**UNITED STATES SECURITIES AND EXCHANGE COMMISSION**

**Washington,D.C.  20549**

 

**Form 10-QSB**

** **
| ý |   | **QUARTERLY REPORT UNDER SECTION 13  OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934**                                                                                                                                                                                                                        |
|--------|--------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |   |                                                                                                                                                                                                                                                                                                          |
|   |   | **FOR THE QUARTERLY PERIOD ENDED  MARCH 31, 2003**                                                                                                                                                                                                                                                            |
|   |   |                                                                                                                                                                                                                                                                                                          |
| o      |   | **TRANSITION REPORT UNDER SECTION  13 OR 15(d) OF THE SECURITIES EXCHANGE ACT**                                                                                                                                                                                                                               |
|   |   |                                                                                                                                                                                                                                                                                                          |
|   |   | **FOR THE TRANSITION PERIOD  FROM                      TO                      ** |

 

**Commission File Number 0-28894**

 

**AccessAnytime Bancorp, Inc.**

(Name of smallbusiness issuer in its charter)

 

| **DELAWARE**                                                     |   | **85-0444597**                        |
|------------------------------------------------------------------|--------|---------------------------------------|
| (State or other  jurisdiction of  incorporation or organization) |   | (I.R.S. Employer  Identification No.) |
|                                                             |   |                                  |
| **5210 Eubank, NE, Albuquerque, New  Mexico 87111**              |
| (Address of  principal executive offices)  (Zip Code)  |

 

Issuer’s telephonenumber, including area code:  **(505) 299-0900**

 

SECURITIESREGISTERED UNDER SECTION 12(b) OF THE EXCHANGE ACT:** None**

 

SECURITIESREGISTERED UNDER SECTION 12(g) OF THE EXCHANGE ACT:

 

**COMMON STOCK $.01 PAR VALUE**(Title of class)

 

Check whether theissuer (1) filed all reports required to be filed by Section 13 or 15(d) of theExchange Act during the past 12 months (or for such shorter period that theregistrant was required to file such reports), and (2) has been subject to suchfiling requirements for the past 90 days.

 

Yes ý              No o

 

1,357,131 Sharesof Capital Stock $.01 par valueOutstanding as of April 29, 2003

 

Transitional SmallBusiness Disclosure Format (check one):  Yes o   No ý

 

 

----

 

**TABLE OF CONTENTS**

 
| **PART I – FINANCIAL  INFORMATION** |
|------------------------------------------|
|                                     |   |
|                                     | Item 1 – Financial  Statements |
|                                     |   |
|                                     | Consolidated  Statements of Financial Condition  (Unaudited as of March 31, 2003) |
|                                     |   |
|                                     | Unaudited  Consolidated Statements of Operations |
|                                     |   |
|                                     | Unaudited  Consolidated Statement of Stockholders’ Equity |
|                                     |   |
|                                     | Unaudited  Consolidated Statements of Cash Flows |
|                                     |   |
|                                     | Notes to  Consolidated Financial Statements (Unaudited) |
|                                     |   |
|                                     | Item  2 – Management’s Discussion and Analysis or Plan of Operation |
|                                     |   |
|                                     | Item 3 – Controls and  Procedures |
|                                     |   |
| **PART II – OTHER INFORMATION**     |
|                                     |   |
|                                     | Item  1 – Legal Proceedings |
|                                     |   |
|                                     | Item 2 – Changes in  Securities |
|                                     |   |
|                                     | Item 3 –  Defaults Upon Senior Securities |
|                                     |   |
|                                     | Item  4 – Submission of Matters to a Vote of Security Holders |
|                                     |   |
|                                     | Item  5 – Other Information |
|                                     |   |
|                                     | Item 6 –  Exhibits and Reports on Form 8-K |
|                                     |   |
| **SIGNATURES**                           |
|                                     |   |
| **CERTIFICATIONS**                       |

 

2

----

 

**PART I – FINANCIAL INFORMATION**

 

# **Item 1 – FinancialStatements**

The following unauditedconsolidated financial statements include all adjustments, which in the opinionof management, are necessary in order to make such financial statements notmisleading.

 

# **ACCESSANYTIME BANCORP, INC. AND SUBSIDIARY**

# **ConsolidatedStatements of Financial Condition**

 
|                                                                                                                                                                           |   | **Unaudited**       |        |                    |   |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|---------------------|-------------|-------------------------|--------|
|                                                                                                                                                                           |   | **March 31,  2003** |        | **December  31,  2002** |   |
| ASSETS                                                                                                                                                                         |   |                |        |                    |   |
|                                                                                                                                                                           |   |                |        |                    |   |
| Cash  and cash equivalents                                                                                                                                                     |   | $                   | 12,562,565  |                    | $      | 12,342,444 |   |
| Certificates  of deposit                                                                                                                                                       |   | 5,893,000           |        | 5,993,000               |   |
| Securities  available-for-sale (amortized cost of $5,853,055 and $6,515,011)                                                                                                   |   | 6,016,730           |        | 6,665,338               |   |
| Securities  held-to-maturity (aggregate fair value of $1,643,670 and  $1,879,898)                                                                                         |   | 1,615,250           |        | 1,862,474               |   |
| Loans  held-for-sale (aggregate fair value of $12,460,184 and $6,688,146)                                                                                                      |   | 12,216,231          |        | 6,553,116               |   |
| Loans  receivable, net                                                                                                                                                         |   | 149,848,965         |        | 149,856,081             |   |
| Interest  receivable, loans                                                                                                                                                    |   | 704,950             |        | 771,189                 |   |
| Interest  receivable, securities                                                                                                                                               |   | 103,112             |        | 102,198                 |   |
| Real  estate owned                                                                                                                                                             |   | 564,810             |        | 647,917                 |   |
| Federal  Home Loan Bank stock                                                                                                                                                  |   | 1,019,400           |        | 1,013,200               |   |
| Premises  and equipment, net                                                                                                                                                   |   | 3,570,731           |        | 3,654,169               |   |
| Unidentifiable  intangible asset, net of accumulated amortization of $496,859 and $460,444                                                                                     |   | 1,687,229           |        | 1,723,644               |   |
| Deferred  tax asset                                                                                                                                                            |   | 385,079             |        | 361,368                 |   |
| Other  assets                                                                                                                                                                  |   | 500,943             |        | 553,997                 |   |
|                                                                                                                                                                           |   |                |        |                    |   |
| Total  assets                                                                                                                                                                  |   | $                   | 196,688,995 |                    | $      | 192,100,135 |   |
|                                                                                                                                                                           |   |                |        |                    |   |
| LIABILITIES  AND STOCKHOLDERS’ EQUITY                                                                                                                                     |   |                |        |                    |   |
|                                                                                                                                                                           |   |                |        |                    |   |
| Liabilities:                                                                                                                                                                   |   |                |        |                    |   |
| Deposits                                                                                                                                                                       |   | $                   | 158,285,546 |                    | $      | 159,197,158 |   |
| Federal  Home Loan Bank advances                                                                                                                                               |   | 14,470,975          |        | 8,267,321               |   |
| Accrued  interest and other liabilities                                                                                                                                        |   | 1,267,691           |        | 1,384,196               |   |
| Advanced  payments by borrowers for taxes and insurance                                                                                                                        |   | 499,559             |        | 434,247                 |   |
| Trust  Preferred Securities – Notes Payable                                                                                                                               |   | 8,000,000           |        | 8,000,000               |   |
|                                                                                                                                                                           |   |                |        |                    |   |
| Total  liabilities                                                                                                                                                             |   | 182,523,771         |        | 177,282,922             |   |
|                                                                                                                                                                           |   |                |        |                    |   |
| Commitments  and contingencies                                                                                                                                                 |   |                |        |                    |   |
|                                                                                                                                                                           |   |                |        |                    |   |
| Stockholders’  equity:                                                                                                                                                    |   |                |        |                    |   |
| Preferred  stock, $.01 par value; 4,000,000 shares authorized; none issued                                                                                                     |   | —              |        | —                  |   |
|                                                                                                                                                                           |   |                |        |                    |   |
| Common  stock, $.01 par value; 6,000,000 shares authorized; 1,508,545 and 1,508,012  shares issued; 1,204,844 and 1,302,161 shares outstanding in 2003 and 2002,  respectively |   | 15,085              |        | 15,080                  |   |
| Capital  in excess of par value                                                                                                                                                |   | 11,428,214          |        | 11,378,222              |   |
| Retained  earnings                                                                                                                                                             |   | 4,814,580           |        | 4,547,359               |   |
| Accumulated  other comprehensive income, net of tax expense of $65,470 and $60,131                                                                                             |   | 98,206              |        | 90,197                  |   |
|                                                                                                                                                                           |   | 16,356,085          |        | 16,030,858              |   |
| Unallocated  Employee Stock Ownership Plan shares; 152,000 and 160,000 shares outstanding                                                                                      |   | (825,000            | )           | (870,000                | )      |
| Treasury  stock, at cost; 151,701 and 45,851 shares                                                                                                                            |   | (1,365,861          | )           | (343,645                | )      |
| Total  stockholders’ equity                                                                                                                                               |   | 14,165,224          |        | 14,817,213              |   |
|                                                                                                                                                                           |   |                |        |                    |   |
| Total  liabilities and stockholders’ equity                                                                                                                               |   | $                   | 196,688,995 |                    | $      | 192,100,135 |   |

