<PAGE>

--------------------------------------------------------------------------------
--------------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                             ---------------------

                                 FORM 10-KSB/A

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

             FOR THE FISCAL YEAR ENDED DECEMBER 31, 2001

                                   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 0-24891

                             ---------------------

                            ADMIRALTY BANCORP, INC.
             (Exact Name of Registrant as Specified in its Charter)

                DELAWARE                                         65-0405207
    (State or other jurisdiction of                           (I.R.S. Employer
     incorporation or organization)                         Identification No.)

          4400 PGA BOULEVARD,                                      33410
      PALM BEACH GARDENS, FLORIDA                                (Zip Code)
(Address of Principal Executive Offices)

                                 (561) 624-4701
               (ISSUER'S TELEPHONE NUMBER, INCLUDING AREA CODE.)
   (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 and Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.  Yes [X]    No [ ]

    Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-B is not contained herein, and will not be contained, to the
best of Issuer's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or any amendment to
this Form 10-KSB. [ ]

    The aggregate market value of voting stock held by non-affiliates of the
Registrant as of January 25, 2002 was $83,628,830.

    For the fiscal year ended December 31, 2001, the Registrant had total
revenues of $31.6 million.

    As of February 15, 2002 there were 5,282,485 shares of Class B Common Stock
outstanding.

                       DOCUMENT INCORPORATED BY REFERENCE

<Table>
<Caption>
                         10-KSB ITEM                                 DOCUMENT INCORPORATED
                         -----------                                 ---------------------
<S>       <C>                                        <C>
Item 9.   Directors and Executive Officers of the    Proxy Statement for 2002 Annual Meeting of
          Company; Compliance with Section 16(a) of  Stockholders to be filed no later than April 26, 2002.
          the Exchange Act.
Item 10.  Executive Compensation                     Proxy Statement for 2002 Annual Meeting of
                                                     Stockholders to be filed no later than April 26, 2002.
Item 11.  Security Ownership of Certain Beneficial   Proxy Statement for 2002 Annual Meeting of
          Owners and Management                      Stockholders to be filed no later than April 26, 2002.
Item 12.  Certain Relationships and Related          Proxy Statement for 2002 Annual Meeting of
          Transactions                               Stockholders to be filed no later than April 26, 2002.
</Table>

--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
<PAGE>
                                    PART II

ITEM 7. FINANCIAL STATEMENTS

     Registrant hereby amends the Independent Auditors' Report filed as part of
the Financial Statements so that it complies with the requirements of Regulation
S-X.



                                       2

<PAGE>

                     ADMIRALTY BANCORP, INC. AND SUBSIDIARY

                               TABLE OF CONTENTS

<Table>
<S>                                                           <C>
INDEPENDENT AUDITORS' REPORT................................   4

CONSOLIDATED FINANCIAL STATEMENTS

     CONSOLIDATED BALANCE SHEETS............................   5

     CONSOLIDATED STATEMENTS OF OPERATIONS..................   6

     CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS'
      EQUITY................................................   7

     CONSOLIDATED STATEMENTS OF CASH FLOWS..................   8

     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.............   9
</Table>

                                       3
<PAGE>

                          INDEPENDENT AUDITORS' REPORT

The Board of Directors and Stockholders
Admiralty Bancorp, Inc.:

     We have audited the accompanying consolidated balance sheets of Admiralty
Bancorp, Inc. and subsidiary as of December 31, 2001 and 2000, and the related
consolidated statements of operations, changes in stockholders' equity and cash
flows for the years then ended. These consolidated financial statements are the
responsibility of the Company's management. Our responsibility is to express an
opinion on these consolidated financial statements based on our audits.

     We conducted our audits in accordance with auditing standards generally
accepted in the United States of America. Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the
consolidated financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the consolidated financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

     In our opinion, the consolidated financial statements referred to above
present fairly, in all material respects, the financial position of Admiralty
Bancorp, Inc. and subsidiary as of December 31, 2001 and 2000, and the results
of their operations and their cash flows for the years then ended, in conformity
with accounting principles generally accepted in the United States of America.

/s/ KPMG LLP
West Palm Beach, Florida
January 14, 2002

                                       4

<PAGE>

                     ADMIRALTY BANCORP, INC. AND SUBSIDIARY

                          CONSOLIDATED BALANCE SHEETS

<Table>
<Caption>
                                                                   DECEMBER 31,
                                                              -----------------------
                                                                  2001         2000
                                                              ------------   --------
                                                              (DOLLARS IN THOUSANDS)
<S>                                                           <C>            <C>
                                       ASSETS
Cash and cash equivalents:
  Cash and due from banks...................................    $ 15,930     $ 11,221
  Interest bearing due from banks...........................         345        1,035
  Federal funds sold........................................      21,217       21,189
                                                                --------     --------
     Total cash and cash equivalents........................      37,492       33,445
Investment securities available for sale, at fair market
  value.....................................................      17,969       13,628
Investment securities held to maturity, at cost (fair market
  value of $36.1 million and $24.8 million at December 31,
  2001 and 2000, respectively)..............................      35,589       24,549
Loans, net..................................................     390,457      218,629
Accrued interest receivable.................................       1,928        1,439
Federal Reserve Bank and FHLB stock, at cost................       2,007        1,337
Premises and equipment, net.................................       5,422        2,666
Deferred tax asset, net.....................................       1,714          774
Goodwill (net of accumulated amortization of $607 thousand
  and $454 thousand at December 31, 2001 and 2000,
  respectively).............................................       3,234        3,387
Other assets................................................       1,770        1,507
                                                                --------     --------
     Total assets...........................................    $497,582     $301,361
                                                                ========     ========
                        LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES
Deposits....................................................    $449,144     $261,315
Securities sold under agreement to repurchase...............       2,900        5,900
Advances from FHLB..........................................       1,000        4,000
Accrued interest payable....................................         496          597
Other liabilities...........................................         756          831
                                                                --------     --------
  Total liabilities.........................................     454,296      272,643
                                                                ========     ========
STOCKHOLDERS' EQUITY
Preferred stock, no par value, 2,000,000 shares authorized,
  no shares issued or outstanding...........................          --           --
Common stock, Class A, no par value, 1,000,000 shares
  authorized, no shares issued and outstanding at December
  31, 2001 and 117,500 shares issued and outstanding at
  December 31, 2000, Class A shares are convertible to Class
  B common stock............................................          --          990
Common stock, Class B, no par value, 7,500,000 shares
  authorized, 5,282,485 and 3,555,431 shares issued and
  outstanding at December 31, 2001 and 2000 respectively....      44,596       30,507
Accumulated deficit.........................................      (1,407)      (2,831)
Accumulated other comprehensive income, net.................          97           52
                                                                --------     --------
Total stockholders' equity..................................      43,286       28,718
                                                                --------     --------
Total liabilities and stockholders' equity..................    $497,582     $301,361
                                                                ========     ========
</Table>

          See accompanying notes to consolidated financial statements.

                                       5
<PAGE>

                     ADMIRALTY BANCORP, INC. AND SUBSIDIARY

                     CONSOLIDATED STATEMENTS OF OPERATIONS

<Table>
<Caption>
                                                                  YEAR ENDED          YEAR ENDED
                                                              DECEMBER 31, 2001    DECEMBER 31, 2000
                                                              ------------------   -----------------
                                                                      (IN THOUSANDS, EXCEPT
                                                                    SHARE AND PER-SHARE DATA)
<S>                                                           <C>                  <C>
Interest and dividend income
  Loans.....................................................      $   26,056          $   13,645
  Mortgage-backed securities................................           2,957               1,972
  Other debt securities.....................................             260                 447
  Federal funds sold........................................             965                 618
  Dividends from Federal Reserve Bank and FHLB stock........             108                  85
  Other.....................................................              17                  13
                                                                  ----------          ----------
    Total interest and dividend income......................          30,363              16,780
                                                                  ----------          ----------
Interest expense
  Deposits..................................................          14,270               7,007
  Federal funds purchased...................................              --                  23
  Securities sold under repurchase agreement................             337                 528
  Advances from FHLB........................................             102                 407
                                                                  ----------          ----------
    Total interest expense..................................          14,709               7,965
                                                                  ----------          ----------
    Net interest and dividend income........................          15,654               8,815
Provision for loan losses...................................           2,528               1,442
                                                                  ----------          ----------
    Net interest and dividend income after provision for
      loan losses...........................................          13,126               7,373
                                                                  ----------          ----------
Non-interest income
  Service charges and fees..................................           1,135                 950
  Insurance commissions.....................................              66                  16
  Net gain on sale of securities............................              --                  17
  Gain on sale of loans.....................................              27                  32
  Gain on sale of other real estate.........................              --                  25
  Other income..............................................               6                   4
                                                                  ----------          ----------
    Total non-interest income...............................           1,234               1,044
                                                                  ----------          ----------
Non-interest expense
  Salaries and employee benefits............................           6,295               3,623
  Occupancy.................................................           1,769               1,064
  Furniture and equipment...................................             711                 455
  Amortization of goodwill..................................             153                 153
  Other expense.............................................           3,102               2,153
                                                                  ----------          ----------
    Total non-interest expense..............................          12,030               7,448
                                                                  ----------          ----------
    Income before income tax expense........................           2,330                 969
Income tax expense..........................................             906                 363
                                                                  ----------          ----------
  Net income................................................      $    1,424          $      606
                                                                  ----------          ----------
Per share data
Net income per share -- basic...............................      $     0.30          $     0.19
                                                                  ==========          ==========
Net income per share -- diluted.............................      $     0.28          $     0.19
                                                                  ==========          ==========
Weighted average shares outstanding -- basic................       4,808,305           3,147,548
                                                                  ==========          ==========
Weighted average shares outstanding -- diluted..............       5,011,996           3,147,548
                                                                  ==========          ==========
</Table>

          See accompanying notes to consolidated financial statements.

