EXHIBIT 13 Acadiana
Bancshares, Inc 2000 Annual Report Letter
  to shareholders
  4Selected consolidated financial information
  6Managements discussion and analysis
  7Independent
  auditors report
  20Consolidated
  balance sheets
  21Consolidated
  income statements
  22Consolidated statements of stockholders equity
  23Consolidated statements of cash flows
  24Notes to consolidated financial statements
  25About the
  company
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Dear Fellow Shareholders:On behalf of the directors, management and
staff of our Company, we are pleased to provide you with our 2000 Annual
Report.  During 2000, we remained
committed to our strategy of transitioning our traditional thrift institution
into a full-service commercial bank. 
Today approximately 28.7% of our loan assets have been diversified into
consumer and commercial lending relationships. 
In addition, 26.4% of our deposit relationships are now comprised of
non-interest bearing, money market, checking, and savings accounts.    The effects of our stock repurchases
enhanced our fully diluted earnings per share by 15% for the year 2000, a year
during which we made significant improvements in the mix of our loan and
deposit offerings.

RETURN ON CAPITALIn 2000, our Company generated a 7.99% return on average
equity in addition to paying an aggregate of $0.60 per share in dividends,
which provided a 3.3% dividend yield based on our year-end share price. Since
going public in July of 1996, our Company has repurchased 48.7% of our
originally issued shares of common stock at an average price of 93% of book
value.  We will remain dedicated to
providing capital returns that are representative of our operating risk
profile.

MORTGAGE LENDINGDuring the past year, mortgage loan assets remained
stable.  We have shifted our focus to
selling mortgage loan production into the secondary market.  This strategy will increase fee income
generation while reducing our historical dependence on mortgage loan portfolio
assets.  We remain dedicated to
cross-selling additional products and services to existing and prospective
mortgage loan relationships.

TECHNOLOGYThrough our website, www.lbabank.com, we hope to offer
additional products and services to enhance our continued growth in loan and
deposit market share.  We have formed a
Technology Task Force to evaluate our computing systems and recommend
enhancements by the end of 2001.

COMMERCIAL BANKINGCommercial loan assets grew 30.9% during 2000 as we expanded
our staffing to support continued growth. 
The Bank introduced cash management services to complement our existing
suite of commercial banking products and services.  We remain committed to growing our market share within the
commercial banking sector.

RETAIL BANKINGOverall deposit market share increased 5.3% during 2000
while consumer loan assets grew 13.6%. 
We remain focused on continuing to cross-sell additional products and
services in an effort to foster continued growth in retail market share.

ASSET QUALITYManagement remains committed to maintaining prudent
underwriting standards in managing the credit risks associated with our lending
activities.  At year-end, our
non-performing assets were 0.07% of total assets, well below peer group
comparatives.

NEW MAIN OFFICEOn May 12, 2000, we acquired a new main office facility that
we expect will greatly enhance our commercial banking transition.  The facility will provide a significant
boost with respect to our image and service delivery capabilities.  This new main office complex will provide a
platform for future growth and expansion which has significant potential for
our organization.

THE YEAR AHEADUpon completion of our main office relocation in March of
2001, we will continue our commercial banking transition while exploring new
financial service opportunities resulting from recently adopted financial
modernization regulations.  Our new main
office complex will provide a platform to produce additional products and
services designed to increase market share and foster continued growth.

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Thank
you for your confidence in our Company. 
We look forward to reporting continued success in the future.



Sincerely,

Sincerely,

/s/ L. Gankendorff
  /s/ Jerry ReauxL. Gankendorff
  Jerry ReauxChairman
  President and Chief Executive Officer

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SELECTED CONSOLIDATED FINANCIAL INFORMATION

The following selected
consolidated financial and other data of the Company does not purport to be
complete and should be read in conjunction with, and is qualified in its
entirety by, the more detailed financial information, including the
Consolidated Financial Statements of the Company and Notes thereto, contained
elsewhere herein.



(Dollars in
  Thousands, except per share data)
  At December 31,2000
  1999
  1998
  1997
  1996Selected
  Financial Condition Data:Total
  assets
  $324,467
  $305,696
  $282,089
  $277,066
  $264,374Cash
  and cash equivalents
  8,467
  11,922
  7,578
  14,157
  19,784Loans
  receivable, net
  264,805
  244,996
  225,752
  212,840
  182,724Trading
  securities
  162
  285
  575
  826
  -Investment
  securities
  35,912
  37,981
  38,764
  41,696
  55,192Deposit
  accounts
  224,531
  213,212
  201,654
  195,043
  194,192Borrowings
  69,756
  63,850
  47,228
  36,628
  22,250Stockholders'
  Equity
  28,782
  27,750
  32,174
  44,562
  47,091

Year Ended December 31,2000
  1999
  1998
  1997
  1996Selected
  Operating Data:Interest
  income
  $24,101
  $21,407
  $21,553
  $20,464
  $18,860Interest
  expense
  14,896
  12,195
  11,935
  10,860
  10,762Net
  interest income
  9,205
  9,212
  9,618
  9,604
  8,098Provision
  (credit) for loan losses
  (83)
  -
  90
  180
  355Net
  interest income after provision for loan losses
  9,288
  9,212
  9,528
  9,424
  7,743Non-interest
  income
  1,188
  994
  1,059
  1,033
  797Non-interest
  expense(1)
  (7,045)
  (6,771)
  (6,655)
  (5,878)
  (7,301)Income
  before taxes
  3,431
  3,435
  3,932
  4,579
  1,239Income
  tax expense
  1,207
  1,229
  1,427
  1,632
  439Net
  income
  2,224
  2,206
  2,505
  2,947
  800Earnings
  per share - basic (2)
  $1.80
  $1.60
  $1.20
  $1.22
  $0.07Earnings
  per share - diluted(2)
  $1.78
  $1.55
  $1.17
  $1.20
  $0.07Dividends
  declared per share
  $0.60
  $0.52
  $0.44
  $0.38
  $0.18Dividend
  payout ratio
  34.40%
  33.27%
  37.05%
  31.76%
  267.46%

At or For the Year Ended December 31,2000
  1999
  1998
  1997
  1996Other
  Data:Profitability:Return on average
  assets
  0.70%
  0.76%
  0.87%
  1.10%
  0.32%Return on average
  equity
  7.99
  7.57
  6.05
  6.38
  2.55Interest rate spread
  for period(3)
  2.48
  2.72
  2.59
  2.69
  2.75Net interest margin (4)
  3.00
  3.28
  3.41
  3.66
  3.40Efficiency ratio(5)
  67.79
  66.34
  62.33
  55.26
  82.08Other expenses to
  average assets
  2.22
  2.33
  2.31
  2.19
  2.95Capital
  Ratios:Average equity to
  average assets
  8.76
  10.03
  14.35
  17.23
  12.71Total capital to
  risk-weighted assets
  16.59%
  17.51
  20.86
  31.39
  36.69Asset
  Quality:Non-performing assets
  to total assets (6)
  0.07
  0.03
  0.07
  0.22
  0.36Allowance for loan
  losses to total loans
  1.01
  1.08
  1.16
  1.25
  1.35Allowance for loan
  losses to non-performing loans and troubled debt restructuring
  441.30
  496.75
  396.80
  297.09
  183.96(1)
  With respect to 1997, includes $436,000 recovery
  of net foreclosed assets; with respect to 1996, includes $1.3 million for aspecial SAIF
  assessment.(2)
  1996 earnings per share is for the six months ended
  December 31, 1996, because of the Bank's conversion from mutual tostock form in
  July, 1996.(3)
  The interest rate spread represents the
  difference between the average yield on interest-earning assets and the
  averagerate paid on interest-bearing
  liabilities.(4)
  The net interest margin represents net interest
  income divided by average interest-earning assets.(5)
  The efficiency ratio is non-interest expense
  divided by the sum of net interest income plus non-interest income.(6)
  Non-performing assets include non-accrual loans,
  accruing loans delinquent 90 days or more and foreclosed assets.

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MANAGEMENTS
DISCUSSION AND ANALYSISOF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS

The following
discussion and analysis is intended to assist readers in understanding the
financial condition and results of operations of Acadiana Bancshares, Inc. (the
Company) and its subsidiaries, LBA Savings Bank (the Bank) and Acadiana
Holdings, L.L.C. (Holdings) at December 31, 1999 and 2000 and for the years
ended December 31, 1998 through 2000. 
This review should be read in conjunction with the audited consolidated
financial statements, accompanying footnotes and supplemental financial data
included herein.

FINANCIAL CONDITION

ASSETS

General- Total
assets of the Company increased $18.8 million, or 6.1%, from $305.7 million at
December 31, 1999, to $324.5 million at December 31, 2000.  Reflecting continuing loan growth, net loans
receivable of the Company increased $19.8 million, or 8.1%, from $245.0 million
at December 31, 1999, to $264.8 million at December 31, 2000.  Premises and equipment, net, increased $2.4
million, from $2.7 million at December 31, 1999, to $5.0 million at December
31, 2000, in connection with the acquisition of an office facility for a new
company headquarters and bank main office location. The growth in assets was
funded by an $11.3 million net increase in deposits, together with an $8.9
million net increase in long-term debt (primarily advances from the Federal
Home Loan Bank of Dallas, the FHLB). 
The Company repurchased $1.4 million of its common stock, on the open
market, during the year ended December 31, 2000, increasing its common shares
held in treasury from 1,236,727 at December 31, 1999, to 1,328,929 shares at
December 31, 2000.   Retained earnings
increased $1.5 million, or 6.5%, from $22.4 million at December 31, 1999, to
$23.9 million at December 31, 2000.

Cash and Cash
Equivalents Cash and cash equivalents, which
consist of interest-bearing and noninterest-bearing demand deposits and cash on
hand, decreased by $3.5 million, or 29.0%, to $8.5 million at December 31,
2000, compared to $11.9 million at December 31, 1999.  The decrease in cash and cash equivalents occurred as the Company
adjusted cash to normal operating levels, reversing the planned build up of
cash intended for meeting increased customer demands near January 2000.  At December 31, 1999, cash and cash
equivalents amounted to 3.9% of total assets, and at December 31, 2000, cash
and cash equivalents amounted to 2.6% of total assets.

Trading Securities At
December 31, 2000, the Company held equity securities for trading of $162,000,
compared to $285,000 at December 31, 1999. 
The Company has no intention to increase its trading securities
portfolio significantly.

Securities Available
for Sale Securities available for sale
decreased $1.8 million, or 7.0%, to $24.2 million at December 31, 2000,
compared to $26.1 million at December 31, 1999. Securities available for sale
include U.S. Treasury notes and bonds, federal agency bonds, mortgage-backed
securities issued by the Government National Mortgage Association (GNMA), the
Federal National Mortgage Association (FNMA), the Federal Home Loan Mortgage
Corporation (FHLMC), and certain equity securities. Unrealized gains and
losses on securities available for sale are excluded from earnings and
reported, net of applicable income taxes, as other comprehensive income.  At December 31, 2000, securities available
for sale amounted to 7.5% of total assets. 
Note 3 to the Consolidated Financial Statements provides further
information regarding the Companys securities available for sale.

Securities Held to
Maturity Securities held to maturity decreased
$239,000, or 2.0%, to $11.7 million at December 31, 2000, compared to $11.9
million at December 31, 1999. Securities held to maturity include
mortgage-backed securities issued by GNMA, FNMA, and FHLMC.  At December 31, 2000, securities held to
maturity amounted to 3.6% of total assets. 
Note 3 to the Consolidated Financial Statements provides further
information regarding the Companys securities held to maturity.

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Federal Home Loan
Bank Stock Federal Home Loan Bank stock
represents an equity interest in the FHLB that does not have a readily
determinable fair value (for purposes of Federal Accounting Standards Board
Statement No. 115) because its ownership is restricted and it lacks a
market.  It can be sold only to the FHLB
or to another member institution.  It is
carried at cost, which is also equal to the par value of the stock.  Both cash and stock dividends are received
on FHLB stock and are reported as income. 
The stock dividends are redeemable at par value.  At December 31, 2000, Federal Home Loan Bank
stock amounted to 1.3% of total assets.

Loans Held for Sale Loans
held for sale of $1.9 million include those loans originated for sale, and
consist entirely of single-family residential loans.  These loans are carried at the lower of cost or market
value.  At December 31, 2000, loans held
for sale amounted to 0.6% of total assets.

Loans Receivable, Net Loans
receivable, net, increased $19.8 million, or 8.1%, to $264.8 million at
December 31, 2000, compared to $245.0 million at December 31, 1999.  Single-family residential loans increased
$9.0 million, or 5.0%, from $179.1 million at December 31, 1999, to $188.1
million at December 31, 2000. 
Construction loans decreased $8.7 million, from $12.6 million at
December 31, 1999 to $3.9 million at December 31. 2000.  Commercial real estate loans increased $10.1
million, or 53.5%, from $18.8 million at December 31, 1999, to $28.9 million at
December 31, 2000.  Equity lines of
credit increased $821,000, or 24.1%, from $3.4 million at December 31, 1999, to
$4.2 million at December 31, 2000. 
Commercial business loans increased $1.6 million, or 8.6%, from $18.1
million at December 31, 1999, to $19.7 million at December 31, 2000.  Consumer loans increased $2.6 million, or
11.9%, from $21.8 million at December 31, 1999, to $24.4 million at December
31, 2000.  Total gross loans increased
$15.3 million, or 6.0%, from $254.3 million at December 31, 1999, to $269.6
million at December 31, 2000.  Loans
receivable, net, amounted to 81.6% of total assets at December 31, 2000,
compared to 80.1% of total assets at December 31, 1999.  Note 4 to the Consolidated Financial
Statements provides further information regarding the Companys loans.

LIABILITIES AND
STOCKHOLDERS EQUITY
General The Companys primary funding sources
include deposits, borrowings from the FHLB and stockholders equity.  The discussion that follows focuses on the
major changes in this mix during the 2000 year.

Deposits The
Companys deposits increased by $11.3 million, or 5.3%, to $224.5 million at
December 31, 2000, compared to $213.2 million at December 31, 1999.  Interest bearing deposits increased $10.8
million, or 5.3% and non-interest bearing deposits increased $547,000, or 5.3%.  Certificates of deposit, comprising the
largest portion of interest-bearing deposits, amounted to $165.2 million at
December 31, 2000.  The Company
implemented more aggressive pricing for shorter-term certificates of deposit
during the year 2000 resulting in a net increase in certificates of deposit of
$13.6 million, from $151.6 million at December 31, 1999 to $165.2 million at
December 31, 2000.  Certificates of
deposit maturing in more than one year were 22.5% of total certificates of
deposit at December 31, 2000, compared to 57.5% at December 31, 1999.  Total deposits funded 69.2% of total assets
at December 31, 2000, compared to 69.7% at December 31, 1999.  Additional information regarding
certificates of deposit is provided in Note 8 to the Consolidated Financial Statements.

