that any of the company's significant suppliers, (such
  as power,  telecommunications,  etc.) do not  successfully  and timely achieve
  Year 2000 compliance,  the Company's business or operations could be adversely
  affected.  Having  completed  a diligent  assessment  of its  commercial  loan
  portfolio, the Company believes, at this time, its loan risks are limited to a
  few  borrowers  that the  Company has  assessed  as being  medium to high risk
  (technology  dependent  companies)  for a  total  of  $2.05  million  out of a
  portfolio of more than $152 million. It is notable that each of these loans is
  well  collateralized,  thereby  mitigating  the potential of loan losses.  The
  Company is working with the medium to high-risk borrowers in an ongoing manner
  to minimize any adverse impacts to the business  borrower or the Company.  The
  Company does not believe  that this amount is material  enough for the Company
  to adjust its current  methodology for making  provisions to the allowance for
  credit  losses.  In  addition,  the  Company  does not  believe  it will  have
  difficulty meeting cash demands.

  Contingency  Plans.  The company  maintains  standard  disaster  recovery  and
  business  resumption  plans. The Company's  contingency  plans specific to the
  Year 2000 have been  developed  in  conjunction  with  system  renovation  and
  testing  results  and will be  finalized  by the second  quarter of 1999.  The
  Company is confident that its Year 2000 plan to address the issues  associated
  with the proper functions of the Company's  computer  systems before,  at, and
  after the turn of the century  will meet the business  challenges  of entering
  the new millennium.
<PAGE>
                         COMSTOCK BANCORP AND SUBSIDIARY


  RESULTS OF OPERATIONS (Three Months Ended March 31, 1999 and 1998)

  The  Company  earned  $486,000 in the three  months  ended  March  31,1999,  a
  decrease in post-tax  earnings of 19% when compared to the $601,000 earned for
  the three months ended March 31,  1998.  On a basic per share basis,  earnings
  were $.10 through  March 31, 1999 versus $.14 for the same period of 1998 (see
  exhibit 11 for  earnings  per share  computations).  Return on average  assets
  (ROA) for the three  months ended March 31, 1999 was .91% versus 1.25% for the
  same 1998 period.  Return on average  equity (ROE) was 8.92% versus  15.30% in
  the 1998 comparable period.

  Management believes that the following items had the largest impacts on income
  for the three month period ended March 31, 1999:

     1.The  receipt of  `additional'  interest  from a  development  loan in the
       Company's portfolio  significantly augmented earnings in the 1998 period.
       Under  the  terms of the  loan,  the  Company  collects  normal  interest
       payments plus an additional  $2,100 for each lot the developer  sells. As
       of March 31, 1999,  4 lots had been sold  increasing  interest  income by
       $8,400.  In 1998,  440 lots  were  sold  increasing  interest  income  by
       $815,900.  Of that income $124,000 was realized in the first quarter.  In
       1997,  139 lots were sold and  closed  giving  the  Company  "additional"
       interest  income of  $292,000.  Of the total 811 lots,  98 remained to be
       sold.


                                     Loan Interest  Income ($000)
                                   Three months ended March 31,1999
                                           Three Months
                                         1999         1998
          Loan Interest Income          $3,078       $3,141
          Additional Interest Income    $    8       $  124

     2.Merger costs associated with the definitive  agreement  discussed on page
       8,  approximate  $119,000  year to date,  before  tax.  With these  costs
       excluded,  management  estimates  that  the  Company  would  have  earned
       $565,000  for the three  month  period  ended  March 31, 1999 or $.11 per
       share.

     3.The  Company's  capital  was  significantly  augmented  in late 1998 when
       options  were  exercised.  As a result,  the ROA and ROE was  reduced  as
       capital leverage ratios increased.

