UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION

FORM 10-Q

(Mark One)[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
    EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2000

or

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

For the transition period from                
    to

Commission File Number 0-27404

PFF BANCORP, INC.
(exact name of registrant as specified in its charter)

|DELAWARE                                                       | 95-4561623                
|-------------------------------------------------------------- | --------------------------
|(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer I.D. No.)

350 South Garey Avenue, Pomona, California 91766
(Address of principal executive offices)

(909) 623-2323
(Registrant's telephone number, including area code)

Not Applicable
(Former name, former address and former fiscal year, if
changed since last report

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 XNo .

The registrant had 13,359,179 shares of common stock, par
value $.01 per share, outstanding as of November 10, 2000.



PFF BANCORP, INC. AND SUBSIDIARIES
Form 10-Q
Index



|PART I     | FINANCIAL INFORMATION (Unaudited)                                                                                      | PAGE
|---------- | ---------------------------------------------------------------------------------------------------------------------- | ----
|           |                                                                                                                        |     
|Item 1     | Financial statements
      Consolidated Balance Sheets as of
      September 30, 2000 and March 31, 2000               | 1   
|           | Consolidated Statements of Earnings for the three and
      six months ended September 30, 2000 and 1999               | 2   
|           | Consolidated Statements of Comprehensive Earnings for the three and six months ended September 30, 2000
      and 1999 | 3   
|           | Consolidated Statement of Stockholders' Equity for the six months ended September 30, 2000                             | 4   
|           | Consolidated Statements of Cash Flows for the six months ended September 30, 2000 and 1999                             | 5   
|           | Notes to Unaudited Consolidated Financial Statements                                                                   | 7   
|Item 2     | Management's Discussion and Analysis of Financial Condition and Results of Operations                                  | 11  
|Item 3     | Qualitative and Quantitative Disclosures about Market Risk                                                             | 22  
|PART II    | OTHER INFORMATION                                                                                                      |     
|Item 1     | Legal Proceedings                                                                                                      | 23  
|Item 2     | Changes in Securities                                                                                                  | 23  
|Item 3     | Defaults Upon Senior Securities                                                                                        | 23  
|Item 4     | Submission of Matters to a Vote of Security Holders                                                                    | 23  
|Item 5     | Other Information                                                                                                      | 23  
|Item 6     | Exhibits and Reports on Form 8-K                                                                                       | 24  
|SIGNATURES |                                                                                                                        |     



PART 1 - FINANCIAL INFORMATION (Unaudited)

Item 1. Financial Statements.

PFF BANCORP, INC. AND SUBSIDIARYCONSOLIDATED BALANCE SHEETS
  (Dollars in thousands)
  (Unaudited)

|                                                                                                                                                                                           | September 30,
      2000 | March 31,
      2000
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | ------------------------ | --------------------
|Assets                                                                                                                                                                                     |                          |                     
|Cash and cash equivalents                                                                                                                                                                  | $ 50,269                 | $ 35,131            
|Loans held for sale at lower of cost or fair value (net of valuation
      allowance)                                                                                                      | 998                      | 7,362               
|Investment securities held-to-maturity (estimated fair value of $726 at September 30, 2000 and $719 at March 31, 2000)                                                                     | 702                      | 701                 
|Investment securities available-for-sale, at fair value                                                                                                                                    | 89,477                   | 87,810              
|Mortgage-backed securities available-for-sale, at fair value                                                                                                                               | 332,780                  | 381,277             
|Collateralized mortgage obligations available-for-sale, at fair value                                                                                                                      | 83,628                   | 85,653              
|Trading securities, at fair value                                                                                                                                                          | 3,589                    | 4,318               
|Investments in real estate                                                                                                                                                                 | 558                      | 4,928               
|Loans receivable, net                                                                                                                                                                      | 2,336,535                | 2,326,702           
|Federal Home Loan Bank (FHLB) stock, at cost                                                                                                                                               | 46,280                   | 44,550              
|Accrued interest receivable                                                                                                                                                                | 18,850                   | 18,584              
|Real estate acquired through foreclosure, net                                                                                                                                              | 875                      | 1,466               
|Property and equipment, net                                                                                                                                                                | 22,252                   | 22,374              
|Prepaid expenses and other assets                                                                                                                                                          | 14,860                   | 13,167              
|Total assets                                                                                                                                                                               | $ 3,001,653              | $ 3,034,023         
|                                                                                                                                                                                           |                          |                     
|Liabilities and Stockholders' Equity                                                                                                                                                       |                          |                     
|Liabilities:                                                                                                                                                                               |                          |                     
|Deposits                                                                                                                                                                                   | $ 1,934,243              | $ 1,906,534         
|FHLB advances and other borrowings                                                                                                                                                         | 794,000                  | 884,000             
|Accrued expenses and other liabilities                                                                                                                                                     | 32,748                   | 21,658              
|Total liabilities                                                                                                                                                                          | 2,760,991                | 2,812,192           
|Commitments and contingencies                                                                                                                                                              | -                        | -                   
|Stockholders' equity:                                                                                                                                                                      |                          |                     
|Preferred stock, $.01 par value. Authorized 2,000,000 shares; none issued                                                                                                                  | -                        | -                   
|Common stock, $.01 par value. Authorized 59,000,000 shares; issued 20,052,386 and 20,012,972; outstanding 13,353,919 and
      13,314,505 at September 30 and March 31, 2000, respectively | 200                      | 200                 
|Additional paid-in capital                                                                                                                                                                 | 132,265                  | 131,370             
|Retained earnings, substantially restricted                                                                                                                                                | 126,478                  | 113,521             
|Unearned stock-based compensation                                                                                                                                                          | (11,128)                 | (13,303)            
|Treasury stock (6,698,467 at September 30 and March 31, 2000)                                                                                                                              | (67)                     | (67)                
|Accumulated other comprehensive loss                                                                                                                                                       | (7,086)                  | (9,890)             
|Total stockholders' equity                                                                                                                                                                 | 240,662                  | 221,831             
|Total liabilities and stockholders' equity                                                                                                                                                 | $ 3,001,653              | $ 3,034,023         

See accompanying notes to the unaudited consolidated financial
    statements.



PFF BANCORP, INC. AND SUBSIDIARYCONSOLIDATED STATEMENTS OF
EARNINGS
(Dollars in thousands, except per share data)
(Unaudited)