                                       6
<PAGE>

                     ADMIRALTY BANCORP, INC. AND SUBSIDIARY

           CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY

<Table>
<Caption>
                                          COMMON STOCK
                            ----------------------------------------    RETAINED      ACCUMULATED
                                 CLASS A               CLASS B          EARNINGS/        OTHER           TOTAL
                            ------------------   -------------------   ACCUMULATED   COMPREHENSIVE   STOCKHOLDERS'   COMPREHENSIVE
                             NUMBER       $       NUMBER        $       (DEFICIT)    INCOME/(LOSS)      EQUITY          INCOME
                            --------   -------   ---------   -------   -----------   -------------   -------------   -------------
                                                                    (DOLLARS IN THOUSANDS)
<S>                         <C>        <C>       <C>         <C>       <C>           <C>             <C>             <C>
Balance at December 31,
  1999....................   844,254   $ 7,114   1,889,205   $16,073     $(3,437)        $(176)         $19,574
Class A shares converted
  to Class B shares.......  (726,754)   (6,124)    820,585     6,124          --            --               --
Stock issued, net of $147
  offering costs..........        --        --     845,641     8,310                        --            8,310
Net income for year ended
  December 31, 2000.......        --        --          --        --         606            --              606            606
Other comprehensive
  income:
  Change in net unrealized
    loss on securities
    held available for
    sale, net of taxes of
    $26...................        --        --          --        --          --           228              228            228
                            --------   -------   ---------   -------     -------         -----          -------         ------
Comprehensive income......                                                                                              $  834
                                                                                                                        ======
Balance at December 31,
  2000....................   117,500   $   990   3,555,431   $30,507     $(2,831)        $  52          $28,718
Class A shares converted
  to Class B shares.......  (117,500)     (990)    132,670       990          --            --               --
Stock issued through
  offering net of $8
  costs...................        --        --     254,359     2,535                        --            2,535
Stock issued for warrant
  conversions net of $22
  costs...................        --        --   1,079,907    10,495                        --           10,495
Stock issued for options
  exercised net of $10
  costs...................        --        --       8,275        69                        --               69
Shares issued for stock
  dividend................        --        --     251,843        --                        --               --
Net income for year ended
  December 31, 2001.......        --        --          --        --       1,424            --            1,424          1,424
Other comprehensive
  income:
  Change in net unrealized
    gain on securities
    held available for
    sale, net of taxes of
    $27...................        --        --          --        --          --            45               45             45
                            --------   -------   ---------   -------     -------         -----          -------         ------
Comprehensive income......                                                                                              $1,469
                                                                                                                        ======
Balance at December 31,
  2001....................        --   $    --   5,282,485   $44,596     $(1,407)        $  97          $43,286
                            ========   =======   =========   =======     =======         =====          =======
</Table>

          See accompanying notes to consolidated financial statements.

                                       7
<PAGE>

                     ADMIRALTY BANCORP, INC. AND SUBSIDIARY

                     CONSOLIDATED STATEMENTS OF CASH FLOWS

<Table>
<Caption>
                                                                 YEAR ENDED          YEAR ENDED
                                                              DECEMBER 31, 2001   DECEMBER 31, 2000
                                                              -----------------   -----------------
                                                                     (DOLLARS IN THOUSANDS)
<S>                                                           <C>                 <C>
Operating activities
  Net income................................................      $   1,424           $     606
  Adjustments to reconcile net income to net cash provided
    by operating activities
    Provision for loan losses...............................          2,528               1,442
    Depreciation and amortization...........................          1,026                 636
    Amortization, net of accretion, of investment
      securities............................................             74                  13
    Deferred income tax provision...........................           (967)               (446)
    Gain on sales of securities.............................             --                 (17)
    Gain on sales of loans..................................            (27)                (32)
    Loss on sales of premises and equipment.................             --                   2
    Gain on sales of other real estate owned................             --                 (26)
    Change in accrued interest receivable...................           (489)               (797)
    Change in accrued interest payable......................           (101)                383
    Change in other assets..................................           (263)               (697)
    Change in other liabilities.............................            (75)                501
                                                                  ---------           ---------
      Net cash provided by operating activities.............          3,130               1,568
                                                                  ---------           ---------
Investing activities
  Proceeds from maturities of investment securities
    available for sale......................................          7,500                 500
  Proceeds from maturities of mortgage-backed securities
    available for sale......................................          4,700               1,119
  Proceeds from maturities of investment securities held to
    maturity................................................            500                  --
  Proceeds from maturities of mortgage-backed securities
    held to maturity........................................         11,020               1,977
  Proceeds from sales of investment securities available for
    sale....................................................             --                  17
  Purchases of investment securities available for sale.....         (1,000)             (1,000)
  Purchases of mortgage-backed securities available for
    sale....................................................        (15,486)             (4,998)
  Purchases of investment securities held to maturity.......         (5,541)                 --
  Purchases of mortgage-backed securities held to
    maturity................................................        (17,076)             (8,514)
  Purchase of Federal Reserve Bank & FHLB stock.............           (670)               (565)
  Net loan originations and principal collections on
    loans...................................................       (174,737)           (122,069)
  Proceeds from loan sales..................................            408               1,716
  Proceeds from sale of premises and equipment..............             --                   2
  Proceeds from sales of other real estate owned............             --                 187
  Purchase of premises and equipment, net...................         (3,629)             (1,312)
                                                                  ---------           ---------
    Net cash used in investing activities...................       (194,011)           (132,940)
                                                                  ---------           ---------
Financing activities
  Net change in deposits....................................        187,829             151,042
  Net change in federal funds purchased.....................             --                (571)
  Net change in securities sold under agreement to
    repurchase..............................................         (3,000)             (3,100)
  Net change in FHLB advances...............................         (3,000)              4,000
  Proceeds from issuance of common stock -- net of costs of
    $40 and $147, in 2001 and 2000, respectively............         13,099               8,310
                                                                  ---------           ---------
    Net cash provided by financing activities...............        194,928             159,681
                                                                  ---------           ---------
Net increase in cash and cash equivalents...................          4,047              28,309
Cash and cash equivalents, beginning of year................         33,445               5,136
                                                                  ---------           ---------
Cash and cash equivalents, end of year......................      $  37,492           $  33,445
                                                                  =========           =========
Supplemental disclosures:
  Cash paid for:
    Interest................................................      $  14,810           $   7,573
    Taxes...................................................          1,695                 755
  Noncash investing and financing activities:
    Change in unrealized gain (loss) on available for sale
      securities............................................      $      72           $     364
    Change in deferred taxes related to available for sale
      securities............................................            (27)               (136)
    Transfer of loans to other real estate..................             --                 154
</Table>

          See accompanying notes to consolidated financial statements.

                                       8
<PAGE>

                     ADMIRALTY BANCORP, INC. AND SUBSIDIARY

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           DECEMBER 31, 2001 AND 2000

NOTE 1 -- ORGANIZATION

  NATURE OF BUSINESS

     Admiralty Bancorp, Inc. is a financial holding company incorporated in the
state of Delaware. The consolidated financial statements include the accounts of
Admiralty Bancorp, Inc. ("Admiralty"), and its wholly owned subsidiary,
Admiralty Bank ("the Bank"), collectively referred to as "the Company". The Bank
is a state-chartered independent community bank with its main office in Palm
Beach Gardens, Florida, and branches in Altamonte Springs, Boca Raton, Cocoa
Beach, Fort Lauderdale, Juno Beach, Jupiter, Melbourne, and Orlando, Florida.

     The Bank operates as a commercial bank offering a wide variety of
commercial loans and, to a lesser degree, consumer credits. The Bank originates
small business loans which are partially guaranteed by the Small Business
Administration. The Bank sells the guaranteed portion to unrelated third
parties. The Bank continues to service these loans. Its primary future strategic
aim is to establish a reputation and market presence as the "small and middle
market business bank" in its principal market. The Bank funds its loans
primarily by offering time, savings and money market, and demand deposit
accounts to both commercial enterprises and individuals. Additionally, the Bank
originates residential mortgage loans. Principal markets include southern and
central Florida.

     The Bank competes with other banking and financial institutions in its
primary markets. Commercial banks, savings banks, savings and loan associations,
mortgage bankers and brokers, credit unions and money market funds actively
compete for deposits and loans. Such institutions, as well as consumer finance,
mutual funds, insurance companies, and brokerage and investment banking firms,
may be considered competitors of the Bank with respect to one or more of the
services it renders.

     The Company has formed Admiralty Insurance Services, LLC ("AIS") as a joint
venture with USI Florida ("USI") to offer a wide range of insurance products,
primarily to customers of the Bank. USI and the Company are each 50 percent
owners of AIS. USI and AIS share equally in commissions on policies sold, and
the Company is entitled to 50 percent of the net income of AIS. Under the
agreement, USI absorbs all costs incurred by AIS for operating expenses.

     The Bank is subject to regulations of certain state and federal agencies
and, accordingly, it is periodically examined by those regulatory authorities.
As a consequence of the extensive regulation of commercial banking activities,
the Bank's business is particularly susceptible to being affected by state and
federal legislation and regulations.

NOTE 2 -- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

  BASIS OF PRESENTATION

     The consolidated financial statements include the accounts of Admiralty
Bancorp, Inc. and its wholly owned subsidiary, Admiralty Bank.

     The accounting policies of the Company conform with accounting principles
generally accepted in the United States of America and predominant practices
within the banking industry. All significant intercompany balances and
transactions have been eliminated in consolidation.

  USE OF ESTIMATES

     The preparation of consolidated financial statements 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. These estimates and assumptions also affect reported

                                       9
<PAGE>
                     ADMIRALTY BANCORP, INC. AND SUBSIDIARY

           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)

amounts of revenue and expenses during the reporting period. Actual results
could differ from those estimates.

