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

                           FORM 10-QSB

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

For the quarterly period ended September 30, 2002.

                               OR

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

Commission file number 333-84114


                   1st Colonial Bancorp, Inc.
      (Exact name of registrant as specified in its charter)

             Pennsylvania                      01-0715542
    (State or other jurisdiction of        (I.R.S. Employer
     incorporation or organization)        Identification No.)

          1040 Haddon Avenue                       08108
            Collingswood, NJ                     (Zip Code)
         (Address of Principal
           Executive Offices)

                          (856) 858-1100
         (Registrant's telephone number, including area code)

Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the Registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days.

                         Yes  X           No

Indicate the number of shares outstanding of each of the
issuer's classes of common stock, as of the latest practicable
date:

                                    Number of Shares Outstanding
         Class                          as of November 7, 2002

Common Stock, without par value               1,025,144



                       INDEX TO FORM 10-QSB

PART I.  FINANCIAL INFORMATION                              PAGE

  Item 1.  Financial Statements

           Consolidated Statements of Financial Condition
           September 30, 2002 (Unaudited) And
           December 31, 2001                                  4

           Consolidated Statements of Income and
           Comprehensive Income (Unaudited) - For the
           Three Months Ended and Nine Months Ended
           September 30, 2002 and 2001                        6

           Consolidated Statements of Cash Flows -
           (Unaudited) For the Nine Months Ended
           September 30, 2002 and 2001                        8

           Notes to Financial Statements                     10

  Item 2.  Management's Discussion and Analysis of
           Financial Condition and Results of Operations     17

  Item 3.  Controls and Procedures                           25

PART II.   OTHER INFORMATION

  Item 2.  Changes in Securities and Use of Proceeds         25

  Item 6.  Exhibits and Reports on Form 8-K                  26

  Signatures                                                 27

  Certification Pursuant to 18 U.S.C. Section 1350           28



                 PART 1 - FINANCIAL INFORMATION
            1st COLONIAL BANCORP, INC. AND SUBSIDIARY
         CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

(Dollars in thousands)

<TABLE>
<CAPTION>
                                                 September 30,   December 31,
                                                       2002          2001
                                                 -------------   ------------
                                                   (unaudited)

                                              <c>             <c>
Assets
Cash and due from banks                              $ 3,691       $ 2,869
Federal funds sold                                     5,543        21,061
Investments held to maturity                             899         1,216
Securities available for sale (amortized
  cost of $15,557 at September 30, 2002 and
  $17,034 at December 31, 2001)                       15,637        17,197
Mortgages loans available for sale                       658           182
Loans                                                 52,298        36,596
  Less: Allowance for loan losses                       (547)         (335)
                                                     -------       -------
  Net loans                                           51,751        36,261
Bank premises and equipment, net                         631           442
Accrued interest receivable                              311           330
Deferred tax assets                                      177           154
Other assets                                             135            61
                                                     -------       -------
Total Assets                                         $79,433       $79,773
                                                     =======       =======
Liabilities

Demand deposits                                      $40,769       $22,979
Savings deposits                                      13,431        30,215
Other time deposits                                   13,177        14,071
  Total deposits                                      67,377        67,265
Short-term borrowings                                  4,784         5,460
Accrued interest payable                                   6            30
Taxes payable                                             41           125
Other liabilities                                        123           124
                                                     -------       -------
Total liabilities                                    $72,331       $73,004

Shareholders' equity

Common Stock (no par value)
    Authorized: 5,000,000 shares, issued
    and outstanding: 1,025,144 shares at
    September 30, 2002 and 1,024,586 shares
    at December 31, 2001
  Additional paid in capital                           7,003         7,000
  Retained earnings (deficit)                             46          (329)
  Accumulated other comprehensive income, net             53            98
                                                     -------       -------
      Total shareholders' equity                       7,102         6,769
                                                     -------       -------
      Total liabilities & shareholders' equity       $79,433       $79,773
                                                     =======       =======
</TABLE>

The accompanying notes are an integral part of these statements.



            1st COLONIAL BANCORP, INC. AND SUBSIDIARY
                CONSOLIDATED STATEMENTS OF INCOME
              AND COMPREHENSIVE INCOME (UNAUDITED)
           FOR THE PERIODS ENDED SEPTEMBER 30, 2002 AND 2001

(Dollars in thousands, except per share data)

<TABLE>
<CAPTION>
                                                     Three months ended   Nine months ended
                                                       September 30,       September 30,
                                                     ------------------   -----------------
                                                      2002        2001      2002      2001
                                                     -----       ------   -------   -------

                                                  <c>         <c>      <c>       <c>
Interest income:
Interest and fees on loans                           $ 887       $ 534    $2,356    $1,342
Interest on federal funds sold                          46         120       129       341
Interest and dividends on investments:
  Taxable                                              134         198       498       613
  Nontaxable                                             3           -         7         -
                                                     -----       -----    ------    ------
    Total interest income                            1,070         852     2,990     2,296
                                                     -----       -----    ------    ------

Interest expense:
Interest on demand deposits                            126          83       279       217
Interest on savings deposits                            53         122       173       314
Interest on time deposits                              122          96       288       309
Interest on short-term borrowings                       20          40        65        97
                                                     -----       -----    ------    ------
    Total interest expense                             321         341       805       937
                                                     -----       -----    ------    ------
Net interest income                                    749         511     2,185     1,359
Provision for loan losses                               55          60       230       135
                                                     -----       -----    ------    ------
Net interest income after
  provision for loan losses                            694         451     1,955     1,224

Other income:
  Service charges on deposit accounts                   21          11        54        33
  Gain on sale of mortgage loans                        13          16        36        32
  Other income, service charges and fees                 7           4        18         7
  Gains on sale of investments                          23           -        24        65
                                                     -----       -----    ------    ------
    Total other income                                  64          31       132       137

Other expenses:
  Salaries, wages and employee benefits                227         196       596       545
  Occupancy and equipment expenses                      57          41       150       128
  Advertising expense                                   23          22        48        42
  Data processing expense                               52          40       155       100
  Organization expenses                                  6           -         9         -
  Other Operating Expenses                             190         114       505       315
                                                     -----       -----    ------    ------
    Total other expenses                               555         413     1,463     1,130

Income before income taxes                             203          69       624       231
Income tax expense                                      80           -       249         -
                                                     -----       -----    ------    ------
Net income                                           $ 123       $  69    $  375    $  231
                                                     -----       -----    ------    ------
Other comprehensive income(loss)                       (33)        164      ( 45)      130
                                                     -----       -----    ------    ------
    Total comprehensive income                       $  90       $ 233   $   330    $  361
                                                     =====       =====    ======    ======

Net income per share information:
  Basic earnings per share                           $0.12       $0.07     $0.37     $0.26
  Diluted earnings per share                         $0.12       $0.07     $0.36     $0.25
</TABLE>

The accompanying notes are an integral part of these statements.