Borrowings The
Companys borrowings include both short-term debt (amounts maturing in one year
or less from date of inception) and long-term debt (amounts maturing more than
one year from date of inception). 
Short-term debt was $6.0 million at December 31, 1999, and $0 at
December 31, 2000.  Long-term debt
increased $11.8 million, or 20.4%, from $57.9 million at December 31, 1999, to
$69.6 million at December 31, 2000.  
All borrowings at December 31, 2000, funded 21.5% of total assets
compared to 20.9% at December 31, 1999. 
Borrowings, consisting primarily of Advances from the FHLB have been,
and are expected to continue to be, an important source of funding for both
existing assets and new asset growth. 
Additional information regarding borrowings is provided in Note 9 to the
Consolidated Financial Statements.

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Stockholders Equity
Stockholders equity provides a source of permanent funding, allows for future
growth, and provides the Company with a cushion to withstand unforeseen,
adverse developments.  At December 31,
2000, stockholders equity totaled $28.8 million, an increase of $1.0 million,
or 3.7%, compared to $27.8 million at December 31, 1999.  The increase was primarily attributable to
net income for the year ended December 31, 2000, of $2.2 million, common stock
released by the Companys employee stock ownership plan (the ESOP) trust of
$346,000, and common stock earned by participants in the Companys recognition
plan (the RRP) trust of $304,000, and a $313,000 increase in unrealized gain
(loss) on securities available for sale, net of deferred taxes, all of which
was partially offset by $1.4 million of repurchases of common stock for the
treasury, together with $765,000 of dividends declared on the Companys common
stock.  Stockholders equity funded 8.9%
of assets at December 31, 2000, compared to 9.1% at December 31, 1999.   Additional information regarding
stockholders equity is included in the Consolidated Statements of
Stockholders Equity and Note 12 to the Consolidated Financial Statements.

Federal
regulations impose minimum regulatory capital requirements on all financial
institutions with deposits insured by the Federal Deposit Insurance Corporation
(the FDIC), which requirements directly affect the minimum capital levels at the
Bank.  The Board of Governors of the
Federal Reserve System (the FRB) also imposes minimum regulatory capital
requirements, which directly affect the minimum capital levels of the Company.  At December 31, 2000, the capital of the
Bank and the capital of the Company exceeded all minimum regulatory
requirements as shown in Note 12 to the Consolidated Financial Statements.

RESULTS OF OPERATIONS
GeneralThe Company reported net income of $2.2
million, $2.2 million and $2.5 million for the years ended December 31, 2000,
1999 and 1998, respectively.  The
apparent stability of net income in 2000 compared to 1999 is reflected in net
interest income, which decreased $7,000, or 0.1% for the year ended December
31, 2000 compared to the year ended December 31, 1999.  Additionally, the Company recaptured $83,000
of prior provision for loan losses, and increased non-interest income by
$194,000, all of which was substantially offset by an increase in non-interest
expense of $274,000.  Finally, income
tax expense decreased $22,000, all of which resulted in an increase in net
income of $18,000 for the year ended December 31, 2000.

The
change in net interest margin is influenced partly by the effect of changes in
market interest rates throughout much of the year and partly by the increased
leverage of the Companys assets during the year.  The Company increased its leverage by increasing average
liabilities (deposits and borrowings), and, during the same periods, decreasing
average stockholders equity.  The
Companys average interest-bearing liabilities increased from $235.8 million
for the year ended December 31, 1998, to $249.0 million for the year ended
December 31, 1999, and to $276.8 million for the year ended December 31, 2000,
while average stockholders equity decreased from $41.4 million, to $29.1
million, to $27.8 million at December 31, 1998, 1999, and 2000,
respectively.  Net interest income
increased $501,000 related to the net increases in volumes of average interest-earning
assets and average interest-bearing liabilities, but was more than offset by a
decrease in net interest income of $390,000 related to the declining interest
rate margin reflected by changes in market interest rates, together with a
decrease in net interest income related to changes in both rate and volume of
$118,000, all of which resulted in a net decrease of $7,000 in net interest
income.

The
$299,000 decrease in net income in 1999 compared to 1998 was due primarily to a
decrease in net interest income of $406,000, a decrease in non-interest income
of $65,000, and an increase in non-interest expense of $116,000, all of which
were partially offset by a decrease in provision for loan losses of $90,000,
and a decrease in income tax expense of $198,000.

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Net Interest Income Net
interest income is determined by the combined effects of interest rate spread
(i.e., the difference between the yields earned on interest-earning assets and
the rates paid on interest-bearing liabilities) and changes in the average amounts
of interest-earning assets and interest-bearing liabilities. The Companys
average interest rate spread was 2.48%, 2.72%, and 2.59%, during the years
ended December 31, 2000, 1999, and 1998, respectively.  Both rates (average yield on interest-earning
assets and average cost of interest-bearing liabilities) and volumes (the
average balances on interest-earning assets and average balances of
interest-bearing liabilities) influence net interest margin. The Companys
interest rate margin (i.e., the difference between interest income and interest
expense divided by average earning assets) was 3.00%, 3.28%, and 3.41%, during
the years ended December 31, 2000, 1999, and 1998, respectively. The declining
net interest margin in 2000 compared to 1999 was primarily the result of
increased costs on the Companys average rates paid on deposits and borrowings
and increased average balances of deposits and borrowings, which was partially
offset by increased yields earned on loans, investments, and other earning assets
together with increased average balances of loans and investments.  The Companys net interest income decreased
slightly, by $7,000, remaining relatively stable at $9.2 million for the years
ended December 31, 2000 and 1999, respectively.

The
Companys largest group of interest-earning assets is residential mortgage
loans, comprising 61.6% of total average interest-earning assets for the year
ended December 31, 2000.  Market rates
on residential mortgage loans are heavily influenced by competition and on the
rates of interest on longer term U.S. Treasury Bonds, such as the 10-year and
30-year bonds.  Significant changes in
longer term U.S. Treasury Bond rates likely translate to similar changes in
offering rates for residential mortgage loans. 
The Companys largest source of funds is certificates of deposit, which
accounted for 57.4% of total average interest-bearing liabilities for the year
ended December 31, 2000.  Market rates
on certificates of deposit are heavily influenced by competition and by shorter
term U.S. Treasury Notes and Bonds. 
Significant changes in shorter term U.S. Treasury Notes and Bonds may
translate into somewhat similar changes in offering rates for certificates of
deposit.  If longer term U.S. Treasury
Bond rates fall, and during the same time period, shorter term U.S.  Treasury Notes and Bond rates rise, the
Companys net interest margin will likely decrease.

Interest and Dividend
Income Interest and dividend income totaled
$24.1 million for the year ended December 31, 2000, compared to $21.4 million
for the year ended December 31, 1999, an increase of $2.7 million, or
12.6%.  This increase was mainly due to
an increase in the Companys average interest-earning assets of $25.6 million,
or 9.1%, together with a 24 basis point (with 100 basis points being equal to
1%) increase in the yield earned. 
Interest earned on loans increased $2.4 million, or 13.3%, from $18.3
million for the year ended December 31, 1999, to $20.7 million for the year ended
December 31, 2000.  This increase was
due to an increase in the Companys average balance of loans for the year ended
December 31, 2000, of $27.5 million, or 11.9%, together with a 10 basis point
increase in the yield earned. Interest and dividends earned on investment
securities increased $256,000, or 9.6%, from $2.7 million for the year ended
December 31, 1999 to $2.9 million for the year ended December 31, 2000.  This increase was due to a 61 basis point
increase in the Companys yield earned on investment securities for the year
ended December 31, 2000, together with an increase in the Companys average
balance of investment securities of $134,000. 
Interest earned on other earning assets increased $7,000, or 1.5%, from
$452,000 for the year ended December 31, 1999, to $459,000 for the year ended
December 31, 2000.  This increase was
due to a 130 basis point increase in the Companys average yield earned on
other earning assets, which was partially offset by a decrease in the Companys
average balance of other earning assets of $2.0 million, or 20.5%, from $9.6
million for the year ended December 31, 1999, to $7.7 million for the year
ended December 31, 2000.

Interest
and dividend income totaled $21.4 million for the year ended December 31, 1999,
compared to $21.6 million for the year ended December 31, 1998, a decrease of
$146,000, or 0.7%.  This decrease was
mainly due to a decrease in the Companys average balance of interest-earning
assets of $652,000, or 0.2%, together with a 3 basis point decrease in the
average yield earned.  Interest earned
on loans increased $571,000, or 3.2%, from $17.7 million for the year ended
December 31, 1998, to $18.3 million for the year ended December 31, 1999.  This increase was due to an increase in the
Companys average balance of loans for the year ended

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December 31, 1999, of $11.7 million, or
5.3%, which was partially offset by a 16 basis point decrease in the average
yield earned. Interest and dividends earned on investment securities decreased
$56,000, or 2.1%, remaining at $2.7 million for the years ended
December 31, 1998 and December 31, 1999. 
This decrease was due to a 16 basis point decrease in the Companys
yield earned on the average balance of investment securities for the year ended
December 31, 1999, which was partially offset by an increase in the Companys
average balance of investment securities of $117,000.  Interest earned on other earning assets decreased $661,000, or
59.4%, from $1.1 million for the year ended December 31, 1998, to $452,000 for
the year ended December 31, 1999.  This
decrease was due to a decrease in the Companys average balance of other
earning assets of $12.4 million, or 56.3%, from $22.1 million for the year
ended December 31, 1998, to $9.6 million for the year ended December 31, 1999
together with a 36 basis point decrease in the Companys average yield earned
on other earning assets.

Interest Expense Interest
expense increased $2.7 million, or 22.1%, from $12.2 million for the year ended
December 31, 1999, to $14.9 million for the year ended December 31, 2000. This
increase was mainly due to an increase in the average interest-bearing balance
of liabilities, together with an increase in the cost of such liabilities.  The average balance of interest-bearing
liabilities increased $27.8 million, or 11.2%, from $249.0 million for the year
ended December 31, 1999, to $276.8 million for the year ended December 31,
2000, and the cost of such interest-bearing liabilities increased 48 basis
points, from 4.90% to 5.38%.  The
reasons for such an increase in costs relate primarily to the Companys more
aggressive pricing policy on shorter-term certificates of deposit together with
a rise in average costs to obtain new borrowed funds for the year ended
December 31, 2000.

Interest
expense on deposits increased $1.4 million, or 14.7%, from $9.5 million for the
year ended December 31, 1999, to $10.9 million for the year ended December 31,
2000.   The increase was primarily due
to an increase in the average balance of interest-bearing deposits, together
with an increase in the cost of such deposits. 
The average balance of interest-bearing deposits increased $9.2 million,
or 4.7%, from $197.6 million at December 31, 1999, to $206.8 million at
December 31, 2000, and the cost of interest-bearing deposits increased 46 basis
points.  Interest expense on borrowings
increased $1.3 million, or 48.1%, from $2.7 million for the year ended December
31, 1999, to $4.0 million for the year ended December 31, 2000.  The primary reasons for the increase were an
$18.5 million increase in the average balance of borrowings, and an increase in
the cost of borrowing of 47 basis points.

Interest
expense increased $260,000, or 2.2%, from $11.9 million for the year ended
December 31, 1998, to $12.2 million for the year ended December 31, 1999. This
increase was mainly due to an increase in the average interest-bearing balance
of liabilities, which was partially offset by a decrease in the cost of such
liabilities.  The average balance of
interest-bearing liabilities increased $13.2 million, or 5.6%, from $235.8
million for the year ended December 31, 1998, to $249.0 million for the year
ended December 31, 1999, while the cost of such interest-bearing liabilities
decreased 16 basis points.

11





Average Balances,
Net Interest Income, and Yields Earned and Rates Paid.  The following table sets forth, for the
periods indicated, information regarding (i) the dollar amount of interest
income of the Company from interest-earning assets and the resultant average
yields; (ii) the total dollar amount of interest expense on interest-bearing
liabilities and the resultant cost; (iii) net interest income; (iv) interest
rate spread; and (v) net interest margin. 
Non-accrual loans have been included in the appropriate average balance
loan category, but interest on non-accrual loans has been included for purposes
of determining interest income only to the extent that cash payments were
actually received.

Year Ended December 31,(Dollars in Thousands)
  2000
  1999
  1998AverageBalance
  Interest
  Average
  Yield/Cost
  Average
  Balance
  Interest
  Average
  Yield/
  Cost
  Average
  Balance
  Interest
  AverageYield/
  CostInterest-earning
  assets:Loans receivable:Residential mortgage loans
  $188,928
  $14,397
  7.62%
  $171,516
  $12,976
  7.57%
  $173,161
  $13,436
  7.76%Commercial business loans
  42,602
  3,910
  9.18
  36,220
  3,168
  8.75
  27,388
  2,501
  9.13Consumer and other loans
  26,462
  2,412
  9.11
  22,792
  2,144
  9.41
  18,325
  1,780
  9.71Total loans
  257,992
  20,719
  8.03
  230,528
  18,288
  7.93
  218,874
  17,717
  8.09Investment securities (1)
  41,071
  2,923
  7.12
  40,937
  2,667
  6.51
  40,820
  2,723
  6.67Other earning assets
  7,660
  459
  5.99
  9,634
  452
  4.69
  22,057
  1,113
  5.05Total interest-earning assets
  306,723
  24,101
  7.86
  281,099
  21,407
  7.62
  281,751
  21,553
  7.65Noninterest-earning
  assets
  11,029
  
  
  9,375
  
  
  6,691Total Assets
  $317,752
  
  
  $290,474
  
  
  $288,442Interest-bearing
  liabilities:Deposits:Demand deposits
  $35,025
  1,383
  3.95
  $34,777
  1,198
  3.44
  $24,891
  790
  3.17Savings deposits
  13,021
  261
  2.00
  17,207
  300
  1.74
  21,529
  453
  2.10Certificates of deposit
  158,786
  9,242
  5.82
  145,613
  7,990
  5.49
  143,122
  8,162
  5.70Total deposits
  206,832
  10,886
  5.26
  197,597
  9,488
  4.80
  189,542
  9,405
  4.96Borrowings
  69,967
  4,010
  5.73
  51,430
  2,707
  5.26
  46,277
  2,530
  5.47Total interest-bearing liabilities
  276,799
  14,896
  5.38
  249,027
  12,195
  4.90
  235,819
  11,935
  5.06Noninterest-bearing
  demand deposits
  10,962
  
  
  10,677
  
  
  9,688Other
  noninterest-bearing liabilities
  2,142
  
  
  1,627
  
  
  1,556Total liabilities
  289,903
  
  
  261,331
  
  
  247,063Stockholders'
  equity
  27,849
  
  
  29,143
  
  
  41,379Total liabilities and stockholders'
  equity
  $317,752
  
  
  $290,474
  
  
  $288,442Net
  interest-earning assets
  $29,924
  
  
  $32,072
  
  
  $45,932Net interest
  income/interest rate spread
  
  $9,205
  2.48%
  
  $9,212
  2.72%
  
  $9,618
  2.59%Net interest margin
  
  
  3.00%
  
  
  3.28%
  
  
  3.41%Ratio of average
  interest-earning assets to average interest-bearing liabilities
  
  110.81%
  
  
  112.88%
  
  
  119.48(1)Includes FHLB stock.