|                                                                               | For the Three Months
      Ended September 30, | For the Six Months
       Ended
      September 30,
|------------------------------------------------------------------------------ | ---------------------------------------------- | ---------------------------------------------------
|                                                                               | 2000                                           | 1999                                               
|                                                                               |                                                |                                                    
|Interest income:                                                               |                                                |                                                    
|Mortgage loans                                                                 | $ 42,360                                       | $ 37,457                                           
|Non-mortgage loans                                                             | 7,007                                          | 4,136                                              
|Mortgage-backed securities                                                     | 5,684                                          | 7,086                                              
|Collateralized mortgage obligations                                            | 1,648                                          | 1,435                                              
|Investment securities and deposits                                             | 2,770                                          | 2,417                                              
|Total interest income                                                          | 59,469                                         | 52,531                                             
|Interest expense:                                                              |                                                |                                                    
|Interest on deposits                                                           | 23,763                                         | 19,394                                             
|Interest on borrowings                                                         | 12,540                                         | 10,890                                             
|Total interest expense                                                         | 36,303                                         | 30,284                                             
|Net interest income                                                            | 23,166                                         | 22,247                                             
|Provision for loan losses                                                      | 1,251                                          | 1,000                                              
|Net interest income after provision for loan losses                            | 21,915                                         | 21,247                                             
|Non-interest income:                                                           |                                                |                                                    
|Deposit and related fees                                                       | 2,266                                          | 2,308                                              
|Loan and servicing fees                                                        | 801                                            | 685                                                
|Trust fees                                                                     | 525                                            | 517                                                
|Gain on sales of assets, net                                                   | 365                                            | 45                                                 
|Gain(loss) on trading securities, net                                          | 123                                            | (142)                                              
|Other non-interest income                                                      | 47                                             | 139                                                
|Total non-interest income                                                      | 4,127                                          | 3,552                                              
|Non-interest expense:                                                          |                                                |                                                    
|General and administrative:                                                    |                                                |                                                    
|Compensation and benefits                                                      | 7,497                                          | 7,424                                              
|Occupancy and equipment                                                        | 2,911                                          | 2,949                                              
|Marketing and professional services                                            | 1,313                                          | 1,257                                              
|Other non-interest expense                                                     | 2,149                                          | 2,199                                              
|Total general and administrative                                               | 13,870                                         | 13,829                                             
|Foreclosed real estate operations, net                                         | 7                                              | (186)                                              
|Total non-interest expense                                                     | 13,877                                         | 13,643                                             
|Earnings before income taxes                                                   | 12,165                                         | 11,156                                             
|Income taxes                                                                   | 5,088                                          | 4,840                                              
|Net earnings                                                                   | $ 7,077                                        | $ 6,316                                            
|                                                                               |                                                |                                                    
|Basic earnings per share                                                       | $ 0.61                                         | $ 0.52                                             
|Weighted average shares outstanding for basic earnings per share calculation   | 11,665,742                                     | 12,129,514                                         
|Diluted earnings per share                                                     | $ 0.55                                         | $ 0.47                                             
|Weighted average shares outstanding for diluted earnings per share calculation | 12,877,091                                     | 13,299,542                                         

See accompanying notes to the unaudited consolidated financial statements.



PFF BANCORP, INC. AND SUBSIDIARYCONSOLIDATED
STATEMENTS OF COMPREHENSIVE EARNINGS
(Dollars in thousands)
(Unaudited)

|                                                                                                      | For the Three Months
      Ended
      September 30, | For the Six Months
      Ended
      September 30,
|----------------------------------------------------------------------------------------------------- | ---------------------------------------------------- | --------------------------------------------------
|                                                                                                      | 2000                                                 | 1999                                              
|                                                                                                      |                                                      |                                                   
|Net earnings                                                                                          | $ 7,077                                              | $ 6,316                                           
|                                                                                                      |                                                      |                                                   
|Other comprehensive earnings (losses), net of income taxes                                            |                                                      |                                                   
|Unrealized gains (losses) on securities available-for-sale:                                           |                                                      |                                                   
|U.S. Treasury and agency securities and other investment securities available-for-sale, at fair value | 899                                                  | (1,971)                                           
|Collateralized mortgage obligations available-for-sale, at fair value                                 | 181                                                  | -                                                 
|Mortgage-backed securities available-for-sale, at fair value                                          | 1,336                                                | (1,569)                                           
|Reclassification of realized (gains)losses included in earnings                                       | -                                                    | 2                                                 
|                                                                                                      |                                                      |                                                   
|Other comprehensive earnings (losses)                                                                 | 2,416                                                | (3,538)                                           
|Comprehensive earnings                                                                                | $ 9,493                                              | $ 2,778                                           

See accompanying notes to the unaudited consolidated financial statements.



PFF BANCORP, INC. AND SUBSIDIARYCONSOLIDATED STATEMENT OF STOCKHOLDERS'
EQUITY
(Dollars in thousands)
(Unaudited)

|                                                                   | Number of
      Shares | Common
      Stock | Additional
      Paid-in
      Capital | Retained
      Earnings,
      Substantially
      Restricted | Unearned
      Stock-based
      Compensation | Treasury
      Stock | Accumulated
      Other
      Comprehensive
      Earnings(Loss) | Total    
|------------------------------------------------------------------ | ---------------------- | ------------------ | -------------------------------------- | ------------------------------------------------------------- | --------------------------------------------- | -------------------- | ---------------------------------------------------------------- | ---------
|                                                                   |                        |                    |                                        |                                                               |                                               |                      |                                                                  |          
|Balance at March 31, 2000                                          | 13,314,505             | $ 200              | $ 131,370                              | $ 113,521                                                     | $ (13,303)                                    | $ (67)               | $ (9,890)                                                        | $ 221,831
|                                                                   |                        |                    |                                        |                                                               |                                               |                      |                                                                  |          
|Net earnings                                                       | -                      | -                  | -                                      | 14,444                                                        | -                                             | -                    | -                                                                | 14,444   
|Amortization of shares under stock-based compensation plans        | -                      | -                  | 560                                    | -                                                             | 2,175                                         | -                    | -                                                                | 2,735    
|Stock options exercised                                            | 39,414                 | -                  | 335                                    | -                                                             | -                                             | -                    | -                                                                | 335      
|Dividends                                                          | -                      | -                  | -                                      | (1,487)                                                       | -                                             | -                    | -                                                                | (1,487)  
|Changes in unrealized losses on securities available for sale, net | -                      | -                  | -                                      | -                                                             | -                                             | -                    | 2,804                                                            | 2,804    
|Balance at September 30, 2000                                      | 13,353,919             | $ 200              | $ 132,265                              | $ 126,478                                                     | $ (11,128)                                    | $ (67)               | $ (7,086)                                                        | $ 240,662

See accompanying notes to the unaudited consolidated
financial statements.



PFF BANCORP, INC. AND SUBSIDIARYCONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in thousands)
(Unaudited)

|                                                                                                               | Six Months Ended
      September 30,
|-------------------------------------------------------------------------------------------------------------- | ------------------------------------
|                                                                                                               | 2000                                
|                                                                                                               |                                     
|Cash flows from operating activities:                                                                          |                                     
|Net earnings                                                                                                   | $ 14,444                            
|Adjustments to reconcile net earnings to net cash provided by operating activities:                            |                                     
|Amortization of premiums net of discount accretion on loans and securities                                     | 827                                 
|Amortization of deferred loan origination fees                                                                 | (91)                                
|Loan fees collected                                                                                            | 143                                 
|Dividends on FHLB stock                                                                                        | (1,730)                             
|Provisions for losses on loans                                                                                 | 2,502                               
|Gains on sales of loans, mortgage-backed securities available-for-sale, real estate and property and equipment | (366)                               
|Proceeds from sale of trading securities                                                                       | 495                                 
|(Gains) losses on trading securities                                                                           | 247                                 
|Depreciation and amortization of property and equipment                                                        | 1,823                               
|Loans originated for sale                                                                                      | (8,763)                             
|Proceeds from sale of loans held-for-sale                                                                      | 15,223                              
|Amortization of unearned stock-based compensation                                                              | 2,735                               
|Increase in accrued expenses and other liabilities                                                             | 9,336                               
|Increase in:                                                                                                   |                                     
|Accrued interest receivable                                                                                    | (266)                               
|Prepaid expenses and other assets                                                                              | (1,693)                             
|Net cash provided by operating activities                                                                      | 34,866                              
|                                                                                                               |                                     
|Cash flows from investing activities:                                                                          |                                     
|Loans originated for investment                                                                                | (536,011)                           
|Increase in construction loans in process                                                                      | 6,289                               
|Purchases of loans held for investment                                                                         | (256)                               
|Principal payments on loans                                                                                    | 516,812                             
|Principal payments on mortgage-backed securities held-to-maturity                                              | -                                   
|Principal payments on mortgage-backed securities available-for-sale                                            | 50,053                              
|Principal payments on collateralized mortgage obligations available-for-sale                                   | 2,305                               
|Purchases of investment securities available-for-sale                                                          | -                                   
|Redemption of FHLB stock                                                                                       | -                                   
|                                                                                                               |                                     
|                                                                                                               | (Continued)                         



