SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB
                QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


For Quarterly Period Ended                               Commission File Number:
         March 31, 2001                                                 33-41045

                          SARASOTA BANCORPORATION, INC.
--------------------------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)


       Florida                                                 65-0235255
--------------------------------------------------------------------------------
 (State or other jurisdiction of                            (I.R.S.Employer
incorporation or organization)                               Identification No.)


           Two North Tamiami Trail, Suite 100, Sarasota, Florida 34236
           -----------------------------------------------------------
                    (Address of principal executive offices)


                                 (941) 955-2626
                           ---------------------------
                           (Issuer's telephone number)


                                 Not applicable
                                 --------------
(Former  name,  former  address and former  fiscal year,  if changed  since last
report)


Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the Securities Exchange Act of 1934 during the last 12 months (or
for such shorter  period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90 days.

                  Yes    X                          No
                      --------                         -----------

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:

      Common Stock, $.01 Par Value                             559,140
      ----------------------------                   ---------------------------
                  Class                              Outstanding at May 11, 2001

Transitional Small Business Disclosure Format (Check One):

Yes                             No
    ------------                   -------------


<PAGE>


                          PART I. FINANCIAL INFORMATION
Item 1.  Financial Statements
                          SARASOTA BANCORPORATION, INC.
                                 AND SUBSIDIARY

                 CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
                      March 31, 2001 and December 31, 2000
                                   (UNAUDITED)


<TABLE>


ASSETS                                                                              March 31, 2001           December 31, 2000
------------------------------------------------------------------                  --------------           -----------------
<S>                                                                                 <C>                          <C>
Cash and Due From Banks                                                             $   1,831,315                2,319,123
Federal Funds Sold                                                                      8,180,586                1,656,000
Securities available for sale                                                          16,062,133               18,072,356
Loans (Net)                                                                            94,256,807               92,216,319
Accrued interest receivable                                                               737,804                  716,706
Foreclosed real estate                                                                    235,116                  238,716
Repossesed assets                                                                         200,701                  369,890
Furniture and equipment,net                                                               298,053                  310,031
Deferred income taxes                                                                     322,700                  360,116
Other assets                                                                               42,978                  301,448
                                                                                           ------                  -------
     TOTAL ASSETS:                                                                  $ 122,168,193              116,560,705
                                                                                    =============              ===========

LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
LIABILITIES:

Noninterest-bearing demand deposits                                                 $  10,463,948               13,187,296
NOW and money market deposits                                                          29,582,109               29,715,138
Savings deposits                                                                          823,013                  734,369
Other time deposits                                                                    63,060,724               57,166,856
                                                                                       ----------               ----------
  Total deposits                                                                      103,929,794              100,803,659
                                                                                      ===========              ===========

FHLB advances                                                                           3,000,000                3,000,000
Repurchase agreements                                                                   5,970,170                3,949,178
Income taxes payable                                                                      217,244                     --
Accrued interrest payable                                                                 265,509                  269,182
Other liabilities                                                                         107,500                  143,833
                                                                                          -------                  -------

     TOTAL LIABILITIES:                                                               113,490,217              108,165,852

COMMITMENTS AND CONTINGENCIES                                                                --                       --

STOCKHOLDERS' EQUITY:

Preferred stock, $.10 Par Value.  Authorized 1,000,000 shares;
   None Issued or Outstanding                                                                --                       --
Common Stock, $.01 Par Value.  Authorized 10,000,000 shares;
     Outstanding 559,140 shares                                                             5,591                    5,591
Additional Paid-In Capital                                                              5,588,927                5,588,927
Treasury stock, at cost                                                                    (7,781)                  (7,781)
Retained earnings                                                                       3,015,478                2,871,824
Accumulated Other Comprehensive Income (Loss)                                              75,761                  (63,708)
                                                                                           ------                  -------

     TOTAL STOCKHOLDERS' EQUITY:                                                        8,677,976                8,394,853
                                                                                        ---------                ---------


     TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY:                                    $ 122,168,193              116,560,705
                                                                                    =============              ===========
</TABLE>



