<PAGE>

================================================================================

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


                                    FORM 10-K


[X]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
     EXCHANGE ACT OF 1934

     For the fiscal year ended December 31, 2002

                                       OR

[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
     EXCHANGE ACT OF 1934

     For the transition period from __________________ to __________________.

                         Commission File Number 0-32301

          Bank United Corp. Litigation Contingent Payment Rights Trust
          ------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

                Delaware                                         76-6168223
                --------                                         ----------
    (State or other jurisdiction of                           (I.R.S. Employer
     incorporation or organization)                          Identification No.)


   3200 Southwest Freeway, Suite 1001
             Houston, Texas                                         77027
             --------------                                         -----
(Address of principal executive offices)                          (Zip code)

                                 (713) 543-6958
                                - --------------
              (Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class:                  Name of Each Exchange on Which Registered:
-------------------                   -----------------------------------------
      None                                              N/A

Securities registered pursuant to Section 12(g) of the Act:

                     Contingent Payment Rights Certificates
                     --------------------------------------
                                (Title of Class)

                                      -1-
<PAGE>
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 by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X]

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date. At March 13, 2003, there were
38,716,528 Contingent Payment Rights Certificates (no par value) outstanding,
and the aggregate market value of the Contingent Payment Rights Certificates
held by non-affiliates of the registrant on that date, calculated by reference
to the closing price of the Contingent Payment Rights Certificates on that date,
was $4,121,963. For purposes of this calculation, Contingent Payment Rights
Certificates owned by the Litigation Trustees have been treated as owned by
affiliates of the registrant, although such treatment is not an admission of the
affiliate status of any such person.



                                      -2-
<PAGE>

          BANK UNITED CORP. LITIGATION CONTINGENT PAYMENT RIGHTS TRUST

                                TABLE OF CONTENTS


<TABLE>
<S>       <C>                                                                <C>
                                   PART I

ITEM  1.  BUSINESS.........................................................   5

ITEM  2.  PROPERTIES.......................................................   5

ITEM  3.  LEGAL PROCEEDINGS................................................   5

ITEM  4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY
            HOLDERS........................................................   5

                                  PART II

ITEM  5.  MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED
            STOCKHOLDER MATTERS............................................   5

ITEM  6.  SELECTED FINANCIAL DATA..........................................   6

ITEM  7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
            CONDITION AND RESULTS OF OPERATIONS
              General......................................................   6
              The Litigation...............................................  11
              Management of the Litigation.................................  17
              Summary Financial Information................................  19
              Forward - Looking Information................................  20
              Certificateholder Inquiries..................................  20

ITEM  7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
            MARKET RISK....................................................  20

ITEM  8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA......................  21

ITEM  9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
            ACCOUNTING AND FINANCIAL DISCLOSURE............................  32

                                 PART III

ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT...............  32

ITEM 11.  EXECUTIVE COMPENSATION...........................................  32
</TABLE>

                                      -3-

<PAGE>
          BANK UNITED CORP. LITIGATION CONTINGENT PAYMENT RIGHTS TRUST

                          TABLE OF CONTENTS, CONTINTUED


<TABLE>
<S>       <C>                                                                <C>
ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS
            AND MANAGEMENT.................................................  32

ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS...................  32

ITEM 14.  CONTROLS AND PROCEDURES..........................................  33

                                  PART IV

ITEM 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON
            FORM 8-K.......................................................  33
</TABLE>


                                   SIGNATURES

                                 CERTIFICATIONS


                                      -4-
<PAGE>
          BANK UNITED CORP. LITIGATION CONTINGENT PAYMENT RIGHTS TRUST

                                     PART I

ITEM 1.  BUSINESS

         The information required by this Item is set forth under Part II, Item
7, Management's Discussion and Analysis of Financial Condition and Results of
Operations - General.

ITEM 2.  PROPERTIES

         Office space for the principal executive offices of the Bank United
Corp. Litigation Contingent Payment Rights Trust (the "CPR Trust") is provided
by Washington Mutual, Inc., or an affiliate thereof, pursuant to the terms of
the Commitment Agreement, dated as of February 8, 2001, by and among Bank United
Corp. (which subsequently became Washington Mutual, Inc.), the CPR Trust, and
the Payment Trust (the "Commitment Agreement"). This office space is provided at
no cost to the CPR Trust.

ITEM 3.  LEGAL PROCEEDINGS

         The Registrant has no litigation currently pending. For a discussion of
the litigation in which the CPR Trust has an interest, see Part II, Item 7,
Management's Discussion and Analysis of Financial Condition and Results of
Operations - The Litigation.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

                                     PART II

ITEM 5.  MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

         The Contingent Payment Rights (the "CPR") Certificates are listed on
the NASDAQ National Market System under the symbol BNKUZ. At March 13, 2003
there were 42 shareholders of record of the CPR Certificates. The majority of
the CPR Certificates are held in "street name" by nominees for the beneficial
owners.

                                      -5-
<PAGE>
         The high and the low certificate prices by quarter for the year ended
December 31, 2002 and the period February 9, 2001 (date of commencement of
operations) through December 31, 2001 were as follows:


                          Year Ended December 31, 2002
                          ----------------------------
<TABLE>
<CAPTION>
                                         High         Low
                                      ----------------------
<S>                                    <C>          <C>
                 First quarter         $0.1900      $0.0700
                 Second quarter        $0.1401      $0.0700
                 Third quarter         $0.1000      $0.0500
                 Fourth quarter        $0.1200      $0.0400
</TABLE>



                         Period Ended December 31, 2001
                         ------------------------------
<TABLE>
<CAPTION>
                                         High         Low
                                      ----------------------
<S>                                    <C>          <C>
                 First quarter         $0.4063      $0.2188
                 Second quarter        $0.4500      $0.2188
                 Third quarter         $0.4000      $0.1500
                 Fourth quarter        $0.4400      $0.0400
</TABLE>

         There were no dividends declared or paid on the CPR Certificates for
the year ended December 31, 2002 or the period February 9, 2001 through December
31, 2001. For a description of the CPR Certificates, see Part II, Item 7,
Management's Discussion and Analysis of Financial Condition and Results of
Operations - General.

ITEM 6.  SELECTED FINANCIAL DATA

         See Part II, Item 7, Management's Discussion and Analysis of Financial
Condition and Results of Operations - Summary Financial Information.

ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

                                     GENERAL

         The CPR Trust is a statutory business trust created under Delaware law
on November 2, 2000. Bank United Corp. created the CPR Trust in connection with
its merger, which was completed on February 9, 2001, with and into Washington
Mutual, Inc. The assets of the CPR Trust consist primarily of the right to
receive a portion of any proceeds received by Washington Mutual, Inc. (as
successor to Bank United Corp.) and by Washington Mutual Bank, FA (as successor
to Bank United) in any judgment or settlement in the forbearance litigation (the
"Litigation") against the United States described below under "The Litigation".
The Registration Statement on Form S-4 with respect to the CPR Certificates
referred to in this document was filed by the CPR Trust with, and declared
effective by, the Securities and Exchange Commission (the

                                      -6-
<PAGE>
"SEC") on January 9, 2001 (SEC File Number 333-49302) (the "Prospectus").

         The CPR Trust has no business operations. The CPR Trust exists to
manage the prosecution of the Litigation and to take certain related actions.
Because of the nature of the CPR Trust pursuant to the Declaration of Trust
creating the CPR Trust, there are no employees, no board of directors, and no
board audit committee. The two Litigation Trustees manage the Litigation and,
together with the institutional trustee, Wachovia Bank, N.A., perform certain
trust functions. The financial statements of the CPR Trust are prepared by an
independent contract accountant with the assistance of the Litigation Trustees,
and the financial statements are audited by the independent accounting firm of
KPMG LLP. The Litigation Trustees are responsible for establishing and
maintaining disclosure controls and procedures and internal controls.

         As a result of the Reorganization, which was effected by means of a
merger of Bank United Corp. with and into one of its wholly owned subsidiaries
(the "Reorganization"), each share of Bank United Corp. common stock outstanding
immediately prior to the Reorganization was converted into one new share of Bank
United Corp. common stock and the right to receive one CPR Certificate, and
appropriate and proportionate adjustments were made to options to purchase
shares of Bank United Corp. common stock outstanding at that time and to Bank
United Corp. 8% Corporate Premium Income Equity Securities outstanding at that
time. The Reorganization occurred immediately prior to the merger with
Washington Mutual, Inc.

         There were 38,919,884 CPR Certificates authorized and issuable in the
Reorganization. At December 31, 2002, 38,716,528 CPR Certificates had been
issued and were outstanding as follows:

<TABLE>
<CAPTION>
                                                              NUMBER OF CPR
      RECIPIENTS OF CPR CERTIFICATES                       CERTIFICATES ISSUED
      ------------------------------                       -------------------
<S>                                                             <C>
Bank United Corp. common stockholders                           32,737,118

Bank United Corp. stock option holders                           3,169,629

Holders of Washington Mutual, Inc.8% Corporate Premium
  Income Equity Securities                                       2,225,983

CPR Certificates for Litigation Trustees                           583,798
                                                                ----------

Total CPR Certificates Issued                                   38,716,528
</Table>

                                      -7-
<PAGE>

         On August 16, 2002, 2,225,983 CPR certificates were issued to holders
of Washington Mutual, Inc. 8% Corporate Premium Income Equity Securities (WM
PIES). The WM PIES were converted from the Bank United Corp. 8% Corporate
Premium Income Equity Securities in connection with the merger of Bank United
Corp. with Washington Mutual, Inc.

         At December 31, 2002, 199,802 CPR Certificates had not been issued
relating to unexercised Bank United Corp. stock options.

