<PAGE>
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                                  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 June 30, 1998
                                       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 July 27, 1998:  Common Stock - Authorized  15,000,000  shares at $0.01 par
value; issued and outstanding - 4,475,618


--------------------------------------------------------------------------------
<PAGE>
                                TABLE OF CONTENTS

Item
Number                                                                      Page
                         PART I - FINANCIAL INFORMATION

1.       Financial Statements

         Consolidated Statements of Condition
                  June 30, 1998 and December 31, 1997... ......................4

         Consolidated Statements of Income
                  Three and six months ended June 30, 1998 and 1997............5

         Consolidated Statements of Changes in Stockholders' Equity
                  For the periods ended June 30, 1997, December 31, 1997, and
                  June 30, 1998................................................6

         Consolidated Statements of Cash Flows
                  Three months ended June 30, 1998 and 1997....................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.....................................26

Signatures ...................................................................27


<PAGE>

Part I.           Financial Information

Item I.           Financial Statements

<PAGE>
                                COMSTOCK BANCORP
                      CONSOLIDATED STATEMENTS OF CONDITION
                    As of June 30, 1998 and December 31, 1997
                             (Dollars in Thousands)
                                                         (Unaudited)   (Audited)
                                                          June 30,      Dec. 31,
                                                            1998          1997
Assets:
Cash and Due from Banks (Non-Interest Bearing)              $10,621      $9,464
Fed Funds and Overnight Mutual Funds Sold                     7,439       9,853
Interest-bearing Deposits in Domestic
  Financial Institutions                                      1,262       1,492
Trading Account Securities                                       10          12
Securities Available for Sale                                17,204      14,218
Securities Held to Maturity (market value of $9,496 
  and $10,632 at June 30, 1998 and December 31, 1997)         9,461      10,636
         
Federal Home Loan Bank Stock                                    819         788

Loans Held for Sale                                          19,068      13,946
Loans (Net of Deferred Fees)                                131,581     122,235
  Less:  Allowance for Credit Losses                          1,270       1,076
                                                              -----       -----
   Net Loans                                                149,379     135,105
                                                            -------     -------

Premises and Equipment                                        7,350       7,710
Other Real Estate Owned                                           5           8
Accrued Interest Receivable                                   1,059         989
Other Assets                                                  4,959       4,423
                                                              -----       -----

  TOTAL ASSETS                                              209,569     194,698
                                                            =======     =======

Liabilities and Stockholders' Equity:
Deposits:
  Demand Deposits (Non-Interest Bearing)                    $31,655     $32,299
  Savings, Money Market and NOW Accounts                     67,316      60,917
  Time Deposits Under $100,000                               52,987      50,944
  Time Deposits $100,000 and Over                            32,741      27,642
                                                             ------      ------
    Total Deposits                                          184,699     171,802
                                                            -------     -------

Line of Credit Payable                                        6,000       6,000
Accrued Interest Payable                                        316         321
Accounts Payable and Accrued Expenses                           756         876
Income Taxes Payable                                            327         102
                                                                ---         ---
  TOTAL LIABILITIES                                         192,098     179,101
                                                            -------     -------

Stockholders' Equity:
Common Stock-$0.01 par value, 15,000,000 shares
  authorized; 4,475,618 and 4,421,668 shares issued
  and outstanding on June 30, 1998 and December 31,
  1997 (1)                                                       45          44
Paid-in Surplus (1)                                           9,096       8,908
Accumulated Other Comprehensive Income:
  'Unrealized Gain (Loss) on Securities Available for Sale,
  Net of Applicable Deferred Income Taxes                       (18)         17
Retained Earnings                                             8,347       6,628
                                                              -----       -----
  TOTAL STOCKHOLDERS' EQUITY                                 17,471      15,597
                                                             ------      ------

  TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY               $209,569    $194,698
                                                           ========    ========

         (1) Adjusted for two for one share  exchange and for change in par from
         $.50 to $.01 on June 16,  1997.  [See  accompanying  notes to financial
         statements.]
<PAGE>
                                COMSTOCK BANCORP
                        CONSOLIDATED STATEMENTS OF INCOME
            For the Three and Six Months Ended June 30, 1998 and 1997
                 (Dollars in Thousands except per share amounts)
<TABLE>
<S>                                                              <C>               <C>              <C>             <C>       

                                                                                                     Three Months     Three Months
                                                                    (Unaudited)       (Unaudited)     (Unaudited)      (Unaudited)
                                                                  June 30, 1998     June 30, 1997   June 30, 1997    June 30, 1997
   Interest Income:
     Interest and Fees on Loans                                          $9,228            $6,208          $5,087           $3,357
     Interest on Investments and Trading Securities:
        Taxable                                                             561               523             272              293
        Exempt from Federal Income Tax                                      193               121             110               67
     Interest on Fed Funds Sold                                             241               254             116              108
     Interest on Deposits with Banks                                         47                49              22               24
                                                                             --                --              --               --
       Total Interest Income                                             10,270             7,155           5,607            3,849
                                                                         ------             -----           -----            -----

   Interest Expense:
     Interest on Deposits                                                 3,384             2,540           1,739            1,330
     Interest on Line of Credit                                             185                 0              93                0
                                                                            ---                 -              --                -
       Total Interest Expense                                             3,569             2,540           1,832            1,330
                                                                          -----             -----           -----            -----

   Net Interest Income                                                    6,701             4,615           3,775            2,519
   Provision for Credit Losses                                              260               120             150               60
                                                                            ---               ---             ---               --
     Net Interest Income after Credit Loss Provision                      6,441             4,495           3,625            2,459
                                                                          -----             -----           -----            -----

   Non-Interest Income:
     Service Charges on Deposit Accounts                                    157               136              80               69
     Gain/(Loss) on Sale of Investment Securities                            (8)               (3)              0                0
     Gain/(Loss) on Sale of Trading Securities                               18               (10)             18              (11)
     Other Income                                                           272                46             216               31
                                                                            ---                --             ---               --
       Total Non-Interest Income                                            439               169             314               89
                                                                            ---               ---             ---               --

   Non-Interest Expense:
     Salaries and Employee Benefits                                       2,682             2,099           1,405            1,036
     Occupancy Expense                                                      451               334             230              183
     Furniture and Equipment Expense                                        362               261             185              141
     Other Operating Expenses                                             1,030             1,005             560              578
                                                                          -----             -----             ---              ---
       Total Non-Interest Expense                                         4,526             3,699           2,380            1,938
                                                                          -----             -----           -----            -----

   Income before Taxes                                                    2,354               965           1,559              610

   Provision for Income Taxes                                               635               270             440              179
                                                                            ---               ---             ---              ---

     NET INCOME                                                          $1,719              $696          $1,119             $431
                                                                         ======              ====          ======             ====

     Basic Earnings per Share (1)                                         $0.39             $0.16           $0.25            $0.10
                                                                          =====             =====           =====            =====
     Diluted Earnings per Share (1)                                       $0.35             $0.15           $0.23            $0.09
                                                                          =====             =====           =====            =====

   Other Comprehensive Income, Net of Tax:
     Unrealized Gains/(Losses) on Securities:
       Unrealized Holding Gains/(Losses) Arising During Period             ($38)             ($13)           ($33)             $25
       Less: Reclassification for Gains/(Losses) Incl. in Income              3                11               2                9
                                                                              -                --               -                -
   Other Comprehensive Income                                              ($35)              ($2)           ($31)             $34

     Comprehensive Income                                                $1,684              $694          $1,088             $465
                                                                         ======              ====          ======             ====

     Other Comprehensive Income Basic Earnings per Share (1).             $0.38             $0.16           $0.24            $0.11
                                                                          =====             =====           =====            =====
     Other Comprehensive Income Diluted Earnings per Share (1).           $0.34             $0.15           $0.22            $0.10
                                                                          =====             =====           =====            =====
</TABLE>

   (1) Adjusted for two for one share exchange on June 16, 1997.