                                       2
<PAGE>


                          SARASOTA BANCORPORATION, INC.
                                 AND SUBSIDIARY

                        CONSOLIDATED STATEMENTS OF INCOME
               FOR THE THREE MONTHS ENDED MARCH 31, 2001 AND 2000

                                   (UNAUDITED)
<TABLE>

                                                                   THREE MONTHS                   THREE MONTHS
                                                                      ENDED                          ENDED
                                                                     3/31/01                        3/31/00
                                                              --------------------------     --------------------

INTEREST INCOME:

<S>                                                                <C>                             <C>
Loans receivable and fees on loans                                 $ 2,225,249                     1,821,217
Investment securities                                                  270,710                        59,976
Federal funds sold                                                      96,944                       297,779
                                                                        ------                       -------

     TOTAL INTEREST INCOME                                           2,592,903                     2,178,972

INTEREST EXPENSE:

Deposits                                                             1,300,564                     1,038,757
Other                                                                  117,154                        43,837
                                                                       -------                        ------

     TOTAL INTEREST EXPENSE:                                         1,417,718                     1,082,594
                                                                     =========                     =========

     NET INTEREST INCOME                                             1,175,185                     1,096,378

Provision for loan losses                                               47,100                        44,600
                                                                        ------                        ------

     NET INTEREST INCOME (LOSS) AFTER
         PROVISION FOR LOAN LOSSES:                                  1,128,085                     1,051,778

Noninterest income:

Service charges on deposit accounts                                     58,152                        51,152
Net gain (loss) from sale of repossessed assets                       (174,818)                         --
Other income                                                            33,025                       103,654
                                                                        ------                       -------

     Total noninterest income                                          (83,641)                      154,806


Noninterest Expenses:

Salaries and employee benefits                                         271,661                       253,432
Occupancy                                                               91,093                        80,236
Data processing                                                         52,783                        50,194
Professional Fees                                                       46,622                        48,649
Loan Costs                                                             149,147                       140,175
Other                                                                  116,734                       123,990
                                                                       -------                       -------

     Total noninterest expenses:                                       728,040                       696,676
                                                                       =======                       =======

     INCOME BEFORE TAXES                                               316,404                       509,908

     PROVISION FOR TAXES                                               172,750                       198,100
                                                                       -------                       -------

     NET INCOME (LOSS)                                             $   143,654                       311,808
                                                                   ===========                       =======


NET INCOME (LOSS) PER SHARE OF COMMON STOCK                               0.26                          0.56
                                                                          ====                          ====

</TABLE>

                                       3
<PAGE>
                          SARASOTA BANCORPORATION, INC.
                                 AND SUBSIDIARY

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
               FOR THE THREE MONTHS ENDED MARCH 31, 2001 AND 2000

                                   (UNAUDITED)
<TABLE>

                                                                              THREE MONTHS            THREE MONTHS
                                                                                 ENDED                   ENDED
                                                                                3/31/01                 3/31/00
                                                                          -------------------     -------------------


CASH FLOWS FROM OPERATING ACTIVITIES:

<S>                                                                       <C>                       <C>
NET INCOME                                                                $    143,654              $    311,808
ADJUSTMENTS TO RECONCILE NET INCOME TO NET
     CASH FLOWS FROM OPERATING ACTIVITIES:

Depreciation and amortization                                                   13,307                     9,544
Provision for Loan Losses                                                       47,100                    44,600
Net Change In -
     Accrued Interest Receivable                                               (21,098)                  (50,466)
     Foreclosed real estate                                                      3,600                     3,600
     Repossesed assets                                                         169,189                   423,583
     Other assets                                                              258,470                   239,719
     Income taxes payable                                                      217,244                   (59,300)
     Accrued interest payable and other                                        (40,006)                  222,299
                                                                               -------                   -------

     NET CASH PROVIDED BY OPERATING ACTIVITIES:                                791,460                 1,145,387
                                                                               =======                 =========


CASH FLOWS FROM INVESTING ACTIVITIES:

Purchase of investment securities,  Net                                      2,187,108                (2,959,030)
Purchase of furniture & equipment                                               (1,329)                     --
Increase in Loans,  Net                                                     (2,087,588)               (2,416,954)
                                                                            ----------                ----------