PFF BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in thousands)
(Unaudited)

|                                                                                      | Six Months Ended
      September 30,
|------------------------------------------------------------------------------------- | ------------------------------------
|                                                                                      | 2000                                
|Proceeds from maturities of investment securities available-for-sale                  | $          
      -                 
|Proceeds from sale of investment securities available-for-sale                        | -                                   
|Proceeds from sale of real estate                                                     | 1,710                               
|Investment in or proceeds from real estate held for investment                        | 4,514                               
|Purchases of property and equipment                                                   | (1,701)                             
|Net cash (used in) provided by investing activities                                   | 43,715                              
|Cash flows from financing activities:                                                 |                                     
|Proceeds from FHLB advances                                                           | 367,800                             
|Repayment of FHLB advances                                                            | (457,800)                           
|Net change in deposits                                                                | 27,709                              
|Proceeds from exercise of stock options                                               | 335                                 
|Cash dividends                                                                        | (1,487)                             
|Purchase of treasury stock                                                            | -                                   
|Net cash (used in) provided by financing activities                                   | (63,443)                            
|Net increase (decrease) in cash and cash equivalents                                  | 15,138                              
|Cash and cash equivalents, beginning of period                                        | 35,131                              
|Cash and cash equivalents, end of period                                              | $ 50,269                            
|Supplemental information:                                                             |                                     
|Interest paid, including interest credited                                            | $ 69,921                            
|Income taxes paid                                                                     | 7,500                               
|Non-cash investing and financing activities:                                          |                                     
|Change in unrealized gain (loss) on securities                                        |                                     
|available-for-sale                                                                    | 4,838                               
|Net transfers from loans receivable to real estate acquired through
      foreclosure | 1,131                               

See accompanying notes to the unaudited consolidated financial statements.



(1)Basis of Consolidation

The accompanying consolidated financial statements include
the accounts of PFF Bancorp, Inc. (the "Bancorp") and its subsidiary
PFF Bank & Trust (collectively, "the Company"). The Company's
business is conducted primarily through PFF Bank & Trust and its subsidiary,
Pomona Financial Services, Inc (collectively, "the Bank"). Pomona
Financial Services, Inc. includes the accounts of Diversified Services, Inc. and
PFF Financial Services, Inc. All material intercompany balances and transactions
have been eliminated in consolidation.

The accompanying unaudited consolidated financial statements
have been prepared in accordance with generally accepted accounting principles
for interim financial information and with the instructions to Form 10-Q and
Article 10 of Regulation S-X. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting principles
for complete financial statements. In the opinion of management, all adjustments
(consisting principally of normal recurring accruals) necessary for a fair
presentation have been included. Certain reclassifications have been made to the
prior period consolidated financial statements to conform to the current
presentation.

The results of operations for the six months ended September
30, 2000 are not necessarily indicative of results that may be expected for the
entire fiscal year ending March 31, 2001.

In June 1998, the FASB issued Statement of Financial
Accounting Standards No. 133, "Accounting for Derivative Instruments and
Hedging Activities" ("SFAS No. 133"). SFAS No. 133 establishes
accounting and reporting standards for derivative instruments, including certain
derivative instruments embedded in other contracts (collectively referred to as
derivatives), and for hedging activities. It requires that an entity recognize
all derivatives as either assets or liabilities in the balance sheet and measure
those instruments at fair value. If certain conditions are met, a derivative may
be specifically designated as (a) a hedge of the exposure to changes in the fair
value of a recognized asset or liability or an unrecognized firm commitment, (b)
a hedge of the exposure to variable cash flows of a forecasted transaction, or
(c) a hedge of the foreign currency exposure of a net investment in a foreign
operation, an unrecognized firm commitment, an available-for-sale security, or a
foreign-currency-denominated forecasted transaction.

Under SFAS No. 133, an entity that elects to apply hedge
accounting is required to establish at the inception of the hedge the method it
will use for assessing the effectiveness of the hedging derivative and the
measurement approach of determining the ineffective aspect of the hedge. Those
methods must be consistent with the entity's approach to managing risk.

This statement was to be effective for all quarters of fiscal
years beginning after June 15, 1999 however, the FASB issued SFAS No. 137 which
has delayed the implementation by one year. In June 2000, SFAS No. 133 was
further amended by SFAS No. 138. SFAS No. 138 addresses a limited number of
issues causing implementation difficulties for numerous entities that apply SFAS
No. 133. SFAS No. 138 also amends SFAS No. 133 for the decisions reached by the
Derivatives Implementation Group Process. Management does not expect any impact
from implementation of SFAS No. 133.

In September 2000, the FASB issued Statement of Financial
Accounting Standards No. 140 ("SFAS No. 140") to replace SFAS No. 125,
"Accounting for transfer and Servicing of Financial Assets and
Extinguishment of Liabilities". SFAS No. 140 provides the accounting and
reporting guidance for transfers and servicing of financial assets and
extinguishments of liabilities. SFAS No. 140 will be the authoritative
accounting literature for : (1) securitization transactions involving financial
assets; (2) sales of financial assets (including loan participations); (3)
factoring transactions, (4) wash sales; (5) servicing assets and liabilities;
(6) collateralized borrowing arrangements; (7) securities lending transactions;
(8) repurchase agreements; and (9) extinguishment of liabilities. Management
plans to implement the disclosure requirements of SFAS No. 140 in 2000 and is
currently evaluating the impact of implementation of SFAS No. 140 on the Company's
financial position and results of operations.

In March 2000, the FASB issued Interpretation No. 44
"Accounting for Certain Transactions Involving Stock Compensation an
interpretation of APB Opinion No. 25" ("FIN 44"). This
interpretation clarifies the definition of an employee for purposes of applying
Accounting Principles Board Opinion No. 25, "Accounting for Stock Issued to
Employees" ("APB 25"), the criteria for determining whether a
plan qualifies as a noncompensatory plan, the accounting consequence of various
modifications to the terms of a previously fixed stock option or award, and the
accounting for an exchange of stock compensation awards in a business
combination. This interpretation is effective July 1, 2000, but certain
conclusions in this interpretation cover specific events that occur after either
December 15, 1998 or January 12, 2000. Management plans to implement the
disclosure requirements of FIN 44 in 2000 and is currently evaluating the impact
of implementation of FIN 44 on the Company's financial position and results of
operations.

(3) Earnings per share

Basic EPS excludes dilution and is computed by dividing
earnings available to common stockholders by the weighted average number of
common shares outstanding for the period. Diluted EPS reflects the potential
dilution that could occur if securities or other contracts to issue common stock
were exercised or converted into common stock or resulted from issuance of
common stock that then shared in earnings.

