<PAGE>

                      SECURITIES AND EXCHANGE COMMISSION

                           Washington, D. C.  20552

                                   Form 10-Q

                [X] QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
                    OF THE SECURITIES EXCHANGE ACT OF 1934

               For the quarterly period ended December 31, 1999

                                      OR

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

                          COMMISSION FILE # 0-23969
                           POCAHONTAS BANCORP, INC.


         DELAWARE                             IRS Employer Identification
                                                     No. 71-0806097

         Address                                     Telephone Number
         -------                                     ----------------

     203 West Broadway                                (870) 892-4595
Pocahontas, Arkansas  72455


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 twelve 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
                                        -------     --------

There were 5,510,614 shares of Common Stock ($.10 par value) issued and
outstanding as of December 31, 1999.
<PAGE>

POCAHONTAS BANCORP, INC.

TABLE OF CONTENTS
--------------------------------------------------------------------------------



<TABLE>
<CAPTION>
                                                                                               Page

<S>       <C>                                                                                  <C>
PART I.    FINANCIAL INFORMATION

  Item 1.  Financial Statements (unaudited):

           Condensed Consolidated Statements of Financial Condition at
             December 31, 1999 and September 30, 1999                                            1

           Condensed Consolidated Statements of Income for the Three Months Ended
             December 31, 1999 and 1998                                                          2

           Condensed Consolidated Statements of Cash Flows for the Three Months Ended
             December 31, 1999 and 1998                                                          3

           Notes to Condensed consolidated Financial Statements                                  4

           Independent Accountants' Report                                                       6

  Item 2.  Management's Discussion and Analysis of Financial Condition
           and Results of Operations                                                             7

  Item 3.  Quantitative and Qualitative Disclosures about Market Risk                           11

PART II.   OTHER INFORMATION                                                                    12

</TABLE>
<PAGE>

ITEM 1

POCAHONTAS BANCORP, INC

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
<TABLE>
----------------------------------------------------------------------------------------------------------------

                                                                        (Unaudited)
                                                                     December 31, 1999        September 30, 1999
                                                                     ------------------      -------------------
<S>                                                                  <C>                    <C>
ASSETS

Cash                                                                     $ 13,307,318                $ 8,622,050
Cash surrender value of life insurance                                      6,012,960                  5,964,588
Equity investments, at fair value                                             887,495                  1,429,196
Investment securities -- held to maturity                                   9,488,735                  9,482,122
Investment securities -- available for sale                               175,243,512                216,492,192
Loans receivable, net                                                     221,680,868                217,709,933
Accrued interest receivable                                                 2,848,943                  3,165,427
Premises and equipment, net                                                 3,958,864                  4,018,157
Federal Home Loan Bank Stock, at cost                                       8,693,500                 10,981,300
Core deposit premium                                                        2,368,673                  2,440,187
Other assets                                                                2,198,584                  1,825,710
                                                                        -------------             --------------
TOTAL ASSETS                                                             $446,689,452              $ 482,130,862
                                                                        =============             ==============

LIABILITIES AND STOCKHOLDERS' EQUITY

LIABILITIES:
  Deposits                                                               $221,106,052              $ 211,890,791
  Federal Home Loan Bank advances                                         170,940,000                213,105,000
  Securities sold under agreements to repurchase                            2,200,000                  2,075,000
  Deferred compensation                                                     3,318,755                  3,357,890
  Accrued expenses and other liabilties                                     2,386,972                  3,669,743
                                                                        -------------             --------------
            Total liabilities                                             399,951,779                434,098,424

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY:
  Common stock                                                                 69,468                     69,468
  Additional paid-in capital                                               51,439,643                 51,439,643
  Reduction for ESOP debt guaranty                                         (2,443,525)                (2,443,525)
  Unearned RRP Shares                                                        (462,771)                  (524,476)
  Unrealized gain (loss) on available
    for sale securities, net of tax                                        (1,609,655)                   407,950
  Retained earnings                                                        11,673,739                 10,965,600
                                                                        -------------             --------------
                                                                           58,666,899                 59,914,660
Less treasury stock at cost                                               (11,929,226)               (11,882,222)
                                                                        -------------             --------------
            Total stockholders' equity                                     46,737,673                 48,032,438
                                                                        -------------             --------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                               $446,689,452              $ 482,130,862
                                                                        =============             ==============
</TABLE>


See notes to condensed consolidated financial statements.