12





Rate/Volume
Analysis.The
following table sets forth the effects of changing rates and volumes on net
interest income of the Company. 
Information is provided with respect to (i) effects on interest income
attributable to changes in volume (changes in volume multiplied by prior rate);
(ii) effects on interest income attributable to changes in rate (changes in
rate multiplied by prior volume); and (iii) changes in rate/volume (change in
rate multiplied by change in volume).


(Dollars in thousands)
  Year Ended December 31,2000 compared to 1999
  1999 compared to 1998Increase (decrease) due to
  Increase (decrease) due toVolume
  Rate
  Rate/Volume
  TotalIncrease(Decrease)
  Volume
  Rate
  Rate/Volume
  TotalIncrease(Decrease)Interest-earning
  assets:Loans receivable:Residential mortgage loans
  $1,317
  $94
  $10
  $1,421
  $(128)
  $(336)
  $4
  $(460)Commercial business loans
  558
  156
  28
  742
  807
  (105)
  (35)
  667Consumer and other loans
  345
  (67)
  (10)
  268
  434
  (56)
  (14)
  364Total loans
  2,220
  183
  28
  2,431
  1,113
  (497)
  (45)
  571Investment securities
  9
  246
  1
  256
  8
  (64)
  -
  (56)Other earning assets
  (93)
  126
  (26)
  7
  (627)
  (78)
  44
  (661)Total net change in income on
  interest-earning assets
  2,136
  555
  3
  2,694
  494
  (639)
  (1)
  (146)Interest-bearing
  liabilities:Deposits:Demand deposits
  9
  175
  1
  185
  314
  67
  27
  408Savings deposits
  (73)
  45
  (11)
  (39)
  (91)
  (78)
  16
  (153)Certificates of deposit
  723
  485
  44
  1,252
  142
  (309)
  (5)
  (172)Total deposits
  659
  705
  34
  1,398
  365
  (320)
  38
  83Borrowings
  976
  240
  87
  1,303
  282
  (94)
  (11)
  177Total interest-bearing liabilities
  1,635
  945
  121
  2,701
  647
  (414)
  27
  260Net change in net interest income
  $501
  $(390)
  $(118)
  $(7)
  $(153)
  $(225)
  $(28)
  $(406)Provision for Loan
Losses Provisions for loan losses are charged
to earnings in order to bring the total allowance for loan losses to a level
considered appropriate by management based on methodology implemented by the
Company, which is designed to assess, among other things, historical loan loss
experience, the volume and type of lending conducted by the Company, the amount
of the Companys classified assets, the status of past due principal and
interest payments, loan-to-value ratios of loans in the portfolio, general
economic conditions, particularly as they relate to the Companys market area,
and any other factors related to the collectibility of the Companys loan
portfolio.  Management of the Company
assesses the allowance for loan losses on at least a quarterly basis and makes
provisions for loan losses as deemed appropriate in order to maintain the
adequacy of the allowance for loan losses. 
The Company had a credit of 
$83,000 in the provision for loan losses during 2000, and made no
provision for loan losses in 1999, compared to a provision of $90,000 in 1998.

At
December 31, 2000, the Companys allowance for loan losses amounted to $2.7
million, or 1.0% of total loans and 441.3% of non-performing loans and troubled
debt restructurings.  At December 31,
1999, the Companys allowance for loan losses amounted to $2.7 million, or 1.1%
of total loans and 496.8% of non-performing loans and troubled debt restructurings.  At December 31, 1998, the Companys
allowance for loan losses amounted to $2.7 million, or 1.2%, of total loans and
396.8% of non-performing loans and troubled debt restructurings.

Non-Interest Income For the
year ended December 31, 2000, the Company reported non-interest income of $1.2
million, an increase of $194,000 from 1999. 
The primary reasons for the increase were a decrease in losses from
investment in a limited liability company of $136,000, a $33,000 increase in
trading account gains,

13





and an increase in other income of
$115,000.   These increases were
partially offset by a $61,000 decrease in net gains on sale of loans, a $21,000
decrease in customer service fees, and an $8,000 decrease in loan servicing
fees.

For
the year ended December 31, 1999, the Company reported non-interest income of
$994,000, a decrease of $65,000 from 1998. 
The primary reasons for the decrease were a decrease in net gains on the
sale of loans of $144,000, and an increase in the loss from investment in a
limited liability company of $121,000.  
These decreases were partially offset by an increase in customer service
fees of $82,000, an increase in loan servicing fees of $3,000, an increase in
other income of $12,000, and a decrease in trading account losses of $103,000.

Non-Interest Expense
Non-interest expense includes salaries and employee benefits, occupancy,
depreciation, data processing, net costs related to foreclosed assets, deposit
insurance premiums, advertising and marketing, bank shares and franchise tax,
impairment losses on long-lived assets, and other expense items.

Non-interest
expense amounted to $7.0 million for the year ended December 31, 2000, an
increase of $274,000, or 4.0%, compared to $6.8 million for the year ended
December 31, 1999.  The primary reasons
for the $274,000 increase were a $354,000, or 10.1%, increase in salaries and
employee benefits, a $5,000, or 1.5%, increase in occupancy expenses, a
$74,000, or 30.0%, increase in data processing expenses, a $32,000, or 18.5%
increase in advertising expenses, and an $85,000 impairment loss on long-lived
assets.  All of such increases were
partially offset by a decrease of $47,000 in depreciation, a decrease of $83,000
in the net cost of foreclosed assets, a decrease of $76,000 in deposit
insurance premiums, a decrease of $26,000 in bank shares and franchise tax
expense, and a decrease of $44,000 in other expenses.

Non-interest
expense amounted to $6.8 million for the year ended December 31, 1999, an increase
of $116,000, or 1.7% compared to $6.7 million for the year ended December 31,
1998.  The primary reasons for the
$116,000 increase were a $183,000, or 5.5%, increase in salaries and employee
benefits, a $57,000, or 20.4%, increase in occupancy expenses, an $82,000, or
49.7%, increase in data processing expenses, an $18,000 increase in the net
cost of foreclosed assets, a $2,000 increase in deposit insurance premiums, and
a $7,000 increase in other expenses.  All
of such increases were partially offset by a decrease of $28,000 in
depreciation, a decrease of $124,000 in advertising and marketing, and a
decrease of $81,000 in bank shares and franchise tax expense.

Income Taxes For the
years ended December 31, 2000, 1999, and 1998, the Company incurred income tax
expense of $1.2 million, $1.2 million, and $1.4 million, respectively.  The Companys effective tax rate amounted to
35.2%, 35.8%, and 36.3% during 2000, 1999, and 1998, respectively. The
difference between the effective rate and the statutory tax rate is primarily
related to variances in the items that are either non-taxable or
non-deductible, and because state income tax is included on the Companys
income, exclusive of the income derived from the Bank.  For more information on income taxes, refer
to Note 10 of the Consolidated Financial Statements.

LIQUIDITY AND CAPITAL
RESOURCES

The
Companys primary liquidity, represented by cash and cash equivalents, is a
product of its operating, investing and financing activities.  Excess liquidity includes the Companys
securities available for sale portfolio. 
The Companys primary sources of funds are deposits, borrowings,
proceeds from sale of stock, and amortization, prepayments and maturities from
its loan portfolio and its securities held to maturity portfolio, and other
funds provided from operations.  While
scheduled payments from the amortization of loans and securities and maturing
investment securities are relatively predictable sources of funds, deposit flows,
loan

14





prepayments, and securities prepayments
are greatly influenced by general interest rates, economic conditions and
competition.

Liquidity
management is both a daily and long-term function of business management.  The Company uses its primary liquidity to
meet its ongoing commitments, to pay maturing certificates of deposit and
deposit withdrawals, and to fund loan commitments.  The Companys excess liquidity and borrowing capacity provide
added readiness to meet ongoing commitments and growth.  At December 31, 2000, the total approved
commitments to extend credit amounted to $20.3 million.  Certificates of deposit scheduled to mature
in one year or less at the same date totaled $128.0 million.  Management believes that a significant
portion of maturing deposits will remain with the Company.  The Company anticipates it will continue to
have sufficient funds together with available borrowings to meet its current
commitments.  The Company has the
ability to borrow up to approximately $131.2 million from the FHLB through its
subsidiary Bank.

IMPACT OF INFLATION
AND CHANGING PRICES

The
Consolidated Financial Statements and related financial data presented herein
have been prepared in accordance with generally accepted accounting principles,
which generally require the measurement of financial position and operating
results in terms of historical dollars, without considering changes in relative
purchasing power over time due to inflation. 
Unlike most industrial companies, virtually all of the Companys assets and
liabilities are monetary in nature. 
Consequently, interest rates generally have a more significant impact on
the Companys performance than does the effect of inflation.  Interest rates do not necessarily move in
the same direction or in the same magnitude as the prices of goods and
services, since such prices are affected by inflation to a larger extent than
interest rates.

MARKET RISK

Market
risk is the risk of loss in a financial instrument arising from adverse changes
in market rates or prices such as interest rates, foreign currency exchange
rates, commodity prices, and equity prices. 
The Companys primary market risk exposure is interest rate risk.  The ongoing monitoring and management of
this risk is an important component of the Companys asset/liability management
process, which is governed by policies established by its Board of Directors
that are reviewed and approved annually. 
The Companys actions with respect to interest rate risk and its
asset/liability gap management are taken under guidance of the Finance
Committee of the Board of Directors of the Bank, which is composed of Messrs.
Beacham, DeJean, and Saloom, and the Asset/Liability Management Committee
(ALCO), which is composed of six officers of the Bank.  The Finance Committee meets jointly with the
ALCO quarterly to set interest rate risk targets and review the Companys
current composition of assets and liabilities in light of the prevailing
interest rate environment.  The
committee assesses its interest rate risk strategy quarterly, which is then
reviewed by the full Board of Directors. 
The Board of Directors delegates responsibility for carrying out the
asset/liability management policies to the ALCO.  In its capacity, the ALCO develops guidelines and strategies
affecting the Companys asset/liability management related activities based
upon estimated market risk sensitivity, policy limits, and overall market
interest rate levels and trends.

INTEREST RATE RISK

Interest
rate risk represents the sensitivity of earnings to changes in market interest
rates.  As interest rates change, the
interest income and interest expense streams associated with the Companys
financial instruments also change, thereby affecting net interest income
(NII), which is the primary component of the Companys earnings.

The
ability to maximize net interest income is largely dependent upon the
achievement of a positive interest-rate spread that can be sustained during
fluctuations of interest rates. 
Interest rate sensitivity is a measure of

15





the difference between amounts of interest-earning assets and
interest-bearing liabilities that either reprice or mature within a given
period.  The difference, or the interest
rate repricing gap, provides an indication of the extent to which
an institutions interest rate spread will be affected by changes in interest
rates.  A gap is considered positive
when the amount of interest-rate sensitive assets exceeds the amount of
interest-rate sensitive liabilities, and is considered negative when the amount
of interest-rate sensitive liabilities exceeds the amount of interest-rate
sensitive assets, in a given period. 
Generally, during a period of rising interest rates, a negative gap
within shorter maturities would adversely affect net interest income, while a
positive gap within shorter maturities would result in an increase in net
interest income.  During a period of
falling interest rates, a negative gap within shorter maturities would result in
an increase in net interest income while a positive gap within shorter
maturities would have the opposite effect. 
As of December 31, 2000, the amount of the Companys interest-sensitive
liabilities that were estimated to mature or reprice within one year exceeded
the Companys interest-sensitive assets with the same characteristics by $43.7
million, or 13.5%, of the Companys total assets.  The following table summarizes the anticipated maturities or
repricing of the Companys interest-rate sensitive assets and interest-rate
sensitive liabilities as of December 31, 2000, based upon the information and
assumptions set forth:





Within
   ThreeMonths
  More ThanThree Monthsto TwelveMonths
  More Than
  One Year to
  Three Years
  More Than
  Three Years
   to
  FiveYears
  Over FiveYears
  Total(Dollars in Thousands)Interest-sensitive
  assets(1):Loans receivable(2)
  $37,318
  $57,403
  $78,296
  $39,287
  $54,353
  $266,657Investment securities(3)
  9,664
  10,000
  495
  -
  230
  20,389Mortgage-backed securities(4)
  12,342
  1,413
  1,855
  1,552
  8,187
  25,349Total
  59,324
  68,816
  80,646
  40,839
  62,770
  312,395Interest-sensitive
  liabilities:Deposits:Demand accounts(5)
  -
  -
  -
  -
  10,239
  10,239Savings accounts(5)
  -
  41
  -
  -
  12,229
  12,270Money market deposit accounts(5)
  25,846
  -
  -
  -
  -
  25,846Certificates of deposit
  29,565
  98,426
  33,894
  3,125
  237
  165,247Borrowings
  2,631
  10
  3,129
  285
  63,701
  69,756Total
  58,042
  98,477
  37,023
  3,410
  86,406
  283,358Excess (deficiency)
  of interest-sensitiveassets over
  interest-bearing liabilities
  $1,282
  $(29,661)
  $43,623
  $37,429
  $(23,636)
  $29,037Cumulative excess
  ofinterest-sensitive
  assets over interest-sensitive
  liabilities
  $1,282
  $(28,379)
  $15,244
  $52,673
  $29,037Cumulative excess
  ofinterest-sensitive
  assets over interest-sensitive
  liabilities as a percent oftotal assets
  0.40%
  -8.75%
  4.70%
  16.23%
  8.95%16

(1)
  Adjustable-rate assets are included in the period
  in which interest rates are next scheduled to adjust rather than in the
  period in which theyare due, and fixed-rate assets
  are included in the periods in which they are scheduled to be repaid, based
  on scheduled amortization, in eachcase as adjusted to take into
  account estimated prepayments.  The
  Company has estimated the prepayments based upon its experience inthe interest
  rate environment prevailing during 2000.(2)
  Balances have been reduced for non-performing
  loans, which amounted to $211,000 at December 31, 2000.(3)
  Includes interest-bearing deposits and FHLB
  stock.(4)
  Reflects estimated prepayments in the current
  interest rate environment.(5)
  Although the Company's demand accounts and
  savings accounts are generally subject to immediate withdrawal, management
  considers substantially all of such accounts to be core deposits having
  significantly longer effective maturities. 
  The Company generally has retaineda relatively consistent amount
  of such deposits under widely varying interest rate environments.  If all of the Company's demand accountsand savings
  accounts had been assumed to be subject to repricing within one year,
  interest-bearing liabilities which were estimated tomature or reprice within one
  year would have exceeded interest-sensitive assets with comparable characteristics
  by $50.8 million, or 15.7%of total assets.The
ALCO utilizes the results of a detailed and dynamic simulation model to
quantify the estimated exposure to NII to sustained interest rate changes.  While the ALCO routinely monitors simulated
NII sensitivity over a rolling two-year horizon, it also utilizes additional
tools to monitor potential longer-term rate risk.