The following table is a reconciliation of the numerators and
denominators of the basic and diluted EPS computations for net earnings for PFF
Bancorp, Inc.

|                                                                  | For the Three Months Ended September 30,     
|----------------------------------------------------------------- | ---------------------------------------------
|                                                                  | 2000(1)                                      
|                                                                  | Earnings
      (Numerator)                   
|                                                                  | (Dollars in thousands, except per share data)
|                                                                  |                                              
|Net Earnings                                                      | $ 7,077                                      
|                                                                  |                                              
|Basic EPS                                                         |                                              
|Earnings available to common stockholders                         | 7,077                                        
|                                                                  |                                              
|Effect of Dilutive Securities                                     |                                              
|Options and Stock Awards                                          | -                                            
|                                                                  |                                              
|Diluted EPS                                                       |                                              
|Earnings available to common stockholders and assumed conversions | $ 7,077                                      

(1)  Options to purchase 10,094 shares of common stock at a weighted average
  price of $20.93 per share were outstanding during the three month period
  ending September 30, 2000 but were not included in the computation of diluted
  EPS because the options' exercise prices were greater than the average
  market price of the common shares. The options, which expire between October
  22, 2002 and November 23, 2004, were still outstanding at September 30, 2000.



|                                                                  | For the six Months Ended September 30,       
|----------------------------------------------------------------- | ---------------------------------------------
|                                                                  | 2000(1)                                      
|                                                                  | Earnings
      (Numerator)                   
|                                                                  | (Dollars in thousands, except per share data)
|                                                                  |                                              
|Net Earnings                                                      | $ 14,444                                     
|                                                                  |                                              
|Basic EPS                                                         |                                              
|Earnings available to common stockholders                         | 14,444                                       
|                                                                  |                                              
|Effect of Dilutive Securities                                     |                                              
|Options and Stock Awards                                          | -                                            
|                                                                  |                                              
|Diluted EPS                                                       |                                              
|Earnings available to common stockholders and assumed conversions | $ 14,444                                     

(1)  Options to purchase 20,548 shares of common stock at a weighted average
  price of $19.55 per share were outstanding during the six month period ending
  September 30, 2000 but were not included in the computation of diluted EPS
  because the options' exercise prices were greater than the average market
  price of the common shares. The options, which expire between October 22, 2002
  and November 23, 2004, were still outstanding at September 30, 2000.



PFF BANCORP, INC. AND SUBSIDIARYItem 2: Management's Discussion and
Analysis of Financial Condition and Operation

Average Balance Sheets

The following table sets forth certain information relating
to the Company for the three months ended September 30, 2000 and 1999. The
yields and costs are derived by dividing income or expense by the average
balance of assets or liabilities, respectively, for the periods shown. Average
balances are derived from average daily balances. The yields and costs include
fees that are considered adjustments to yields.

|                                                                       | Three Months Ended September 30,
|---------------------------------------------------------------------- | --------------------------------
|                                                                       | 2000                            
|                                                                       | Average
      Balance           
|                                                                       | (Dollars in thousands)          
|Assets:                                                                |                                 
|Interest-earning assets:                                               |                                 
|Interest-earning deposits and short-term investments                   | $ 26,626                        
|Investment securities, net                                             | 95,504                          
|Loans receivable, net                                                  | 2,315,181                       
|Mortgage-backed securities, net                                        | 346,620                         
|Collateralized mortgage obligations, net                               | 86,990                          
|FHLB stock                                                             | 46,070                          
|Total interest-earning assets                                          | 2,916,991                       
|Non-interest-earning assets                                            | 66,855                          
|Total assets                                                           | $2,983,846                      
|                                                                       |                                 
|Liabilities and Stockholders' Equity:                                  |                                 
|Interest-bearing liabilities:                                          |                                 
|Savings accounts                                                       | $ 131,882                       
|Money market accounts                                                  | 379,152                         
|NOW and other demand deposit accounts                                  | 234,273                         
|Certificate accounts                                                   | 1,171,812                       
|Total                                                                  | 1,917,119                       
|FHLB advances                                                          | 789,132                         
|Other                                                                  | 3,470                           
|Total interest-bearing liabilities                                     | 2,709,721                       
|Non-interest-bearing liabilities                                       | 39,084                          
|Total liabilities                                                      | 2,748,805                       
|Stockholders' equity                                                   | 235,041                         
|Total liabilities and stockholders' equity                             | $2,983,846                      
|Net interest income                                                    |                                 
|Net interest spread                                                    |                                 
|Effective interest spread                                              |                                 
|Ratio of interest-earning assets to interest-bearing
      liabilities | 107.65%                         



PFF BANCORP, INC. AND SUBSIDIARY
Management's Discussion and Analysis of Financial Condition
and Operation
Continued

Average Balance Sheets

The following table sets forth certain information relating
to the Company for the six months ended September 30, 2000 and 1999. The yields
and costs are derived by dividing income or expense by the average balance of
assets or liabilities, respectively, for the periods shown. Average balances are
derived from average daily balances. The yields and costs include fees that are
considered adjustments to yields.

|                                                                       | Six Months Ended September 30,
|---------------------------------------------------------------------- | ------------------------------
|                                                                       | 2000                          
|                                                                       | Average
      Balance         
|                                                                       | (Dollars in thousands)        
|Assets:                                                                |                               
|Interest-earning assets:                                               |                               
|Interest-earning deposits and short-term investments                   | $ 23,984                      
|Investment securities, net                                             | 95,455                        
|Loans receivable, net                                                  | 2,324,262                     
|Mortgage-backed securities, net                                        | 359,990                       
|Collateralized mortgage obligations, net                               | 87,532                        
|FHLB stock                                                             | 45,635                        
|Total interest-earning assets                                          | 2,936,858                     
|Non-interest-earning assets                                            | 66,546                        
|Total assets                                                           | $3,003,404                    
|                                                                       |                               
|Liabilities and Stockholders' Equity:                                  |                               
|Interest-bearing liabilities:                                          |                               
|Savings accounts                                                       | $ 132,847                     
|Money market accounts                                                  | 377,267                       
|NOW and other demand deposit accounts                                  | 230,131                       
|Certificate accounts                                                   | 1,167,724                     
|Total                                                                  | 1,907,969                     
|FHLB advances                                                          | 826,527                       
|Other                                                                  | 2,999                         
|Total interest-bearing liabilities                                     | 2,737,495                     
|Non-interest-bearing liabilities                                       | 35,684                        
|Total liabilities                                                      | 2,773,179                     
|Stockholders' equity                                                   | 230,225                       
|Total liabilities and stockholders' equity                             | $3,003,404                    
|Net interest income before provision for loan losses                   |                               
|Net interest spread                                                    |                               
|Effective interest spread                                              |                               
|Ratio of interest-earning assets to interest-bearing
      liabilities | 107.28%                       

Rate/Volume Analysis

The following table presents the extent to which changes in
interest rates and changes in the volume of interest-earning assets and
interest-bearing liabilities have affected the Company's interest income and
interest expense during the periods indicated. Information is provided in each
category with respect to: (i) changes attributable to changes in volume (changes
in volume multiplied by prior rate); (ii) changes attributable to changes in
rate (changes in rate multiplied by prior volume); (iii) changes attributable to
changes in rate/volume (change in rate multiplied by change in volume); and (iv)
the net change.