         Bank United Corp. also created the Bank United Corp. Payment Rights
Trust (the "Payment Trust") in connection with the Washington Mutual, Inc.
merger to manage the payment of any proceeds from Washington Mutual, Inc. to the
CPR Trust. The Payment Trust will receive the applicable portion of any recovery
in the Litigation from Washington Mutual, Inc. The Payment Trust will make
payments to the CPR Trust from time to time following the receipt of any
recovery amount, after certain adjustments described in the Prospectus.

         The payment rights of the trusts are governed by the Declaration of
Trust of the CPR Trust, the Declaration of Trust of the Payment Trust and the
Commitment Agreement, dated as of February 8, 2001, by and among Bank United
Corp. (which subsequently became Washington Mutual, Inc.), the CPR Trust, and
the Payment Trust (the "Commitment Agreement").

         Under the Commitment Agreement, Washington Mutual, Inc. is obligated to
pay to the Payment Trust from time to time an amount equal to the Commitment
Amount plus interest less taxes on that interest.

         The "Commitment Amount" is equal to:

         o   all cash and non-cash proceeds actually received by Washington
             Mutual, Inc. and its affiliates under a final, nonappealable
             judgment or a final settlement of the Litigation,

         o   less reimbursements to Washington Mutual, Inc.,

         o   plus any tax benefits to Washington Mutual, Inc., based on
             assumptions specified in the Commitment Agreement as to the
             deductibility of expenses.

         The reimbursements that Washington Mutual, Inc. may subtract from the
Litigation proceeds are as follows:

         o   amounts paid by Washington Mutual, Inc. to the expense fund
             described below, plus interest,

         o   Washington Mutual, Inc.'s income tax liability resulting from the
             receipt of the Litigation proceeds, based on assumptions specified
             in the Commitment Agreement as to the taxability of such proceeds,

         o   damages actually suffered by Washington Mutual, Inc. and related
             parties as a result of any matter whatsoever brought by the holders
             of the CPR Certificates in their capacity as holders or any matter
             brought by another party relating to the trusts, the CPR
             Certificates and their distribution, the Litigation and any actions
             taken by the Litigation Trustees relating to the trusts other than
             any damages arising from Washington Mutual, Inc.'s breach of the
             Commitment Agreement, failure to deliver CPR Certificates when due
             or failure to deposit trust expenses advanced to the trusts,

                                      -8-
<PAGE>

         o   interest on any cash payment of taxes if proceeds are included in
             income of Washington Mutual, Inc. or Washington Mutual Bank, FA for
             federal income tax purposes in a taxable year prior to the year
             such proceeds are received in cash,

         o   any indemnification amounts provided to the Litigation Trustees
             under their Litigation Trustee Agreements, and

         o   expenses reasonably incurred by Washington Mutual, Inc. in
             connection with the liquidation of any non-cash proceeds.

         The Payment Trust will pay any amounts it receives from Washington
Mutual, Inc. promptly to the CPR Trust after deducting any amounts withdrawn by
Washington Mutual, Inc. to cover taxes arising solely from its ownership of the
Payment Trust. The amount that the Payment Trust forwards to the CPR Trust will
be increased by any after tax interest earned on the Commitment Amount.

         Following receipt of any amounts from the Payment Trust, the CPR Trust
will pay such amounts to the holders of CPR Certificates:

         o   reduced by the amount of any accrued but unpaid expenses payable by
             the CPR Trust,

         o   increased by the amount of any interest or income received by the
             CPR Trust on the amount received from the Payment Trust.

         In addition, the amount payable to CPR certificateholders will be
reduced by the retained amount, which is $1.0 million or such greater amount as
the Litigation Trustees reasonably determine to be necessary to cover all
expenses and claims of the CPR Trust that may be incurred or arise after amounts
payable under the Commitment Agreement have been paid in full and to satisfy the
trust's indemnification obligations. The retained amount will be retained for a
period of one year or longer as reasonably determined by the Litigation
Trustees. The CPR Trust will invest the retained amount in certain designated
types of investments until the expiration of the retained amount period, subject
to use of those funds to pay trust expenses.

         Each CPR Certificate will entitle the holder to receive a fraction
(equal to one divided by the total number of CPR Certificates outstanding) of
the total amount payable to the holders of the CPR Certificates.

         By way of example only, the following illustrates the payment that
would be made to the holders of CPR Certificates assuming (1) four separate
damage recovery scenarios (i. an award of $558 million under the largest of the
three damages theories asserted by Bank United Corp. in the Litigation, ii. an
award of $101 million under the smallest of those theories, iii. an award of
$8,826,783, the amount of the court's judgment in favor of plaintiffs entered on
January 8, 2002, and iv. an award of $170.9 million, the total amount of the
court's judgment plus additional amounts that plaintiffs have sought pursuant to
their motions for amended findings and judgment and their Bill of Costs), (2) a
Washington Mutual, Inc. tax rate of 38.84%, (3) expense reimbursements to
Washington Mutual, Inc. of $13 million, and (4) an assumed amount of interest
payable to Washington Mutual, Inc. on the $13 million of expense advances,
calculated in accordance with terms provided in the Commitment Agreement The CPR
Trust cannot make any assurances as to the possible recovery, if any, in the
Litigation.

                                      -9-
<PAGE>
<TABLE>
<CAPTION>
                                                  SCENARIO           SCENARIO          SCENARIO           SCENARIO
EXAMPLE                                              ONE               TWO               THREE              FOUR
--------------                                -----------------------------------------------------------------------
<S>                                            <C>                <C>                 <C>              <C>
Assumed damage recovery                        $ 558,000,000      $ 101,000,000       $ 8,826,783      $ 170,900,000
                                              =======================================================================

Portion of damage recovery payable to
Washington Mutual, Inc. (85% of total
recovery)                                      $ 474,300,000       $ 85,850,000       $ 7,502,766      $ 145,265,000

Assumed taxes                                   (184,218,120)       (33,344,140)       (2,914,074)       (56,420,926)
                                              -----------------------------------------------------------------------

Proceeds less assumed taxes                      290,081,880         52,505,860         4,588,692         88,844,074

Reimbursement of assumed expenses
to Washington Mutual, Inc.                       (13,000,000)       (13,000,000)      (13,000,000)       (13,000,000)

Assumed interest on advances from
Washington Mutual, Inc.                           (2,145,000)        (2,145,000)       (2,145,000)        (2,145,000)
                                              -----------------------------------------------------------------------

Net proceeds (shortfall)                       $ 274,936,880       $ 37,360,860      $(10,556,308)      $ 73,699,074

Maximum number of CPR Certificates
authorized and issuable pursuant to the
Reorganization                                    38,919,884         38,919,884        38,919,884         38,919,884

Illustrative range of proceeds per CPR
                                              -----------------------------------------------------------------------
Certificate                                    $        7.06       $       0.96      $          -       $       1.89
                                              =======================================================================
</TABLE>

         SHARE OF LITIGATION PROCEEDS. Bank United Corp., Bank United and
Hyperion Partners L.P. are the plaintiffs in the Litigation. At the time the
lawsuit was filed, Hyperion Partners L.P. was an affiliate of Bank United Corp.
and Bank United. The terms of the July 1996 recovery agreement entered into by
Bank United Corp., Bank United, and Hyperion Partners L.P., entitle Washington
Mutual, Inc. and Washington Mutual Bank, FA, as successors to Bank United Corp.
and Bank United, respectively, to 85% of any recovery in connection with the
Litigation. Hyperion Partners L.P. is entitled to the remaining 15%. The
recovery agreement further provides for Hyperion Partners L.P. to share in 15%
of the expenses of the Litigation (primarily attorney fees and costs).

         CERTAIN TAX MATTERS. The Reorganization and the merger with Washington
Mutual, Inc. were each structured to qualify as a "reorganization" within the
meaning of Section 368(a) of the Internal Revenue Code. However, receipt of the
CPR Certificates by the former Bank United Corp. stockholders was treated as
additional, taxable merger consideration to the stockholder for tax purposes in
an amount equal to the fair market value of the CPR Certificates as of February
9, 2001. The Litigation Trustees believe that the fair market value on that date
was $0.35 based on the average of the high and low trading prices of the CPR
Certificates on the over-the-counter market on that date. The tax information
returns provided to the Internal Revenue Service and the holders of CPR
Certificates reflect this valuation. Receipt of CPR Certificates by holders of
Bank United stock options and 8% Corporate Premium Income Equity Securities will
be taxable based on the fair

                                      -10-
<PAGE>
market value of the CPR Certificates at the time of receipt. CPR
certificateholders are urged to consult with their tax advisor.

         TAX RETURNS The CPR Trust is treated as a grantor trust for federal
income tax purposes. Income resulting from payments received by the CPR Trust is
required to be reported for federal income tax purposes by certificateholders.
The CPR Trust is required to file Form 1041, U.S. Income Tax Return for Estates
and Trusts, and provide the grantors with an information statement reporting
their portion of the Trust's income/loss.

         EXPENSES. Under the Commitment Agreement, at the request of the CPR
Trust or the Payment Trust, Washington Mutual, Inc. must provide the trusts with
funds to pay their expenses. The maximum aggregate amount that Washington
Mutual, Inc. is obligated to pay for the life of the trusts is $10 million,
unless the Litigation is pursued through additional trial court proceedings and
appeals, in which case Washington Mutual, Inc. will be obligated to pay those
additional expenses subject to a maximum obligation of $13 million. The
Commitment Agreement requires each of the trusts, immediately prior to its
termination, to refund to Washington Mutual, Inc. any amount provided to it in
the expense fund but not used, provided that each of the trusts may retain a
reasonable reserve of funds to pay for termination expenses. As of December 31,
2002, $4.534 million had been advanced to the CPR Trust.