The
simulation model captures the impact of changing interest rates on the interest
income received and the interest expense paid on all assets and liabilities
reflected on the Companys statement of condition.  This sensitivity analysis is compared to ALCO policy limits that
specify a maximum tolerance level for NII exposure over a one-year horizon, assuming
no balance sheet growth, given both a 200 basis point upward and

17





downward shift in interest rates.  A parallel and pro rata shift in rates over
a 12-month period is assumed.  The
following reflects the Companys NII sensitivity analysis as of December31, 2000:

Rate Change
  Estimated NII
  Sensitivity+ 200 basis points
  -2.46%- 
  200 basis points
  + 0.98%

The
preceding sensitivity analysis does not represent a Company forecast and should
not be relied upon as being indicative of expected operating results.  These hypothetical estimates are based upon
numerous assumptions including, but not limited to, the nature and timing of
interest rate levels and yield curve shapes, prepayments on loans and
securities, deposit decay rates, pricing decisions on loans and deposits, and
reinvestment and replacement of asset and liability cash flows.  While assumptions are developed based upon
perceived current economic and local market conditions, the Company cannot make
any assurances as to the predictive nature of these assumptions including how
customer preferences or competitor influences might change.

Also,
as market conditions vary from those assumed in the sensitivity analysis,
actual results will also differ due to prepayment and refinancing levels likely
deviating from those assumed, the varying impact of interest rate change caps
or floors on adjustable rate assets, the potential effect of changing debt
service levels on customers with adjustable rate loans, depositor early
withdrawals and product preference changes and other internal and external
variables.  Furthermore, the sensitivity
analysis does not reflect actions that the ALCO might take in responding to or
anticipating changes in interest rates.

RECENT ACCOUNTING
PRONOUNCEMENTS

In June 2000 the Financial Accounting
Standards Board (FASB) issued Financial Accounting Standards (FAS)
Statement No. 138, Accounting for Certain
Derivative Instruments and Certain Hedging Activities, an Amendment
of FAS Statement No. 133. The new statement addresses a limited
number of issues causing implementation difficulties for a large number of
entities getting ready to apply FAS Statement No.133.  There are no conflicts with or modifications to the basic model
of FAS Statement No. 133, and there is no delay in the effective date of FAS
Statement No. 133.  FAS Statement No.
138 is effective for fiscal quarters of all fiscal years beginning after
September 15, 2000.  The Company has no
derivative financial instruments and no hedging activities at this time.  Implementation of this standard is not
expected to have a material impact on financial position or results of
operations.

In September 2000 the FASB issued FAS
Statement No. 140, Accounting for Transfers
and Servicing of Financial Assets and Extinguishments of Liabilities.  This statement replaces FAS Statement No.
125 of the same name.  It revises the
standards for securitizations and other transfers of financial assets and
collateral and requires certain disclosures, but it carries over most of
Statement No. 125s provisions without reconsideration.  This statement is effective generally for
transactions occurring after March 31, 2001. 
Disclosures are effective for years ending after December 15, 2000.  Implementation of this standard is not
expected to have a material impact on the Companys financial position or
results of operations.

PRIVATE SECURITIES
LITIGATION REFORM ACT SAFE HARBOR STATEMENT

In
addition to historical information, this Annual Report includes certain
forward-looking statements, as defined in the Securities Act of 1933 and the
Securities Exchange Act of 1934, based on current management expectations.  The Companys actual results could differ
materially from those management expectations. 
Such forward-looking statements include statements regarding our
intentions, beliefs or current expectations as well as the assumptions on which
such statements are based.  Stockholders
and potential stockholders are cautioned that any such forward-looking
statements are not guarantees of future performance and involve risks

18





and uncertainties, and that actual
results may differ materially from those contemplated by such forward-looking
statements.  Factors that could cause
future results to vary from current management expectations include,
but are not limited to, general economic conditions, legislative and regulatory
changes, monetary and fiscal policies of the federal government, changes in tax
policies, rates and regulations of federal, state and local tax authorities,
changes in interest rates, deposit flows, the cost of funds, demand for loan
products, demand for financial services, competition, changes in the quality or
composition of the Companys loan and investment portfolios, changes in
accounting principles, policies or guidelines, and other economic, competitive,
governmental and technological factors affecting the Companys operations,
markets, products, services and fees. 
The Company undertakes no obligation to update or revise any
forward-looking statements to reflect changed assumptions, the occurrence of
unanticipated events or changes to future operating results over time.

19





INDEPENDENT AUDITORS' REPORT



To the Board of Directors
Acadiana Bancshares, Inc.
Lafayette, Louisiana

We have audited the accompanying consolidated
balance sheets of Acadiana Bancshares, Inc., and Subsidiaries as of December
31, 2000 and 1999, and the related consolidated statements of income,
stockholders equity, and cash flows for each of the three years in the period
ended December 31, 2000.  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
generally accepted auditing standards. 
Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of
material misstatement.  An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the 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 Acadiana Bancshares, Inc., and Subsidiaries as of
December 31, 2000 and 1999, and the results of their operations and their cash
flows for each of the three years in the period ended December 31, 2000, in
conformity with generally accepted accounting principles.

/s/ Castaing,
  Hussey & Lolan, LLCNew Iberia, LouisianaJanuary 25, 200120





ACADIANA BANCSHARES, INC., AND SUBSIDIARIESCONSOLIDATED BALANCE SHEETS

December 31, 2000 and December 31,
1999(In Thousands, except share data)

Assets2000
  1999Cash and Cash
  Equivalents:Cash
  and Amounts Due from Banks
  $2,950
  $3,668Interest-Bearing
  Demand Deposits
  5,517
  8,254Total Cash and Cash Equivalents
  8,467
  11,922Trading Securities
  162
  285Securities
  Available for Sale, at Fair Value
  24,230
  26,060Securities Held to
  Maturity (Fair Value of $11,814 and $11,958, respectively)
  11,682
  11,921Federal Home Loan
  Bank Stock, at Cost
  4,147
  3,689Loans Held for Sale
  1,852
  -Loans Receivable,
  Net of Allowance for Loan Losses of $2,714 and $2,747, respectively
  264,805
  244,996Investment in
  Limited Liability Company
  792
  811Premises and
  Equipment, Net
  5,019
  2,657Accrued Interest
  Receivable
  1,708
  1,543Other Assets
  1,603
  1,812Total
  Assets
  $324,467
  $305,696Liabilities
  and Stockholders EquityDeposits:Non-interest
  Bearing
  $10,929
  $10,382Interest
  Bearing
  213,602
  202,830Total Deposits
  224,531
  213,212Securities Sold
  Under Agreements to Repurchase
  128
  -Short-Term Debt
  -
  6,000Accrued Interest
  Payable
  593
  345Long-Term Debt
  69,628
  57,850Accrued and Other
  Liabilities
  805
  539Total
  Liabilities
  295,685
  277,946Commitments and
  ContingenciesStockholders
  Equity:Preferred Stock of $.01 Par Value; 5,000,000
  shares authorized, -0- shares issued or outstanding-
  -Common Stock of
  $.01 Par Value; 20,000,000 shares authorized, 2,731,250 shares issued
  27
  27Additional Paid-in
  Capital
  32,410
  32,322Retained Earnings
  23,863
  22,404Unearned Common
  Stock Held by ESOP Trust
  (1,440)
  (1,703)Unearned Common
  Stock Held by RRP Trust
  (749)
  (1,048)Accumulated Other
  Comprehensive Income
  (51)
  (364)Treasury Stock, at
  Cost; 1,328,929 and 1,236,727 Shares, respectively
  (25,278)
  (23,888)Total
  Stockholders Equity
  28,782
  27,750Total
  Liabilities and Stockholders Equity
  $324,467
  $305,696

The accompanying Notes to Consolidated Financial Statements are an
integral part of these Financial Statements.

21





ACADIANA
BANCSHARES, INC., AND SUBSIDIARIESCONSOLIDATED INCOME STATEMENTS

Years Ended December 31, 2000,
1999, and 1998(In Thousands, except per share data)

2000
  1999
  1998Interest
  and Dividend Income:Loans,
  including fees
  $20,719
  $18,288
  $17,717Debt
  Securities
  2,600
  2,491
  2,558Dividends
  312
  167
  154Trading
  Account Securities
  11
  9
  11Interest
  Bearing Deposits
  459
  452
  1,113Total Interest and
  Dividend Income
  24,101
  21,407
  21,553Interest
  Expense:Deposits
  10,886
  9,488
  9,405Securities
  Sold Under Agreements to Repurchase
  1
  -
  -Borrowings
  4,009
  2,707
  2,530Total Interest
  Expense
  14,896
  12,195
  11,935Net Interest Income
  9,205
  9,212
  9,618Provision (credit)
  for Loan Losses
  (83)
  -
  90Net Interest Income
  After Provision for Loan Losses
  9,288
  9,212
  9,528Non-Interest
  Income:Customer
  Service Fees
  893
  914
  832Loan
  Servicing Fees
  50
  58
  55Gain
  on Sale of Loans, Net
  28
  89
  233Trading
  Account (Losses) Gains, Net
  25
  (8)
  (111)Loss
  from Investment in Limited Liability Company
  (19)
  (155)
  (34)Other
  211
  96
  84Total Non-Interest
  Income
  1,188
  994
  1,059Non-Interest Expense:Salaries and Employee Benefits
  3,875
  3,521
  3,338Occupancy
  342
  337
  280Depreciation
  318
  365
  393Data
  Processing
  321
  247
  165Foreclosed
  Assets, net
  (57)
  26
  8Deposit
  Insurance Premium
  44
  120
  118Advertising
  205
  173
  297Bank
  Shares and Franchise Tax Expense
  323
  349
  430Impairment
  Loss on Long-Lived Assets
  85
  -
  -Other
  1,589
  1,633
  1,626Total Non-Interest
  Expense
  7,045
  6,771
  6,655Income Before
  Income Taxes
  3,431
  3,435
  3,932Income Tax Expense
  1,207
  1,229
  1,427Net Income
  $2,224
  $2,206
  $2,505Earnings Per Share
   basic
  $1.80
  $1.60
  $1.20Earnings Per Share
   diluted
  $1.78
  $1.55
  $1.17

The accompanying Notes to Consolidated Financial Statements are an
integral part of these Financial Statements.

22





ACADIANA BANCSHARES, INC., AND SUBSIDIARIESCONSOLIDATED STATEMENTS OF
STOCKHOLDERS EQUITY

Years Ended December 31, 2000,
1999 and 1998(In Thousands, except share data)

Common 
  Stock
  Additional
  Paid-In 
  Capital
  Retained
  Earnings
  Unearned
  Common 
  Stock HeldBy ESOPTrust
  Unearned 
  Common 
  Stock Held
  By RRP 
  Trust
  Accumulated
  OtherComprehensiveIncome
  Treasury
  Stock
  Total
  StockholdersEquityBalance,
  January 1, 1998
  $27
  $32,005
  $19,355
  $(2,228)
  $(1,602)
  $450
  $(3,445)
  $44,562Comprehensive
  Income:Net Income
  
  
  2,505
  
  
  
  
  2,505Change in
  Unrealized Gain (Loss) on  Securities Available for Sale, Net of
   Deferred Taxes
  
  
  
  
  
  (192)
  
  (192)Total
  Comprehensive Income
  
  
  
  
  
  
  
  2,313Common Stock
  Released by ESOP Trust
  
  192
  
  263
  
  
  
  455Common Stock
  Earned by Participants of  Recognition and Retention Plan Trust
  
  (5)
  
  
  267
  
  
  262Purchase of
  Treasury Stock (760,758 shares)
  
  
  
  
  
  
  (14,490)
  (14,490)Cash
  Dividends Declared ($.44 per share)
  
  
  (928)
  
  
  
  
  (928)Balance,
  December 31, 1998
  $27
  $32,192
  $20,932
  $(1,965)
  $(1,335)
  $258
  $(17,935)
  $32,174Balance,
  January 1, 1999
  $27
  $32,192
  $20,932
  $(1,965)
  $(1,335)
  $258
  $(17,935)
  $32,174Comprehensive
  Income:Net Income
  
  
  2,206
  
  
  
  
  2,206Change in
  Unrealized Gain (Loss) on Securities Available for Sale, Net of Deferred
  Taxes
  
  
  
  
  
  (622)
  
  (622)Total
  Comprehensive Income
  
  
  
  
  
  
  
  1,584Common Stock
  Released by ESOP Trust
  
  146
  
  262
  
  
  
  408Common Stock
  Earned by Participants of Recognition and Retention Plan Trust
  
  3
  
  
  287
  
  
  290Common Stock
  Issued (2,000 shares)
  
  (19)
  
  
  
  
  39
  20Purchase of
  Treasury Stock (327,969 shares)
  
  
  
  
  
  
  (5,992)
  (5,992)Cash
  Dividends Declared ($.52 per share)
  
  
  (734)
  
  
  
  
  (734)Balance,
  December 31, 1999
  $27
  $32,322
  $22,404
  $(1,703)
  $(1,048)
  $(364)
  $(23,888)
  $27,750Balance,
  January 1, 2000
  $27
  $32,322
  $22,404
  $(1,703)
  $(1,048)
  $(364)
  $(23,888)
  $27,750Comprehensive
  Income:Net Income
  
  
  2,224
  
  
  
  
  2,224Change in
  Unrealized Gain (Loss) on Securities Available for Sale, Net of Deferred
  Taxes
  
  
  
  
  
  313
  
  313Total
  Comprehensive Income
  
  
  
  
  
  
  
  2,537Common Stock
  Released by ESOP Trust
  
  83
  
  263
  
  
  
  346Common Stock
  Earned by Participants of  Recognition and Retention Plan Trust
  
  5
  
  
  299
  
  
  304Purchase of
  Treasury Stock (92,202 shares)
  
  
  
  
  
  
  (1,390)
  (1,390)Cash
  Dividends Declared ($.60 per share)
  
  
  (765)
  
  
  
  
  (765)Balance,
  December 31, 2000
  $27
  $32,410
  $23,863
  $(1,440)
  $(749)
  $(51)
  $(25,278)
  $28,782The accompanying Notes to Consolidated Financial Statements are an
integral part of these Financial Statements.

