##### Table of Contents



SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-Q

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

For Quarter Ended March 31, 2002

COMMISSION FILE NUMBER 33 ACT FILE NO. -33-9052

VALRICO BANCORP, INC.

(Exact name of registrant as specified in its Charter)

|                                                                         |  |                                                
|------------------------------------------------------------------------ |  | -----------------------------------------------
|(FLORIDA)
(State of other jurisdiction of incorporation of organization) |  | 65-0553757
(I.R.S. Employee Identification No.)

1815 EAST STATE ROAD 60, VALRICO, FLORIDA 33594

(Address of principal executive offices and Zip Code)

(813) 689-1231

(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.

(1) Yes X     (2) No

AS OF MARCH 31, 2002, THERE WERE 306,248 SHARES OF COMMON STOCK OUTSTANDING





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TABLE OF CONTENTS



|                                                                                       |                            |  |  |  |  |  |  | 
|-------------------------------------------------------------------------------------- | -------------------------- |  |  |  |  |  |  | 
|CONSOLIDATED BALANCE SHEETS                                                           
|CONSOLIDATED STATEMENTS OF INCOME                                                     
|CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY                                       
|CONSOLIDATED STATEMENTS OF CASH FLOWS                                                 
|NOTES TO CONSOLIDATED FINANCIAL STATEMENTS                                            
|MANAGEMENTS DISCUSSIONS AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|                                                                                       | PART II. OTHER INFORMATION
|SIGNATURES                                                                            



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VALRICO BANCORP, INC.

INDEX

|           |  |                                                                                             |  |  |    |             |    | 
|---------- |  | ------------------------------------------------------------------------------------------- |  |  | -- | ----------- | -- | 
|           |  |                                                                                             |  |  |    | PAGE NUMBER
|           |  |                                                                                             |  |  |    |            
|PART I     |  | FINANCIAL INFORMATION                                                                       |  |  |    |            
|          
|Item 1     |  | Financial Statements                                                                        |  |  |    |            
|          
|           |  | Consolidated balance sheets - March 31, 2002 and December 31, 2001                          |  |  | 3  |            
|          
|           |  | Consolidated statements of income -Three months ended March 31, 2002 and 2001               |  |  | 4  |            
|          
|           |  | Consolidated statement of shareholders' equity - Three months ended March 31, 2002 and 2001 |  |  | 5  |            
|          
|           |  | Consolidated statements of cash flows - Three months ended March 31, 2002 and 2001          |  |  | 6  |            
|          
|           |  | Notes to consolidated financial statements                                                  |  |  | 7  |            
|          
|Item 2     |  | Management's' Discussion and Analysis of Financial Condition and                            |  |  |    |            
|          
|           |  | Results of Operations                                                                       |  |  | 8  |            
|          
|PART II    |  | OTHER INFORMATION                                                                           |  |  | 10 |            
|          
|SIGNATURES |  |                                                                                             |  |  |    |             | 11 | 

2



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VALRICO BANCORP, INC.




