##### Table of Contents



SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549


FORM 10-Q



| | [X]  |  | Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
| | ---- |  | ---------------------------------------------------------------------------------------
|
| |      |  | For the quarterly period ended June 30, 2003                                           
|
| | [  ] |  | Transition Report Under Section 13 or 15(d) of the Exchange Act                        
|
| |      |  | For the transition period
from__________________to__________________                   

Commission File No. 000-32915

EVERGREENBANCORP, INC.

(Exact Name of Registrant as Specified in Its Charter)


|                                                                         |  |                                                  
|------------------------------------------------------------------------ |  | -------------------------------------------------
|WASHINGTON
(State or Other Jurisdiction of
Incorporation or Organization |  | 91-2097262
(I.R.S. Employer
Identification Number

301 Eastlake Avenue East
Seattle, Washington 98109-5407
(Address of Principal Executive Offices) (Zip Code)

(206) 628-4250
(Registrants Telephone Number, Including Area Code)

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 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:

Common Stock, no par value, outstanding as of August 12, 2003: 1,077,199 shares
No Preferred Stock were issued or outstanding.

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TABLE OF CONTENTS



|                               |                                                                                               |                                                                                                            |  |  |  |  |  | 
|------------------------------ | --------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------- |  |  |  |  |  | 
|PART I  FINANCIAL INFORMATION
|                               | ITEM 1. UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS                                          
|                               |                                                                                               | UNAUDITED CONSOLIDATED BALANCE SHEETS June 30, 2003 and December 31, 2002                                 
|                               |                                                                                               | UNAUDITED CONSOLIDATED STATEMENTS OF INCOME Three-month and six month periods ended June 30, 2003 and 2002
|                               |                                                                                               | UNAUDITED CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY Six months ended June 30, 2003, and 2002        
|                               |                                                                                               | UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS Six months ended June 30, 2003, and 2002                  
|                               |                                                                                               | NOTES TO UNAUDITED CONSOLIDATED INTERIM FINANCIAL INFORMATION                                             
|                               | ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|                               | ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK                           
|                               | ITEM 4. CONTROLS AND PROCEDURES                                                              
|PART II  OTHER INFORMATION   
|                               | ITEM 1. LEGAL PROCEEDINGS                                                                    
|                               | ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS                                            
|                               | ITEM 3. DEFAULTS UPON SENIOR SECURITIES                                                      
|                               | ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS                                  
|                               | ITEM 5. OTHER INFORMATION                                                                    
|                               | ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K                                                     
|SIGNATURES                    
|EXHIBIT 31.1                  
|EXHIBIT 31.2                  
|EXHIBIT 32.1                  
|EXHIBIT 32.2                  



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##### Table of Contents



PART I
FINANCIAL INFORMATION

|                                                                                               |  |                                                                                                                 | 
|---------------------------------------------------------------------------------------------- |  | --------------------------------------------------------------------------------------------------------------- | 
|Item 1. Unaudited Consolidated Financial Statements.                                           | 
|1.                                                                                             |  | Unaudited Consolidated Balance Sheets - June 30, 2003 and December 31,
2002.                                    | 
|2.                                                                                             |  | Unaudited Consolidated Statements of Income - For the three months and
six months ended June 30, 2003 and 2002. | 
|3.                                                                                             |  | Unaudited Consolidated Statements of Shareholders Equity - For the six
months ended June 30, 2003 and 2002.    | 
|4.                                                                                             |  | Unaudited Consolidated Statements of Cash Flows - For the six months
ended June 30, 2003 and 2002.              | 
|5.                                                                                             |  | Notes to Unaudited Consolidated Financial Information.                                                          | 
|Item 2. Managements Discussion
and Analysis of Financial Condition and Results of Operations. | 
|Item 3. Quantitative and Qualitative Disclosures
About Market Risk.                            | 
|Item 4. Controls and Procedures.                                                               | 

PART II
OTHER INFORMATION

|                                                             |  |  | 
|------------------------------------------------------------ |  |  | 
|Item 1. Legal Proceedings.                                   | 
|Item 2. Changes in Securities and Use of Proceeds.           | 
|Item 3. Defaults Upon Senior Securities.                     | 
|Item 4. Submission of Matters to a Vote of Security Holders. | 
|Item 5. Other Information.                                   | 
|Item 6. Exhibits and Reports on Form 8-K.                    | 

| |  |                                                                                                                                                                 
| |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | (a) Exhibits                                                                                                                                                    
| |  | Exhibit 31.1  Certification of Chief Executive Officer Pursuant to Rule 13a-14(a)/15d-14(a)                                                                    
| |  | Exhibit 31.2  Certification of Chief Financial Officer Pursuant to Rule 13a-14(a)/15d-14(a)                                                                    
| |  | Exhibit 32.1  Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350,
as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
| |  | Exhibit 32.2  Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350,
as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
| |  | (b) Reports on Form 8-K                                                                                                                                         

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##### Table of Contents






PART I  FINANCIAL INFORMATION




ITEM 1. UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS




EVERGREENBANCORP, INC.
UNAUDITED CONSOLIDATED BALANCE SHEETS
June 30, 2003 and December 31, 2002
(in thousands, except per share data)

|                                                      |                                                                                                              |   |          |         |              |   |         |         |  
|----------------------------------------------------- | ------------------------------------------------------------------------------------------------------------ | - | -------- | ------- | ------------ | - | ------- | ------- | -
|                                                      |                                                                                                              |   | June 30, |         | December 31,
|                                                      |                                                                                                              |   | 2003     |         | 2002        
|                                                      |                                                                                                              |   |          |         |             
|Assets                                                |                                                                                                              |   |          |         |              |   |         |        
|Cash and cash equivalents:                            |                                                                                                              |   |          |         |              |   |         |        
|                                                      | Cash and due from banks                                                                                      |   | $        | 7,200   |              |   | $       | 9,479   |  
|                                                      | Interest-bearing deposits in financial institutions                                                          |   |          | 1,074   |              |   |         | 6,141   |  
|                                                      | Federal funds sold                                                                                           |   |          | 12,307  |              |   |         | 7,000   |  
|                                                      |                                                                                                              |   |          |         |              |   |         |        
|Total cash and cash equivalents                       |                                                                                                              |   | 20,581   |         |              |   | 22,620  |        
|Securities available for sale                         |                                                                                                              |   | 32,122   |         |              |   | 23,694  |        
|Loans                                                 |                                                                                                              |   |          |         |              |   |         |        
|                                                      | Loans                                                                                                        |   |          | 119,135 |              |   |         | 121,509 |  
|                                                      | Allowance for loan losses                                                                                    |   |          | (1,614  | )            |   |         | (1,690  | )
|                                                      |                                                                                                              |   |          |         |              |   |         |        
|Net loans                                             |                                                                                                              |   | 117,521  |         |              |   | 119,819 |        
|Premises and equipment                                |                                                                                                              |   | 2,104    |         |              |   | 2,174   |        
|Accrued interest and other assets                     |                                                                                                              |   | 1,710    |         |              |   | 1,619   |        
|                                                      |                                                                                                              |   |          |         |              |   |         |        
|Total assets                                          |                                                                                                              | $ | 174,038  |         |              | $ | 169,926 |        
|                                                      |                                                                                                              |   |          |         |              |   |         |        
|Liabilities                                           |                                                                                                              |   |          |         |              |   |         |        
|Deposits                                              |                                                                                                              |   |          |         |              |   |         |        
|                                                      | Noninterest bearing                                                                                          |   | $        | 41,207  |              |   | $       | 38,750  |  
|                                                      | Interest bearing                                                                                             |   |          | 92,684  |              |   |         | 93,424  |  
|                                                      |                                                                                                              |   |          |         |              |   |         |        
|Total deposits                                        |                                                                                                              |   | 133,891  |         |              |   | 132,174 |        
|Federal funds purchased                               |                                                                                                              |   | 2,576    |         |              |   | 3,353   |        
|Advances from Federal Home Loan Bank                  |                                                                                                              |   | 14,712   |         |              |   | 11,783  |        
|Accrued expenses and other liabilities                |                                                                                                              |   | 1,499    |         |              |   | 1,656   |        
|Junior subordinated debt (trust preferred securities) |                                                                                                              |   | 5,000    |         |              |   | 5,000   |        
|                                                      |                                                                                                              |   |          |         |              |   |         |        
|Total liabilities                                     |                                                                                                              |   | 157,678  |         |              |   | 153,966 |        
|Stockholders equity                                  |                                                                                                              |   |          |         |              |   |         |        
|Preferred stock:                                      |                                                                                                              |   |          |         |              |   |         |        
|                                                      | No par value; 100,000 shares authorized; none issued                                                         |   |          |        |              |   |         |        |  
|Common stock and surplus:                             |                                                                                                              |   |          |         |              |   |         |        
|                                                      | No par value; 15,000,000 shares authorized;
1,077,199 shares issued at 2003;
1,075,730 shares issued at 2002 |   |          | 13,619  |              |   |         | 13,597  |  
|Retained earnings                                     |                                                                                                              |   | 2,572    |         |              |   | 2,266   |        
|Accumulated other comprehensive income                |                                                                                                              |   | 169      |         |              |   | 97      |        
|                                                      |                                                                                                              |   |          |         |              |   |         |        
|Total stockholders equity                            |                                                                                                              |   | 16,360   |         |              |   | 15,960  |        
|                                                      |                                                                                                              |   |          |         |              |   |         |        
|Total liabilities and stockholders equity            |                                                                                                              | $ | 174,038  |         |              | $ | 169,926 |        
|                                                      |                                                                                                              |   |          |         |              |   |         |         |  

See accompanying notes to unaudited consolidated financial statements.