23





ACADIANA
BANCSHARES, INC., AND SUBSIDIARIESCONSOLIDATED STATEMENTS OF CASH
FLOWS



For the Years Ended December 31,
2000, 1999 and 1998
(In Thousands)

2000
  1999
  1998Cash Flows from
  Operating Activities:Net Income
  $2,224
  $2,206
  $2,505Adjustments to
  Reconcile Net Income to Net CashProvided by
  Operating Activities:Depreciation
  and Amortization
  338
  387
  410Provision
  for Deferred Income Taxes
  167
  52
  (17)Provision
  for Losses on Loans
  (83)
  -
  90Noncash
  Compensation Expenses
  634
  679
  687Other
  (gains) losses, net
  (111)
  (40)
  (19)Loss
  from Investment in Limited Liability Company
  19
  155
  34Accretion
  of Discounts, Net of Premium Amortization on Securities
  (2)
  (7)
  (42)Amortization
  of Deferred Revenues and Unearned Income on Loans
  88
  116
  (13)FHLB
  Stock Dividend Received
  (311)
  (166)
  (153)Net
  Changes in:Securities Classified as Trading
  123
  290
  251Loans Held for Sale
  (1,852)
  -
  -Accrued Interest Receivable
  (165)
  (176)
  49Other Assets
  (144)
  (164)
  (21)Other Liabilities
  498
  (142)
  102Total
  Adjustments
  (801)
  984
  1,358Net Cash Provided by Operating Activities
  1,423
  3,190
  3,863Cash Flows from
  Investing Activities:Activity
  in Available for Sale Securities:Proceeds from Calls, Maturities and Prepayments
  2,311
  24,887
  46,161Purchases
  -
  (25,470)
  (43,917)Activity
  in Held to Maturity Securities:Proceeds from Calls, Maturities and Prepayments
  233
  431
  440Investment
  in Limitied Liability Company
  -
  -
  (1,000)Purchase
  of FHLB stock
  (147)
  (603)
  (880)Net
  Advances on Loans
  (19,888)
  (19,548)
  (13,110)Proceeds
  from Sale of Premises and Equipment
  949
  -
  -Purchase
  of Premises and Equipment
  (3,589)
  (240)
  (364)Proceeds
  from Sale of Foreclosed Assets
  172
  238
  350Capital
  Costs Incurred on Foreclosed Assets
  (5)
  (8)
  (13)Net Cash Used in Investing Activities
  (19,964)
  (20,313)
  (12,333)Cash Flows from
  Financing Activities:Net
  Change in Deposits
  11,319
  11,558
  6,611Net
  Change in Repurchase Agreements
  128
  -
  -Net
  Change in Short-term Debt
  (6,000)
  (1,500)
  7,500Proceeds
  from Long-term Debt
  116,284
  37,500
  30,100Repayment
  of Long-term Debt
  (104,506)
  (19,378)
  (27,000)Proceeds
  from Issuance of Common Stock
  -
  20
  -Dividends
  Paid to Shareholders
  (749)
  (741)
  (1,009)Purchase
  of Treasury Stock
  (1,390)
  (5,992)
  (14,311)Net Cash Provided by Financing Activities
  15,086
  21,467
  1,891Net
  (Decrease) Increase in Cash and Cash Equivalents
  (3,455)
  4,344
  (6,579)Cash and Cash
  Equivalents, Beginning of Period
  11,922
  7,578
  14,157Cash and Cash
  Equivalents, End of Period
  $8,467
  $11,922
  $7,578Supplemental
  Schedule of Noncash Activities:Acquisition
  of Foreclosed Assets in Settlement of Loans
  $74
  $188
  $121Supplemental
  Disclosures:Cash
  Paid For:Interest on Deposits and Borrowings
  $14,648
  $12,154
  $11,861Income Taxes
  $1,086
  $1,203
  $1,465The accompanying
  Notes to Consolidated Financial Statements are an integral part of these
  Financial Statements.24





NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES:

Nature of Business

Acadiana
Bancshares, Inc. (the Company) is a Louisiana corporation organized in
February 1996 for the purpose of becoming the bank holding company for LBA
Savings Bank (the Bank).  The Board of
Directors of the Bank adopted the Plan of Conversion pursuant to which the Bank
converted from a Louisiana chartered mutual savings bank to a Louisiana
chartered stock savings bank.  The
Company completed its subscription and community offering in July 1996, and with
a portion of the net proceeds, acquired the capital stock of the Bank. The
Company provides a variety of financial services primarily to individuals, but
also to commercial business customers through its four full-service branches in
Lafayette, Louisiana, its full service facility in New Iberia, Louisiana and
its loan production office in Eunice, Louisiana.  The Banks primary deposit products are interest-bearing checking
accounts and certificates of deposit. 
Its primary lending products are single-family residential loans,
consumer loans and commercial loans. 
The Company also owns Acadiana Holdings, L.L.C., which was formed in May
2000 for the purposes of acquiring a new facility for the Company headquarters
and the Bank main office.

Basis of Consolidation

The
consolidated financial statements include the accounts of Acadiana Bancshares,
Inc. and its wholly owned subsidiaries, LBA Savings Bank (the Bank) and
Acadiana Holdings, L.L.C. (Holdings). All significant intercompany balances
and transactions have been eliminated in consolidation.

Use of Estimates

The preparation of financial statements in
conformity with generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of income and expenses during
the reporting period.  Actual results
could differ from those estimates.

Material estimates that are particularly
susceptible to significant change relate to the determination of the allowance
for losses on loans and the valuation of assets acquired in connection with
foreclosures or in satisfaction of loans.

Concentration of Credit Risk

All of the Company's loans, commitments and
letters of credit have been granted to customers in the Company's market
area.  The concentration of credit by
type of loan is set forth in Note 4. 
The distribution of commitments to extend credit approximates the distribution
of loans outstanding.

A majority of the Companys loan portfolio
consists of single-family residential loans in the Lafayette area.  The regional economy has demonstrated heavy
dependence on the oil and gas industry, which was in severe economic decline in
the 1980s.  Real estate prices in this
market were substantially depressed. 
Future downturns in the oil and gas industry could result in an adverse
impact on the Companys real estate loans.

25





Cash and Cash Equivalents

The
Company considers all cash and amounts due from depository institutions and
interest-bearing demand deposits in other banks to be cash equivalents for
purposes of the statements of cash flows.

Trading Securities

Investment securities that are held
principally for resale in the near term are classified as trading securities
and carried at fair value, with changes in fair value recorded in
earnings.  Quoted market prices are used
to determine fair value.

Investment Securities

Debt securities that management has the
ability and intent to hold to maturity are classified as held to maturity and
carried at cost, adjusted for amortization of premiums and accretion of
discounts using methods approximating the interest method.  Investment Securities not classified as held
to maturity or trading, including equity securities with readily determinable
fair values, are classified as available for sale and are carried at fair
value.  Realized and unrealized gains
and losses on trading securities are included in income.  Unrealized gains and losses on securities
available for sale are recognized in other comprehensive income net of
applicable income taxes.  The cost of
securities sold is recognized using the specific identification method.

The Bank is required, as a member of the
Federal Home Loan Bank of Dallas, to maintain an amount of stock equal to the
greater of one percent of the Banks outstanding home mortgage-related assets
or five percent of its outstanding advances from the FHLB.  Any stock held in excess of required amounts
is redeemable at par.  At December 31,
2000 and 1999, the Bank held the required amount of stock.

Loans Held For Sale

Loans originated and intended for sale in the
secondary market are carried at the lower of cost or market value determined on
an aggregate basis.  Net unrealized
losses, if any, are recognized in a valuation allowance through charges to
income.  Gains and losses on the sale of
loans held for sale are determined using the specific identification
method.  At December 31, 2000, the
Company had $1,852,000 of loans held for sale. 
At December 31, 1999, the Company had no loans held for sale.

Loans Receivable

Loans are stated at unpaid principal
balances, less the allowance for loan losses, net deferred loan fees and
unearned discounts.  Loan origination
fees and certain direct loan origination costs are deferred and amortized as an
adjustment to the related loan's yield using the interest method.  Interest on loans is recognized using the
simple interest method.

The allowance for loan losses is maintained
at a level, which, in managements judgment, is adequate to absorb credit
losses inherent in the loan portfolio. 
The amount of the allowance is based on managements evaluation of various
factors, including the collectibility of the loan portfolio, the nature of the
portfolio, credit concentrations, trends in historical loss experience,
specific impaired loans, and economic conditions.  Allowances for impaired loans are generally determined based on
collateral values or the present value of estimated cash flows using the loans
effective interest rate.  The allowance
is increased by a provision for loan losses, which is charged to expense, and
reduced by charge-offs, net of recoveries.

26





A
loanis considered impaired when, based on current information and events, it is
probable that the Company will be unable to collect the scheduled payments of
principal or interest when due according to the contractual terms of the loan
agreement.  Factors considered by
management in determining impairment include payment status, collateral value,
and the probability of collecting scheduled principal and interest payments
when due.  Loans that experience
insignificant payment delays and payment shortfalls generally are not
classified as impaired.  Management
determines the significance of payment delays and payment shortfalls on a
case-by-case basis, taking into consideration all of the circumstances
surrounding the loan and the borrower, including the length of the delay, the
reasons for the delay, the borrowers prior payment record, and the amount of
the shortfall in relation to the principal and interest owed.   Impairment is measured on a loan by loan
basis for commercial and construction loans by either the present value of
expected future cash flows discounted at the loans effective interest rate,
the loans obtainable market price, or the fair value of the collateral if the
loan is collateral dependent.  Large
groups of smaller balance homogeneous loans are collectively evaluated for
impairment.  Accordingly, the Company
does not separately identify individual consumer and residential loans for
impairment disclosures.

A loan (including an impaired loan) is
classified as nonaccrual when the loan becomes 90 days or more past due.  Any unpaid interest previously accrued on
those loans is reversed from income. 
Interest income generally is not recognized on specific impaired loans unless
the likelihood of further loss is remote. 
Interest payments received on such loans are applied as a reduction of
the loan principal balance.  Interest
income on other nonaccrual loans is recognized only to the extent of cash
payments received.

Loan Servicing

Loan servicing rights are recognized on loans
sold when the institution has retained the servicing rights on the loan.  The cost of servicing rights is amortized in
proportion to, and over the period of, estimated net servicing revenues.  Impairment of servicing rights is assessed
based on the fair value of those rights. 
Fair values are estimated using discounted cash flows based on a current
market interest rate.

Premises and Equipment

Land is carried at cost.  Buildings and equipment are carried at cost,
less accumulated depreciation computed on either the straight-line method or
declining balance method.  Depreciation
is provided over the estimated useful lives of the respective assets, 15 to 40
years for buildings and 3 to 15 years for furniture, fixtures and equipment.

Foreclosed Assets

Assets acquired through, or in lieu of, loan
foreclosure are held for sale and are initially recorded at fair value at the
date of foreclosure, establishing a new cost basis.  Subsequent to foreclosure, management periodically performs
valuations and the assets are carried at the lower of carrying amount or fair
value less cost to sell.  Revenue and
expense from operations and changes in the valuation allowance are included in
net expenses from foreclosed assets.

27





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.

Income Taxes

The Company and its subsidiaries file a
consolidated federal income tax return on a calendar year basis.  Deferred income taxes are recognized for the
tax consequences of temporary differences by applying enacted statutory tax
rates applicable to future years to differences between the financial
statements carrying amounts and the tax bases of existing assets and
liabilities.  The measurement of
deferred tax assets is reduced, if necessary, by the amount of any tax benefits
that, based on available evidence, more likely than not will be unrealized.

Stock Compensation Plans

Statement
of Financial Accounting Standards (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 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
stock option plan have no intrinsic value at the grant date, and under Opinion
No. 25 no compensation cost is recognized for them.  The Company has elected to continue with the accounting
methodology in Opinion No. 25 and, as a result, has provided proforma
disclosures of net income and earnings per share and other disclosures, as if
the fair value based method of accounting had been applied.

Earnings Per Common Share

Basic earnings per share represents income
available to common stockholders divided by the weighted average number of
common shares outstanding during the period. 
Diluted earnings per share reflects additional common shares that would
have been outstanding if dilutive potential common shares had been issued, as
well as any adjustment to income that would result from the assumed
issuance.  Potential common shares that
may be issued by the Company relate to outstanding stock options and unvested
restricted stock, and are determined using the treasury stock method.

Comprehensive Income

Accounting
principles generally require that recognized revenue, expenses, gains and
losses be included in net income. 
Although certain changes in assets and liabilities, such as unrealized
gains and losses on available-for-sale securities, are reported as a separate
component of the equity section of the balance sheet, such items, along with
net income, are components of comprehensive income.

28





Operating Segment Disclosure

SFAS
No. 131, Disclosures About Segments of an
Enterprise and Related Information, was effective for 1998.  This statement established standards for
reporting information about a companys operating segments using a management
approach.  The statement requires that
reportable segments be identified based upon those revenue-producing components
for which separate financial information is produced internally and are subject
to evaluation by the chief operating decision maker in deciding how to allocate
resources to segments.

The
Company has evaluated its potential operating segments against the criteria
specified in the statement and has determined that no operating segment
disclosures are required in 1999 or 2000 because of the aggregation concepts
specified in the statement.

Effects of New Accounting Pronouncements

In
June of 1998, theFinancial
Accounting Standards Board (FASB)issued SFAS No. 133, Accounting for Derivative Instruments and Hedging
Activities.The statement
establishes accounting and reporting standards for derivative instruments,
including certain derivative instruments imbedded in other contracts.  It requires that an entity recognize all
derivatives as either assets or liabilities in the statement of financial
position and measure those instruments at fair value.  The accounting for changes in the fair value of derivatives (that
is, gains and losses) depends on the intended use of the derivative and the
resulting designation.  The statement
was to be effective for fiscal years beginning after June 15, 1999.  In June 1999, the FASB issued SFAS 137, Accounting for Derivative Instruments and Hedging
Activities  Deferral of the Effective Date of FASB Statement No. 133,
which amended SFAS 133 to delay the effective date until all fiscal quarters
for fiscal years beginning after June 15, 2000.