         [See accompanying notes to financial statements and Exhibit A-
                      Computation of earnings per share.]
<PAGE>
                                COMSTOCK BANCORP
                           CONSOLIDATED STATEMENTS OF
                       CHANGES IN STOCKHOLDERS' EQUITY For
                      Periods Ended June 30, 1997, December
                           31, 1997, and June 30, 1998
                             (Dollars in Thousands)
                                   (Unaudited)
<TABLE>
<S>                                           <C>          <C>            <C>         <C>             <C>             <C>

                                                                                        Accumulated
                                                                           Retained        Other            Total
                                                  Common      Paid-in       Earnings   Comprehensive   Stockholders'   Comprehensive
                                                Stock (1)   Surplus (1)    (Deficit)       Income           Equity         Income

Balances, December 31, 1996                          $42       $8,184        $4,792         ($9)           $13,009
  Net Income                                                                    696                            696           $696
  Sale of Common Stock                                 2          714                                          716
Other Comprehensive Income, Net of Tax
  Unrealized Gains/(Losses) on Securities,
    Net of Reclassification Adjustment                                                       (2)                (2)            (2)
                                                ------------------------------------------------------------------------------------
                See Disclosure (a) Below
Balances, June 30, 1997                              $44       $8,898        $5,488        ($11)           $14,419           $694
  Net Income                                                                  1,140                          1,140          1,140
  Sale of Common Stock                                             10                                           10
Other Comprehensive Income, Net of Tax
  Unrealized Gains/(Losses) on Securities,
    Net of Reclassification Adjustment                                                       28                 28             28
                                                ------------------------------------------------------------------------------------
                See Disclosure (b) Below
Balances, December 31, 1997                          $44       $8,908        $6,628         $17            $15,597         $1,862
  Net Income                                                                  1,719                          1,719          1,719
  Sale of Common Stock                                 1          189                                          190
Other Comprehensive Income, Net of Tax
  Unrealized Gains/(Losses) on Securities,
    Net of Reclassification Adjustment                                                      (35)               (35)           (35)
                                                ------------------------------------------------------------------------------------
                See Disclosure (c) Below
Balances, June 30, 1998                              $45       $9,097        $8,347        ($18)           $17,471         $1,684
                                                     ===       ======        ======        =====           =======         ======
</TABLE>

(1) Adjusted for two for one stock  exchange and change in par from $.50 to $.01
on June 16, 1997.


(a) Disclosure of reclassification amount:
  Unrealized holding gains arising during period                           ($13)
  Less: reclassification adjustment for gains included in net income         11
Net unrealized gains on securities                                          ($2)

(b) Disclosure of reclassification amount:
   Unrealized holding gains arising during period                           $30
   Less: reclassification adjustment for gains included in net income        (2)
Net unrealized gains on securities                                          $28

(c) Disclosure of reclassification amount:
   Unrealized holding gains arising during period                          ($38)
   Less: reclassification adjustment for gains included in net income         3
Net unrealized gains on securities                                         ($35)

[See accompanying notes to financial statements.]
<PAGE>
                                COMSTOCK BANCORP
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                For the Three Months Ended June 30, 1998 and 1997
                             (Dollars in Thousands)
<TABLE>
<S>                                                                                               <C>                 <C>

                                                                                                    (Unaudited)          (Unaudited)
                                                                                                   June 30, 1998       June 30, 1997
       Cash Flows from Operating Activities:
         Net Income                                                                                    $1,719                  $696
         Adjustments to Reconcile Net Income to Net Cash
         Provided by Operating Activities:
           Provision for Credit Losses                                                                    260                   120
           Depreciation and Amortization                                                                  541                   311
           Net (Gain) Loss on Sale of Available For Sale Securities                                        11                    (3)
           Net (Gain) Loss on Sales of Trading Securities                                                   0                    10
           Purchases of Trading Securities                                                                  0                     0
           Proceeds from Sales of Trading Securities                                                        2                     1
           Amortization of Servicing Asset                                                                  0                   (13)
           Increase/(Decrease) in Deferred Taxes Due to Change in
            Unrealized Gain or Loss on Securities Available for Sale                                      (18)                    1
         Net (Increase) Decrease in:
             Accrued Interest Receivable                                                                  (70)                  (10)
             Other Assets                                                                                (537)               (1,568)
             Loans Held For Sale                                                                       (5,122)                1,070
         Net Increase (Decrease) in:
             Accrued Interest Payable                                                                      (5)                    4
             Accounts Payable and Accrued Expenses                                                       (120)                 (165)
             Income Taxes Payable                                                                         225                    76
                                                                                                          ---                    --

         Net Cash Provided/(Used) by Operating Activities                                             ($3,113)                 $530

       Cash Flows from Investing Activities:
         Net Change in Interest-Bearing Deposits in Domestic
           Financial Institutions                                                                         230                   103
         Proceeds from Sales of Available for Sale Securities                                           1,613                   676
         Proceeds from Maturities of Available for Sale Securities                                      4,547                   340
         Purchases of Available for Sale Securities                                                    (9,185)               (3,511)
         Proceeds from Maturities of Held to Maturity Securities                                        1,262                 1,545
         Purchases of Held to Maturity Securities                                                         (68)               (5,629)
         Net Change in Loans Held to Maturity                                                          (9,551)              (19,528)
         Purchases of Premises and Equipment, Net                                                         (49)               (1,272)
         Purchase of FHLB Stock                                                                           (31)                  (45)
                                                                                                          ----                  ----

         Net Cash Provided/(Used) by Investing Activities                                            ($11,232)             ($27,321)

       Cash Flows from Financing Activities:
         Net Change in Demand, Savings, NOW
           and Money Market Accounts                                                                    5,755                 8,924
         Net Change in Time Deposits                                                                    7,143                11,359
         Proceeds on Line of Credit Payable                                                                 0                    15
         Payments on Line of Credit Payable                                                                 0                     0
         Proceeds from Sale of Common Stock, Net                                                          190                   716
         Cash Dividends Paid                                                                                0                     0
                                                                                                            -                     -

         Net Cash Provided/(Used) by Financing Activities                                             $13,088               $21,014

       Increase (Decrease) in Cash and Equivalents                                                     (1,257)               (5,778)
       Cash and Equivalents:
         Beginning of Period                                                                           19,317                20,331
                                                                                                       ------                ------
         End of Period                                                                                $18,060               $14,553
                                                                                                      =======               =======
</TABLE>

       [See accompanying notes to financial statements.]
<PAGE>
Comstock Bancorp
Notes to Condensed Consolidated Financial Statements


1.    ACCOUNTING POLICIES

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

     The  accompanying  unaudited  consolidated  financial  statements have been
     prepared  in  condensed  format and  therefore,  do not  include all of the
     information  and  footnotes  required  by  generally  accepted   accounting
     principles for complete financial  statements.  However,  in the opinion of
     management,   all   adjustments,   consisting  only  of  normal   recurring
     adjustments   considered  necessary  for  a  fair  presentation  have  been
     reflected in the financial statements. The Company believes the disclosures
     herein are adequate to make the information not misleading. These financial
     statements  should be read in conjunction with the  consolidated  financial
     statements and notes thereto  included in Comstock  Bancorp's Annual Report
     to  shareholders  for the fiscal  year  ended  December  31,  1997 which is
     included in the Company's  Registration  Statement on 10-KSB dated March 6,
     1998 (Commission File No. 0-22391). The results of operations for the three
     and six months ended June 30, 1998 are not  necessarily  indicative  of the
     results to be expected for the full year.  Certain  reclassifications  have
     been made to prior  period  amounts to present  them on a basis  consistent
     with classifications for the three and six months ended June 30, 1998. .


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.     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  adopted SFAS 128 for financial  statements  issued
     for periods ending after  December 15, 1997. All prior period  earnings per
     share  figures are restated.  Basic and diluted  earnings per share figures
     are required on the face of the income statement.