                                       1

<PAGE>


POCAHONTAS BANCORP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
THREE MONTHS ENDED DECEMBER 31 (UNAUDITED)
<TABLE>
---------------------------------------------------------------------------------------------------------

                                                                               1999              1998
                                                                             --------          --------
<S>
INTEREST INCOME:                                                           <C>                <C>
  Loans receivable                                                          $ 4,286,259        $3,939,958
  Investment securities                                                       3,530,266         2,924,831
                                                                            -----------        ----------
            Total interest income                                             7,816,525         6,864,789
INTEREST EXPENSE:
  Deposits                                                                    2,319,153         2,282,603
  Borrowed funds                                                              2,612,662         1,935,361
                                                                             ----------         ---------
            Total interest expense                                            4,931,815         4,217,964
NET INTEREST INCOME                                                           2,884,710         2,646,825
PROVISION FOR LOAN LOSSES                                                             -                 -
                                                                             ----------         ---------
NET INTEREST INCOME AFTER PROVISION
  FOR LOAN LOSSES                                                             2,884,710         2,646,825
OTHER INCOME:
  Dividends                                                                     163,039           149,295
  Fees and service charges                                                      384,936           177,569
  Gain on sale of securities                                                    266,690                 -
  Trading gain (loss)                                                           (19,038)           75,197
  Other                                                                          36,409           173,120
                                                                             ----------         ---------
            Total other income                                                  832,036           575,181
                                                                             ----------         ---------
OPERATING EXPENSE:
  Compensation and benefits                                                   1,114,908         1,271,295
  Occupancy and equipment                                                       242,596           224,236
  SAIF deposit insurance premium                                                 30,140            26,740
  Professional fees                                                              84,569            60,723
  Data processing                                                                81,244           128,306
  Advertising                                                                   165,872            71,587
  OTS assessment                                                                 21,330            24,108
  Other                                                                         361,830           245,529
                                                                             ----------         ---------
            Total operating expense                                           2,102,489         2,052,524
NET INCOME BEFORE INCOME TAXES                                                1,614,257         1,169,482
INCOME TAXES                                                                    575,000           359,068
                                                                             ----------         ---------
NET INCOME                                                                    1,039,257           810,414
                                                                             ----------         ---------
OTHER COMPREHENSIVE INCOME (LOSS) NET OF TAX:
  Unrealized holding loss on available for sale securities
    arising during period                                                    (1,845,857)         (769,048)
  Reclassification adjustment for gains included in net income                 (171,748)                -

                                                                             ----------         ---------
            Other comprehensive loss                                         (2,017,605)         (769,048)
                                                                             ----------         ---------
COMPREHENSIVE INCOME (LOSS)                                                  $ (978,348)         $ 41,366
                                                                            ===========         =========
BASIC EARNINGS PER SHARE                                                         $ 0.20            $ 0.13
                                                                            ===========         =========
DILUTED EARNINGS PER SHARE                                                       $ 0.20            $ 0.13
                                                                            ===========         =========
</TABLE>


See notes to condensed consolidated financial statements.



                                       2


<PAGE>




POCAHONTAS BANCORP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED DECEMBER 31 (UNAUDITED)
<TABLE>
------------------------------------------------------------------------------------------------------------------------

                                                                            1999                 1998
                                                                          --------             --------

<S>                                                                   <C>                   <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income                                                            $ 1,039,257           $ 810,414
  Adjustments to reconcile net income to net
    cash provided by operating activities:
    Depreciation of premises and equipment                                  117,761             110,623
    Amortization of deferred loan fees                                       20,991              42,636
    Amortization of premiums and discounts, net                             (56,464)            (62,596)
    Net gain on sale of assets                                               (8,697)            (16,958)
    Gain on sale of securities                                             (266,690)                  -
    Cash surrender value of life insurance policies                         (48,371)            (45,001)
    Trading securities                                                      541,701             (79,509)
    Accrued interest receivable                                             316,484              71,683
    Core deposit premium                                                     71,514             (63,347)
    Other assets                                                           (372,874)           (269,608)
    Expensed RRP shares                                                      61,702             146,544
    Deferred compensation                                                   (39,135)              3,069
    Other liabilities                                                    (1,282,771)           (216,091)
                                                                       ------------        ------------
            Net cash provided by operating activities                        94,408             431,859
                                                                       ------------        ------------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Loan repayments and originations, net                                  (4,105,404)         (1,704,703)
  Net (increase) decrease in FHLB stock                                   2,287,800            (145,700)
  Proceeds from maturities and principal repayments
    of investment securities available for sale                           5,781,861          13,571,001
  Proceeds from sale of available for sale investment securities         33,765,755                   -
  Proceeds from sale of real estate owned                                   122,175                   -
  Purchase of premises and equipment                                       (58,468)            (567,230)
                                                                       ------------        ------------
            Net cash provided by investing activities                    37,793,719          11,153,368
                                                                       ------------        ------------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Net increase in deposits                                                9,215,262             276,968
  Net increase in repurchase agreements                                     125,000             549,155
  Proceeds of FHLB advances                                             429,291,000         399,565,000
  Repayment of  FHLB advances                                          (471,456,000)       (401,335,000)
  Repurchase of stock                                                       (47,004)         (5,443,883)
  Dividends paid                                                           (331,117)           (379,450)
                                                                       ------------        ------------