 

The accompanyingnotes are an integral part of these unaudited consolidated financialstatements.

 

3

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# **ACCESSANYTIME BANCORP, INC. AND SUBSIDIARY**

# **UnauditedConsolidated Statements of Operations**

 
|                                                  |   | **Three  Month Periods Ended  March 31,** |      |
|-------------------------------------------------------|--------|-------------------------------------------|-----------|
|                                                  |   | **2003**                                  |      | **2002** |   |
|                                                  |   |                                      |      |   |   |
| Interest  income:                                     |   |                                      |      |   |   |
| Loans  receivable                                     |   | $                                         | 2,702,157 |   | $ | 2,721,977 |   |
| Equity  securities                                    |   | 39,277                                    |      | 42,064 |   |
| Mortgage-backed  securities                           |   | 75,910                                    |      | 148,611 |   |
| Other  interest income                                |   | 67,393                                    |      | 47,297 |   |
|                                                  |   |                                      |      |   |   |
| Total  interest income                                |   | 2,884,737                                 |      | 2,959,949 |   |
|                                                  |   |                                      |      |   |   |
| Interest  expense:                                    |   |                                      |      |   |   |
| Deposits                                              |   | 866,014                                   |      | 1,090,774 |   |
| Federal  Home Loan Bank advances                      |   | 92,736                                    |      | 101,894 |   |
| Other  borrowings                                     |   | 159,729                                   |      | 119,208 |   |
|                                                  |   |                                      |      |   |   |
| Total  interest expense                               |   | 1,118,479                                 |      | 1,311,876 |   |
|                                                  |   |                                      |      |   |   |
| Net  interest income before provision for loan losses |   | 1,766,258                                 |      | 1,648,073 |   |
| Provision  for loan losses                            |   | 142,000                                   |      | 168,000 |   |
|                                                  |   |                                      |      |   |   |
| Net  interest income after provision for loan losses  |   | 1,624,258                                 |      | 1,480,073 |   |
|                                                  |   |                                      |      |   |   |
| Noninterest  income:                                  |   |                                      |      |   |   |
| Loan  servicing and other fees                        |   | 142,733                                   |      | 93,477 |   |
| Gains  on sales of mortgage loans held-for-sale       |   | 398,138                                   |      | 55,236 |   |
| Other  income                                         |   | 245,420                                   |      | 228,257 |   |
|                                                  |   |                                      |      |   |   |
| Total  noninterest income                             |   | 786,291                                   |      | 376,970 |   |
|                                                  |   |                                      |      |   |   |
| Noninterest  expense:                                 |   |                                      |      |   |   |
| Salaries  and employee benefits                       |   | 1,053,256                                 |      | 798,126 |   |
| Occupancy  expense                                    |   | 229,113                                   |      | 177,271 |   |
| Deposit  insurance premium                            |   | 19,976                                    |      | 29,383 |   |
| Advertising                                           |   | 24,306                                    |      | 16,566 |   |
| Professional  fees                                    |   | 82,764                                    |      | 90,809 |   |
| Other  expense                                        |   | 529,066                                   |      | 327,866 |   |
|                                                  |   |                                      |      |   |   |
| Total  noninterest expense                            |   | 1,938,481                                 |      | 1,440,021 |   |
|                                                  |   |                                      |      |   |   |
| Income  before income taxes                           |   | 472,068                                   |      | 417,022 |   |
|                                                  |   |                                      |      |   |   |
| Income  tax expense                                   |   | 204,847                                   |      | 158,468 |   |
|                                                  |   |                                      |      |   |   |
| Net  income                                           |   | $                                         | 267,221   |   | $ | 258,554 |   |
|                                                  |   |                                      |      |   |   |
| Earnings  per common share-basic                      |   | $                                         | 0.21      |   | $ | 0.20 |   |
|                                                  |   |                                      |      |   |   |
| Earnings  per common share-assuming dilution          |   | $                                         | 0.19      |   | $ | 0.19 |   |

 

The accompanying notesare an integral part of these unaudited consolidated financial statements.

 