         Based on discussions with counsel to the Litigation and certain
factors, including the fact that the Litigation commenced almost eight years ago
and has involved extensive motion practice, discovery by the United States, and
a trial on damages, the Litigation Trustees currently expect that there are
sufficient funds available to the CPR Trust and the Payment Trust from
Washington Mutual, Inc. to permit the trusts to fund their portion of the
Litigation expenses, as well as the administrative and other expenses of the
trusts.

         The CPR Trust may issue CPR Certificates to raise funds to pay
expenses. The CPR Trust is also authorized to borrow additional funds for the
sole purpose of funding its expenses, subject to certain limitations. If the CPR
Trust accrues expenses in excess of Washington Mutual, Inc.'s. funding
obligations, it will deduct the amount of those expenses from the amount payable
to the holders of CPR Certificates.

         An office is maintained at 3200 Southwest Freeway, Suite 1001, Houston,
Texas 77027, on behalf of the CPR Trust for the purpose of pursuing the
Litigation and administering other duties under the declarations of trust for
the CPR Trust and the Payment Trust.

                                 THE LITIGATION

         GENERAL. The following description of the Litigation does not purport
to be a full or complete description of the legal or factual issues presented,
the court opinions rendered or the relevant law, and the description is in all
respects qualified by reference to the documents filed in connection with the
relevant litigation, opinions and law.

         As a result of Bank United Corp.'s original acquisition of certain of
the assets and liabilities of United Savings Association of Texas in 1988, the
Federal Home Loan Bank Board approved a forbearance letter issued on February
15, 1989. Under the terms of the forbearance letter, the Federal Savings and
Loan Insurance Corporation agreed to waive or forbear from enforcing certain
regulatory provisions concerning capital requirements, liquidity requirements,
accounting requirements and other matters. After the enactment

                                      -11-
<PAGE>
of the Financial Institutions Reform Recovery and Enforcement Act of 1989 (the
"Act"), the Office of Thrift Supervision took the position that the capital
standards set forth in the Act applied to all savings institutions, including
those institutions that had been operating under previously granted capital and
accounting forbearances, and that the Act eliminated those forbearances.

         On July 25, 1995, Bank United Corp., Bank United and their then
affiliate, Hyperion Partners L.P., filed suit against the United States in the
U.S. Court of Federal Claims for alleged failures of the United States to abide
by a capital forbearance that would have allowed Bank United to operate for ten
years under negotiated capital levels lower than the levels required by the then
existing regulations or successor regulations, to abide by its commitment to
allow Bank United to count $110 million of subordinated debt as regulatory
capital for all purposes and to abide by an accounting goodwill treatment that
would have allowed Bank United to count the $30.7 million difference between
Federal Savings and Loan Insurance Corporation payment obligations to Bank
United and the discounted present value of future payments as capital for
regulatory purposes and to amortize that amount over a period of twenty five
years. The plaintiffs seek damages in excess of $550 million. The government
argued that the damages to plaintiffs as a result of the breach, if any, were
speculative and approached zero.

         In July 1996, Bank United Corp. and Bank United entered into a recovery
agreement with Hyperion Partners L.P. acknowledging the relative value among the
parties of claims in the pending Litigation. The agreement confirms that Bank
United Corp. and Bank United are entitled to receive 85% of the amount, if any,
recovered as a result of any settlement of or a judgment on these claims and
that Hyperion Partners L.P. is entitled to receive 15% of this amount. The
plaintiffs are obligated to continue to cooperate in good faith and to use their
best efforts to maximize the total amount, if any, that they may recover.
Pursuant to the agreement, Hyperion Partners L.P. shares in the expenses of the
Litigation in the same proportion as it shares in any recovery in the
Litigation, although Hyperion Partners L.P. does not share in any expenses
relating to the CPR Trust, the Payment Trust, the CPR Certificates or the
operation or administration thereof.

         In March 1999, the U.S. Court of Federal Claims granted the plaintiffs'
motion for summary judgment on the issue of liability and held that the United
States was liable. On August 5, 1999, the court denied a motion for summary
judgment filed by the United States in which the United States asserted that the
plaintiffs' claims for lost profits damages were too speculative to permit
recovery. The case proceeded to trial on the amount of damages on September 13,
1999. The evidentiary phase of the damages case ended on October 21, 1999. The
parties submitted post-trial briefs followed by closing argument on February 7,
2000.

         In April 2001, the court issued two procedural orders in the
Litigation. On April 6, the court ordered publication of the March 1999 opinion
granting summary judgment to Bank United Corp. and Bank United on the issue of
liability. Because of an apparent oversight, the opinion had not been published
earlier. On April 17, 2001 the court granted the government's unopposed motion
for leave to file the opinion issued by the Court of Appeals for the Federal
Circuit in California Federal Bank vs. United States (discussed below) as
supplemental authority in the Litigation.

         In an Opinion and Order dated October 29, 2001, the court rejected
plaintiffs' lost profits claims and plaintiffs' model for calculating the cost
of substitute capital. The court held that plaintiffs fully mitigated the
government's breach and that the plaintiffs were entitled to damages totaling
$8,826,783 for the cost of mitigating the breach. The amount awarded included
$4,884,283

                                      -12-
<PAGE>
for the cost of mitigating the breach of the subordinated debt provision of the
parties' contract and $3,942,500 of transaction costs (comprised of commissions
and fees) paid when Bank United issued 3,420,000 shares of preferred stock at a
dividend rate of 10.12 percent to obtain $85,500,000 of equity capital in
December 1992. The court also ruled that plaintiffs further mitigated the
government's breach by various other infusions of capital into Bank United,
including a $4,200,000 infusion in 1990, a $15,000,000 infusion later in 1990,
and a $16,138,988 infusion in 1991, totaling $35,338,988. In connection with
those infusions, the court held that the plaintiffs would have been entitled to
any proven costs incurred in connection with these mitigation infusions of
capital, but stated that no evidence of costs related to such additional
infusions was presented. Finally, the court awarded costs to plaintiffs.

         The court entered judgment in the case on January 8, 2002, consistent
with its previously issued Opinion and Order.

         On January 23, 2002, the plaintiffs filed motions with the court asking
it to (i) amend certain findings in its October 29, 2001 opinion and amend the
judgment of January 8, 2002, (ii) reopen the record to receive additional
documentary evidence, and (iii) reopen the record to admit additional evidence
omitted from the trial record. The plaintiffs' motions alleged that the court's
findings and judgment did not take into account undisputed evidence in the trial
record relating to the costs of the mitigation found by the court. The
plaintiffs alleged that the trial record contained evidence of the dividends
paid to investors through March 1999 on the $85,500,000 of preferred stock Bank
United issued in 1992, the $35,338,988 infused by plaintiffs into Bank United as
common equity capital in 1990 and 1991, and the return plaintiffs should have
made on that capital.

         The motions also requested the court to amend its findings and judgment
to incorporate the additional proven costs of the mitigation found by the court.
Specifically, the plaintiffs alleged that they submitted evidence that they paid
$54,126,972 in dividends on the 1992 preferred stock through March 31, 1999 and
that they infused $35,338,988 into Bank United as common equity capital. In
addition, the plaintiffs alleged that the trial record included evidence that
plaintiffs were entitled to at least a 20 percent return on the $35,338,988
investment. Plaintiffs sought to reopen the trial record because Bank United
continued to pay dividends on the 1992 preferred stock from March 31, 1999
through the end of 2000. Most of those dividends were paid after the trial, but
before the date of the Court's opinion. Plaintiffs alleged that the record
should be reopened to allow proof of those dividend payments and that the
court's amended findings and judgment should incorporate them as well. The
government opposed the plaintiffs' motions in their entirety. In appellate court
briefs, the government stated that it was not challenging the trial court's
award to plaintiffs of $4,884,283, the cost of mitigating the breach of the
subordinated debt provision of the parties' contract.

         On February 7, 2002, and March 7, 2002, plaintiffs submitted their Bill
of Costs, seeking $437,978 in costs from the government. On February 21, 2002,
the government filed an opposition to the plaintiffs' Bill of Costs, requesting
the court to deny plaintiffs any award of costs. The Bill of Costs and
opposition are pending before the court, and it is unknown (i) whether the court
will request further briefing or oral argument on the Bill of Costs, (ii) when
the court will decide the Bill of Costs, and (iii) what amount of costs, if any,
the court will award to plaintiffs. The rules of the Court of Federal Claims do
not impose any deadline on the court for ruling on the Bill of Costs.

                                      -13-
<PAGE>

         On April 16, 2002, the court heard oral arguments on the January 23,
2002 motions. Following oral arguments, the court denied plaintiffs' motions in
their entirety.

         On June 14, 2002, the plaintiffs filed a Notice of Appeal to the U.S.
Court of Appeals for the Federal Circuit, appealing any and all rulings, orders,
and judgments rendered by the court to date against the plaintiffs. These
adverse rulings include the October 29, 2001 ruling that the plaintiffs were not
entitled to any lost profits damages and the April 16, 2002 denial of certain
motions made by the plaintiffs.

         On June 19, 2002, the case was docketed by the U.S. Court of Appeals
for the Federal Circuit.

         On June 26, 2002, the government filed a Notice of Appeal to the U.S.
Court of Appeals for the Federal Circuit, appealing the final judgment of the
U.S. Court of Federal Claims, including (1) the court's granting summary
judgment for the plaintiffs on the issue of liability against the government,
(2) the court's refusal to deny modification of that decision, and (3) the
court's October 29, 2001 decision.