|                                                                                                          |                         |   |                   |                                                 |   |                |         |              |   |         |         | 
|--------------------------------------------------------------------------------------------------------- | ----------------------- | - | ----------------- | ----------------------------------------------- | - | -------------- | ------- | ------------ | - | ------- | ------- | 
|                                                                                                          |                         |   |                   |                                                 |   | March 31,      |         | December 31,
|                                                                                                          |                         |   |                   |                                                 |   | 2002           |         | 2001        
|                                                                                                          |                         |   |                   |                                                 |   |                |         |             
|                                                                                                          |                         |   |                   |                                                 |   | (In thousands)
|                                                                                                          |                         |   |                   | Assets                                          |   |                |         |              |   |         |         | 
|Cash and Non Interest Bearing Deposits                                                                    |                         | $ | 8,001             |                                                 |   | $              | 6,417   |             
|Federal Funds Sold                                                                                        |                         |   | 5,093             |                                                 |   |                | 3,645   |             
|Securities Available for Sale                                                                             |                         |   | 19,174            |                                                 |   |                | 20,364  |             
|Securities Held to Maturity                                                                               |                         |   | 1,451             |                                                 |   |                | 1,582   |             
|Loans                                                                                                     |                         |   | 70,652            |                                                 |   |                | 66,798  |             
|Facilities                                                                                                |                         |   | 3,177             |                                                 |   |                | 3,231   |             
|Accrued Interest Receivable                                                                               |                         |   | 625               |                                                 |   |                | 632     |             
|Other Assets                                                                                              |                         |   | 2,923             |                                                 |   |                | 2,931   |             
|                                                                                                          |                         |   |                   |                                                 |   |                |         |             
|                                                                                                          |                         |   | Total Assets      |                                                 | $ | 111,096        |         |              | $ | 105,600 |        
|                                                                                                          |                         |   |                   |                                                 |   |                |         |             
|                                                                                                          |                         |   |                   | Liabilities                                     |   |                |         |              |   |         |         | 
|Deposits:                                                                                                 |                         |   |                   |                                                 |   |                |         |             
|                                                                                                          | Demand Deposits         |   | $                 | 17,104                                          |   |                | $       | 13,990       |  
|                                                                                                          | NOW Accounts            |   |                   | 21,200                                          |   |                |         | 21,145       |  
|                                                                                                          | Money Market Accounts   |   |                   | 7,656                                           |   |                |         | 6,698        |  
|                                                                                                          | Savings Accounts        |   |                   | 12,834                                          |   |                |         | 11,396       |  
|                                                                                                          | Time, $100,000 and over |   |                   | 12,043                                          |   |                |         | 12,372       |  
|                                                                                                          | Other Time Deposits     |   |                   | 27,512                                          |   |                |         | 27,568       |  
|                                                                                                          |                         |   |                   |                                                 |   |                |         |             
|                                                                                                          |                         |   | Total Deposits    |                                                 |   | 98,349         |         |              |   | 93,169  |        
|Securities Sold Under the Agreement to Repurchase                                                         |                         |   | 418               |                                                 |   |                | 308     |             
|Accounts Payable and Accrued Liabilities                                                                  |                         |   | 1,015             |                                                 |   |                | 979     |             
|Advancements under line of credit                                                                         |                         |   | 970               |                                                 |   |                | 970     |             
|Notes Payable                                                                                             |                         |   | 3,022             |                                                 |   |                | 3,040   |             
|                                                                                                          |                         |   |                   |                                                 |   |                |         |             
|                                                                                                          |                         |   | Total Liabilities |                                                 |   | 103,774        |         |              |   | 98,466  |        
|                                                                                                          |                         |   |                   |                                                 |   |                |         |             
|Commitments and Contingencies                                                                             |                         |   |                   |                                                 |   |                |         |             
|                                                                                                          |                         |   |                   | StockHolders Equity                             |   |                |         |              |   |         |         | 
|Common Stock, No Par Value, Authorized 1,000,000
shares, issued and outstanding 306,248 on March 31, 2002 |                         |   |                   |                                                 |   |                |         |             
|                                                                                                          |                         |   |                   | Issued and outstanding 304,728 on Dec. 31, 2001 |   |                | 306     |              |   |         | 305     | 
|Capital Surplus                                                                                           |                         |   | 2,566             |                                                 |   |                | 2,526   |             
|Retained Earnings                                                                                         |                         |   | 4,409             |                                                 |   |                | 4,236   |             
|Accumulated Other Comprehensive Income                                                                    |                         |   | 41                |                                                 |   |                | 67      |             
|                                                                                                          |                         |   |                   |                                                 |   |                |         |             
|                                                                                                          |                         |   |                   | Total Stockholders Equity                       |   |                | 7,322   |              |   |         | 7,134   | 
|                                                                                                          |                         |   |                   |                                                 |   |                |         |             
|                                                                                                          |                         |   |                   | Total Liabilities and Stockholders Equity       |   | $              | 111,096 |              |   | $       | 105,600 | 
|                                                                                                          |                         |   |                   |                                                 |   |                |         |             

See Notes to Consolidated Financial Statements

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VALRICO BANCORP, INC.