4

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**ACCESS ANYTIME BANCORP, INC. ANDSUBSIDIARY**

### **UnauditedConsolidated Statement of Stockholders’ Equity**

 
|                                                                                      |   | **Comprehensive  Income** |    | **Common  Stock** |   | **Capital  in Excess  of Par  Value** |   | **Retained  Earnings** |   | **Accumulated  Other  Comprehensive  Income,  Net** |    | **Unallocated  ESOP Shares** |      | **Treasury  Stock** |   | **Total** |   |
|-------------------------------------------------------------------------------------------|--------|---------------------------|---------|-------------------|--------|---------------------------------------|--------|------------------------|--------|-----------------------------------------------------|---------|------------------------------|-----------|---------------------|--------|-----------|--------|
|                                                                                      |   |                      |    |              |   |                                  |   |                   |
|                                                                                      |   |                      |    |              |   |                                  |   |                   |
|                                                                                      |   | **Number  of shares**     |    | **Amount**        |   |                                  |   |                   |   | **Number  Of Shares**                               |    | **Amount**                   |      |                |
|                                                                                      |   |                      |    |              |   |                                  |   |                   |   |                                                |
|                                                                                      |   |                      |    |              |   |                                  |   |                   |   |                                                |    |                         |      |                |   |      |   |   |   |   |   |
| Balance at December 31, 2002                                                         |   |                      |    | 1,508,012         |   | $                                     | 15,080 |                   | $      | 11,378,222                                          |    | $                            | 4,547,359 |                | $      | 90,197    |   | $ | (870,000 | ) | 45,851 |   | $ | (343,645 | ) | $ | 14,817,213 |   |
|                                                                                      |   |                      |    |              |   |                                  |   |                   |   |                                                |    |                         |      |                |   |      |   |   |   |   |   |
| Net income                                                                                |   | $                         | 267,221 |              | — |                                  | — |                   | — |                                                | 267,221 |                         | —    |                | — |      | — |   | — |   | 267,221 |   |
|                                                                                      |   |                      |    |              |   |                                  |   |                   |   |                                                |    |                         |      |                |   |      |   |   |   |   |   |
| Net change in unrealized appreciation  on available-for-sale securities, net of  tax |   | 8,009                     |    | —            |   | —                                |   | —                 |   | —                                              |    | 8,009                        |      | —              |   | —    |   | — |   | 8,009 |   |
|                                                                                      |   |                      |    |              |   |                                  |   |                   |   |                                                |    |                         |      |                |   |      |   |   |   |   |   |
| Total comprehensive income                                                                |   | $                         | 275,230 |              |   |                                  |   |                   |   |                                                |    |                         |      |                |   |      |   |   |   |   |   |   |
|                                                                                      |   |                      |    |              |   |                                  |   |                   |   |                                                |    |                         |      |                |   |      |   |   |   |   |   |
| Common shares issued                                                                      |   |                      |    | 533               |   | 5                                     |   | 2,993                  |   |                                                |    |                         |      |                |   |      |   |   |   | 2,998 |   |
|                                                                                      |   |                      |    |              |   |                                  |   |                   |   |                                                |    |                         |      |                |   |      |   |   |   |   |   |
| Common stock rights awarded in lieu of directors’  cash compensation                 |   |                      |    | —            |   | —                                |   | 16,000                 |   | —                                              |    | —                       |      | —              |   | —    |   | — |   | 16,000 |   |
|                                                                                      |   |                      |    |              |   |                                  |   |                   |   |                                                |    |                         |      |                |   |      |   |   |   |   |   |
| Purchases of   treasury stock                                                        |   |                      |    | —            |   | —                                |   | —                 |   | —                                              |    | —                       |      | —              |   | 105,850   |   | (1,022,216 | ) | (1,022,216 |   |
|                                                                                      |   |                      |    |              |   |                                  |   |                   |   |                                                |    |                         |      |                |   |      |   |   |   |   |   |
| ESOP shares allocated                                                                     |   |                      |    | —            |   | —                                |   | 30,999                 |   | —                                              |    | —                       |      | 45,000              |   | —    |   | — |   | 75,999 |   |
|                                                                                      |   |                      |    |              |   |                                  |   |                   |   |                                                |    |                         |      |                |   |      |   |   |   |   |   |
| Balance at March 31, 2003                                                                 |   |                      |    | 1,508,545         |   | $                                     | 15,085 |                   | $      | 11,428,214                                          |    | $                            | 4,814,580 |                | $      | 98,206    |   | $ | (825,000 | ) | 151,701 |   | $ | (1,365,861 | ) | $ | 14,165,224 |   |

 

|                                                                      |   | **Three  Months Ended  March 31, 2003** |   | **Year Ended  December 31, 2002** |   |
|---------------------------------------------------------------------------|--------|-----------------------------------------|--------|-----------------------------------|--------|
|                                                                      |   |                                    |   |                              |   |
| Disclosure of reclassification amounts:                                   |   |                                    |   |                              |   |
| Unrealized holding gains arising during period                            |   | $                                       | 8,009  |                              | $      | 76,435 |   |
| Reclassification adjustment for gains included in  net income             |   | —                                  |   | (58,115                           | )      |
| Net unrealized appreciation on available-for-sale  securities, net of tax |   | $                                       | 8,009  |                              | $      | 18,320 |   |

 

The accompanyingnotes are an integral part of these unaudited consolidated financialstatements.

 

5

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**ACCESS ANYTIME BANCORP, INC. AND SUBSIDIARY**

# **UnauditedConsolidated Statements of Cash Flows**

 
|                                                                                |   | **Three  Month Periods Ended  March 31,** |      |
|-------------------------------------------------------------------------------------|--------|-------------------------------------------|-----------|
|                                                                                |   | **2003**                                  |      | **2002** |   |
| Cash  flows from operating activities:                                              |   |                                      |      |   |   |
| Net  income                                                                         |   | $                                         | 267,221   |   | $ | 258,554 |   |
| Adjustments  to reconcile net income to cash from operating activities:             |   |                                      |      |   |   |
| Depreciation  and amortization                                                      |   | 150,690                                   |      | 95,653 |   |
| Deferred  income taxes                                                              |   | (23,711                                   | )         | 84,150 |   |
| Provision  for loan losses                                                          |   | 142,000                                   |      | 168,000 |   |
| Amortization  of premiums on investment securities                                  |   | 10,181                                    |      | 9,683 |   |
| Amortization  of loan premiums, discounts and deferred fees, net                    |   | 70,472                                    |      | 59,182 |   |
| Non-cash  ESOP contribution                                                         |   | 75,999                                    |      | 54,011 |   |
| Gains  on sales of mortgage loans held-for-sale                                     |   | (398,138                                  | )         | (55,236 | ) |
| Proceeds  from sales of mortgage loans held-for-sale                                |   | 20,804,525                                |      | 3,536,102 |   |
| Originations  of mortgage loans held-for-sale                                       |   | (26,069,502                               | )         | (3,499,944 | ) |
| Common  stock rights awarded in lieu of directors compensation                      |   | 16,000                                    |      | 14,400 |   |
| Loss  (gain) on sale of foreclosed real estate                                      |   | 5,883                                     |      | (39,859 | ) |
| Gain  on disposition of assets                                                      |   | (1,877                                    | )         | — |   |
| Net  increase (decrease) in accrued interest receivable and other assets            |   | 19,789                                    |      | (225,761 | ) |
| (Increase)  decrease in accrued interest and other liabilities                      |   | (116,505                                  | )         | 29,865 |   |
|                                                                                |   |                                      |      |   |   |
| Net  cash from operating activities                                                 |   | (5,046,973                                | )         | 461,800 |   |
|                                                                                |   |                                      |      |   |   |
| Cash  flows from investing activities:                                              |   |                                      |      |   |   |
| Purchases  of available-for-sale securities                                         |   | —                                    |      | (200,000 | ) |
| Proceeds  from maturities and principal repayments of available-for-sale securities |   | 643,248                                   |      | 768,738 |   |
| Proceeds  from maturities and principal repayments of held-to-maturity securities   |   | 242,403                                   |      | 25,762 |   |
| Net  (increase) decrease in certificates of deposit                                 |   | 100,000                                   |      | (100,000 | ) |
| Net  increase in loans                                                              |   | (205,356                                  | )         | (4,601,391 | ) |
| Proceeds  from sales of foreclosed real estate                                      |   | 179,500                                   |      | 391,989 |   |
| Purchases  of premises and equipment                                                |   | (30,837                                   | )         | (126,644 | ) |
|                                                                                |   |                                      |      |   |   |
| Net  cash from investing activities                                                 |   | 928,958                                   |      | (3,841,546 | ) |
|                                                                                |   |                                      |      |   |   |
| Cash  flows from financing activities:                                              |   |                                      |      |   |   |
| Net  (decrease) increase in deposits                                                |   | (911,612                                  | )         | 4,292,116 |   |
| Net  increase in Federal Home Loan Bank advances                                    |   | 6,203,654                                 |      | — |   |
| Net  increase in advance payments by borrowers for taxes and insurance              |   | 65,312                                    |      | 57,920 |   |
| Repayment  of employee stock ownership plan-note payable                            |   | —                                    |      | (45,704 | ) |
| Purchase  of treasury stock                                                         |   | (1,022,216                                | )         | (14,200 | ) |
| Proceeds  from issuance of common stock                                             |   | 2,998                                     |      | — |   |
|                                                                                |   |                                      |      |   |   |
| Net  cash from financing activities                                                 |   | 4,338,136                                 |      | 4,290,132 |   |
|                                                                                |   |                                      |      |   |   |
| Increase  in cash and cash equivalents                                              |   | 220,121                                   |      | 910,386 |   |
| Cash  and cash equivalents at beginning of period                                   |   | 12,342,444                                |      | 10,611,093 |   |
|                                                                                |   |                                      |      |   |   |
| Cash  and cash equivalents at end of three-months period ended March 31             |   | 12,562,565                                |      | 11,521,479 |   |
|                                                                                |   |                                      |      |   |   |
| Supplemental  disclosures of cash flow information:                                 |   |                                      |      |   |   |
| Cash  paid during the period for:                                                   |   |                                      |      |   |   |
| Interest                                                                            |   | $                                         | 1,221,198 |   | $ | 1,475,629 |   |
| Income  taxes                                                                       |   | 150                                       |      | 16,750 |   |
| Supplemental  disclosure of non-cash investing and financing activities:            |   |                                      |      |   |   |
| Real  estate acquired in settlement of loans                                        |   | 124,434                                   |      | 238,187 |   |