     SFAS 128 replaces  prior 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 option or  warrant  contracts  to issue  common  stock were
     exercised.
<PAGE>
     All  earnings  per share data in this report  reflect the  adoption of this
statement.


4.    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   include   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
     held as available for sale.

     This  financial  statements  in this report  include  the  adoption of this
statement.


5.    PENSIONS AND OTHER POSTRETIREMENT BENEFITS

     In  February  1998,  the FASB  issued  Statement  of  Financial  Accounting
     Standards  No.  132,  "Employers'   Disclosure  about  Pensions  and  other
     Postretirement  Benefits" (SFAS 132). The statement is effective for fiscal
     years  beginning  after  December  15, 1997.  The  statement is intended to
     revise current  disclosure  requirements.  It  standardized  the disclosure
     requirements  for  these  plans to the  extent  possible,  and it  requires
     additional  information  about changes in the benefit  obligations  and the
     fair  value  of  plan  assets.  It  does  not  change  the  measurement  or
     recognition of standards for these plans.

     The  Company  does not  anticipate  that  adoption  of SFAS 132 will have a
     material effect on the Company's disclosures to the financial statements.


6.    DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

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

     The Company does not currently  engage in the hedging  activities or in the
     acquisition of derivative  instruments as defined in SFAS 133 and therefore
     does  not  anticipate  any  financial   statement   adjustments  from  this
     statement.  Management  is in the  process  of  evaluating  the  securities
     portfolio  and may take  advantage of the one-time  transfer of  securities
     from the Held to Maturity  Portfolio to the  Available  for Sale or Trading
     Portfolios  if  deemed   appropriate  and  within  the  objectives  of  the
     investment policies and strategies.
<PAGE>
                         COMSTOCK BANCORP AND SUBSIDIARY

     Item 2.

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

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

     Discussion of Forward-looking Statements

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

     Economic  Conditions and Real Estate Risk. The Company's lending operations
     are  concentrated  in  northern  Nevada.  The  Company  also makes loans in
     southern  Nevada.  As a result,  the  financial  condition  and  results of
     operations  of the Company will be subject to general  economic  conditions
     prevailing  in these  regions.  If  economic  conditions  in these  regions
     deteriorate,  the  Company  may  experience  higher  default  rates  in its
     existing  portfolio  as well as a  reduction  in the  value  of  collateral
     securing individual loans.  Separately,  the Company's ability to originate
     the volume of loans or achieve the level of deposits currently  anticipated
     could be affected. As a result, the occurrence of any of these events could
     affect the accuracy of previously made forward-looking statements.

     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.

     Expansion  Plans.  The  Company  has  made  a  substantial   investment  in
     facilities,  computer  hardware and computer  software in anticipation that
     demand for the resulting  products and services will materialize.  There is
     no guarantee that the new products and services offered will be accepted or
     that  the  technology  purchased  will  not  become  obsolete  prior to the
     Company's realization of a positive return on its investment.  As a result,
     unanticipated  changes in technology,  or a misreading of customer  demands
     for  products  and  services,   could  affect  the  anticipated  return  on
     infrastructure investment.
<PAGE>
     Financial Condition

     As of June 30, 1998,  the  Company's  assets had grown from $194.7  million
     (measured as of December 31, 1997) to $209.6 million,  an increase of $14.9
     million. Using average assets rather than end of period figures, growth was
     $9.4 million,  from an average of $190.2  million in December of 1997 to an
     average of $199.6  million in June of 1998.  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) increased from $72.9
     million of loan  originations  representing  493 loans in the three  months
     ended June 30, 1997 to $83.2 million representing 543 new loan originations
     in the three months ended June 30, 1998, a 14.1%  increase in dollar volume
     and a 10.1%  increase in number of loans.  For the six month  period  ended
     June 30, 1998,  loan  originations  increased to $159 million  representing
     1,003 loans from  $120.3  million  representing  733 loans in the same 1997
     period.  Management  believes  that the  higher  number of loans and higher
     dollar  volume of 1998  versus  the same 1997  period is partly  due to the
     severe weather  conditions in early 1997,  which included an unusually hard
     winter as well as  substantial  flooding.  (The  flooding  was so severe in
     early January, 1997, that there was a federal disaster declaration.  Such a
     declaration  for the area had never  happened  in the  Company's  history.)
     Management  also believes that the increase in the number and dollar volume
     of loans in the first six  months of 1998 is a result of four  factors:  1)
     lower interest rates on mortgage loans, 2) an enhanced consumer interest in
     refinancing of mortgage loans, 3) continued growth in the area's non-gaming
     economic activity and 4) the internal  implementation of enhanced automated
     underwriting and credit scoring programs.

      Throughout  1997 and in the first  six  months  of 1998,  northern  Nevada
     community  financial  institutions  experienced large liquidity  increases.
     Management   believes  that  recent   acquisitions   of  Nevada   financial
     institutions by large  out-of-state  institutions has created a significant
     opportunity 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,
     competition  for commercial  loans caused  downward  pressure on the Bank's
     interest  margins  and fee  structures.  Furthermore,  management  has been
     reluctant to lower traditional  underwriting  guidelines by reducing prices
     and terms to higher  risk  credits,  a practice  it sees at the other local
     community financial institutions with excess liquidity. Management believes
     that its  posture  on this  issue will pay off in the long-term.

     The Northern Nevada Real Estate Division  originated 367 loans for a dollar
     volume of $51.0 million in the three months ended June 30, 1998 compared to
     241 loans for a dollar  volume of $35.4 million in the same period of 1997.
     For the six month  period  ended June  30,1998,  the  Northern  Nevada Real
     Estate  Division  originated 681 loans for a dollar volume of $96.4 million
     compared to 426 loans at a dollar  volume of $61.2 million in the same 1997
     period.  In April 1997, the Company closed the Las Vegas real estate office
     due to high personnel turnover and low lending volumes.
<PAGE>
     According  to  public  records,  mortgage  loan  volume  in  Washoe  County
     increased  from  $42.2  million  in the first  six  months of 1997 to $66.3
     million  through the first six months of 1998,  the Company's  market share
     fell from 6.8% to 5.4% as it fell from fourth to fifth position.  In Carson
     City, over the same six months, volume rose by 52.7 % to $11.3 million from
     $7.4 million in the first six months of 1997.  The  Company's  market share
     decreased from 11.5% to 8.6% while maintaining its second place position in
     the market.


                      Total Residential Real Estate Lending

Three Months                    ---Number---                Volume (Mill $)
   Ended                 1998    1997       1996      1998       1997      1996
                         ----    ----       ----      ----       ----      ----

March 31                  314     185        349   $  45.4    $  25.8   $  44.9
June 30                   367     241        327     $51.0    $  35.4   $  44.4
September 30              N/A     261        289       N/A    $  36.2   $  39.4
December 31               N/A     280        281       N/A    $  42.8   $  41.5
                          ---     ---        ---      ----    -------   -------
       Total              681     967      1,246     $96.4     $140.2    $170.2


     The Commercial Division originated 176 loans for $32.1 million in the three
     months ended June 30, 1998 versus 252 loans for $37.6  million in same 1997
     period.  For the six  month  period  ended  June 30,  1998  the  Commercial
     Division  originated 322 loans for $62.6 million versus 307 loans for $59.3
     million in the same 1997 period.  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 June,  1998,  the average  balance of the Company's  loan
     portfolio was $151 million and represented an average loan/deposit ratio in
     excess of 85.2%.  The average  balance for the same year earlier period was
     $112  million  representing  an average  loan/deposit  ratio of 78.6%.  The
     increase in the level of loans in the Company's loan portfolios caused loan
     interest  income to increase  $2.1 million  (41.6%) in the six months ended
     June 30, 1998 and by $1.2  million  (45.0%) for the three months ended June
     30, 1998 as compared to the same 1997 periods, despite falling net interest
     margins.