In June 2000 the FASB issued SFAS No. 138, Accounting for Certain Derivative Instruments and
Certain Hedging Activities, an
Amendment of FAS Statement No. 133.
The new statement addresses a limited number of issues causing implementation
difficulties for a large number of entities getting ready to apply FAS
Statement No.133.  There are no
conflicts with or modifications to the basic model of FAS Statement No. 133,
and there is no delay in the effective date of FAS Statement No. 133.  FAS Statement No. 138 is effective for
fiscal quarters of all fiscal years beginning after September 15, 2000.  The Company has no derivative financial
instruments and no hedging activities at this time.  Implementation of this standard is not expected to have a
material impact on financial position or results of operations.

In September 2000 the FASB issued SFAS No.
140, Accounting for Transfers and Servicing
of Financial Assets and Extinguishments of Liabilities.  This statement replaces SFAS No. 125 of the
same name.  It revises the standards for
securitizations and other transfers of financial assets and collateral and
requires certain disclosures, but it carries over most of Statement No. 125s
provisions without reconsideration. 
This statement is effective generally for transactions occurring after
March 31, 2001.  Disclosures are
effective for years ending after December 15, 2000.  Implementation of this standard is not expected to have a
material impact on the Companys financial position or results of operations.

29





Reclassifications

Certain
reclassifications have been made to the 1998 and 1999 Consolidated Financial
Statements in order to conform to the classifications adopted for reporting in
2000.

NOTE 2 - CASH AND AMOUNTS DUE FROM BANKS:

The
Company is required by the Federal Reserve Bank to maintain a reserve of vault
cash or cash on deposit based on a percentage of deposits.  The amount of the reserve balance required
at December 31, 2000 and 1999 was approximately $429,000 and $423,000,
respectively, and the Company satisfied its reserve requirements at both dates.

NOTE 3 - INVESTMENT SECURITIES:

Securities available for sale consist of the
following (in thousands):

December 31,
  2000
  
  December 31,
  1999Gross
  Gross
  
  
  
  Gross
  GrossAmortized
  Unrealized
  Unrealized
  Fair
  
  Amortized
  Unrealized
  Unrealized
  FairCost
  Gains
  Losses
  Value
  
  Cost
  Gains
  Losses
  ValueDebt securities:U.S.
  Government andFederal Agencies
  $10,495
  $35
  $(22)
  $10,508
  
  $10,493
  $-
  $(238)
  $10,255Mortgage-backed
  13,809
  124
  (266)
  13,667
  
  16,114
  99
  (433)
  15,780Total debt securities
  24,304
  159
  (288)
  24,175
  
  26,607
  99
  (671)
  26,035Marketable equity securities
  5
  50
  -
  55
  
  5
  20
  -
  25Total
  $24,309
  $209
  $(288)
  $24,230
  
  $26,612
  $119
  $(671)
  $26,060Securities held to maturity consist of the following (in thousands):

December 31,
  2000
  
  December 31,
  1999Gross
  Gross
  
  
  
  Gross
  GrossAmortized
  Unrealized
  Unrealized
  Fair
  
  Amortized
  Unrealized
  Unrealized
  FairCost
  Gains
  Losses
  Value
  
  Cost
  Gains
  Losses
  ValueMortgage-backed
  $11,682
  $191
  $(59)
  $11,814
  
  $11,921
  $55
  $(18)
  $11,958Total
  $11,682
  $191
  $(59)
  $11,814
  
  $11,921
  $55
  $(18)
  $11,95830





The amortized cost and fair value
of debt securities by contractual maturity at December 31, 2000 follows (in
thousands):

Available for Sale
  Held to MaturityAmortized
  Fair
  Amortized
  FairCost
  Value
  Cost
  ValueWithin 1 year
  $-
  $-
  $-
  $-Over 1 year through
  5 years
  10,495
  10,508
  -
  -After 5 years
  through 10 years
  -
  -
  -
  -Over 10 years
  -
  -
  -
  -10,495
  10,508
  -
  -Mortgage-backed
  securities
  13,809
  13,667
  11,682
  11,814Total Debt
  Securities
  $24,304
  $24,175
  $11,682
  $11,814Securities other than mortgage-backed
securities are classified according to their contractual maturity without
consideration of call features. 
Accordingly, actual maturities may differ from contractual maturities.

During 2000, 1999, and 1998, proceeds from
calls and maturities of securities available for sale were approximately $0,
$19,925,000, and $39,925,000, respectively, resulting in no realized gain or
loss.  During 2000, 1999, and 1998, no
securities available for sale were sold.

Investment securities with a carrying amount
and fair value of approximately $7,584,000, and $5,433,000 at December 31, 2000
and 1999, respectively, were pledged to secure deposits, repurchase agreements,
and for other purposes as required or permitted by law.

NOTE 4 - LOANS RECEIVABLE:

Loans
Receivable at December 31, 2000 and 1999 are summarized as follows (in
thousands):

2000
  1999Mortgage
  Loans:Single-Family
  Residential
  $188,133
  $179,109Construction
  3,912
  12,612Multi-Family
  Residential
  346
  425Commercial
  Real Estate
  28,851
  18,798Equity
  Lines of Credit
  4,227
  3,406Total
  Mortgage Loans
  225,469
  214,350Commerical
  Business Loans
  19,702
  18,144Consumer
  Loans
  24,398
  21,803Total
  Loans
  269,569
  254,297Less:Allowance
  for Loan Losses
  (2,714)
  (2,747)Net
  Deferred Loan Fees
  (197)
  (222)Unadvanced
  Loan Funds
  (1,853)
  (6,332)Loans,
  net
  $264,805
  $244,99631





At
December 31, 2000 and 1999, the Companys loan portfolio included $111,617,000
and $106,767,000 in adjustable-rate loans, respectively.

The
following is an analysis of the allowance for possible loan losses for the
years ended December 31, 2000, 1999, and 1998 (in thousands):

2000
  1999
  1998Balance,
  Beginning
  $2,747
  $2,726
  $2,760Provision
  Charged (Credited) to Income
  (83)
  -
  90Loans
  Charged Off
  (170)
  (185)
  (313)Loans
  Recovered
  220
  206
  189Balance,
  Ending
  $2,714
  $2,747
  $2,726NOTE 5 - LOAN SERVICING:

Loans
serviced for others are not included in the accompanying consolidated balance
sheets.  The unpaid principal balances
of loans serviced for others were $17,937,000 and $20,841,000 at December 31,
2000 and 1999, respectively.  Custodial
escrow balances maintained in connection with the foregoing loan servicing were
approximately  $184,000 and $207,000 at
December 31, 2000 and 1999, respectively. 
Loan servicing rights of  $0 and
$8,000 were capitalized in 2000 and 1999, respectively. Amortization of loan
servicing rights was $20,000,  $22,000,
and $17,000, in 2000, 1999, and 1998, respectively, and the balance of loan
servicing rights at December 31, 2000 and 1999 was  $66,000 and $87,000, respectively.

NOTE 6  INVESTMENT IN LIMITED LIABILITY COMPANY:

The
Company owns a 40 percent investment in Cadence Holdings, LLC (Cadence), an
affiliate in the financial services industry, which is accounted for under the
equity method.  A limited liability
company (LLC) is a legal form of doing business that combines partnership and
corporate attributes.

The
Company is a guarantor in the amount of $500,000 for a $1,000,000 bank line of
credit to Cadence, which is dated August 2000.

NOTE 7 - PREMISES AND EQUIPMENT:

Premises
and equipment at December 31, 2000 and 1999 is as follows (in thousands):

2000
  1999Land
  $1,871
  $930Office
  Buildings
  3,205
  1,963Furniture,
  Fixtures and Equipment
  2,648
  3,311Transportation
  Equipment
  104
  1047,828
  6,308Accumulated
  Depreciation
  (2,809)
  (3,651)Premises
  and Equipment, Net
  $5,019
  $2,65732





Since the acquisition of a new office
building in May of 2000, the Company actively engages in leasing office space
that it has available.  Leases have
different terms ranging from monthly rental to
seven-year leases.  At December 31, 2000
the monthly lease income was $45,000 per month.  Total lease income for 2000 was $300,000.  Income from leases was reported as a
reduction in occupancy expenses.  The
cost of the land and building held for lease at December 31, 2000 was
$2,240,000, net of related accumulated depreciation of $17,000.


NOTE 8 - DEPOSITS:

At
December 31, 2000, scheduled maturities of certificates of deposit accounts
were as follows (in thousands):

2001
  $127,9912002
  24,1812003
  9,7132004
  1,9582005
  1,167Thereafter
  237$165,247

Certificates
of deposit with a balance of $100,000 and over were $46,967,000 and $43,473,000
at
December 31, 2000 and 1999, respectively.

NOTE 9  LONG-TERM DEBT:

Federal
Home Loan Bank advances totaled $67,850,000 and $63,850,000 as of December 31,
2000 and 1999, respectively, including $0 and $6,000,000, respectively, in
short-term debt, which are secured by residential mortgage loans and certain
investment securities (held by the FHLB in safekeeping) under an existing
blanket collateral agreement and by FHLB stock.  Interest rates on these advances ranged from 4.93% to 8.70% at
December 31, 2000. No payments are scheduled prior to maturity; however a
significant portion of the advances contain a quarterly call feature beginning
between one and three years after the date of issuance, therefore, actual
repayments could vary from contractual maturities.  The Company has the ability to borrow additional advances of
$63,370,000 from the FHLB, which would also be secured by the existing blanket
collateral agreement and by FHLB stock.

The
Company, through its subsidiary, Holdings, has a 9.00% fixed rate long-term
loan in the amount of $2,790,000, which amortizes monthly on 30-year
amortization with a 10-year balloon. 
The Bank acquired a 50% loan participation in this loan resulting in a
net long-term debt of $1,395,000. 
Additionally, Holdings has a $2,000,000 line of credit, with a rate
fluctuating with prime rate (9.50% at December 31, 2000), due in November 2001,
when it will convert to amortizing debt on 30-year amortization with a 10-year
balloon.  At December 31, 2000, Holdings
had drawn $438,000 on the line of credit. The Bank acquired a 12.5% loan
participation, resulting in a net long-term debt of $383,000.  Land and an office building, and pledge and
assignment of rents, secure both debts.

33





Long-term debt at December 31, 2000 has
maturities in future years as follows (in thousands):

Year
  Ending December 31,
  Amount2001
  $2,8832003
  3,1002005
  2502008
  17,0002009
  35,0002010
  11,395Total
  $69,628NOTE 10 - INCOME TAXES:

The
provision for Income Tax Expense is as follows for the years ended December 31,
2000, 1999 and 1998 (in thousands):

2000
  1999
  1998Current
  Tax ProvisionFederal
  $1,056
  $1,196
  $1,431State
  -
  -
  13Deferred
  Tax Provision (Benefit)
  151
  33
  (17)Total
  Income Tax Expense
  $1,207
  $1,229
  $1,427There
was an income tax receivable of $63,000 and $19,000 at December 31, 2000 and
1999, respectively.

The
total provision for federal income taxes differs from that computed by applying
statutory corporate tax rates, as follows for the years ended December 31 2000,
1999 and 1998:

2000
  1999
  1998Statuatory
  Federal Income Tax Rate
  34.0%
  34.0%
  34.0%Increase
  in Taxes Resulting From:State
  Income Tax on Non-Bank Entities
  -
  -
  0.3Nondeductible
  ESOP
  0.8
  1.5
  1.6Other
  Items
  0.4
  0.3
  0.4Effective
  Tax Rate
  35.2%
  35.8%
  36.3%34





The
tax effects of principal temporary differences at December 31, 2000 and 1999
are as follows (in thousands):

2000
  1999Deferred
  Tax Assets:Deferred
  loan fees
  $58
  $69Losses
  on loans and foreclosed assets
  929
  948Depreciable
  property basis differences
  4
  32Compensation
  expenses
  166
  156Unrealized
  losses on Trading Securities
  11
  15Unrealized
  losses on Securities Available for Sale
  27
  187Capital
  loss carryover
  7
  -Other
  30
  29Subtotal
  1,232
  1,436Deferred
  Tax Liabilities:FHLB
  stock
  500
  394Acquisition
  Costs
  7
  4Subtotal
  507
  398Net
  Deferred Tax Asset
  $725
  $1,038The
likelihood of realization of the entire amount of the deferred tax asset is
considered to be more likely than not; therefore, no valuation allowance has
been provided for 2000 or 1999.

Retained
earnings at December 31, 2000 and 1999 included approximately $7,073,000
accumulated prior to January 1, 1987 for which no provision for federal income
taxes has been made.  If this portion of
retained earnings is used in the future for any purpose other than to absorb
bad debts, it will be added to future taxable income.

NOTE 11 - EARNINGS PER COMMON SHARE:

Weighted
average shares of common stock outstanding for basic EPS excludes the weighted
average shares unreleased by the Employee Stock Ownership Plan (ESOP) Trust
(130,872, 152,727, and 174,618 shares at December 31, 2000, 1999, and 1998
respectively) and the weighted average unvested shares in the Recognition and
Retention Plan (RRP) Trust (63,462, 80,109, and 95,493 shares at December 31,
2000, 1999 and 1998, respectively).  The
following is a reconcilement of the numerator and denominator for basic and
diluted Earnings Per Share:

35





For the Years Ended December 31,2000
  1999
  1998Numerator:Income
  Applicable to Common Shares
  $2,224,000
  $2,206,000
  $2,505,000Denominator:Weighted
  Average Common Shares Outstanding
  1,235,251
  1,377,635
  2,088,775Effect
  of Dilutive Securities:Stock
  Options Outstanding
  4,071
  12,584
  44,649RRP
  Grants
  8,280
  32,336
  15,800Weighted
  Average Common Shares OutstandingAssuming
  Dilution
  1,247,602
  1,422,555
  2,149,224Earnings
  per Share
  $1.80
  $1.60
  $1.20Earnings
  per Share - Assuming Dilution
  $1.78
  $1.55
  $1.17

NOTE 12 -
REGULATORY MATTERS:

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

Prompt
corrective action provisions are not applicable to bank holding companies.

Quantitative
measures established by regulation to ensure capital adequacy require the
Company and the Bank to maintain minimum amounts and ratios (set forth in the
following table) of total and Tier 1 capital (as defined in the regulations) to
risk-weighted assets (as defined) and of Tier 1 capital (as defined) to average
assets (as defined).  Management
believes, as of December 31, 2000 and 1999, that the Company and the Bank met
all capital adequacy requirements to which they are subject.