NET CASH PROVIDED BY INVESTING ACTIVITIES:                                      98,191                (5,375,984)
                                                                                ======                ==========

CASH FLOWS FROM FINANCING ACTIVITIES:

Net Increase in Deposits                                                     3,126,135                 6,826,240
Proceeds from sale of treasury stock                                              --                       3,249
Increase in repurchase agreement                                             2,020,992                   492,630
                                                                             ---------                   -------

NET CASH PROVIDED BY FINANCING ACTIVITIES:                                   5,147,127                 7,322,119

NET INCREASE IN CASH:                                                        6,036,778                 3,091,522

CASH AT BEGINNING OF PERIOD:                                                 3,975,123                 4,034,503
                                                                             ---------                 ---------

CASH AT END OF PERIOD:                                                    $ 10,011,901              $  7,126,025
                                                                          ------------              ------------

Supplemental Disclosure of Cash Flow Information -
    Cash Paid During The Period For Interest:                             $  1,421,391              $  1,082,594

    Cash Paid During The Period For income taxes:                         $       --                $     59,300
                                                                          ============              ============
</TABLE>

                                       4
<PAGE>

                          SARASOTA BANCORPORATION, INC
                                 AND SUBSIDIARY

                    Notes to Financial Statements (Unaudited)
                                 March 31, 2001

Note 1 - Basis of Presentation

     The accompanying financial statements have been prepared in accordance with
generally accepted  accounting  principles for Interim Financial  Statements and
with the instructions to Form 10-QSB.  Accordingly,  they do not include all the
information and footnotes required by generally accepted  accounting  principles
for complete financial statements. In the opinion of management, all adjustments
(consisting of normal  recurring  adjustments)  considered  necessary for a fair
presentation  have been included.  Operating  results for the three month period
ended March 31, 2001 are not  necessarily  indicative of the results that may be
expected for the year ending December 31, 2001. For further  information,  refer
to the financial statements and footnotes thereto included in the Company's Form
10-KSB for the year ended December 31, 2000.

Note 2 - Summary of Organization

     Sarasota  BanCorporation,  Inc.,  Sarasota,  Florida (the  "Company"),  was
incorporated  under the laws of the State of Florida on December 28,  1990,  for
the purpose of becoming a bank  holding  company  with  respect to a proposed de
novo bank, Sarasota Bank (the "Bank") Sarasota,  Florida.  Prior to formation of
the  Company,   the  Company's  organizers  formed  a  partnership  to  commence
organizing a bank holding company.  The partnership was subsequently merged into
the Company as of December  30,  1990.  As a result,  each  organizer's  capital
account in the partnership was exchanged for common stock of the Company and all
assets  of the  partnership  were  contributed  as  capital  to the  Company  in
consideration  of the  issuance  of its  common  stock  to  the  organizers.  On
September  15, 1992,  the  organizers  received  approval from the Office of the
Comptroller of the State of Florida for the  organization of a new state banking
association;  an  approval  was also  received  on May 29, 1992 from the Federal
Reserve Board to form a one-bank  holding  company.  On September 15, 1992,  the
Company  acquired 100% of the Bank's  capital  stock by injecting  $4.25 million
into the Bank's capital accounts.

Note 3 - Significant Accounting Policies

     The accounting and reporting  policies of the Company  conform to generally
accepted accounting principles and to general practices in the banking industry.
The following summarizes the more significant of these policies:

     Investment Securities.  As of March 31, 2001, no Investment Securities were
     ---------------------
carried as "Held to Maturity."

     Available for Sale  Securities.  As of March 31, 2001,  the market value of
     ------------------------------
"Available for Sale Securities" was $16,062,133.



                                       5
<PAGE>

     Earnings  Per Share.  Earnings  per share were $.26 for the  quarter  ended
March 31, 2001. The earnings per share for this quarter may not be indicative of
projected earnings (losses) for the year ending December 31, 2001.

     Income  Taxes.  The Company  will be subject to taxation  whenever  taxable
income is  generated.  As of March 31, 2001,  the provision for income taxes was
$172,750.

