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 September 30, 1997
                                       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 November 4, 1997: Common Stock - Authorized 15,000,000 shares at $0.01 par
value; issued and outstanding - 4,423,668
--------------------------------------------------------------------------------
<PAGE>
                                TABLE OF CONTENTS

Item
Number                                                                      Page
                         PART I - FINANCIAL INFORMATION

1.  Financial Statements

    Consolidated Statements of Condition
         September 30, 1997 and December 31, 1996                              4

    Consolidated Statements of Income
         Three and six months ended September 30, 1997 and 1996                5

    Consolidated Statements of Changes in Stockholders' Equity
          For the periods ended Sept. 30, 1996, December 31, 1996, 
          and Sept. 30, 1997                                                   6

    Consolidated Statements of Cash Flows
          Nine months ended September 30, 1997 and 1996                        7

    Notes to Consolidated Financial Statements                                 8

2.  Management's Discussion and Analysis of Financial Condition and 
         Results of Operations                                                11


                           PART II - OTHER INFORMATION

1.  Legal Proceedings                                                         25

2.  Changes in Securities                                                     25

3.  Defaults Upon Senior Securities                                           25

4.  Submission of Matters to a Vote of Securities' Holders                    25

5.  Other Information                                                         25

6.  Exhibits and Reports on Form 8-K                                          25

Signatures                                                                    26


Part I.           Financial Information

Item I.           Financial Statements
<PAGE>
                                COMSTOCK BANCORP
                      CONSOLIDATED STATEMENTS OF CONDITION
                 As of September 30, 1997 and December 31, 1996
                             (Dollars in Thousands)

                                                    (Unaudited)      (Audited)
                                                  Sept. 30, 1997   Dec. 31, 1996
Assets:
Cash and Due from Banks (Non-Interest Bearing)      $10,793               $6,738
Fed funds and Overnight Mutual Funds Sold                 7               13,593
Interest-bearing Deposits in Domestic
  Financial Institutions                              1,294                1,498
Trading Account Securities                               13                   28
Investment Securities                                24,756               17,223
Federal Home Loan Bank Stock                            429                  378
Loans Held for Sale                                  10,649                7,806
Loans (Net of Deferred Fees)                        118,070               88,718
 Less:  Allowance for Credit Losses                     997                  857
                                                        ---                  ---
    Net Loans                                       127,722               95,667
                                                    -------               ------

Premises and Equipment                                7,648                6,447
Other Real Estate Owned                                   9                    0
Accrued Interest Receivable                             995                  840
Other Assets                                          4,315                2,568
                                                      -----                -----
  TOTAL ASSETS                                     $177,981             $144,980
                                                   ========             ========
Liabilities and Stockholders' Equity:
Deposits:
  Demand Deposits (Non-Interest Bearing)            $30,839              $26,334
  Savings, Money Market and NOW Accounts             58,154               51,717
  Time Deposits Under 100,000                        43,125               33,958
  Time Deposits $100,000 and Over                    25,589               19,295
                                                     ------               ------
    Total Deposits                                  157,707              131,304
                                                    -------              -------
                                                                               
Other Borrowed Funds                                  4,600                    0
Accrued Interest Payable                                210                  189
Accounts Payable and Accrued Expenses                   468                  478
Income Taxes Payable                                     88                    0
                                                         --                    -
  TOTAL LIABILITIES                                 163,073              131,971
                                                    -------              -------
Stockholders' Equity:
Common Stock-$0.01 par value, 15,000,000 shares
  authorized; 4,421,668 and 4,235,268 shares 
  issued and outstanding on June 30, 1997 and 
  December 31, 1996                                      44                   42
Paid-in Surplus                                       8,898                8,184
Unrealized Gain (Loss) on Securities Available 
  for Sale, Net of Applicable Deferred Income Taxes     (11)                 (9)
Retained Earnings                                     5,976                4,792
                                                      -----                -----
  TOTAL STOCKHOLDERS' EQUITY                         14,908               13,009
                                                     ------               ------
  TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY       $177,981             $144,980
                                                   ========             ========
[See accompanying notes to financial statements.]
<PAGE>
                                COMSTOCK BANCORP
                        CONSOLIDATED STATEMENTS OF INCOME
         For the Three and Nine Months Ended September 30, 1997 and 1996
                 (Dollars in Thousands except per share amounts)
<TABLE>

<S>                                                           <C>                <C>               <C>               <C>    

                                                                  For the Three Months Ended           For the Nine Months Ended
                                                                (Unaudited)       (Unaudited)        (Unaudited)       (Unaudited)
                                                              Sept. 30,1997      Sept. 30, 1996    Sept. 30, 1997    Sept. 30, 1996
                                                              -------------      --------------    --------------    --------------
Interest Income:
  Interest and Fees on Loans                                      $3,563             $3,464             $9,743           $9,647 
  Interest on Investments and Interest-Bearing
    Deposits in Domestic Financial Institutions                      377                283              1,070              716
  Interest on Fed Funds and Overnight Mutual Funds                    73                225                328              562
                                                                      --                ---                ---              ---
    Total Interest Income                                          3,986              3,972             11,141           10,925
                                                                   -----              -----             ------           ------
                                                        
Interest Expense:
  Interest on Deposits                                             1,418              1,135              3,958            3,268
Interest on Long-Term Debt                                            13                 13                 14               16
                                                                      --                 --                 --               -- 
    Total Interest Expense                                         1,431              1,148              3,972            3,284
                                                                   -----              -----              -----            -----
Net Interest Income                                                2,555              2,824              7,169            7,642
Provision for Credit Losses                                           60                 40                180              190
                                                                      --                 --                ---              --- 
  Net Interest Income after Credit Loss Provision                  2,495              2,784              6,689            7,452
                                                                   -----              -----              -----            -----
                     
Non-Interest Income:
  Service Charges on Deposit Accounts                                 71                 69                208              198
  Gain on Sale of Securities and Other Assets                          1                 23                (12)              29  
  Other Income                                                        65                 16                111               66
                                                                      --                 --                ---               -- 
    Total Non-Interest Income                                        137                108                308              293
                                                                     ---                ---                ---              ---
                                                 
Non-Interest Expense:
  Salaries and Employee Benefits                                   1,046              1,238              3,145            3,491 
  Occupancy Expense                                                  198                131                532              389 
  Furniture and Equipment Expense                                    154                116                415              350 
  Other Operating Expenses                                           545                439              1,550            1,367
                                                                     ---                ---              -----            -----
    Total Non-Interest Expense                                     1,943              1,924              5,642            5,597
                                                                   -----              -----              -----            -----
                                                 
Income before Taxes                                                  689                968              1,654            2,148
                                                               

Provision for Income Taxes                                           201                315                470              701
                                                                     ---                ---                ---              ---
                                                        
  NET INCOME                                                        $488               $653             $1,184           $1,446
                                                                    ====               ====             ======           ======
                                                                      
  Primary Earnings per Share                                       $0.10              $0.15              $0.25            $0.33
                                                                   =====              =====              =====            =====
</TABLE>
              [See accompanying notes to financial statements and
                 Exhibit 11-Computation of earnings per share.]
<PAGE>
                                COMSTOCK BANCORP
                      CONSOLIDATED STATEMENTS OF CHANGES IN
              STOCKHOLDERS' EQUITY For Periods Ended September 30,
                 1996, December 31, 1996, and September 30, 1997
                             (Dollars in Thousands)
                                   (Unaudited)
<TABLE>
<S>                                    <C>        <C>       <C>        <C>                      <C>   


                                                                         Unrealized Gain/
                                                                       (Loss) on Securities
                                                            Retained    Held for Sale, Net          Total
                                        Common    Paid-in   Earnings       Of Applicable        Stockholders'
                                        Stock     Surplus   (Deficit)   Deferred Inc. Taxes         Equity