|                           |                                                     |                        |      |                                          |       |      |      |         |       | 
|-------------------------- | --------------------------------------------------- | ---------------------- | ---- | ---------------------------------------- | ----- | ---- | ---- | ------- | ----- | 
|                           |                                                     |                        |      | THREE MONTHS ENDED MARCH 31,            
|                           |                                                     |                        |      |                                         
|                           |                                                     |                        |      | 2002                                     |       | 2001
|                           |                                                     |                        |      |                                          |       |     
|                           |                                                     |                        |      | (In thousands except for per share data)
|Interest Income            |                                                     |                        |      |                                          |       |      |      |        
|                           | Interest and Fees on Loans                          |                        | $    | 1,360                                    |       |      | $    | 1,592   |      
|                           | Interest on Investment Securities                   |                        |      | 272                                      |       |      |      | 126     |      
|                           | Income on Federal Funds Sold                        |                        |      | 23                                       |       |      |      | 154     |      
|                           |                                                     |                        |      |                                          |       |      |      |        
|                           |                                                     | Total Interest Income  |      |                                          | 1,655 |      |      |         | 1,872 | 
|                           |                                                     |                        |      |                                          |       |      |      |        
|Interest Expense           |                                                     |                        |      |                                          |       |      |      |        
|                           | Interest on Deposits                                |                        |      | 553                                      |       |      |      | 758     |      
|                           | Other Interest                                      |                        |      | 58                                       |       |      |      | 75      |      
|                           |                                                     |                        |      |                                          |       |      |      |        
|                           |                                                     | Total Interest Expense |      |                                          | 611   |      |      |         | 833   | 
|                           |                                                     |                        |      |                                          |       |      |      |        
|                           |                                                     | Net Interest Income    |      |                                          | 1,044 |      |      |         | 1,039 | 
|Provision for Loan Losses  |                                                     |                        | 30   |                                          |       |      | 30   |        
|                           |                                                     |                        |      |                                          |       |      |      |        
|                           | Net Interest Income after
Provision for loan losses |                        |      | 1,014                                    |       |      |      | 1,009   |      
|                           |                                                     |                        |      |                                          |       |      |      |        
|Other Income:              |                                                     |                        |      |                                          |       |      |      |        
|                           | Service Charge on Deposit Accounts                  |                        |      | 210                                      |       |      |      | 213     |      
|                           | Miscellaneous Income                                |                        |      | 46                                       |       |      |      | 27      |      
|                           |                                                     |                        |      |                                          |       |      |      |        
|                           |                                                     | Total Other Income     |      |                                          | 256   |      |      |         | 240   | 
|                           |                                                     |                        |      |                                          |       |      |      |        
|Other Expenses:            |                                                     |                        |      |                                          |       |      |      |        
|                           | Salaries and Employee Benefits                      |                        |      | 539                                      |       |      |      | 525     |      
|                           | Occupancy Expense                                   |                        |      | 93                                       |       |      |      | 80      |      
|                           | Equipment Expense                                   |                        |      | 75                                       |       |      |      | 77      |      
|                           | Stationary, Printing, and Supplies                  |                        |      | 91                                       |       |      |      | 31      |      
|                           | Miscellaneous Expenses                              |                        |      | 208                                      |       |      |      | 229     |      
|                           |                                                     |                        |      |                                          |       |      |      |        
|                           |                                                     | Total Other Expenses   |      |                                          | 1,006 |      |      |         | 942   | 
|                           |                                                     |                        |      |                                          |       |      |      |        
|Income Before Income Taxes |                                                     |                        | 264  |                                          |       |      | 307  |        
|Income Taxes               |                                                     |                        | 89   |                                          |       |      | 127  |        
|                           |                                                     |                        |      |                                          |       |      |      |        
|Net Income                 |                                                     | $                      | 175  |                                          |       | $    | 180  |        
|                           |                                                     |                        |      |                                          |       |      |      |        
|Per share Information:     |                                                     |                        |      |                                          |       |      |      |        
|                           | Average Shares Outstanding                          |                        |      | 305,488                                  |       |      |      | 304,274 |      
|                           |                                                     |                        |      |                                          |       |      |      |        
|Net Income Per Share       |                                                     | $                      | 0.57 |                                          |       | $    | 0.59 |        
|                           |                                                     |                        |      |                                          |       |      |      |        

See Notes to Consolidated Financial Statements

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VALRICO BANCORP, INC.