            1st COLONIAL BANCORP, INC. AND SUBSIDIARY
        CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

(Dollars in thousands)

<TABLE>
<CAPTION>
                                                    For the Nine Months Ended
                                                          September 30,
                                                    -------------------------
                                                       2002            2001
                                                    ---------       ---------

                                                 <c>            <c>
Cash flow from operating activities:

  Net income                                        $    375        $    231
Adjustments to reconcile net income to net
  cash used by operating activities:
  Depreciation and amortization                           66              54
  Accretion (amortization) of discount (premium)
    on securities, net                                     8             (34)
  Gain on sale of mortgage loans available for
    sale                                                 (36)            (32)
  Gain on sale of securities                             (24)            (65)
  Provision for loan losses                              230             135
  Mortgage loans originated                           (8,338)         (6,164)
  Mortgage loans sold                                  7,898           6,164
  Decrease (increase) in accrued interest
    receivable                                            19             (95)
  Decrease in deferred tax asset                          15               -
  (Increase)in other assets                              (74)            (21)
  (Decrease) increase in accrued interest payable        (24)             15
  Decrease in income taxes payable                       (84)              -
  (Decrease)increase in other liabilities                 (1)             11
                                                    --------        --------
Net cash provided by operating activities                 30             199

Cash flows from investing activities:
  Proceeds from maturity and sale of securities
    available-for-sale                                16,419           5,225
  Proceeds from maturity of securities held
    to maturity                                          931               -
  Purchases of securities available-for-sale         (15,540)         (8,439)
  Purchases of securities held to maturity              (614)              -
  Repayment of principal of securities
    available-for-sale                                   614             318
  Increase in loans receivable, net                  (15,720)        (14,901)
  Capital expenditures                                  (255)            (69)
                                                    --------        --------
Net cash used in investing activities                (14,165)        (17,866)

Cash flows from financing activities:
  Net increase in deposits                               112          22,711
  Net (decrease)increase in short-term borrowings       (676)          4,043
  Issuance of common stock                                 3           1,123
                                                    --------        --------
Net cash (used in) provided by
  financing activities                                  (561)         27,877
Net (decrease) increase in
  cash and cash equivalents                          (14,696)         10,210
Cash and cash equivalents
  as of beginning of year                             23,930           5,855
                                                    --------        --------
Cash and cash equivalents as of September 30,       $  9,234        $ 16,065
                                                    ========        ========

Supplemental disclosure of cash flow information:
Cash paid during the period for:
  Interest                                          $    829        $    922
  Income taxes                                           346               -
Noncash items:
  Change in unrealized gains for securities
   available-for-sale, net of taxes of $38               (45)            130
</TABLE>

The accompanying notes are an integral part of these statements.



                  NOTES TO FINANCIAL STATEMENTS

Note 1.  General

     1st Colonial Bancorp, Inc. (the "Company") was organized as
of February 26, 2002 pursuant to the filing of Articles of
Incorporation with the Department of State of the Commonwealth
of Pennsylvania.  Prior to June 30, 2002, the Company did not
have any material assets or liabilities.  On June 30, 2002, the
Company acquired 1st Colonial National Bank (the "Bank")
pursuant to the merger of the Bank with and into Interim 1st
Colonial National Bank ("Interim"), a wholly-owned subsidiary of
the Company.  The acquisition was part of the reorganization of
the Bank from a stand-alone national bank to a bank holding
company structure.  The reorganization was approved by the
Office of the Comptroller of the Currency and by the Federal
Reserve Bank of Philadelphia on June 6, 2002.

     In the reorganization, each existing shareholder of the
Bank received an equal number of shares of the Company's common
stock in exchange for his or her Bank common stock.  The shares
of the Company's common stock issued in the reorganization were
registered under the Securities Act of 1933, as amended,
pursuant to the Company's Registration Statement No. 333-84114
filed with the SEC.

     The reorganization was accounted for in a manner similar to
a pooling of interests.  Accordingly, the accompanying
consolidated financial statements of the Company are identical
to the financial statements of the Bank.

     The Bank's business and operations were unchanged by the
reorganization and merger.  All of the directors of the Company
are directors of the Bank.

Note 2.  Summary of Significant Accounting Policies

     The consolidated financial statements include the accounts
of the Company and its wholly owned subsidiary, 1st Colonial
National Bank.  Any material intercompany balances and
transactions have been eliminated in consolidation.

     In the opinion of management, the accompanying unaudited
financial statements contain adjustments consisting only of
normal recurring adjustments, necessary to present fairly the
consolidated financial position of the Company as of
September 30, 2002 and December 31, 2001 and the consolidated
results of operations for the three and nine month periods ended
September 30, 2002 and 2001.  The accounting policies and
reporting practices of the Company are in accordance with
accounting principles generally accepted in the United States of
America and have been followed on a consistent basis.

     The accompanying financial statements have been prepared in
accordance with instructions for Form 10-QSB and accordingly do
not include all of the detailed schedules, information and notes
necessary for a fair presentation of financial condition,
results of operations and cash flows in accordance with
accounting principles generally accepted in the United States of
America.

     The results of operations for the three and nine months
ended September 30, 2002 are not necessarily indicative of the
results to be expected for the full year.

     The preparation of financial statements in conformity with
accounting principles generally accepted in the United States of
America requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of income and
expenses during the reporting period. Actual results could
differ from those estimates.  Material estimates that are
particularly susceptible to significant change in the near -term
relate to the determination of the allowance for loan losses and
the valuation of the deferred tax assets.

Note 3.  Earnings Per Share

     Basic earnings per common share is calculated on the basis
of the weighted average number of common shares outstanding.
Diluted earnings per common share includes dilutive common stock
equivalents as computed under the treasury stock method using
average common stock prices for the respective period.  Options
and warrants to purchase 136,377 and 118,877 shares of common
stock were outstanding at September 30, 2002 and 2001,
respectively, and to the extent dilutive, were included in the
computation of earnings per diluted common share.