     4.Other  non-interest rate related events also had a significant  impact on
       net income. Non-interest income increased by $85,000 for the three months
       ended March 31, 1999 over the same  period of 1998.  The  increase is the
       result of rising deposit service charges generated by the addition of two
       branch  locations  in 1997,  fees  earned  on a new  accounts  receivable
       servicing  product,  and  gains  recognized  on the  sale  of  investment
       securities.
<PAGE>
       The Company committed a significant  amount of resources for expansion in
       1997.  As a result of the new Galena and Sparks  branches,  the lease and
       remodel  of the new  operations  center,  and a  partial  remodel  of the
       headquarters building,  occupancy expenses rose in 1998 and stabilized in
       1999.   Furniture  and  equipment  expenses  rose  $25,000  (14.1%)  when
       comparing  the three months ended March 31, 1999 to the same 1998 period.
       The  deployment  of capital for  additional  branches is a strategy  that
       enhances the Company's deposit acquisition capability.  The investment of
       capital in  technological  improvements  targeted  toward  the  Company's
       commitment   to  small   business   customers  and  toward  an  increased
       competitive  presence is  necessary to obtain a stable  diverse  customer
       base and to move its deposit base further  toward a core of  relationship
       customers and further away from  dependence  on a higher cost,  non-core,
       single relationship customer base. The Company successfully migrated from
       its  computer  service  bureau to an in-house  system in October of 1997.
       Deployment of electronic products and services has been scheduled for the
       next several  quarters with personal  computer banking for small business
       customers  being the  product  most  recently  introduced.  Such  product
       development  is  likely  to be more  rapid  when the  merger  with  First
       Security is consummated.

       Other operating  expenses rose $116,000 (24.7%) in the three months ended
       March  31,  1999  over the  same  1998  period  due to the  merger  costs
       discussed above.

       Management  believes that, to effectively compete in the rapidly changing
       technological world, the Company must be able to deliver its products and
       services in an electronic  format.  Management  believes that the pace of
       change is so rapid  that  delays  in  implementation  of high  technology
       products and services  could  significantly  threaten the Company's  core
       deposits.  Management  views the  Company's  proposed  merger  with First
       Security as both a defensive  move and a strategic  opportunity,  because
       the merger is  anticipated  to provide the company's  customers with high
       technology  products  and  services  which will both retain the  existing
       customers and attract new ones.

       The Company provided $30,000 more to its loan loss reserve (Provision for
       Credit  Losses) in the first three months of 1999 than it did in the same
       1998  periods.  Such  contributions  are  consistent  with the  Company's
       strategy to build a commercial  loan  portfolio,  which  carries a higher
       risk profile.

       The following Interest Rate Sensitivity Analysis Table provides a picture
       of  income  and  interest   sensitivity  for  selected  categories  in  a
       comparative  format for the three month  periods ended March 31, 1999 and
       1998.  The tables show the  interest  sensitive  assets and  liabilities,
       their yields,  the difference in income, and the amount of the difference
       due to volume change, rate change, and the combination of volume and rate
       change.
<PAGE>
                                COMSTOCK BANCORP
                 CONSOLIDATED INTEREST RATE SENSITIVITY ANALYSIS
               For the Three Months Ended March 31, 1999 and 1998
<TABLE>
<S>                 <C>             <C>       <C>              <C>       <C>      <C>       <C>        <C>
                                                                                                         Rate/
                      (Unaudited)    Yield/     (Unaudited)     Yield/    Total     Volume     Rate      Volume
For Quarter Ended:   Mar. 31, 1999    Rate     Mar. 31, 1998     Rate     Change   Variance  Variance   Variance

Loans:
Loan Income            $3,032,081     .38%       $3,199,626     9.42%  ($167,545)  $207,052 ($351,829)  ($22,767)
Loan Fees and
  Servicing Income        848,935                   941,998              (93,063)         -         -          -
  Total Loan, Servicing,
    And Fee Income     $3,881,106   10.73%       $4,141,624    12.19%  ($260,608)         -         -          -
Investments:
Fed Funds and Mutual
  Fund Income             $97,545    4.58%         $124,953     5.28%   ($27,408)  ($12,435) ($16,628)    $1,655
Income from Investment
   Securities             502,102    5.60%          364,494     5.72%    137,608    148,056    (7,430)    (3,018)
Interest-Bearing
  Deposit Income           11,348    6.81%           24,084     6.55%    (12,736)   (13,156)      952       (505)