|                           |                                                           |                                                           |     |        |  |         |       |          |    |            |       |          |     |   |     |            |    |       |       |     |     |  
|-------------------------- | --------------------------------------------------------- | --------------------------------------------------------- | --- | ------ |  | ------- | ----- | -------- | -- | ---------- | ----- | -------- | --- | - | --- | ---------- | -- | ----- | ----- | --- | --- | -
|                           |                                                           |                                                           |     |        |  |         |       |          |    |            |       |          |     |   |     | NET        |    |       |       |    
|                           |                                                           |                                                           |     |        |  |         |       |          |    |            |       |          |     |   |     | UNREALIZED |    | TOTAL
|                           |                                                           |                                                           |     |        |  |         |       |          |    |            |       |          |     |   |     | HOLDING    |    | STOCK
|                           |                                                           |                                                           |     | COMMON |  | CAPITAL |       | RETAINED |    | LOSSES ON  |       | HOLDERS'
|                           |                                                           |                                                           |     | STOCK  |  | SURPLUS |       | EARNINGS |    | SECURITIES |       | EQUITY  
|                           |                                                           |                                                           |     |        |  |         |       |          |    |            |       |         
|Balance, December 31, 2001 |                                                           | $                                                         | 305 |        |  | $       | 2,526 |          |    | $          | 4,234 |          |     | $ | 67  |            |    | $     | 7,132 |    
|                           | Net Income                                                |                                                           |     |        |  |         |       |          |    |            |       | 175      |     |   |     |            |    |       |       | 175 |    
|                           | Stock Sale                                                |                                                           |     | 1      |  |         |       | 40       |    |            |       |          |     |   |     |            |    |       |       | 41  |    
|                           | Net Change in Net Unrealized
holding losses on securities |                                                           |     |        |  |         |       |          |    |            |       |          |     |   |     | (26        | )  |       |       | (26 | )  
|                           |                                                           |                                                           |     |        |  |         |       |          |    |            |       |          |     |   |     |            |    |       |       |    
|Balance, March 31, 2002    |                                                           | $                                                         | 306 |        |  | $       | 2,566 |          |    | $          | 4,409 |          |     | $ | 41  |            |    | $     | 7,322 |    
|                           |                                                           |                                                           |     |        |  |         |       |          |    |            |       |          |     |   |     |            |    |       |       |    
|Balance, December 31, 2000 |                                                           | $                                                         | 304 |        |  | $       | 2,515 |          |    | $          | 3,535 |          |     | $ | (42 | )          |    | $     | 6,312 |    
|                           |                                                           | Net Income                                                |     |        |  |         |       |          |    |            |       |          | 180 |   |     |            |    |       |       |     | 180 |  
|                           |                                                           | Stock Redemption                                          |     |        |  |         |       |          | (2 | )          |       |          |     |   |     |            |    |       |       |     | (2  | )
|                           |                                                           | Net Change in Net Unrealized
holding losses on securities |     |        |  |         |       |          |    |            |       |          |     |   |     |            | 71 |       |       |     | 71  |  
|                           |                                                           |                                                           |     |        |  |         |       |          |    |            |       |          |     |   |     |            |    |       |       |    
|Balance, March 31, 2001    |                                                           | $                                                         | 304 |        |  | $       | 2,513 |          |    | $          | 3,715 |          |     | $ | 29  |            |    | $     | 6,561 |    
|                           |                                                           |                                                           |     |        |  |         |       |          |    |            |       |          |     |   |     |            |    |       |       |    

See Notes to Consolidated Financial Statements

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VALRICO BANCORP, INC.