     The principal estimate that is particularly susceptible to significant
change in the near term relates to the allowance for loan losses. The evaluation
of the adequacy of the allowance for loan losses includes, among other factors,
an analysis of historical loss rates, by category, applied to current loan
totals. However, actual losses may be higher or lower than historical trends
which vary. Actual losses on specified problem loans, which also are provided
for in the evaluation, may vary from estimated loss percentages, which are
established based upon a limited number of potential loss classifications.

     As of December 31, 2001, substantially all of the Company's real estate
loans are secured by real estate in Palm Beach, Brevard, Broward, Orange,
Osceola and Seminole counties. Accordingly, the ultimate collectibility of a
substantial portion of the Company's real estate loan portfolio is susceptible
to changes in market conditions in the above Florida counties. Management
believes that the allowances for losses on loans is adequate. While management
uses available information to recognize losses on loans, future additions to the
allowances may be necessary based on changes in economic conditions,
particularly in the above counties. In addition, various regulatory agencies, as
an integral part of their examination process, periodically review the Company's
allowances for losses on loans. Such agencies may require the Company to
recognize additions to the allowance based on their judgments about information
available to them at the time of their examination.

  INVESTMENT SECURITIES

     The Bank accounts for its investment securities in accordance with
Statement of Financial Accounting Standards ("SFAS") No. 115, "Accounting for
Certain Investments in Debt and Equity Securities." This standard requires
investments in securities to be classified in one of three categories: held to
maturity, trading, or available for sale. Investments in debt securities, for
which management has both the ability and intent to hold to maturity, are
carried at cost, adjusted for the amortization of premiums and accretion of
discounts computed by the interest method. Investments in debt and marketable
equity securities, which management believes may be sold prior to maturity due
to changes in interest rates, prepayment risk and equity, liquidity requirements
or other factors, are classified as available for sale. Net unrealized gains and
losses for such securities, net of tax effect, are recognized as a component of
comprehensive income included in stockholders' equity and excluded from the
determination of net income. Declines in the fair value of individual
held-to-maturity and available-for-sale securities below their cost that are
other than temporary results in write-downs of the individual securities to
their fair value with the related write-downs included in earnings as realized
losses. The Bank does not engage in security trading. Security transactions are
accounted for on a trade date basis. Gains or losses on disposition of
investment securities are based on the net proceeds and the adjusted carrying
amount of the securities sold using the specific identification method.

     The Company does not purchase, sell or utilize off-balance sheet derivative
financial instruments or derivative commodity instruments.

  LOANS AND ALLOWANCE FOR LOAN LOSSES

     Loans that management has the intent and ability to hold for the
foreseeable future or until maturity or payoff are stated at the amount of
unpaid principal and are net of deferred fees or costs on originated loans and
an allowance for loan losses. Loan fees and certain direct loan origination
costs are deferred, and the net amount is recognized in interest income using
the interest method over the contractual life of the loans. Commitment fees and
costs relating to commitments whose likelihood of exercise is remote are
recognized over the commitment period on a straight-line basis. If the
commitment is subsequently exercised during the commitment period, the remaining
unamortized commitment fee at the time of

                                       10
<PAGE>
                     ADMIRALTY BANCORP, INC. AND SUBSIDIARY

           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)

exercise is recognized over the life of the loan as a yield adjustment. The
allowance for loan losses is established through a provision for loan losses
charged to expense. Loan principal considered to be uncollectible by management
is charged against the allowance for loan losses. The allowance is an amount
that management believes will be adequate to absorb inherent losses which
probably exist as of the evaluation date due to the inherent risks in the loan
portfolio even though they might not have been identified by the objective loan
review process. The evaluation takes into consideration such factors as changes
in the nature and size of the loan portfolio, overall portfolio quality,
specific problem loans, and current and future economic conditions which may
affect the borrowers' ability to pay. The evaluation details historical losses
by loan category, the resulting loss rates for which are projected at current
loan total amounts. Loss estimates for specified problem loans are also
detailed.

     The Company follows a consistent procedural discipline and accounts for
loan loss contingencies in accordance with SFAS No. 5, "Accounting for
Contingencies", and SFAS No. 114 "Accounting by Creditors for Impairment of a
Loan," as amended by SFAS No. 118, "Accounting by Creditors for Impairment of a
Loan -- Income Recognition and Disclosures." The following is a description of
how each portion of the allowance for loan losses is determined:

     The Company segregates the loan portfolio for loan loss purposes into
segments based upon the underlying collateral. The Company provides for a
general allowance for losses inherent in the portfolio by such collateral
categories. General loss percentages are established based upon historical
analyses as well as estimates of the inherent losses which probably exist as of
the evaluation date even though they might not have been identified by the more
objective processes used. This is due to the risk of error and/or inherent
imprecision in the process. This portion of the allowance is particularly
subjective and requires judgments based on qualitative factors which do not lend
themselves to exact mathematical calculations such as: trends in delinquencies
and nonaccruals; migration trends in the portfolio; trends in volume, terms, and
portfolio mix; new credit products and/or changes in the geographic distribution
of those products; changes in lending policies and procedures; loan review
reports on the efficacy of the risk identification process; changes in the
outlook for local, regional and national economic conditions; concentrations of
credit; and peer group comparisons.

     Specific allowances are provided in the event that the specific analysis on
each classified loan indicates that it is probable that the Bank will be unable
to collect all amounts due, both principal and interest, according to the
contractual terms of the loan agreement. When a loan is impaired, the Bank
measures impairment based on either (a) the present value of the expected future
cash flows of the impaired loan discounted at the loan's original effective
rate, (b) the observable market price of the impaired loans, or (c) the fair
value of the collateral of a collateral-dependent loan. The Bank selects the
measurement method on a loan-by-loan basis, except for collateral-dependent
loans for which foreclosure is probable must be measured at the fair value of
the collateral. In a troubled debt restructuring involving a restructured loan,
the Bank measures impairment by discounting the total expected future cash flows
at the loan's original effective rate of interest. The provision for loan loss
is adjusted in order to state the allowance for loan losses to the required
level as determined above.

     Interest income is accrued as earned on a simple interest basis. Accrual of
interest is discontinued on a loan when management believes, after considering
economic and business conditions and collection efforts, that the borrower's
financial condition is such that collection of interest is doubtful. When a loan
is placed on such non-accrual status, all accumulated accrued interest
receivable is reversed out of current period income. Until the loan becomes
current, any payments received from the borrower are applied to outstanding
principal until such time as management determines that the financial condition
of the borrower and other factors merit recognition of such payments as interest
at which time the loan is returned to accruing status. Loans 90 days or more
past due and still accruing interest must have both principal and accruing
interest adequately secured and must be in the process of collection.

                                       11
<PAGE>
                     ADMIRALTY BANCORP, INC. AND SUBSIDIARY

           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)

  PREMISES AND EQUIPMENT

     Premises and equipment, including leasehold improvements, are stated at
cost less accumulated depreciation and amortization. Depreciation expense is
computed on the straight-line method over the estimated useful lives of the
assets. Leasehold improvements are amortized over the shorter of the estimated
useful lives of the improvements or the terms of the related leases.

     Maintenance and repairs are charged to expense as incurred and improvements
are capitalized. The cost and accumulated depreciation relating to premises and
equipment retired or otherwise disposed of are eliminated from the accounts and
any resulting gains or losses are credited or charged to income.

  OTHER REAL ESTATE OWNED

     Assets acquired through, or in lieu of, loan foreclosures are held for sale
and are initially recorded at fair value at the date of foreclosure,
establishing a new cost basis.

     Subsequent to foreclosure, valuations are periodically performed by
management and the assets are carried at the lower of the carrying amount or
fair value less cost to sell. Revenue and expenses from operations and changes
in the valuation allowance are included in other non-interest expense.

  MORTGAGE SERVICING

     Servicing assets are recognized as separate assets when rights are acquired
through purchase or through sale of financial assets. Capitalized servicing
rights are reported in other assets and are amortized into non-interest income
in proportion to, and over the period of, the estimated future net servicing
income of the underlying financial assets. Servicing assets are evaluated for
impairment based upon the fair value of the rights as compared to amortized
cost. Impairment is determined by stratifying rights by predominant
characteristics, such as interest rates and terms. Fair value is determined
using prices for similar assets with similar characteristics, when available, or
based upon discounted cash flows using market-based assumptions. Impairment is
recognized through a valuation allowance for an individual stratum, to the
extent that fair value is less than the capitalized amount for the stratum.

  GOODWILL

     Goodwill, representing the excess of the purchase price over the fair value
of the net assets acquired from White Eagle Financial Group in January 1998, was
being amortized on a straight-line basis over its estimated useful life of 25
years. Beginning January 1, 2002 goodwill is no longer amortized, rather, in
accordance with SFAS No. 142, "Goodwill and Other Intangibles", the Company, at
each balance sheet date, evaluates the recovery of the carrying amount of
goodwill by determining if any impairment indicators are present. These
indicators are primarily driven by the fair value of the reporting unit. If this
review indicates that goodwill is impaired, the Company's carrying value of the
goodwill is reduced to the implied fair value of the goodwill.

  TRANSFERS OF FINANCIAL ASSETS

     Transfers of financial assets are accounted for as sales, when control over
the assets has been surrendered. Control over transferred assets is deemed to be
surrendered when (1) the assets have been isolated from the Company, (2) the
transferee obtains the right (free of conditions that constrain it from taking
advantage of that right) to pledge or exchange the transferred assets, and (3)
the Company does not maintain effective control over the transferred assets
through an agreement to repurchase them before their maturity.

                                       12
<PAGE>
                     ADMIRALTY BANCORP, INC. AND SUBSIDIARY

           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)

  LONG-LIVED AND INTANGIBLE ASSETS

     The Bank accounts for long-lived and intangible assets in accordance with
SFAS No. 121, "Accounting for the Impairment of Long-Lived Assets and for
Long-Lived Assets to Be Disposed Of," which provides guidance on when to
recognize and how to measure impairment losses of long-lived assets and certain
identifiable intangibles and how to value long-lived assets to be disposed of.
The Statement requires that long-lived and certain identifiable intangibles be
reviewed for impairment whenever events or changes in circumstances indicate
that the carrying amount of an asset may not be recoverable. Recoverability of
assets to be held and used is measured by a comparison of the carrying amount of
an asset to the future undiscounted cash flows expected to be generated by the
asset. If such assets are considered to be impaired, the impairment to be
recognized is measured by the amount by which the carrying amount of the asset
exceeds the fair value of the assets. Assets to be disposed of are reported at
the lower of the carrying amount or the fair value less costs to sell.