     Statement of Cash Flows. The presentation of the statement of cash flows is
condensed  as  permitted  by  the  Securities  and  Exchange   Commission.   The
classification  of cash  flows  is  consistent  with  the  requirements  of FASB
Statement No. 95.

         Note 4 - Related Parties

     One of the  Company's  directors  serves as legal  counsel for the Company.
Gross fees for these services  during the three months ended March 31, 2001 were
$1,579. Another director provides advertising,  printing and other miscellaneous
services to the Company. The gross billings,  which include costs passed through
to other companies providing services to the Company, were $13,784 for the three
months ended March 31, 2001. Another director provides  accounting  services for
the Company.  Fees for these  services for the quarter ended March 31, 2001 were
$650.



                                       6
<PAGE>


Item 2.           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
------            -------------------------------------------------
                       CONDITION AND RESULTS OF OPERATIONS
                       -----------------------------------

     The following  discussion addresses the factors that have affected Sarasota
BanCorporation,  Inc.'s  (the  "Company")  financial  condition  and  results of
operations  reflected in the Company's  unaudited  financial  statements for the
first quarter ended March 31, 2001.

Results of Operations

     The  Company's  net income for the first  quarter of 2001 was  $143,654,  a
53.9%  decrease  compared to $311,808 for the same period in 2000.  Earnings per
share were $.26 in the first quarter of 2001 compared to $0.56 per share for the
same period in 2000. The decrease in net income is primarily  attributable  to a
decrease in non-interest income for the three-month period ended March 31, 2001.
Interest on investment  securities  increased 351.4%,  while interest on Federal
Funds sold  decreased  67.4% for the  three-month  period  ended March 31, 2001.
Interest and fees on loans increased $404,032 or 22.18% for the same period.

     Net  interest  income  after the  provision  for loan  losses for the first
quarter of 2001  increased  $76,307,  or 7.3%, to  $1,128,085  from a balance of
$1,051,778  for the first quarter of 2000.  The increase in net interest  income
resulted primarily from an increase in loan volume and a corresponding  increase
in interest and fees on loans. The cost of deposits averaged 5.02% for the first
quarter  of 2001  compared  to 4.68%  for the  first  quarter  of 2000.  The net
interest  margin for the three  months ended March 31, 2001 was 3.75% on average
earning  assets of  $119,526,809.  For the same period in 2000, the net interest
margin was 4.53% on average earning assets of  $94,700,200.  The decrease in net
interest  margin  reflects a rapid  decrease in  variable  loan rates due to the
numerous changes in the Bank's prime rate and the slower rate changes associated
with the higher cost time deposits which are generally tied to fixed rates.

     Non-interest  expense for the first quarter of 2001 increased  $31,364,  or
4.5%, as compared to the first  quarter of 2000.  This increase is primarily the
result of an increase in costs associated with employee benefits.

     Non-interest income decreased $238,447, or 154.0%, during the quarter ended
March  31,  2001 as  compared  to the same  period  in  2000.  The  decrease  in
non-interest  income  is  primarily  attributable  to  losses  on  the  sale  of
repossessed  assets  associated  with the First  Florida  Financial  Ltd.,  Inc.
consumer  loan  portfolio.  For more  information  regarding  the pending  legal
proceedings with First Florida  Financial Ltd., see "Item 1. Legal  Proceedings"
in Part II of this Form 10-QSB.

Financial Condition

     For the three month period ended March 31,  2001,  the Company  experienced
continued  asset,  loan and  deposit  growth.  Total  assets  increased  4.8% to
$122,168,193 for the three-month  period ended March 31, 2001 from  $116,560,705
at December 31, 2000. This increase is primarily  attributable to an increase in
loans of  approximately  $2 million  and an  increase  in Federal  Funds Sold of
approximately $6.5 million.