|                                                                    |                                                                                             |                                                                             |                             |                                                      |       |                              |        |        |        |      |         |  
|------------------------------------------------------------------- | ------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------- | --------------------------- | ---------------------------------------------------- | ----- | ---------------------------- | ------ | ------ | ------ | ---- | ------- | -
|                                                                    |                                                                                             |                                                                             |                             |                                                      |       | THREE MONTHS ENDED MARCH 31,
|                                                                    |                                                                                             |                                                                             |                             |                                                      |       |                             
|                                                                    |                                                                                             |                                                                             |                             |                                                      |       | 2002                         |        | 2001  
|                                                                    |                                                                                             |                                                                             |                             |                                                      |       |                              |        |       
|                                                                    |                                                                                             |                                                                             |                             |                                                      |       | (In thousands)              
|Cash Flows from Operating Activities                                |                                                                                             |                                                                             |                             |                                                      |       |                              |        |       
|                                                                    | Net Income                                                                                  |                                                                             | $                           | 175                                                  |       |                              | $      | 180    |       
|                                                                    | Adjustments to Reconcile net income to net
Cash provided by (used in) operating activities: |                                                                             |                             |                                                      |       |                              |        |        |       
|                                                                    |                                                                                             | Provision for Loan Losses                                                   |                             |                                                      | 30    |                              |        |        | 30     |     
|                                                                    |                                                                                             | Depreciation and amortization                                               |                             |                                                      | 57    |                              |        |        | 66     |     
|                                                                    |                                                                                             | Net amortization (accretion) of investments
Security premiums and discounts |                             |                                                      | 23    |                              |        |        | 3      |     
|                                                                    |                                                                                             | (Increase) Decrease in assets:                                              |                             |                                                      |       |                              |        |        |        |     
|                                                                    |                                                                                             |                                                                             | Accrued Interest Receivable |                                                      |       | 7                            |        |        |        | 25   |        
|                                                                    |                                                                                             |                                                                             | Other Assets                |                                                      |       | 8                            |        |        |        | (486 | )      
|                                                                    |                                                                                             | Increase (Decrease) in liabilities
Accounts payable and Accrued Liabilities |                             |                                                      | 36    |                              |        |        | 761    |     
|                                                                    |                                                                                             |                                                                             |                             |                                                      |       |                              |        |       
|                                                                    |                                                                                             |                                                                             |                             | Net Cash provided by (used in ) operating
Activities |       |                              | 336    |        |        |      | 579     |  
|                                                                    |                                                                                             |                                                                             |                             |                                                      |       |                              |        |       
|Cash flows from investing activities
Securities available for sale: |                                                                                             |                                                                             |                             |                                                      |       |                              |        |       
|                                                                    |                                                                                             | Purchase of investment securities                                           |                             |                                                      |      |                              |        |        | (2,020 | )   
|                                                                    |                                                                                             | Proceeds from maturities of investment securities                           |                             |                                                      | 1,139 |                              |        |        | 2,013  |     
|                                                                    | Securities to be Held to Maturity:                                                          |                                                                             |                             |                                                      |       |                              |        |        |       
|                                                                    |                                                                                             | Proceeds from maturities of investment securities                           |                             |                                                      | 131   |                              |        |        | 27     |     
|                                                                    | (Increase) Decrease in Federal Funds Sold                                                   |                                                                             |                             | (1,448                                               | )     |                              |        | (9,517 | )     
|                                                                    | Net (Increase) Decrease in Loans                                                            |                                                                             |                             | (3,884                                               | )     |                              |        | (883   | )     
|                                                                    | Purchase of facilities                                                                      |                                                                             |                             | (3                                                   | )     |                              |        | (53    | )     
|                                                                    | Proceeds from the sale of Other Real Estate                                                 |                                                                             |                             |                                                     |       |                              |        |       |       
|                                                                    |                                                                                             |                                                                             |                             |                                                      |       |                              |        |       
|                                                                    |                                                                                             |                                                                             |                             | Net Cash provided by (used in) Investing Activities  |       |                              | (4,065 | )      |        |      | (10,433 | )
|                                                                    |                                                                                             |                                                                             |                             |                                                      |       |                              |        |       
|Cash flows form financing activities:                               |                                                                                             |                                                                             |                             |                                                      |       |                              |        |       
|                                                                    | Increase (Decrease) in deposits                                                             |                                                                             |                             | 5,180                                                |       |                              |        | 10,638 |       
|                                                                    | Increase (Decrease) in Federal funds purchased                                              |                                                                             |                             |                                                     |       |                              |        |       |       
|                                                                    | Net increase (Decrease) in securities sold under agreement
to repurchase                    |                                                                             |                             | 110                                                  |       |                              |        | 72     |       
|                                                                    | Net increase (Decrease)in notes payable                                                     |                                                                             |                             | (18                                                  | )     |                              |        | (16    | )     
|                                                                    | Sale (redemption) of Common Stock                                                           |                                                                             |                             | 41                                                   |       |                              |        | (2     | )     
|                                                                    |                                                                                             |                                                                             |                             |                                                      |       |                              |        |       
|                                                                    |                                                                                             |                                                                             |                             | Net Cash Provided by (used by) financing activities  |       |                              | 5,313  |        |        |      | 10,692  |  
|                                                                    |                                                                                             |                                                                             |                             |                                                      |       |                              |        |       
|Net increase (decrease) in cash                                     |                                                                                             |                                                                             | 1,584                       |                                                      |       |                              | 838    |       
|Cash, beginning of period                                           |                                                                                             |                                                                             | 6,417                       |                                                      |       |                              | 5,764  |       
|                                                                    |                                                                                             |                                                                             |                             |                                                      |       |                              |        |       
|Cash, ending of period                                              |                                                                                             | $                                                                           | 8,001                       |                                                      |       | $                            | 6,602  |       
|                                                                    |                                                                                             |                                                                             |                             |                                                      |       |                              |        |       
|SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION                   |                                                                                             |                                                                             |                             |                                                      |       |                              |        |       
|                                                                    | Cash paid during the period for:                                                            |                                                                             |                             |                                                      |       |                              |        |        |       
|                                                                    |                                                                                             | Interest                                                                    |                             | $                                                    | 326   |                              |        | $      | 693    |     
|                                                                    |                                                                                             | Income taxes                                                                |                             | $                                                    | 157   |                              |        | $      | 110    |     