     The following is a reconciliation of the numerators and
denominators of the basic and diluted earnings per common share
calculations.

         (Dollars are in thousands, except per share data)

<TABLE>
<CAPTION>
                                               Three months     Nine months
                                                   ended           ended
                                              September 30,     September 30,
                                              --------------   --------------
                                               2002     2001    2002     2001
                                              ------    ----   ------   -----

                                           <c>      <c>     <c>      <c>
Numerator:
  Net Income                                  $  123   $  69   $  375   $ 231

Denominator for basic earnings per share-
  weighted average shares                      1,025     927    1,025     904

Effect of dilutive securities:
  Director and employee stock options              3       7        5       3
  Warrants                                         0       0        0       0

Denominator for diluted earnings per
  share- adjusted weighted average
  shares and assumed exercised                 1,028     934    1,030     907

Basic earnings per share                      $ 0.12   $0.07   $ 0.37   $0.26
Diluted earnings per share                    $ 0.12   $0.07   $ 0.36   $0.25
</TABLE>

     The following warrants and options were issued by the Bank
with respect to Bank common stock.  Pursuant to the Agreement
and Plan of Reorganization and Merger dated as of March 5, 2002
among the Company, the Bank and Interim, as of June 30, 2002
these outstanding warrants and stock options became warrants and
stock options to purchase the common stock of the Company.

     Warrants were issued to the Bank's underwriter in
connection with its initial public offering of common stock in
June 2000.  Total warrants outstanding at September 30, 2002
entitled the holders to purchase 88,000 shares of common stock
at a purchase price of $10.55 per share.  These warrants are
exercisable until June 29, 2006.

     On June 29, 2000, the Bank issued stock options to the
Bank's employees entitling them to purchase a total of 15,621
shares of Bank common stock.  These options will vest and become
exercisable in five equal annual installments commencing on the
first anniversary of the date of grant and continuing on each
successive anniversary of such date.  These options are
exercisable at $7.27 per share for a period of ten years after
the grant date.

     On June 29, 2000, the Bank also issued stock options to the
Bank's directors entitling them to purchase a total of 4,743
shares of Bank common stock.  These options are exercisable at
$7.27 per share for a period of ten years after the date of the
grant.  These options have fully vested.  On August 7, 2002, a
former director exercised his option and purchased 558 shares.

     In April 2001, options to purchase a total of 6,600 shares
of Bank common stock were granted to the Bank's directors at an
exercise price of $9.09 per share.  These options are fully
vested and expire ten years from the date of the grant.

     In June 2001, options to purchase a total of 3,913 shares
of Bank common stock were granted to certain Bank employees at
an exercise price of $9.09 per share, of which 20% become vested
on each anniversary of the grant date.  These options expire ten
years from the date of the grant.

     On February 20, 2002, options to purchase a total of 10,000
shares of common stock were granted to certain Bank employees at
an exercise price of $10.25 per share, of which 20% become
vested on each anniversary of the grant date.  These options
expire ten years from the date of the grant.

     On June 17, 2002, options to purchase a total of 8,058
shares of common stock were granted to the Bank's directors at
an exercise price of $9.58 per share.  These options become
fully vested eleven months from the date of the grant and expire
ten years from the date of the grant.

Note 4.  Allowance for Loan Losses

     The allowance for loan losses is established through a
provision for loan losses charged to operations.  The allowance
is maintained at a level that management believes will be
adequate to absorb estimated losses on existing loans based on
the collectibility of the loans and prior loss experience.
Management uses significant estimates to determine the allowance
for loan losses.  Management's evaluations consider such factors
as concentrations of credit risk, changes in the nature and
volume of the portfolio, overall portfolio quality, review of
specific problem loans, current economic conditions and trends
that may affect the borrowers' ability to pay, and prior loss
experience within various categories of the portfolio.  All
loans greater than $100,000 and all classified loans are
analyzed individually.  While management believes the allowance
for loan losses is currently appropriate, future additions to
the allowance may be necessary based on changes in general
economic conditions and/or the condition of specific borrowers.

     In addition, regulatory authorities, as an integral part of
their examinations, periodically review the allowance for loan
losses.  Them may require additions to the allowance based upon
their judgments about information available  to them at the time
of examination.

     In addition to management review, an external service
provides a detailed loan review analysis.  In the course of a
year, all loans in excess of $100,000 are reviewed and rated.
In addition, other smaller loans are reviewed on a random basis.
At each quarterly review cycle, all classified loans are
assigned a specific reserve allocation based on the guidelines
established in the Bank's credit policy which was approved by
the Board of Directors.

     The balance of any rated loan is deducted from the
remaining general portfolio classification.  The general
category is currently segregated by commercial real estate,
commercial and industrial loans, home equity loans and other
consumer loans.  Each category of loan is then assigned loss
factors based on a review of the following areas:  (i)
historical losses (due to limited loss experience, we use the
loss experience of peer banks as reported in the Uniform Bank
Performance Report); (ii) policies and procedures;
(iii) economic conditions; (iv) nature and volume; (v)
management; (vi) oversight; (vii) concentrations; and (viii)
external factors.  The sum of the assigned loss factors is then
applied to the outstanding balance of the respective category.

     It is management's intent to reserve for known and inherent
losses in the portfolio.  No portion of the allowance was in an
"unallocated" category as of December 31, 2001, and a minimal
portion of the allowance was in an "unallocated" category at
September 31, 2002.

     The Bank has no credit exposure to foreign countries or
foreign borrowers or highly leverages transactions.

     Loans charged off will represent the Bank's recognition of
losses previously provided for in the overall allowance for loan
losses through the provisions charged to operations in the
respective periods.

Note 5.  Litigation

     At September 30, 2002, the Company was neither engaged in
any existing nor aware of any pending material legal
proceedings.  From time to time, the Company is a party to legal
proceedings within the normal course of business wherein it
enforces its security interest in loans made by it, and other
matters of a similar nature.

Note 6.  Recent Accounting Pronouncements

     In June 2001, the FASB issued SFAS No. 142, "Goodwill and
Other Intangible Assets."   SFAS No. 142 addresses financial
accounting and reporting for acquired goodwill and other
intangible assets and supersedes APB Opinion No. 17, "Intangible
Assets."  It addresses how intangible assets that are acquired
individually or with a group of other assets (but not those
acquired in a business combination) should be accounted for in
financial statements upon their acquisition.  SFAS No. 142 also
addresses how goodwill and other intangible assets should be
accounted for after they have been initially recognized in the
financial statements.