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EVERGREENBANCORP, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF INCOME
Three-month and six month periods ended June 30, 2003 and 2002
(in thousands, except per share data)

|                                                         |  |                             |       |                           |  |      |       |      |  |   |       |  |  |   |       | 
|-------------------------------------------------------- |  | --------------------------- | ----- | ------------------------- |  | ---- | ----- | ---- |  | - | ----- |  |  | - | ----- | 
|                                                         |  | Three months ended June 30, |       | Six months ended June 30,
|                                                         |  | 2003                        |       | 2002                      |  | 2003 |       | 2002
|                                                         |  |                             |       |                           |  |      |       |     
|Interest income                                          |  |                             |       |                           |  |      |       |      |  |   |       |  |  |   |       | 
|Loans, including fees                                    |  | $                           | 2,246 |                           |  | $    | 2,522 |      |  | $ | 4,593 |  |  | $ | 5,037 | 
|Federal funds sold and other                             |  |                             | 23    |                           |  |      | 60    |      |  |   | 60    |  |  |   | 109   | 
|Securities available for sale                            |  |                             | 264   |                           |  |      | 147   |      |  |   | 490   |  |  |   | 294   | 
|                                                         |  |                             |       |                           |  |      |       |      |  |   |       |  |  |   |       | 
|Total interest income                                    |  |                             | 2,533 |                           |  |      | 2,729 |      |  |   | 5,143 |  |  |   | 5,440 | 
|Interest expense                                         |  |                             |       |                           |  |      |       |      |  |   |       |  |  |   |       | 
|Deposits                                                 |  |                             | 339   |                           |  |      | 544   |      |  |   | 724   |  |  |   | 1,131 | 
|Federal funds purchased                                  |  |                             | 5     |                           |  |      | 15    |      |  |   | 13    |  |  |   | 33    | 
|Advances from Federal Home Loan Bank                     |  |                             | 148   |                           |  |      | 76    |      |  |   | 281   |  |  |   | 139   | 
|Junior subordinated debt (trust preferred securities)    |  |                             | 61    |                           |  |      | 30    |      |  |   | 122   |  |  |   | 30    | 
|                                                         |  |                             |       |                           |  |      |       |      |  |   |       |  |  |   |       | 
|Total interest expense                                   |  |                             | 553   |                           |  |      | 665   |      |  |   | 1,140 |  |  |   | 1,333 | 
|                                                         |  |                             |       |                           |  |      |       |      |  |   |       |  |  |   |       | 
|Net interest income                                      |  |                             | 1,980 |                           |  |      | 2,064 |      |  |   | 4,003 |  |  |   | 4,107 | 
|Provision for loan losses                                |  |                             | 35    |                           |  |      | 99    |      |  |   | 38    |  |  |   | 188   | 
|                                                         |  |                             |       |                           |  |      |       |      |  |   |       |  |  |   |       | 
|Net interest income after
provision for loan losses      |  |                             | 1,945 |                           |  |      | 1,965 |      |  |   | 3,965 |  |  |   | 3,919 | 
|Noninterest income                                       |  |                             |       |                           |  |      |       |      |  |   |       |  |  |   |       | 
|Service charges on deposit accounts                      |  |                             | 211   |                           |  |      | 169   |      |  |   | 414   |  |  |   | 336   | 
|Net merchant credit card processing                      |  |                             | 36    |                           |  |      | 32    |      |  |   | 78    |  |  |   | 76    | 
|Gain on sales of loans and available-for-sale securities |  |                             | 62    |                           |  |      |      |      |  |   | 62    |  |  |   |      | 
|Other noninterest income                                 |  |                             | 172   |                           |  |      | 173   |      |  |   | 339   |  |  |   | 312   | 
|                                                         |  |                             |       |                           |  |      |       |      |  |   |       |  |  |   |       | 
|Total noninterest income                                 |  |                             | 481   |                           |  |      | 374   |      |  |   | 893   |  |  |   | 724   | 
|Noninterest expense                                      |  |                             |       |                           |  |      |       |      |  |   |       |  |  |   |       | 
|Salaries and employee benefits                           |  |                             | 1,012 |                           |  |      | 944   |      |  |   | 2,030 |  |  |   | 1,913 | 
|Occupancy and equipment                                  |  |                             | 318   |                           |  |      | 294   |      |  |   | 618   |  |  |   | 591   | 
|Other noninterest expense                                |  |                             | 761   |                           |  |      | 599   |      |  |   | 1,432 |  |  |   | 1,192 | 
|                                                         |  |                             |       |                           |  |      |       |      |  |   |       |  |  |   |       | 
|Total noninterest expense                                |  |                             | 2,091 |                           |  |      | 1,837 |      |  |   | 4,080 |  |  |   | 3,696 | 
|                                                         |  |                             |       |                           |  |      |       |      |  |   |       |  |  |   |       | 
|Income before income tax expense                         |  |                             | 335   |                           |  |      | 502   |      |  |   | 778   |  |  |   | 947   | 
|Income tax expense                                       |  |                             | 112   |                           |  |      | 167   |      |  |   | 257   |  |  |   | 311   | 
|                                                         |  |                             |       |                           |  |      |       |      |  |   |       |  |  |   |       | 
|Net income                                               |  | $                           | 223   |                           |  | $    | 335   |      |  | $ | 521   |  |  | $ | 636   | 
|                                                         |  |                             |       |                           |  |      |       |      |  |   |       |  |  |   |       | 
|Basic earnings per share of common stock                 |  | $                           | 0.21  |                           |  | $    | 0.31  |      |  | $ | 0.48  |  |  | $ | 0.59  | 
|Diluted earnings per share of common stock               |  | $                           | 0.21  |                           |  | $    | 0.31  |      |  | $ | 0.48  |  |  | $ | 0.59  | 
|Total Comprehensive Income                               |  | $                           | 267   |                           |  | $    | 354   |      |  | $ | 593   |  |  | $ | 631   | 

See accompanying notes to unaudited consolidated financial statements.

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EVERGREENBANCORP, INC
UNAUDITED CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY
Six months ended June 30, 2003, and 2002 (in thousands, except share and per share data):

|                                  |                                         |                                                                                                               |         |        |   |         |        |          |   |        |       |            |   |        |    |             |    |   |        |     |     |  
|--------------------------------- | --------------------------------------- | ------------------------------------------------------------------------------------------------------------- | ------- | ------ | - | ------- | ------ | -------- | - | ------ | ----- | ---------- | - | ------ | -- | ----------- | -- | - | ------ | --- | --- | -
|                                  |                                         |                                                                                                               |         |        |   |         |        |          |   |        |       |            |   |        |    | Accumulated |    |   |        |    
|                                  |                                         |                                                                                                               |         |        |   |         |        | Common   |   |        |       |            |   | other  |    | Total      
|                                  |                                         |                                                                                                               |         | Common |   | stock   |        |          |   |        |       | comprehen- |   | stock-
|                                  |                                         |                                                                                                               |         | stock  |   | and     |        | Retained |   | sive   |       | holders  
|                                  |                                         |                                                                                                               |         | shares |   | surplus |        | earnings |   | income |       | equity    
|                                  |                                         |                                                                                                               |         |        |   |         |        |          |   |        |       |           
|Balance at January 1, 2002        |                                         |                                                                                                               | 934,817 |        |   | $       | 11,485 |          |   | $      | 3,198 |            |   | $      | 55 |             |    | $ | 14,738 |    
|Comprehensive income              |                                         |                                                                                                               |         |        |   |         |        |          |   |        |       |            |   |        |    |             |    |   |        |    
|                                  | Net income                              |                                                                                                               |         |       |   |         |        |         |   |        |       | 636        |   |        |    |            |    |   |        | 636 |    
|                                  | Other comprehensive
income, net of tax: |                                                                                                               |         |        |   |         |        |          |   |        |       |            |   |        |    |             |    |   |        |     |    
|                                  |                                         | Change in unrealized
gain (loss) on
securities available
for sale, net of
deferred income tax
benefit of $(3) |         |        |  |         |        |          |  |        |       |            |  |        |    |             | (5 | ) |        |     | (5  | )
|                                  |                                         |                                                                                                               |         |        |   |         |        |          |   |        |       |            |   |        |    |             |    |   |        |    
|                                  |                                         | Total comprehensive
income                                                                                    |         |        |   |         |        |          |   |        |       |            |   |        |    |             |    |   |        |     | 631 |  
|Exercise of stock options         |                                         |                                                                                                               | 600     |        |   |         | 9      |          |   |        |       |            |   |        |    |             |    |   | 9      |    
|Cash dividends ($0.157
per share) |                                         |                                                                                                               |        |        |   |         |       |          |   |        | (168  | )          |   |        |   |             |    |   | (168   | )  
|                                  |                                         |                                                                                                               |         |        |   |         |        |          |   |        |       |            |   |        |    |             |    |   |        |    
|Balance at June 30, 2002          |                                         |                                                                                                               | 935,417 |        |   | $       | 11,494 |          |   | $      | 3,666 |            |   | $      | 50 |             |    | $ | 15,210 |    