 

The accompanyingnotes are an integral part of these unaudited consolidated financialstatements.

 

6

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**ACCESSANYTIME BANCORP, INC. AND SUBSIDIARYNOTES TO CONSOLIDATED FINANCIALSTATEMENTS (Unaudited)**

 

#### **NOTE 1**                       Basis of Consolidation and Presentation

 

Access Anytime Bancorp,Inc. (the “Company”) is a thrift holding company for its wholly ownedsubsidiary FirstBank (the “Bank”) and the Bank’s wholly owned subsidiary, FirstEquity Development Corporation (“FEDCO”). The consolidated financial statements include the accounts andtransactions of the Company, Bank and FEDCO. All significant intercompany accounts and transactions have beeneliminated in consolidation.

 

The unaudited interimfinancial statements have been prepared by management of the Company, withoutaudit.  Certain information and footnotedisclosures normally included in consolidated financial statements prepared inaccordance with accounting principles generally accepted in the United Statesof America have been omitted pursuant to such rules and regulations, althoughmanagement believes that the disclosures included herein are adequate to makethe information presented not misleading. In the opinion of management, all adjustments (consisting of only normalrecurring accruals) considered necessary for a fair presentation of theinformation have been included.  TheDecember 31, 2002 consolidated statement of financial condition, as presentedherein, was derived from audited financial statements, but does not include alldisclosures required by accounting principles generally accepted in the UnitedStates of America and should be read in conjunction with the auditedconsolidated financial statements of the Company for the year ended December31, 2002.

 

#### **NOTE 2**                       Summary of Significant Accounting Policies

 

***Impact of New Accounting Standards*** – In October 2002, the FASB issued StatementNo. 147 (“Statement 147”), *Acquisitions ofCertain Financial Institutions-an amendment of FASB Statements No. 72 and No.144 and FASB Interpretation No. 9*. This statement requires that unidentifiable intangible assets that wereacquired in a transaction that did not meet the definition of a businesscombination continue to be amortized over their remaining useful lives.  The Company adopted the provisions ofStatement No. 147 as of July 1, 2002, and this adoption had no impact on theCompany’s consolidated financial statements.

 

InNovember 2002, the FASB issued Interpretation No. 45 (“Interpretation 45”), *Guarantor’sAccounting and Disclosure Requirements for Guarantees, Including IndirectGuarantees of Indebtedness to Others, an interpretation of FASB Statements No.5, 57, and 107 and a rescission of FASB Interpretation No. 34.*  This interpretation elaborates on thedisclosures to be made by a guarantor in its interim and annual consolidatedfinancial statements about its obligations under guarantees issued.  Interpretation 45 also clarifies that aguarantor is required to recognize, at inception of a guarantee, a liabilityfor the fair value of the obligation undertaken.  The initial recognition and measurement provisions ofInterpretation 45 are applicable to guarantees issued or modified afterDecember 15, 2002 and are not expected to have a material effect on theCompany’s consolidated financial statements. The disclosure requirements are effective for consolidated financialstatements of interim or annual periods ending after December 15, 2002.

 

7

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InDecember 2002, the FASB issued Statement No. 148 (“Statement 148”), *Accountingfor Stock-Based Compensation-Transition and Disclosure-an amendment of FASBStatement No. 123.*  Thisstatement amends Statement 123 to provide alternative methods of transition toa voluntary change to the fair value based method of accounting for stock-basedemployee compensation.  In addition,Statement 148 amends the disclosure requirements to require prominentdisclosures in both annual and interim financial statements about the method ofaccounting for stock-based employee compensation and the effect of the methodused on reported results.  Statement 148is effective for fiscal years ending after December 15, 2002, and for interimperiods beginning after December 15, 2002.

 

Statement 148 allows forthe fair value based method under Statement 123, *Accounting for Stock Based Compensation*,or the intrinsic value based method under APB Opinion No. 25 (“Opinion 25”), *Accountingfor Stock Issued to Employees*. Under the fair value based method of accounting, compensation cost ismeasured at the grant date based on the value of the award and is recognizedover the service period, which is generally the vesting period.  Under the intrinsic value method ofaccounting, compensation cost is the excess, if any, of the quoted market priceof the stock at grant date or other measurement date over the amount anemployee must pay to acquire the stock. The Company has elected to continue to use the intrinsic value method ofaccounting under Opinion 25, and has disclosed the proforma effects of the fairvalue based method for the periods presented in its consolidated financialstatements as shown below.

 

Had compensation cost forall grants of stock options and the director retainer plan shares during 2003and 2002 been determined based on the fair value at the date of grant, reportednet income and earnings per share would have been adjusted to the pro-formaamounts shown below:

 

|                                                                                                                                          |   | **Three  Month Periods Ended  March 31,** |    |
|-----------------------------------------------------------------------------------------------------------------------------------------------|--------|-------------------------------------------|---------|
|                                                                                                                                          |   | **2003**                                  |    | **2002** |   |
|                                                                                                                                          |   |                                      |    |   |   |
| Net  income, as reported                                                                                                                      |   | $                                         | 267,221 |   | $ | 258,554 |   |
| Deduct:  Total stock-based employee compensation expense determined under fair value  based method for all awards, net of related tax effects |   | (5,340                                    | )       | (21,855 | ) |
| Pro  forma net income                                                                                                                         |   | $                                         | 261,881 |   | $ | 236,699 |   |
|                                                                                                                                          |   |                                      |    |   |   |
| Earnings  per share-basic                                                                                                                     |   |                                      |    |   |   |
| As  reported                                                                                                                                  |   | $                                         | 0.21    |   | $ | 0.20 |   |
| Pro-forma                                                                                                                                     |   | 0.20                                      |    | 0.18 |   |
|                                                                                                                                          |   |                                      |    |   |   |
| Earnings  per share-assuming dilution                                                                                                         |   |                                      |    |   |   |
| As  reported                                                                                                                                  |   | $                                         | 0.19    |   | $ | 0.19 |   |
| Pro-forma                                                                                                                                     |   | 0.19                                      |    | 0.18 |   |

 

8

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**NOTE 3****                       SECURITIES**

 