  RESTRICTIONS ON CASH AND DUE FROM BANKS

     The Bank is required to maintain reserves against customer demand deposits
by keeping cash on hand or balances with the Federal Reserve Bank in a
non-interest bearing account. The reserve balances required to be maintained in
cash on hand and/or in balances at the Federal Reserve Bank were $4.9 million
and $1.9 million at December 31, 2001 and 2000, respectively.

  STATEMENT OF CASH FLOWS

     Cash and cash equivalents are defined as cash on hand, cash items in the
process of collection, amounts due from banks and federal funds sold with an
original maturity of three months or less.

  MANAGEMENT STOCK OPTION PLAN

     SFAS No. 123, "Accounting for Stock-Based Compensation," encourages all
entities to adopt a fair value based method of accounting for employee stock
compensation plans, whereby compensation cost is measured at the grant date
based on the value of the award and is recognized over the service period, which
is usually the vesting period. However, it also allows an entity to continue to
measure compensation cost for those plans using the intrinsic value based method
of accounting prescribed by Accounting Principles Board Opinion ("APB Opinion")
No. 25, "Accounting for Stock Issued to Employees", whereby compensation cost is
the excess, if any, of the quoted market price of the stock at the grant date
(or other measurement date) over the amount an employee must pay to acquire the
stock. Stock options issued under the Company's management stock option plans
have no intrinsic value at the grant date, and under APB Opinion No. 25 no
compensation is recognized for them. The Company has elected to continue with
the accounting methodology in APB Opinion No. 25 and, as a result, has provided
pro forma disclosures of net income and earnings per share and other
disclosures, as if the fair value based method of accounting had been applied.

  RETIREMENT PLAN

     The Company has a savings plan pursuant to the provisions of section 401(k)
of the Internal Revenue Code for all eligible employees. An eligible employee
may elect to contribute to the 401(k) plan in the form of deferrals of between
1% and 15% of the total base compensation that would otherwise be payable to the
employee. Employee contributions are fully vested and non-forfeitable at all
times. The 401(k) plan permits contributions by the Company. In 2001 and 2000
the Company matched 50% of the employees' contributions of up to 6% of the
participant's base salary. The Company accrues costs as incurred. Expenses
accrued toward contributions to this plan amounted to $97 thousand and $55
thousand for the years ended December 31, 2001 and 2000, respectively.

                                       13
<PAGE>
                     ADMIRALTY BANCORP, INC. AND SUBSIDIARY

           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)

  EARNINGS PER COMMON SHARE

     The Company computes basic and diluted earnings per share in accordance
with SFAS No. 128, "Earnings per Share." Basic earnings per share is computed by
dividing the net income to common stockholders for the year by the
weighted-average number of shares of common stock outstanding during the year.
Diluted earnings per share is computed by dividing the net income available to
common stockholders for the year by the weighted-average number of common stock
and potential common stock outstanding during the year, to the extent that such
potential common stock is dilutive. Potential common stock consists of the
shares issuable pursuant to the exercise of stock options.

     On October 25, 2001, the Board of Directors declared a 5% stock dividend
payable in Class B common stock to all stockholders of record as of November 9,
2001. For purposes of the earnings per share, the issuance of this stock
dividend has been effected as of January 1, 2000. The basic and diluted weighted
average number of shares outstanding and net earnings per share information for
2000 has been restated to reflect the effects of this stock dividend.

     The basic and diluted weighted average number of shares outstanding in 2000
have been restated to reflect a 1:1.1291 conversion ratio for discretionary
conversions of Class A shares to Class B shares, reflecting the change in the
Class A conversion ratio caused by the 1999 stock dividend on the Class B
shares. During 2001 and 2000, 117,500 and 726,754 Class A shares were converted
to 132,670 and 820,585 shares of Class B common stock, respectively. As of
December 31, 2001, no shares of Class A Common stock remain outstanding.

     The following table presents the computation of basic and diluted earnings
per share:

<Table>
<Caption>
                                                               YEAR ENDED      YEAR ENDED
                                                              DECEMBER 31,    DECEMBER 31,
                                                                  2001            2000
                                                              -------------   -------------
                                                              (IN THOUSANDS, EXCEPT SHARES
                                                               AND PER SHARE INFORMATION)
<S>                                                           <C>             <C>
Net Income..................................................   $    1,424      $      606
                                                               ----------      ----------
Weighted average number of shares of common stock...........    4,808,305       3,147,548
Additional dilutive shares related to stock options.........      203,691              --
                                                               ----------      ----------
Total weighted average common shares and equivalents
  outstanding for dilutive earnings per share computation...    5,011,996       3,147,548
                                                               ----------      ----------
Basic earnings per share....................................   $     0.30      $     0.19
Diluted earnings per share..................................   $     0.28      $     0.19
</Table>

  ADVERTISING COSTS

     The Bank expenses advertising costs as incurred. Advertising costs were $66
thousand and $53 thousand in 2001 and 2000, respectively.

  INCOME TAXES

     Income taxes are accounted for under the asset and liability method.
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
basis and operating loss and tax credit carry forwards. 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.

                                        14
<PAGE>
                     ADMIRALTY BANCORP, INC. AND SUBSIDIARY

           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)

  RECENTLY ISSUED ACCOUNTING STANDARDS

     In July 2001, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards ("SFAS") No. 141, "Business
Combinations", ("Statement 141") and SFAS No. 142, "Goodwill and Other
Intangible Assets," ("Statement 142"). Statement 141 requires that the purchase
method of accounting be used for all business combinations initiated after June
30, 2001. Statement 142 requires that goodwill and intangible assets with
indefinite useful lives no longer be amortized, but instead tested for
impairment at least annually in accordance with the provisions of Statement 142.
Other intangible assets would continue to be amortized over their estimated
useful lives. In the transition, any impairment losses will be measured as of
the date of adoption and recognized as the cumulative effect of a change in
accounting principle in the first interim period.

     The Company is required to adopt the provisions of Statement 141
immediately and the Company adopted Statement 142 effective January 1, 2002. As
of the date of adoption, the Company had unamortized goodwill in the amount of
approximately $3.2 million that is subject to the transition provisions of
Statements 141 and 142. Pursuant to Statement 142, the Company will no longer
amortize goodwill. Amortization expense related to goodwill was approximately
$153 thousand for each of the years ended December 31, 2001 and 2000. The
adoption of Statement 142 did not result in a transitional impairment loss.

     In June 2001, the FASB issued SFAS No. 143, "Accounting for Asset
Retirement Obligations" ("Statement 143"), which addresses financial accounting
and reporting for legal obligations associated with the retirement of tangible
long-lived assets and the associated asset retirement costs. Statement 143 is
effective for fiscal years beginning after June 15, 2002. This Statement is not
expected to have a material impact on the Company's financial statements.

     In August 2001, the FASB issued SFAS No. 144, "Accounting for the
Impairment of Long-Lived Assets" ("Statement 144") which supercedes SFAS No.
121, "Accounting for the Impairment of Long-Lived Assets and for Long-Lived
Assets to Be Disposed Of" ("Statement 121") and the accounting and reporting
provisions of APB 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. While Statement 144 retains many of the fundamental provisions of
Statement 121, it establishes a single accounting model for long-lived assets to
be disposed of by sale, and resolves certain implementation issues not
previously addressed by Statement 121. Statement 144 is effective for fiscal
years beginning after December 15, 2001. This Statement did not have a material
impact on the Company's financial statements.

                                        15
<PAGE>
                     ADMIRALTY BANCORP, INC. AND SUBSIDIARY

           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)

NOTE 3 -- INVESTMENT SECURITIES

     The amortized cost and fair value of investment securities as of December
31, 2001 and 2000 are as follows (in thousands):

<Table>
<Caption>
                                                            GROSS        GROSS
                                              AMORTIZED   UNREALIZED   UNREALIZED    FAIR
AVAILABLE FOR SALE                              COST        GAINS        LOSSES      VALUE
------------------                            ---------   ----------   ----------   -------
<S>                                           <C>         <C>          <C>          <C>
December 31, 2001
U.S. Government and Agency Securities.......   $ 1,000       $ 29         $ --      $ 1,029
Mortgage-Backed Securities..................    16,800        144          (18)      16,926
Other Securities............................        14         --           --           14
                                               -------       ----         ----      -------
Total.......................................   $17,814       $173         $(18)     $17,969
                                               =======       ====         ====      =======
December 31, 2000
U.S. Government and Agency Securities.......   $ 7,500       $  7         $(30)     $ 7,477
Mortgage-Backed Securities..................     6,031        106           --        6,137
Other Securities............................        14         --           --           14
                                               -------       ----         ----      -------
Total.......................................   $13,545       $113         $(30)     $13,628
                                               =======       ====         ====      =======
</Table>

     A comparative summary of investment securities held to maturity for the
periods presented is as follows (in thousands):

<Table>
<Caption>
                                                            GROSS        GROSS
                                              AMORTIZED   UNREALIZED   UNREALIZED    FAIR
              HELD TO MATURITY                  COST        GAINS        LOSSES      VALUE
              ----------------                ---------   ----------   ----------   -------
<S>                                           <C>         <C>          <C>          <C>
December 31, 2001
U.S. Treasury Securities....................   $ 2,037       $ --         $ (6)     $ 2,031
U.S. Government and Agency Securities.......     4,002         45           (8)       4,039
Mortgage-Backed Securities..................    29,550        489          (26)      30,013
                                               -------       ----         ----      -------
Total.......................................   $35,589       $534         $(40)     $36,083
                                               =======       ====         ====      =======
December 31, 2000
U.S. Government and Agency Securities.......   $ 1,000       $  5         $ (1)     $ 1,004
Mortgage-Backed Securities..................    23,549        228           --       23,777
                                               -------       ----         ----      -------
Total.......................................   $24,549       $233         $ (1)     $24,781
                                               =======       ====         ====      =======
</Table>

     The carrying value of securities pledged to secure deposits and for other
purposes required or permitted by law amounted to $21.4 million and $28.1
million at December 31, 2001 and 2000, respectively.