            Net cash used by financing activities                       (33,202,859)         (6,767,210)
                                                                       ------------        ------------
NET INCREASE IN CASH                                                      4,685,268           4,818,017
CASH AT BEGINNING OF PERIOD                                               8,622,050           3,654,077
                                                                       ------------        ------------

CASH AT END OF PERIOD                                                  $ 13,307,318         $ 8,472,094
                                                                       ============        ============
</TABLE>

See notes to condensed consolidated financial statements.

                                       3
<PAGE>

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
--------------------------------------------------------------------------------

1. BASIS OF PRESENTATION

   The accompanying unaudited consolidated financial statements were prepared in
   accordance with generally accepted accounting principles for interim
   financial information and with the instructions for Form 10-Q and Article 10
   of Regulation S-X.  Certain information required for a complete presentation
   in accordance with generally accepted accounting principles has been omitted.
   All adjustments that are, in the opinion of management, necessary for a fair
   presentation of the interim financial statements have been included.  The
   results of operations for the three months ended December 31, 1999, are not
   necessarily indicative of the results that may be expected for the fiscal
   year ended September 30, 2000, or any interim period.

   The interim financial information should be read in conjunction with the
   consolidated financial statements and notes of Pocahontas Bancorp, Inc. (the
   "Company"), included in the Annual Report for the fiscal year ended September
   30, 1999.  The accompanying unaudited consolidated financial statements
   include the accounts of the Company and Pocahontas Federal Savings and Loan
   Association (the "Bank"). The intercompany accounts of the Company and the
   Bank have been eliminated in consolidation.

2. EARNINGS PER COMMON SHARE

   The earnings per share amounts were computed using the weighted average
   number of shares outstanding during the periods presented.

   The weighted average number of shares used in the basic and diluted earnings
   per share calculation are set out in the table below:

<TABLE>
<CAPTION>

                                                               Three Months Ended
                                                      --------------------------------------
                                                       December 31,             December 31,
                                                           1999                     1998
                                                       ------------             ------------

<S>                                                    <C>                    <C>
Total basic shares outstanding                          5,302,928               6,007,273
Add dilutive effect of unexercised options                 24,758                 134,080
                                                        ---------               ---------

    Total weighted average shares outstanding
      for dilutive earnings per share calculation       5,327,686               6,141,353
                                                        =========               =========
</TABLE>


3. DECLARATION OF DIVIDENDS

   On November 10, 1999, the Board of Directors declared a $0.06 per share
   quarterly dividend for holders of record December 13, 1999.


                                       4
<PAGE>

4. STOCK COMPENSATION

   The Company applies the provisions of APB 25 in accounting for its stock
   option plans, as allowed under SFAS 123, Accounting for Stock-Based
   Compensation.  Accordingly no compensation cost has been recognized for the
   options granted to employees or directors.  Had compensation cost for these
   been determined on the fair value at the grant dates for awards under those
   plans consistent with the methods of SFAS No. 123, the Company's pro forma
   net income and pro forma earnings pre share would have been as follows:

<TABLE>
<CAPTION>
                                    As Reported         Pro forma
                                    -----------         ---------
<S>                                  <C>                 <C>
Net income in thousands               $1,039              $1,015
Earnings per share:
  Basic                               $ 0.20              $ 0.19
  Diluted                             $ 0.20              $ 0.19
</TABLE>

There were 350,000 unexercised options outstanding under the Company's 1998
Stock Option Plan as of September 30, 1999.    No options were exercised,
forfeited or granted under the 1998 Stock Option Plan during the quarter
ended December 31, 1999.