See Notes to Consolidated Financial Statements

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##### Table of Contents



VALRICO BANCORP, INC.




BASIS OF PRESENTATION

The accompanying unaudited consolidated financial statements have been prepared
in accordance with generally accepted accounting principles. In the opinion of
management, all necessary adjustments (consisting of normal recurring entries)
have been made for a fair presentation of the accompanying unaudited
consolidated financial statements. These financial statements rely, in part,
on estimates. The results for the period are not necessarily indicative of the
results to be expected for the entire year.

Valrico Bancorp, Inc., a one-bank holding company, acquired 100% of the common
stock of Valrico State Bank as of May 31, 1995 in a transaction accounted for
similar to a pooling of interests. Therefore, the unaudited consolidated
financial statements include the accounts of Valrico Bancorp, Inc. (the
Company) and its wholly owned subsidiary, Valrico State Bank (the Bank).
Significant intercompany balances and transactions have been eliminated in
consolidation.

Net income per share has been computed by dividing net income by the average
number of common shares outstanding of 305,488 as of March 31, 2002, and
304,274 as of March 31, 2001.

7



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##### Table of Contents



VALRICO BANCORP, INC.




MANAGEMENTS DISCUSSIONS AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS

The Companys primary asset is its subsidiary bank, which is in its Eleventh
year of operation. During the three months ended March 31, 2002, the Bank
experienced a growth in deposits with an increase of $5,180,000 or 5.6%.
Demand Deposit Accounts had the highest percentage of growth at 22.3%, or an
increase of $3,114,000 in the three months ended March 31, 2002.

Loan growth increased $3,854,000 or 5.8% for the three months ended March 31,
2002. The allowance for credit losses at March 31, 2002 was at $1,008,000
compared to 978,000 at December 31, 2001. The Bank had $4,000 in charge-offs
and had recoveries in the amount of $4,000 during the three months ended March
31, 2002, and has loan classified as troubled in the amount of $51,000 as of
March 31, 2002. A total of $30,000 was expensed for provision for loan losses
during the period. Management considers the allowance to be adequate at this
time.