                                        16
<PAGE>
                     ADMIRALTY BANCORP, INC. AND SUBSIDIARY

           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)

     The amortized cost and estimated fair value of the Company's investment and
mortgaged backed securities, by contractual maturity, are shown below. Expected
maturities will differ from contractual maturities because borrowers may have
the right to call or prepay obligations with or without call or prepayment
penalties.

<Table>
<Caption>
                                                               DECEMBER 31, 2001
                                                              -------------------
                                                              AVAILABLE FOR SALE
                                                              -------------------
                                                              AMORTIZED    FAIR
                                                                COST       VALUE
                                                              ---------   -------
                                                                (IN THOUSANDS)
<S>                                                           <C>         <C>
Due from one year to five years.............................   $ 1,000    $ 1,029
Mortgage-backed securities..................................    16,800     16,926
Other securities............................................        14         14
                                                               -------    -------
                                                               $17,814    $17,969
                                                               =======    =======
</Table>

<Table>
<Caption>
                                                               HELD TO MATURITY
                                                              -------------------
                                                              AMORTIZED    FAIR
                                                                COST       VALUE
                                                              ---------   -------
                                                                (IN THOUSANDS)
<S>                                                           <C>         <C>
Due from one year to five years.............................   $ 6,039    $ 6,070
Mortgage-backed securities..................................    29,550     30,013
                                                               -------    -------
                                                               $35,589    $36,083
                                                               =======    =======
</Table>

     No available for sale securities were sold during 2001. Proceeds from the
sales of securities available for sale during the year ended December 31, 2000
were $17 thousand.

NOTE 4 -- LOANS

     The following schedule presents the components of loans, by type, as of the
periods presented.

<Table>
<Caption>
                                                 DECEMBER 31, 2001    DECEMBER 31, 2000
                                                 ------------------   ------------------
                                                  AMOUNT    PERCENT    AMOUNT    PERCENT
                                                 --------   -------   --------   -------
                                                         (DOLLARS IN THOUSANDS)
<S>                                              <C>        <C>       <C>        <C>
Commercial and Industrial......................  $ 49,846      13%    $ 43,006      19%
Real Estate Non-Residential Properties.........   297,850      75%     147,996      67%
Residential Properties.........................    24,802       6%      19,399       9%
Construction...................................    17,771       4%       7,869       3%
Consumer*......................................     6,380       2%       3,424       2%
                                                 --------     ---     --------     ---
Gross loans....................................   396,649     100%     221,694     100%
less: net deferred fees........................     1,348                  684
                                                 --------             --------
Total loans....................................   395,301              221,010
less: allowance for loan losses................     4,844                2,381
                                                 --------             --------
Net loans......................................  $390,457             $218,629
                                                 ========             ========
</Table>

---------------

* Includes $819 thousand and $445 thousand in deposits reclassified as loans in
  2001 and 2000, respectively.

                                        17
<PAGE>
                     ADMIRALTY BANCORP, INC. AND SUBSIDIARY

           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)

     Changes in the allowance for loan losses are as follows:

<Table>
<Caption>
                                                         YEAR ENDED          YEAR ENDED
                                                      DECEMBER 31, 2001   DECEMBER 31, 2000
                                                      -----------------   -----------------
                                                             (DOLLARS IN THOUSANDS)
<S>                                                   <C>                 <C>
Balance at beginning of year........................       $2,381              $1,017
Provision for loan losses...........................        2,528               1,442
Charge-offs.........................................          (70)                (87)
Recoveries..........................................            5                   9
                                                           ------              ------
Ending Balance......................................       $4,844              $2,381
                                                           ======              ======
</Table>

     Loans with unpaid principal balances of $967 thousand and $402 thousand
were 90 days or more contractually delinquent or on nonaccrual status at
December 31, 2001 and 2000, respectively.

     The balance of impaired loans was $524 thousand and $402 thousand at
December 31, 2001 and 2000, respectively. The Bank has identified a loan as
impaired when it is probable that principal and interest will not be collected
according to the contractual terms of the loan agreement. The allowance for loan
loss associated with impaired loans was $148 thousand and $98 thousand at
December 31, 2001 and 2000, respectively. The average recorded investment in
impaired loans was approximately $442 thousand and $201 thousand for the years
ended December 31, 2001 and 2000, respectively. The Company recognized $18
thousand in income on impaired loans in 2001. Sixty four thousand dollars and $4
thousand cash was collected on impaired loans during 2001 and 2000 respectively.
Interest which would have been accrued on impaired loans for the years ended
December 31, 2001 and 2000, was $39 thousand and $11 thousand, respectively.

     A loan having a carrying value of $154 thousand was transferred to
foreclosed real estate in 2000. No loans were transferred to foreclosed real
estate in 2001.

NOTE 5 -- PREMISES AND EQUIPMENT

     Premises and equipment are summarized as follows:

<Table>
<Caption>
                                                                       DECEMBER 31,
                                                       ESTIMATED     -----------------
                                                      USEFUL LIVES    2001      2000
                                                      ------------   -------   -------
                                                                      (IN THOUSANDS)
<S>                                                   <C>            <C>       <C>
Land and improvements...............................                 $ 1,068   $     0
Furniture and equipment.............................   3 - 7 Years     4,161     2,995
Leasehold improvements..............................  5 - 15 Years     2,936     1,609
                                                                     -------   -------
                                                                     $ 8,165   $ 4,604
Accumulated depreciation and amortization...........                  (2,743)   (1,938)
                                                                     -------   -------
                                                                     $ 5,422   $ 2,666
                                                                     =======   =======
</Table>

                                        18
<PAGE>
                     ADMIRALTY BANCORP, INC. AND SUBSIDIARY

           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)

NOTE 6 -- DEPOSITS

     Deposits are summarized as follows:

<Table>
<Caption>
                                                                 DECEMBER 31,
                                                              -------------------
                                                                2001       2000
                                                              --------   --------
                                                                (IN THOUSANDS)
<S>                                                           <C>        <C>
Non-interest bearing demand.................................  $ 63,988   $ 41,025
Savings, NOW and money market...............................   161,480     88,986
Time deposits, under $100,000...............................   111,402     63,607
Time deposits, $100,000 and over............................   112,274     67,697
                                                              --------   --------
                                                              $449,144   $261,315
                                                              ========   ========
</Table>

     At December 31, 2001, the scheduled maturities of time deposits are as
follows:

<Table>
<Caption>
                                                               (IN THOUSANDS)
<S>                                                            <C>
2002........................................................      $218,418
2003........................................................         3,088
2004........................................................           892
2005........................................................           473
2006........................................................           805
                                                                  --------
                                                                  $223,676
                                                                  ========
</Table>

NOTE 7 -- OTHER BORROWED FUNDS

     The Company has a $12 million unsecured Federal funds overnight borrowing
line of credit and a secured line of credit with a correspondent bank. At
December 31, 2001 no funds were drawn against this line. The Company's
unencumbered investment securities are the collateral for the secured line of
credit and serve to determine the total amount available under the line.

     The Company entered into a $9.0 million repurchase agreement during the
fourth quarter of 1999. The funds received in the repurchase transaction were
used toward the purchase of a $10.1 million, 20 year, FHLMC mortgage-backed
security which is classified as held to maturity. The borrowings under the
repurchase agreement mature as follows: $3.1 million in one year, $3.0 million
in two years and $2.9 million in three years. The cost of the one year borrowing
was 6.04%, the two year borrowing was at 6.25% and the third year borrowing is
at 6.45%. At each maturity date management evaluates whether to replace the
borrowings or pay them off using Company funds. The $3.0 million borrowing that
matured during 2001 was repaid out of funds raised in the deposit portfolio.

     Information concerning securities sold under agreements to repurchase
during the years ended December 31, 2001 and 2000 is summarized as follows:

<Table>
<Caption>
                                                                2001           2000
                                                              --------       --------
                                                              (DOLLARS IN THOUSANDS)
<S>                                                           <C>            <C>
Average balance during the year.............................   $5,292         $8,415
Weighted average interest rate during the year..............     6.36%          6.27%
Maximum month end balance during the year...................   $5,900         $9,000
Mortgage-backed securities underlying the agreements at year
  end:
Carrying value..............................................   $4,236         $7,130
Estimated fair value........................................   $4,298         $7,155
</Table>

                                        19
<PAGE>
                     ADMIRALTY BANCORP, INC. AND SUBSIDIARY

           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)

     Securities underlying the agreement were held by the counter party.

     The Company borrowed $9.4 million from the Federal Home Loan Bank of
Atlanta (FHLB) during February 2000. The funds received in the transaction were
used toward the purchase of a $10.0 million, 30 year, GNMA mortgage-backed
security which is pledged to secure the borrowing. The security was split evenly
between the held to maturity and available for sale portfolios. The carrying
value of the portion classified available for sale is $2.3 million and the
carrying value of the portion classified held to maturity is $2.2 million. The
borrowing originally matured 90 days after the initial transaction. At each
maturity date, management evaluates whether to replace the borrowings or pay
them off using Company funds. At December 31, 2001, the $1.0 million borrowing
was a 30 day note maturing January 28, 2002.