|                                                     | Three Months Ended September 30, 2000
      Compared to
      Three Months Ended September 30, 1999 | Six Months Ended September 30, 2000
      Compared to
      Six Months Ended September 30, 1999
|---------------------------------------------------- | --------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------------------------------
|                                                     | Increase (Decrease)
      Due to                                                                    | Increase (Decrease)
      Due to                                                               
|                                                     | Volume                                                                                              | Rate                                                                                           
|                                                     | (Dollars in thousands)                                                                             
|                                                     |                                                                                                     |                                                                                                
|Interest-earning assets:                             |                                                                                                     |                                                                                                
|Interest-earning deposits and short-term investments | $ 28                                                                                                | 30                                                                                             
|Investment securities, net                           | 2                                                                                                   | 165                                                                                            
|Loans receivable, net                                | 4,149                                                                                               | 3,296                                                                                          
|Mortgage-backed securities, net                      | (1,592)                                                                                             | 245                                                                                            
|Collateralized mortgage obligations, net             | (85)                                                                                                | 317                                                                                            
|FHLB stock                                           | 54                                                                                                  | 68                                                                                             
|Total interest-earning assets                        | 2,556                                                                                               | 4,121                                                                                          
|                                                     |                                                                                                     |                                                                                                
|Interest-bearing liabilities:                        |                                                                                                     |                                                                                                
|Savings accounts                                     | (72)                                                                                                | (19)                                                                                           
|Money market accounts                                | (472)                                                                                               | 629                                                                                            
|NOW and other demand deposit Accounts                | 37                                                                                                  | 80                                                                                             
|Certificate accounts                                 | 1,192                                                                                               | 2,853                                                                                          
|FHLB advances                                        | 9                                                                                                   | 1,665                                                                                          
|Other                                                | 1                                                                                                   | (5)                                                                                            
|Total interest-bearing liabilities                   | 695                                                                                                 | 5,203                                                                                          
|Change in net interest income                        | $1,861                                                                                              | (1,082)                                                                                        

Forward-Looking Statements

Except for historical information contained herein, the
matters discussed in this report contain forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended (the
"Securities Act"), and Section 21E of the Securities Exchange Act of
1934, as amended (the "Exchange Act"), that involve substantial risks
and uncertainties. When used in this report, or in the documents incorporated by
reference herein, the words "anticipate," "believe,"
"estimate," "may," "intend," "expect"
and similar expressions identify certain of such forward-looking statements.
Actual results could differ materially from such forward-looking statements
contained herein. Factors that could cause future results to vary from current
expectations include, but are not limited to, the following: changes in economic
conditions (both generally and more specifically in the markets in which the
Company operates); changes in interest rates, deposit flows, loan demand, real
estate values and competition; changes in accounting principles, policies or
guidelines and in government legislation and regulation (which change from time
to time and over which the Company has no control); other factors affecting the
Company's operations, markets, products and services, and other risks detailed
in this Form 10-Q and in the Company's other Securities and Exchange
Commission filings. Readers are cautioned not to place undue reliance on these
forward-looking statements, which reflect management's analysis only as of the
date hereof. The Company undertakes no obligation to publicly revise these
forward-looking statements to reflect events or circumstances that arise after
the date hereof.

Comparison of Operating Results for the Three Months Ended September 30, 2000
and 1999

General

The Company recorded net earnings of $7.1 million or $0.55
per diluted share for the three months ended September 30, 2000 compared to net
earnings of $6.3 million or $0.47 per diluted share for the comparable period of
1999.

Net interest income was $23.2 million for the three months
ended September 30, 2000 compared to $22.2 million for the comparable period of
1999. The increase in net interest income was attributable to a $110.2 million
increase in average interest-earning assets partially offset by a 13 basis point
decrease in net interest spread from 2.95% for the three months ended September
30, 1999 to 2.82% for the comparable period of 2000.

Provision for loan losses was $1.3 million for the three
months ended September 30, 2000 compared to $1.0 million for the comparable
period of 1999.

Total non-interest income was $4.1 million for the three
months ended September 30, 2000 compared to $3.6 million for the comparable
period of 1999. Total non-interest expense was $13.9 million for the three
months ended September 30, 2000 compared to $13.6 million for the comparable
period of 1999.

Interest Income

Interest income was $59.5 million for the three months ended
September 30, 2000 compared to $52.5 million for the comparable period of 1999.
The $6.9 million increase in interest income was attributable to a 66 basis
point increase in average yield on interest-earning assets, coupled with the
$110.2 million increase in average interest-earning assets. The increase in
average interest earning assets was due to a $210.0 million increase in the
average balance of loans receivable, net from $2.11 billion for the three months
ended September 30, 1999 to $2.32 billion for the comparable period of 2000. The
average aggregate balance of investment securities, mortgage-backed
securities ("MBS") and collateralized mortgage obligations ("CMO's")
(collectively, "securities") decreased $105.8 million from $634.9
million for the three months ended September 30, 1999 to $529.1 million for the
comparable period of 2000 reflecting the Company's strategy of redeploying
earnings assets from securities into loans receivable.

The average yield on loans receivable, net increased 63 basis
points from 7.90% for the three months ended September 30, 1999 to 8.53% for the
comparable period of 2000. The increase in the average yield on loans
receivable, net was attributable principally to a $241.9 million increase in the
aggregate disbursed balance of construction, commercial business, commercial
real estate and consumer loans (the Four-C's) from $601.5 million or 28
percent of loans receivable, net at September 30, 1999 to $843.4 million or 36
percent of loans receivable, net at September 30, 2000. Originations of the
Four-C's continues to be an area of focus for the Bank with such loans
accounting for 92% and 61% of total loan originations for the three months ended
September 30, 2000 and 1999, respectively. An increase in the general level of
interest rates also contributed to the increase in loan yields. Management
expects that the strong level of originations of the Four-C's will continue
and with it, the Bank should continue to achieve continued strengthening of its
yield on average interest-earning assets as the proportion of total
interest-earning assets comprised by the Four-C's increase.

The average yield on securities was 6.80% for the three
months ended September 30, 2000 compared to 6.31% for the comparable period of
1999. The increase in the average yield on securities reflects the impact of an
increase in the general level of interest rates. The one-year Constant Maturity
Treasury (CMT) and one month London Inter Bank Offered Rate (LIBOR) averaged
approximately 6.12% and 6.54% respectively for the three months ended September
30 2000 compared to approximately 5.16% and 5.30%, respectively for the
comparable period of 1999. Amortization of premiums net of accretion of
discounts was $225,000 (17 basis points) for the three months ended September
30, 2000 compared to $382,000 (24 basis points) for the comparable period of
1999.

Interest Expense

Interest expense was $36.3 million for the three months ended
September 30, 2000 compared to $30.3 million for the comparable period of 1999.
The $6.0 million increase in interest expense was attributable to a 79 basis
point increase in the average cost of interest-bearing liabilities coupled with
a $62.0 million increase in average interest-bearing liabilities from $2.65
billion for the three months ended September 30, 1999 to $2.71 billion for the
comparable period of 2000. The 79 basis point increase in the average cost of
interest-bearing liabilities reflects a 78 basis point increase in the average
cost of deposits, a 84 basis point increase in the cost of FHLB advances and a
slight increase in the proportion of total interest-bearing liabilities
comprised by certificates of deposits (C.D.'s) and FHLB advances from 71% for
the three months ended September 30, 1999 to 72% for the comparable period of
2000 as C.D.'s and FHLB advances were utilized to fund the strong level of
loan growth.

The increase in the average cost of deposits from 4.15% for
the three months ended September 30, 1999 to 4.93% for the comparable period of
2000 reflects an increase in the general level of interest rates. The average
balances of money market, savings and NOW accounts (collectively, "core
deposits") decreased $33.4 million from $778.7 million or 42% of average
total deposits for the three months ended September 30, 1999 to $745.3 million
or 39% of average total deposits for the comparable period 2000. The average
balance of total deposits increased $60.9 million from $1.86 billion for the
three months ended September 30, 1999 to $1.92 billion for the comparable period
of 2000. The average cost of core deposits was 3.12% for the three months ended
September 30, 2000 compared to 6.08% for C.D.'s.