Balances, December 31, 1995              $42      $8,164     $2,700           ($21)                $10,885
  Net Income                                                  1,446                                  1,446
  Sale of Common Stock                                20                                                20           
  Change in Unrealized Gain/(Loss)
    on Securities Available for Sale
    Net of Applicable Deferred
    Income Taxes                                                               (72)                    (72)


Balances, September 30, 1996             $42      $8,184     $4,147           ($93)                $12,279
  Net Income                                                    646                                    646
  Sale of Common Stock           
  Change in Unrealized Gain/(Loss)
    on Securities Available for Sale
    Net of Applicable Deferred
    Income Taxes                                                                84                      84
                                                                                --                      --
                            

Balances, December 31, 1996              $42      $8,184     $4,793            ($9)                $13,009
  Net Income                                                  1,184                                  1,184
  Sale of Common Stock                                 2        714                                    716           
  Change in Unrealized Gain/(Loss)
    on Securities Available for Sale
    Net of Applicable Deferred
    Income Taxes                                                                (2)                     (2)
                                                                                ---                     ---

Balances, September 30, 1997             $44      $8,898    $5,977            ($11)                $14,908
                                         ===      ======    ======            =====                =======
                     
</TABLE>

[See accompanying notes to financial statements.]
<PAGE>
                                COMSTOCK BANCORP
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
              For the Nine Months Ended September 30, 1997 and 1996
                             (Dollars in Thousands)
                                                  (Unaudited)       (Unaudited)
                                                Sept. 30, 1997    Sept. 30, 1996
Cash Flows from Operating Activities:
  Net Income                                          $1,184           $1,446
  Adjustments to Reconcile Net 
    Income to Net Cash
Provided by Operating Activities:
  Provision for Credit Losses                            180              190
  Depreciation and Amortization                          488              373
  Net (Gain) Loss on Sale of Investment Securities         3                9
  Net (Gain) Loss on Sales of Trading Securities           9               (7)
  Purchases of Trading Securities                          0                0
  Proceeds from Sales of Trading Securities                0                0
 Amortization of Servicing Asset                           3                0
  Increase/(Decrease) in Deferred Taxes Due to 
   Change in Unrealized Gain or Loss on Securities
   Available for Sale                                      1              (36) 
Net (Increase) Decrease in:
  Accrued Interest Receivable                           (155)              99
  Other Assets                                        (1,783)              65
  Accrued Interest Payable                               (21)             (17)
  Loans Held For Sale                                 (2,843)           2,848
Net Increase (Decrease) in:
  Accounts Payable and Accrued Expenses                  (10)             (76)
  Income Taxes Payable                                    88               78
                                                          --               --
 NET CASH PROVIDED BY OPERATING ACTIVITIES           ($2,855)          $4,971

Cash Flows from Investing Activities:
 Net Change in Interest-Bearing Deposits in 
  Domestic Financial Institutions                        204               46
 Proceeds from Sales of Available for Sale Securities      0            7,026
 Proceeds from Maturities of Available for 
   Sale Securities                                     2,981
 Purchases of Available for Sale Securities           (6,410)          (8,879)
 Proceeds from Sales and Maturities of
   Investment Securities                               2,358              350
 Purchases of Investment Securities                   (6,657)          (2,427)
 Net Change in Loans Held to Maturity                (29,210)         (11,247)
 Purchases of Premises and Equipment, Net             (1,610)            (298)
 Purchase of FHLB Stock                                  (52)             (58)
                                                         ----             ----
  NET CASH PROVIDED FOR INVESTING                   ($38,396)        ($15,487)

Cash Flows from Financing Activities:
 Net Change in Demand, Savings, NOW
And Money Market Accounts                             10,943            5,697
 Net Change in Time Deposits                          15,461            9,351
 Proceeds on Line of Credit Payable                    4,600                0
 Payments on Other Liabilities                             0                0
 Proceeds from Sale of Common Stock, Net                 716               20
 Cash Dividends Paid                                       0                0
                                                           -                -
NET CASH PROVIDED BY FINANCING ACTIVITIES            $31,720          $15,068

Increase (Decrease) in Cash and Equivalents           (9,531)           4,552
Cash and Equivalents:
  Beginning of Period                                 20,331           11,082
                                                      ------           ------
End of Period                                        $10,800          $15,634
                                                     =======          =======
                                                                         
[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 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  Bank's Annual Report to
     shareholders  for the fiscal year ended December 31, 1996 which is included
     in the  Company's  Registration  Statement on Form S-4 dated March 25, 1997
     (Commission  File No.  333-23923).  The results of operations  for the nine
     months ended  September  30, 1997,  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 nine months ended September 30, 1997.


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.   SERVICING ASSETS

     Effective  January 1, 1997, the Company  adopted SFAS No. 125,  "Accounting
     for  Transfers  and Servicing of Financial  Assets and  Extinguishments  of
     Liabilities".  In accordance with the accounting standards provided by this
     statement,  after a transfer of financial  assets, an entity recognizes the
     financial and servicing assets it controls and liabilities it has incurred.
     The resulting  assets and/or  liabilities  are amortized  until control has
     been surrendered. The assets and/or liabilities are then extinguished.

     As of September  30,  1997,  the Company  recognized  a servicing  asset of
     $31,000.  The  servicing  asset  is  carried  at cost,  less any  valuation
     allowance  and is  classified  as an other asset.  The  servicing  asset is
     amortized over the expected  remaining life of the  underlying  loans.  The
     Bank  amortized  approximately  $3,000  during the nine month  period ended
     September 30, 1997.  The fair value of the servicing  asset as of September
     30, 1997 based on current quoted market prices for similar  instruments was
     estimated at $31,000, which exceeded the carrying value net of amortization
     by $3,000.
<PAGE>
4.   EARNINGS PER SHARE

     In February 1997, the Financial  Accounting Standards Board ("FASB") issued
     Statement of Financial  Accounting  Standards No. 128, "Earnings Per Share"
     (SFAS  128).  The  Company  is  required  to adopt  SFAS 128 for  financial
     statements  issued for periods  ending after  December  15,  1997.  Earlier
     application  is not  permitted,  and all prior  period  earnings  per share
     figures are to be restated.  Basic and diluted  earnings per share  figures
     are required on the face of the income statement.

     SFAS 128 replaces current EPS reporting  requirements by replacing  primary
     earnings  per share  with  basic  earning  per share  and by  altering  the
     calculation  of diluted EPS,  which  replaces  fully diluted EPS. Basic EPS
     excludes  potential dilution and is calculated by dividing income available
     to Common Stockholders by the weighted average number of outstanding common
     shares.  Diluted  earnings per share  reflect the  potential  dilution that
     could occur if contracts to issue common stock were exercised.

     Had SFAS 128 been in effect  during the  current  and prior  year  periods,
     basic  earnings  per share  would  have been $.11 and $.15 for the  quarter
     ending September 30, 1997 and 1996 respectively. Diluted earnings per share
     under  SFAS 128 would have been $.10 and $.14 for the same  periods.  Basic
     earnings per share would have been $.27 and $.35 for the nine months ending
     September 30, 1997 and 1996 respectively,  while diluted earnings per share
     would have been $.25 and $.33 for the same period.

5.    CAPITAL STRUCTURE

     In  February  1997,  the FASB  issued  Statement  of  Financial  Accounting
     Standards No. 129,  "Disclosure  of  Information  about Capital  Structure"
     (SFAS 129).  The  statement is effective for  financial  statement  periods
     ending after  December 15, 1997.  The statement is intended to  consolidate
     disclosures about capital structure into a single standard.  The disclosure
     shall  include  the  rights  and  privileges  of  the  various   securities
     outstanding,  the number of shares  issued upon  conversion,  exercise,  or
     satisfaction  of required  conditions  during the most recent annual fiscal
     period and any subsequent interim period.

     Had SFAS 129 been in effect  during the  current  and prior  year  periods,
     disclosures would not have been significantly different than reported.