                                *  *  *  *  *  *




                                       5
<PAGE>

INDEPENDENT ACCOUNTANTS' REPORT

To the Board of Directors and Stockholders of
Pocahontas Bancorp, Inc.
Pocahontas, Arkansas

We have reviewed the accompanying condensed consolidated statement of financial
condition of Pocahontas Bancorp, Inc. (the "Company") as of December 31, 1999,
and the related condensed consolidated statements of income and cash flows for
the three-month periods ended December 31, 1999 and 1998.  These financial
statements are the responsibility of the Company's management.

We conducted our review in accordance with standards established by the American
Institute of Certified Public Accountants.  A review of interim financial
information consists principally of applying analytical procedures to financial
data and of making inquiries of persons responsible for financial and accounting
matters.  It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is
the expression of an opinion regarding the financial statements taken as a
whole.  Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should
be made to such condensed consolidated financial statements for them to be in
conformity with generally accepted accounting principles.

We have previously audited, in accordance with generally accepted auditing
standards, the consolidated statement of financial condition of Pocahontas
Bancorp, Inc. and subsidiaries as of September 30, 1999, and the related
consolidated statements of income, stockholders' equity, and cash flows for the
year then ended (not presented herein); and in our report dated November 1,
1999, we expressed an unqualified opinion on those consolidated financial
statements.  In our opinion, the information set forth in the accompanying
condensed consolidated statement of financial condition as of December 31, 1999,
is fairly stated, in all material respects, in relation to the consolidated
statement of financial condition from which it has been derived.


Little Rock, Arkansas
February 10, 2000

/s/ Deloitte & Touche LLP

                                       6
<PAGE>

ITEM 2

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

Financial Condition at December 31, 1999, as compared to September 30, 1999

General.  The Company's total assets decreased $35.4 million or 7.35% to $446.7
million at December 31, 1999, as compared to $482.1 million at September 30,
1999, primarily due to the sale of approximately $35.9 million of investment
securities.

Loans receivable, net.  Net loans receivable increased by $4.0 million or 1.8%
to $221.7 million at December 31, 1999, from $217.7 million as of September 30,
1999. Growth in the loan portfolio was due to loan demand in the Company's local
market.

Investment securities held to maturity.  Investment securities held to maturity
increased $.01 million, or 0.01%, to $9.49 million at December 31, 1999, from
$9.48 million at September 30, 1999.  The increase in the Company's held to
maturity investment portfolio was due to accretion of discounts.

Investment securities available for sale.  Investment securities available for
sale decreased $41.2 million, or 19.05%, to $175.2 million at December 31, 1999,
from $216.5 million at September 30, 1999.  The decrease is due to the sale of
35.9 million of investments securities during the quarter ended December 31,
1999. The sale of investment securities resulted in a gain of approximately $0.2
million, net of tax. Such investments were sold in an effort to capture a gain
and to restructure the statement of financial condition to mitigate sensitivity
to interest rate risk. The proceeds from the sale of investment securities were
utilized to repay short-term and callable advances. Cash flow from investments
was primarily used to fund growth in net loans receivable.

Trading securities.  Trading securities decreased $0.5 million, or 37.9%, to
$0.9 million at December 31, 1999, from $1.4 million at September 30, 1999.
This decrease is the result of a decrease in market value of trading securities
and the sale of certain securities.

Deposits.  Deposits increased $9.2 million or 4.34% to $221.1 million at
December 31, 1999, from $211.9 million at September 30, 1999, primarily due to
continued growth within the Company's market area.

Federal Home Loan Bank Advances and securities sold under agreements to
repurchase.  FHLB advances decreased $42.2 million or 19.8% to $170.9 million at
December 31, 1999, from $213.1 million at September 30, 1999.  This decrease was
due to the increase in deposits and the sale of investments.

Stockholders' equity.  Total stockholders' equity decreased $1.2 million or 2.5%
to $46.8 million at December 31, 1999, from $48.0 million at September 30, 1999.
Such decrease was due to the repurchase of 8,000 shares of the Company's common
stock at a total cost of $47,000, a decrease in the unrealized gain on available
for sale securities, net of tax of $1.0 million and net income net of dividends.


                                       7
<PAGE>

Comparison of Results of Operations for the Three Months Ended December, 1999
and 1998

Overview.  For the three-month periods ended December 31, 1999 and 1998, net
income was $1,039,257 and $810,414 respectively.