  Total Investment
  Income                 $610,995    5.43%         $513,531     5.64%    $97,465   $121,388  ($19,350)    $4,574
Trading Account Assets
  And Other
  Investments              16,347    7.73%            8,658     4.36%      7,689        571     6,678        440
EARNING ASSETS:
  Total Interest
  Income               $3,643,077    7.65%       $3,713,157     8.58%   ($70,080)  $328,440 ($371,179)  ($27,341)
  Total Interest, Servicing,
    Fee, and Trading
    Account Income     $4,508,359    9.46%       $4,663,813    10.78%  ($155,455)         -         -          -

Deposits:
Interest on Deposits:
  Transaction  Accounts  $397,033    2.67%         $457,002     3.35%   ($59,970)   $41,277  ($92,859)   ($8,387)
  Time and Savings
    Deposits            1,191,639    5.05%        1,188,335     5.36%      3,304     78,626   (70,648)    (4,674)
    Total Deposit
      Interest Expense $1,588,671    4.13%       $1,645,337     4.59%   ($56,666)  $124,025 ($168,025)  ($12,616)

BORROWED FUNDS:
  Other Borrowed Funds    $88,622    5.95%          $91,949     6.22%    ($3,327)      $643   ($3,942)      ($28)
    Total Interest 
          Expense      $1,677,294    4.19%       $1,737,287     4.66%   ($59,993)  $126,242 ($173,618)  ($12,616)

NET INTEREST
 DIFFERENTIAL          $1,965,783    3.45%       $1,975,870     3.92%   ($10,088)  $202,198 ($197,560)  ($14,725)
  (Excludes fee income)
NET INTEREST
 DIFFERENTIAL          $2,831,065    5.27%       $2,926,526     6.12%   ($95,461)         -         -          -
  (Includes fee income)
</TABLE>
Notes to Interest Rate Sensitivity Analysis Table:
  [1] The variance  analysis above excludes  non-interest rate sensitive earning
assets.
  [2]  "Yield/Rate"  is the  interest  income or interest  expense,  annualized,
divided by the average respective outstanding balance for the period.
  [3] "Total Change"  represents  the change in the interest  income or interest
expense between the respective periods.
  [4] "Volume Variance" equals the change in average volumes  (balances) between
the periods times the previous period interest rate.
  [5] "Rate  Variance"  equals the change in yields or rates between the periods
times the previous period average balance.
  [6] "Rate/Volume  Variance" reflects the change in interest income or interest
expense  attributable to simultaneous  changes in both rates and volumes between
the respective time periods.
<PAGE>
  For the three month periods  ended March 31, 1999 and 1998,  the yield on loan
  income is lower in 1999 than the same  period of 1998.  The  yields on the fed
  funds and mutual  funds and  investment  securities  are lower while yields on
  interest-bearing  deposits in other  financial  institutions  are higher.  The
  rates on deposits  and other  borrowed  funds for the three month period ended
  March 31, 1999 are lower than the same period of 1998.

  In the three month period ended March 31, 1999  compared to the same period of
  1998,  loan  income  decreased  $167,000 of which  $207,000  was the result of
  increased portfolio balances and ($352,000) was the result of decreased yields
  (without  $8,000 of "additional  interest"  income for this period in 1999 and
  $124,000  in 1998  yields  would have been 8.36% in 1999 and 9.05% in the same
  1998  period).  For loan income the  increase in the level of both  commercial
  loans held in portfolio  and the real estate  construction  loans  continue to
  result  in a  positive  volume  variances.  Fierce  competition  for loans has
  resulted  in  reduced  margins.  Again,  for this  period,  when loan fees and
  servicing  income are  factored  in, the result is a decrease  of  $260,000 in
  total  loan,  servicing  and  fee  income.  Because  the  Company  is a  large
  originator  and seller of  mortgage  loans,  fee income  plays a major role in
  Company earnings. When the Company sells loans, all of the deferred fee income
  on the sold loans is  immediately  recognized  as  income.  Total loan and fee
  income yields  decreased  from 12.19% to 10.73% in the three month period (the
  decrease was from 11.83% to 10.71% excluding the "additional interest").