     The provisions of SFAS No. 142 are required to be applied
starting with fiscal years beginning after December 15, 2001,
except that goodwill and intangible assets acquired after
June 30, 2001 will be subject immediately to the nonamortization
and amortization provisions of SFAS No. 142.  There was no
impact on the Company's earnings, financial condition, or equity
upon adoption of SFAS No. 142 on January 1, 2002.

     In August 2001, the FASB issued SFAS No. 144, "Accounting
for Impairment or Disposal of Long-Lived Assets."  SFAS No. 144
addressed financial accounting and reporting for the impairment
or disposal of long-lived assets.  SFAS No. 144 supercedes SFAS
No. 121, "Accounting for the Impairment of Long-Lived Assets and
for Long-Lived Assets to Be Disposed Of," and the accounting and
reporting provisions of APB Opinion No. 30, "Reporting the
Results of Operations-Reporting the Effects of Disposal of a
Segment of a Business, and Extraordinary, Unusual and
Infrequently Occurring Events and Transactions," for the
disposal of a segment of a business.  SFAS No. 144 also amends
ARB 51, "Consolidated Financial Statements," to eliminate the
exception to consolidation for a subsidiary for which control is
likely to be temporary.  SFAS No. 144 is effective for financial
statements issued for fiscal years beginning after December 15,
2001 and interim periods within those fiscal years.  There was
no impact on the Company's earnings, financial condition, or
equity upon adoption of SFAS No. 144 on January 1, 2002.

     In April 2002, the FASB issued SFAS No. 145 "Rescission of
FASB Statements No. 4, 44, and 64, Amendment of FASB Statement
No. 13, and Technical Corrections."  This Statement rescinds
FASB Statement No. 4, "Reporting Gains and Losses from
Extinguishment of Debt," and an amendment of that Statement,
FASB Statement NO. 64, "Extinguishments of Debt Made to Satisfy
Sinking-Fund Requirements."  This Statement also rescinds FASB
Statement No. 44, "Accounting for Intangible Assets of Motor
Carriers."  This Statement amends FASB Statement No. 13,
"Accounting for Leases," to eliminate an inconsistency between
the required accounting for sale-leaseback transaction and the
required accounting for certain lease modifications that have
economic effects that are similar to sale-leaseback
transactions.  This Statement also amends other existing
authoritative pronouncements to make various technical
corrections, clarify meanings, or describe their applicability
under changed conditions.

     The provisions of this Statement related to the rescission
of Statement No. 4 shall be applied in fiscal years beginning
after May 15, 2002.  Any gain or loss on extinguishment of debt
that was classified as an extraordinary item in prior periods
presented that does not meet the criteria of Opinion 3- for
classification as an extraordinary item shall be reclassified.
Early application of the provisions of this Statement related to
the rescission of Statement 4 is encouraged.

     The provisions in paragraphs 8 and 9(c) of this Statement
related to Statement 13 shall be effective for transactions
occurring after May 15, 2002, with early application encouraged.
All other provisions of this Statement shall be effective for
financial statements issued on or after May 15, 2002, with early
application encouraged.

     Early application of the provisions of this Statement may
be as of the beginning of the fiscal year or as of the beginning
of the interim period in which this Statement is issued.  The
adoption of this Statement did not have an impact on the Bank's
earnings, financial condition or equity.

     In June 2002, the FASB issued SFAS No. 146 "Accounting for
Costs Associated with Exit or Disposal Activities."  This
Statement requires companies to recognize costs associated with
exit or disposal activities when they are incurred rather than
at the date of a commitment to an exit or disposal plan.  The
standard nullifies Emerging Issues Task Force (EITF) Issue
No. 94-3, "Liability Recognition for Certain Employee
Termination Benefits and Other Costs to Exit an Activity
(including Certain Costs Incurred in a Restructuring)."

     The provisions of this Statement are to be applied
prospectively for exit or disposal activities that are initiated
after December 31, 2002, with early application encouraged.  The
Bank does not expect the adoption of this Statement to have an
impact on it earnings, financial condition or equity.

     In October 2002, the FASB issued Statement No. 147,
Acquisitions of Certain Financial Institutions, which amends
SFAS No. 72, Accounting for Certain Acquisitions of Banking or
Thrift Institutions, SFAS No. 144, Accounting for the Impairment
or Disposal of Long-Lived Assets, and FASB Interpretation No. 9.
Except for transactions between two or more mutual enterprises,
this Statement removes acquisitions of financial institutions
from the scope of both Statement No. 72 and Interpretation 9 and
requires that those transactions be accounted for in accordance
with FASB Statements No. 141, Business Combinations, and No.
142, Goodwill and Other Intangible Assets.  Thus, the
requirement in Paragraph 5 of Statement No. 72 to recognize any
excess of the fair value of liabilities assumed over the fair
value of tangible and identifiable intangible assets acquired as
an unidentifiable intangible asset no longer applies to
acquisitions within the scope of this Statement.  In addition,
this Statement amends Statement No. 144 to include in its scope
long-term customer-relationship intangible assets of financial
institutions such as depositor- and borrower-relationship
intangible assets and credit cardholder intangible assets.
Consequently, those intangible assets are subject to the same
undiscounted cash flow recoverability test and impairment loss
recognition and measurement provisions that Statement No. 144
requires for other long-lived assets that are held and used.

     With some exceptions, the requirements of Statement No. 147
are effective October 1, 2002.  The adoption of this Statement
did not have an impact on the Bank's earnings, financial
condition, or equity.

Item 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
          CONDITION AND RESULTS OF OPERATIONS

GENERAL

     The Company has only recently been formed and had no
material assets until its acquisition of the Bank on June 30,
2002.  See Note 1 to the Financial Statements for a description
of such acquisition and the related transactions.  Therefore,
prior to June 30, 2002 it had no results of operations. Further,
as of this filing, the only material asset of the Company is the
common stock of the Bank. Accordingly, the following discussion
and analysis relates to the financial condition and results of
operations of the Bank, and should be read in conjunction with
the financial statements and related notes appearing on the
preceding pages as well as in the Bank's Annual Report on Form
10-KSB for the fiscal year ended December 31, 2001 filed with
the Office of the Comptroller of the Currency (the "OCC").
Unaudited results of operations for the three and nine month
periods ended September 30, 2002 are compared to the unaudited
results of operations for the comparable periods ended
September 30, 2001.  Such information is based upon the
historical financial information available as of the dates
indicated.  Results of operations for the three and nine month
periods ended September 30, 2002 are not necessarily indicative
of results to be attained for any other period.