The average cost of FHLB advances increased from 5.48% for
the three months ended September 30, 1999 to 6.32% for the comparable period of
2000 reflecting an increase in the general level of interest rates coupled with
the Bank's utilization of putable fixed rate FHLB advances. Under the putable
advance program, in exchange for a favorable interest rate on the borrowing, the
Bank grants to the FHLB an option to "put" the advance back to the
Bank at specified "put" dates prior to maturity but after the
conclusion of a specified lock out period. Under the putable advance program,
the Bank obtains funds below the cost of non-putable FHLB advances of comparable
final maturity. In exchange for this favorable funding rate, the Bank is exposed
to the risk that the advance is put back to the Bank following an increase in
the general level of interest rates causing the Bank to initiate a borrowing at
a less advantageous cost. Between September 30, 1999 and September 30, 2000
$230.0 million of putable FHLB advances with a weighted average interest rate of
5.45% were put back to the Bank. Of the $230.0 million put back, $115.0 million
was "rolled" into non-putable advances at a weighted average interest
rate of 6.55% percent. The Bank has not initiated any new putable borrowings
since May 27,1998. At September 30, 2000 the Bank's putable borrowings totaled
$185.0 million.

The future behavior of the Bank's funding costs will be
impacted to a significant degree by the general level and direction of interest
rates as well as competitive forces within the Bank's geographic market. Based
upon current interest rate and market conditions, management expects a degree of
continued bias to the Bank's funding costs over the next one to two quarters
that is directionally consistent with, but lesser in magnitude than, that
experienced for the three months ended September 30, 2000. Thereafter, subject
to market conditions, management expects a significant reduction in the upward
bias to the Bank's funding costs.

Provision for Loan Losses

Provision for loan losses was $1.0 million for the three
months ended September 30, 1999 compared to $1.3 million for the comparable
period of 2000. See "Comparison of Financial Condition at September 30,
2000 and March 31, 2000".

Non-Interest Income

Non-interest income was $4.1 million for the three months
ended September 30, 2000, compared to $3.6 million for the comparable period of
1999. Excluding trading securities activity, core non-interest income was $4.0
million or, on an annualized basis, .54% of average assets for the three months
ended September 30, 2000, compared to $3.7 million or, on annualized basis, .51%
of average assets for the comparable period of 1999. Deposit and related fees
decreased $42,000 between three months ended September 30, 1999 and 2000. The
primary reason for the decrease in deposit and related fees was due to a
reduction in non-deposit income from $346,000 for the three months September 30,
1999 compared to $277,000 for the comparable period of 2000 due to lower sales
volume in the current period compared to 1999. The increase in trust fees from
$517,000 for the three months ended September 30, 1999 to $525,000 for the
comparable period of 2000 reflects growth in assets under custody or management
from $250.2 million at September 30, 1999 to $279.6 million at September 30,
2000.

Non-Interest Expense

Non-interest expense was $13.9 million for the three months
ended September 30, 2000, compared to $13.6 million for the comparable period of
1999. General and administrative expense was $13.9 million, or an annualized
basis 1.86% of average assets for the three months ended September 30, 2000
compared to $13.8 million or, 1.90% of average assets for the comparable period
in 1999. Compensation and benefits expense was $7.5 million for the three months
ended September 30, 2000 compared to $7.4 million for the comparable period in
1999. Included in compensation and benefits expense are non-cash charges
associated with the amortization of shares under the Company's Employee Stock
Ownership Plan (ESOP) and 1996 Incentive Plan of $1.5 million for the three
months ended September 30, 2000 compared to $1.4 million for the comparable
period of 1999.

Foreclosed real estate operations, net includes income of
$186,000 for the three months ended September 30, 1999 comprised of gains on
sale of 1-4 family residences.

Income Taxes

Income taxes were $5.1 million for the three months ended
September 30, 2000, compared to $4.8 million for the comparable period of 1999.
The effective tax rate was 41.8% for the three months ended September 30, 2000,
compared to 43.4% for the comparable period of 1999.

Comparison of Operating Results for the Six Months Ended September 30, 2000
and 1999

General

The Company recorded net earnings of $14.4 million or $1.14
per diluted share for the six months ended September 30, 2000 compared to net
earnings of $12.7 million or $0.95 per diluted share for the comparable period
of 1999.

Net interest income was $47.3 million for the six months
ended September 30, 2000, compared to $43.5 million for the comparable period of
1999. The increase in net interest income was attributable to $129.8 million
increase in average interest earning-assets coupled with a 2 basis point
increase in net interest spread from 2.85% for the six months ended September
30, 1999 to 2.87% for the comparable period of 2000.

Provision for loan losses was $2.5 million for the six months
ended September 30, 2000 compared to $2.0 million for the comparable period of
1999.

Total non-interest income was $7.7 million for the six months
ended September 30, 2000, compared to $7.8 million for the comparable period of
1999. Total non-interest expense was $27.4 million for the six months ended
September 30, 2000, compared to $26.9 million for the comparable period of 1999.

Interest Income

Interest income was $119.2 million for the six months ended
September 30, 2000, compared to $103.9 million for the comparable period of
1999. The $15.3 million increase in interest income was attributable to a 72
basis point increase in average yield on interest-earning assets, coupled with a
$129.8 million increase in average interest-earning assets. The increase in
average interest earnings assets was due to a $259.2 million increase in the
average balance of loans receivable from $2.07 billion for the six months ended
September 30, 1999 to $2.32 billion for the comparable period of 2000. The
average aggregate balance of securities decreased $109.0 million from $652.0
million for the six months ended September 30, 1999 to $543.0 million for the
comparable period of 2000 reflecting the Company's strategy of redeploying
earnings assets from securities into loans receivable. During April 2000 the
Bank received a $329,000 special dividend from the FHLB of San Francisco. This
special dividend increased the average yield on interest-earning assets for the
six months ended September 30, 2000 by 3 basis points.

The average yield on loans receivable, net increased 58 basis
points from 7.87% for the six months ended September 30, 1999 to 8.45% for the
comparable period of 2000. The increase in the average yield on loans
receivable, net was attributable principally to a $241.9 million increase in the
aggregate disbursed balance of the Four-C's from $601.5 million or 28 percent
of loans receivable, net at September 30, 1999 to $843.4 million or 36 percent
of loans receivable, net at September 30, 2000. Originations of the Four-C's
accounted for 92% and 57% of total loan originations for the six months ended
September 30, 2000 and 1999, respectively. An increase in the general level of
interest rates also contributed to the increase in loan yields.

The average yield on securities was 6.77% for the six months
ended September 30, 2000, compared to 6.27% for the comparable period of 1999.
The increase in the average yield on securities reflects the impact of an
increase in the general level of interest rates. The one year CMT and one month
LIBOR averaged approximately 6.17% and 6.47% respectively for the six months
ended September 30, 2000 compared to approximately 4.99% and 5.09% respectively
for the comparable period of 1999. Amortization of premium, net of accretion of
discounts was $457,000 (17 basis points) for the six months ended September 30,
2000 compared to $884,000 (27 basis points) for the comparable period of 1999.