     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.  Norwest  Mortgage,  not a significant  player in northern
     Nevada in 1994,  is now the  dominant  mortgage  lender  with  12.4% of the
     Washoe County  market in the first six months of 1998,  more than twice the
     market share of the number two player.  In Carson  City,  Norwest was not a
     market share leader as late as early 1997.  But, in the first six months of
     1998,  Norwest  controlled  10.4% of the Carson City market,  significantly
     ahead of the 8.6%  market  share held by the  Company.  Such an increase in
     competition has had a negative impact on the mortgage lending growth rates,
     and also on the profit  margins for these  loans.  In the third  quarter of
     1997,   management   began  to  implement   technologies   such  as  online
     underwriting  and credit  scoring,  which 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.  Nevertheless,  because  the  Company  must sell the
     mortgages in the secondary  market,  it generally cannot compete on a price
     basis with the large national mortgage banking  enterprises that can charge
     lower prices and put the mortgages into their portfolios.
<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.  Since the "Asian  Crisis" last fall,  inflation  has
     remained benign. While the federal funds rate,  administered by the Federal
     Reserve,  has remained steady, rates along the remainder of the yield curve
     have  fallen.  The major impact of this on the Company has been a refinance
     boom in the  mortgage  markets,  which  began  last fall and has  continued
     through  the first six  months of 1998.  The  Company's  mortgage  business
     benefited from such lower rates as described above.

     In order to mitigate the  possibility of adverse impacts from interest rate
     movements,   management  has  significantly  expanded  the  Company's  loan
     portfolios with interest sensitive assets. This is an effort to provide the
     Company a more stable income base. The strategy is that when interest rates
     rise and loan volume declines in the mortgage business,  income on the loan
     portfolio will rise to offset the mortgage business  decline.  On the other
     hand, if rates fall, the lower interest income from the loan portfolio will
     be offset by rising loan volume and fee income in the mortgage business. In
     the current environment since the national prime lending rate appears to be
     based on the  federal  funds rate and the  Company  moves its prime rate in
     response to competition,  and since the Federal Reserve has not reduced the
     federal  funds rate  despite the  downward  shift in the yield  curve,  the
     Company's interest income has continued to grow. A reduction in the federal
     funds in the future will negatively impact loan interest income.

     Asset Quality
     The Company's  asset  quality is often  measured by its  delinquencies  and
     non-performing  assets. As of June 30, 1998 the Company had  non-performing
     (non-accruing) loans of approximately $2.5 million,  comprised of two fully
     secured  construction  and  development  loans.  One of the  fully  secured
     construction  loans  had been in the  hands of the  bankruptcy  court.  The
     Company  was  permitted  to  complete  foreclosure  in  July  of  1998  and
     transferred  $1.52 million to "Other Real Estate Owned".  The Company is in
     the  process  of  formulating  a plan of  liquidation  for  these  thirteen
     single-family  homes.  The  Company had loans past due 90 days or more that
     were still  accruing of $74,000.  As of June 30,  1998,  the Company had an
     interest in one additional  property,  with a current book value of $5,000,
     taken as repayment on a loan.  This asset is also designated as "Other Real
     Estate Owned" property. In the same period of 1997, the Company carried the
     same loan at a book value of $8,000.

     As of June 30, 1997, the Company had non-performing (non-accruing) loans of
     approximately  $2.6  million,  comprised  of the  same  two  fully  secured
     construction  and  development  loans.  At that time,  the Company also had
     $13,000 of loans past due 90 days or more that were still accruing.
<PAGE>
     Deposit Volumes
     As of June 30,  1998,  the  Company's  deposit  base had grown from  $171.8
     million  (measured as of December 31, 1997) to $184.7 million,  an increase
     of $12.9 million (7.5%).  Using average  balances rather than end of period
     figures,  deposits  grew $9.0  million  (5.4%),  from an  average of $167.0
     million in December,  1997 to $176.0 million in June, 1998. 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, the continued influx of deposits  transferred from the branches of
     financial  institutions  announcing large mergers,  and non-gaming economic
     growth.  Management believes the deposit base will continue to grow for two
     reasons: 1) the continued non-gaming economic growth in the northern Nevada
     region and 2)  management's  strategic  goal of marketing to small business
     clients.

     Based on  information  available  from the  Nevada  State  Demographer  and
     internal Company population  forecasts,  the Company's Washoe County (Reno)
     deposit  service area is estimated to have grown by 2.2% in 1997 to 313,575
     persons and is expected to continue to grow at a compounded  annual rate of
     2.1% through the millenium to 333,895 people.  Growth rates are forecast at
     1.9% for the first five years of the next decade. The Company's Carson City
     deposit  service area is estimated to have grown by slightly more than 3.0%
     in 1997 to an  estimated  population  of 50,387 and is  forecast to grow at
     just under 3% through the millenium and at a 2.3% compounded  annual growth
     rate for the first five years of the next decade.

     Meanwhile,  the state population is estimated to have grown by 3.6% in 1997
     to an estimated  1.749 million  people  spurred by 4.1% growth in Las Vegas
     (to 1.162 million).  The Company forecasts state growth at 3.4% through the
     millenium with Las Vegas as the catalyst with  compounded  annual growth of
     nearly 4%. Early in the next decade,  state growth is forecast to fall to a
     compounded  annual rate of 3% as Las Vegas'  growth cools to an annual rate
     of 3.4%.  Based on its  population  forecasts,  the Company  believes  that
     Nevada  will  continue  as one of the fastest  growing  states,  if not the
     fastest,  throughout  the  period  described  above.  As a locally  managed
     community  banking  organization,  the Company is well  positioned for such
     growth.


     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 22.0% as of June 30, 1998,
     a decrease  from 25.1% on June 30,  1997.  The  investment  portfolio  is a
     principal  source of secondary  asset liquidity as is the ability to borrow
     from the Federal Home Loan Bank of San Francisco  (see  Borrowing  Capacity
     below).

     The FASB's  accounting  rules,  beginning in 1994,  required the Company to
     mark to market a portfolio that 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 $3.0 million in U.S.  Treasury
     and Agency  securities with various  maturities of nine years or less, $7.5
     million in mortgage-backed  securities (non-derivative types), $6.7 million
     in tax exempt municipal bonds and $819,000 in Federal Home Loan Bank stock.
     Management   estimates  that  the  duration  of  the   "available-for-sale"
     portfolio  was  approximately  2.35  years  on June  30,  1998.  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,  1997,  the  value  of  the
     "available-for-sale" portfolio was $25,000 above its book value. As of June
     30,  1998,  the  market  value of the  "available-for-sale"  portfolio  was
     $28,000 below book value.
<PAGE>
     The   Company   also  has  a  $9.5   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.  Management is reviewing this portfolio  under the recent release
     of  SFAS  133  and  may  transfer  securities  to the  "available-for-sale"
     portfolio  under  the  one-time  transfer  option.  As of  June  30,  1998,
     management  estimates that the duration of the portfolio was  approximately
     2.0 years.  The market value was $36,000 above book value. In contrast,  at
     December 31, 1997,  the book value of this portfolio was $10.6 million with
     an unrealized loss of $4,000.


     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 June 30, 1998, the Company had collateralized  this
     line with loans and securities giving the Bank approximately $24 million of
     borrowing  capacity.  As of June 30, 1998, there was an outstanding draw of
     $6 million on the FHLB line,  $3 million  with a maturity in  September  of
     2000 and $3 million with a maturity in January of 2000, leaving $18 million
     in unused  borrowing  capacity.  There were no  outstanding  draws on these
     lines as of June 30,  1997.  The Company  also has a $2.5  million  line of
     credit  with  Union  Bank  of   California   to  meet  short  term  funding
     requirements.  This line has a $200,000  compensating  balance. The Company
     also  has a  $30,000  line of  credit  with  InterWest  Bank  for the  cash
     requirements of the holding company. As of June 30, 1997, there was $15,000
     outstanding on the InterWest Bank on line. There were no outstanding  draws
     on the InterWest line as of June 30, 1998.  Both the FHLB and Union Bank of
     California are routinely used for the purchase or sale of overnight Federal
     funds.  Pacific  Coast  Bankers Bank has also been utilized for the sale of
     Federal funds since  December of 1997.  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 June 30, 1998,  was 85.2%.  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.
     Because management believes that it has excellent sources of liquidity,  it
     has been able to  increase  the  Company's  loan to deposit  ratio and will
     continue to try to maintain  the 85% level or higher if  liquidity  permits
     and sound loans at acceptable spreads are available.