         On August 19, 2002, the plaintiffs (or appellants) filed their opening
brief with the U.S. Court of Appeals for the Federal Circuit.

         On September 30, 2002, the federal government (or defendant - cross
appellant) filed its opening brief with the U.S. Court of Appeals for the
Federal Circuit.

         On November 12, 2002, the plaintiffs (or appellants) filed a combined
(a) reply brief on their appeal and (b) an opposing brief on the federal
government's (defendant-cross appellant's) cross appeal with the U.S. Court of
Appeals for the Federal Circuit.

         On November 27, 2002, the federal government (defendant-cross
appellant) filed its reply brief on its cross appeal with the U.S. Court of
Appeals for the Federal Circuit.

         In appellate court briefs, the government stated that it was not
challenging the trial court's award to plaintiffs of $4,884,283, the cost of
mitigating the breach of the subordinated debt provision of the parties'
contract.

         The Trust has been notified that oral argument has been scheduled for
May 7, 2003. The appeals court rules do not set deadlines for the court to
decide cases.

         RELATED CASES. The Litigation is one of a number of cases filed against
the United States in the U.S. Court of Federal Clams involving acquisitions of
failed savings institutions and alleging that changes in regulatory capital
calculation and capital regulations brought about by the Financial Institutions
Reform Recovery and Enforcement Act constitute a breach of the contract between
the acquiring institution and the federal government. Each of these cases
presents facts that are specific to the parties to the litigation, and the
plaintiffs in these cases allege diverse legal theories of damages. Several
cases have been tried and most of those have reached the appellate court.

                                      -14-
<PAGE>
         The United States Court of Appeals for the Federal Circuit, which hears
appeals from the United States Court of Federal Claims, has decided Glendale
Federal Bank v. United States, California Federal Bank v. United States,
Bluebonnet Savings Bank v. United States, Glass v. United States, Landmark Land
Company v. United States, Coast Federal Bank v. United States, Castle v. United
States, and LaSalle Talman Federal Bank v. United States.

         In Glendale, the Court of Appeals reversed the trial court's award of
restitution damages and remanded the case for determination of Glendale's
reliance damages. On remand, the trial court reaffirmed the previous award of
$381 million in reliance damages, but denied further damages to plaintiffs. The
government's motion for reconsideration is pending. Bank United did not seek
reliance or restitution damages. Bank United sought to recover lost profits, or,
in the alternative, the cost of raising new capital as a substitute for the
promises breached by the government.

         In California Federal, the Court of Federal Claims granted summary
judgment in favor of the United States on California Federal's lost profits
claim. The Court of Appeals reversed and remanded the case for a trial on lost
profits. In addition, the Court of Appeals affirmed the trial court's fact
finding that California Federal's cost of replacing capital was limited to the
transaction costs of replacing the goodwill phased out by FIRREA. Petitions for
rehearing of California Federal were denied by the Court of Appeals and
petitions for writ of certiorari to the U.S. Supreme Court by both parties were
denied. The trial on lost profits concluded in late October 2002 and the court
found that California Federal failed to prove lost profits. California Federal
has appealed the trial court's decision to the Court of Appeals, and the
government has cross-appealed.

         The Bluebonnet plaintiffs sought damages for additional borrowing costs
caused by FIRREA. They did not seek lost profits. The Court of Federal Claims
awarded plaintiffs no damages, because it found that they had not proved damages
with reasonable certainty. The Court of Appeals affirmed in part and reversed in
part. It found that some of the plaintiffs' additional borrowing costs were
proved with reasonable certainty. The parties sought rehearing, which was
denied. On remand from the Court of Appeals, the Court of Federal Claims awarded
$136,075,000 to the Bluebonnet plaintiffs. The government has appealed this
judgment with the Court of Appeals and the case was argued March 5, 2003.

         In Glass, the Court of Appeals reversed the lower court's award of
restitution and damages on procedural grounds that are not at issue in the
Litigation. It held that shareholders of the thrift, as third party
beneficiaries, and the FDIC did not have standing to pursue their claims against
the United States. The shareholders and FDIC filed petitions for rehearing,
which were denied. On remand, the Court of Federal Claims denied plaintiffs
direct claims and plaintiffs have appealed that ruling.

         In Landmark, the lower court awarded $21.4 million in restitution, the
amount of plaintiffs' initial investment in the thrift. It denied Landmark's
claim for reliance damages on the ground that they were not foreseeable. The
Court of Appeals affirmed. The FDIC and Landmark sought rehearing, which was
denied. This case is concluded.

         In Coast, the trial court, on motion for summary judgment, ruled that a
$299 million capital credit granted Coast had to be amortized. This ruling
foreclosed significant damages and Coast

                                      -15-
<PAGE>


appealed. The Court of Appeals reversed in October 2002, holding that the
capital credit did not have to be amortized, and remanded to the Court of
Federal Claims for a determination of Coast's damages. The Court of Appeals
subsequently granted rehearing en banc of the panel's decision. The en banc
court reversed the panel, holding that the goodwill did not have to be
amortized. The en banc court vacated the panel opinion and reinstated the
judgment of the trial court.

         In Castle, the Court of Federal Claims awarded plaintiffs $15.1 million
in restitution damages and rejected Castle's Fifth Amendment takings claim. The
Court of Appeals reversed, holding that the contract documents did not require
plaintiffs to contribute the $15.1 million to recapitalize the acquired thrift,
that plaintiffs voluntarily contributed the $15.1, and that therefore they could
not recover it as damages under a restitution theory. The Court affirmed the
trial court holding on the takings theory. A petition for rehearing is pending
in the Court of Appeals.

         In LaSalleTalman, the Court of Federal Claims awarded $5,000,000 in
expenses related to the thrift's acquisition by an outside investor that was
made necessary by the breach, but rejected further relief because it found that
the thrift was better off in the years after the acquisition than the thrift
would have been absent the breach, in part because of the beneficial effect on
the thrift of significant additional capital infusions made by the investor
after the initial acquisition that mitigated the breach. The Court of Appeals
affirmed in part, but reversed and remanded for a calculation of damages based
on the difference between the thrift's projected profits absent the breach and
the thrift's post-breach profits, excluding the effect of the additional
infusions that occurred after the breach was mitigated. A petition for rehearing
is pending in the Court of Appeals.

         In Suess, the plaintiffs sought lost profits and restitution damages.
The Court of Federal Claims rejected the lost profits claim on the ground that
it was too speculative, because plaintiffs had failed to prove the profits the
thrift would have made but for the breach. The court rejected the restitution
claim as barred by the Court of Appeals decision in Glendale. The court
fashioned its own damages award of $35 million, which was the market value of
the thrift's stock the day before the FIRREA breach. Both sides have sought
reconsideration.

         DAMAGES. Each savings institution affected by the Financial
Institutions Reform Recovery and Enforcement Act and the applicable capital
calculations and capital regulations addressed the resulting reduction in its
regulatory capital in its own fashion based on the unique facts and
circumstances faced by the institution. Accordingly, the extent and amount of
any damages awarded to the institutions that have brought actions against the
United States is expected to be fact specific. Even if plaintiffs in similar
cases are successful in securing damage awards, there may not be any damage
recovery in the Litigation.

         At the trial in the U.S. Court of Federal Claims, plaintiffs offered
evidence in support of three alternative damages models. The first model
calculated the plaintiffs' lost profits damages from the government's three
breaches of contract relating to capital levels, subordinated debt, and
goodwill. The damages calculated totaled $553,291,000. A second model calculated
lost profits damages arising solely from the breach of the subordinated debt
promise, which totaled $96,085,000. The third model calculated what the cost of
raising substitute capital in 1989 to repair the government's three breaches
would have been, which was calculated to be $117,227,000. In addition to any
recovery under the alternative models, the plaintiffs sought recovery of
$4,884,283 in out-of-pocket costs caused by the government's breach of the
subordinated debt promise. In appellate court briefs,

                                      -16-
<PAGE>
the government stated that it was not challenging the trial court's award to
plaintiffs of that $4,884,283. As noted above, the court rejected plaintiffs'
lost profits claims and plaintiffs' model for calculating the cost of substitute
capital. The court held that plaintiffs fully mitigated the government's breach
and that the plaintiffs were entitled to damages totaling $8,826,783 for the
cost of mitigating the breach. Plaintiffs have filed post trial motions seeking
to amend the findings and judgment of the court and sought an additional amount
of mitigation damages exceeding $160,000,000. The court denied those motions.
The final amount of costs, if any, has not been determined by the court.

         Although Bank United Corp. and Bank United conducted reviews of the
damages suffered, the October 29, 2001 Opinion and Order, and the April 16, 2002
Opinion and Order, of the Court did not award plaintiffs the damages they
sought. The United States has advanced numerous arguments against the amount and
type of damages sought by plaintiffs in the Litigation and in related cases,
including that some or all of the damages alleged are too speculative. To the
knowledge of the Litigation Trustees, no plaintiff in any related case has been
awarded lost profits. The defendant can be expected to continue to mount strong
opposition to any recovery by plaintiffs, including by appeal. In addition,
rulings in other cases containing similar claims may also adversely affect some
or all of the damage claims in the Litigation. For these and related reasons,
even though Bank United Corp. and Bank United prevailed in establishing the
liability of the United States, there can be no assurance as to the amount, if
any, and type of damages that Washington Mutual, Inc. or Washington Mutual Bank,
FA (as successors to Bank United Corp. and Bank United) may recover after all
appeal efforts have been exhausted. Further, it is impossible to predict the
total amount of any recovery available to be paid to the CPR certificateholders
because any recovery in the Litigation could be less than the fees, costs,
interest, taxes and tax benefits associated with that recovery. Finally, it is
possible there will be no recovery in the Litigation.