NOTE 8 -- INCOME TAXES

     Income tax expense is comprised of the following:

<Table>
<Caption>
                                                                 YEARS ENDED
                                                                DECEMBER 31,
                                                               ---------------
                                                                2001     2000
                                                               ------    -----
                                                               (IN THOUSANDS)
<S>                                                            <C>       <C>
Current
  Federal...................................................   $1,600    $ 691
  State.....................................................      273      118
                                                               ------    -----
                                                                1,873      809
                                                               ------    -----
Deferred
  Federal...................................................   $ (833)   $(381)
  State.....................................................     (134)     (65)
                                                               ------    -----
                                                                 (967)    (446)
                                                               ------    -----
Total income tax expense....................................   $  906    $ 363
                                                               ======    =====
</Table>

     The income tax provision reconciled to the tax computed at the statutory
federal rate was as follows:

<Table>
<Caption>
                                                                YEARS ENDED
                                                                DECEMBER 31,
                                                               --------------
                                                               2001     2000
                                                               -----    -----
                                                               (IN THOUSANDS)
<S>                                                            <C>      <C>
Tax at statutory rate of 34%................................   $792     $329
State taxes, net of federal tax benefit.....................     91       42
Non-deductible goodwill.....................................     52       52
Other non-deductible items..................................     12       14
Decrease in valuation allowance.............................    (50)     (75)
Other.......................................................      9        1
                                                               ----     ----
Total provision.............................................   $906     $363
                                                               ====     ====
</Table>

                                        20
<PAGE>
                     ADMIRALTY BANCORP, INC. AND SUBSIDIARY

           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)

     The net deferred tax asset consisted of the following:

<Table>
<Caption>
                                                                   DECEMBER 31,
                                                               ---------------------
                                                                   2001        2000
                                                               ------------    -----
                                                                  (IN THOUSANDS)
<S>                                                            <C>             <C>
Deferred tax assets (liabilities)
  Net operating loss carryforward...........................      $  308       $ 353
  Premises and equipment....................................         104          77
  Sale of SBA loans.........................................         (79)        (92)
  Allowance for loan losses.................................       1,630         678
  Unrealized gain on securities available for sale..........         (58)        (31)
  Loan origination costs....................................        (110)        (80)
                                                                  ------       -----
  Total deferred tax asset..................................       1,795         905
Valuation allowance.........................................         (81)       (131)
                                                                  ------       -----
  Net deferred tax asset....................................       1,714         774
Less: asset at beginning of year............................        (774)       (464)
Change in unrealized (loss) gain on securities available for
  sale......................................................          27         136
                                                                  ------       -----
Provision for deferred income taxes.........................      $  967       $ 446
                                                                  ======       =====
</Table>

     The valuation allowance for deferred tax assets as of December 31, 2001 and
2000 was $81 thousand and $131 thousand, respectively. The net change in the
total valuation allowance for the years ended December 31, 2001 and 2000 was a
decrease of $50 thousand and $75 thousand, respectively. In assessing the
realizability of deferred tax assets, management considers whether it is more
likely than not that some portion or all of the deferred tax assets will not be
realized. The ultimate realization of deferred tax assets is dependent upon the
generation of future taxable income during the periods in which those temporary
differences become deductible.

     At December 31, 2001, the Company had unused net operating loss
carryforwards of $820 thousand for Federal and Florida income tax purposes
expiring in various amounts from 2006 through 2008. The loss carryforward
reflects the maximum benefit that could be obtained from the net operating
losses due to limitations under Internal Revenue Code Section 382.

NOTE 9 -- STOCKHOLDERS' EQUITY

     The total authorized capital stock of Admiralty consists of 8,500,000
shares of common stock and 2,000,000 shares of preferred stock.

     Admiralty established Class A Common Stock which possess all such rights
and privileges as are afforded to capital stock by law and shall also possess
the following rights, privileges and limitations:

     DIVIDENDS

          The holder of each share of Class A Common Stock shall be entitled to
     receive out of any funds legally available therefore, when and as declared
     by the Board of Directors, preferential dividends thereon at the annual
     rate of ten percent (10%) per annum based upon a $10.00 per share stated
     value, payable semiannually on June 30 and December 31, or on such other
     date or dates as may be determined by the Board of Directors. Those
     dividends shall be non-cumulative and may be paid either in cash or in
     shares of the Company's Class B Common Stock, at the discretion of the
     Company's Board of Directors. No dividends shall be declared, or paid or
     set apart for payment on

                                        21
<PAGE>
                     ADMIRALTY BANCORP, INC. AND SUBSIDIARY

           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)

     the Company's Class B Common Stock (described below) for any period unless
     the most recently required dividend is paid on the Class A Common Stock.
     Holders of shares of the Class A Common Stock shall not be entitled to any
     dividends, whether payable in cash, property or stock, in excess of the
     non-cumulative dividends, as herein provided, on the Class A Common Stock,
     unless specially declared by the Board of Directors.

     VOTING RIGHTS

          Holders of Class A Common Stock shall have the right to vote at any
     meeting of stockholders or otherwise and shall be entitled to notice of any
     such meeting. Each share of Class A Common Stock is entitled to one vote
     per share, and unless otherwise required by law, the Class A Common Stock
     will vote with the Class B Common Stock together as a single class.

     CONVERSION RIGHTS

          Voluntary Conversion:  Each share of Class A Common Stock is
     convertible, at the option of the holder, into one share of Class B Common
     Stock, at any time or from time to time.

          Involuntary Conversion:  In addition to the foregoing voluntary
     conversion rights, the Company has the right to require a holder of Class A
     Common Stock to convert the Class A Common Stock into Class B Common Stock,
     at the rate of one share of Class B Common Stock for each share of Class A
     Common Stock held, in the event that the Class B Common Stock trades at
     $15.00 or higher and does not trade below $15.00 for the next 20
     consecutive trading days. Upon the end of such 20 consecutive trading day
     period, the Company may issue a notice of mandatory conversion requiring
     the conversion of shares of the Class A Common Stock to Class B Common
     Stock within 20 days.

          The conversion rate set forth above is subject to adjustment in the
     event of payment of certain stock dividends, stock split-ups or
     combinations or other similar recapitalizations, to ensure that a holder of
     the Class A Common Stock does not have his interests in the Company diluted
     through such transaction. Due to a 12.91% stock dividend paid in January
     2000 to all stockholders of record on December 31, 2000, each share of
     Class A common stock is now convertible into 1.1291 shares of Class B
     common stock and the trading price for mandatory conversion is $13.28.

     During 2001, all outstanding shares of Class A Common Stock were
voluntarily converted to Class B Common Stock.

     Admiralty also established Class B Common Stock which possess all such
rights and privileges as are afforded to capital stock by law. Voting rights,
with regard to any items upon which the Class B Common Stock shall be required
or entitled to vote, the Class B Common Stock shall vote together with the Class
A Common Stock as a single class, except as otherwise required by law.

     On March 22, 1999, the Board of Directors resolved to treat both classes of
the Company's stock equally, in terms of the amount of dividends declared and
the form of payment of dividends. This resolution and new dividend policy was
effective January 1, 1999.

     The Company also had warrants outstanding to purchase 1,089,595 Class B
common stock at $9.74 per share for a period commencing January 22, 1998 and
ending January 21, 2002. The Company had the right to accelerate the expiration
date of the warrants in the event that (i) the Class B stock is traded on a
nationally recognized securities exchange or on the NASDAQ National or SmallCap
Market, and (ii) the Class B stock has traded at $13.28 or above and has not
traded below $13.28 per share for 20 consecutive trading days. These conditions
were met in the second quarter of 2001 and the Company elected to issue a notice
of acceleration to each warrant holder. The Company issued 1,079,907 shares of
Class B common stock for the warrants and warrants to purchase 9,688 shares of
common stock expired unexercised.

                                        22
<PAGE>
                     ADMIRALTY BANCORP, INC. AND SUBSIDIARY

           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)

NOTE 10 -- COMMITMENTS AND CONTINGENCIES

 OPERATING LEASES

     The Bank utilizes certain office space and equipment under operating leases
expiring through 2011. Total rent expense under such operating leases, included
in occupancy expense, was $1.2 million and $751 thousand for the years ended
December 31, 2001 and 2000, respectively.

     Approximate minimum payments under non-cancelable operating leases for the
period ending December 31, are as follows:

<Table>
<Caption>
                                                              (IN THOUSANDS)
<S>                                                           <C>
2002........................................................      $1,027
2003........................................................       1,013
2004........................................................         849
2005........................................................         774
2006........................................................         747
Thereafter..................................................       2,421
                                                                  ------
                                                                  $6,831
                                                                  ======
</Table>

  OTHER

     The Bank is involved in certain litigation arising in the ordinary course
of business. In the opinion of management, the outcome of this litigation will
not have a significant effect on the accompanying financial statements.

NOTE 11 -- MANAGEMENT STOCK OPTION PLAN

     In May 1998, the Board of Directors of the Company approved the 1998
Management Stock Option Plan (the Management Plan), which provides for options
to purchase up to 391,514 shares (adjusted for the 1999 and 2001 stock
dividends) of Class B stock to be issued to members of the Board of Directors
and management of the Company, the Bank and any other subsidiaries which the
Company acquires or incorporates in the future.

     In November 2000, the Stockholders approved the Admiralty Bancorp, Inc.
2000 Stock Option Plan (the 2000 Plan) which provides for options to purchase up
to 383,276 shares (adjusted for the 2001 stock dividend) of Class B stock to be
issued to members of the Board of Directors and management of the Company, the
Bank and any other subsidiaries which the Company acquires or incorporates in
the future.

     The Management Plan and the 2000 Plan provide for the granting of both
incentive options and nonstatutory options. Incentive stock options may be
granted at an exercise price of not less than 100% of the fair market value of
the Class B stock on the date of the grant. The option price for nonstatutory
options may not be less than 100% of the fair market value of the Class B stock
on the date of grant. The Board of Directors has discretion to set the actual
exercise price of any option within the foregoing parameters. The options, which
have a term of 10 years when issued, vest either immediately or over a period
specified by the Board of Directors.