Net interest income.  For the three-month periods ended December 31, 1999 and
1998, net interest income increased approximately $238,000 or 9.0% to $2.9
million.  The increase in net interest income was due the increase in net loans
receivable, decrease in investment securities, increase in deposits and decrease
in Federal Home Loan Bank advances and securities sold under agreements to
repurchase (see discussion of changes in financial condition).  The changes in
the Company's asset/liability mix resulted in a decrease in the Company's
interest rate margin to 2.67% for the three months ended December 31, 1999,
compared to 2.8% for the quarter ended December 31, 1998. The Company's strategy
has been to utilize the run-off and principal pay-downs from investment
securities to fund loan growth within the Company's local market and to pay down
FHLB advances. Such loans generally have higher yields than investment
securities.

Fees and Service Charges.  For the three month periods ended December 31, 1999
and 1998, fees and service charges increased approximately $207,000, or 116.8%,
to $385,000 for the three-months ended December 31, 1999, from $178,000 for the
three-months ended December 31, 1998.  Such increase is due to a new checking
account marketing program and due to a change in the method of charging
overdraft fees.

Non-performing Loans and Loan Loss Provisions

The allowance for loan losses is established through a provision for loan losses
based on management's quarterly asset classification review and evaluation of
the risk inherent in its loan portfolio and changes in the nature and volume of
its loan activity.  Such evaluation, which includes a review of all loans of
which full collection may not be reasonably assured, considers among other
matters, the estimated value of collateral, cash flow analysis, historical loan
loss experience, and other factors that warrant recognition in providing
adequate allowances.  No provision for loan losses was made during the three
month periods ended December 31, 1999 and 1998. Management believes that the
current allowance for loan loss is adequate to absorb possible loan losses in
the existing portfolio. However, future reviews may require additional
provisions.

The following table sets forth information regarding loans delinquent for 90
days or more and real estate owned by the Bank on the dates indicated.


<TABLE>
<CAPTION>
                                                             December 31,                       December 31,
                                                                 1999                               1998
                                                             -------------                     -------------
                                                                         (Dollars in Thousands)
Delinquent loans:
<S>                                                       <C>                               <C>
  Single family mortgage                                           $1,425                            $2,284
  Other mortgage loans                                                  1                                10
  Other loans                                                          49                                30
                                                             ------------                      ------------
            Total delinquent loans                                  1,475                             2,324
Total real estate owned (1)                                           408                                29
                                                             ------------                      ------------
Total non-performing assets                                         1,883                             2,353
Total loans delinquent 90 days or more to
 net loans receivable                                                0.66%                             1.26%
Total loans delinquent 90 days or more to total assets               0.33%                             0.23%
Total nonperforming loans and REO to total assets                    0.42%                             0.59%
(1) Net of valuation allowances
</TABLE>


                                       8
<PAGE>

It is the policy of the Bank to place loans 90 days or more past due on a non-
accrual status by establishing a specific interest reserve that provides for a
corresponding reduction in interest income.  Delinquent loans 90 days or more
past due decreased $849,000. or 36.5% during the three-month period ended
December 31, 1999.

Compensation expense.  For the three-month periods ended December 31, 1999 and
1998, compensation expenses decreased approximately $0.2 million, or 12.30%, to
$1.1 for the three-months ended December 31, 1999, from $1.3 million for the
three-months ended December 31, 1998.  Such decrease was primarily due to the
reduction in RRP expense and cost savings from retirement of the former CEO, net
of salary increases.

Liquidity and Capital Resources

Regulatory liquidity is defined as a percentage of the institution's average
daily balance of net withdrawable deposits and current borrowings, invested with
final maturities no longer than five years.  The Office of Thrift Supervision
requires 1.0% total liquidity.  The Bank met all liquidity requirements during
the three-months ended December 31, 1999.

At December 31, 1999, the Company had various commitments arising in the normal
course of business.  Such commitments were not material and are not expected to
have a material adverse impact on the operations of the Company.

At December 31, 1999, the Bank's capital to asset ratio exceeded all regulatory
requirements.

Year 2000

Changing from the year 1999 to 2000 has the potential to cause problems in data
processing and other date-sensitive systems, a problem known as the Year 2000 or
Y2K dilemma.  The Year 2000 date change can affect any system that uses computer
software programs or computer chips, including automated equipment and
machinery.  For example, many software programs or computer chips store calendar
dates as two-digits rather than four-digit numbers.  These software programs
record the year 1998 as "98."  This approach will work until the Year 2000 when
"00" may be read as 1900 instead of 2000.