6.    COMPRESHENSIVE INCOME

     In June 1997, the FASB issued Statement for Financial  Accounting Standards
     No. 130,  "Reporting  Comprehensive  Income"  (SFAS 130).  The  standard is
     effective for financial  statements  beginning  after December 15, 1997 and
     comparative   statements   of  prior   periods   will   require   estimated
     comprehensive income data.

     SFAS 130 requires the  presentation of the financial  statements to include
     the  change  in  net  income  of  the  Company  during  the  period,   from
     transactions  and other  events and  circumstances  derived  from  nonowner
     sources.  The  Company  will  be  required  to  report  all  components  of
     comprehensive  income,  together  with the total  amount,  in the financial
     statements in the period they are recognized.  As an example,  an item that
     would be included in other comprehensive income, not included in net income
     in the current period,  would be unrealized  gains and losses on securities
     available for sale.
<PAGE>
     If SFAS 130 had been in effect  during the current and prior year  periods,
     comprehensive income for the nine months ending September 30, 1997 and 1996
     would have been $1,186,000 and $1,407,000  respectively.  Equity would have
     been unchanged on an after tax basis.  For the quarters ended September 30,
     1997 and 1996,  comprehensive  income would have been $492,000 and $706,000
     respectively.  For the same three month periods  ending  September 30, 1997
     and 1996, equity would be unchanged on an after tax basis.


7.    SEGMENT REPORTING

     In  June of  1997,  the  FASB  issued  Statement  of  Financial  Accounting
     Standards No. 131, "Disclosures about Segments of an Enterprise and Related
     Information"(SFAS   131).  The  standard  is  effective  for  fiscal  years
     beginning after December 15, 1997.

     SFAS 131 requires public companies to report  financial  information by the
     segments of the business.  The Company will have no disclosure changes as a
     result of this  standard  as the only  business  segment of the  Company is
     banking.
<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  and  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  worsen,  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.

     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>
     Financial Condition

     As of September 30, 1997, the Company's  assets had grown from $145 million
     (measured  as of December  31,  1996) to $178  million,  an increase of $33
     million. Using average assets rather than end of period figures, growth was
     $28.5 million,  from an average of $142.4  million in December,  1996 to an
     average of $170.9 million in September,  1997. 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 such 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 loans appropriate for the Company's loan portfolio.

     Overall,  loan volume  (both real  estate and  commercial)  decreased  from
     $222.9 million of loan  originations  representing  1,545 loans in the nine
     months ended  September 30, 1996 to $193.3 million  representing  1,176 new
     loan  originations  in the nine months  ended  September  30, 1997, a 13.3%
     decrease in dollar volume and a 23.9% decrease in number of loans.  For the
     quarter ended September 30, 1997, total loan  originations  were 7.3% lower
     in number  (443  versus  478) than the same  period of 1996 and the  dollar
     volume of $73.0  (versus  $72.4  million)  million  was .8%  higher for the
     quarter  ended  September  30, 1997  compared to the same  quarter of 1996.
     Management  believes that the lower number of loans and lower dollar volume
     of 1997  versus the same 1996  period is partly  due to the severe  weather
     conditions  which  included an unusually hard winter as well as substantial
     flooding  , and  partly  due  to  the  heightened  liquidity  in the  local
     financial institutions. (The flooding was so severe in early January, 1997,
     that there was a federal disaster  declaration.  Such a declaration for the
     area has never  happened  in the  Company's  history.)  According  to Rocky
     Mountain  Statistical  Reports,  throughout the first three months of 1997,
     the Company  maintained  its market  share of  northern  Nevada real estate
     originations  (measured  in  dollars  closed by the  Company  versus  total
     dollars of real estate loans closed in the geographic  area), an indication
     that the slow  down was felt by all real  estate  lenders.  In the 6 months
     ended  September 30, 1997 (i.e.,  excluding the first quarter and excluding
     the now closed Las Vegas real  estate  office),  the dollar  volume of real
     estate loans was $1.4 million  lower,  and the dollar  volume of commercial
     lending was $6.0 million higher than in the same 1996 period.

     In 1997, northern Nevada community financial institutions experienced large
     liquidity increases. Management believes that recent acquisitions of Nevada
     financial  institutions  by  large  out-of-state   institutions  created  a
     significant  opportunity during 1997 for local institutions,  including the
     Company, to lure deposit customers away from the acquired institutions.  As
     a result  of the  large  liquidity  infusion  at local  community  oriented
     financial  institutions,  there has been  downward  pressure  on the Bank's
     interest margins and fee structures. Furthermore, management has refused 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.  Management believes that its
     posture  on  this  issue  will  pay  off in  the  long-term.  As a  result,
     commercial  loan volume in the nine  months  ended  September  30, 1997 was
     below  the  level  generated  in the same  1996  period  in number of loans
     originated.
<PAGE>
     The Northern Nevada Real Estate Division  originated 261 loans for a dollar
     volume of $36.2  million  in the three  months  ended  September  30,  1997
     compared  to 254 loans for a dollar  volume  of $33.7  million  in the same
     period of 1996. For the nine month period ended  September 30, 1997,  total
     real estate loan  originations  in the Bank's  northern  Nevada real estate
     area included 667 loans for a dollar  volume of $94.8  million  compared to
     799 loans at a dollar volume of $106.5 million for the same period of 1996.
     The  statistics  for the Southern  Nevada Real Estate  Division (Las Vegas)
     were:  35 loans for $5.6 million in the three months  ended  September  30,
     1996  versus zero  originations  for the same 1997 period and 166 loans for
     $22.1 million for the nine months ended  September 30, 1996 versus 20 loans
     for $2.5 million for the same period of 1997. In April,  the Company closed
     the Las Vegas real estate  office due to high  personnel  turnover  and low
     lending volumes.

                      Total Residential Real Estate Lending

   Three Months            ---Number---                Volume (Mill $)
        Ended            1997     1996       1995      1997       1996      1995
                         ----     ----       ----      ----       ----      ----
March 31                  185      349        205     $25.8      $44.9     $28.5
June 30                   241      327        335     $35.4      $44.4     $40.5
September 30              261      289        382     $36.2      $39.4     $48.7
December 31               N/A      281        320      N/A       $41.5     $42.5
                          ---      ---        ---     -----      -----     -----
       Total              687    1,246      1,242     $97.4     $170.2    $160.2

     The Commercial  Division originated 489 loans for $96.0 million in the nine
     months ended  September 30, 1997 versus 580 loans for $94.2 million in same
     1996  period.  For the three  month  period  ended  September  30, 1997 the
     Commercial Division originated 182 loans for $36.7 million versus 189 loans
     for $33.0  million for the same period of 1996.  Despite the closure of the
     Las Vegas real estate office,  the commercial loan department  continues to
     make  commercial  real estate  loans in the Las Vegas market as a result of
     continuing  relationships  with  borrowers,  referrals,  and as an overline
     lender with small commercial banks in Las Vegas.

      For the month of  September,  1997,  the average  balance of the Company's
     loan portfolio was $123.8 million and  represented an average  loan/deposit
     ratio in excess of 82.7%.  The average  balance  for the same year  earlier
     period was $92.6  million  representing  an average  loan/deposit  ratio of
     75.9%.  The result of the  increase in the level of loans in the  Company's
     loan portfolios caused loan interest income to increase $398,000 (16.8%) in
     the three months ended September 30, 1997 as compared to the same period of
     1996 and to increase  $1,355,000 (21.1%) in the nine months ended September
     30, 1997 as compared to the same 1996 period.