Securities have beenclassified in the consolidated statements of financial condition according tomanagement’s intent.  The carryingamount of securities and their approximate fair value follow:

 
|                                |   | **Amortized  Cost** |      | **Gross  unrealized** |       | **Fair  Value** |   |
|-------------------------------------|--------|---------------------|-----------|-----------------------|------------|-----------------|--------|
|                                |   |                | **Gains** |                  | **Losses** |            |   |
|                                |   |                |      |                  |       |            |   |   |   |
| **Available-for-sale  securities:** |   |                |      |                  |       |            |   |   |   |
|                                |   |                |      |                  |       |            |   |   |   |
| March  31, 2003:                    |   |                |      |                  |       |            |   |   |   |
| Mortgage-backed  securities:        |   |                |      |                  |       |            |   |   |   |
| GNMA  adjustable rate               |   | $                   | 3,569,078 |                  | $          | 45,409          |   | $ | — |   | $ | 3,614,487 |   |
| GNMA  fixed rate                    |   | 1,522,272           |      | 77,617                |       | —          |   | 1,599,889 |   |
| Equity  securities:                 |   |                |      |                  |       |            |   |   |   |
| FNMA  common stock                  |   | 6,858               |      | —                |       | 323             |   | 6,535 |   |
| Corporate  bonds                    |   | 99,847              |      | —                |       | —          |   | 100,447 |   |
| Trust  preferred securities         |   | 655,000             |      | 40,372                |       | —          |   | 695,375 |   |
|                                |   | $                   | 5,853,055 |                  | $          | 163,998         |   | $ | 323 |   | $ | 6,016,730 |   |
|                                |   |                |      |                  |       |            |   |   |   |
| December  31, 2002:                 |   |                |      |                  |       |            |   |   |   |
| Mortgage-backed  securities:        |   |                |      |                  |       |            |   |   |   |
| GNMA  adjustable rate               |   | $                   | 3,869,130 |                  | $          | 35,498          |   | $ | 3,216 |   | $ | 3,901,412 |   |
| GNMA  fixed rate                    |   | 1,884,218           |      | 95,672                |       | —          |   | 1,979,890 |   |
| Equity  securities:                 |   |                |      |                  |       |            |   |   |   |
| FNMA  common stock                  |   | 6,858               |      | —                |       | 425             |   | 6,433 |   |
| Corporate  bonds                    |   | 99,805              |      | 971                   |       | —          |   | 100,776 |   |
| Trust  preferred securities         |   | 655,000             |      | 22,150                |       | 323             |   | 678,827 |   |
|                                |   | $                   | 6,515,011 |                  | $          | 154,291         |   | $ | 3,964 |   | $ | 6,665,338 |   |

 
|                              |   | **Amortized  Cost** |       | **Gross  unrealized** |       | **Fair  Value** |       |
|-----------------------------------|--------|---------------------|------------|-----------------------|------------|-----------------|------------|
|                              |   |                | **Gains**  |                  | **Losses** |            |       |
|                              |   |                |       |                  |       |            |       |   |   |
| **Held-to-maturity  securities:** |   |                |       |                  |       |            |       |   |   |
|                              |   |                |       |                  |       |            |       |   |   |
| March  31, 2003:                  |   |                |       |                  |       |            |       |   |   |
| Mortgage-backed  securities:      |   |                |       |                  |       |            |       |   |   |
| FHLMC  adjustable rate            |   | $                   | 420,117    |                  | $          | 4,745           |       | $ | — |   | $ | 424,862 |   |
| Corporate  bonds                  |   | 895,133             |       | 7,934                 |       | 1,059           |       | 902,008 |   |
| Trust  preferred securities       |   | 300,000             |       | 16,800                |       | —          |       | 316,800 |   |
|                              |   | $                   | 1,615,250  |                  | $          | 29,479          |       | $ | — |   | $ | 1,643,670 |   |
|                              |   |                | ** ** |                  | ** ** |            | ** ** |   | ** ** |
| December  31, 2002:               |   |                |       |                  |       |            |       |   |   |
| Mortgage-backed  securities:      |   |                |       |                  |       |            |       |   |   |
| FHLMC  adjustable rate            |   | $                   | 463,270    |                  | $          | 7,828           |       | $ | — |   | $ | 471,098 |   |
| Corporate  bonds                  |   | 1,099,204           |       | 2,105                 |       | 2,737           |       | 1,098,572 |   |
| Trust  preferred securities       |   | 300,000             |       | 10,228                |       | —          |       | 310,228 |   |
|                              |   | $                   | 1,862,474  |                  | $          | 20,161          |       | $ | 2,737 |   | $ | 1,879,898 |   |

 

9

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**NOTE 4****                       LOANSHELD-FOR-SALE**

 

The carrying amount ofloans held-for-sale and their estimated fair value, as determined on anaggregate basis, follow:

 
|               |   |                |       | **Gross  unrealized** |   |       |   |
|--------------------|--------|---------------------|------------|-----------------------|--------|------------|--------|
|               |   | **Amortized  cost** |       | **Gains**             |   | **Losses** |   | **Fair value** |   |
|               |   |                |       |                  |   |       |   |   |   |
| March  31, 2003    |   | $                   | 12,216,231 |                  | $      | 243,953    |   | $ | — |   | $ | 12,460,184 |   |
| December  31, 2002 |   | 6,553,116           |       | 135,030               |   | —     |   | 6,688,146 |   |
|                    |        |                     |            |                       |        |            |        |  |  |  |  |  |  |

 

**NOTE 5****                       LOANSRECEIVABLE**

 

The components of loansin the consolidated statements of financial condition were as follows:

 
|                                               |   | **March 31,  2003** |        | **December  31,  2002** |   |
|----------------------------------------------------|--------|---------------------|-------------|-------------------------|--------|
|                                               |   |                |        |                    |   |
| First  mortgage loans:                             |   |                |        |                    |   |
| Conventional                                       |   | $                   | 74,176,183  |                    | $      | 72,697,413 |   |
| FHA  insured and VA guaranteed                     |   | 11,652,053          |        | 12,305,845              |   |
| Commercial  real estate loans                      |   | 28,166,161          |        | 27,998,956              |   |
| Commercial  loans, other than mortgage             |   | 9,529,451           |        | 9,559,696               |   |
| Consumer  and installment loans                    |   | 22,315,519          |        | 23,096,720              |   |
| Construction  loans                                |   | 1,197,236           |        | 1,590,619               |   |
| Other                                              |   | 5,524,259           |        | 5,225,768               |   |
|                                               |   |                |        |                    |   |
|                                               |   | 152,560,862         |        | 152,475,017             |   |
|                                               |   |                |        |                    |   |
| Less:                                              |   |                |        |                    |   |
| Loans  in process                                  |   | 794,008             |        | 702,086                 |   |
| Unearned  discounts, deferred loan fees, and other |   | 1,020,805           |        | 1,091,865               |   |
| Allowance  for loan losses                         |   | 897,084             |        | 824,985                 |   |
|                                               |   |                |        |                    |   |
|                                               |   | $                   | 149,848,965 |                    | $      | 149,856,081 |   |

 

10

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The allowance for loanlosses is established by management of the Bank to incorporate a systematicmethodology, which is applied quarterly, to determine the elements of theallowance for loan losses and the resultant provisions for loan losses itconsiders adequate to provide for anticipated loan losses.  This methodology includes the followingelements:

 

• A systematic loan grading system

• A periodic review of the summary ofthe allowance for loan loss balance using historical loss factors

• Identification of loans to beevaluated on an individual basis for impairment

• Consideration of internal factorssuch as the Bank’s size, organizational structure, loan portfolio structure,loan administration procedures, past due and delinquency trends, and lossexperience

• Consideration of risks inherent indifferent kinds of lending

• Consideration of external factorssuch as local, regional, and national economic factors