As
of December 31, 2000, the most recent notification from the Federal Deposit
Insurance Corporation categorized the Bank as well capitalized under the
regulatory framework for prompt corrective action.  To be categorized as well capitalized, an institution must
maintain minimum total risk-based, Tier 1 risk-based and Tier 1 leverage ratios
as set forth in the following tables. 
There are no conditions or events since the notification that management
believes have changed the Banks category. 
The Companys and the Banks actual capital amounts and ratios as of
December 31, 2000 and 1999 are also presented in the table.

36





(Dollars in Thousands)
  Actual
  MinimumCapitalRequirement
  Minumum to beWell Capitalized 
  UnderPrompt 
  CorrectiveAction ProvisionsDecember 31, 2000
  Amount
  Ratio
  Amount
  Ratio
  Amount
  RatioTotal
  Capital to Risk Weighted Assets:Acadiana
  Bancshares, Inc.
  $31,152
  16.6%
  $15,018
  8.0%
  N/A
  N/A %LBA
  Savings Bank
  27,325
  14.8%
  14,748
  8.0%
  18,435
  10.0%Tier 1
  Capital to Risk Weighted Assets:Acadiana
  Bancshares, Inc.
  28,779
  15.3%
  7,509
  4.0%
  N/A
  N/A %LBA
  Savings Bank
  24,994
  13.6%
  7,374
  4.0%
  11,061
  6.0%Tier 1
  Capital to Average Assets:Acadiana
  Bancshares, Inc.
  28,779
  8.8%
  13,020
  4.0%
  N/A
  N/A %LBA
  Savings Bank
  24,994
  7.8%
  12,763
  4.0%
  15,954
  5.0%

(Dollars in Thousands)
  Actual
  MinimumCapitalRequirement
  Minumum to beWell Capitalized 
  UnderPrompt 
  CorrectiveAction ProvisionsDecember 31, 2000
  Amount
  Ratio
  Amount
  Ratio
  Amount
  RatioAcadiana
  Bancshares, Inc.
  26,858
  17.5%
  $13,810
  8.0%
  N/A
  N/A %LBA
  Savings Bank
  15.7%
  13,687
  8.0%
  17,108
  10.0%Tier 1
  Capital to Risk Weighted Assets:Acadiana
  Bancshares, Inc.
  28,058
  16.3%
  6,905
  4.0%
  N/A
  N/A %LBA
  Savings Bank
  24,703
  14.4%
  6,843
  4.0%
  10,265
  6.0%Tier 1
  Capital to Average Assets:Acadiana
  Bancshares, Inc.
  28,058
  9.2%
  12,144
  4.0%
  N/A
  N/A %LBA
  Savings Bank
  24,703
  8.2%
  11,999
  4.0%
  14,999
  5.0%NOTE 13 - EMPLOYEE BENEFITS:

401(k) PlanThe Company
maintains a 401(k) Profit Sharing Plan to provide retirement benefits for
substantially allemployees.  Eligible employees may defer up to ten percent of
compensation.  All employees are
eligible after completing one year of service and attaining age 21.

37





Employee Stock
Ownership Plan

In
connection with the conversion from mutual to stock form, the Company
established an Employee Stock Ownership Plan (ESOP) Trust for the benefit of
employees of the Company and the Bank. 
The ESOP purchased 218,500 shares, or 8 percent of the total stock sold
in the subscription offering, for $2,622,000, financed by a loan from the
Company.  The leveraged ESOP is
accounted for in accordance with AICPA SOP 93-6, Employers' Accounting for Employee
Stock Ownership Plans.

The
ESOP was effective upon completion of the conversion.  Full-time employees of the Company and the Bank who have been
credited with at least 1,000 hours of service during a 12-month period and who
have attained age 21 are eligible to participate in the ESOP.  Continuing its practice, the Company
anticipates that contributions will be made to the plan in amounts necessary to
amortize the debt to the Company over a period of ten years.

Shares
purchased by the ESOP with the proceeds of the loan are held in a suspense account
and released on a pro rata basis as debt service payments are made.  Shares released are allocated among
participants on the basis of compensation. 
Participants vest in their right to receive their account balances
within the ESOP at the rate of 20 percent per year starting after one year of
service.  In the case of a "change
of control," as defined in the plan, participants will become immediately
and fully vested in their account balances.

Under
SOP 93-6, unearned ESOP shares are not considered outstanding and the cost of
which are shown as a reduction of stockholders' equity.  Dividends on unallocated ESOP shares are
considered to be compensation expense. 
The Company recognizes compensation cost equal to the fair value of the
ESOP shares during the periods in which they become committed to be
released.  To the extent that the fair
value of the Companys ESOP shares differs from the cost of such shares, this
differential is credited to equity.  The
Company receives a tax deduction equal to the cost of the shares released.  The loan receivable from the ESOP to the
Company is not shown as an asset and the debt of the ESOP is not shown as a
Company liability.

Compensation
cost of the ESOP for the year ended December 31, 2000, was $346,000 based on
the release of 21,893 shares.  For the
year ended December 31, 1999, compensation cost of the ESOP was $408,000 based
on the release of 21,892 shares.  For
the year ended December 31, 1998, compensation cost of the ESOP was $455,000
based on the release of 21,892 shares. 
There were 91,100, 73,423 and 53,793 allocated shares and 119,985,
141,878, and 163,770 shares held in suspense by the ESOP for the years ended
December 31, 2000, 1999 and 1998, respectively.  The fair value of the unearned ESOP shares at December 31, 2000
and 1999, using the quoted market closing price per share, was approximately
$2,160,000 and $2,784,000, respectively.

Recognition and
Retention Plan

The Company established the Recognition and
Retention Plan (RRP) Trust for certain officers and directors on January 22,
1997.  During 1997, the Company fully
funded the trust with the purchase of 109,250 shares, or 4 percent, of the
Companys common stock in the open market to be awarded in accordance with the
provisions of the RRP.  The cost of the
shares of restricted stock awarded under these plans is recorded as unearned
compensation, a contra equity account. 
The fair value of the shares on the date of award is recognized ratably
as compensation expense over the vesting period, which is five years.  The grantees of the restricted stock

38





have
the right to vote the shares awarded. 
Dividends on unvested shares are held in trust and distributed when the
related shares vest.  For the years
ended December 31, 2000, 1999 and 1998, the recognition and
retention plan expense was $288,000, $271,000 and $232,000, respectively.  The weighted-average grant-date fair value
of the restricted stock granted under the RRP during the years ended December
31, 2000, 1999 and 1998 was $16.50, 20.50, and $17.36, respectively.  A summary of the changes in restricted stock
follows:



UnawardedShares
  AwardedSharesBalance,
  January 1, 1998
  36,048
  73,202Granted
  (11,900)
  11,900Forfeited
  1,600
  (1,600)Earned
  and Issued
  -
  (14,639)Balance,
  December 31, 1998
  25,748
  68,863Granted
  (7,000)
  7,000Forfeited
  -
  -Earned
  and Issued
  -
  (17,223)Balance,
  December 31, 1999
  18,748
  58,640Granted
  (1,000)
  1,000Forfeited
  -
  -Earned
  and Issued
  -
  (17,818)Balance,
  December 31, 2000
  17,748
  41,822Stock Option Plan

In
1997, the Company adopted a stock option plan for the benefit of directors and
officers.  The number of shares of
common stock reserved for issuance under the stock option plan was equal to
273,125 shares, or 10 percent, of the total number of common shares sold in the
Companys initial public offering of its common stock upon the mutual-to-stock
conversion of LBA Savings Bank.  The
option exercise price cannot be less than the fair value of the underlying
common stock as of the date of the option grant and the maximum option term
cannot exceed ten years.  The stock
options granted to directors and officers are subject to 20 percent vesting per
year and are exercisable upon vesting. 
Under APB No. 25, because the exercise price of the Companys stock
options equals the market price of the underlying stock on the date of grant,
the Company recognizes no compensation expense.

39







The
following table summarizes the activityrelated to
stock options:

Available for 
  Grant
  Options 
  Outstanding
  WeightedAverageExercisePriceBalance,
  January 1, 1998
  61,424
  211,701
  $15.50Granted
  (55,000)
  55,000
  $17.26Canceled
  8,000
  (8,000)
  $15.50Exercised
  -
  -Balance,
  December 31, 1998
  14,424
  258,701
  $15.75Granted
  (10,000)
  10,000
  $20.05Canceled
  2,000
  (2,000)
  $15.50Exercised
  -
  (7,000)
  $15.50Balance,
  December 31, 1999
  6,424
  259,701
  $16.05Granted
  (2,000)
  2,000
  $16.50Canceled
  -
  -Exercised
  -
  -Balance,
  December 31, 2000
  4,424
  261,701
  $16.05Exercisable
  at December 31, 1998
  
  42,340
  $15.50Exercisable
  at December 31, 1999
  
  89,279
  $15.72Exercisable
  at December 31, 2000
  
  141,222
  $15.84The
weighted-average remaining life of the outstanding options at December 31, 2000
is 6.5 years.  The exercise prices of
the outstanding options range from $15.50 to $21.63.

The
weighted-average grant-date fair value of options granted during the years
ended December 31, 2000, 1999 and 1998 was $4.83, $3.91 and $5.66,
respectively.

In
October 1995, the FASB issued 123, Accounting for Stock-Based Compensation.  SFAS 123 requires disclosure of the
compensation cost for stock-based incentives granted after January 31, 1995
based on the fair value at grant date for awards.  Applying SFAS 123 would result in pro forma net income and
earnings per share amounts as follows (in thousands, except per share data):

2000
  1999
  1998Net
  IncomeAs
  reported
  $2,224
  $2,206
  $2,505Pro
  forma
  2,006
  2,003
  2,344Earnings
  per shareAs
  reported  Basic
  $1.80
  $1.60
  $1.20Diluted
  $1.78
  $1.55
  $1.17Pro
  forma  Basic
  $1.62
  $1.45
  $1.12Diluted
  $1.61
  $1.41
  $1.0940





The
fair value of each option is estimated on the date of grant using an
option-pricing model with the following weighted-average assumptions used for
2000, 1999 and 1998 grants: dividend yields of 3.80, 2.79, and 2.15 percent;
expected volatility of 30.65, 11.26, and 27.70 percent; risk-free interest rate
of 6.32, 5.90, and 5.48 percent; and expected lives of 7.5 years for all
options.

NOTE 14 - RELATED PARTY TRANSACTIONS:

In
the ordinary course of business, the Bank has granted loans to principal
officers and directors and their affiliates amounting to $850,000 at December
31, 2000 and $613,000 at December 31, 1999. 
During the year ended December 31, 2000, total principal additions were
$368,000 and total principal payments were $131,000.

Deposits
from related parties held by the Bank at December 31, 2000 amounted to
$1,731,000.

The
Company has an employment agreement with an executive officer under which the
Company agreed to pay compensation of $130,000 annually (plus merit increases)
through October 31, 2001.

The
Company has also entered into severance agreements with seven officers.  The total commitments under the severance
agreements at December 31, 2000 were $1,024,000.

NOTE 15 - COMMITMENTS AND CONTINGENT LIABILITIES:

The
Company is subject to claims and lawsuits that arise primarily in the ordinary
course of business. Based on information presently available and advice
received from legal counsel representing the Company in connection with such
claims and lawsuits, it is the opinion of management that the disposition or
ultimate determination of such claims and lawsuits will not have a material
adverse effect on the consolidated financial condition or results of operations
of the Company.

NOTE 16 - FINANCIAL INSTRUMENTS WITH OFF-BALANCE-SHEET RISK:

The
Company 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.  Those instruments involve, to varying
degrees, elements of credit and interest rate risk in excess of the amount
recognized in the Consolidated Balance Sheets. 
The contract or notional amounts of those instruments reflect the extent
of the Company's involvement in particular classes of financial instruments.

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

41





As
of December 31, 2000, financial instruments for which the contract amountswere as
follows represent credit risk:

Contract
  or 
  NotionalAmount 
  (in thousands)Unadvanced Loan Funds
  $1,853Commitments to Extend Credit
  $18,451Standby Letters of Credit
  $17

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.  Since some of the commitments are expected
to expire without being drawn upon, the total commitment amounts do not
necessarily represent future cash requirements.  The Company evaluates each customer's creditworthiness on a
case-by-case basis. The amount of collateral obtained, if it is deemed
necessary by the Company upon extension of credit, is based on management's
credit evaluation of the counter party.

Standby
letters of credit are conditional commitments issued by the Company to
guarantee the performance of a customer to a third party.  Those guarantees are issued primarily to
support public and private borrowing arrangements, including commercial paper,
bonding, financing, and similar transactions. 
The credit risk involved in issuing letters of credit is essentially the
same as that involved in extending loan facilities to customers.

NOTE 17  RESTRICTIONS ON DIVIDENDS, LOANS
AND ADVANCES:

Federal and state banking regulations place
certain restrictions on dividends paid and loans or advances made by the Bank
to the Company.  The total amount of
dividends that may be paid at any date is generally limited to the retained
earnings of the Bank, and loans or advances are limited to 10% of the Banks
capital stock and surplus on a secured basis. 
Currently, the Bank is restricted under applicable laws in the payment
of dividends to an amount equal to current year earnings plus undistributed
earnings for the immediately preceding year, unless prior permission is
received from the Commissioner of Financial Institutions for the State of
Louisiana.  Dividends payable without
permission by the Bank in 2001 will be limited to 2001 earnings less
$56,000.  In addition, dividends paid by
the Bank to the Company would be prohibited if the effect thereof would cause
the Banks capital to be reduced below applicable minimum capital
requirements.  Accordingly, at December
31, 2000, all of the Companys equity in the net assets of the Bank was
restricted.  Funds available for loans
and advances by the Bank to the Company amounted to approximately $ 849,000.

NOTE 18 - ESTIMATED FAIR VALUE OF FINANCIAL
INSTRUMENTS:

SFAS 107, Disclosures about Fair Value of Financial Instruments,
requires disclosure of fair value information about financial instruments,
whether or not recognized in the Consolidated Balance Sheets.  In cases where quoted market prices are not
available, fair values are based on estimates using present value or other
valuation techniques.  Those techniques
are significantly affected by the assumptions used, including the discount rate
and estimates of future cash flows.  In
that regard, the derived fair value estimates cannot be substantiated by
comparison to independent markets and, in many cases, could not be realized in
immediate settlement of the instruments. 
SFAS 107 excludes certain financial instruments and all non-financial
instruments from its disclosure requirements. 
Accordingly, the aggregate fair value amounts presented do not represent
the underlying value of the Company.