  Income from fed funds and mutual fund investments  decreased by $27,000 in the
  three month period ended March 31, 199 over the same 1998 period. The decrease
  was due to both decreased invested balances and decreased yields.

  Lower  yields  on  Investment  Securities  combined  with an  increase  in the
  invested  balances  netted the Company an  increase of $138,000  for the three
  month period ending March 31, 1999 over the same 1998 period.

  Interest-bearing  deposits  with other  financial  institutions  showed higher
  yields and lower invested  balances,  which netted to a decrease of $13,000 in
  income for three  month  period  ended  March 31, 1999 over the same period of
  1998.

  Total investment income increased 19% or $97,000 for the three month period as
  a result of increased invested balances in investment securities.

  The cost of interest  sensitive  liabilities was lower on all deposit accounts
  for the three month  periods ended March 31, 1999 over the same period of 1998
  and was the result of increased  balances  combined with lower rates.  For the
  three month period,  increased  deposit  balances  contributed  to $124,000 of
  increased  costs,  with  decreased  rates  contributing  $168,000 to decreased
  costs.

  In summary, on the asset side, larger loan and investment securities portfolio
  levels  increased  income by $355,000 while decreased yields in all portfolios
  except interest-bearing deposits with other financial institutions resulted in
  a decrease of $376,000 in income in the three months ended March 31, 1999 over
  the same period of 1998.  Decreased costs of deposits and other borrowed funds
  of $60,000 resulted in a net interest income differential decrease,  excluding
  servicing fee income, of $10,000.  With fee income included,  the net interest
  income differential decreased $95,000.
<PAGE>
  Part II.

  Item 1.   Legal Proceedings.

          Comstock Bank v. Raymond B. Graber,  II, (Nevada Supreme Court;  cases
          No.  32194 and No.  33148):  As  reported  in the  Company's  previous
          periodic  securities  reports on Forms 10-Q and 10-K,  this collection
          action on a loan guarantee  involves two Nevada Supreme Court appeals.
          Both appeals deal with the same underlying factual background and have
          been  consolidated  for argument  and  decision by the Nevada  Supreme
          Court.  Comstock  Bank has  retained  the firm of Beckley,  Singleton,
          Jemison,  Cobeaga & List, and specifically,  Rex A. Jemison and Daniel
          F.  Polsenberg  thereof,  to handle the Supreme  Court appeals in this
          matter.  A pre-trial  settlement  conference  yielded no  compromises.
          There were no  significant  changes in the status of this case  during
          this reporting period.

  Item 2.   Changes in Securities.  None.

  Item 3.   Defaults Upon Senior Securities.  Not Applicable.

  Item 4.   Submission of Matters to a Vote of Securities Holders.  None.

  Item 5.   Other  Information:  The  Securities  and  Exchange  Commission  has
            recently  amended  Rule  14a-4 to  provide  that with  respect  to a
            shareholder  proposal  to be  presented  at an annual  shareholders'
            meeting other than pursuant to Rule 14a-8 (i.e.,  which is not to be
            included in the  registrant's  proxy  statement),  the  registrant's
            management may exercise discretionary voting authority under proxies
            solicited by it for the meeting,  without mention of the proposal in
            the proxy material,  if it receives notice of the proposed  non-Rule
            14a- 8  shareholder  action less than 45 days prior to the  calendar
            date its proxy  materials  were mailed for the prior  year's  annual
            meeting.  As this new provision applies to the Company, in the event
            notice of a non-Rule 14a-8  shareholder  proposal to be presented at
            the Company's 1999 Annual Meeting of Shareholders is received by the
            Company  after March 12,  1999,  the Company  will be  permitted  to
            exercise  discretionary  voting authority under proxies solicited by
            it with respect to the 1999 Annual Meeting.


  Item 6.   (a)  Exhibits.   The  following   exhibits   are   filed   with   or
            incorporated   by  reference   into  this  Form  10-QSB   (numbering
            corresponds to Exhibit Table in Item 601 of Regulation S-K):

                    No.  Exhibit                            Page
                    11.  Computation of per share earnings   26
                    27.  Financial Data Schedule             27


          (b) Reports on Form 8-K.  The Company  filed a Form 8-K on January 15,
          1999 to report that the Company had entered  into an  agreement  to be
          acquired by First Security Corporation in a merger transaction.
<PAGE>
                                   SIGNATURES


In accordance with the  requirements of the Exchange Act, the registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.