Regarding the Company, computer systems are used to perform financial
calculations, track deposits and loan payments, transfer funds and make direct
deposits.  The processing of the Company's loan and deposit transactions is
outsourced to a third-party data processing vendor.  Computer software and
computer chips also are used to run security systems, vaults, communications
networks and other essential bank equipment.

Because of its reliance on these systems (including those used by its third-
party data processing vendor), the Company has followed a comprehensive process
to ensure that such systems are ready for the Year 2000 date change.

To become Y2K compliant, the Company is following a five-step process suggested
by federal bank regulatory agencies.  A description of each of the steps and the
status of the Company's efforts in completing the steps is as follows:

   Step 1.  Awareness and Understanding of the Problem.  The Company has formed
   a Year 2000 team that has investigated the problem and its potential impact
   on the Company's systems.


                                       9
<PAGE>

   This phase also includes education of the Company's employees and customers
   about Y2K issues.  The awareness and understanding phase of this step has
   been completed.  Training and communication has taken place.

   Step 2.  Identification of All Potentially Affected Systems.  This step has
   included a review of all major information technology ("IT") and non-
   information technology ("non-IT") systems to determine how they are impacted
   by Y2K issues.  An inventory has been prepared of all vendors who render IT
   and non-IT services to the Company.  This step is considered complete.

   Step 3.  Assessment and Planning.  The Year 2000 team has completed its
   assessment of which systems and equipment are most prone to placing the
   Company at risk if they are not Y2K compliant.  The project team has
   developed an inventory of its vendors, an inventory of actions to be taken,
   identification of the team members responsible for completion of each action,
   a completion timetable and a project tracking methodology.  Significant
   vendors have been requested to advise the Company in writing of their Y2K
   readiness, including actions to become compliant if they are not already
   compliant.  A plan has been developed to repair or replace systems and
   equipment not currently Y2K compliant.  This step is considered complete.

   Step 4.  Correction and Testing.  The Company's third party data processing
   services as well as vendors who provide significant technology-related
   services have modified their systems to become Y2K compliant.  It has also
   arranged for repair or replacement of equipment programs affected by Y2K
   issues.  The testing and corrections have taken place.

   Step 5.  Implementation.  This step includes repair or replacement of systems
   and computer equipment and the development of contingency plans.  The repair
   and replacement phase is completed.  Contingency plans for how the Company
   would resume business if unanticipated problems arise from non-performance by
   IT and non-IT vendors has been completed and tested.

The Company's efforts to become Y2K compliant are being monitored by its federal
banking regulators.  Failure to be Y2K compliant could subject the Company to
formal supervisory or enforcement actions.

The Company's expenses related to Y2K have not been material. The Company does
not expect to incur additional costs to become Y2K compliant. The Company
presently believes the Y2K issue will not pose significant operating problems
for the Company. However, if compliance is not completed in a satisfactory and
timely manner by third parties on which the Company is dependent, or other
unforeseen problems arise, the Y2K issue could have a material adverse effect on
the operations of the Company.


                                      10
<PAGE>

ITEM 3

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

See discussion of qualitative and quantitative risks in the September 30, 1999
annual report.  There have been no material changes in the market risk of the
Company in the intervening three-month period.



                                      11
<PAGE>

PART II.  OTHER INFORMATION

Item 1.  Legal Proceedings

There are no material legal proceedings to which the Pocahontas Bancorp, Inc. or
the Bank is a party or to which any of their property is subject.  From time-to-
time, the Bank is a party to various legal proceedings incident to its business.

Item 2.  Changes in Securities and Use of Proceeds

None

Item 3.  Defaults Upon Senior Securities

None

Item 4.  Submission of Matters to a Vote of Securities Holders

None

Item 5.  Other Information

None

Item 6.  Exhibits and Reports on Form 8-K

None



                                      12
<PAGE>

                                  SIGNATURES
                                  ----------

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

                            POCAHONTAS BANCORP, INC.


                            /s/ James Edington
Date: 2/14/2000             _____________________________
                            James Edington
                            President and CEO

                            /s/ Dwayne Powell
Date: 2/14/2000             _____________________________
                            Dwayne Powell
                            Chief Financial Officer



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