     Capital Base
     The capital  base for the Company  increased by  $1,874,000  during the six
     months ended June 30, 1998 of which  $1,719,000 was generated from profits,
     $190,000 was the result of exercised employee stock options and $35,000 was
     lost on the SFAB 115 mark to market adjustment on the  "available-for-sale"
     portfolio.  In March 1997, 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.
<PAGE>
     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 March 31,  1998 for
     Comstock  Bank  and  Comstock   Bancorp  with  December  31,  1992  minimum
     requirements:
                                       Comstock          Comstock   1992 Minimum
                                         Bank             Bancorp   Requirements
Tier I (core capital)                   11.12%            11.01%            4.0%
Total capital                           11.94%            11.81%            8.0%
Leverage ratio                           8.39%             8.54%            3.0%


     Year 2000 Compliance

     The Company has in place a major Year 2000  Compliance  project,  which has
     adopted the FFIEC's Year 2000  Readiness Date  Guidelines.  The Company has
     taken a  proactive  and  aggressive  stance  to ensure  internal  Year 2000
     readiness.  The Company has implemented a strategic plan to assure that all
     of its systems (hardware,  software and networks) and their interfaces will
     be Year 2000 compliant. The Company's approach has been to limit the impact
     of processing date/time data, from into and between the years 1999 and 2000
     upon its mission  critical areas of operation,  upon its customers,  and to
     improve the ways in which it serves  them.  The  Company's  Y2K efforts are
     performing  satisfactorily  in all key  phases  of the  Year  2000  project
     management  process as set forth in the FFIEC's  Interagency  Statements on
     the Year 2000. The Company,  having  completed the Assessment  Phase of its
     Y2K Project Plan, is currently in the Renovation  Phase, and progressing on
     the Testing Phase of the required  regulatory  timelines.  Although written
     testing  plans for every  system due  6/30/98  are not fully  completed,  a
     successful Y2K test simulation of the Company's  primary  mainframe systems
     including  deposit,  loan and general ledger application has been performed
     utilizing  complete  12/31/97  year-end  data as if it were  12/31/99  data
     rolling  to the Year 2000.  As of July 15,  1998  approximately  80% of the
     written testing  methodologies for the Company's critical systems have been
     completed.   The  Company   should  have  its  complete   written   testing
     methodologies in place by August of 1998.  Management is confident that Y2K
     testing of all systems deemed  critical will be completed by 12/31/98.  The
     Company's  board and senior  management  recognize and understand Year 2000
     issues,  risks, and opportunities  and are active in overseeing  corrective
     and improvement efforts.

     Despite the Company's  efforts,  there can be no assurance  that  potential
     systems  interruptions  or the cost  necessary to update  software will not
     have a  material  adverse  impact  on  the  Company's  business,  financial
     condition,  results of operations and business prospects.  In addition, the
     Company has limited  information  concerning the  compliance  status of its
     suppliers and customers. In the event that any of the Company's significant
     suppliers do not successfully and timely achieve Year 2000 compliance,  the
     Company's business or operations could be adversely affected.

     Management  has  estimated  the  total  cost  of its Y2K at  $876,000  with
     $282,000  remaining to be incurred on the project  through  March 31, 2000.
     This figure does not include the purchase of hardware or software for items
     identified in the testing phase as needing renovation or replacement.
<PAGE>
                         COMSTOCK BANCORP AND SUBSIDIARY


     RESULTS OF OPERATIONS (Three and Six Months Ended June 30, 1998 and 1997)

     The Company  earned  $1,719,000  in the six months ended June  30,1998,  an
     increase in post-tax  earnings of 147% when compared to the $696,000 earned
     for the six months  ended June 30,  1997.  For the three month period ended
     June 30, 1998,  the Company earned  $1,119,000,  an increase of $688,000 or
     159.6% over the same period of 1997.  On a basic per share basis,  earnings
     were $.39  through  June 30,  1998  versus $.16 for the same period of 1997
     (see exhibit (a) 11 for earnings  per share  computations).  For the second
     quarter of 1998 the basic  earnings per share were $.25 versus $.10 for the
     second  quarter of 1997.  Return on average assets for the six months ended
     June 30, 1998 was 1.74% versus .92% for  the same 1997  period.  Return  on
     average equity was 21.04% versus 10.36% in the 1997 comparable period.

     Management  believes  that the following  items had the largest  impacts on
     income for the three and six month periods ended June 30, 1998:

         1.   Lower  interest  rates on  mortgage  loans  spurred an increase in
              mortgage  refinancing as well as home buying. Real estate mortgage
              loan  originations  increased  44% to $51.0  million  in the three
              months ended June 30, 1998 versus  $35.4  million in the same 1997
              period. In the six month period ended June 30, 1998, mortgage loan
              originations  increased  by 57.5% to $96.4  million  versus  $61.2
              million the six month period of 1997.  Assuming a continuation  of
              the current interest rate  environment  (i.e., the Federal Reserve
              does not  tighten  monetary  policy  by  raising  interest  rates)
              management believes that it is possible for 1998 to be the highest
              mortgage origination year in the Company's history.

         2.   The increase in loan  originations  contributed  to higher average
              loan balances  outstanding  providing an increase in both interest
              and loan fee income.  For the six months ended June  30,1998,  the
              loan portfolio  balance averaged $142.5 million compared to $104.0
              for the same  period of 1997.  For the three month  periods  ended
              June 30, 1998, the loan portfolio  balance averaged $147.6 million
              versus $108.5 million for the same period of 1997.

         3.   The receipt of  `additional'  interest from a development  loan in
              the Company's portfolio augmented earnings. 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 first
              quarter  of  1997,  30  lots  were  sold,  producing   "additional
              interest"  income of $63,000.  In the second  quarter of 1997,  50
              lots were sold,  adding $105,000 in additional  pre-tax income. In
              the  first  three  months of 1998,  59 lots were sold for  pre-tax
              `additional'  interest income of $124,000.  In April, 35 lots were
              sold and closed,  and the Company received  `additional'  interest
              income of $73,500.  In May, as part of a  refinancing  package for
              the  developer  , the Company  released  its lien on more than 300
              lots in  exchange  for  $521,900  (approximately  $1,700 per lot).
              After the refinancing,  the Company held a first lien on 121 lots,
              all of which remained subject to the $2,100 "additional'  interest
              payment  upon  sale.  In June,  10 lots were sold and the  Company
              received  $21,000.  The company believes it retains its liens upon
              the best 111 lots remaining in the development.

                           Loan Interest Income ($000)
                        Three & Six months ended June 30
                                                               
                                          Three Months            Six Months
                                        1998       1997        1998        1997
                                        ----       ----        ----        ----
Loan Interest Income                   $3,390     $2,680      $6,531      $4,967
Additional Interest Income              $ 616      $ 105       $ 740       $ 168
<PAGE>
         4.   The Company  sold a one acre parcel  adjacent to its  headquarters
              for a pre-tax gain of approximately $164,000. In 1996, the Company
              determined that expansion of its headquarters  would be too costly
              given its  projected  needs and  alternative  rents.  The  Company
              leased and  remodeled  a warehouse  space,  which its uses for its
              back  office and  computer  operations  at a much lower per square
              foot cost than the alternative of building on the adjacent lot.