     As a result of the 5% stock dividend declared by the Board of Directors on
October 25, 2001, options outstanding and exercise prices have been adjusted to
restore option holders to their respective economic positions before the stock
dividend.

     The Management Plan and the 2000 Plan are fixed stock option plans
accounted for under APB Opinion No. 25 "Accounting for Stock Issued to
Employees" and related interpretations. Had

                                        23
<PAGE>
                     ADMIRALTY BANCORP, INC. AND SUBSIDIARY

           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)

compensation cost for the plans been determined based on the fair value of
options at the grant dates consistent with the method of SFAS No. 123,
"Accounting for Stock-Based Compensation," the Company's net earnings per share
for the Class B Common Stock would have been reduced to the pro forma amounts
indicated below for the periods presented.

<Table>
<Caption>
                                                                YEARS ENDED
                                                                DECEMBER 31,
                                                              ----------------
                                                               2001      2000
                                                              -------   ------
                                                               (IN THOUSANDS,
                                                              EXCEPT PER SHARE
                                                                   DATA)
<S>                                                           <C>       <C>
Net income (loss)
  As reported...............................................  $1,424    $ 606
  Pro forma.................................................  $ (285)   $ 385
Basic earnings (loss) per share
  As reported...............................................  $ 0.30    $0.19
  Pro forma.................................................  $(0.06)   $0.12
Diluted earnings (loss) per share
  As reported...............................................  $ 0.28    $0.19
  Pro forma.................................................  $(0.06)   $0.12
</Table>

     The fair value of each option grant is estimated on the date of grant using
the Black-Scholes option-pricing model with the following assumptions used for
grants in 2001: no dividend yield, expected volatility of 55% expected lives of
five years and a risk free rate of 4.94% for options granted in January 2001 and
4.70% for options granted in June 2001; and the following assumptions are used
for options granted in 2000: no dividend yield; expected volatility of 60%;
expected lives of five years for all options; and a weighted average risk free
interest rate of 5.68%.

     A summary of the status of the Company's fixed stock option plans as of
December 31, 2001 and 2000, and changes for the years then ended is as follows:

<Table>
<Caption>
                                                       YEARS ENDED DECEMBER 31,
                                          ---------------------------------------------------
                                                    2001                       2000
                                          ------------------------   ------------------------
                                                       WEIGHTED                   WEIGHTED
                                                       AVERAGE                    AVERAGE
                                          NUMBER    EXERCISE PRICE   NUMBER    EXERCISE PRICE
                                          -------   --------------   -------   --------------
<S>                                       <C>       <C>              <C>       <C>
Option outstanding at beginning of
  year..................................  447,959       $ 8.73       388,549       $8.63
Options granted.........................  326,823        11.49        59,410        9.40
Options exercised.......................    8,694         8.98            --          --
                                          -------       ------       -------       -----
Options outstanding at end of year......  766,088       $ 9.91       447,959       $8.73
                                          =======       ======       =======       =====
Options exercisable at end of year......  713,061       $ 9.88       437,459       $8.71
                                          =======       ======       =======       =====
Weighted average fair value of options
  granted during year...................                $ 6.03                     $4.82
                                                        ======                     =====
</Table>

                                        24
<PAGE>
                     ADMIRALTY BANCORP, INC. AND SUBSIDIARY

           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)

     The following table summarizes information about fixed stock options
outstanding at December 31, 2001:

<Table>
<Caption>
                                                                                    OPTIONS
                                                OPTIONS OUTSTANDING               EXERCISABLE
                                        ------------------------------------   -----------------
                                             NUMBER          WEIGHTED AVG.          NUMBER
                                         OUTSTANDING AT        REMAINING        EXERCISABLE AT
           EXERCISE PRICES              DECEMBER 31, 2001   CONTRACTUAL LIFE   DECEMBER 31, 2001
           ---------------              -----------------   ----------------   -----------------
<S>                                     <C>                 <C>                <C>
$13.33................................       169,323           9.5 years            158,296
$ 9.52................................       212,370           9.0 years            170,370
$ 8.86................................       325,084           6.6 years            325,084
$ 8.85................................         1,188           6.8 years              1,188
$ 7.23................................        51,599           7.8 years             51,599
$ 7.22................................           594           7.8 years                594
$ 7.17................................         5,930           8.0 years              5,930
                                             -------                                -------
                                             766,088                                713,061
                                             =======                                =======
</Table>

     The Black-Scholes option pricing model was developed for use in estimating
the fair value of traded options that have no vesting restrictions and are fully
transferable. In addition, option pricing models require the use of highly
subjective assumptions, including the expected stock price volatility. Because
the Company's stock options have characteristics significantly different from
those of traded options, and because changes in the subjective assumptions can
materially affect the fair value estimates, in management's opinion, the
existing models do not provide a reliable measure of the fair value of its
options.

NOTE 12 -- RELATED PARTY TRANSACTIONS

     The Bank has made in the past and, assuming continued satisfaction of
generally applicable credit standards, expects to continue to make loans to
directors, executive officers and their associates, (i.e., corporations or
organizations for which they serve as officers or directors or in which they
have beneficial ownership interests of ten percent or more). These loans have
all been made in the ordinary course of the Bank's business on substantially the
same terms, including interest rates and collateral, as those prevailing at the
time for comparable transactions with other persons and do not involve more than
the normal risk of collectibility or present other unfavorable features. The
aggregate dollar amount of these loans was $4.6 million and $6.0 million at
December 31, 2001 and 2000, respectively. For the year ended December 31, 2001,
$481 thousand in funds were disbursed and $1.8 million of principal repayments
were received. In addition, Bank Directors and Officers keep depository balances
with the Bank. At December 31, 2001 the aggregate balance of these deposits was
$4.6 million.

     The Bank's branches in Boca Raton and Jupiter are leased from entities
owned by certain members of the Company's Board of Directors. The aggregate
rental payment due under these two leases will be approximately $262 thousand
per year. Each of these leases had an original term of ten years. However, in
the event of a change in control of the Company, the lease term will be reset
and extended to a term of ten years from the date of the change in control. The
Company believes that these leases represent fair market value, and are
comparable to terms which the Bank could have obtained from unaffiliated
parties.

NOTE 13 -- FINANCIAL INSTRUMENTS WITH OFF-BALANCE-SHEET RISK AND CONCENTRATION
OF CREDIT RISKS

     The Bank is a party to financial instruments with off-balance-sheet risk in
the normal course of business to meet the financing needs of its customers.
These financial instruments include commitments to extend credit and standby
letters of credit and financial guarantees. Those instruments involve, to
varying

                                        25
<PAGE>
                     ADMIRALTY BANCORP, INC. AND SUBSIDIARY

           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)

degrees, elements of credit and interest rate risk in excess of the amount
recognized in the balance sheets. The contract or notional amounts of those
instruments reflect the extent of the Bank's involvement in particular classes
of financial instruments.

     The Bank's exposure to credit loss in the event of non-performance by the
other party to the financial instrument for commitments to extend credit,
standby letters of credit and financial guarantees written is represented by the
contractual notional amount of those instruments. The Bank uses the same credit
policies in making commitments and conditional obligations as it does for
on-balance-sheet instruments.

     The Bank does not always require collateral or other security to support
financial instruments with credit risk. The approximate contract amounts are as
follows:

<Table>
<Caption>
                                                                DECEMBER 31,
                                                              -----------------
                                                               2001      2000
                                                              -------   -------
                                                               (IN THOUSANDS)
<S>                                                           <C>       <C>
Unfunded lines of credit....................................  $49,455   $28,397
Standby letters of credit...................................    6,756     1,846
Unfunded construction loan commitments......................    8,694    22,278
Unfunded commercial loan commitments........................   16,525    16,424
</Table>

     Commitments to extend credit are agreements to lend to a customer as long
as there is no violation of any condition established in the contract.
Commitments generally have fixed expiration dates or other termination clauses
and may require payment of a fee. The lives of the commitments vary widely but
on average are about one to two years. Since many of the commitments are
expected to expire without being drawn upon, the total commitment amounts do not
necessarily represent future cash requirements. The Bank evaluates each
customer's creditworthiness on a case-by-case basis. The amount of collateral
obtained, if it is deemed necessary by the Bank upon extension of credit, is
based on management's credit evaluation of the counter party. Collateral held
varies but may include accounts receivable; inventory; property, plant, and
equipment; and income-producing commercial properties.

     Standby letters of credit and financial guarantees written are conditional
commitments issued by the Bank to guarantee the performance of a customer to a
third party. Those guarantees are primarily issued to support public and private
borrowing arrangements.

     The Bank has not been required to perform on any financial guarantees
during the past year. The Bank has not incurred any losses on its commitments in
2001 or 2000.

NOTE 14 -- FAIR VALUE OF FINANCIAL INSTRUMENTS

     SFAS No. 107, "Disclosures about Fair Value of Financial Instruments,"
requires entities to disclose the estimated fair value of their assets and
liabilities considered to be financial instruments. For the Bank, as for most
financial institutions, the majority of its assets and liabilities are
considered financial instruments as defined in SFAS No. 107. However, many such
instruments lack an available trading market, as characterized by a willing
buyer and seller engaging in an exchange transaction. Also, it is the Company's
general practice and intent to hold its financial instruments to maturity and to
not engage in trading or significant sales activities. Therefore, the Company
had to use significant estimations and present value calculations to prepare
this disclosure.

     Changes in the assumptions or methodologies used to estimate fair values
may materially affect the estimated amounts. Also, management is concerned that
there may not be reasonable comparability between institutions due to the wide
range of permitted assumptions and methodologies in the absence of active
markets. This lack of uniformity gives rise to a high degree of subjectivity in
estimating financial instrument fair values.