     The  allowance  for loan loss  provision  for the first quarter of 2001 was
$47,100  compared to $44,600 in the first quarter of 2000.  The reserve  balance
for loan losses as of March 31, 2001 was $1,031,974 as compared to $1,036,767 at



                                       7
<PAGE>

December 31, 2000. At March 31, 2001, the allowance for loan losses  represented
1.08% of total  loans  outstanding  compared  to 1.03%  at  December  31,  2000.
Management  considers the  allowance to be adequate  based upon  evaluations  of
specific loans and the weighting of various loan  categories as suggested by the
Bank's internal loan rating system.  The provision for loan losses is based upon
management's  continuing  analysis and evaluation of various factors,  including
current  economic  conditions,  the size of the loan  portfolio,  past loan loss
experience,  underlying  collateral value, the Bank's internal rating system and
other factors deemed relevant by management.

     Through the first quarter of 2001, there were nine charged-off loans in the
aggregate amount of $70,737 and total  recoveries of $18,843,  or a net of 0.05%
of total loans outstanding.  The ratio of non-performing  loans (including loans
90 days or more past due) to total  outstanding  loans was  $367,000 or 0.38% of
total loans  outstanding as of March 31, 2001,  compared to 0.69% of total loans
outstanding  as of March 31, 2000.  At December 31, 2000,  non-performing  loans
were $1,163,000, or 1.24%, of total loans outstanding.  The non-performing loans
are  primarily  consumer  loans  and all of the  non-performing  loans are fully
secured. There were no other loans past due in excess of 90 days as of March 31,
2001.

Capital Adequacy

     Federal  banking  regulators  have  established  certain  capital  adequacy
standards required to be maintained by banks and bank holding  companies.  These
regulations  establish  minimums of  risk-based  capital of 4% for core  capital
(tier 1  capital),  8% for  total  risk-based  capital,  and at least 3% for the
leverage ratio.  Three percent is the minimum leverage ratio for the most highly
rated  banks.  All other banks are required to meet a minimum of at least 100 or
200 basis points above the 3% level.  The  Company's  tier 1 risk-based  capital
ratio at March 31,  2001 was  9.06%,  its  total  risk-based  capital  ratio was
10.14%, and its leverage ratio was 7.08%.

Liquidity

     The Company views  liquidity as the ability to provide for the credit needs
of the market  and to  provide  funds for  deposit  withdrawals.  With a loan to
deposit ratio of 90.6% at March 31, 2001,  cash and due from banks of $1,831,315
and federal funds sold of $8,180,586, the Company does not anticipate any events
which would require  liquidity  beyond that which is available  through  deposit
growth or its investment  portfolio.  The Company  actively  manages the levels,
types, and maturities of earning assets in relation to the sources  available to
fund  current and future needs to ensure  adequate  funding will be available at
all times.  There are no known trends or any known  commitments or uncertainties
that will result in the  Company's  liquidity  increasing  or  decreasing in any
material way.

Cautionary Note Regarding Forward-Looking Statements

     The Company may,  from time to time,  make written or oral  forward-looking
statements,  including  statements  contained in the Company's  filings with the
Securities  and  Exchange  Commission  (the  "Commission")  and its  reports  to
stockholders.  Such  forward-looking  statements are made based on  management's
belief as well as assumptions made by, and information  currently  available to,
management  pursuant  to "safe  harbor"  provisions  of the  Private  Securities
Litigation  Reform  Act  of  1995.  The  Company's  actual  results  may  differ
materially from the results anticipated in these forward-looking  statements due
to a variety of factors,  including  governmental  monetary and fiscal policies,




                                       8
<PAGE>

deposit levels, loan demand, loan collateral values, securities portfolio values
and interest rate risk  management;  the effects of  competition  in the banking
business from other commercial banks,  savings and loan  associations,  mortgage
banking firms, consumer finance companies,  credit unions,  securities brokerage
firms,  insurance  companies,  money  market  mutual  funds and other  financial
institutions  operating in the Company's  market area and  elsewhere,  including
institutions operating through the Internet; changes in acquisitions; failure of
assumptions underlying the establishment of reserves for loan losses,  including
the value of  collateral  underlying  delinquent  loans and other  factors.  The
Company  cautions  that such  factors are not  exclusive.  The Company  does not
undertake to update any forward-looking statements that may be made from time to
time by, or on behalf of, the Company.