     Management  has noted that the larger banks in the state have begun 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 the northern Nevada
     mortgage market.  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,   management   began  to  implement
     technologies which will significantly  speed up the application,  approval,
     and funding times in the real estate department.  Management  believes that
     the  technologies  will improve its  competitiveness  in the marketplace by
     allowing  very rapid loan  approvals,  perhaps even in the field at time of
     first  contact  with the  client  and by  attracting  realtor  business  by
     reducing the waiting time for the realtor commission.  The new technologies
     will also allow 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.
<PAGE>
     Late in the first quarter of 1996,  mortgage  interest  rates began to fall
     and continued  lower until  February,  1997.  This  stimulated  residential
     mortgage activity.  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 has remained  benign,  market  interest rates,
     especially  at the long end of the  maturity  spectrum of the yield  curve,
     fell throughout the summer months,  increasing demand for mortgage loans on
     the national level. The Company benefited from this trend.  There continues
     to be uncertainty as to the direction of rates and inflation and the impact
     on  rates  of  the  Asian  currency  crises  which  culminated  in  extreme
     volatility in equity markets throughout the world in late October. 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. 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  September   30,  1997  the  Company  had
     non-performing   (non-accruing)   loans  of  approximately   $2.6  million,
     comprised of two fully secured  construction and development loans totaling
     $2.3 million and two commercial  loans totaling  $305,000.  The Company had
     $353,000 of loans past due 90 days or more that were still accruing.  As of
     September 30, 1997,  the Company had one property,  with a value of $9,000,
     taken as  repayment  on a loan.  This asset is  designated  as "Other  Real
     Estate  Owned"  property.  In the same  period of 1996,  the Company had no
     properties taken in foreclosure.

     Deposit Volumes
     As of September 30, 1997, the Company's  deposit base had grown from $131.3
     million  (measured as of December 31, 1996) to $157.7 million,  an increase
     of $26.4 million (20.1%).  Using average balances rather than end of period
     figures,  deposits  grew $29.2 million  (24.1%),  from an average of $120.9
     million  in  December,  1996 to $150.1  million  in  September,  1997.  The
     increase is partially  attributed  to the addition of a fourth full service
     branch  location in February of 1997, a fifth full service branch  location
     in July of 1997 and to the influx of deposits transferred from the branches
     of  financial   institutions   recently  acquired  by  large   out-of-state
     companies.  Management  believes the deposit base will continue to grow for
     two reasons: 1) the continued economic growth in the northern Nevada region
     and 2) management's strategic goal of marketing to small business clients.

     Based on the most recent  estimates  available from the U.S. Census Bureau,
     Nevada's  population grew faster than any other state's  population between
     July 1, 1995 and July 1, 1996. Within Nevada, Las Vegas and environs is the
     most rapidly growing metropolitan area. Based on information available from
     the  Nevada  State  Demographer's  Office as of  October  1997,  the Bank's
     deposit service area of Washoe County has experienced  population growth of
     approximately  45% over the last 13  years.  The  deposit  service  area of
     Carson  City grew 41% over the same  period.  Reno,  in Washoe  County,  is
     expected to remain  Nevada's  second  largest  city  through the end of the
     century,  with a projected  population  growth of 3.4% from July 1, 1996 to
     July 1, 2000.  According to estimates  from the Nevada State  Demographer's
     office,  Las Vegas and the  surrounding  cities are  projected to have even
     more  rapid  growth  through  the  end of the  century  (population  growth
     projected to be in excess of 17%). As a locally managed  community  banking
     organization, the Company is well positioned for continued growth.
<PAGE>
     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 21.9% as of September 30,
     1997, a decrease from 29.2% on September 30, 1996. The investment portfolio
     is a principal source of secondary asset liquidity.

     The FASB's  accounting  rules,  beginning in 1994,  required the Company to
     mark to  market  a  portfolio,  which  could  be sold  prior  to  maturity.
     Management  believes that this  accounting  policy,  known as SFAS 115, has
     skewed,  and will  continue to skew,  Company  investments  toward the very
     short end of the maturity  spectrum in order to prevent large  fluctuations
     in the  value  of the  "available-for-sale"  portfolio.  This  has and will
     continue to result in overall  investment  portfolio  yields that are lower
     than they  otherwise  would have been in the absence of the SFAS 115 rules.
     The Company's  "available-for-sale"  portfolio  consists of $5.7 million in
     U.S. Treasury and Agency securities with various maturities of two years or
     less, $5.4 million in mortgage backed  securities  (non-derivative  types),
     $2.2  million in tax exempt  municipal  bonds and  $429,000 in Federal Home
     Loan  Bank  stock.   Management   estimates   that  the   duration  of  the
     "available-for-sale" portfolio was approximately 1.5 years on September 30,
     1997.  Management  believes  the  investments  in the  "available-for-sale"
     portfolio  should be of short  duration so that "interest rate risk" is low
     and capital fluctuations, as a result of the mark to market requirements of
     SFAS 115, are manageable in the volatile interest rate environment in which
     the  Company  is  operating.  As of  December  31,  1996,  the value of the
     "available-for-sale"  portfolio  was $14,000  below its book  value.  As of
     September 30, 1997, the market value of the "available-for-sale"  portfolio
     was $11,000 below book value.

     The  Company   also  has  a  $11.5   million   book  value   portfolio   of
     "held-to-maturity"  securities  as  defined by SFAS 115.  These  securities
     cannot  be  sold in the  normal  course  of  business  and  must be held to
     maturity. In the second half of 1996, due to rising liquidity,  the Company
     decided to add longer term higher  yielding  mortgage  paper and  municipal
     securities to the investment  portfolio.  The mortgage paper can be pledged
     to the Federal  Home Loan Bank of San  Francisco  (see  Borrowing  Capacity
     below) and turned  into cash  should  the need for  liquidity  arise in the
     future. As of September 30, 1997, management estimates that the duration of
     the portfolio  was  approximately  2.5 years.  The market value was $39,000
     below book value. In contrast, at December 31, 1996, the book value of this
     portfolio was $5.5 million with an unrealized loss of $77,000.

     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 September 30, 1997, the Company had  collateralized
     this line with  loans and  securities  giving  the Bank  approximately  $23
     million of borrowing capacity.  The Company has a $2 million line of credit
     with Union Bank of California to meet short term funding requirements. This
     line has a $200,000  compensating  balance. As of September 30, 1997, there
     was an  outstanding  draw  of $3  million  on the  FHLB  line  maturing  in
     September  of 2000.  The  Company  also has a $30,000  line of credit  with
     InterWest  Bank for the cash  requirements  of the holding  company.  As of
     September 30, 1997,  there were no outstanding  balances on this line. Both
     the FHLB and Union Bank of California  are routinely  used for the purchase
     or sale of overnight  Federal funds.  First USA Bank has also been utilized
     for the sale of Federal funds since August,  1995. 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 September 30, 1997, was 82.7%. 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.
<PAGE>
     Capital Base
     The capital base for the Company  increased by  $1,899,000  during the nine
     months ended  September 30, 1997 of which  $1,184,000  was  generated  from
     profits,  $716,000 was the result of exercised  employee  stock options and
     stockholder  warrants  and  $2,000  was lost on the SFAB 115 mark to market
     adjustment on the "available-for-sale"  portfolio. In March, in conjunction
     with the formation of the holding company (Comstock  Bancorp),  the Company
     called  outstanding  warrants to purchase 103,400 shares of Common Stock at
     $7.73 per  share.  The  warrant  holders  were  given the  option to accept
     similar but more  restrictive  warrants in Comstock  Bancorp if approved by
     the  shareholders  of Comstock  Bank at the annual  meeting held on May 28,
     1997.  By the May 16,  1997 call date,  77,000 of the  103,400  shares were
     exercised.  As a result of the conversion of Bank stock to Company stock on
     a 1 for 2 basis,  the remaining  warrants to purchase 26,400 shares of Bank
     stock were converted to warrants to purchase 52,800 shares of Bancorp stock
     at $3.86 per share. Such stock, when and if issued, will carry restrictions
     regarding its resalability.