Interest Expense

Interest expense was $71.9 million for the six months ended
September 30, 2000, compared to $60.4 million for the comparable period of 1999.
The $11.5 million increase in interest expense was attributable to a 70 basis
point increase in the average cost of interest-bearing liabilities coupled with
a $91.9 million increase in the balance of average interest-bearing liabilities
from $2.65 billion for the six months ended September 30, 1999 to $2.74 billion
for the comparable period of 2000. The 70 basis point increase in the average
cost of interest-bearing liabilities reflects a 66 basis point increase in the
average cost of deposits, a 77 basis point increase in the cost of FHLB
advances, and an increase in the proportion of total interest-bearing
liabilities comprised by C.D.'s and FHLB advances from 71% for the six months
ended September 30, 1999 to 73% for the comparable period of 2000.

The increase in the average cost of deposits from 4.17% for
the six months ended September 30, 1999 to 4.83% for the comparable period of
2000 reflects an increase in the general level of interest rates. The average
balances of core deposits decreased $27.2 million from $767.4 million or 41% of
average total deposits for the six months ended September 30, 1999 to $740.2
million or 39% of average total deposits for the comparable period of 2000. The
average balance of total deposits increased $55.7 million from $1.85 billion for
the six months ended September 30, 1999 to $1.91 billion for the comparable
period of 2000. The change in deposit balances are net of $45.9 million of
deposits (including $12.6 million of core deposits) sold in October 1999. The
average cost of core deposits was 3.10% for the six months ended September 30,
2000, compared to 5.92% for C.D.'s.

The average cost of FHLB advances increased from 5.47% for
the six months ended September 30, 1999, to 6.24% for the comparable period of
2000 reflecting the impact of the maturity or puts of advances coupled with an
increase in the general level of interest rates.

Provision for Loan Losses

Provision for loan losses was $2.5 million for the six months
ended September 30, 2000 compared to $2.0 million for the comparable period of
1999. See "Comparison of Financial Condition at September 30, 2000 and
March 31, 2000."

Non-Interest Income

Non-interest income was $7.7 million for the six months ended
September 30, 2000, compared to $7.8 million for the comparable period of 1999.
Deposit and related fees decreased $175,000 from $4.7 million for the six months
ended September 30, 1999 to $4.5 million for the comparable period of 2000. The
decrease in deposit and related fees reflects the decrease in income from the
sale of non-deposit investments from $799,000 for the six months ended September
30, 1999 to $600,000 for the comparable period of 2000. Trust fees increased
from $1.0 million for the six months ended September 30, 1999 to $1.1 million
for the comparable period of 2000

Non-Interest Expense

Non-interest expense was $27.4 million for the six months
ended September 30, 2000, compared to $26.9 million for the comparable period of
1999. General and administrative expense was $27.4 million or, 1.82% of average
assets for the six months ended September 30, 2000 compared to $27.0 or, 1.85%
for the comparable period in 1999. Compensation and benefits expense was $14.8
million for the six months ended September 30, 2000 compared to $14.4 million
for the comparable period in 1999. Included in compensation and benefits expense
are non-cash charges associated with the amortization of shares under the
Company's Employee Stock Ownership Plan (ESOP) and 1996 Incentive Plan of $2.7
million and $2.5 million for the six months ended September 30, 2000 and
September 30, 1999, respectively.

Income Taxes

Income taxes were $10.7 million for the six months ended
September 30, 2000, compared to $9.7 million for the comparable period of 1999.
The effective tax rate was 42.6% for the three months ended September 30, 2000,
compared to 43.3% for the comparable period of 1999.

Comparison of Financial Condition at September 30, 2000 and
March 31, 2000

Total assets decreased $32.4 million from $3.03 billion at
March 31, 2000 to $3.00 billion at September 30, 2000. Loans receivable, net
increased $9.8 million from $2.33 billion at March 31, 2000 to $2.34 billion at
September 30, 2000. Securities decreased $48.9 million from $555.4 million at
March 31, 2000 to $506.6 million at September 30, 2000 reflecting the strategy
discussed above of utilizing paydowns on securities to fund loan growth. The
$9.8 million increase in loans receivable, net included a $106.9 million
increase in the aggregate disbursed balance of the Four C's and a $102.6
million decrease in 1-4 family residential mortgages

Loan originations for the six months ended September 30, 2000
were $544.8 million, compared to $604.5 million for the comparable period of
1999. Loan principal payoffs and paydowns were $516.8 million for the six months
ended September 30, 2000, compared to $392.8 million for the comparable period
of 1999. Non-accrual loans increased from $5.4 million or 0.21% of gross loans
at March 31, 2000 to $6.9 million or 0.27% of gross loans at September 30, 2000.
Approximately $1.8 million, or 27 percent, of the non-accrual loans at September
30, 2000 is represented by Four-C's loan types. The 27 percent is well below
36 percent, which is the proportion of total loans receivable, net comprised by
the aggregate disbursed balance of the Four-C's. Non-performing assets, which
includes non-accrual loans, and foreclosed real estate, net of specific
allowances, increased from $6.9 million or 0.23% of total assets at March 31,
2000 to $7.7 million or 0.26% of total assets at September 30, 2000.

The allowance for loan losses is maintained at an amount
management considers adequate to cover losses on loans receivable which are
deemed probable and estimable. The allowance is based upon a number of factors,
including current economic conditions, actual loss experience, industry trends
and the composition of the loan portfolio by type. In addition, various
regulatory agencies, as an integral part of their examination process,
periodically review the Bank's allowance for loan losses. Such agencies may
require the Bank to make additional provisions for loan losses based upon
information available at the time of the review. At September 30, 2000, the Bank's
allowance for loan losses was $29.3 million or 1.14% of gross loans and 427.34%
of non-accrual loans compared to $27.8 million or 1.09% of gross loans and
512.96% of non-accrual loans at March 31, 2000. The Bank will continue to
monitor and modify its allowance for loan losses as economic conditions, loss
experience, changes in portfolio composition and other factors dictate. The
following table sets forth activity in the Bank's allowance for loan losses
for the three and six months ended September 30, 2000.

|                          | Six Months Ended September 30,
|------------------------- | ------------------------------
|                          | 2000                          
|Beginning balance         | $ 27,838                      
|Provision for loan losses | 2,502                         
|Charge-offs               | (1,057)                       
|Recoveries                | 16                            
|Ending balance            | $ 29,299                      

Total liabilities decreased $51.2 million to $2.76 billion at
September 30, 2000 from $2.81 billion at March 31, 2000. Deposits increased
$27.7 million from $1.91 billion at March 31, 2000 to $1.93 billion at September
30, 2000. Core deposits increased $13.6 million from $739.2 million at March 31,
2000 to $752.7 million at September 30, 2000. FHLB advances were paid down by a
net $90.0 million from $884.0 at March 31, 2000 to $794.0 million at September
30, 2000 utilizing the cash flows arising from the planned net reduction in 1-4
family residential mortgages coupled with paydowns of securities and deposit
inflows provided.

Total stockholders' equity was $240.7 million at September
30, 2000 compared to $221.8 million at March 31, 2000. The $18.8 million
increase in total stockholders' equity is comprised principally of a $13.0
million increase in retained earnings, substantially restricted, a $2.2 million
increase in unearned stock-based compensation and a $2.8 million increase in
accumulated other comprehensive loss. The $13.0 million increase in retained
earnings, substantially restricted reflects the $14.4 million of net earnings
for the six months ended September 30, 2000 partially offset by quarterly cash
dividends of $0.06 per common share paid on June 30 and September 30, 2000. The
$2.2 million increase in unearned stock-based compensation reflects the
amortization of shares under the Company's ESOP ($907,000) and 1996 Incentive
Plan ($1.3 million).