         Legal expense, which is primarily comprised of third party attorney
fees and costs, totaled $943,000 and $344,000 for the year ended December 31,
2002 and the period February 9, 2001 through December 31, 2001, respectively.
The increase in legal expense is a result of more activity in the Litigation,
including the post trial motions, the Bill of Costs, the appellate briefing, and
related time and disbursements.

                          MANAGEMENT OF THE LITIGATION

         GENERAL. The Litigation Trustees are Salvatore A. Ranieri, a former
director of Bank United Corp. and the former General Counsel of Bank United
Corp.'s predecessor entities, and Jonathon K. Heffron, the former Executive Vice
President, Chief Operating Officer and General Counsel of Bank United Corp. and
Bank United. Messrs. Ranieri and Heffron both have knowledge of the facts
underlying the Litigation. Mr. Ranieri is also the General Counsel of Hyperion
Partners L.P. and he wholly owns and controls a general partner of the general
partner of Hyperion Partners L.P. Messrs. Ranieri and Heffron have been involved
in the prosecution of the Litigation to date. Under the Declaration of Trust for
the CPR Trust and the Litigation Trustee Agreements, the Litigation Trustees
have the sole and exclusive right to instruct Washington Mutual, Inc. with
respect to all decisions regarding the prosecution of the Litigation. This right
includes the right to direct Washington Mutual, Inc. to dismiss, settle, or
cease prosecuting the Litigation and to control other aspects of the Litigation,
such as hiring, firing, and supervising legal counsel. However, the Litigation
Trustees may not cause Washington Mutual, Inc. or Washington Mutual Bank, FA to
enter into any settlement agreement or other ruling or agreement as part of the
resolution of the Litigation or a related Internal Revenue Service ruling if the
agreement imposes any liability or obligation on Washington Mutual,

                                      -17-
<PAGE>
Inc. or any of its affiliates or adversely affects or restricts the conduct of
its business or adversely affects its tax posture with respect to other matters,
other than a standard settlement release relating only to the Litigation or
other related claims that the plaintiffs could have brought immediately prior to
the Washington Mutual, Inc. merger.

            Prior to the completion of the Washington Mutual, Inc. merger, Bank
United Corp. established an advisory committee for the CPR Trust composed of
certain then current directors of Bank United Corp. The members of the advisory
committee are Lewis S. Ranieri, former Chairman of the Board of Directors of
Bank United Corp., Barry C. Burkholder, a former director and the former Chief
Executive Officer and President of Bank United Corp., and Michael Stevens, a
former director of Bank United Corp. Pursuant to the Declaration of Trust of the
CPR Trust, the Litigation Trustees are entitled to consult with the advisory
committee. The Litigation Trustees have not had any consultations with the
advisory committee.

         The Litigation Trustee agreements provide for compensation by the CPR
Trust for each Litigation Trustee, during the term of his service as a
Litigation Trustee, at a rate of $500,000 per year for three years. If, however,
the Litigation is terminated in less than three years, the remainder of the fees
that would be paid over the three-year period will be accelerated upon final
resolution of the Litigation and receipt by Washington Mutual, Inc. or any of
its affiliates of the proceeds of the Litigation. The Litigation Trustees are
also entitled to reimbursement of all reasonable out-of-pocket expenses. In
addition, as an incentive to the Litigation Trustees, each of the Litigation
Trustees received 291,899 CPR Certificates, representing 0.75% of the total
number of CPR Certificates issuable in the Reorganization. As of the date
hereof, Messrs. Heffron and Ranieri beneficially own 516,241 and 727,899 CPR
Certificates, respectively.

         AUTHORITY. The Declaration of Trust for the CPR Trust provides that the
Litigation Trustees may adopt their own rules and procedures, but may act only
with the approval of both Litigation Trustees or the sole remaining Litigation
Trustee then in office. If the number of Litigation Trustees is increased above
two, then approval of the Litigation Trustees requires the affirmative vote of a
majority of the Litigation Trustees then in office. The Litigation Trustees may,
in their discretion, delegate to one or more of the Litigation Trustees the
authority to act on behalf of the Litigation Trustees except regarding the
retention or dismissal of counsel for Washington Mutual, Inc. or the Litigation
Trustees or the approval of a settlement or dismissal of the Litigation.

         INSTITUTIONAL TRUSTEE. The institutional trustee is Wachovia Bank, N.A.
(successor to First Union Trust Company, National Association). Wachovia Bank,
N.A. also serves as the paying agent, the transfer agent, and the certificate
registrar for the Trust. In these capacities, the institutional trustee will,
among other things, establish necessary bank accounts on behalf of the Trust,
distribute the payment amount, if any, and other amounts to certificateholders,
authenticate CPR certificates, resolve certificateholder transfer and other
issues, and ensure the preservation of the Trust's valid existence under the
laws of Delaware.

                                      -18-

<PAGE>
                          SUMMARY FINANCIAL INFORMATION

         The CPR Trust has no revenues other than interest income received on an
interest earning bank account. The CPR Trust's only source of funding for
payment of expenses and operations is Washington Mutual, Inc.'s obligation to
fund expenses under the Commitment Agreement. The following is a statement that
details the expense activities for the year ended December 31, 2002, as well as
the cash balance available to cover accrued but unpaid expenses (dollars in
thousands):

<TABLE>
<CAPTION>
                                                                 Year ended
                                                              December 31, 2002
                                                              -----------------
<S>                                                               <C>
Cash balance at December 31, 2001                                 $     903
Deposits by WAMU during the period                                    2,007
Interest income                                                           4
                                                                  ---------
                                                                      2,914
Disbursements during the year
   Litigation trustee fees                                           (1,000)
   Insurance                                                             (9)
   Licenses, permits and filing fees                                    (15)
   Legal                                                             (1,089)
   Accounting and auditing fees                                         (89)
   Trust administration fees                                            (24)
   Financial printing                                                    (6)
   Office and other                                                     (51)
                                                                  ---------
   Total disbursements during the year                               (2,283)
                                                                  ---------

Cash or expense fund advances not used at December 31, 2002             631

Accrued expenses at December 31, 2002, excluding interest costs
   Legal                                                                (56)
   Accounting and auditing fees                                         (56)
   Office and other                                                     (16)
                                                                  ---------
   Total                                                               (128)
                                                                  ---------
Cash balance at December 31, 2002 available for future expenses   $     503
                                                                  =========

</TABLE>
         In addition, $232,000 and $78,000 of expense was accrued during the
year ended December 31, 2002 and from February 9, 2001 through December 31,
2001, for interest payable to Washington Mutual, Inc. on expense fund advances
at a 7% interest rate thereon under the terms of the Commitment Agreement.
Payment of such accrued interest payable is contingent upon receipt of the
Commitment Amount.

         The CPR Trust may issue additional CPR Certificates that represent pro
rata interests in the assets of the CPR Trust in order to pay expenses. However,
it may not be possible to obtain purchasers of the additional CPR Certificates
and there is no assurance that the terms of any such purchases would be
reasonable. In the event additional CPR Certificates are issued and existing CPR

                                      -19-
<PAGE>
certificateholders are not given the opportunity to purchase, or do not purchase
a pro rata amount in such issuance, such certificateholders' indirect interest
in the litigation payment amount will be diluted. The CPR Trust is authorized to
borrow additional funds for the sole purpose of funding expenses of the CPR
Trust, but only if such borrowings represent debt of the CPR Trust (and not
ownership interests) for federal income tax purposes. Furthermore, it may not be
possible for the CPR Trust to borrow funds (and, if it is able to borrow funds,
there can be no assurance as to the terms upon which such borrowings may be
available).

                           FORWARD-LOOKING INFORMATION

         Statements and financial discussion and analysis by the Litigation
Trustees contained throughout this Annual Report on Form 10K that are not
historical facts are forward-looking statements made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements involve a number of risks and uncertainties. For
further information regarding these risks and uncertainties, see "Risk Factors"
in the Prospectus filed by the CPR Trust with, and declared effective by, the
SEC on January 9, 2001 (SEC File Number 333-49302).

                           CERTIFICATEHOLDER INQUIRIES

         Certificateholder inquiries, including requests for the following: (i)
change of address; (ii) replacement of lost stock certificates; (iii)
certificate name registration changes; (iv) Quarterly Reports on Form 10-Q; (v)
Annual Reports on Form 10-K; and (vii) information regarding stockholdings,
should be directed to:

         Wachovia Bank, N.A.
         Corporate Trust Equity Services
         1525 West. W.T. Harris Blvd., 3C3
         Charlotte, North Carolina  28288-1153


ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable.


                                      -20-

<PAGE>
ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

                          INDEPENDENT AUDITORS' REPORT

The Trustees
Bank United Corp. Litigation Contingent Payment Rights Trust:

We have audited the accompanying statements of financial condition of the Bank
United Corp. Litigation Contingent Payment Rights Trust as of December 31, 2002,
and the related statements of operations, changes in certificateholders' deficit
and cash flows for the year ended December 31, 2002 and the period February 9,
2001 (date of commencement of operations) through December 31, 2001. These
financial statements are the responsibility of the Litigation Trustees. Our
responsibility is to express an opinion on these financial statements based on
our audit.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of the Bank United Corp.
Litigation Contingent Payment Rights Trust as of December 31, 2002, and the
results of its operations and its cash flows for the year ended December 31,
2002 and the period February 9, 2001 through December 31, 2001, in conformity
with accounting principles generally accepted in the United States of America.