     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, 1997 for
     Comstock  Bank  and  Comstock   Bancorp  with  December  31,  1992  minimum
     requirements:
                                 Comstock          Comstock         1992 Minimum
                                   Bank             Bancorp         Requirements
Tier I (core capital)             11.14%            11.2 3%             4.0%
Total capital                     11.88%            11.98 %             8.0%
Leverage ratio                     8.87%             8.89%              3.0%
<PAGE>
                         COMSTOCK BANCORP AND SUBSIDIARY

 RESULTS OF OPERATIONS (Three and Nine Months Ended September 30, 1997 and 1996)

     The company earned $1,184,000 in the nine months ended September 30,1997, a
     decrease  in post tax  earnings of 18.1% when  compared  to the  $1,446,000
     earned for the nine months ended  September 30, 1996. On a per share basis,
     earnings  were $.25  through  September  30,  1997 versus $.33 for the same
     period of 1996 (see exhibit (a) 11 for  earnings  per share  computations).
     For the three months ended September 30, 1997, the Company earned $488,000,
     a decrease  of 25.3% or  $165,000  over the same  period of 1996.  On a per
     share  basis,  earnings for the three month period were $.10 for the period
     ending  September 30, 1997 versus $.15 for the same period of 1996.  Return
     on average  assets for the nine months ended  September  30, 1997 was 1.01%
     versus 1.47% for the same 1996 period.  Return on average equity was 11.39%
     versus 16.74% in the 1996 comparable period.

     Management  believes  that the following  items had the largest  impacts on
     income for the three and nine month periods ended September 30, 1997:

         1.   Because  construction  and housing  sales slow down in the winter,
              especially  in the first quarter in northern  Nevada,  the Company
              generally  experiences  seasonality in its real estate lending. In
              early January,  the  Reno/Sparks  area and much of northern Nevada
              experienced severe flooding which management believes  exacerbated
              the seasonal lending patterns in northern Nevada.

         2.   For the  nine  months  ended  September  30,  1997,  loan  volumes
              decreased  when  compared  to the same  year  earlier  period as a
              result  of  increased   liquidity  at  other  community  financial
              institutions and the resulting  increased risk those  institutions
              appeared  to  be  willing  to  accept  in  order  to  invest  that
              liquidity.

         3.   Third  quarter   earnings   were   augmented  by  the  receipt  of
              `additional'  interest  from a  development  loan in the Company's
              portfolio.  Under  the  terms of the loan,  the  Company  collects
              normal  interest  payments plus an additional  $2,100 for each lot
              the  developer  sells.  In the third  quarter  28 lots were  sold,
              producing  "additional  interest" income of $58,800.  In the first
              nine  months  of 1997,  134 lots were  sold,  adding  $281,400  in
              additional  pre-tax income. In the third quarter of 1996, 128 lots
              were sold,  adding $268,800 to pre-tax  income.  No lots were sold
              prior to the third  quarter of 1996.  To date,  262 lots have sold
              and 549 remain to be sold. The table below provides the above data
              in a tabular format.

                           Loan Interest Income ($000)

                                   Nine months ended          Three months ended
                                       Sept. 30                    Sept. 30
                                   1997         1996          1997          1996
                                   ----         ----          ----          ----
Loan Interest Income              9,082        7,575         3,223         2,667
Additional Interest Income          281          269            59           269
<PAGE>
         4.   The effective tax rate for the first nine months of 1997 was 28.4%
              as compared to 32.7% for same 1996 period. The reduction is due to
              the exercise of employee  stock  options in 1997,  which  increase
              compensation  expense for tax (but not for  financial  accounting)
              purposes,  and to increased  investments  in tax exempt  municipal
              securities.

         5.   The Company is required to calculate its quarterly regulatory Call
              Report in  accordance  with  rules  prescribed  by the  regulatory
              authorities.  While Call Report accounting rules generally attempt
              to follow GAAP, they do not always do so. In addition,  GAAP often
              has different  valid  approaches for the same  accounting  problem
              (FIFO and LIFO in inventory  accounting being an example).  At the
              start of 1997,  as a result of regulatory  recommendations  on the
              Company's accounting practices,  the Company decided that it would
              defer  a  greater   portion  of  the  commercial  and  residential
              construction  and lot loan fee income than had previously been the
              Company's practice. In addition,  for the first time, again due to
              regulatory recommendations, the Company began to apply some of the
              fees as a contra-expense. The Company believes that the accounting
              practices  for fee income  deferral  prior to the  adoption of the
              regulatory  recommendations  were in accordance with GAAP, and the
              Company's  independent  accountant so certified the 1996 financial
              statements. The Company adopted the accounting changes recommended
              by the regulators (which are also in accordance with GAAP) for its
              financial  statements  so  that  the  Company  would  not  have to
              calculate two sets of financial books, one for the regulatory Call
              Report, and one for financial accounting purposes.

              The changes in loan fee deferrals and expense  recognition  had an
              impact  on  the  Company's   reported  earnings  which  management
              believes must be adjusted to make valid comparisons with the prior
              year's data.  Management  has estimated that changes in accounting
              for loan fee deferrals  trimmed  $201,000 from pre tax income from
              what income would have been had  management  used the fee deferral
              accounting  that it used in 1996.  (It is  important  to note that
              such  income has not been  lost,  but  simply  deferred  to future
              periods.) In addition,  due to the changes in expense recognition,
              the Company credited $640,000 from fee income to offset salary and
              benefits  costs in the first nine months of 1997,  and $255,000 in
              the three months ended  September  30, 1997.  Management  believes
              that a more appropriate comparison for fee income between 1997 and
              1996 for the nine months ended September 30, 1997 to be $2,821,000
              (composed  of the  $1,980,000  reported  plus the $201,000 and the
              $640,000 discussed above). This represents a 12.9% decrease in fee
              income for the nine  months  ended  September  30, 1997 versus the
              same period of 1996 and is more in line with the 13.3% drop in the
              dollar  volume of loans than the 38.9%  reduction in fee income in
              the reported  numbers.  For the three month period ended September
              30, 1997,  management estimates that changes in loan fee deferrals
              trimmed  $5,000 from pre tax income.  The adjusted  comparison for
              fee income for the three month period of 1997 would be  $1,034,000
              (composed  of the  $774,000  reported  plus  the  $5,000  deferral
              estimate and the $255,000 credited against salaries and benefits).
              This  represents a 6.0%  decrease in fee income in the three month
              period of 1997 versus the same period of 1996.  This, too, is more
              in line with the 7.3% decrease in number of loans and .8% increase
              in the dollar  volume than the 29.6%  difference in the dollars in
              the reported fee income for the three month period.

              The table below  shows  actual  loan fee and  servicing  income as
              reported for the nine and three month periods of 1997 and 1996 and
              management's  estimated  adjustments  to the  1997  data  had  the
              accounting for deferred fees been the same.
<PAGE>
                      Loan and Servicing Fee Income ($000)

                               Nine months ended              Three months ended
                                   Sept. 30                         Sept. 30
                               -----------------              ------------------
As reported: 1997                    1,980                             774
As reported: 1996                    3,239                           1,100
1997 adjusted for accounting
   differences                       2,821                           1,034

              Salaries and employee  benefits  showed a decline from 1996 levels
              in both the three and nine month  periods.  However,  the declines
              were  caused  by the  changes  in  accounting  for  deferred  fees
              discussed above. Under the regulatory recommendations, some of the
              fees the Company  formerly booked as income have been  transferred
              to   offset   commissions   earned   by   the   originating   loan
              representative,  and thus impact  salaries and  benefits.  Had the
              accounting  been the same for both 1997 and 1996,  the  salary and
              benefit  account would have excluded  $640,000 in fees credited to
              this  account for the nine  months  ended  September  30, 1997 and
              $255,000  credited in the three months then ended. As a result, on
              a comparable  basis with 1996,  salaries  and benefits  would have
              increased by $304,000  (12.1%) for the nine months ended September
              30, 1997.  For the third quarter of 1997,  on a comparable  basis,
              salaries and benefits would have increased $63,000 (5.1%) over the
              third quarter of 1996.  The table below shows actual  salaries and
              benefits  as  reported  for  1997 and 1996  nine and  three  month
              periods, and management's  estimated  adjustments to the 1997 data
              had the accounting for fee income not changed.