Nonaccrual loans amounted to $592,000 and $468,000 at March 31, 2002 and 2001,
respectively. Loans 90 days or more past due amounted to $417,000 and $251,000
at March 31, 2002 and 2001, respectively. There were restructured loans in the
amount of $437,000 and $359,000 at March 31, 2002 and 2001, respectively. The
following table sets forth a summary of loan loss experience:

Analysis of the Allowance for Loan Losses

|                                                                                          |                                        |   |           |   |           |   |      |    | 
|----------------------------------------------------------------------------------------- | -------------------------------------- | - | --------- | - | --------- | - | ---- | -- | 
|                                                                                          |                                        |   | March 31, |   | March 31,
|                                                                                          |                                        |   | 2002      |   | 2001     
|                                                                                          |                                        |   |           |   |          
|Balance at Beginning of Period                                                            |                                        | $ | 978       |   |           | $ | 943  |   
|                                                                                          |                                        |   |           |   |           |   |      |   
|Charge-offs:                                                                              |                                        |   |           |   |           |   |      |   
|                                                                                          | Commercial, Financial and Agricultural |   |           | 4 |           |   |      |   | 
|                                                                                          | Real Estate-Construction               |   |           |  |           |   |      |   | 
|                                                                                          | Real Estate-Mortgage                   |   |           |  |           |   |      |   | 
|                                                                                          | Installment Loans to Individuals       |   |           |  |           |   |      | 36 | 
|                                                                                          | Lease Financing                        |   |           |  |           |   |      |   | 
|                                                                                          |                                        |   |           |   |           |   |      |   
|Total Charge-offs                                                                         |                                        |   | 4         |   |           |   | 36   |   
|                                                                                          |                                        |   |           |   |           |   |      |   
|Recoveries:                                                                               |                                        |   |           |   |           |   |      |   
|                                                                                          | Commercial, Financial and Agricultural |   |           |  |           |   |      | 18 | 
|                                                                                          | Real Estate-Construction               |   |           |  |           |   |      |   | 
|                                                                                          | Real Estate-Mortgage                   |   |           |  |           |   |      |   | 
|                                                                                          | Installment Loans to Individuals       |   |           | 4 |           |   |      | 11 | 
|                                                                                          | Lease Financing                        |   |           |  |           |   |      |   | 
|                                                                                          |                                        |   |           |   |           |   |      |   
|Total Recoveries                                                                          |                                        |   | 4         |   |           |   | 29   |   
|                                                                                          |                                        |   |           |   |           |   |      |   
|Net Charge-offs                                                                           |                                        |   | 0         |   |           |   | (7   | ) 
|Additions Charged to Operation                                                            |                                        |   | 30        |   |           |   | 30   |   
|                                                                                          |                                        |   |           |   |           |   |      |   
|Balance at end of Period                                                                  |                                        | $ | 1,008     |   |           | $ | 966  |   
|                                                                                          |                                        |   |           |   |           |   |      |   
|Ratio of Net Charge-offs during the period to average loans
outstanding during the period |                                        |   | -0.00     | % |           | - | 0.01 | % 
|                                                                                          |                                        |   |           |   |           |   |      |   

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VALRICO BANCORP, INC.

MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS (CONTINUED)

Consolidated net income for the three months ending March 31, 2002 was $175,000
or $0.57 per share which compares to $180,000 or $0.59 per share for the same
period in 2001. This represents a decrease over the comparable quarter of
$5,000, which is attributable mostly to the costs associated with an OREO
property. The bank expects to recover most, if not all, of these costs in
time.

Salaries and benefits represent 53.6% of non-interest expenses for the three
months ended March 31, 2002, compared to 55.7% for the three months ended March
31, 2001. Salary expense for the three months ended March 31, 2002 increased
2.7% over the same period for 2001

The Tier I capital ratio was 7.01% and Total Capital ratio was 7.95% at March
31, 2002. The tier I capital to total risk-weighted assets ratio was 8.94% at
March 31, 2002.

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PART II. OTHER INFORMATION

Item 6. Exhibits and Reports on Form 8-K

No reports on Form 8-K were filed for the quarter ended March 31, 2002.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on May 14th, 2002 on its
behalf by the undersigned thereunto duly authorized.

| |  |     |  |                                                               
| |  | --- |  | --------------------------------------------------------------
| |  |     |  | VALRICO BANCORP, INC.                                         
|
| |  | By: |  | \s\ Bob McleanBob Mclean
President and Chief Executive Officer
|
| |  | By: |  | \s\ Jerry L. BallJerry L. Ball
Executive Vice President       

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