|                                |                                         |                                                                                                              |           |        |   |         |        |          |   |        |       |            |   |        |     |             |    |   |        |     |     | 
|------------------------------- | --------------------------------------- | ------------------------------------------------------------------------------------------------------------ | --------- | ------ | - | ------- | ------ | -------- | - | ------ | ----- | ---------- | - | ------ | --- | ----------- | -- | - | ------ | --- | --- | 
|                                |                                         |                                                                                                              |           |        |   |         |        |          |   |        |       |            |   |        |     | Accumulated |    |   |        |    
|                                |                                         |                                                                                                              |           |        |   |         |        | Common   |   |        |       |            |   | other  |     | Total      
|                                |                                         |                                                                                                              |           | Common |   | stock   |        |          |   |        |       | comprehen- |   | stock-
|                                |                                         |                                                                                                              |           | stock  |   | and     |        | Retained |   | sive   |       | holders  
|                                |                                         |                                                                                                              |           | shares |   | surplus |        | earnings |   | income |       | equity    
|                                |                                         |                                                                                                              |           |        |   |         |        |          |   |        |       |           
|Balance at January 1, 2003      |                                         |                                                                                                              | 1,075,461 |        |   | $       | 13,597 |          |   | $      | 2,266 |            |   | $      | 97  |             |    | $ | 15,960 |    
|Comprehensive income            |                                         |                                                                                                              |           |        |   |         |        |          |   |        |       |            |   |        |     |             |    |   |        |    
|                                | Net income                              |                                                                                                              |           |       |   |         |        |         |   |        |       | 521        |   |        |     |            |    |   |        | 521 |    
|                                | Other comprehensive
income, net of tax: |                                                                                                              |           |        |   |         |        |          |   |        |       |            |   |        |     |             |    |   |        |     |    
|                                |                                         | Change in unrealized
gain (loss) on
securities available
for sale, net of
deferred income tax
benefit of $37 |           |        |  |         |        |          |  |        |       |            |  |        |     |             | 72 |   |        |     | 72  | 
|                                |                                         |                                                                                                              |           |        |   |         |        |          |   |        |       |            |   |        |     |             |    |   |        |    
|                                |                                         | Total comprehensive
income                                                                                   |           |        |   |         |        |          |   |        |       |            |   |        |     |             |    |   |        |     | 593 | 
|Cash dividends ($.20 per
share) |                                         |                                                                                                              |          |        |   |         |       |          |   |        | (215  | )          |   |        |    |             |    |   | (215   | )  
|Exercise of stock options       |                                         |                                                                                                              | 1,738     |        |   |         | 22     |          |   |        |      |            |   |        |    |             |    |   | 22     |    
|                                |                                         |                                                                                                              |           |        |   |         |        |          |   |        |       |            |   |        |     |             |    |   |        |    
|Balance at June 30, 2003        |                                         |                                                                                                              | 1,077,199 |        |   | $       | 13,619 |          |   | $      | 2,572 |            |   | $      | 169 |             |    | $ | 16,360 |    

See accompanying notes to unaudited consolidated financial statements.

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EVERGREENBANCORP, INC
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
Six months ended June 30, 2003, and 2002
(in thousands, except share and per share data):

|                                                                                           |                                                           |   |         |      |      |   |        |      |  
|------------------------------------------------------------------------------------------ | --------------------------------------------------------- | - | ------- | ---- | ---- | - | ------ | ---- | -
|                                                                                           |                                                           |   | 2003    |      | 2002
|                                                                                           |                                                           |   |         |      |     
|Cash flows from operating activities                                                       |                                                           |   |         |      |      |   |        |     
|Net income                                                                                 |                                                           | $ | 521     |      |      | $ | 636    |     
|Adjustments to reconcile net income to
net cash provided by operating activities:          |                                                           |   |         |      |      |   |        |     
|                                                                                           | Depreciation                                              |   |         | 285  |      |   |        | 229  |  
|                                                                                           | Provision for loan losses                                 |   |         | 38   |      |   |        | 188  |  
|                                                                                           | Net amortization of premium on securities                 |   |         | 78   |      |   |        | 12   |  
|                                                                                           | Gain from sale of loans and available-for-sale securities |   |         | (62  | )    |   |        |      |  
|                                                                                           | Federal Home Loan Bank stock dividends                    |   |         | (39  | )    |   |        | (18  | )
|                                                                                           | Dividends reinvested                                      |   |         | (117 | )    |   |        | (163 | )
|                                                                                           | Other changes, net                                        |   |         | (284 | )    |   |        | (356 | )
|                                                                                           |                                                           |   |         |      |      |   |        |     
|Net cash provided by operating activities                                                  |                                                           |   | 420     |      |      |   | 528    |     
|Cash flows from investing activities                                                       |                                                           |   |         |      |      |   |        |     
|Proceeds from maturities of
securities available for sale                                  |                                                           |   | 3,535   |      |      |   | 165    |     
|Proceeds from sale of loans and
securities available for sale                              |                                                           |   | 5,568   |      |      |   |        |     
|Purchases of securities available for sale                                                 |                                                           |   | (22,010 | )    |      |   | (8,195 | )   
|Proceeds from prepayments of securities available for sale                                 |                                                           |   | 4,726   |      |      |   |       |     
|Net decrease in loans                                                                      |                                                           |   | 2,259   |      |      |   | 1,200  |     
|Purchases of premises and equipment                                                        |                                                           |   | (213    | )    |      |   | (171   | )   
|                                                                                           |                                                           |   |         |      |      |   |        |     
|Net cash used in investing activities                                                      |                                                           |   | (6,135  | )    |      |   | (7,001 | )   
|                                                                                          
|Cash flows from financing activities                                                       |                                                           |   |         |      |      |   |        |     
|Net increase/(decrease) in deposits                                                        |                                                           |   | 1,717   |      |      |   | (2,324 | )   
|Net decrease in federal funds purchased and securities
sold under agreements to repurchase |                                                           |   | (777    | )    |      |   | (36    | )   
|Advances from Federal Home Loan Bank                                                       |                                                           |   | 3,860   |      |      |   | 6,800  |     
|Repayment of advances from Federal Home Loan Bank                                          |                                                           |   | (931    | )    |      |   | (12    | )   
|Proceeds from exercise of stock options                                                    |                                                           |   | 22      |      |      |   | 9      |     
|Proceeds from issuance of trust preferred securities, net                                  |                                                           |   |         |      |      |   | 5,000  |     
|Dividends paid                                                                             |                                                           |   | (215    | )    |      |   | (168   | )   
|                                                                                           |                                                           |   |         |      |      |   |        |     
|Net cash provided by financing activities                                                  |                                                           |   | 3,676   |      |      |   | 9,269  |     
|                                                                                           |                                                           |   |         |      |      |   |        |     
|Net (decrease) increase in cash and cash equivalents                                       |                                                           |   | (2,039  | )    |      |   | 2,796  |     
|Cash and cash equivalents at beginning of year                                             |                                                           |   | 22,620  |      |      |   | 17,166 |     
|                                                                                           |                                                           |   |         |      |      |   |        |     
|Cash and cash equivalents at end of quarter                                                |                                                           | $ | 20,581  |      |      | $ | 19,962 |     
|                                                                                           |                                                           |   |         |      |      |   |        |     

See accompanying notes to unaudited consolidated financial statements

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EVERGREENBANCORP, INC.

NOTES TO UNAUDITED CONSOLIDATED INTERIM FINANCIAL INFORMATION


Note 1: Basis of presentation and accounting policies

The accompanying unaudited condensed consolidated financial statements
include the accounts of EvergreenBancorp, Inc. (Bancorp) and its wholly
owned subsidiaries (collectively referred to as the Company). As of
June 30, 2003, Bancorps subsidiaries were EvergreenBank (the Bank) and
EvergreenBancorp Capital Trust I (the Trust). The financial statements
have been prepared in accordance with accounting principles generally
accepted in the United States of America for interim financial
information. Accordingly, they do not include all of the information and
footnotes required by accounting principles generally accepted in the
United States of America for complete financial statements. In the
opinion of management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been
included. Operating results for the three and six month period ended
June 30, 2003 are not necessarily indicative of the results that may be
expected for the year ending December 31, 2003. For additional
information, refer to the financial statements and footnotes for the year
ended December 31, 2002, filed by Bancorp with the United States
Securities and Exchange Commission.