                       Salary and Benefit Expenses ($000)
                               Nine months ended              Three months ended
                                   Sept. 30                         Sept. 30
                               -----------------              ------------------
As reported: 1997                    3,145                            1,046
As reported: 1996                    3,491                            1,238
1997 adjusted for accounting
   differences                       3,785                            1,301


         6.   Management has estimated that the change in loan fee deferrals and
              expense  recognition  resulted in a timing  difference of $129,000
              ($.027 per share) in primary  earnings  for the nine months  ended
              September  30, 1997.  For the three month  period,  the  estimated
              difference  in earnings was $3,000  ($.001 per share).  Management
              estimates that the change will impact future  earning  comparisons
              to a much  lesser  extent  than the  impact  on first  and  second
              quarter of 1997,  and that the impact will be  neutralized  by the
              first quarter of 1998 as larger  amounts of fees already  deferred
              accrete to income.

          7.  Non-interest rate related events also had a significant  impact on
              net income.  Non-interest income increased by $15,000 for the nine
              months ended September 30, 1997 over the same period of 1996, as a
              result of  increased  deposit  service  charges  generated  by the
              addition of two branch locations and as a result of fees earned on
              a new accounts receivable servicing product. 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 $143,000 (36.8%),
              and  furniture and  equipment  expenses rose $65,000  (18.6%) when
              comparing  the nine months  ended  September  30, 1997 to the same
              1996 period.  For the third  quarter of 1997,  occupancy  expenses
<PAGE>
              rose $67,000  (51.1%),  and furniture and equipment  expenses rose
              $38,000 (32.8%) versus the third quarter of 1996. The Company also
              purchased  an  acre of  land  for  future  branch  expansion.  The
              deployment of capital for  additional  branches is a strategy that
              enhances the Company's deposit acquisition capability.  Management
              believes  that the  Company  needs a strong  presence  in northern
              Nevada to continue on the growth path of the recent past.

              The  Company  provided  $10,000  less  to its  loan  loss  reserve
              (Provision  for Credit  Losses)  in the first nine  months of 1997
              than it did in the same 1996 period.  The contribution to the loan
              loss  reserve for the third  quarter of 1997 was  $20,000  greater
              than the same period of 1996.

              Other operating  expenses rose $183,000 (13.4%) in the nine months
              ended September 30, 1997 over the same 1996 period.  For the third
              quarter,  other operating  expenses rose $106,000 (24.1%) for 1997
              over the third  quarter of 1996.  The increase in other  operating
              expenses  for  both  the  three  and  nine  months  periods  ended
              September  30, 1997 was the result of  increased  advertising  and
              data processing costs.

         8.   The  Company  committed  a  significant  amount of  resources  for
              technological  modernization  in 1997.  The  Company  successfully
              migrated from its computer service bureau to an in-house system in
              October,  1997. Deployment of electronic products and services has
              been scheduled for the next several quarters.

              Management  believes that, in order 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 modernizing its systems could significantly threaten the
              Company's core deposits. Furthermore, it is management's view that
              many northern  Nevadans would prefer to bank with a community bank
              if it offered  products and services  similar to those  offered by
              large  financial  institutions.  The  Company has  targeted  small
              business and individual  relationship banking as a strategic goal.
              Thus,  management  considers  the rapid  deployment of capital for
              technological  modernization  as  both  a  defensive  move  and  a
              strategic opportunity.

              Capital  investments of nearly $2 million  (including  both branch
              expansion and technology) have an initial start-up period in which
              there are zero or negative returns.  Because of the volume of such
              investments in 1997,  management believes that the ROA and ROE are
              likely to be lower for the immediate future than they have been in
              the recent past.  Management  also believes that such  investments
              are  necessary  for future  returns  to match  those of the recent
              past.

The following  Interest Rate  Sensitivity  Analysis  Tables provide a picture of
income and interest  sensitivity for selected categories in a comparative format
for the three and nine month  periods  ended  September  30, 1997 and 1996.  The
tables show the interest sensitive assets and liabilities in both periods, 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 September 30, 1997 and 1996
<TABLE>
<S>                        <C>              <C>        <C>                <C>        <C>         <C>          <C>         <C>

------------------------------------------------------------------------------------------------------------------------------------
                                                                                                                            Rate/
                            (Unaudited)     Yield/      (Unaudited)       Yield/      Total       Volume        Rate       Volume
For Quarter Ended:         Sept. 30,1997     Rate      Sept. 30, 1996      Rate       Change     Variance     Variance    Variance
------------------------------------------------------------------------------------------------------------------------------------
Loans:
Loan Income                  $2,761,358      9.36%       $2,363,532       10.57%     $397,826    $756,227     ($271,525)  ($86,876)
Loan Fees and
  Servicing Income              774,212                   1,100,313                  (326,100)          -             -          -
                                -------                   ---------                  ---------
  Total Loan, Servicing,
   And Fee Income             3,535,570     11.98%        3,463,844       15.49%       71,726           -             -          -
              
------------------------------------------------------------------------------------------------------------------------------------
Investments:
Fed Funds and Mutual 
  Fund Income                    73,114      5.59%          225,216        5.41%     (152,102)   (154,393)        7,285     (4,994)
Income from
  Investment Securities         347,994      5.68%          249,057        5.78%       98,937     105,586        (4,669)    (1,980)
Interest-Bearing
  Deposit Income                 21,906      6.48%           28,073        6.40%       (6,166)     (6,451)          369        (85)
                                 ------                      ------                    -------     -------          ---        ----
  Total Investment Income       443,014      5.70%          502,346        5.64%      (59,332)    (63,623)        4,913       (622)
       
Trading Account Assets
  And Other Investments           7,316      6.59%            5,633        5.47%        1,683         441         1,151         90
------------------------------------------------------------------------------------------------------------------------------------
EARNING ASSETS:
  Total Interest Income      $3,204,373      8.57%       $2,865,878        9.14%     $338,494    $692,604     ($266,612)   $87,498
  Total Interest, Servicing,
    Fee, and Trading
    Account Income           $3,985,901     10.66%       $3,971,824       12.66%      $14,077           -             -          -
------------------------------------------------------------------------------------------------------------------------------------
Deposits:
Interest on Deposits:
  Transaction Accounts         $394,581      3.26%         $349,211        3.38%      $45,370      59,825       (12,340)    (2,114)
  Time and Savings
   Deposits                   1,023,363      5.28%          785,744        5.04%      237,620     191,285        37,263      9,071
                              ---------                     -------                   -------     -------        ------      ----- 
   Total Deposit
      Interest Expense        1,417,944      4.50%        1,134,954        4.38%      282,990     243,696        32,348      6,946
------------------------------------------------------------------------------------------------------------------------------------
BORROWED FUNDS:
  Other Borrowed Funds           13,462      6.46%           12,996        5.52%         $466     ($1,465)
    Total Interest Expense   $1,431,406      4.52%       $1,147,950        4.39%     $283,456    $243,095       $33,307     $7,053
------------------------------------------------------------------------------------------------------------------------------------
NET INTEREST
 DIFFERENTIAL                $1,772,967      4.05%       $1,717,928        4.75%      $55,039    $449,509     ($299,919)  ($94,552)
  (Excludes fee income)
NET INTEREST
 DIFFERENTIAL                $2,554,495      6.14%       $2,823,874        8.27%    ($269,379)          -             -          -
  (Includes fee income)
------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

Notes to Interest Rate Sensitivity Analysis Table:
  [1] The variance  analysis above excludes  non-interest rate sensitive earning
  assets and borrowed funds.
  [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>
                                COMSTOCK BANCORP
                       INTEREST RATE SENSITIVITY ANALYSIS
              For the Nine Months Ended September 30, 1997 and 1996
<TABLE>
<S>                        <C>              <C>        <C>                <C>      <C>         <C>          <C>         <C>