The Company in estimating its fair value
disclosures for financial instruments used the following methods and
assumptions:

42





Cash and cash equivalents:  The carrying amounts reported in the
Consolidated Balance Sheets for cash and cash equivalents approximate those
assets' fair values.

Trading
securities: Trading securities are carried at fair value, using quoted market
prices.

Investment
securities (including equity securities and mortgage-backed securities):  Fair values for investment securities are
based on quoted market prices, where available.  If quoted market prices are not available, fair values are based
on quoted market prices of comparable instruments.

Federal
Home Loan Bank Stock:  The carrying
value of FHLB stock approximates fair value based on the redemption provisions
of the Federal Home Loan Bank.

Loans:  For variable-rate loans that reprice
frequently and with no significant change in credit risk, fair values are based
on carrying amounts.  The fair values
for other loans (for example, fixed rate commercial real estate and mortgage
loans) are estimated using discounted cash flow analysis, based on interest
rates currently being offered for loans with similar terms to borrowers of
similar credit quality.  Loan fair value
estimates include judgments regarding future expected loss experience and risk
characteristics.

Deposits:  The fair value disclosed for demand deposits
(for example, interest-bearing checking accounts and savings accounts) are, by
definition, equal to the amount payable on demand at the reporting date (that
is, their carrying amounts).  The fair
values for certificates of deposit are estimated using a discounted cash flow
calculation that applies interest rates currently being offered on certificates
to a schedule of aggregated contractual maturities on such time deposits.

Securities
Sold Under Agreements to Repurchase: 
The carrying amounts of securities sold under agreements to repurchase
approximate fair value.

Borrowings:  The fair values of the Companys short-term
and long-term debt are estimated using discounted cash flows analyses based on
the Companys current incremental borrowing rates for similar types of
borrowing arrangements.

Accrued
Interest:  The carrying amounts of
accrued interest approximate fair value.

Off-Balance
Sheet Items:  The Company has
outstanding commitments to extend credit and stand-by letters of credit.  These off-balance sheet financial
instruments are generally exerciseable at the market rate prevailing at the
date the underlying transaction will be completed and, therefore, have no
current value.

The
estimated fair value of the Company's financial instruments as of December 31,
2000 and 1999 is as follows (in thousands):

43





2000
  1999EstimatedFair
  Value
  RecordedBookValue
  EstimatedFairValue
  RecordedBookValueAssetsCash and Cash
  Equivalents
  $8,467
  $8,467
  $11,922
  $11,922Trading Securities
  162
  162
  285
  285Investment
  Securities
  36,044
  35,912
  38,017
  37,981Federal Home Loan
  Bank Stock
  4,147
  4,147
  3,689
  3,689Loans and Loans Held
  for Sale
  270,070
  266,657
  241,068
  244,996Accrued Interest
  Receivable
  1,708
  1,708
  1,543
  1,543LiabilitiesDeposits
  224,827
  224,531
  214,548
  213,212Securities Sold
  Under Agreements to Repurchase
  128
  128
  -
  -Borrowings
  68,623
  69,628
  57,863
  63,850Accrued Interest
  Payable
  593
  593
  345
  345

NOTE 19  COMPREHENSIVE INCOME:

The
following is a summary of the components of other comprehensive income (in
thousands):

For the Years Ended December
  31,2000
  1999
  1998Unrealized
  Gain (Loss) on SecuritiesAvailable
  for Sale, Net
  $473
  $(942)
  $(290)Reclassification
  Adjustments for Net GainsRealized in Net Income
  -
  -
  -Other
  Comprehensive Income
  473
  (942)
  (290)Income
  Tax (Expense) Benefit Related to OtherComprehensive Income
  (160)
  320
  98Other
  Comprehensive Income, Net of IncomeTaxes
  $313
  $(622)
  $(192)44





NOTE 20  CONDENSED PARENT COMPANY ONLY FINANCIAL STATEMENTS:

Condensed
financial statements of Acadiana Bancshares, Inc., (parent only) are shown
below.  The parent company has no
significant operating activities.Condensed Balance Sheets
(In Thousands)

December 31,
  December 31,2000
  1999AssetsCash and
  Cash Equivalents
  $2,648
  $2,241Trading
  Securities
  162
  285Investment
  in Subsidiaries
  25,133
  24,340Investment
  in Limited Liability Company
  792
  811Other
  Assets
  383
  247Total
  Assets
  $29,118
  $27,924Liabilities
  and Stockholders' EquityLiabilities
  $336
  $174Stockholders'
  Equity
  28,782
  27,750Total
  Liabilities and Stockholders' Equity
  $29,118
  $27,924



Condensed Income Statements
  (In Thousands)
  For the Years Ended December
  31,2000
  1999
  1998Operating
  Income:Dividends
  from Subsidiary Bank
  $2,600
  $2,270
  $12,000Interest
  and Dividend Income
  197
  211
  665Trading
  Account Gains (Losses)
  25
  (8)
  (111)Other
  Gains (Losses)
  3
  (155)
  (34)Total
  Operating Income
  2,825
  2,318
  12,520Operating
  Expenses
  470
  421
  502Income
  Before Income Tax Expense and Increase (Decrease) in Equity in Undistributed
  Earnings of Subsidiaries
  2,355
  1,897
  12,018Income
  Tax (Benefit) Expense
  (85)
  (127)
  4Income
  Before Increase (Decrease) in Equity inUndistributed Earnings of Subsidiaries
  2,440
  2,024
  12,014Increase
  (Decrease) in Equity in Undistributed Earnings of Subsidiaries
  (216)
  182
  (9,509)Net
  Income
  $2,224
  $2,206
  $2,50545





Condensed Statement of Cash Flows
(In Thousands)

For the Years Ended December
  31,2000
  1999
  1998Cash Flows
  from Operating Activities:Net
  Income
  $2,224
  $2,206
  $2,505Adjustments
  to Reconcile Net Income to Net CashProvided
  by Operating Activities:Decrease
  (Increase) in Equity in Net Incomeof Subsidiaries
  216
  (182)
  9,509(Credit)
  Provision for Deferred Income Taxes
  (1)
  15
  (76)Amortization
  3
  2
  -Loss
  from Investment in Limited Liability Company
  19
  155
  34Net
  change in Securities Classified as Trading
  123
  290
  251(Increase)
  Decrease in Other Assets
  (137)
  (135)
  39Increase
  (Decrease) in Other Liabilities
  146
  (177)
  (38)Net Cash
  Provided by Operating Activities
  2,593
  2,174
  12,224Cash
  Flows from Investing Activities:Proceeds
  from Calls and Maturities of Securities Available for Sale
  -
  15,970
  34,925Purchase
  of Securities Available for Sale
  -
  (9,978)
  (38,917)Investment
  in Limited Liability Company
  -
  -
  (1,000)Net
  Cash (Used in) Provided by Investing Activities
  -
  5,992
  (4,992)Cash
  Flows from Financing Activities:Capital
  Contributed to Subsidiaries
  (435)
  (84)
  (82)Payments
  Received From ESOP Trust
  388
  388
  388Proceeds
  From Issuance of Common Stock
  -
  20
  -Dividends
  Paid to Shareholders
  (749)
  (741)
  (1,009)Repurchase
  of Common Stock
  (1,390)
  (5,992)
  (14,311)Net
  Cash Used in Financing Activities
  (2,186)
  (6,409)
  (15,014)Net
  Increase (Decrease) in Cash and Cash Equivalents
  407
  1,757
  (7,782)Cash and
  Cash Equivalents, Beginning of Year
  2,241
  484
  8,266Cash and
  Cash Equivalents, End of Year
  $2,648
  $2,241
  $48446





NOTE 21 - QUARTERLY RESULTS OF OPERATIONS
(UNAUDITED):

(In thousands, except per share data)Year Ended December 31, 2000First Quarter
  Second Quarter
  Third Quarter
  Fourth QuarterInterest and
  Dividend Income
  $5,712
  $6,015
  $6,142
  $6,232Interest Expense
  3,425
  3,692
  3,866
  3,913Net Interest
  Income
  2,287
  2,323
  2,276
  2,319(Credit) Provision
  for Loan Losses
  -
  -
  -
  (83)Net
  Interest Income after  Provision for Loan Losses
  2,287
  2,323
  2,276
  2,402Non-Interest
  Income
  234
  254
  383
  317Non-Interest
  Expense
  1,685
  2,056
  1,753
  1,551Income Before
  Income Taxes
  836
  521
  906
  1,168Income Tax Expense
  295
  188
  319
  405Net Income
  541
  333
  587
  763Earnings per Share
  - basic
  $0.43
  $0.27
  $0.48
  $0.62Earnings per Share
  - diluted
  $0.42
  $0.27
  $0.48
  $0.61


(In thousands, except per share data)Year Ended December 31, 1999First
  Second
  Third
  FourthQuarter
  Quarter
  Quarter
  QuarterInterest and
  Dividend Income
  $5,166
  $5,214
  $5,391
  $5,636Interest Expense
  2,857
  2,927
  3,099
  3,312Net
  Interest Income
  2,309
  2,287
  2,292
  2,324Provision for Loan
  Losses
  -
  -
  -
  -Net
  Interest Income after    Provision for Loan Losses
  2,309
  2,287
  2,292
  2,324Non-Interest
  Income
  255
  275
  218
  246Non-Interest
  Expense
  1,718
  1,661
  1,708
  1,684Income Before
  Income Taxes
  846
  901
  802
  886Income Tax Expense
  300
  325
  277
  327Net Income
  546
  576
  525
  559Earnings per Share
  - basic
  $0.36
  $0.41
  $0.40
  $0.43Earnings per Share
  - diluted
  $0.35
  $0.40
  $0.39
  $0.4147





ABOUT THE COMPANY





Acadiana Bancshares, Inc., (the
"Company") is a Louisiana-chartered bank holding company with
headquarters at 200 West Congress Street, Lafayette, Louisiana 70501.  Its banking subsidiary, LBA Savings Bank (the
"Bank"), operates five full-service branches in Lafayette and New
Iberia and a loan production office in Eunice, Louisiana. Addresses of LBA
Savings Bank branches are:

Main Office Branch200 West Congress Street, Lafayette, Louisiana  70501Northside Branch2601 Moss Street, Lafayette, Louisiana 70501Southside Branch3701 Johnston Street, Lafayette, Louisiana 70503Broadmoor Branch5301 Johnston Street, Lafayette, Louisiana 70503New Iberia Branch230 West Main Street, New Iberia, Louisiana 70560Eunice Loan Production Office136 South 3rd Street, Eunice, Louisiana 70535DIRECTORS







Al W. Beacham, M.D.
  Don O'Rourke, Sr.President, Beacham Urology Group, Inc.
  President, Don J. O'Rourke & Associates,
  Ltd.John H. DeJean
  Thomas S. OrtegoRetired
  Self-employed AccountantLawrence Gankendorff
  Jerry ReauxChairman of the Board,
  President and Chief Executive Officer,Acadiana Bancshares, Inc., and LBA Savings
  Bank
  Acadiana Bancshares, Inc., and LBA Savings
  BankJames J. Montelaro
  Kaliste J. Saloom, Jr.Executive Vice President - Mortgage Banking,
  LBA Savings Bank
  Of Counsel, Saloom & Saloom,
  Attorneys-at-LawWilliam H. MoutonRetired Attorney, William H. Mouton Law
  Offices

48



EXECUTIVE OFFICERS







Lawrence Gankendorff
  Wayne BaresChairman of the Board of the Company and the
  Bank
  Senior Vice President - Commercial Lending, of
  the BankJerry Reaux
  Mary Anne S. BertrandPresident and Chief Executive Officer of the
  Company  and the Bank
  Senior Vice President - Retail Lending, of the
  BankJames J. Montelaro
  Emile E. Soulier, IIIExecutive Vice President - Mortgage Banking,
  of the Bank
  Vice President and Chief Financial Officer, of
  the Company and the BankGregory King
  Thomas DebaillonExecutive Vice President - Chief Operating
  Officer, of the Company and the Bank
  Vice President - Operations, of the Bank49





NOTICE OF
ANNUAL MEETING OF SHAREHOLDERS
The Annual Meeting of Shareholders of Acadiana Bancshares, Inc., will be held
at 2:00 p.m. (Central Time) Wednesday, April 25, 2001, at `a la carte, 301
Heymann Boulevard, Lafayette, Louisiana 70503.







STOCK
LISTING
The common stock of Acadiana Bancshares, Inc., is traded on the American Stock
Exchange under the symbol "ANA." 
Price and other column information are listed under the "ANA"
symbol in The Wall Street Journal and under similar designations in other daily
news sources.  At February 28, 2001
there were 438 registered shareholders of record, not including the number of
persons or entities whose stock is held in nominee or "street" name
through various brokerage firms or banks.  
Below is a table showing the high and low sales prices of the common
stock and cash dividends declared during each quarter of 2000 and 1999:




2000Quarter Ended
  High
  Low
  Dividends
  DeclaredMarch 31, 2000
  $19 1/8
  $13 3/4
  $0.15June 30, 2000
  $18 1/2
  $14
  $0.15September 30, 2000
  $16
  $15
  $0.15December 31, 2000
  $18
  $15 3/4
  $0.151999Quarter Ended
  High
  Low
  Dividends
  DeclaredMarch 31, 1999
  $18 3/8
  $17 3/8
  $0.13June 30, 1999
  $18 7/8
  $17 5/8
  $0.13September 30, 1999
  $18 7/8
  $18 1/4
  $0.13December 31, 1999
  $20 7/8
  $18 5/8
  $0.13



REGISTRAR
AND TRANSFER AGENT



Shareholders requesting a change of
name, address, or ownership of stock, or to report a lost stock certificate
should contact the transfer agent:






Registrar and Transfer Company10 Commerce DriveCranford, New Jersey 07016Toll-free (800) 368-5948



INVESTOR
INFORMATION



Shareholders, prospective shareholders,
analysts or other interested parties seeking copies of the Company's annual
report, Form 10-K (which the Company will furnish to shareholders upon request
without charge), Form 10-Q, quarterly earnings reports or other financial
information should contact:






Jerry Reaux, President & CEO, orEmile E. Soulier, III, Vice President
  & CFOPhone: (337) 232-4631Fax: (337) 269-6233INDEPENDENT
AUDITORS



Castaing, Hussey & Lolan, LLC525 Weeks StreetNew Iberia, Louisiana 70560SPECIAL COUNSEL
  
  GENERAL COUNSELElias, Matz, Tiernan & Herrick
  L.L.P.
  
  Mark Andrus734 15th Street N.W.
  
  Davidson, Meaux,
  Sonnier, McElligott & SwiftWashington, D.C. 20005
  
  810 South Buchanan StreetLafayette, Louisiana 7050150