KPMG LLP

Houston, Texas
March 7, 2003



                                      -21-
<PAGE>

          BANK UNITED CORP. LITIGATION CONTINGENT PAYMENT RIGHTS TRUST

                        STATEMENTS OF FINANCIAL CONDITION
                             (dollars in thousands)


<TABLE>
<CAPTION>
                                                                        At December 31,
                                                                    ----------------------
                                                                       2002         2001
                                                                    ---------    ---------
<S>                                                                 <C>          <C>
ASSETS
Cash (note 1)                                                       $     631    $     903
Accounts receivable (note 2)                                               15           47
Prepaid expenses                                                            1           21
                                                                    ---------    ---------
              Total assets                                          $     647    $     971
                                                                    =========    =========

LIABILITIES AND CERTIFICATEHOLDERS' DEFICIT
Expense fund advances (note 4)                                      $   4,534    $   2,527
Other liabilities (notes 4 and 7)                                         437          380
                                                                    ---------    ---------
              Total liabilities                                         4,971        2,907

Certificateholders' deficit (note 5)
Certificates, no par value, 38,919,884
     authorized, 38,716,528 issued and outstanding
     in 2002 and 36,485,346 issued and outstanding
     in 2001                                                               --           --
Accumulated deficit                                                    (4,324)      (1,936)
                                                                    ---------    ---------
              Total certificateholders' deficit                        (4,324)      (1,936)

                                                                    ---------    ---------
              Total liabilities and certificateholders' deficit     $     647    $     971
                                                                    =========    =========
</Table>


                 See accompanying notes to financial statements.


                                      -22-
<PAGE>
          BANK UNITED CORP. LITIGATION CONTINGENT PAYMENT RIGHTS TRUST

                            STATEMENTS OF OPERATIONS
                      (in thousands, except per share data)

<TABLE>
<CAPTION>
                                                                 Februrary 9,2001
                                                Year ended           through
                                             December 31, 2002   December 31, 2001
                                             -----------------   -----------------

REVENUE                                          $       4           $      --
                                                 ---------           ---------
<S>                           <C>                   <C>                 <C>
EXPENSES
Litigation trustee fees (note 3)                    (1,000)             (1,000)
Insurance                                              (29)               (220)
Licenses, permits and filing fees                      (15)               (119)
Legal expense                                         (943)               (344)
Accounting and auditing fees                           (87)                (83)
Trust administration fees                              (25)                (29)
Financial printing expense                              (4)                (16)
Interest expense (note 4)                             (232)                (78)
Office and other                                       (57)                (47)
                                                 ---------           ---------
                                                    (2,392)             (1,936)
                                                 ---------           ---------

NET LOSS                                         $  (2,388)          $  (1,936)
                                                 =========           =========

NET LOSS PER CERTIFICATE (note 1)                $   (0.06)          $   (0.05)
                                                 =========           =========
</TABLE>



                 See accompanying notes to financial statements.

                                      -23-

<PAGE>
          BANK UNITED CORP. LITIGATION CONTINGENT PAYMENT RIGHTS TRUST

              STATEMENTS OF CHANGES IN CERTIFICATEHOLDERS' DEFICIT
                             (dollars in thousands)

<TABLE>
<CAPTION>
                                     Number of                       Accumulated      Certificateholders'
                                    Certificates     Certificates      Deficit             Deficit
                                    ------------     ------------    -----------      ------------------
<S>                 <C>              <C>              <C>              <C>                <C>
Balance at February 9, 2001          33,327,707       $      --        $      --          $      --

Shares issued                         3,157,639              --               --                 --

Net loss                                     --              --           (1,936)            (1,936)

                                    -----------       ---------        ---------          ---------
Balance at December 31, 2001         36,485,346              --           (1,936)            (1,936)
                                    -----------       ---------        ---------          ---------

Shares issued                         2,231,182              --               --                 --

Net loss                                     --              --           (2,388)            (2,388)

                                    -----------       ---------        ---------          ---------
Balance at December 31, 2002         38,716,528       $      --        $  (4,324)         $  (4,324)
                                    -----------       ---------        ---------          ---------
</TABLE>



                 See accompanying notes to financial statements.









                                      -24-










<PAGE>


          BANK UNITED CORP. LITIGATION CONTINGENT PAYMENT RIGHTS TRUST
                            STATEMENTS OF CASH FLOWS
                                 (in thousands)


<TABLE>
<CAPTION>
                                                                                                   February 9, 2001
                                                                                  Year ended             through
                                                                               December 31, 2002   December 31, 2001
                                                                               -----------------   -----------------
<S>                                                                                <C>                  <C>
CASH FLOWS FROM OPERATING ACTIVITIES
              Net loss .....................................................       $(2,388)             $(1,936)
                                                                                   -------              -------
              Adjustments to reconcile net loss to cash used in
                   operating activities
                          Decrease (increase) in other assets ..............            52                  (68)
                          Increase in other liabilities ....................            57                  380
                                                                                   -------              -------
              Total adjustments ............................................           109                  312
                                                                                   -------              -------
              Net cash used in operating activities ........................        (2,279)              (1,624)
                                                                                   -------              -------

CASH FLOWS FROM FINANCING ACTIVITIES
              Expense fund advances ........................................         2,007                2,527
                                                                                   -------              -------
              Net (decrease) increase in cash ..............................          (272)                 903
CASH AT BEGINNING OF PERIOD ................................................           903                   --
                                                                                   -------              -------
CASH AT END OF PERIOD ......................................................       $   631              $   903
                                                                                   =======              =======
</TABLE>

                 See accompanying notes to financial statements.


                                      -25-
<PAGE>
          BANK UNITED CORP. LITIGATION CONTINGENT PAYMENT RIGHTS TRUST
                          Notes to Financial Statements

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

         PRINCIPLES OF PRESENTATION

         The Bank United Corp. Litigation Contingent Payment Rights Trust (the
"CPR Trust") is a statutory business trust created under Delaware law on
November 2, 2000. Bank United Corp. created the CPR Trust in connection with its
merger with Washington Mutual, Inc., which was completed on February 9, 2001.
The assets of the CPR Trust consist primarily of the right to receive a portion
of any proceeds received by Washington Mutual, Inc. and Washington Mutual Bank,
FA (as successors to Bank United Corp. and Bank United) in any judgment or
settlement of the forbearance litigation (the "Litigation") against the United
States described below in note 2.

         CASH

         Cash balances are held in noninterest earning accounts at Washington
Mutual Bank, FA.

         FAIR VALUE OF FINANCIAL INSTRUMENTS

         Substantially all of the CPR Trust's financial instruments are carried
at fair value or amounts approximating fair value due to the relative short-term
to maturity.

         USE OF ESTIMATES

         The Litigation Trustees have made a number of estimates and assumptions
relating to the reporting of assets and liabilities, the disclosure of
contingent assets and liabilities, and the reported amounts of expenses in order
to prepare these financial statements in conformity with generally accepted
accounting principles generally accepted in the United States of America. Actual
results could differ from those estimates.

         NET LOSS PER CERTIFICATE

         The net loss per certificate was calculated by dividing the net loss by
the weighted average number of certificates outstanding (37,328,017 and
35,913,911 average certificates outstanding for the year ended December 31, 2002
and the period February 9, 2001 through December 31, 2001). The only potentially
dilutive effect, if the CPR Trust had earnings, would result from the exercise
of the remaining outstanding stock options. However, because the CPR Trust
incurred a net loss, no dilutive effect was considered in the net loss per
certificate calculation.


                                      -26-
<PAGE>

         FEDERAL INCOME TAXES

         The CPR Trust is treated as a grantor trust for federal income tax
purposes. A grantor trust is not a separate taxable entity. Income resulting
from payments received by the CPR Trust is required to be reported for federal
income tax purposes by certificateholders. The Washington Mutual, Inc.
consolidated group will recognize expenses incurred by the CPR Trust for federal
income tax purposes. Therefore, no effect has been provided for federal income
taxes.

2. THE LITIGATION

         On July 25, 1995, Bank United Corp., Bank United, and their then
affiliate, Hyperion Partners L.P., filed suit against the United States in the
U.S. Court of Federal Claims for failure of the United States to adhere to its
agreement to waive or forbear from enforcing certain regulatory provisions
concerning capital requirements, liquidity requirements, accounting
requirements, and other matters. The plaintiffs sought damages in excess of $550
million. The government argued that the damages to plaintiffs as a result of the
breach, if any, were speculative and approached zero.

         In March 1999, the U.S. Court of Federal Claims granted Bank United
Corp.'s motion for summary judgment on the issue of liability, holding the
United States liable for all claims. In August 1999, the Court denied a motion
for summary judgment filed by the United States on the issue of lost profit
damages. The case proceeded to trial on the amount of damages in September 1999,
and the taking of evidence by the Court concluded in October 1999. The parties
submitted post-trial briefs followed by closing argument in February 2000.

         In October 2001, the court ruled that the plaintiffs are not entitled
to any lost profits, but are entitled to recover mitigation costs of $8,826,783.
In January 2002, the plaintiffs filed motions with the court asking it to (i)
amend certain findings in its October 29, 2001 opinion and amend a judgement of
January 8, 2002, (ii) reopen the record to receive additional documentary
evidence, and (iii) reopen the record to admit additional evidence omitted from
the trial record.

         In February and March 2002, the plaintiffs filed their Bill of Costs,
seeking $437,978 in costs from the government. In February 2002, the federal
government filed its opposition to the January 2002 motions filed by the
plaintiffs. The government opposed the plaintiffs' motions in their entirety, as
well as the Bill of Costs.

         On April 16, 2002, the court heard oral arguments on the January 2002
motions. Following oral arguments, the court denied plaintiffs' motions in their
entirety.