Organization:Bancorp was formed February 9, 2001 and is a Washington
corporation chartered as a bank holding company. Bancorp owns all of the
issued and outstanding shares of the Bank and all of the common
securities issued by the Trust.

The Bank is a Washington state chartered financial institution that
engages in general commercial and consumer banking operations. The Bank
offers a broad spectrum of personal and business banking services,
including commercial, consumer and real estate lending. The Banks
offices are centered in the Puget Sound region in the Seattle, Lynnwood
and Bellevue communities. Deposits in the Bank are insured by the Federal
Deposit Insurance Corporation.

The Trust is a Delaware business trust organized pursuant to a
Declaration of Trust dated as of May 20, 2002. An Amended and Restated
Declaration of Trust was executed May 23, 2002.

Holding company information:The Bank became a wholly owned subsidiary
of Bancorp on June 20, 2001 in accordance with the Plan and Agreement of
Reorganization and Merger dated February 14, 2001 (the Plan), and
provided that each share of the Banks common stock be exchanged for an
equal number of shares of the common stock of Bancorp. The Plan also
provided that the reorganization be treated similarly to a pooling of
interest for accounting and financial reporting purposes. Accordingly,
the capital accounts of the Bank as of June 20, 2001 were carried
forward, without change, as the capital accounts of Bancorp.

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Principles of consolidation:The accompanying condensed consolidated
financial statements include the combined accounts of Bancorp, the Bank,
and the Trust for all periods reported. All significant intercompany
balances and transactions have been eliminated.

Critical accounting policies and
use of estimates:

The preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make judgments, estimates and
assumptions that affect the reported amounts of assets and liabilities, including contingent amounts,
at the date of the financial statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates. Management has identified
certain policies as being particularly sensitive in terms of judgments and the extent to which
estimates are used. These policies relate to the determination of the allowance for loan losses on
loans, and the fair value of financial instruments and are described in greater detail in subsequent sections
of Managements Discussion and Analysis and in the consolidated financial statements and footnotes thereto
included in the Companys annual report on Form 10-K for
the year ended December 31, 2002. Management believes
that the judgments, estimates and assumptions used in the preparation of the financial statements are appropriate
given the factual circumstances at the time. However, given the sensitivity of the financial statements to these
critical accounting policies, estimates and assumptions could result in material differences in the results of
operations or financial condition.

Stock compensation:

Employee compensation expense under stock options is reported using the
intrinsic value method. No stock-based compensation cost is reflected in net
income, as all options granted had an exercise price equal to or greater than
the market price of the underlying common stock at date of grant. The
following table illustrates the effect on net income and earnings per share if
expense was measured using the fair value recognition provisions of FASB
Statement No. 123, Accounting for Stock-Based Compensation.

|                                                                                  |  |                             |      |      |  |   |      | 
|--------------------------------------------------------------------------------- |  | --------------------------- | ---- | ---- |  | - | ---- | 
|                                                                                  |  | Three Months ended June 30,
|                                                                                  |  | 2003                        |      | 2002
|                                                                                  |  |                             |      |     
|Net income as reported                                                            |  | $                           | 223  |      |  | $ | 335  | 
|Deduct: stock-based compensation expense
determined under fair value based method |  |                             | 14   |      |  |   | 9    | 
|                                                                                  |  |                             |      |      |  |   |      | 
|Pro forma net income                                                              |  | $                           | 209  |      |  | $ | 326  | 
|                                                                                  |  |                             |      |      |  |   |      | 
|Basic earnings per share as reported                                              |  | $                           | 0.21 |      |  | $ | 0.31 | 
|Pro forma basic earnings per share                                                |  |                             | 0.19 |      |  |   | 0.30 | 
|Diluted earnings per share as reported                                            |  |                             | 0.21 |      |  |   | 0.31 | 
|Pro forma diluted earnings per share                                              |  | $                           | 0.19 |      |  | $ | 0.30 | 

|                                                                                  |  |                           |      |      |  |   |      | 
|--------------------------------------------------------------------------------- |  | ------------------------- | ---- | ---- |  | - | ---- | 
|                                                                                  |  | Six Months ended June 30,
|                                                                                  |  | 2003                      |      | 2002
|                                                                                  |  |                           |      |     
|Net income as reported                                                            |  | $                         | 521  |      |  | $ | 636  | 
|Deduct: stock-based compensation expense
determined under fair value based method |  |                           | 25   |      |  |   | 18   | 
|                                                                                  |  |                           |      |      |  |   |      | 
|Pro forma net income                                                              |  | $                         | 496  |      |  | $ | 618  | 
|                                                                                  |  |                           |      |      |  |   |      | 
|Basic earnings per share as reported                                              |  | $                         | 0.48 |      |  | $ | 0.59 | 
|Pro forma basic earnings per share                                                |  |                           | 0.46 |      |  |   | 0.57 | 
|Diluted earnings per share as reported                                            |  |                           | 0.48 |      |  |   | 0.59 | 
|Pro forma diluted earnings per share                                              |  | $                         | 0.46 |      |  | $ | 0.57 | 

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Reclassifications:Certain items in prior periods financial statements
have been reclassified to conform with the current periods
presentation. These reclassifications did not change previously
reported stockholders equity or net income.

Note 2: Stock dividend

On July 8, 2002, the Company effected a 15% stock dividend. All references to
number of shares issued, outstanding (basic and diluted), and earnings per
share, for all periods presented have been restated as if the stock dividend
had actually occurred on January 1, 2002.

Note 3: Stock options

During the second quarter of 2003, no stock options were granted and there
were 574 options exercised. The total stock options outstanding were 106,176
at June 30, 2003 with exercise prices ranging between $12.54 and $16.30 and
expiration dates between October 22, 2003 and March 25,
2013. All options are granted at market value as of date of grant.

Note 4: Investments

Investment securities available for sale include $12,357,000 in mortgage
backed securities at June 30, 2003. This investment by the Bank in
mortgage backed securities qualifies as collateral for advances from the
Federal Home Loan Bank of Seattle. Investment securities available for
sale also include the AMF Adjustable Rate Mortgage Fund with a fair
value of $12,509,000 at June 30, 2003.

Note 5: Junior subordinated debt (trust preferred securities)

On May 23, 2002, Bancorp purchased 155 Floating Rate Common Securities
(liquidation amount $1,000 per common security) (the Common Security) issued
by the Trust. Also on May 23, 2002, the Trust issued 5,000 Floating Rate
Capital Securities (liquidation amount $1,000 per capital security) (the
Capital Securities). The capital securities were sold in a private placement
pursuant to exemption from registration under of the Securities Act of 1933.
The proceeds of the issuance of the common and capital securities, net of
issuing expenses, were used by the Trust to purchase $5,155,000 in principal
amount of Floating Rate Junior Subordinated Deferrable Interest Debentures (the
Debentures) issued by Bancorp. Bancorp invested $4,800,000 of the proceeds
in the Bank. Distributions on the common and capital securities issued by the
Trust are payable quarterly at a variable interest rate, reset quarterly, equal
to the three-month London interbank offered rate (LIBOR) plus 3.5 percent. The
Company recognizes the distributions payable on the capital securities and the
debentures as interest expense for financial reporting purposes. The
debentures mature in 2032 and are redeemable at Bancorps option beginning in
2007. Issuing expenses are being amortized over the thirty year period. The
capital securities are guaranteed on a subordinated basis by Bancorp with
respect to distributions and amounts payable upon liquidation, redemption, or
repayment. The capital securities qualify as Tier 1 capital for regulatory
purposes.

Note 6: Earnings per share

Basic earnings per share of common stock is computed on the basis of the
weighted average number of common stock shares outstanding adjusted for the 15
percent stock dividend of 2002. Diluted earnings per share of common stock is
computed on the basis of the weighted average number of common shares
outstanding plus the effect of the assumed conversion of outstanding stock
options adjusted for the 15 percent stock dividend of 2002.

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A reconciliation of the numerator and denominator used in the calculation of
basic and diluted earnings per share of common stock follows.