     Statements regarding the Bank's expectations as to
financial results and other aspects of its business set forth in
this Form 10-QSB or otherwise made in writing or orally by the
Bank may constitute forward looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995.
Although the Bank believes that its expectations are based on
reasonable assumptions within the bounds of its knowledge of its
business and operations, there can be no assurance that actual
results will not differ materially from its expectations.
Factors that might cause or contribute to such differences
include, but are not limited to, the Company's ability to
complete its pending offering of units (each unit consisting of
one share of common stock and a warrant to acquire one share of
common stock) and if completed, the amount raised in such
offering, uncertainty of future profitability, changing economic
conditions and monetary policies, uncertainty of interest rates,
risks inherent in banking transactions, competition, extent of
government regulations, and delay in or failure in obtaining
regulatory approvals.

     The Company is a bank holding company, and its only
subsidiary is the Bank. The Bank conducts community banking
activities by accepting deposits from the public and investing
the proceeds in loans and investment securities.  The Bank's
lending products include commercial loans and lines of credit,
consumer and home equity loans, and multi-family residential and
non-residential real estate loans.  In order to manage its
liquidity and interest rate risk, the Bank maintains an
investment portfolio consisting of municipal, U.S. government
and mortgage-backed securities, most of which are investment
grade.  The Bank's loan and investment portfolios are funded
with deposits as well as collateralized borrowings secured by
the Bank's investment securities.  The Bank's earnings are
largely dependent upon its net interest income (the difference
between what it earns on its loans and investments and what it
pays on its deposits and borrowings).  In addition to net
interest income, the Bank's net income is impacted by its loan
loss provision, non-interest income (mostly deposit fees and
income from sale of loans held for sale) and non-interest
expense (such as salaries and benefits, professional fees,
occupancy cost and data processing expenses).

     The Bank's only branch is located at 1040 Haddon Avenue,
Collingswood, New Jersey.  However, on August 30, 2002, the Bank
purchased a site located in Westville, New Jersey for use as a
bank branch.  We have received the necessary regulatory
approvals, and we expect to complete the renovation and
equipping of the property in the fourth quarter of 2002.  The
opening of this new branch is scheduled to occur in December
2002.

     At September 30, 2002, the Bank had 14 full-time and 2
part-time employees

CRITICAL ACCOUNTING MATTERS

     The preparation of financial statements in conformity with
accounting principles generally accepted in the United States of
America requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of income and
expenses during the reporting period.  Actual results could
differ from those estimates.  Material estimates that are
particularly susceptible to significant change in the near-term
relate to the determination of the allowance for loan losses and
the valuation of the deferred tax assets.

     The allowance for loan losses is established through a
provision for loan losses charged to operations.  The allowance
is maintained at a level that management believes will be
adequate to absorb estimated losses on existing loans based on
the collectibility of the loans and prior loss experience.
Management uses significant estimates to determine the allowance
for loan losses.  Management's evaluations consider such factors
as changes in the nature and volume of the portfolio, overall
portfolio quality, review of specific problem loans, and current
economic conditions that may affect the borrowers' ability to
pay.  Loans are charged against the allowance when they are
determined to be uncollectible.

     In addition, regulatory authorities, as an integral part of
their examinations, periodically review the allowance for loan
losses.  They may require additions to the allowance based upon
their judgments about information available to them at the time
of examination.

     Deferred tax assets and liabilities are recognized for the
future tax consequences attributable to differences between the
financial statement carrying amounts of existing assets and
liabilities and their respective tax bases, as well as operating
loss carryforwards.  Deferred tax assets and liabilities are
measured using enacted tax rates expected to apply to taxable
income in the years in which those temporary differences are
expected to be recovered or settled.  The effect on deferred tax
assets and liabilities of a change in tax rates is recognized in
income in the period that includes the enactment date.  A
valuation allowance is established against deferred tax assets
when, in the judgment of management, it is more likely that not
that such deferred tax assets will not become available.

     The realizability of deferred tax assets is dependent upon
various factors, including the generation of future taxable
income, the existence of taxes paid and recoverable, the
reversal of deferred tax liabilities, and tax planning
strategies.  Based upon these and other factors, management
determined during 2001 that it is more likely than not that the
Bank will realize the benefits of these deferred tax assets and,
as a result, removed the previously established valuation
allowance.

FINANCIAL CONDITION

     The Bank's assets totaled $79.4 million at September 30,
2002, as compared to $79.8 million at December 31, 2001, a
decrease of $340,000 or 0.4%. This decrease was caused
principally by the Bank's management of deposits and a $676,000
reduction in short-term borrowings, as the Bank elected to fund
a portion of its loan demand using proceeds from the maturity or
sale of investments rather than from borrowings.  The Bank's
assets at September 30, 2002, consisted primarily of cash and
cash equivalents, including federal funds sold, which totaled
$9.2 million, investment securities, which totaled $16.5 million
and loans, which totaled $52.3 million.  The Bank's premises and
equipment totaled $631,000 at September 30, 2002, consisting
primarily of leasehold improvements at the Collingswood branch
and construction in process for the future Westville branch.
The Bank's assets at December 31, 2001 consisted primarily of
cash and cash equivalents, including federal funds sold, which
totaled $23.9 million, investment securities which totaled $18.4
million, and loans which totaled $36.6 million.

     During the first nine months of 2002, the Company
redeployed funds from lower yielding investments and federal
funds to higher yielding commercial loans.  Total loans
increased during such period by $15.7 million, or 42.9%.
Deposits totaled $67.4 million at September 30, 2002, as
compared to $67.3 million at December 31, 2001, an increase of
$112,000 or 0.2%.  Non-interest bearing demand deposits totaled
$17.5 million and interest-bearing demand deposits totaled $23.3
million at September 30, 2002, as compared to $10.6 million and
$12.4 million, respectively, at December 31, 2001.  This
increase in demand deposits was the result of funds shifting out
of savings deposits, including money market deposits.  Savings
deposits totaled $13.4 million and certificates of deposit
totaled $13.2 million at September 30, 2002, as compared to
$30.2 and $14.1 million, respectively, at December 31, 2001.