                                       9
<PAGE>

                           PART II. OTHER INFORMATION

Item 1.  Legal Proceedings
------   -----------------

     On March 16, 2001, the Bank filed a lawsuit against First Florida Financial
Ltd., Inc., and its principals ("First Florida").  The lawsuit, styled "Sarasota
Bank v. First Florida  Financial Ltd.,  Inc., F. Robert Furlong,  Joseph Furlong
and Jean Furlong,  In the Circuit Court of the Twelfth  Judicial  Circuit in and
for Sarasota County,  Florida,  2001-CA-3652-NC,"  alleges,  among other things,
that First Florida  breached its contract with the Bank for the  origination and
servicing of  automobile  loans (the "Loan  Contract").  In  addition,  the Bank
alleges that First Florida has interfered  with contract and business  relations
of the Bank.  The  lawsuit  arises  out of the  Bank's  termination  of the Loan
Contract with First Florida,  effective February 1, 2001. The Bank is seeking an
unspecified  amount of monetary  damages and injunctive  relief to prevent First
Florida  from  continuing  to  service  loans  under the Loan  Contract,  and an
accounting of the loans originated and serviced under the Loan Contract.

     On March 19, 2001,  First Florida filed a separate lawsuit against the Bank
regarding the Loan Contract.  The lawsuit,  styled First Florida Financial Ltd.,
Inc. v. Sarasota Bank, In the Circuit Court of the Twelfth  Judicial  Circuit in
and for Sarasota County, Florida, 2001-CA-3671-NC,  alleges, among other things,
that the Bank  breached  the Loan  Contract,  tortiously  interfered  with First
Florida's business  relationship with a competing  financial  institution,  used
unfair and deceptive  trade practices in its  communications  with the competing
financial  institution regarding First Florida, and breached an implied covenant
of good faith in its  dealings  with  First  Florida.  First  Florida is seeking
damages in excess of $18 million,  an undisclosed  amount for punitive  damages,
and an action for an accounting of the loans  originated  and serviced under the
Loan Contract. The Court subsequently consolidated the two lawsuits.

     On April 27,  2001,  the Court  entered  an order  which  denied the Bank's
motion for temporary  injunctive relief to prevent First Florida from continuing
to service loans originated under the Loan Contract and ordered an accounting of
the loans  originated  under the Loan  Contract.  On that  date,  the Court also
ordered a preliminary injunction to, among other things,  restrain the Bank from
interfering with the collection  activities of First Florida. The Bank has filed
to appeal both of the Court's orders.

     The  Company  and the Bank  believe  that the claims of First  Florida  are
unfounded and completely  without merit.  The Bank intends to deny all liability
with respect to these claims and intends to vigorously defend all claims made by
First Florida. Both lawsuits are in a very early procedural stage, therefore, it
is not  possible  at this time to  determine  the  outcome of the actions or the
effect  that their  outcome may have on the  Company's  financial  condition  or
operating results. There can be no assurances that this litigation will not have
a material adverse effect on the Company's results of operations for some period
or the Company's financial condition.

     There are no other material pending legal  proceedings to which the Company
or the Bank is a party or of which any of their properties are subject;  nor are
there  material  proceedings  known to the  Company  to be  contemplated  by any
governmental authority; nor are there material proceedings known to the Company,
pending or  contemplated,  in which any  director,  officer or  affiliate or any
principal  security  holder  of  the  Company,  or any  associate  of any of the
foregoing is a party or has an interest adverse to the Company or the Bank.

Item 6.  Exhibits and Reports on Form 8-K
------   --------------------------------

          (a) No exhibits have been filed with this report.



<PAGE>

          (b)Reports on Form 8-K.  No reports on Form 8-K were filed  during the
             quarter ended March 31, 2001.



                                   SIGNATURES

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


                                     SARASOTA BANCORPORATION, INC


Dated:   May 15, 2001       By:
                                  /s/ Christine L. Jennings
                                  ----------------------------------------
                                     President and Chief Executive Officer
                                     (Principal Executive Officer)




Dated:   May 15, 2001       By:
                                  /s/ Susan K. Flynn
                                  -------------------------------------
                                     Vice  President  and  Chief Financial
                                     Officer  (Principal   Financial   and
                                     Accounting Officer)