         5.   Other  non-interest  rate  related  events also had a  significant
              impact on net income. Non-interest income increased by $21,000 for
              the three months ended June 30, 1998 over the same period of 1997,
              and increased  $62,000 for the six months ended June 30, 1998 over
              the same 1997 period. The increase is the result of rising deposit
              service charges  generated by the addition of two branch locations
              in  1997,  fees  earned  on a new  accounts  receivable  servicing
              product  and due to  dividend  income  realized  on  various  life
              insurance policies owned by the Bank.

              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 $117,000 (35.0%),  and furniture and equipment  expenses rose
              $101,000 (38.7%) when comparing the six months ended June 30, 1998
              to the same 1997 period.  For the three month  periods  ended June
              30, 1998 and 1997, the increases were $47,000  (25.7%) and $44,000
              (31.2%)  for  occupancy  and  furniture  and  equipment  expenses,
              respectively. 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   investment   of  capital  in   technological
              improvements  targeted  toward the  Company's  commitment to small
              business customers and toward an increased competitive presence is
              necessary to obtain a stable diverse customer base and to move its
              deposit base further toward a core of  relationship  customers and
              further away from  dependence on a higher cost,  non-core,  single
              relationship customer base. The Company successfully migrated from
              its computer  service  bureau to an in-house  system in October of
              1997.  Deployment  of  electronic  products  and services has been
              scheduled for the next several quarters.

              Because  most  of the  start-up  and  on-going  expenses  for  the
              in-house data processing system as well as the Sparks branch began
              in 1997's  second half,  management  expects  that the  percentage
              increases in occupancy and  furniture  and equipment  will slow to
              the general growth rate of the Company.

              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.

              As a precautionary  measure, the Company provided $140,000 more to
              its loan loss reserve  (Provision  for Credit Losses) in the first
              six  months  of  1998  than  it  did  in  the  same  1997  period.
              Management's  decision  to  increase  the  loan  loss  reserve  is
              consistent with its strategy to build a commercial loan portfolio,
              which carries a higher risk profile.
<PAGE>
              Other  operating  expenses  rose $25,000  (2.5%) in the six months
              ended June 30, 1998 over the same 1997 period. For the three month
              period  ended June 30, 1998,  other  operating  expenses  declined
              $18,000 (3.2%) over the same 1997 period. The costs in these areas
              are leveling out with prior periods now that Bank's  in-house data
              processing  functions have been operational for ten months and the
              two new  branch  facilities  have been  operational  for eleven to
              sixteen months.


              The following Interest Rate Sensitivity  Analysis Table provides a
              picture of income and interest sensitivity for selected categories
              in a comparative  format for the three and six month periods ended
              June 30,  1998 and 1997.  The tables show the  interest  sensitive
              assets and  liabilities,  their yields,  the difference in income,
              and the  amount  of the  difference  due to  volume  change,  rate
              change, and the combination of volume and rate change.
<PAGE>
<TABLE>
<S>                          <C>               <C>         <C>             <C>          <C>         <C>         <C>         <C>  

                                             COMSTOCK BANCORP
                             CONSOLIDATED INTEREST RATE SENSITIVITY ANALYSIS
                              For the Three Months Ended June 30, 1998 and 1997
------------------------------------------------------------------------------------------------------------------------------------
                                                                                                                             Rate/
                                (Unaudited)      Yield/      (Unaudited)     Yield/      Total        Volume       Rate      Volume
For Quarter Ended:             June 30, 1998      Rate      June 30, 1997     Rate       Change      Variance    Variance   Variance
------------------------------------------------------------------------------------------------------------------------------------
Loans:
Loan Income                       $3,934,978     10.65%       $2,714,0619    10.00%   $1,220,359     $978,505    $177,774   $64,080
Loan Fees and
  Servicing Income                 1,159,742                      643,485                516,258            -           -         -
                                   ---------                      -------                -------
  Total Loan, Servicing,
    And Fee Income                $5,094,720     13.79%        $3,358,104    12.37%   $1,736,617            -           -         -
------------------------------------------------------------------------------------------------------------------------------------
Investments:
Fed Funds and Mutual
  Fund Income                       $115,752      5.39%          $108,126     5.53%       $7,625      $10,550     ($2,695)    ($260)
Income from
  Investment Securities              356,201      5.55%           353,418     6.14%        2,783       40,365     (33,730)   (3,852)
Interest-Bearing
  Deposit Income                      22,434      6.51%            23,951     6.45%       (1,516)      (1,728)        228       (16)
                                      ------                       ------                 -------      -------        ---       ----

  Total Investment Income           $494,387      5.55%          $485,495     6.00%       $8,892      $49,342    ($36,719)  ($3,732)
Trading Account Assets
  And Other Investments               24,988     12.30%             6,127     5.70%       18,861        5,443       7,105     6,312
------------------------------------------------------------------------------------------------------------------------------------
EARNING ASSETS:
  Total Interest Income           $4,429,365      9.62%        $3,200,114     9.05%   $1,229,251   $1,027,847    $141,056   $60,348
  Total Interest, Servicing,
    Fee, and Trading
    Account Income                $5,614,095     12.19%        $3,849,726    10.89%   $1,764,369            -           -         -

------------------------------------------------------------------------------------------------------------------------------------
Deposits:
Interest on Deposits:
  Transaction Accounts              $497,671      3.36%          $373,600     3.26%     $124,071     $109,697     $11,111    $3,262
  Time and Savings
    Deposits                       1,240,927      5.38%           956,441     5.20%      284,486      242,962      33,113     8,412
                                   ---------                      -------                -------      -------     -------     -----
    Total Deposit
      Interest Expense            $1,738,598      4.59%        $1,330,041     4.46%     $408,557     $358,082     $39,768   $10,707

------------------------------------------------------------------------------------------------------------------------------------
BORROWED FUNDS:
  Other Borrowed Funds               $92,796      6.20%              $286     7.65%      $92,510     $114,114        ($54) ($21,550)
                                     -------                         ----                -------
    Total Interest Expense        $1,831,394      4.65%        $1,330,327     4.46%     $501,067     $424,605     $57,962   $18,500

------------------------------------------------------------------------------------------------------------------------------------
NET INTEREST
 DIFFERENTIAL                     $2,597,971      4.97%        $1,869,787     4.60%     $728,184     $603,242     $83,093   $41,848
  (Excludes fee income)
NET INTEREST
 DIFFERENTIAL                     $3,782,701      7.54%        $2,519,399     6.44%   $1,263,302            -           -         -
  (Includes fee income)
------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

Notes to Interest Rate Sensitivity Analysis Table:
  [1] The variance  analysis above excludes  non-interest rate sensitive earning
  assets.
  [2]  "Yield/Rate"  is the  interest  income or interest  expense,  annualized,
  divided by the average respective outstanding balance for the period.
  [3] "Total Change"  represents  the change in the interest  income or interest
  expense  between the  respective  periods.  
  [4] "Volume  Variance" equals the change in average volumes (balances) between
  the periods times the previous period interest rate. 
  [5] "Rate Variance" equals the change in yields or rates between  the  periods
  times  the  previous   period  average   balance.   
  [6] "Rate/Volume Variance" reflects the change in  interest income or interest
  expense attributable to simultaneous changes in both rates and volumes between
  the respective time periods.
<PAGE>
<TABLE>
<S>                           <C>              <C>        <C>              <C>         <C>        <C>           <C>        <C>