RESULTS OF OPERATIONS

     Net income for the three months ended September 30, 2002
was $123,000 as compared to $69,000 for the comparable prior
period.  Net interest income increased by $238,000 to $749,000,
primarily due to a $20.6 million increase in average earning
assets, as well as the redeployment of the Bank's assets from
investments to loans discussed above, and a slight increase in
the Bank's net interest margin.  Interest and fees on loans for
the quarter increased by $353,000 from the three months ended
September 30, 2001, while interest on federal funds sold
decreased by $74,000 and interest and dividends on investments
decreased by $61,000.  In contrast, total interest expense
remained relatively flat, decreasing $20,000 from the prior
period due principally to the shift into lower yielding demand
accounts.  Average loans, the highest yielding asset, increased
$24.4 million or 92.1% from the previous period.  Total average
investment securities decreased $1.0 million or 7.1% from
September 30, 2001.  The Bank's net interest margin was 3.93%
for the quarter ended September 30, 2002 as compared to 3.70%
during the quarter ended September 30, 2001.  The growth in the
loan portfolio slowed during the quarter.  As a result, the
provision for loan losses decreased to $55,000 for the three
months ended September 30, 2002 compared to $60,000 for the
prior period.  Non-interest income, primarily service charges on
deposit accounts, other fees and gains on sale of mortgages and
investments held for sale, increased $33,000 to $64,000 for the
quarter ended September 30, 2002 principally because gains on
sale of investments increased by $23,000 for the quarter ended
September 30, 2002.  There were no gains recorded in the prior
period.  Non-interest expense increased to $555,000 for the
three months ended September 30, 2002 compared to $413,000 for
the prior period.  Most of this increase related to growth-
related increases in salary and benefits, occupancy and
equipment expense, data processing costs and postage and courier
fees.  The Bank also recorded income tax expense for the three
months ended September 30, 2002 of $80,000.  The Bank did not
record any income tax expense in the prior period.

     For the nine months ended September 30, 2002, net income
increased $144,000 or 62.3% to $375,000 from the prior period.
Net interest income was $2.2 million compared to $1.4 million
for the comparable prior period.  This was primarily due to an
increase of $24.9 million or 54.6% in average earning assets.
Average loans outstanding were $45.5 million for the period as
compared to $21.9 million in the prior period.  As the asset mix
changed from the prior period, interest income on loans
increased by $1 million and interest income on fed funds sold
and investments declined from the prior period to $129,000 (from
$341,000) and $505,000 (from $613,000), respectively.  As a
result of the growth in the loan portfolio, the loan loss
provision was $230,000 for the nine months ended September 30,
2002, an increase of $95,000 or 70.4% from the prior period.
Average interest bearing liabilities increased from $36.3
million to $52.3 million, an increase of $16.0 million or 44.1%.
At the same time, due to an overall decline in market interest
rates, the average cost of funds declined from 3.46% to 2.06%.
This decline caused interest expense to decrease for the nine
month period ended September 30, 2002 by $132,000 to $805,000
from the comparable prior period.  Non-interest income for the
period was $132,000 as compared to $137,000 for the prior
period.  The Bank recorded gains on sales of investments of
$65,000 in the nine month period ending September 30, 2001 as
compared to $24,000 in the current period.  Income for deposit
fees, gains on sale of mortgage loans and other charges and fees
increased $36,000 to $108,000 for the current period, an
increase of 50.0%.  This increase is attributable to increased
activity due to growth and a change in pricing strategy.  Non-
interest expense increased 29.5% to $1.5 million.  This increase
is primarily due to growth related factors.   An increase in
staff caused salary and benefits to increase $51,000 or 9.36%.
During the second quarter, the operations department relocated
to another facility.  Occupancy expense increased $22,000 to
$150,000 for the nine month period, an increase of 17.2%.
Regulatory fees and FDIC insurance increased 100.0% to $34,000.
With only one location, the Bank depends on outside couriers to
pick up remote customers' business.  Courier related fees
increased $18,000 to $32,000, an increase of 128.6%.  EDP
expenses increased 55.5% to $155,000.  As loan activity has
increased, loan expenses have increased $33,000 to $61,000, an
increase of 117.9%.  Legal expenses increased 72.2% to $31,000
as compared to $18,000 in the prior period.  Fees to outside
directors were $18,000 for the period compared to $5,000 in the
previous period. As the Bank's operations expanded, audit
related expenses increased $19,000 to $64,000.  Telephone
expenses increased to $14,000 for the nine month period, an
increase of 100.0% from the comparable prior period.
Correspondent bank fees increased 153.3% to $23,000 for the nine
months ended September 30, 2002.  For the nine month period
ending September 30, 2002, the Company recorded an income tax
expense of $249,000.  The Company did not record any tax expense
in the prior period.

LIQUIDITY

     Liquidity represents the ability to meet present and future
financial obligations through either the sale or maturity of
existing assets or the acquisition of additional funds through
deposits and borrowings.  Liquid assets include cash, federal
funds sold, securities classified as available for sale, and
loans maturing within one year.  As a result of the Bank's
management of liquid assets, and the ability to generate
liquidity through deposits and short-term customer repos,
management believes that the Bank maintains overall liquidity
sufficient to satisfy its deposit requirements and meet its
customers' credit needs.  In addition, the Bank maintains a $1.8
million secured line of credit and a $2.0 million unsecured line
of credit with commercial banks.

     At September 30, 2002, cash, securities classified as
available for sale, and federal funds sold were 31.3% of total
assets.  Asset liquidity is also provided by managing loans and
the maturity of investment securities.  To the extent possible,
loans are funded with deposits or other funding with coinciding
maturity or repricing dates.

     Net cash provided by operating activities for the nine
months ended September 30, 2002 was $30,000 as compared to
$199,000 in the prior period.  The change in net cash provided
by operating activities relates primarily to the change in the
level of mortgage loans held for sale and an increase in the
provision for loan and lease losses.  Net cash used in investing
activities was $14.2 million compared to $17.9 million in the
prior period.  The net change was due to proceeds from maturing
investments being used to fund loan growth.  Funds used in
financing activities were $561,000 for the period ended
September 30, 2002 compared to funds provided by financing
activities of $27.9 million for the prior period.  The primary
reason was an anticipated decline in deposit balances that built
up during the quarter ended December 31, 2001.