• An overall evaluation of the qualityof the underlying collateral, and holding and disposition costs

 

Specific reserves areprovided for individual loans where ultimate collection is consideredquestionable by management after reviewing the current status of loans that arecontractually past due and considering the net realizable value of the securityand of the loan guarantees, if applicable. The following table is an analysis of changes in allowance for loanlosses:

 
|                                             |   | **Three  Months Ended  March 31, 2003** |    | **Three  Months Ended  March 31, 2002** |   |
|--------------------------------------------------|--------|-----------------------------------------|---------|-----------------------------------------|--------|
|                                             |   |                                    |    |                                    |   |
| Balance  at beginning of period                  |   | $                                       | 824,985 |                                    | $      | 744,987 |   |
|                                             |   |                                    |    |                                    |   |
| Loans  charged-off                               |   | (122,214                                | )       | (115,959                                | )      |
| Recoveries                                       |   | 52,313                                  |    | 7,737                                   |   |
|                                             |   |                                    |    |                                    |   |
| Net  loans charged-off                           |   | (69,901                                 | )       | (108,222                                | )      |
| Provision  for loan losses charged to operations |   | 142,000                                 |    | 168,000                                 |   |
|                                             |   |                                    |    |                                    |   |
| Balance  at end of period                        |   | $                                       | 897,084 |                                    | $      | 804,765 |   |

 

An analysis of thechanges of loans to directors, executive officers, and major stockholders is asfollows:

 
|                                          |   | **Three  Months Ended March 31, 2003** |      | **Year Ended  December 31, 2002** |   |
|-----------------------------------------------|--------|----------------------------------------|-----------|-----------------------------------|--------|
|                                          |   |                                   |      |                              |   |
| Balance  at beginning of period               |   | $                                      | 1,523,636 |                              | $      | 1,429,690 |   |
| Loans  originated                             |   | —                                 |      | 648,100                           |   |
| Loan  principal payments and other reductions |   | (113,899                               | )         | (554,154                          | )      |
|                                          |   |                                   |      |                              |   |
| Balance  at end of period                     |   | $                                      | 1,409,737 |                              | $      | 1,523,636 |   |

 

11

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**NOTE 6****                       NON-PERFORMINGASSETS**

 

The composition of theBank’s portfolio of non-performing assets is shown in the following table:

 
|                                            |   | **March 31,  2003** |      | **December  31, 2002** |   |
|-------------------------------------------------|--------|---------------------|-----------|------------------------|--------|
|                                            |   |                |      |                   |   |
| Non-accruing  loans*                            |   | $                   | 1,155,433 |                   | $      | 1,623,204 |   |
| Past  due 90 days or more and still accruing    |   | —              |      | —                 |   |
| Troubled  debt restructured                     |   | —              |      | —                 |   |
| Other  real estate                              |   | 564,810             |      | 647,917                |   |
|                                            |   |                |      |                   |   |
|                                            |   | $                   | 1,720,243 |                   | $      | 2,271,121 |   |
|                                            |   |                |      |                   |   |
| Ratio  of non-performing assets to total assets |   | 0.87                | %         | 1.18                   | %      |

 

----

*   Primarilyloans which are past due for 90 days or more

 

**NOTE 7****                       EARNINGSPER SHARE**

 

Basic earnings per commonshare has been computed by dividing net income for the period by the weightedaverage number of common shares outstanding during the period.  Diluted earnings per common share has beencomputed by dividing net income for the period by the weighted average numberof common shares outstanding during the period adjusted for the assumedexercise of outstanding stock options and other contingently issuable shares ofcommon stock.  Net income for basic anddiluted earnings per share are the same, as there are no contingently issuableshares of stock whose issuance would have impacted net income.

 

A reconciliation betweenbasic and diluted weighted average common shares outstanding follows:

 
|                                                     |   | **Three  Months Ended  March 31,** |   |
|----------------------------------------------------------|--------|------------------------------------|--------|
|                                                     |   | **2003**                           |   | **2002** |   |
|                                                     |   |                               |   |   |   |
| Weighted  average common shares – Basic             |   | 1,294,204                          |   | 1,287,408 |   |
|                                                     |   |                               |   |   |   |
| Plus  effect of dilutive securities:                     |   |                               |   |   |   |
| Stock  Options                                           |   | 33,968                             |   | 21,942 |   |
| Shares  held as Treasury Stock                           |   | 48,672                             |   | 34,564 |   |
|                                                     |   |                               |   |   |   |
| Weighted  average common shares – Assuming Dilution |   | 1,376,844                          |   | 1,343,914 |   |

 

12

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**NOTE 8****                       UNIDENTIFIABLEINTANGIBLE ASSET**

 

The Company has anunidentifiable intangible asset that was originated in connection with theCompany’s expansion through an acquisition of two established branch operationsin target markets in 1999.  Theintangible asset did not meet the definition of a business combination inaccordance with Statement No. 141.  Assuch, the Company continues to amortize the intangible asset related to theacquisition in accordance with Statement No. 142 over a period of fifteenyears.

 

13

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**Item2 – Management’s Discussion and Analysis or Plan of Operation**

 

**Thefollowing discussion should be read in conjunction with Access Anytime Bancorp,Inc.’s (“the Company”) 2002 Annual Report on Form 10-KSB.**

 

**General**

 

The Company is aDelaware corporation which was organized in 1996 for the purpose of becomingthe thrift holding company of FirstBank (the “Bank”).  The Bank is a federally chartered stock savings bank conductingbusiness from eight banking locations in Albuquerque, Clovis, Gallup, andPortales, New Mexico.  The Bank has awholly owned subsidiary, FEDCO, which is currently inactive.

 

The Bank isprincipally engaged in the business of attracting retail and commercialdeposits from the general public and investing those funds in first mortgageloans in owner occupied, single-family residential loans, residentialconstruction loans and commercial real estate loans.  In addition, the Bank originates consumer loans, including loansfor the purchase of automobiles and home improvement loans, and commercialbusiness loans including Small Business Administration loans.

 

The most significantoutside factors influencing the operations of the Bank and other financialinstitutions include general economic conditions, competition in the localmarket place and the related monetary****and fiscal policies of agencies thatregulate financial institutions.  Morespecifically, the cost of funds, primarily consisting of deposits, isinfluenced by interest rates on competing investments and general market ratesof interest.  Lending activities areinfluenced by the demand for real estate financing and other types of loans,which in turn is affected by the interest rates at which such loans may beoffered and other factors affecting loan demand and funds availability.

 

### **FinancialCondition**

 

Total assets for theCompany increased by $4,588,860 or 2.39%, from December 31, 2002 to March 31,2003.  The increase in assets was primarilydue to an increase of approximately $5.7 million in loans held-for-sale.

 

Total liabilitiesincreased by $5,240,849 or 2.96% for the quarter ended March 31, 2003.  An increase of approximately $6.2 million inFederal Home Loan Bank advances was the primary reason for the increase intotal liabilities.

 

On February 25, 2003 theCompany announced a plan to repurchase up to 100,000 shares, or approximately6.6% of its common shares on or before December 31, 2003.  The Company repurchased 100,000 shares for$966,046, and announced the completion of its stock repurchase program onFebruary 27, 2003.  During the firstquarter of 2003, the Company also repurchased 5,850 shares for the Rabbi Trust.

 

14

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### **CapitalAdequacy and Liquidity**

 

**Capital Adequacy -**Under the FinancialInstitutions Reform, Recovery and Enforcement Act of 1989 (“FIRREA”) and theimplementation of Office of Thrift Supervision (“OTS”) regulations on December7, 1989 the Bank must have:  (1) Tier 1or core capital equal to 3% of adjusted total assets and (2) total capitalequal to 8.0% of risk-weighted assets, which includes off-balance sheet items.