                                                           COMSTOCK BANCORP
                                           CONSOLIDATED INTEREST RATE SENSITIVITY ANALYSIS
                                           For the Six Months Ended June 30, 1998 and 1997
------------------------------------------------------------------------------------------------------------------------------------
                                                                                                                             Rate/
                                (Unaudited)     Yield/      (Unaudited)     Yield/       Total        Volume       Rate      Volume
For the Six Months Ended:      June 30, 1998     Rate      June 30, 1997     Rate       Change       Variance    Variance   Variance
------------------------------------------------------------------------------------------------------------------------------------
Loans:
Loan Income                       $7,134,604     10.06%        $5,001,623     9.67%   $2,132,981   $1,851,240    $201,910   $74,655
Loan Fees and
  Servicing Income                 2,109,932                    1,207,887                902,045            -           -         -
                                   ---------                    ---------                -------
  Total Loan, Servicing,
    And Fee Income                $9,244,537     13.04%        $6,209,511     12.02   $3,035,026            -           -         -
------------------------------------------------------------------------------------------------------------------------------------
Investments:
Fed Funds and Mutual
  Fund Income                       $240,704      5.33%          $254,688     5.43%     ($13,984)     ($9,322)    ($4,839)     $177
Income from
  Investment Securities              720,695      5.64%           636,846     6.07%       83,848      139,043     (45,303)    9,891)
Interest-Bearing
  Deposit Income                      46,518      6.53%            49,048     6.54%       (2,529)      (2,454)        (79)        4
                                      ------                       ------                 -------      -------        ----        -

  Total Investment Income         $1,007,917      5.60%          $940,582     5.90%      $67,335     $122,884    ($49,130)  ($6,419)
Trading Account Assets
  And Other Investments               33,646      8.38%             6,932     3.34%       26,714        6,488      10,447     9,778
------------------------------------------------------------------------------------------------------------------------------------
EARNING ASSETS:
  Total Interest Income           $8,176,168      9.15%        $5,942,205     8.76%   $2,233,963   $1,876,181    $266,837   $84,154
  Total Interest, Servicing,
    Fee, and Trading
    Account Income               $10,319,746     11.55%        $7,157,025    10.55%   $3,162,721            -           -         -

------------------------------------------------------------------------------------------------------------------------------------
Deposits:
Interest on Deposits:
  Transaction Accounts              $954,673      3.35%          $716,084     3.27%     $238,589     $215,023     $18,124    $5,442
  Time and Savings
    Deposits                       2,429,262      5.37%         1,823,908     5.18%      605,355      517,609      68,348    19,397
                                   ---------                    ---------                -------      -------      ------    ------
    Total Deposit
      Interest Expense            $3,383,935      4.59%        $2,539,992     4.45%     $843,943     $736,885     $82,983   $24,075

------------------------------------------------------------------------------------------------------------------------------------
BORROWED FUNDS:
  Other Borrowed Funds               184,745      6.21%               286    23.18%     $184,460     $689,519       ($209)($504,850)
                                     -------                          ---               --------
    Total Interest Expense        $3,568,681      4.65%        $2,540,278     4.45%   $1,028,403     $869,194    $118,621   $40,588

------------------------------------------------------------------------------------------------------------------------------------
NET INTEREST
 DIFFERENTIAL                     $4,607,487      4.50%        $3,401,927     4.31%   $1,205,561   $1,006,986    $148,216   $43,567
  (Excludes fee income)
NET INTEREST
 DIFFERENTIAL                     $6,751,066      6.90%        $4,616,747     6.10%   $2,134,319            -           -         -
  (Includes fee income)
------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

Notes to Interest Rate Sensitivity Analysis Table:
  [1] The variance  analysis above excludes  non-interest rate sensitive earning
  assets.
  [2]  "Yield/Rate"  is the  interest  income or interest  expense,  annualized,
  divided by the average respective outstanding balance for the period.
  [3] "Total Change"  represents  the change in the interest  income or interest
  expense  between the  respective  periods.  
  [4] "Volume  Variance" equals the change in average volumes (balances) between
  the periods times the previous period interest rate. 
  [5] "Rate Variance" equals the change in yields or rates between  the  periods
  times  the  previous   period  average   balance.   
  [6] "Rate/Volume  Variance" reflects the change in interest income or interest
  expense attributable to simultaneous changes in both rates and volumes between
  the respective time periods.
<PAGE>
     The comparison of interest sensitive assets between the three and six month
     periods  ended June 30,  1997 and 1998 shows  higher  yields in loan income
     both  before fees and when fees are  included.  The yields on fed funds and
     mutual funds and on the investment  portfolio are lower in the 1998 periods
     than the same periods of 1997. The yields on  interest-bearing  deposits in
     other  financial  institutions  is unchanged for the six month period ended
     June 30,  1998  versus  the same 1997  period.  The  yields  on those  same
     deposits for the three month period ended June 30, 1998 have increased over
     the same 1997 period. The comparison of interest sensitive  liabilities for
     the three and six month  periods  show an  increase in rates in all deposit
     accounts.

     For loan income the increase in the level of both commercial  loans held in
     portfolio  and the real estate loans held for sale  continue to result in a
     positive  volume  variances.  For the  three  months  ended  June 30,  1998
     compared to the same period of 1997,  loan income  increased  $1,220,000 of
     which  $979,000  was due to  larger  portfolio  balances  and  $178,000  to
     increased yields ($616,000 of "additional  interest" income discussed above
     contributed  to the yield  increase;  the  yield  without  the  "additional
     interest"  would have been 8.98% for the quarter ended June 30, 1998 versus
     9.61% for the same 1997 quarter, the result of tightening margins).  Again,
     for this period,  when loan fees and servicing  income are factored in, the
     result is an  increase  of  $1,737,000  in total  loan,  servicing  and fee
     income.  Because the Company is a large  originator  and seller of mortgage
     loans, fee income plays a major role in Company earnings.  When the Company
     sells  loans,  all  of  the  deferred  fee  income  on the  sold  loans  is
     immediately  recognized  as  income.  Total  loan  and  fee  income  yields
     increased from 12.37% to 13.79% in the three month period. In the six month
     period ended June 30, 1998 compared to the same period of 1997, loan income
     increased $2,133,000 of which $1,851,000 was the result increased portfolio
     balances and $202,000 was the result of increased yields (without  $740,000
     of "additional  interest"  income the yield for this period would have been
     9.07% and is comparable to a yield of 9.34% in the same 1997 period).  When
     loan fees and servicing  income are included in this period,  the result is
     an increase of  $3,035,026 in total loan,  servicing and fee income.  Total
     loan fees for the six month period increased yields from 12.02% to 13.04%.

     The Bank has historically maintained a real estate loan servicing portfolio
     of  approximately  $40 to $50 million owned by other  investors for which a
     servicing fee is earned.  Management  has determined the fees earned on the
     portfolio are not sufficient to warrant the cost involved in performing the
     servicing function and has entered into an agreement to sell the portfolio.
     The  Company  expects to realize a gain on sale of  approximately  $300,000
     with such gain expected to occur in the third quarter of 1998.

     Income from fed funds and mutual fund  investments  increased  by $8,000 in
     the three  month  period  ended June 30, 1998 over the same 1997 period and
     decreased by $14,000 in the six month period ended June 30, 1998 over 1997.
     The increase was largely due to increased  invested  balances for the three
     month period while both reduced  invested  balances and yields  resulted in
     the decrease for the six month period.

     Lower  yields on  Investment  Securities  combined  with an increase in the
     invested  balances  netted the  Company an increase of $3,000 for the three
     month period ending June 30, 1998 over the same 1997 period and an increase
     of $84,000 for the six month period.

     Interest bearing deposits with other financial institutions showed level to
     lower  yields and lower  invested  balances,  which netted to a decrease of
     $2,000 in income for three month  period and a decrease of $3,000 in income
     for the six month period.

     Overall,  total investment income increased by 1.8% or $9,000 for the three
     month  period as a result of  increased  invested  balances  in  Investment
     Securities,  Fed Funds and Mutual Funds.  Total investment income increased
     7.2% or $67,000 for the six month period as a result of increased  invested
     balances in Investment Securities.
<PAGE>
     The cost of  interest  sensitive  liabilities  was  higher  on all  deposit
     accounts for both the three and six month  periods ended June 30, 1998 over
     the same  period of 1997 and was the  result of rapid  loan  growth in late
     1997 which was funded by the purchase of higher cost time  deposits as well
     as borrowings  from the Federal Home Loan Bank of San Francisco.  Increased
     deposit  balances   contributed  to  $358,000  of  increased  costs,  while
     increased  rates  contributed  to $40,000 of increased  costs for the three
     month period ended June 30, 1998 over the same period of 1997.  For the six
     month  period,  increased  deposit  balances  contributed  to  $737,000  of
     increased costs, with increased rates contributing $83,000.