Liquidity and Capital Resources

The Company's primary sources of funds are deposits,
principal and interest payments on loans and securities, FHLB advances and other
borrowings, proceeds from the maturation of securities and, to a lesser extent,
proceeds from the sale of loans and securities. While maturities and scheduled
amortization of loans and securities are predictable sources of funds, deposit
flows and mortgage and security prepayments are greatly influenced by the
general level of interest rates, economic conditions and competition. The Bank
has maintained the required minimum levels of liquid assets as defined by OTS
regulations. This requirement, which may be varied at the direction of the OTS
depending upon economic conditions and deposit flows, is based upon a percentage
of deposits and short-term borrowings. Effective with the quarter ended December
31, 1997 the required ratio is 4%. Prior to that the requirement was 5%. The
Bank's average liquidity ratio was 4.77% for the six months ended September
30, 2000. Management attempts to maintain a liquidity ratio no higher than
approximately 1% above the regulatory requirement. This reflects management's
strategy of investing excess liquidity in higher yielding interest-earning
assets, such as loans or other investments, depending on market conditions. The
Bank invests in corporate securities when the yields thereon are more attractive
than U.S. government and federal agency securities of similar maturity. While
corporate securities are not backed by any government agency, the maturity
structure and credit quality of all corporate securities owned by the Bank meet
the minimum standards set forth by the OTS for regulatory liquidity-qualifying
investments. The Bank invests in callable debt issued by Federal agencies of the
U.S. government when the yields thereon to call date(s) and maturity exceed the
yields on comparable term and credit quality non-callable investments by amounts
which management deems sufficient to compensate the Bank for the call options
inherent in the securities. The Bancorp has invested and will from time to time
continue to invest in "non-rated" corporate debt and equity
securities. Investments held at the Bancorp are not subject to the OTS
regulatory restrictions applicable to the Bank.

The Company's cash flows are comprised of three primary
classifications: cash flows from operating activities, investing activities and
financing activities. Cash flows provided by operating activities were $34.9
million and $12.8 million for the six months ended September 30, 2000 and 1999,
respectively. Net cash used in investing activities consisted primarily of
disbursements for loan originations and purchases of mortgage-backed and other
investment securities, offset by principal collections on loans and proceeds
from maturation of investments and paydowns on mortgage-backed securities.
Principal payments on loans were $516.8 million and $392.8 million for the six
months ended September 30, 2000 and 1999, respectively. Loans originated and
purchased were $545.0 million and $604.5 million for the six months ended
September 30, 2000 and 1999, respectively. Disbursements for purchases of
mortgage-backed and other investment securities were zero and $28.1 million for
the six months ended September 30, 2000 and 1999, respectively. Proceeds from
the maturation of investment securities, paydowns of mortgage-backed securities
and collateralized mortgage obligations were $52.4 million and $112.7 million
for the six months ended September 30, 2000 and 1999, respectively. Net cash
provided by financing activities consisted primarily of net activity in deposit
accounts and FHLB advances and other borrowings. The net increases in deposits
were $27.7 million and $13.1 million for the six months ended September 30, 2000
and 1999, respectively. FHLB advances decreased $90.0 million and increased
$20.0 million for the six months ended September 30, 2000 and 1999,
respectively.

At September 30, 2000, the Bank exceeded all of its
regulatory capital requirements with a tangible capital level of $219.9 million,
or 7.36% of adjusted total assets, which is above the required level of $44.8
million, or 1.5%; core capital of $219.9 million, or 7.36 % of adjusted total
assets, which is above the required level of $119.6 million, or 4.0%, and total
risk-based capital of $245.7 million, or 11.76% of risk-weighted assets, which
is above the required level of $167.1 million, or 8%.

The Company's most liquid assets are cash and short-term
investments. The levels of these assets are dependent on the Company's
operating, financing, lending and investing activities during any given period.
At September 30, 2000 cash and short-term investments totaled $50.3 million. The
Company has other sources of liquidity if a need for additional funds arises,
including the utilization of reverse repurchase agreements and FHLB advances. At
September 30, 2000, the Bank has $794.0 million of FHLB advances outstanding.
Other sources of liquidity include investment securities maturing within one
year.

The Company currently has no material contractual obligations
or commitments for capital expenditures. At September 30, 2000, the Bank had
outstanding commitments to originate and purchase loans of $273.1 million and
zero, respectively, compared to $387.1 million and zero, respectively, at
September 30, 2000 and 1999. At September 30, 2000, and 1999 the Company had no
outstanding commitments to purchase mortgage-backed securities and other
investment securities. The Company anticipates that it will have sufficient
funds available to meet these commitments. Certificate accounts that are
scheduled to mature in less than one year from September 30, 2000 totaled $1.05
billion. The Bank expects that a substantial portion of the maturing certificate
accounts will be retained by the Bank at maturity.

Segment Reporting

The Company, through the branch network of the Bank, provides
a broad range of financial services to individuals and companies located
primarily in Southern California. These services include demand, time, and
savings deposits; real estate, business and consumer lending; ATM processing;
cash management; and trust services. While the Company's chief decision makers
monitor the revenue streams of the various Company products and services,
operations are managed and financial performance is evaluated on a Company-wide
basis. Accordingly, all of the Company's banking operations are considered by
management to be aggregated in one reportable operating segment.



Item 3. Qualitative and Quantitative Disclosures about Market
Risk

Readers should refer to the qualitative disclosures
(consisting primarily of interest rate risk) in the Company's March 31, 2000
Form 10-K, as there has been no significant changes in these disclosures during
the six months ended September 30, 2000.



PART II - OTHER INFORMATION
PFF BANCORP, INC. AND SUBSIDIARY

Item 1. Legal Proceedings

The Company and subsidiary have been named as defendants in
various lawsuits arising in the normal course of business. The outcome of the
lawsuits cannot be predicted, but the Company intends to vigorously defend the
actions and is of the opinion that the lawsuits will not have a material adverse
effect on the Company.

Item 2. Changes in
Securities

None

Item 3. Defaults Upon
Senior Securities

None

Item 4. Submission of
Matter to a Vote of Security Holders

| | Election of Directors of the Company for three year
      terms:     | Number of Votes For | Number of Votes Withheld |                           
| | -------------------------------------------------------------------- | ------------------- | ------------------------ | --------------------------
| |                                                                      |                     |                          |                           
| | Jil H. Stark                                                         | 10,355,497          | 285,135                  |                           
| |                                                                      |                     |                          |                           
| |                                                                      | Number of Votes For | Number of Votes Against  | Number of Votes Abstaining
| | Ratification of KPMG LLP as the Company's independent
      auditors | 10,508,953          | 5,507                    | 126,172                   

Item 5. Other Information

None

Item 6. Reports on Form 8-K.

1. Exhibit 3(I) - Certificate of Incorporation of PFF Bancorp, Inc. *
2. Reports on form 8-K

None

_________________________

*Incorporated herein by reference to Form S-1, Registration Statement, as
amended, filed on December 8, 1995, SEC Registration Number 33-94860.

PFF BANCORP, INC. AND SUBSIDIARYSIGNATURES

Pursuant to the requirements of Section 13 of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.

PFF BANCORP, INC.



DATED: November 10, 2000                    
BY:/s/ LARRY M. RINEHART
                                          
                              
Larry M. Rinehart
                                          
                              
President, Chief Executive Officer
                                          
                              
and Director

DATED: November 10, 2000                    
BY:/s/ GREGORY C. TALBOTT
                                          
                             
Gregory C. Talbott
                                          
                             
Executive Vice President, Chief
                                          
                             
Financial Officer and Treasurer