 

Under the Federal DepositInsurance Corporation Improvement Act (“FDICIA”), to be deemed “well capitalized”the minimum ratios the Bank must have are: (1) Tier 1 or core capital of 5% ofadjusted total assets, (2) Tier 1 risk-based capital of 6% of risk-weightedassets, and (3) total risk-based capital of 10% of risk weighted assets.

 

The following table is areconciliation of the Bank’s capital for regulatory purposes at March 31, 2003as reported to the OTS.

 
|                                                               |   | **Tier 1 -  Core  Capital** |        | **Tier 1 -  Risk-based  Capital** |        | **Total  Risk-based  Capital** |   |
|--------------------------------------------------------------------|--------|-----------------------------|-------------|-----------------------------------|-------------|--------------------------------|--------|
|                                                               |   |                        |        |                              |        |                           |   |
| Total  regulatory assets                                           |   | $                           | 194,214,615 |                              |        |                           |   |   |
| Net  unrealized gain on available-for-sale securities, net         |   | (133,743                    | )           |                              |        |                           |   |
| Less  intangible assets disallowed for regulatory purposes         |   | (1,687,229                  | )           |                              |        |                           |   |
|                                                               |   |                        |        |                              |        |                           |   |
| Adjusted  regulatory total assets                                  |   | $                           | 192,393,643 |                              |        |                           |   |   |
|                                                               |   |                        |        |                              |        |                           |   |
| Risk-based  assets                                                 |   |                        |        | $                                 | 130,436,000 |                           | $      | 130,436,000 |   |
|                                                               |   |                        |        |                              |        |                           |   |
| Stockholder’s  equity                                         |   | $                           | 19,917,411  |                              | $           | 19,917,411                     |   | $ | 19,917,411 |   |
| Net  unrealized appreciation on available-for-sale securities, net |   | (80,246                     | )           | (80,246                           | )           | (80,246                        | )      |
| General  valuation allowance                                       |   | —                      |        | —                            |        | 769,702                        |   |
| Less  intangible assets disallowed for regulatory purposes         |   | (1,687,229                  | )           | (1,687,229                        | )           | (1,687,229                     | )      |
|                                                               |   |                        |        |                              |        |                           |   |
| Regulatory  capital                                                |   | 18,149,936                  |        | 18,149,936                        |        | 18,919,638                     |   |
| Regulatory  capital required to be “well capitalized”    |   | 9,619,682                   |        | 7,826,160                         |        | 13,043,600                     |   |
|                                                               |   |                        |        |                              |        |                           |   |
| Excess  regulatory capital                                         |   | $                           | 8,530,254   |                              | $           | 10,323,776                     |   | $ | 5,876,038 |   |
|                                                               |   |                        |        |                              |        |                           |   |
| Bank’s  capital to adjusted regulatory assets                 |   | 9.43                        | %           |                              |        |                           |   |
|                                                               |   |                        |        |                              |        |                           |   |
| Bank’s  capital to risk-based assets                          |   |                        |        | 13.91                             | %           | 14.50                          | %      |

 

15

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**Liquidity**

 

Liquidity enables theBank to meet withdrawals of its deposits and the needs of its loancustomers.  The Bank maintains itsliquidity position through maintenance of cash resources and a core depositbase.  A further source is the Bank’sability to borrow funds.  The Bank is amember of the Federal Home Loan Bank (“FHLB”) which provides a source ofborrowings to the Bank for asset and asset/liability matching.  FHLB borrowings were $14.5 and $8.3 millionat March 31, 2003 and December 31, 2002, respectively.

 

Liquidityrisk results from the mismatching of assets and liability cash flows.  Management chooses asset/liabilitystrategies that promote stable earnings and reliable funding.  Interest rate risk and funding positions arekept within limits established by the Board of Directors of the Bank to ensurethat risk taking is not excessive and that liquidity is properly managed.  The Bank keeps a portion of itsinterest-bearing assets in adjustable-rate products to reduce interest ratesensitivity.  Therefore, if ratesincrease the Bank can retain its deposits by increasing rates paid on deposits,while limiting the impact on the Bank’s net interest margin.  A concentrated effort is made to retaindeposits associated with an unidentifiable intangible asset, as discussed inNote 8 to the Consolidated Financial Statements in this Form 10-QSB.  The primary additional source of funding isprovided by FHLB borrowings available to the Bank, of $52.0 and $59.8million at March 31, 2003 and December 31, 2002, respectively.

 

**Results of Operations**

 

**Three-Month Comparative Analysis forPeriods March 31, 2003 and 2002**

 

Net income for thethree-months ended March 31, 2003 was $267,221 or $.21 per basic share comparedto $258,554 or $.20 per basic share for the three-months ended March 31, 2002,a increase of $8,667 or 3.35%.

 

*Net Interest Income.*  Net interest income before provision forloan losses increased by 7.17% to $1,766,258 in the three-month period endedMarch 31, 2003, compared to $1,648,073 for the same period in 2002.  The increase in net interest income beforeprovision for loan losses was primarily due to a decrease in interest expenseof $193,397.  The decrease in totalinterest expense for the quarter ended March 31, 2003 was due to a decrease ininterest expense on deposits of $224,760, as compared to the same quarter in2002.

 

*Provision for Loan Losses.*  The level of the allowance for loan lossesis based on such factors as the amount of non-performing assets, historicalloss experience, general economic conditions, the estimated fair value of theunderlying collateral, and other factors which may affect the collectibility ofloans.  During the first quarter of2003, the provision for loan losses decreased to $142,000 from $168,000 in thefirst quarter of 2002.  The decrease wasdue to management’s analysis of current conditions.  Although management believes it uses the best information availableto make such determinations, future adjustments to reserves may be necessary,and net income could be significantly affected, if circumstances differsubstantially from the assumptions used in making initial determinations.  See Note 5 to the Consolidated FinancialStatements in this Form 10-QSB for additional discussion on the allowance forloan losses.

 

16

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*Noninterest Income.*  During the three-months ended March 31,2003, noninterest income increased by $409,321 to $786,291 compared to $376,970in 2002.  The increase in noninterestincome for the quarter ended March 31, 2003 as compared to the same quarter in2002 was primarily due to an increase in gains on sales of mortgage loansheld-for-sale of $342,902 and loan servicing and other fees of $49,256.

 

*Noninterest Expense.*  Noninterest expense increased to $1,938,481from $1,440,021 for the quarter ended March 31, 2003 compared to the samequarter in 2002.  The $498,460 increasein noninterest expense was primarily due to an increase in salaries andemployee benefits of $255,130 and other expense of $202,200.  The increase in salaries and employeebenefits is primarily due to the opening of two additional depository branchesin March and September 2002, a new loan production office during April 2002,and an increase in incentive payments based on loan production in the firstquarter of 2003.

 

*Income Tax Expense.*  The income tax expense for the quarter endedMarch 31, 2003 increased by $46,379 to $204,847 from $158,468 in the quarterended March 31, 2002.