         On June 14, 2002, the plaintiffs filed a Notice of Appeal to the U.S.
Court of Appeals for the Federal Circuit, appealing any and all rulings, orders,
and judgments rendered by the court to date against the plaintiffs. These
adverse rulings include the October 29, 2001 ruling that the plaintiffs were not
entitled to any lost profits damages and the April 16, 2002 denial of certain
motions made by the plaintiffs.

         On June 26, 2002, the government filed a Notice of Appeal to the U.S.
Court of Appeals for the Federal Circuit, appealing the final judgment of the
U.S. Court of Federal Claims,


                                      -27-
<PAGE>

including (1) the court's granting summary judgment for the plaintiffs on the
issue of liability against the government, (2) the court's refusal to deny
modification of that decision, and (3) the court's October 29, 2001 decision.

         On August 19, 2002, the plaintiffs (or appellants) filed their opening
brief with the U.S. Court of Appeals for the Federal Circuit.

         On September 30, 2002, the federal government (or defendant - cross
appellant) filed its opening brief with the U.S. Court of Appeals for the
Federal Circuit.

         On November 12, 2002, the plaintiffs (or appellants) filed a combined
(a) reply brief on their appeal and (b) an opposing brief on the federal
government's (defendant-cross appellant's) cross appeal with the U.S. Court of
Appeals for the Federal Circuit.

         On November 27, 2002, the federal government (defendant-cross
appellant) filed its reply brief on its cross appeal with the U.S. Court of
Appeals for the Federal Circuit.

         In appellate court briefs, the government stated that it was not
challenging the trial court's award to plaintiffs of $4,884,283, the cost of
mitigating the breach of the subordinated debt provision of the parties'
contract.

         The Trust has been notified that oral argument has been scheduled for
May 7, 2003. The appeals court rules do not set deadlines for the court to
decide cases.

         There can be no assurance as to the amount, if any, and type of damages
that Washington Mutual, Inc. or Washington Mutual Bank, FA (as successors to
Bank United Corp. and Bank United) may recover after all appeal efforts have
been exhausted. Further, it is possible that there will be no recovery in the
Litigation.

         The terms of the July 1996 recovery agreement entered into by Bank
United Corp., Bank United, and Hyperion Partners L.P., entitle Washington
Mutual, Inc. and Washington Mutual Bank, FA, as successors to Bank United Corp.
and Bank United, respectively, to 85% of any recovery in connection with the
Litigation. Hyperion Partners L.P. is entitled to the remaining 15%. The
recovery agreement further provides for Hyperion Partners L.P. to share in 15%
of the expenses of the Litigation (primarily attorney fees and costs). At
December 31, 2002 and December 31, 2001, the CPR Trust had an outstanding
receivable from Hyperion Partners L.P. totalling $15,340 and $47,279, which were
current as to their payment terms.

3. LITIGATION TRUSTEE FEES

         The CPR Trust and the Litigation are managed by the two Litigation
Trustees who have knowledge of the facts underlying the Litigation and who have
previously served as general counsel to Bank United Corp. or its predecessor
entities. In turn, the Litigation Trustees each receive a $500,000 fee per year,
for a term of three years, to be paid in quarterly installments. In addition,
the Litigation Trustees each received 291,899 CPR Certificates.


                                      -28-
<PAGE>

4. EXPENSE FUND ADVANCES

         Washington Mutual, Inc. is obligated to advance amounts to pay expenses
of the CPR Trust, including expenses of the Litigation, fees and expenses of the
Litigation Trustees, and all administrative expenses. The maximum amount that
Washington Mutual, Inc. is obligated to pay is $10 million, unless additional
court proceedings are necessary, in which case Washington Mutual, Inc. is
obligated to pay an additional $3 million. Advances funded by Washington Mutual,
Inc. will be reimbursed to Washington Mutual, Inc. from any proceeds of the
Litigation, prior to the payment of any amounts to the holders of CPR
Certificates. Based on discussions with counsel to the Litigation and certain
other factors, the Litigation Trustees believe that there are sufficient funds
available to the CPR Trust from Washington Mutual, Inc. to permit the trust to
fund its portion of the Litigation expenses, as well as administrative and other
expenses of the trust.

         The expense fund advances accrue interest payable to Washington Mutual,
Inc. at varying rates of interest. Outstanding advance balances up to $5 million
accrue interest at 7% per annum, advance balances exceeding $5 million but less
than $10 million accrue interest at 10% per annum, and advance balances
exceeding $10 million accrue interest at 15% per annum. Interest expense of
$231,806 and $77,677 was incurred for the year ended December 31, 2002 and the
period February 9, 2001 through December 31, 2001. At December 31, 2002 and
2001, accrued interest payable due to Washington Mutual, Inc. was $309,483 and
$77,677, respectively. Interest is not due to Washington Mutual, Inc. until
there is a recovery, if any, in the Litigation.

         The CPR Trust may issue additional CPR Certificates to raise funds to
pay expenses and is authorized to borrow additional funds for the purpose of
funding its expenses, subject to certain limitations. If the CPR Trust accrues
expenses in excess of the Washington Mutual, Inc. funding obligations, such
amounts will be deducted from the amounts payable to the holders of CPR
Certificates.

5. CERTIFICATEHOLDERS' DEFICIT

         At December 31, 2002, the certificateholders' deficit consists of the
accumulated deficit from the operations of the CPR Trust. The CPR Certificates
have no stated or par value for financial statement purposes.

         In connection with the Washington Mutual, Inc. merger, Bank United
Corp. also undertook a legal reorganization (the "Reorganization"), whereby each
share of Bank United Corp. common stock outstanding immediately prior to the
Reorganization was converted into one new share of Bank United Corp. common
stock and the right to receive one CPR Certificate. Similarly, options to
purchase Bank United Corp. common stock outstanding at that time, as well as the
Bank United Corp. 8% Corporate Premium Income Equity Securities outstanding at
that time were adjusted proportionately for purposes of receiving the
appropriate number of CPR Certificates. In addition, an aggregate of 583,798
additional CPR Certificates were authorized and issued to the Litigation
Trustees.


                                      -29-
<PAGE>

         On August 16, 2002, 2,225,983 CPR certificates were issued to holders
of Washington Mutual, Inc. 8% Corporate Premium Income Equity Securities (WM
PIES). The WM PIES were converted from the Bank United Corp. 8% Corporate
Premium Income Equity Securities in connection with the merger of Bank United
Corp. with Washington Mutual, Inc.

         At December 31, 2002, 38,716,528 CPR Certificates had been issued and
were outstanding as follows: 32,737,118 CPR Certificates in respect of shares of
Bank United Corp. common stock outstanding upon the Reorganization, 3,169,629
CPR Certificates in respect of Bank United Corp. stock options outstanding upon
Reorganization, 2,225,983 CPR Certificates in respect of the WM PIES and 583,798
CPR Certificates issued to the Litigation Trustees. At December 31, 2002,
199,802 CPR Certificates had not been issued relating to unexercised Bank United
Corp. stock options.

6. PAYMENT TO CERTIFICATEHOLDERS

         Any proceeds received by Washington Mutual, Inc. or Washington Mutual
Bank, FA from the Litigation will be reduced for certain reimbursable items and
increased for certain tax benefits realized by Washington Mutual, Inc., as
described in the CPR Trust prospectus, prior to remitting the balance to the
Bank United Corp. Payment Rights Trust and ultimately, subject to certain
adjustments, to the CPR Trust. Within 60 days of receipt of the proceeds, the
CPR Trust shall pay the certificateholders the payment amount, which consists of
the proceeds from the payment trust less the amount held back to pay any of its
accrued but unpaid expenses. In addition, the amount payable to the
certificateholders may be reduced by $1.0 million or such greater amount as the
Litigation Trustees reasonably determine to be necessary to pay all additional
expenses and claims of the CPR Trust that may arise subsequent to this payment
and to satisfy the CPR Trust's indemnification obligations. Any retained amounts
will be retained for a period of one year or longer as reasonably determined by
the Litigation Trustees. The CPR Trust will pay any remaining portion of the
retained amounts to the certificateholders within 90 days of the expiration of
the applicable retention period.

         Each CPR Certificate will entitle the holder to receive a fraction
(equal to one divided by the total number of CPR Certificates outstanding) of
the total amount payable to CPR certificateholders.

7. OTHER LIABILITIES

         At December 31, 2002, other liabilities are principally comprised of
various accrued expenses including interest costs, legal fees, and accounting
and auditing fees.



                                      -30-
<PAGE>

8. QUARTERLY FINANCIAL DATA (UNAUDITED)

         The following is a summary of unaudited quarterly data for the year
ended December 31,2002 and the period February 9, 2001 through December 31, 2001
(in thousands, except per share data).


<TABLE>
<CAPTION>
Fiscal 2002
------------
                                              Quarter ended
                  ----------------------------------------------------------------
                        March 31,        June 30,    September 30,    December 31,       Year ended
                          2002             2002           2002            2002        December 31, 2002
                  ----------------------------------------------------------------------------------------
<S>                      <C>             <C>            <C>             <C>              <C>
Net loss                 $ (618)         $ (792)        $ (464)         $ (514)          $ (2,388)
Net loss per
  certificate             (0.02)          (0.02)         (0.01)          (0.01)             (0.06)
</TABLE>


<TABLE>
<CAPTION>
Fiscal 2001
------------

                                                     Quarter ended
                                        --------------------------------------------
                     February 9, 2001    June 30,    September 30,    December 31,       February 9, 2001
                         through        --------------------------------------------       through
                      March 31, 2001       2001           2001            2001          December 31, 2001
                   ---------------------------------------------------------------------------------------
<S>                       <C>            <C>            <C>             <C>                 <C>
Net loss                  $ (416)        $ (483)        $ (448)         $ (589)             $ (1,936)
Net loss per
  certificate              (0.01)         (0.01)         (0.01)          (0.02)                (0.05)
</TABLE>



                                      -31-
<PAGE>

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE

None.