COMSTOCK BANCORP



     Date: April 30, 1999               /s/ Robert N. Barone
                                        Robert N. Barone,
                                        Chairman, CEO and Treasurer
                                        (Principal Accounting and Financial
                                        Officer)


     Date: April 30, 1999               /s/ Larry A. Platz
                                        Larry A. Platz,
                                        President and Secretary
<PAGE>
                                COMSTOCK BANCORP
                                   EXHIBIT  11

               COMPUTATION OF CONSOLIDATED  NET EARNINGS PER SHARE For the Three
               Months Ended March 31, 1999 and 1998



                                                       (Unaudited)  (Unaudited)
                                                      Mar 31, 1999  Mar 31, 1998

  Net Income:                                            $486,000      $601,000
  Net Income per Common Share (assuming no dilution):
     Weighted Avg. Shares                               4,918,192     4,430,168
     Outstanding:  
     Basic Earnings per Share:                               $.10          $.14

  Net Income per Common and Common
  Equivalent Shares:

  Adjusted Weighted Avg. Number of
  Shares Outstd. After Giving                           4,963,906     4,910,603
  Effect to the Conversion of         
  Options and Warrants:
  Diluted Earnings per Share:                                $.10          $.12
<PAGE>
                                COMSTOCK BANCORP
                                   EXHIBIT 27
                   FOR THE THREE MONTHS ENDED MARCH 31, 1999
                            FINANCIAL DATA SCHEDULE
                                                                  $ in Thousands

   Cash and Due from Banks (Non-Interest Bearing)                        $7,280
   Interest-bearing Deposits in Domestic Financial Institutions             622
   Fed funds and Overnight Mutual Funds Sold                              8,684
   Trading Account Securities                                                 7
   Investment and Mortgage back Securities Held for Sale                 32,380
   Investment and Mortgage back Securities Held to Maturity - Carrying Value  0
   Investment and Mortgage back Securities Held to Maturity - Market Value    0
   Loans                                                                152,354
   Allowance for Credit Losses                                            1,175
   Total Assets                                                         217,478
   Deposits                                                             188,037
   Short-term borrowings                                                      0
   Other Liabilities                                                      1,139
   Long-term debt                                                         6,000
   Preferred stock - mandatory redemption                                     0
   Preferred stock - no mandatory redemption                                  0
   Common Stock                                                              51
   Other Stockholders Equity                                             22,250
   Total Liabilities and Stockholders Equity                            217,478
   Interest and Fees on Loans                                             3,862
   Interest and Dividends on Investments                                    518
   Other Interest Income                                                    108
   Total Interest Income                                                  4,489
   Interest on Deposits                                                   1,589
   Total Interest Expense                                                 1,677
   Net Interest Income                                                    2,812
   Provision for Loan Losses                                                140
   Investment Securities Gains/Losses                                        41
   Other Expense                                                          2,277
   Income/Loss Before Income Tax                                            604
   Income/Loss Before Extraordinary Items                                   604
   Extraordinary Items , Less Tax                                             0
   Cumulative Change in Accounting Principles                                 0
   Net Income or Loss                                                       486
<PAGE>
   Earnings Per Share - Primary                                            0.10
   Earnings Per Share - Fully Diluted                                      0.10
   Net Yield - interest earning assets - actual                            9.35%
   Loans on Non-accrual                                                     359
   Accruing Loans past due 90 Days or More                                2,245
   Troubled Debt Restructuring                                                0
   Potential Loan Problems                                                    0
   Allowance for Loan Losses - Beginning of Period                        1,598
   Total Charge-Offs                                                        571
   Total Recoveries                                                           8
   Allowance for Loan Losses - End of Period                              1,175
   Loan Loss Allowance allocated to Domestic Loans                        1,175
   Loan Loss Allowance allocated to Foreign Loans                             0
   Loan Loss Allowance - Unallocated                                          0
<PAGE>