CAPITAL RESOURCES

     The assessment of capital adequacy depends on a number of
factors such as asset quality, liquidity, earnings performance,
changing competitive conditions, economic forces and growth and
expansion activities.  The Bank seeks to maintain a capital base
to support its growth and expansion activities, to provide
stability to current operations and to promote public
confidence.

     The Bank's capital position exceeds regulatory minimums.
The primary indicators relied on by the Office of the
Comptroller of the Currency and other bank regulators in
measuring strength of capital position are the Tier 1 Risk-Based
Capital Ratio, Total Risk-Based Capital Ratio and Leverage
Ratio.  Tier 1 Capital consists of common and qualifying
preferred stockholders equity less goodwill.  Total Capital
consists of Tier 1 Capital, and a portion of the allowance for
possible loan losses.  Risk-based capital ratios are calculated
with reference to risk weighted assets, which consist of both on
and off balance sheet risks (such as letters of credit and
unused lines of credit).

     The Bank manages capital ratios to exceed regulatory
minimums.  The Bank's Tier 1 Risk-Based Capital Ratio was 12.9%
at September 30, 2002.  The Bank's Total Risk-Based Capital
Ratio was 13.9% at September 30, 2002.  These ratios are in
excess of the mandated minimum requirements of 4.00% and 8.00%
respectively.  The Leverage Ratio consists of Tier 1 capital
divided by quarterly average assets.  At September 30, 2002, the
Bank's Leverage Ratio was 8.9%, which exceeded the required
minimum leverage ratio of 8.00%.  Management anticipates these
ratios to decline as capital is leveraged in support of deposit
and asset growth.  The 8.0% leverage ratio requirement (which
will reduce to 4.0% on June 30, 2003) may limit the Bank's
ability to establish or acquire additional branches, to accept
new deposits, to make new loans, and to otherwise grow its
assets.

     The following table shows the Bank's regulatory capital
ratios and shareholders' equity to total assets as of
September 30, 2002:

                                              September 30, 2002
                                             Regulatory   Actual
                                               Minimum     Ratio

Tier 1 risk-based capital ratio                 4.0%       12.9%
Total risk-based capital ratio                  8.0%       13.9%
Tier 1 leverage ratio                           8.0%        8.9%
Shareholders' equity to total assets            None        8.9%

     The Company is raising additional capital in 2002 by
selling common stock.  Accordingly, the Company filed a
Registration Statement with the Securities and Exchange
Commission registering 600,000 units for sale to the public at a
purchase price of $8.50 per unit.  Each unit consists of one
share of common stock and one warrant to purchase an additional
share of common stock in the future.  The Registration Statement
was declared effective by the SEC on September 20, 2002, and the
Company expects to complete the offering on or before December
31, 2002 and to raise between $850,000 and $5.1 million in the
offering.  Most of the net proceeds from the sale of such stock
will be contributed to the Bank and used to fund the Bank's
continued growth through the opening new branches and otherwise,
and to provide the necessary capital to allow the Bank to
continue to grow its lending capacity and deposits and to meet
its minimum regulatory capital levels.  On August 30, 2002, the
Bank purchased a property in Westville, New Jersey that it
intends to operate as a branch pending the completion of
construction improvements.  The Bank is also considering
establishing additional branches in 2003.

Item 3.  Controls and Procedures

     (a)  Evaluation of Disclosure Controls and Procedures.  1st
          Colonial Bancorp's principal executive officer and
          principal financial officer have concluded that the
          Company's disclosure controls and procedures (as
          defined in Rule 13a-14(c) under the Securities
          Exchange Act of 1934, as amended (the "Exchange
          Act")), based on their evaluation of these controls
          and procedures as of a date within (90) days prior to
          the filing date of this Form 10-QSB, are effective.

     (b)  Changes in Internal Controls.  There have been no
          significant changes in 1st Colonial Bancorp's internal
          controls or in other factors that could significantly
          affect these controls subsequent to the date of the
          evaluation thereof, including any corrective actions
          with regard to significant deficiencies and material
          weaknesses.

                   PART II - OTHER INFORMATION

Item 2.  Changes in Securities and Use of Proceeds

     On August 7, 2002, the Company sold 558 shares of its
common stock, no par value, to Thomas S. Tranovich, a former
director of 1st Colonial National Bank, pursuant to the exercise
by Mr. Tranovich of options to purchase such stock.  These
options were granted to Mr. Tranovich when he was a director of
the Bank and had an exercise price per share of $7.27.  Mr.
Tranovich paid a total of $4,056 to the Company for such shares.

     The Company claimed an exemption from registration under
the Securities Act of 1933 for this transaction pursuant to Rule
701 thereunder because (1) the option was granted to Mr.
Tranovich prior to the Company becoming subject to the reporting
requirements of section 13 or 15(d) of the Exchange Act; (2)
such option was granted under a written stock option plan
established by the Company for the participation of its outside
directors (the "Plan); (3) the aggregate sales price or amount
of securities sold by the Company in reliance on Rule 701 during
the consecutive 12-month period in which the sale to Mr.
Tranovich took place did not exceed the greatest of the
following:  (a) $1,000,000; (b) 15% of the total assets of the
Company at September 30, 2002; or (c) 15% of the outstanding
amount of the common stock being offered and sold in reliance on
Rule 701; and (4) the Company had previously delivered to Mr.
Tranovich a copy of the Plan.

Item 6.  Exhibits and Reports on Form 8-K.

         (a)  Exhibits

Number    Title

  3.1     Articles of Incorporation of 1st Colonial Bancorp,
          Inc. (Incorporated by reference to Exhibit 3.1 to 1st
          Colonial Bancorp, Inc.'s Registration Statement No.
          333-84114 on Form S-4 filed with the Securities and
          Exchange Commission

  3.2     Bylaws of 1st Colonial Bancorp, Inc. (Incorporated by
          reference to Exhibit 3.2 to 1st Colonial Bancorp,
          Inc.'s Registration Statement No. 333-84114 on Form S-
          4 filed with the Securities and Exchange Commission)

  4.1     Form of certificate evidencing shares of 1st Colonial
          Bancorp, Inc. 1st Colonial Bancorp, Inc.'s Common
          Stock (Incorporated by reference to Exhibit 4.1 to 1st
          Colonial Bancorp, Inc.'s Registration Statement No.
          333-84114 on Form S-4 filed with the Securities and
          Exchange Commission)

     (b)  Reports on Form 8-K

          None



                            SIGNATURES

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

                              1ST COLONIAL BANCORP, INC.