(in thousands, except share and per share data):

|                                                                                            |  |                             |           |      |  |   |           | 
|------------------------------------------------------------------------------------------- |  | --------------------------- | --------- | ---- |  | - | --------- | 
|                                                                                            |  | Three months ended June 30,
|                                                                                            |  | 2003                        |           | 2002
|Income (numerator):                                                                         |  |                             |           |      |  |   |           | 
|Net income                                                                                  |  | $                           | 223       |      |  | $ | 335       | 
|                                                                                            |  |                             |           |      |  |   |           | 
|Shares (denominator):                                                                       |  |                             |           |      |  |   |           | 
|Weighted average number of common
stock shares outstanding - basic                          |  |                             | 1,077,174 |      |  |   | 1,075,618 | 
|Dilutive effect of outstanding
employee
and director stock options                          |  |                             | 9,886     |      |  |   | 5,496     | 
|                                                                                            |  |                             |           |      |  |   |           | 
|Weighted average number of common
stock shares outstanding and
assumed conversion - diluted |  |                             | 1,087,060 |      |  |   | 1,081,114 | 
|                                                                                            |  |                             |           |      |  |   |           | 
|Basic earnings per share of
common stock                                                    |  | $                           | 0.21      |      |  | $ | 0.31      | 
|Diluted earnings per share of
common stock                                                  |  | $                           | 0.21      |      |  | $ | 0.31      | 

(in thousands, except share and per share data):

|                                                                                            |  |                           |           |      |  |   |           | 
|------------------------------------------------------------------------------------------- |  | ------------------------- | --------- | ---- |  | - | --------- | 
|                                                                                            |  | Six months ended June 30,
|                                                                                            |  | 2003                      |           | 2002
|Income (numerator):                                                                         |  |                           |           |      |  |   |           | 
|Net income                                                                                  |  | $                         | 521       |      |  | $ | 636       | 
|                                                                                            |  |                           |           |      |  |   |           | 
|Shares (denominator):                                                                       |  |                           |           |      |  |   |           | 
|Weighted average number of common
stock shares outstanding - 
basic                         |  |                           | 1,076,645 |      |  |   | 1,075,330 | 
|Dilutive effect of outstanding employee
and director stock options                          |  |                           | 8,267     |      |  |   | 5,496     | 
|                                                                                            |  |                           |           |      |  |   |           | 
|Weighted average number of common
stock shares outstanding and
assumed conversion - diluted |  |                           | 1,084,912 |      |  |   | 1,080,826 | 
|                                                                                            |  |                           |           |      |  |   |           | 
|Basic earnings per share of common stock                                                    |  | $                         | 0.48      |      |  | $ | 0.59      | 
|Diluted earnings per share of common stock                                                  |  | $                         | 0.48      |      |  | $ | 0.59      | 

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Note 7: Commitments and contingencies

In the normal course of business, there are various commitments and contingent
liabilities (such as guarantees, commitments to extend credit, letters of
credit, and lines of credit) that are not presented in the financial
statements. Such off-balance-sheet items are recognized in the financial
statements when they are funded or related fees are received. The Company uses
the same credit policies in making commitments and conditional obligations as
it does for on-balance-sheet instruments. The off-balance-sheet items do not
represent unusual elements of credit risk in excess of the amounts recognized
in the balance sheets.

The distribution of commitments to extend credit approximates the distribution
of loans outstanding. Commercial and standby letters of credit and similar
arrangements are granted primarily to commercial borrowers.

The Company is not aware of any claims or lawsuits that would have a materially
adverse effect on the financial position of the Company.

The Companys significant commitments at June 30 were as follows (in
thousands):

|                                                   |  |      |        |      |  |   |        | 
|-------------------------------------------------- |  | ---- | ------ | ---- |  | - | ------ | 
|                                                   |  | 2003 |        | 2002
|                                                   |  |      |        |     
|Lines of credit                                    |  | $    | 37,143 |      |  | $ | 35,586 | 
|Standby letters of credit and similar arrangements |  |      | 203    |      |  |   | 258    | 

Note 8: Newly Issued But Not Yet Effective Accounting Standards

The Financial Accounting Standards Board (FASB) recently issued two new
accounting standards, Statement 149, Amendment of Statement 133 on Derivative
Instruments and Hedging Activities, and Statement 150, Accounting for Certain
Financial Instruments with Characteristics of both Liabilities and Equities,
both of which generally become effective in the quarter beginning July 1, 2003.

Because the Company is not involved in derivative instruments or hedging
activities, Statement 149 will not materially affect the Companys operating
results or financial condition.

Under the new standard for certain liabilities and equity instruments,
mandatorily redeemable instruments such as trust preferred securities are
considered liabilities and not part of mezzanine (or temporary) equity. The
Company will continue to carry these instruments as liabilities in the
consolidated balance sheet.




ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

EvergreenBancorp, Inc. (Bancorp) is a Washington chartered bank holding
company formed in 2001 and headquartered in Seattle, Washington. Bancorp has
as its primary business activity ownership of EvergreenBank (the Bank) and a
financing entity, EvergreenBancorp Capital Trust I (Trust). The Banks
principal business is personal and business banking. Services offered include
commercial, real estate and consumer lending; savings, checking and certificate
of deposit accounts; financial planning and investment services, and merchant
credit card processing services. The Bank conducts business from three
locations: the main office northeast of downtown Seattle, the Lynnwood branch
office north of Seattle, and the downtown Bellevue branch office east of
Seattle. A fourth branch office is expected to open in Federal Way, south of
Seattle, in September of 2003.

The Banks results of operations primarily depend on net interest income, which
is the difference between interest income on loans and investments and interest
expense on deposits and borrowed funds. The Banks operating results are also
affected by loan fees, service charges on deposit accounts, merchant credit
card processing fees, gains from sales of loans and investments and other
noninterest income. Operating expenses of the Bank include employee
compensation and benefits, occupancy and equipment costs, federal deposit
insurance premiums and other administrative expenses.

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The Banks results of operations are further affected by economic and
competitive conditions, particularly changes in market interest rates. Results
are also affected by monetary and fiscal policies of federal agencies, and
actions of regulatory authorities.

The following discussion contains a review of the consolidated operating
results and financial condition of Bancorp and its wholly-owned subsidiaries
(collectively referred to as the Company) for the second quarter of 2003.
This discussion should be read in conjunction with the unaudited consolidated
financial statements and accompanying notes contained elsewhere in this report.
When warranted, comparisons are made to the same period in 2002 and to the
previous year ended December 31, 2002. For additional information, refer to the
audited consolidated financial statements and footnotes of EvergreenBancorp,
Inc. for the year ended December 31, 2002.

RESULTS OF OPERATIONS

Net Income

Three months and six months ended June 30, 2003 and 2002

For the second quarter of 2003, the Company reported net income of $223,000
compared to $335,000 for the second quarter of 2002, a reduction of 33.43
percent. The main reason for reduced profits in the second quarter were lower
net interest income due to compression in the net interest margin, and
increased operating expenses, offset in part by higher non-interest income.
Basic and diluted earnings per common share were $0.21 for the second quarter
of 2003 compared to $0.31 for the same period one year ago.

For the second quarter of 2003, return on average common equity and return on
average assets was 5.95 percent and 0.55 percent respectively, compared to
8.85 percent and 0.85 percent for the same period one year ago.

For the first six months of 2003 net income was $521,000, compared with
$636,000 for the first six months of 2002, a decrease of 18.08 percent. Basic
and diluted earnings per common share were $0.48 for the first six months of
2003 and $0.59 for the same period of 2002. Return on average assets was 0.59
percent for 2003 and 0.80 percent for 2002. Return on average common equity was
6.31 percent for the first six months of 2003 and 8.58 percent for the same
period of 2002. Additional analysis of financial components is contained in the
discussion that follows. Unless otherwise stated comparisons are between the
second quarter of 2003 and 2002.

Net Interest Income and Net Interest Margin

The Companys principal source of earnings is net interest income, which is the
difference between interest income on loans and investments and interest
expense on deposits and borrowed funds. Several factors can contribute to
changes in net interest income, such as changes in average balances or in the
rates on earning assets and rates paid for interest bearing liabilities, the
level of noninterest bearing deposits, the level of shareowners equity, and
the level of nonaccrual loans.

Net interest income before provision for loan losses was $1,980,000 for the
second quarter of 2003, compared to $2,064,000 for the same period in 2002, a
reduction of 4.07 percent. Net interest income was $4,003,000 for the first six
months of 2003, compared with $4,107,000 for the six months of 2002, a decrease
of 2.53 percent. The decrease in net interest income for the second quarter
was primarily due to the impact of lower interest rates and a change in the mix
of assets and liabilities. Changes in mix include lower levels of loans and
higher investment balances.

The net interest margin, which is the ratio of taxable-equivalent net interest
income to average earning assets, was 5.12 percent for the first six months of
2003 compared to 5.52 percent for the same period one year ago. The weighted
average yield on interest earning assets was 6.63 percent for the first six
months of 2003, a decrease of 0.69 percent, compared to 7.32 percent in 2002.
Interest expense as a percentage of average earning assets was 1.47 percent for
the first six months of 2003, a decrease of 0.30 percent compared to 1.77
percent in 2002.

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Interest income for the three months ended June 30, 2003 was $2,533,000
compared to $2,729,000 for the three months ended June 30, 2002, a decrease of
$196,000 or 7.18 percent. This decrease was due primarily
to falling interest rates and a change in the mix of interest-earning assets
from loans to securities. Average loans outstanding for the three months ended
June 30, 2003 were $5,106,000 lower than the three months ended June 30, 2002.
Interest income for the six months ended June 30, 2003 was $5,143,000 compared
with $5,440,000 for the six months ended June 30, 2002, a decrease of 5.46
percent.