------------------------------------------------------------------------------------------------------------------------------------
                                                                                                                            Rate/
                            (Unaudited)     Yield/      (Unaudited)       Yield/      Total       Volume        Rate       Volume
Year-To-Date Ended:        Sept. 30,1997     Rate      Sept. 30, 1996      Rate       Change     Variance     Variance    Variance
------------------------------------------------------------------------------------------------------------------------------------
Loans:
Loan Income                  $7,762,766      9.55%       $6,407,913        9.86%   $1,354,853   $1,625,538   ($197,112)  ($50,186)
Loan Fees and
  Servicing Income            1,980,487                   3,238,745                (1,258,258)           -           -          -
                              ---------                   ---------                -----------
  Total Loan, Servicing,
   And Fee Income             9,743,254     11.99%        9,646,658       14.84%       96,596            -           -          -
              
------------------------------------------------------------------------------------------------------------------------------------
Investments:
Fed Funds and Mutual 
  Fund Income                   327,803      5.46%          562,349        5.34%     (234,546)    (239,266)     11,819     (5,047)
Income from
  Investment Securities         984,840      5.93%          618,412        5.54%      366,428      304,854      42,703     21,128
Interest-Bearing
  Deposit Income                 79,954      6.52%           82,589        6.40%      (11,635)     (12,692)      1,606       (248)
                                 ------                      ------                   --------     --------      -----       -----
  Total Investment Income     1,383,597      5.83%        1,263,350        5.50%      120,247       45,357      76,735      2,765
       
Trading Account Assets
  And Other Investments          14,248      4.47%           15,466        5.21%       (1,217)       1,176      (2,171)      (166)
------------------------------------------------------------------------------------------------------------------------------------
EARNING ASSETS:
  Total Interest Income      $9,160,611      8.70%       $7,671,263        8.69%   $1,489,348  $1,506,637        $8,945     $1,763
  Total Interest, Servicing,
    Fee, and Trading
    Account Income          $11,155,347     10.60%      $10,925,475       12.38%     $229,872           -             -          -
------------------------------------------------------------------------------------------------------------------------------------
Deposits:
Interest on Deposits:
  Transaction Accounts       $1,110,665      3.27%         $940,340        3.34%     $170,325     198,092       (20,088)    (4,247)
  Time and Savings
   Deposits                   2,847,271      5.21%        2,327,527        5.10%      519,744     468,170        49,978     10,090
                              ---------                   ---------                   -------     -------        ------      ----- 
   Total Deposit
      Interest Expense        3,957,936      4.47%        3,267,867        4.43%      690,069     669,187        27,215      5,593
------------------------------------------------------------------------------------------------------------------------------------
BORROWED FUNDS:
  Other Borrowed Funds           13,748      6.70%           15,972        6.34%       (2,224)    ($2,909)          909       (166)
    Total Interest Expense   $3,971,684      4.47%       $3,283,839        4.44%     $687,844    $668,131       $26,322     $5,375
------------------------------------------------------------------------------------------------------------------------------------
NET INTEREST
 DIFFERENTIAL                $5,188,928      4.23%       $4,387,424        4.25%     $801,504    $838,506      ($17,378)   ($3,612)
  (Excludes fee income)
NET INTEREST
 DIFFERENTIAL                $7,183,663      6.12%       $7,641,636        7.94%    ($457,973)          -             -          -
  (Includes fee income)
------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
Notes to Interest Rate Sensitivity Analysis Table:
  [1] The variance  analysis above excludes  non-interest rate sensitive earning
  assets and borrowed funds.
  [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>
The comparison of interest sensitive assets between the nine month periods ended
September  30, 1996 and 1997 shows lower  yields in loan income both before fees
and when fees are  included.  The  comparison  of the three month  period  ended
September  30, 1996 and 1997 shows the same  decrease  in interest  yield and in
yield when fees are factored in. The yields on  investment  portfolio are higher
in the nine month period ended  September 30, 1997 than the same period of 1996.
For the three month period ended  September  30, 1997,  yields are higher in the
federal funds, mutual funds and interest bearing deposit portfolios but slightly
lower in the investment  securities  portfolio over the same period of 1996. The
comparison of interest  sensitive  liabilities  in both the three and nine month
periods show an increase in rates on time and savings accounts and a decrease in
rates on transaction  accounts,  netting to an overall increase in rates paid on
deposit accounts.

For loan income the increase in the level of commercial  loans held in portfolio
resulted in a positive  volume  variance  and the  increased  pressure  from the
highly liquid local institutions mentioned above resulted in a decrease in yield
and a  negative  rate  variance.  For the nine month  period,  the result was an
increase of $1,355,000 income, of which $1,626,000 was directly  attributable to
the larger portfolio balances and ($197,000) to decreased yields. A reduction in
fee income resulted in a decrease of ($1,258,000) in income when compared to the
same nine month  period of 1996 and was  affected by the change in fee  deferral
methods and lower loan  volumes.  For the three months ended  September 30, 1997
compared to the same period of 1996,  loan  income  increased  $398,000 of which
$756,000 was due to larger portfolio balances and ($271,525) to decreased yields
($210,000 of this amount is from the difference in "additional  interest" income
discussed  above).  Again, for this period,  when loan fees and servicing income
are factored in, the result is a decrease of ($326,000) 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,  because  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  14.84% to 11.99% in the nine month  period and  decreased  from  15.49% to
11.98% in the three month period.

Income from Fed Funds and Mutual Funds decreased by ($235,000) in the nine month
period and by ($152,000) in the three month period ended September 30, 1997 over
the same  1996  period.  Both  decreases  were the  result of  reduced  invested
balances.  Yield  increases in both periods  resulted in the addition of $12,000
and $7,000 in the nine and three month periods respectively.

Higher yields on Investment Securities combined with an increase in the invested
balances  netted the Company an increase of $366,000  for the nine month  period
and increased invested balances resulted in a $99,000 increase in income for the
three month period ending September 30, 1997 over the same 1996 period.

Interest bearing deposits with other financial institutions showed higher yields
and lower invested  balances,  which netted to a decrease in income for both the
nine and three month periods. Matured time deposits have not been replaced.

Overall,  total  investment  income  increased  by 9.5% or $120,000 for the nine
months and  decreased  by 11.8% or  ($59,000)  for the three month  period.  The
decrease  in the three  month  period is volume  related  and is the result of a
deployment of overnight fund balances into the higher yielding loan portfolios.
<PAGE>
The cost of interest sensitive liabilities was lower on transaction accounts for
both the nine and three month  periods  ended  September  30, 1997 over the same
periods  of  1996  and  was  the  result  of an  influx  of  deposits  from  the
institutions  acquired by out-of-state  companies.  The cost of time and savings
deposits  was  higher for both the nine and three  month  periods as a result of
higher short-term  interest rates resulting from the March, 1997 increase in the
Federal  Funds rate by the Federal  Reserve.  Over the nine month  period  total
deposit costs increased $690,000 and over the three month period costs increased
$283,000, largely due to increased balances. Rates increased from 4.38% to 4.50%
over the three months ended  September 30, 1997 and from 4.43% to 4.47% over the
nine month period of 1997 versus 1996.

In summary, on the asset side, larger loan and investment  securities  portfolio
levels  increased  income by $1,489,000  in the nine months ended  September 30,
1997 over the same period of 1996 and increased  income by $338,000 in the three
months ended  September  30, 1997 over the same 1996 period.  When fee income is
included, the increase in income for total earning assets, in the nine month and
three month periods in 1997 over 1996 is $230,000 and $14,000 respectively. When
the increased costs of deposits of $690,000 and $283,000 for the respective nine
and three month  periods are taken into  account,  the  Company's  net  interest
income differential,  excluding servicing and fee income, increased $802,000 for
the nine month  period and $55,000 for the three month  period.  With fee income
included,  the net interest  income  differential  fell  ($458,000) for the nine
month period,  and  ($269,000)  for the three month period ending  September 30,
1997.
<PAGE>
     Part II.