                                        26
<PAGE>
                     ADMIRALTY BANCORP, INC. AND SUBSIDIARY

           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)

     Fair values have been estimated using data which management considered the
best available, as generally provided by estimation methodologies deemed
suitable for the pertinent category of financial instrument. The estimation
methodologies, resulting fair values and recorded carrying amounts are as
follows:

     Fair value of loans and deposits with floating interest rates is generally
presumed to approximate the recorded carrying amounts.

     Fair value of financial instruments actively traded in a secondary market
has been estimated using quoted market prices.

<Table>
<Caption>
                                             DECEMBER 31, 2001           DECEMBER 31, 2000
                                         -------------------------   -------------------------
                                         CARRYING   ESTIMATED FAIR   CARRYING   ESTIMATED FAIR
                                          AMOUNT        VALUE         AMOUNT        VALUE
                                         --------   --------------   --------   --------------
                                                            (IN THOUSANDS)
<S>                                      <C>        <C>              <C>        <C>
Cash and cash equivalents..............  $37,492       $37,492       $33,445       $33,445
                                         =======       =======       =======       =======
Investment securities, including
  Federal Reserve Bank and FHLB
  stock................................  $55,565       $56,059       $39,514       $39,746
                                         =======       =======       =======       =======
</Table>

     The fair value of the total loan portfolio has been estimated using present
value cash flows, discounted at the approximate current market rates adjusted
for non-interest operating costs, and giving consideration to estimated
prepayment risk and credit loss factors.

<Table>
<Caption>
                                           DECEMBER 31, 2001           DECEMBER 31, 2000
                                       -------------------------   -------------------------
                                       CARRYING   ESTIMATED FAIR   CARRYING   ESTIMATED FAIR
                                        AMOUNT        VALUE         AMOUNT        VALUE
                                       --------   --------------   --------   --------------
                                                          (IN THOUSANDS)
<S>                                    <C>        <C>              <C>        <C>
Loans................................  $390,457      $391,382      $218,629      $219,410
                                       ========      ========      ========      ========
</Table>

     Fair value of financial instruments with stated maturities has been
estimated using present value cash flow, discounted at a rate approximating
current market for similar assets and liabilities. Fair value of financial
instrument liabilities with no stated maturities has been estimated to equal the
carrying amount (the amount payable on demand).

<Table>
<Caption>
                                           DECEMBER 31, 2001           DECEMBER 31, 2000
                                       -------------------------   -------------------------
                                       CARRYING   ESTIMATED FAIR   CARRYING   ESTIMATED FAIR
                                        AMOUNT        VALUE         AMOUNT        VALUE
                                       --------   --------------   --------   --------------
                                                          (IN THOUSANDS)
<S>                                    <C>        <C>              <C>        <C>
Deposits with stated maturities......  $223,676      $222,032      $131,304      $130,315
                                       ========      ========      ========      ========
Deposits with no stated maturities...  $225,468      $225,468      $130,011      $130,011
                                       ========      ========      ========      ========
Borrowing with stated maturities.....  $  3,900      $  3,809      $  9,900      $  9,835
                                       ========      ========      ========      ========
</Table>

     The fair value of commitments to originate loans and other off-balance
sheet instruments is estimated using fees currently charged to enter into
similar agreements taking into account the remaining terms of the agreements and
the present creditworthiness of the counter parties. For fixed rate loan
commitments, the fair value also considers the difference between current levels
of interest and the committed rates. As of December 31, 2001 and 2000 the fair
value of these commitments, which are primarily comprised of floating rate loan
commitments priced to market at funding, with notional amounts of $56.3 million
and $67.5 million respectively, was immaterial.

     The fair value of other financial instruments, including interest
receivable and interest payable, approximates the carrying value due to the
short term nature of these instruments.

                                        27
<PAGE>
                     ADMIRALTY BANCORP, INC. AND SUBSIDIARY

           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)

NOTE 15 -- REGULATORY MATTERS

     The Bank, as a state-chartered, Federal Reserve member bank, is subject to
regulatory dividend restrictions. Under such restrictions, the Bank may not,
without prior regulatory approval, declare cash dividends.

     The Bank is subject to various regulatory and capital requirements
administered by the federal banking agencies. Failure to meet minimum capital
requirements can initiate certain mandatory -- and possibly additional
discretionary -- actions by the regulators that, if undertaken, could have a
direct material effect on the Bank's financial statements. Under capital
adequacy guidelines and the regulatory framework for prompt corrective action,
the Bank must meet specific capital guidelines that involve quantitative
measures of the Bank's assets, liabilities and certain off-balance-sheet items
as calculated under regulatory accounting practices. The Bank's capital amounts
and classification are also subject to qualitative judgments by the regulators
about components, risk weightings, and other factors.

     Quantitative measures established by regulation to ensure capital adequacy
require the Bank to maintain minimum amounts and ratios (set forth in the
following table) of total and Tier I capital (as defined in the regulations) to
risk-weighted assets (as defined), and of Tier I capital (as defined) to average
assets (as defined). Management believes, as of December 31, 2001, that the Bank
meets all capital adequacy requirements to which it is subject.

     The most recent notification from the regulators, dated June 30, 2001,
categorized the Bank as well capitalized under the regulatory framework for
prompt corrective action. To be categorized as well capitalized, the Bank must
maintain minimum total risk-based, Tier I risk-based and Tier I leverage as set
forth in the table. There are no conditions or events since that notification
that management believes have changed the institution's category. The Company's
federal regulators impose capital standards on bank holding companies which are
substantially similar to those imposed upon the Bank. The Company's and the
Bank's actual capital amounts and ratios are as follows:

                            ADMIRALTY BANCORP, INC.
                               DECEMBER 31, 2001

<Table>
<Caption>
                                                                             TO BE WELL
                                                                          CAPITALIZED UNDER
                                                        FOR CAPITAL       PROMPT CORRECTIVE
                                       ACTUAL        ADEQUACY PURPOSES    ACTION PROVISIONS
                                   ---------------   ------------------   -----------------
                                                    (DOLLARS IN THOUSANDS)
<S>                                <C>       <C>     <C>         <C>      <C>        <C>
Total Capital (to risk weighted
  assets)........................  $44,558   10.40%  >$34,263    >8.00%   >$42,829   >10.00%
                                                     -           -        -          -
Tier I Capital (to risk weighted
  assets)........................  $39,714    9.27%  >$17,132    >4.00%   >$25,697   > 6.00%
                                                     -           -        -          -

Tier I Capital (to average
  assets)........................  $39,714    8.08%  >$19,652    >4.00%   >$24,566   > 5.00%
                                                     -           -        -          -

</Table>

                                        28
<PAGE>
                     ADMIRALTY BANCORP, INC. AND SUBSIDIARY

           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)

                            ADMIRALTY BANCORP, INC.
                               DECEMBER 31, 2000

<Table>
<Caption>
                                                                             TO BE WELL
                                                                          CAPITALIZED UNDER
                                                        FOR CAPITAL       PROMPT CORRECTIVE
                                       ACTUAL        ADEQUACY PURPOSES    ACTION PROVISIONS
                                   ---------------   ------------------   -----------------
                                                    (DOLLARS IN THOUSANDS)
<S>                                <C>       <C>     <C>         <C>      <C>        <C>
Total Capital (to risk weighted
  assets)........................  $27,419   11.14%  >$19,682    >8.00%   >$24,603   >10.00%
                                                     -           -        -          -
Tier I Capital (to risk weighted
  assets)........................  $25,038   10.18%  > $9,841    >4.00%   >$14,762   > 6.00%
                                                     -           -        -          -
Tier I Capital (to average
  assets)........................  $25,038    9.61%  >$10,419    >4.00%   >$13,024   > 5.00%
                                                     -           -        -          -
</Table>

                                 ADMIRALTY BANK
                               DECEMBER 31, 2001

<Table>
<Caption>
                                                                             TO BE WELL
                                                                          CAPITALIZED UNDER
                                                        FOR CAPITAL       PROMPT CORRECTIVE
                                       ACTUAL        ADEQUACY PURPOSES    ACTION PROVISIONS
                                   ---------------   ------------------   -----------------
                                                    (DOLLARS IN THOUSANDS)
<S>                                <C>       <C>     <C>         <C>      <C>        <C>
Total Capital (to risk weighted
  assets)........................  $44,047   10.29%  >$34,253    >8.00%   >$42,816   >10.00%
                                                     -           -        -          -
Tier I Capital (to risk weighted
  assets)........................  $39,203    9.16%  >$17,126    >4.00%   >$25,690   > 6.00%
                                                     -           -        -          -
Tier I Capital (to average
  assets)........................  $39,203    7.99%  >$19,637    >4.00%   >$24,546   > 5.00%
                                                     -           -        -          -
</Table>

                                 ADMIRALTY BANK
                               DECEMBER 31, 2000

<Table>
<Caption>
                                                                             TO BE WELL
                                                                          CAPITALIZED UNDER
                                                        FOR CAPITAL       PROMPT CORRECTIVE
                                       ACTUAL        ADEQUACY PURPOSES    ACTION PROVISIONS
                                   ---------------   ------------------   -----------------
                                                    (DOLLARS IN THOUSANDS)
<S>                                <C>       <C>     <C>         <C>      <C>        <C>
Total Capital (to risk weighted
  assets)........................  $27,066   11.00%  >$19,680    >8.00%   >$24,599   >10.00%
                                                     -           -        -          -
Tier I Capital (to risk weighted
  assets)........................  $24,685   10.03%  > $9,840    >4.00%   >$14,760   > 6.00%
                                                     -           -        -          -
Tier I Capital (to average
  assets)........................  $24,685    9.48%  >$10,419    >4.00%   >$13,024   > 5.00%
                                                     -           -        -          -
</Table>

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<PAGE>
                                   SIGNATURE

     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 hereunto duly authorized.



                                              ADMIRALTY BANCORP, INC.


Date: November 22, 2002                       By: /s/ Kevin M. Sacket
                                                  ------------------------------
                                                  KEVIN M. SACKET, Treasurer
                                                 (Principal Financial Officer)




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