Date:  November 8, 2002       By /s/Gerard M. Banmiller
                                 Gerard M. Banmiller
                                 President and
                                   Chief Executive Officer

Date: November 8, 2002        By /s/Robert C. Faix
                                 Robert C. Faix
                                 Senior Vice President and
                                   Chief Financial Officer



                          CERTIFICATIONS

     I, Gerard M. Banmiller, certify that:

     1.   I have reviewed this quarterly report on Form 10-QSB
          of 1st Colonial Bancorp, Inc.;

     2.   Based on my knowledge, this quarterly report does not
          contain any untrue statement of a material fact or
          omit to state a material fact necessary to make the
          statements made, in light of the circumstances under
          which such statements were made, not misleading with
          respect to the period covered by this quarterly
          report;

     3.   Based on my knowledge, the financial statements, and
          other financial information included in this quarterly
          report, fairly present in all material respects the
          financial condition, results of operations and cash
          flows of the registrant as of, and for, the periods
          presented in this quarterly report;

     4.   The registrant's other certifying officers and I are
          responsible for establishing and maintaining
          disclosure controls and procedures (as defined in
          Exchange Act Rules 13a-14 and 15d-14) for the
          registrant and have:

          (a)  Designed such disclosure controls and procedures
               to ensure that material information relating to
               the registrant, including its consolidated
               subsidiary, is made known to us by others
               within those entities, particularly during the
               period in which this quarterly report is being
               prepared.

          (b)  Evaluated the effectiveness of the registrant's
               disclosure controls and procedures as of a date
               within 90 days prior to the filing date of this
               quarterly report (the "Evaluation Date"); and

          (c)  Presented in this quarterly report our
               conclusions about the effectiveness of the
               disclosure controls and procedures based on our
               evaluation as of the Evaluation Date;

     5.   The registrant's other certifying officers and I have
          disclosed, based on our most recent evaluation, to the
          registrant's auditors and the audit committee of
          registrant's board of directors (or persons performing
          the equivalent functions):

          (a)  All significant deficiencies in the design or
               operation of internal controls which could
               adversely affect the registrant's ability to
               record, process, summarize and report financial
               data and have identified for the registrant's
               auditors any material weaknesses in internal
               controls; and

          (b)  Any fraud, whether or not material, that involves
               management or other employees who have a
               significant role in the registrant's internal
               controls; and

     6.   The registrant's other certifying officers and I have
          indicated in this quarterly report whether or not
          there were significant changes in internal controls or
          in other factors that could significantly affect
          internal controls subsequent to the date of our most
          recent evaluation, including any corrective actions
          with regard to significant deficiencies and material
          weaknesses.

Date  November  8, 2002


 /s/  Gerard M. Banmiller
President and
  Chief Executive Officer



     I, Robert C. Faix, certify that:

     1.   I have reviewed this quarterly report on Form 10-QSB
          of 1st Colonial Bancorp, Inc.;

     2.   Based on my knowledge, this quarterly report does not
          contain any untrue statement of a material fact or
          omit to state a material fact necessary to make the
          statements made, in light of the circumstances under
          which such statements were made, not misleading with
          respect to the period covered by this quarterly
          report;

     3.   Based on my knowledge, the financial statements, and
          other financial information included in this quarterly
          report, fairly present in all material respects the
          financial condition, results of operations and cash
          flows of the registrant as of, and for, the periods
          presented in this quarterly report;

     4.   The registrant's other certifying officers and I are
          responsible for establishing and maintaining
          disclosure controls and procedures (as defined in
          Exchange Act Rules 13a-14 and 15d-14) for the
          registrant and have:

          (a)  Designed such disclosure controls and procedures
               to ensure that material information relating to
               the registrant, including its consolidated
               subsidiary, is made known to us by others
               within those entities, particularly during the
               period in which this quarterly report is being
               prepared.

          (b)  Evaluated the effectiveness of the registrant's
               disclosure controls and procedures as of a date
               within 90 days prior to the filing date of this
               quarterly report (the "Evaluation Date"); and

          (c)  Presented in this quarterly report our
               conclusions about the effectiveness of the
               disclosure controls and procedures based on our
               evaluation as of the Evaluation Date;

     5.   The registrant's other certifying officers and I have
          disclosed, based on our most recent evaluation, to the
          registrant's auditors and the audit committee of
          registrant's board of directors (or persons performing
          the equivalent functions):

          (a)  All significant deficiencies in the design or
               operation of internal controls which could
               adversely affect the registrant's ability to
               record, process, summarize and report financial
               data and have identified for the registrant's
               auditors any material weaknesses in internal
               controls; and

          (b)  Any fraud, whether or not material, that involves
               management or other employees who have a
               significant role in the registrant's internal
               controls; and

     6.  The registrant's other certifying officers and I have
          indicated in this quarterly report whether or not
          there were significant changes in internal controls or
          in other factors that could significantly affect
          internal controls subsequent to the date of our most
          recent evaluation, including any corrective actions
          with regard to significant deficiencies and material
          weaknesses.

Date  November  8, 2002


 /s/  Robert C. Faix
Senior Vice President and
  Chief Financial Officer



                   CERTIFICATION PURSUANT TO

                     18 U.S.C. SECTION 1350

                     AS ADOPTED PURSUANT TO

           SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of 1st Colonial Bancorp, Inc. (the
"Company") on Form 10-QSB for the period ended September 30, 2002 as filed
with the Securities and Exchange Commission on the date hereof (the
"Report"), each of the undersigned, in the capacities and on the dates
indicated below, hereby certifies pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to
his knowledge:

1.   The Report fully complies with the requirements of
     Section 13(a) or 15(d) of the Securities Exchange Act of
     1934; and

2.   The information contained in the Report fairly presents, in
     all material respects, the financial condition and results
     of operation of the Company.



/s/ Gerard M. Banmiller
-------------------------------------
Gerard M. Banmiller
President and Chief Executive Officer



/s/ Robert C. Faix
-------------------------------------
Robert C. Faix
Senior Vice President and
  Chief Financial Officer

Dated: November 12, 2002