     In  summary,  on the asset  side,  larger  loan and  investment  securities
     portfolio  levels  increased income by $1,229,000 in the three months ended
     June 30,  1998  over the  same  period  of 1997  and  increased  income  by
     $2,234,000  in the six  month  period.  When fee  income is  included,  the
     increase in income for total earning  assets,  in the three month period of
     1998 over 1997 is  $1,764,000  and for the six month period the increase is
     $3,163,000.  When the increased  costs of deposits and other borrowed funds
     of $501,000 for the three month period is taken into account, the Company's
     net  interest  income  differential,  excluding  servicing  and fee income,
     increased  $728,000.  With fee income  included,  the net  interest  income
     differential increased $1,263,000. For the six month period ending June 30,
     1998,  increased  costs of deposits and other  borrowed funds of $1,028,000
     resulted  in  a  net  interest  income  differential  increase,   excluding
     servicing fee income,  of  $1,206,000.  With fee income  included,  the net
     interest income differential increased $2,134,000.
<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, except
                  as discussed  below,  the disposition of these claims will not
                  have a material  adverse  affect on the financial  position of
                  the Company.

                  No material  events  occurred  regarding  the case reported on
                  Form 10QSB on April 10, 1998.

     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.

                  a.       An annual  stockholders'  meeting of Comstock Bancorp
                           was held on April 29,  1998 for  holders of record as
                           of March 6. There were 4,451,668  shares  eligible to
                           vote.

                  b.       Included  in  the   meeting   was  the   election  of
                           directors.  The following  directors  were elected to
                           succeed  themselves  for a one year  period  or until
                           their  successors  are elected and qualified or until
                           their death or resignation. There was no solicitation
                           in  opposition  to  the  nominees  of  the  Board  of
                           Directors as listed in the Proxy Statement.

Director          For                       Withheld          Broker Non-Votes
---------         ---------                 --------          ----------------
Edward Allison    4,258,735                  3,608                         6,700
Robert Barone     4,258,503                  3,840                         6,700
Stephen Benna     4,258,955                  3,388                         6,700
John Coombs       4,258,855                  3,488                         6,700
Michael Dyer      4,258,955                  3,388                         6,700
Mervyn Matorian   4,258,955                  3,388                         6,700
Samuel McMullen   4,258,855                  3,488                         6,700
Larry Platz       4,258,855                  3,488                         6,700
Ronald Zideck     4,258,691                  3,652                         6,700

                  c. Other matters voted on:

                      1.   Ratification of the appointment of Kafoury, Armstrong
                           & Co. as independent auditors for the Company for the
                           fiscal year ending December 31, 1998.

                                    Number of votes cast:
                                            In Favor:                  4,260,797
                                            Against or Withheld:           1,788
                                            Abstentions:                   2,058
                                            Broker Non-Votes:              4,400


     Item 5.      Other Information.  Not applicable.
<PAGE>
     Item         6. (a)  Exhibits.  The  following  exhibits  are filed with or
                  incorporated  by  reference  into this Form 10-QSB  (numbering
                  corresponds to Exhibit Table in Item 601 of Regulation S-K):

                  No.     Exhibit                                    Page
                  ---     -------                                    ----
                  11.     Computation of per share earnings           28
                  27.     Financial Data Schedule                     29


                  (b) Form 8-K. None.

<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: July 27, 1998    /s/ Robert N. Barone
               -------------        --------------------
                                    Robert N. Barone,
                                    Chairman, CEO and Treasurer
                                    (Principal Accounting and Financial Officer)


         Date: July 27, 1998    /s/ Larry A. Platz
               -------------        ------------------
                                    Larry A. Platz,
                                    President and Secretary
<PAGE>

                                COMSTOCK BANCORP
                                   EXHIBIT 11
<TABLE>
<S>                                                               <C>            <C>              <C>              <C>

                                        COMPUTATION OF CONSOLIDATED NET EARNINGS PER SHARE
                                            FOR THE THREE AND SIX MONTHS ENDED JUNE 30


                                                                                                   Three Months     Three Months
                                                                     (Unaudited)     (Unaudited)    (Unaudited)      (Unaudited)
                                                                   June 30, 1998   June 30, 1997   June 30, 1998    June 30, 1997
                                                                   -------------   -------------   -------------    -------------
     Net Income:                                                          $1,719            $696          $1,119             $431

     Net Income per Common Share (assuming no dilution):
        Weighted Avg. Shares Outstanding:                              4,441,326       4,271,201       4,450,656        4,289,168
        Basic Earnings per Share:                                           $.39            $.16            $.25             $.10

     Net Income per Common and Common Equivalent Shares:

     Adjusted Weighted Avg. Number of Shares Outstd. After
     Giving Effect to the Conversion of Options and Warrants:          4,928,723       4,666,925       4,950,472        4,706,842
     Diluted Earnings per Share:                                            $.35            $.15            $.23             $.09
</TABLE>
<PAGE>
                                COMSTOCK BANCORP
                                   EXHIBIT 27
                     FOR THE SIX MONTHS ENDED JUNE 30, 1998
                             FINANCIAL DATA SCHEDULE
                                                                  $ in Thousands
                                                                             
Cash and Due from Banks (Non-Interest Bearing)                           $10,621
Interest-bearing Deposits in Domestic Financial Institutions               1,262
Fed Funds and Overnight Mutual Funds Sold                                  7,439
Trading Account Securities                                                    10
Investment and Mortgage back Securities Held for Sale                     17,204
Investment and Mortgage back Securities                                    
  Held to Maturity - Carrying  Value                                       9,461
Investment and Mortgage back Securities 
  Held to Maturity - Market Value                                          9,496
Loans                                                                    150,649
Allowance for Credit Losses                                                1,270
Total Assets                                                             209,569
Deposits                                                                 184,699
Short-term borrowings                                                          0
Other Liabilities                                                          1,399
Long-term debt                                                             6,000
Preferred stock - mandatory redemption                                         0
Preferred stock - no mandatory redemption                                      0
Common Stock                                                                  45
Other Stockholders Equity                                                 17,426
Total Liabilities and Stockholders Equity                                209,569
Interest and Fees on Loans                                                 9,228
Interest and Dividends on Investments                                        801
Other Interest Income                                                        241
Total Interest Income                                                     10,270
Interest on Deposits                                                       3,384
Total Interest Expense                                                     3,569
Net 1nterest Income                                                        6,701
Provision for Loan Losses                                                    260
Investment Securities Gains/Losses                                            10
Other Expense                                                              4,526
Income/Loss Before Income Tax                                              2,354
Income/Loss Before Extraordinary Items                                       635
Extraordinary Items, Less Tax                                                  0
Cumulative Change in Accounting Principles                                     0
Net Income or Loss                                                         1,719
Earnings Per Share - Primary                                                 .39
Earnings Per Share - Fully Diluted                                           .35
Net Yield - interest earning assets - actual                               9.15%
Loans on Non-accrual                                                       2,472
Accruing Loans past due 90 Days or More                                       74
Troubled Debt Restructuring                                                    0
Potential Loan Problems                                                        0
Allowance for Loan Losses - Beginning of Period                            1,076
Total Charge-Offs                                                             67
Total Recoveries                                                               1
Allowance for Loan Losses - End of Period                                  1,270
Loan Loss Allowance allocated to Domestic Loans                            1,270
Loan Loss Allowance allocated to Foreign Loans                                 0
Loan Loss Allowance - Unallocated                                              0
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