Interest expense for the three months ended June 30, 2003 was $553,000 compared
to $665,000 for the three months ended June 30, 2002, a decrease of $112,000 or
16.84 percent. Interest expense for the six months ended June 30, 2003 was
$1,140,000 compared with $1,333,000 for the same period a year ago, a decrease
of $193,000 or 14.48 percent. The decrease in interest expense for the second
quarter was primarily due to falling interest rates and a higher percentage mix
of lower cost deposits, partially offset by higher levels of borrowings.

Noninterest Income/Expense

Noninterest income in the second quarter of 2003 was $481,000 compared to
$374,000 in the same quarter of 2002, an increase of $107,000 or 28.61 percent.
Noninterest income for the six months ended June 30, 2003 was $893,000 compared
with $724,000 for the same period of 2002, an increase of $169,000 or 23.34
percent. The increase in the second quarter was primarily due to higher revenue
from service charges on deposit accounts and gains on sale of investments.

Noninterest expense was $2,091,000 in the second quarter of 2003, compared to
$1,837,000 in the same quarter of 2002, an increase of $254,000 or 13.83
percent. Noninterest expense was $4,080,000 for the six months of 2003,
compared with $3,696,000 for the same period of 2002, an increase of $384,000
or 10.39 percent. The increase was primarily due to increased professional
expenses including the costs associated with engaging an outside consultant
specializing in bank efficiency and cost containment, and higher technology
costs.

Provision and Allowance for Loan Losses

The provision for loan losses was $35,000 for the second quarter of 2003
compared to $99,000 for the same quarter of 2002. The provision for loan losses
for six months ended June 30, 2003 was $38,000 compared to $188,000 for the
same period of 2002. The decrease in the provision for both the second quarter
and the year to date was mostly due to reduced loan levels and fewer classified
credits.

At June 30, 2003, the allowance for loan losses was $1,614,000 compared to
$1,690,000 at December 31, 2002. The ratio of the allowance to total loans
outstanding was 1.35 percent and 1.40 percent at June 30, 2003, and December
31, 2002.

Management evaluates the adequacy of the allowance for loan losses on a monthly
basis after consideration of a number of factors, including the volume and
composition of the loan portfolio, potential impairment of individual loans,
concentrations of credit, past loss experience, current delinquencies,
information about specific borrowers, current economic conditions, loan
commitments outstanding and other factors. Although management believes the
allowance for loan losses was at a level adequate to absorb probable incurred
losses on existing loans at June 30, 2003, there can be no assurance that such
losses will not exceed estimated amounts.

While management is encouraged by recent indications of an improving national
economy, local economic conditions could still adversely affect cash flows for
both commercial and individual borrowers, as a result of which the Company
could experience increases in problem assets, delinquencies and losses on
loans.

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FINANCIAL CONDITION

Loans

At June 30, 2003, loans totaled $119,135,000, a reduction of $2,374,000 or 1.95
percent over December 31, 2002. The decrease in loan balances is attributed to
reduced economic activity and loan payoffs as
borrowers refinance in the low interest rate environment. At June 30, 2003, the
Bank had $87,833,000 in loans secured by real estate. The collectibility of a
substantial portion of the loan portfolio is susceptible to changes in economic
and market conditions in the region. The Bank generally requires collateral on
all real estate exposures and typically maintains loan-to-value ratios of no
greater than 80 percent.

The following tables set out the composition of the types of loans, the
allocation of the allowance for loan losses and the analysis of the
allowance for loan losses:

Types of Loans

|                   |                        |      |         |        |  |   |         |        | 
|------------------ | ---------------------- | ---- | ------- | ------ |  | - | ------- | ------ | 
|(in thousands)     |                        | 2003 |         | 2002  
|                   |                        |      |         |       
|Commercial         |                        | $    | 46,976  |        |  | $ | 47,603  |       
|Real estate:       |                        |      |         |        |  |   |         |       
|                   | Commercial             |      |         | 41,003 |  |   |         | 42,497 | 
|                   | Construction           |      |         | 6,398  |  |   |         | 5,574  | 
|                   | Residential
1-4 family |      |         | 10,093 |  |   |         | 10,821 | 
|Consumer and other |                        |      | 14,665  |        |  |   | 15,014  |       
|                   |                        |      |         |        |  |   |         |       
|Total              |                        | $    | 119,135 |        |  | $ | 121,509 |       
|                   |                        |      |         |        |  |   |         |       

Allocation of the Allowance for Loan Losses

In the following table, the allowance for loan losses at June 30, 2003, and 2002 has been
allocated among major loan categories based on a number of factors including quality, volume,
current economic outlook and other business considerations.

The analysis of the allowance for loan losses should not be interpreted as an
indication that chargeoffs will occur in these amounts or proportions, or that the allocation
indicates future chargeoff trends. Furthermore, the portion allocated to each category
is not the total amount available for future losses that might occur within each category.

|                    |                        |        |       |                |               |        |               |                |               |   |      |     |               |  |      |    | 
|------------------- | ---------------------- | ------ | ----- | -------------- | ------------- | ------ | ------------- | -------------- | ------------- | - | ---- | --- | ------------- |  | ---- | -- | 
|                    |                        |        |       |                |               |        | % of loans in |                |               |   |      |     | % of loans in
|                    |                        |        | 2003  |                | each category |        | 2002          |                | each category
|(in thousands)      |                        | Amount |       | to Total Loans |               | Amount |               | to Total Loans
|                    |                        |        |       |                |               |        |               |               
|Commercial          |                        | $      | 859   |                |               |        | 40            | %              |               | $ | 983  |     |               |  | 42   | % 
|Real estate:        |                        |        |       |                |               |        |               |                |               |   |      |     |               |  |      |   
|                    | Commercial             |        |       | 445            |               |        |               | 34             |               |   |      | 360 |               |  |      | 30 | 
|                    | Construction           |        |       | 64             |               |        |               | 5              |               |   |      | 68  |               |  |      | 5  | 
|                    | Residential 1-4 family |        |       | 8              |               |        |               | 9              |               |   |      | 12  |               |  |      | 10 | 
|Consumer and other  |                        |        | 238   |                |               |        | 12            |                |               |   | 275  |     |               |  | 13   |   
|                    |                        |        |       |                |               |        |               |                |               |   |      |     |               |  |      |   
|Total               |                        | $      | 1,614 |                |               |        | 100           | %              |               | $ | 1698 |     |               |  | 100  | % 
|                    |                        |        |       |                |               |        |               |                |               |   |      |     |               |  |      |   
|% of Loan portfolio |                        |        | 1.35  |                |               |        |               |                |               |   |      |     |               |  | 1.40 |   

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Analysis of Allowance for Loan Losses

The following table summarizes transactions in the allowance for loan losses and details the
chargeoffs, recoveries and net loan losses by loan category for the last two years.

|                                                     |                        |      |                           |      |  |   |       |    | 
|---------------------------------------------------- | ---------------------- | ---- | ------------------------- | ---- |  | - | ----- | -- | 
|                                                     |                        |      | Six months ending June 30
|                                                     |                        |      |                          
|(in thousands)                                       |                        | 2003 |                           | 2002
|                                                     |                        |      |                           |     
|Beginning Balance                                    |                        | $    | 1690                      |      |  | $ | 1498  |   
|Chargeoffs                                           |                        |      |                           |      |  |   |       |   
|Commercial                                           |                        |      | 27                        |      |  |   | 6     |   
|Real estate:                                         |                        |      |                           |      |  |   |       |   
|                                                     | Commercial             |      |                           | 0    |  |   |       | 0  | 
|                                                     | Construction           |      |                           | 0    |  |   |       | 0  | 
|                                                     | Residential 1-4 family |      |                           | 91   |  |   |       | 0  | 
|Consumer and other                                   |                        |      | 27                        |      |  |   | 17    |   
|                                                     |                        |      |                           |      |  |   |       |   
|Total chargeoffs                                     |                        | $    | 145                       |      |  | $ | 23    |   
|Recoveries                                           |                        |      |                           |      |  |   |       |   
|Commercial                                           |                        | $    | 6                         |      |  | $ | 14    |   
|Real estate:                                         |                        |      |                           |      |  |   |       |   
|                                                     | Commercial             |      |                           | 20   |  |   |       |    | 
|                                                     | Construction           |      |                           | 0    |  |   |       | 1  | 
|                                                     | Residential 1-4 family |      |                           | 0    |  |   |       | 0  | 
|Consumer and other                                   |                        |      | 5                         |      |  |   | 20    |   
|                                                     |                        |      |                           |      |  |   |       |   
|Total Recoveries                                     |                        | $    | 31                        |      |  | $ | 35    |   
|                                                     |                        |      |                           |      |  |   |       |   
|Net chargeoffs/(recoveries)                          |                        | $    | 114                       |      |  | $ | (12   | ) 
|Provision                                            |                        |      | 38                        |      |  |   | 188   |   
|                                                     |                        |      |                           |      |  |   |       |   
|Ending balance                                       |                        | $    | 1,614                     |      |  | $ | 1,698 |   
|                                                     |                        |      |                           |      |  |   |       |   
|Ratio of net chargeoffs to
average loans outstanding |                        |      | 0.10                      | %    |  |   | (0.01 | %)

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Investments

At June 30, 2003, investments totaled $32,122,000, an increase of $8,428,000 or
35.57 percent from $23,694,000 at December 31, 2002. The increase in
investments was funded primarily with the reinvestment of excess liquidity from
loan payoffs and proceeds from Federal Home Loan Bank advances.