                                    PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

Information concerning the Litigation Trustees is set forth under Part II, Item
7, Management's Discussion and Analysis of Financial Condition and Results of
Operations - Management of the Litigation.

ITEM 11. EXECUTIVE COMPENSATION

Information concerning compensation of the Litigation Trustees is set forth
under Part II, Item 7, Management's Discussion and Analysis of Financial
Condition and Results of Operations - Management of the Litigation.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

Pursuant to the Litigation Trustee Agreement(s), the CPR Certificates issued to
the Litigation Trustees in connection with the merger shall be non-transferable
and subject to certain restrictions commencing on February 9, 2001 and ending
upon the final resolution of the Litigation. Each of the Litigation Trustees
received 291,899 certificates on February 9, 2001, that are subject to these
restrictions. As of the date hereof, Messrs. Heffron and Ranieri beneficially
own 516,241 and 727,899 CPR Certificates, respectively.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Hyperion Partners L.P. may be considered an affiliate of the CPR Trust by reason
of the fact that Salvatore A. Ranieri, a Litigation Trustee, is the general
counsel of Hyperion Partners L.P. and he also wholly owns and controls a
corporation that is a general partner of the general partner of Hyperion
Partners L.P. Hyperion Partners L.P., Bank United Corp., and Bank United are the
plaintiffs in the Litigation. At the time the lawsuit was filed, Hyperion
Partners L.P. was an affiliate of Bank United Corp. and Bank United. The terms
of the July 1996 recovery agreement entered into by Bank United Corp., Bank
United, and Hyperion Partners L.P., entitle Washington Mutual, Inc. and
Washington Mutual Bank, FA, as successors to Bank United Corp. and Bank United,
respectively, to 85% of any recovery in connection with the Litigation. Hyperion
Partners L.P. is entitled to the remaining 15%. The recovery agreement further
provides for Hyperion Partners L.P. to share in 15% of the expenses of the
Litigation (primarily attorney fees and costs). There are no agreements or other
arrangements between the CPR Trust and Hyperion Partners L.P.


                                      -32-
<PAGE>

ITEM 14. CONTROLS AND PROCEDURES

         Evaluation of Disclosure Controls and Procedures

         The Litigation Trustees have reviewed and evaluated the effectiveness
of the disclosure controls and procedures (as defined in Exchange Act Rules
240.13a-14(c) and 15d-14(c)) as of a date within 90 days before the filing of
this annual report. Based on that evaluation, the Litigation Trustees have
concluded that the current disclosure controls and procedures are effective in
timely providing them with material information relating to the CPR Trust
required to be disclosed in the reports filed or submitted under the Exchange
Act.

         Changes in Internal Controls

         There have not been any significant changes in the internal controls or
in other factors that could significantly affect these controls subsequent to
the date of their evaluation. The Litigation Trustees are not aware of any
significant deficiencies or material weaknesses; therefore no corrective actions
were taken.

                                     PART IV


ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K

Reference is made to the exhibits attached to the Registration Statement on Form
S-4 with respect to the CPR Certificates referred to in this document filed by
the Trust with, and declared effective by, the SEC on January 9, 2001 (SEC File
Number 333-49302).

Reports on Form 8-K

During the last quarter for which this report is filed, the registrant filed the
following reports on Form 8-K:

         October 14, 2002, Item 5, Other Events. Press release announcing the
         September 30, 2002 filing of defendant's - cross appellant's opening
         brief with the U.S. Court of Appeals for the Federal Circuit.

         November 13, 2002, Item 5, Other Events. Press release announcing the
         November 12, 2002 filing of the plaintiffs'-appellants' combined (a)
         reply brief on their appeal and (b) an opposing brief on the
         defendant-cross appellant's cross appeal with the U.S. Court of Appeals
         for the Federal Circuit.

         December 4, 2002, Item 5, Other Events. Press release announcing the
         November 27, 2002 filing by the defendant-cross appellant of its reply
         brief on its cross appeal with the U.S. Court of Appeals for the
         Federal Circuit.


                                      -33-
<PAGE>

All schedules have been omitted because they are not required or the required
information is shown in the financial statements or in the notes to the
financial statements.



                                      -34-
<PAGE>

                                   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.


                                     BANK UNITED CORP. LITIGATION
                                     CONTINGENT PAYMENT RIGHTS TRUST

                                     By: /s/ Jonathon K. Heffron
                                        ---------------------------------
                                     Name:   Jonathon K. Heffron
                                     Title:  Litigation Trustee

                                     By: /s/ Salvatore A. Ranieri
                                        ---------------------------------
                                     Name:   Salvatore A. Ranieri
                                     Title:  Litigation Trustee

March 7, 2003



                                      -35-
<PAGE>
                                 CERTIFICATIONS

I, Jonathon K. Heffron, certify that:

1.   I have reviewed this annual report on Form 10-K of Bank United Corp.
     Litigation Contingent Payment Rights Trust;
2.   Based on my knowledge, this annual report does not contain any untrue
     statement of a material fact or omit to state a material fact necessary to
     make the statements made, in light of the circumstances under which such
     statements were made, not misleading with respect to the period covered by
     this annual report;
3.   Based on my knowledge, the financial statements, and other financial
     information included in this annual report, fairly present in all material
     respects the financial condition, results of operations and cash flows of
     the registrant as of, and for, the periods presented in this annual report;
4.   The registrant's other certifying officer and I are responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-4 and 15d-14) for the registrant and we have:
     a)   designed such disclosure controls and procedures to ensure that
          material information relating to the registrant, including its
          consolidated subsidiaries, is made known to us by others within those
          entities, particularly during the period in which this annual report
          is being prepared;
     b)   evaluated the effectiveness of the registrant's disclosure controls
          and procedures as of a date within 90 days prior to the filing date of
          this annual report (the "Evaluation Date"); and
     c)   presented in this annual report our conclusions about the
          effectiveness of the disclosure controls and procedures based on our
          evaluation as of the Evaluation Date;
5.   The registrant's other certifying officer and I have disclosed, based on
     our most recent evaluation, to the registrant's auditors and the audit
     committee of registrant's board of directors (or persons performing the
     equivalent function):
     a)   all significant deficiencies in the design or operation of internal
          controls which could adversely affect the registrant's ability to
          record, process, summarize and report financial data and have
          identified for the registrant's auditors any material weakness in
          internal controls; and
     b)   any fraud, whether or not material, that involves management or other
          employees who have a significant role in the registrant's internal
          controls; and
6.   The registrant's other certifying officer and I have indicated in this
     annual report whether or not there were significant changes in internal
     controls or in other factors that could significantly affect internal
     controls subsequent to the date of our most recent evaluation, including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.



March 7, 2003                                By: /s/ Jonathon K. Heffron
                                                ---------------------------
                                             Name:   Jonathon K. Heffron
                                             Title:  Litigation Trustee



                                      -36-
<PAGE>

I, Salvatore A. Ranieri, certify that:

1.   I have reviewed this annual report on Form 10-K of Bank United Corp.
     Litigation Contingent Payment Rights Trust;
2.   Based on my knowledge, this annual report does not contain any untrue
     statement of a material fact or omit to state a material fact necessary to
     make the statements made, in light of the circumstances under which such
     statements were made, not misleading with respect to the period covered by
     this annual report;
3.   Based on my knowledge, the financial statements, and other financial
     information included in this annual report, fairly present in all material
     respects the financial condition, results of operations and cash flows of
     the registrant as of, and for, the periods presented in this annual report;
4.   The registrant's other certifying officer and I are responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-4 and 15d-14) for the registrant and we have:
     a)   designed such disclosure controls and procedures to ensure that
          material information relating to the registrant, including its
          consolidated subsidiaries, is made known to us by others within those
          entities, particularly during the period in which this annual report
          is being prepared;
     b)   evaluated the effectiveness of the registrant's disclosure controls
          and procedures as of a date within 90 days prior to the filing date of
          this annual report (the "Evaluation Date"); and
     c)   presented in this annual report our conclusions about the
          effectiveness of the disclosure controls and procedures based on our
          evaluation as of the Evaluation Date;
5.   The registrant's other certifying officer and I have disclosed, based on
     our most recent evaluation, to the registrant's auditors and the audit
     committee of registrant's board of directors (or persons performing the
     equivalent function):
     a)   all significant deficiencies in the design or operation of internal
          controls which could adversely affect the registrant's ability to
          record, process, summarize and report financial data and have
          identified for the registrant's auditors any material weakness in
          internal controls; and
     b)   any fraud, whether or not material, that involves management or other
          employees who have a significant role in the registrant's internal
          controls; and
6.   The registrant's other certifying officer and I have indicated in this
     annual report whether or not there were significant changes in internal
     controls or in other factors that could significantly affect internal
     controls subsequent to the date of our most recent evaluation, including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.



March 7, 2003                              By: /s/ Salvatore A. Ranieri
                                              -------------------------------
                                           Name:   Salvatore A. Ranieri
                                           Title:  Litigation Trustee


                                      -37-
<PAGE>


                                 EXHIBIT INDEX


<Table>
<Caption>
Exhibit No.                    Description
-----------                    -----------
<S>                   <C>
   99.1               Certification of Litigation Trustee
   99.2               Certification of Litigation Trustee
</Table>