     Item 1.      Legal Proceedings.

                  The Company is subject to minor pending and  threatened  legal
                  actions  which arise out of the normal course of business and,
                  in the opinion of management  and the Company's  counsel,  the
                  disposition  of these claims will not have a material  adverse
                  affect on the financial position of the Company.

                  In  the  matter  of  Comstock  Bank  vs.   Raymond  B.  Graber
                  pertaining to the Bank's  enforcement of Mr. Graber's personal
                  guarantee of the debt of Outdoor Posters, Inc., there has been
                  no  material  change  in the  status  of this  case  since the
                  Company's last 10QSB report.

     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.  Not applicable.

     Item 6.      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                  27
                  27.      Financial Data Schedule                            29

<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:   November  5, 1997                   /s/ Robert N. Barone
                 -----------------                   --------------------
                                                     Robert N. Barone,
                                                     Chairman, CEO and Treasurer
                                                     (Principal Accounting and
                                                      Financial Officer)


         Date:    November  5, 1997                  /s/ Larry A. Platz
                  -----------------                  ------------------
                                                     Larry A. Platz,
                                                     President and Secretary

<PAGE>
                                COMSTOCK BANCORP
                                   EXHIBIT 11

                        COMPUTATION OF EARNINGS PER SHARE

     The following computation methodology is used to determine primary earnings
per share:

     1.   The Stock Price:
                  The high "bid" and "low" asked prices are  retrieved  from the
                  Nasdaq  Stock Market on the last day of each  quarter,  and an
                  average  of  these  "bid"  and  "asked"  prices  are  taken to
                  determine the price for that  particular  end of quarter.  The
                  average of two such ends of quarter  averages is considered to
                  be the stock price for the quarter.

                  Quarter       High         Low
                   Ended         Bid        Asked      Average
                 --------       ----        -----      -------
                 06/30/97     $6.500        $7.25       $6.875
                 09/30/97     $7.125        $7.50       $7.313
                                                        ------
                                    Average:            $7.094
                 06/30/96     $4.63         $4.88       $4.750
                 09/30/96     $4.25         $4.50       $4.375
                                                        ------
                                    Average:            $4.563

     2.   Options:
                  The number of "in the money"  options is computed  for the end
                  of each period being  measured  based on the average  computed
                  stock price and  assuming  the  exercise of the "in the money"
                  options. A computation is made to determine how much money the
                  Company would collect from the "strike"  price of each option.
                  Then, it is assumed that the Company would  "repurchase" stock
                  from the market, again using the above-determined stock price.
                  Using the shares  purchased by those assumed to be exercising,
                  and subtracting the shares assumed to be  "repurchased" by the
                  Company,  a net  figure  is  determined.  This is added to the
                  number of outstanding shares in 3. below.

                  As of September 30, 1997, the number of "in the money" options
                  was  635,732.  If  exercised,  these  would  net  the  Company
                  $1,873,176.  The Company would use these funds to "repurchase"
                  264,060  shares at an  average  price of $7.094.  On net,  the
                  options add 371,672 shares to the total outstanding  shares in
                  3. below.

                  As of September 30, 1996, the number of "in the money" options
                  was  684,832.  If  exercised,  these  would  net  the  Company
                  $2,134,308.  The Company would use these funds to "repurchase"
                  467,793  shares at an  average  price of $4.563.  On net,  the
                  options add 217,039 shares to the total outstanding  shares in
                  3.
                  below.
<PAGE>
     3.   Shares Outstanding:

                  The shares outstanding at the end of each quarter are averaged
                  between  consecutive  quarters to determine the average number
                  of shares  outstanding.  The number of shares from 2. above is
                  added to determine the average outstanding shares for purposes
                  of the  calculation of primary  earnings per share.  Note: the
                  shares  outstanding  for all  periods  represented  have  been
                  adjusted to reflect the one for two share conversion effective
                  on June 16, 1997.


                  Quarter                     Quarter
                   Ended        Shares         Ended         Shares
                 06/30/97      4,683,319     06/30/96      4,472,106
                 09/30/97      4,793,340     09/30/96      4,452,306
                               ---------                   ---------
                 Average:      4,738,329     Average:      4,462,206



     4.   Determination of Primary Earnings Per Share:
                  For each  quarter,  the  earnings  are divided by the "average
                  outstanding shares" as determined in 3. above to determine the
                  earnings  for the  quarter.  For the nine  month  period,  the
                  earnings   are  divided  by  the   average  of  the   "average
                  outstanding shares" to determine primary earnings per share.


                  Quarter                       Primary
                   Ended        Shares         Earnings           Shares
                 06/30/97     4,647,454        $431,006          $ 0.09
                 09/30/97     4,738,329        $488,436          $ 0.10

                 06/30/96     4,438,833        $383,230          $ 0.09
                 09/30/96     4,462,206        $653,483          $ 0.15

                 9 Months                       Primary
                   Ended        Shares         Earnings           Shares
                 09/30/97     4,655,468      $1,184,058           $ 0.25
                 09/30/96     4,339,204      $1,445,554           $ 0.33
<PAGE>
                                COMSTOCK BANCORP
                                   EXHIBIT 27
                  FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997
                             FINANCIAL DATA SCHEDULE
                                                                         $ in
                                                                       Thousands

Cash Due from Banks (Non-Interest Bearing)                                10,800
Interest-bearing Deposits in Domestic Financial Institutions               1,294
Fed funds and Overnight Mutual Funds Sold                                      7
Trading Account Securities                                                    13
Investment and Mortgage back Securities Held for Sale                     13,736
Investment and Mortgage back Securities Held to Maturity                  
 - Carrying Value                                                         11,456
Investment and Mortgage back Securities Held to Maturity                  
 - Market Value                                                           11,417
Loans                                                                    128,719
Allowance for Credit Losses                                                  997
Total Assets                                                             177,981
Deposits                                                                 157,707
Short-term borrowings                                                      1,600
Other Liabilities                                                            766
Long-term debt                                                             3,000
Preferred stock - mandatory redemption                                         0
Preferred stock - no mandatory redemption                                      0
Common Stock                                                                  44
Other Stockholders Equity                                                 14,864
Total 1iabilities and Stockholders Equity                                177,981
Interest and Fees on Loans                                                 9,743
Interest and Dividends on Investments                                      1,070
Other Interest Income                                                        327
Total Interest Income                                                     11,141
Interest on Deposits                                                       3,958
Total Interest Expense                                                     3,972
Net Interest Income                                                        7,170
Provision for Loan Losses                                                    180
Investment Securities Gains/Losses                                          (12)
Other Expense                                                              5,642
Income/Loss Before Income Tax                                              1,654
Income/Loss Before Extraordinary Items                                     1,654
Extraordinary Items, Less Tax                                                  0
Cumulative Change in Accounting Principles                                     0
Net Income or Loss                                                         1,184
<PAGE>
Earnings Per Share - Primary                                                0.25
Earnings Per Share - Fully Diluted                                          0.25
Net Yield - interest earning assets - actual                               8.70%
Loans on Non-accrual                                                       2,605
Accruing Loans past due 90 Days or More                                      353
Troubled Debt Restructuring                                                   18
Potential Loan Problems                                                        0
Allowance for Loan Losses - Beginning of Period                              857
Total Charge-Offs                                                             68
Total Recoveries                                                              28
Allowance for Loan Losses - End of Period                                    997
Loan Loss Allowance allocated to Domestic Loans                              997
Loan Loss Allowance allocated to Foreign Loans                                 0
Loan Loss Allowance - Unallocated                                              0
<PAGE>