Deposits

At June 30, 2003, total deposits were $133,891,000, compared to $132,174,000 at
December 31, 2002. This represents a 1.30 percent increase from December 31,
2002. Non-interest bearing deposits totaled $41,207,000 at June 30, 2003
compared to $38,750,000 at December 31, 2002. Interest bearing deposits totaled
$92,684,000, a reduction of $740,000 or 0.79 percent at December 31, 2002.

Borrowings

At June 30, 2003, the Banks Federal Home Loan Bank borrowings were
$14,712,000, compared to $11,783,000 at December 31, 2002. This represents a
24.85 percent increase from December 31, 2002 and is due to additional
borrowings of $3,860,000, net of repayments of $931,000.

Stockholders Equity and Capital Resources

Stockholders equity totaled
$16,360,000 at June 30, 2003, an increase of
$400,000 or 2.5 percent over December 31, 2002. This increase is principally
due to net income, higher unrealized gains in the available-for-sale
securities portfolio, and was substantially offset by the payment of cash
dividends to shareholders totaling $215,000.

Book value per share was $15.19 at June 30, 2003 compared to $14.84 at December
31, 2002. Book value per share is calculated by dividing total equity by total
shares outstanding.

The following table displays the capital ratios at June 30, 2003 and December
31, 2002 for EvergreenBancorp and the Bank. As the table illustrates, the
capital ratios exceed those required to be considered well-capitalized.

|                                         |  |        |        |       |  |        |       |          |  |             |        |       |  |                   |      |                  |  |               |        |  |  |  |       |  
|---------------------------------------- |  | ------ | ------ | ----- |  | ------ | ----- | -------- |  | ----------- | ------ | ----- |  | ----------------- | ---- | ---------------- |  | ------------- | ------ |  |  |  | ----- | -
|                                         |  |        |        |       |  |        |       |          |  |             |        |       |  |                   |      |                  |  | Minimum to Be |        |  |  | 
|                                         |  |        |        |       |  |        |       |          |  | Minimum for |        |       |  |                   |      | Well Capitalized |  |               |        | 
|                                         |  |        |        |       |  |        |       |          |  | Capital     |        |       |  |                   |      | Under the Prompt |  |               |        | 
|                                         |  |        |        |       |  |        |       |          |  | Adequacy    |        |       |  |                   |      | Corrective       |  |               |        | 
|                                         |  | Actual |        |       |  |        |       | Purposes |  |             |        |       |  | Action Provisions |      |                  |  |              
|                                         |  | Amount |        | Ratio |  | Amount |       | Ratio    |  | Amount      |        | Ratio
|                                         |  |        |        |       |  |        |       |          |  |             |        |      
|June 30, 2003                            |  |        |        |       |  |        |       |          |  |             |        |       |  |                   |      |                  |  |               |        |  |  |  |       |  
|Total
Capital
(to risk-weighted assets)  |  |        |        |       |  |        |       |          |  |             |        |       |  |                   |      |                  |  |               |        |  |  |  |       |  
|EvergreenBancorp                         |  | $      | 22,804 |       |  |        | 17.05 | %        |  | $           | 10,699 |       |  |                   | 8.00 | %                |  | $             | 13,374 |  |  |  | 10.00 | %
|EvergreenBank                            |  |        | 22,215 |       |  |        | 16.80 | %        |  |             | 10,576 |       |  |                   | 8.00 | %                |  |               | 13,220 |  |  |  | 10.00 | %
|Tier 1 Capital
(to risk-weighted assets) |  |        |        |       |  |        |       |          |  |             |        |       |  |                   |      |                  |  |               |        |  |  |  |       |  
|EvergreenBancorp                         |  |        | 21,190 |       |  |        | 15.84 | %        |  |             | 5,350  |       |  |                   | 4.00 | %                |  |               | 8,024  |  |  |  | 6.00  | %
|EvergreenBank                            |  |        | 20,601 |       |  |        | 15.58 | %        |  |             | 5,288  |       |  |                   | 4.00 | %                |  |               | 7,932  |  |  |  | 6.00  | %
|Tier 1 Capital
(to average assets)       |  |        |        |       |  |        |       |          |  |             |        |       |  |                   |      |                  |  |               |        |  |  |  |       |  
|EvergreenBancorp                         |  |        | 21,190 |       |  |        | 12.25 | %        |  |             | 6,917  |       |  |                   | 4.00 | %                |  |               | 8,646  |  |  |  | 5.00  | %
|EvergreenBank                            |  |        | 20,601 |       |  |        | 12.25 | %        |  |             | 6,727  |       |  |                   | 4.00 | %                |  |               | 8,409  |  |  |  | 5.00  | %
|December 31, 2002                        |  |        |        |       |  |        |       |          |  |             |        |       |  |                   |      |                  |  |               |        |  |  |  |       |  
|Total Capital
(to risk-weighted assets)  |  |        |        |       |  |        |       |          |  |             |        |       |  |                   |      |                  |  |               |        |  |  |  |       |  
|EvergreenBancorp                         |  |        | 22,499 |       |  |        | 17.20 | %        |  |             | 10,467 |       |  |                   | 8.00 | %                |  |               | 13,084 |  |  |  | 10.00 | %
|EvergreenBank                            |  |        | 22,071 |       |  |        | 16.87 | %        |  |             | 10,467 |       |  |                   | 8.00 | %                |  |               | 13,084 |  |  |  | 10.00 | %
|Tier 1 Capital
(to risk-weighted assets) |  |        |        |       |  |        |       |          |  |             |        |       |  |                   |      |                  |  |               |        |  |  |  |       |  
|EvergreenBancorp                         |  |        | 20,863 |       |  |        | 15.95 | %        |  |             | 5,234  |       |  |                   | 4.00 | %                |  |               | 7,850  |  |  |  | 6.00  | %
|EvergreenBank                            |  |        | 20,438 |       |  |        | 15.62 | %        |  |             | 5,234  |       |  |                   | 4.00 | %                |  |               | 7,850  |  |  |  | 6.00  | %
|Tier 1 Capital
(to average assets)       |  |        |        |       |  |        |       |          |  |             |        |       |  |                   |      |                  |  |               |        |  |  |  |       |  
|EvergreenBancorp                         |  |        | 20,863 |       |  |        | 12.78 | %        |  |             | 6,530  |       |  |                   | 4.00 | %                |  |               | 8,162  |  |  |  | 5.00  | %
|EvergreenBank                            |  |        | 20,438 |       |  |        | 12.53 | %        |  |             | 6,527  |       |  |                   | 4.00 | %                |  |               | 8,158  |  |  |  | 5.00  | %

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##### Table of Contents



Liquidity

Liquidity is defined as the ability to provide sufficient cash to fund
operations and meet obligations and commitments on a timely basis. Through
asset and liquidity management, the Company controls its liquidity position to
ensure that sufficient funds are available to meet the needs of depositors,
borrowers, and creditors.

In addition to cash and cash equivalents, asset liquidity is provided by the
available-for-sale securities portfolio. More than 51 percent of the investment
balances within this portfolio mature within one year. Liquidity is further
enhanced by deposit growth, federal funds purchased and securities sold under
agreements to repurchase, borrowings, and planned cash flows, maturities and
sales of investments and loans.

The consolidated statement of cash flows contained in this report provides
information on the sources and uses of cash for the respective year-to-date
periods ending June 30, 2003 and 2002. See Bancorps annual report on Form 10-K
filed with the SEC for the year ended December 31, 2002 for additional
information.




ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There were no material changes in information about market risk from that
provided in the Companys annual report on Form 10-K for the year ended
December 31, 2002.

Net interest income analysis for 2002

December 31, 2002 (in thousands); rate changes in basis points (bp) = 1/100 of
1%.

|                      |  |                          |      |                |  |  |      |  
|--------------------- |  | ------------------------ | ---- | -------------- |  |  | ---- | -
|                      |  | ANNUALIZED DOLLAR CHANGE |      |                |  | 
|IMMEDIATE RATE CHANGE |  | IN NET INTEREST INCOME   |      | PERCENT CHANGE
|                      |  |                          |      |               
|+100bp                |  | $                        | 314  |                |  |  | 3.9  | %
|+ 50bp                |  |                          | 157  |                |  |  | 1.9  |  
|- 50bp                |  |                          | (230 | )              |  |  | (2.9 | )
|-100bp                |  |                          | (459 | )              |  |  | (5.8 | )

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The table above indicates that at December 31, 2002, the effect of an immediate
100 basis point increase in interest rates would increase the Companys net
interest income by 3.9 percent or approximately $314,000. An immediate 100
basis point decrease in rates indicates a potential reduction of net interest
income by 5.8 percent or approximately $459,000.

While net interest income or rate shock analysis is a useful tool to assess
interest rate risk, the methodology has inherent limitations. For example,
certain assets and liabilities may have similar maturities or periods to
repricing, but may react in different degrees to changes in market interest
rates. Prepayment and early withdrawal levels could vary significantly from
assumptions made in calculating the tables. In addition, the ability of
borrowers to service their debt may decrease in the event of significant
interest rate increases. Finally, actual results may vary as management may not
adjust rates equally as general levels of interest rates rise or fall.

The Company does not use interest rate risk management products, such as
interest rate swaps, hedges, or derivatives. Management believes that the Banks
interest rate risk has not changed significantly from the levels indicated as
of December 31, 2002.




ITEM 4. CONTROLS AND PROCEDURES

An evaluation was performed under the supervision and with the participation of
the Companys management, including the Chief Executive Officer and Chief
Financial Officer, of the effectiveness of the design and operation of the
Companys disclosure controls and procedures (as defined in Rule 13a-15(e)
promulgated under the Securities and Exchange Act of 1934, as amended) as of
June 30, 2003. Based upon, and as of the date of that evaluation, the Chief
Executive Officer and Chief Financial Officer concluded that the Companys
disclosure controls and procedures are effective, in all material respects, in
timely alerting them to material information relating to the Company (and its
consolidated subsidiaries) required to be included in the periodic reports the
Company is required to file and submit to the SEC under the Exchange Act.

There were no significant changes to the Companys internal controls or in
other factors that could significantly affect these internal controls
subsequent to the date the Company carried out its evaluation of its internal
controls. There were no significant deficiencies or material weaknesses
identified in the evaluation and, therefore, no corrective actions were taken.

Forward-Looking Information Statement

This report contains certain forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. EvergreenBancorp, Inc. (the
Company) intends such forward-looking statements to be covered by the safe
harbor provisions for forward-looking statements contained in the Private
Securities Litigation Reform Act of 1995 and is including this statement for
purposes of these safe harbor provisions. Forward-looking statements, which are
based on certain assumptions and describe future plans, strategies, and
expectations of the Company, are generally identifiable by use of the words
believe, expect, intend, anticipate, estimate, project, or similar
expressions. The Companys ability to predict results or the actual effect of
future plans or strategies is inherently uncertain. Important factors which
could cause actual events to differ from the Companys expectation include, but
are not limited to: fluctuation in interest rates and loan and deposit pricing,
which could reduce the Companys net interest margins, asset valuations and
expense expectations; a deterioration in the economy or business conditions,
either nationally or in the Companys market areas, that could increase
credit-related losses and expenses; a national or local disaster, including

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acts of terrorism; challenges the Company may experience in retaining or
replacing key executives or employees in an effective manner; increases in
defaults by borrowers and other loan delinquencies resulting in increases in
the Companys provision for loan losses and related expenses; higher than
anticipated costs related to business combinations and the integration of
acquired businesses which may be more difficult or expensive than expected, or
slower than expected earning assets growth which could extend anticipated
breakeven periods relating to such strategic expansion; significant increases
in competition; legislative or
regulatory changes applicable to bank holding companies or the Companys
banking or other subsidiaries; and possible changes in tax rates, tax laws, or
tax law interpretation.




PART II  OTHER INFORMATION




ITEM 1. LEGAL PROCEEDINGS

Bancorp and the Bank from time to time may be parties to various legal actions
arising in the normal course of business. Management believes that there is no
proceeding threatened or pending against Bancorp or the Bank which, if
determined adversely, would have a material adverse effect on the consolidated
financial conditions or results of operations of the Company.




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 SECURITY HOLDERS

(a)  Bancorps Annual Meeting of Stockholders was held on April 17, 2003 at
301 Eastlake Avenue East, Seattle, Washington.

(b)  Current directors, Robert J. Grossman, Gerald O. Hatler, and Stan W.
McNaughton, were each duly elected to serve a three year term expiring in 2006.
The terms of the following directors continued after the meeting: Richard W.
Baldwin, C. Don Filer, and Carole J. Grisham (each with terms expiring in
2004), and J. Thomas Handy, and Robert W. Howisey (each with terms expiring in
2005).

(c)  A brief description of each matter voted upon at the Annual Meeting of
Stockholders and the number of votes cast for, against or withheld, including a
separate tabulation with respect to each nominee for office is presented below:

1.     Election of Directors.To elect three directors to serve until the annual
meeting of stockholders to be held in 2006. The nominating committee nominated
current directors, Robert J. Grossman, Gerald O. Hatler, and Stan W. McNaughton
each to serve a three year term.

|                   |  |     |         |         |  |          |       |  |  |  |   | 
|------------------ |  | --- | ------- | ------- |  | -------- | ----- |  |  |  | - | 
|Director           |  | For |         | Against |  | Withheld
|Robert J. Grossman |  |     | 861,354 |         |  |          | 3,125 |  |  |  | 0 | 
|Gerald O. Hatler   |  |     | 857,698 |         |  |          | 2,987 |  |  |  | 0 | 
|Stan W. McNaughton |  |     | 864,001 |         |  |          | 2,419 |  |  |  | 0 | 

2.     Amendment to Stock Option Plan.To vote on a proposed amendment to the 2000
EvergreenBancorp Stock Option Plan as described in the Proxy Statement. The
stockholders approved the amendment with 696,265 votes cast for the proposal,
19,119 votes cast against, and 8,732 abstentions.

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3.     Ratification of Auditors.To ratify the appointment of Crowe, Chizek and
Company LLC as the Companys independent auditors for fiscal year 2003. The
stockholders ratified the appointment with 843,586 votes cast for the proposal,
817 votes against, and 22,017 abstentions.




ITEM 5. OTHER INFORMATION

On July 17, 2003, the Bancorp Board of Directors duly elected Russel E.
Olson to fill the director position left vacant upon the retirement of
Marceline Duncan. Mr. Olson is a retired Vice President of Finance and
Treasurer of Puget Sound Power and Light Company and served as a director on
the board of Pacific Northwest Bank and its predecessor, Interwest Bank from
1988 to April 22, 2003




ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

|    |          |                                                                                                                                                                                                                                                                                                                                                       
|--- | -------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(a) | Exhibits
|    |          |                                                                                                                                                                                                                                                                                                                                                       
|    |          | Exhibit 31.1  Certification of Chief Executive Officer Pursuant to Rule 13a-14(a)/15d-14(a)                                                                                                                                                                                                                                                          
|    |          |                                                                                                                                                                                                                                                                                                                                                       
|    |          | Exhibit 31.2  Certification of Chief Financial Officer Pursuant to Rule 13a-14(a)/15d-14(a)                                                                                                                                                                                                                                                          
|    |          |                                                                                                                                                                                                                                                                                                                                                       
|    |          | Exhibit 32.1  Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as
Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002                                                                                                                                                                                      
|    |          |                                                                                                                                                                                                                                                                                                                                                       
|    |          | Exhibit 32.2  Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as
Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002                                                                                                                                                                                      
|    |          |                                                                                                                                                                                                                                                                                                                                                       
|(b) |          | Reports on Form 8-K                                                                                                                                                                                                                                                                                                                                   
|    |          |                                                                                                                                                                                                                                                                                                                                                       
|    |          | The following Forms 8-K were filed during the second quarter 2003:                                                                                                                                                                                                                                                                                    
|    |          |                                                                                                                                                                                                                                                                                                                                                       
|    |          | 1. Bancorp filed a Current Report on Form 8-K with the SEC dated
May 7, 2003, announcing its first quarter 2003 earnings. A copy
of the April 30, 2003 press release issued by Bancorp was
attached to that form as Exhibit No. 99.                                                                                                                   
|    |          |                                                                                                                                                                                                                                                                                                                                                       
|    |          | 2. Bancorp filed a Current Report on Form 8-K with the SEC dated
May 15, 2003, furnishing copies of the following items, attached
thereto as Exhibit Nos. 99.1, 99.2, and 99.3, respectively:
Presidents Letter to Shareholders re First Quarter Results;
Consolidated Statements of Income (Unaudited); and Consolidated
Balance Sheets (Unaudited).




SIGNATURES

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

Dated: August 13, 2003.

EVERGREENBANCORP, INC.

/s/ William G. Filer II
William G. Filer II
Senior Vice President and Chief Financial Officer
(Authorized Officer and Principal Financial Officer)

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