 

17

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**Net Interest Income**

 

The Company’s operatingresults are impacted by many factors, the most important factor being theinterest spread between the yield on loans and investments and the cost offunds.  The following table presentsoperating results for the Company.  Thetable presents for the periods indicated the total dollar amount of interestincome from average interest-earning assets and the resultant yields, as wellas the interest expense on average interest-bearing liabilities, expressed bothin dollars and rates.  No tax equivalentadjustments were made and all average balances are monthly averagebalances.  Non-accruing loans have beenincluded in the table as loans carrying a zero yield.

 
|                                                                     |   | **Three  Months ended March 31,** |        |
|--------------------------------------------------------------------------|--------|-----------------------------------|-------------|
|                                                                     |   | **2003**                          |        | **2002** |   |
|                                                                     |   | **Average  outstanding  balance** |        | **Interest  earned/  paid** |   | **Yield/  Rate** |   | **Average  outstanding  balance** |   | **Interest  earned/  Paid** |   | **Yield/  rate** |   |
|                                                                     |   |                              |        |   |   |   |   |   |   |   |   |   |   |
| Interest-earning  assets:                                                |   |                              |        |   |   |   |   |   |   |   |   |   |   |
| Loans  receivable (1)                                               |   | $                                 | 159,369,585 |   | $ | 2,702,157 |   | 6.78 | % | $ | 146,901,416 |   | $ | 2,721,977 |   | 7.41 | % |
| Mortgage-backed  securities                                              |   | 5,907,254                         |        | 75,910 |   | 5.14 |   | 9,855,193 |   | 148,611 |   | 6.03 |   |
| Investment  securities                                                   |   | 3,028,342                         |        | 39,277 |   | 5.19 |   | 2,743,411 |   | 42,064 |   | 6.13 |   |
| Other  interest-earning assets                                           |   | 16,404,681                        |        | 67,393 |   | 1.64 |   | 10,139,973 |   | 47,297 |   | 1.87 |   |
|                                                                     |   |                              |        |   |   |   |   |   |   |   |   |   |   |
| Total  interest-earning assets (1)                                  |   | $                                 | 184,709,862 |   | $ | 2,884,737 |   | 6.25 | % | $ | 169,639,993 |   | $ | 2,959,949 |   | 6.98 | % |
|                                                                     |   |                              |        |   |   |   |   |   |   |   |   |   |   |
| Interest-bearing  liabilities:                                           |   |                              |        |   |   |   |   |   |   |   |   |   |   |
| Deposits                                                                 |   | $                                 | 156,857,502 |   | $ | 866,014 |   | 2.21 | % | $ | 149,120,556 |   | $ | 1,090,774 |   | 2.93 | % |
| Federal  Home Loan Bank advances                                         |   | 13,283,211                        |        | 92,736 |   | 2.79 |   | 10,719,278 |   | 101,894 |   | 3.80 |   |
| Other  borrowings                                                        |   | 8,000,000                         |        | 159,729 |   | 7.99 |   | 5,111,297 |   | 119,208 |   | 9.33 |   |
|                                                                     |   |                              |        |   |   |   |   |   |   |   |   |   |   |
| Total  interest-bearing liabilities                                      |   | $                                 | 178,140,713 |   | $ | 1,118,479 |   | 2.51 | % | $ | 164,951,131 |   | $ | 1,311,876 |   | 3.18 | % |
|                                                                     |   |                              |        |   |   |   |   |   |   |   |   |   |   |
| Net  interest income                                                     |   |                              |        | $ | 1,766,258 |   |   |   |   |   | $ | 1,648,073 |   |   |   |
| Net  interest rate spread                                                |   |                              |        |   |   | 3.74 | % |   |   |   |   | 3.80 | % |
|                                                                     |   |                              |        |   |   |   |   |   |   |   |   |   |   |
| Net  interest-earning assets                                             |   | $                                 | 6,569,149   |   |   |   |   |   | $ | 4,688,862 |   |   |   |   |   |
| Net  yield on average interest-earning assets                            |   |                              |        |   |   | 3.82 | % |   |   |   |   | 3.89 | % |
|                                                                     |   |                              |        |   |   |   |   |   |   |   |   |   |   |
| Average  interest-earning assets to average interest-bearing liabilities |   |                              |        | 103.69 | % |   |   |   |   | 102.84 | % |   |   |

 

----

(1) Calculated netof loans in process

 

18

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**Item3 – Controls and Procedures**

 

Evaluationof Disclosure Controls and Procedures

 

Within90 days of the filing date of this report, the Company carried out anevaluation, under the supervision and with the participation of the Company’smanagement, including the Company’s Chief Executive Officer and Chief FinancialOfficer, of the effectiveness of the design and operation of the Company’sdisclosure controls and procedures.  TheCompany’s disclosure controls and procedures are designed to ensure thatinformation required to be disclosed by the Company in its periodic Securitiesand Exchange Commission (“SEC”) filings is recorded, processed and reportedwithin the time periods specified in the SEC’s rules and forms.  Based on that evaluation, the ChiefExecutive Officer and Chief Financial Officer concluded that the Company’sdisclosure controls and procedures are effective in timely alerting them to materialinformation relating to the Company (including its consolidated subsidiaries)required to be included in the Company’s periodic SEC filings.

 

Changesin Internal Controls

 

Therewere no significant changes in the Company’s internal controls or in otherfactors that could significantly affect these controls subsequent to the dateof their evaluation.

 

**Forward-Looking Statements**

 

When used in this Form10-QSB, certain words or phrases are intended to identify “forward-lookingstatements” within the meaning of the Private Securities Litigation Reform Actof 1995.  Such statements are subject tocertain risks and uncertainties, including changes in economic conditions inthe Company’s market area, changes in policies by regulatory agencies,fluctuations in interest rates, demand for loans in the Company’s market areaand competition, that could cause actual results to differ materially fromhistorical earnings and those presently anticipated or projected.  The Company wishes to caution readers not toplace undue reliance on any such forward-looking statements, which speak onlyas of the date made.  The Company wishesto advise readers that the factors listed above could affect the Company’sfinancial performance and could cause the Company’s actual results for futureperiods to differ materially from any opinions or statements expressed withrespect to future periods in any current statements.

 

The Company doesnot undertake, and specifically disclaims any obligation, to publicly releasethe results of any revisions which may be made to any forward-lookingstatements to reflect events or circumstances after the date of such statementsor to reflect the occurrence of anticipated or unanticipated events.

 

19

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##### **PARTII - OTHER INFORMATION**

**Item1 – Legal Proceedings**

 

None

 

**Item 2 – Changes in Securities**

 

None

 

**Item 3 – Defaults Upon SeniorSecurities**

 

None

 

**Item 4 – Submission of Matters to aVote of Security Holders**

 

None

 

**Item5 – Other Information**

 

None

 

**Item 6 – Exhibits and Reports on Form8-K**

 
| (a)    | Exhibits                                                                                                                                                                                                               |
|--------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                   |
|   | 10.6.4 Extension of  Employment Agreement with Kenneth J. Huey Jr. dated December 16, 2002                                                                                                                             |
|   |                                                                                                                                                                                                                   |
|   | 99.1 Certification of  Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of  2002                                                                                                              |
|   |                                                                                                                                                                                                                   |
|   | 99.2 Certification of  Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of  2002                                                                                                              |
|   |                                                                                                                                                                                                                   |
| (b)    | Reports on Form 8-K.                                                                                                                                                                                                   |
|   |                                                                                                                                                                                                                   |
|   | 1.  On February 25, 2003 the Company filed a  Form 8-K to announce it has entered into a stock repurchase program whereby  the Company plans to repurchase up to 100,000 common shares before December  31, 2003. |
|   |                                                                                                                                                                                                                   |
|   | 2.  On February 27, 2003 the Company filed a  Form 8-K to announce it completed the stock repurchase program whereby the  Company repurchased 100,000 common shares of its stock.                                 |

 

20

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# **SIGNATURES**

 

Pursuant to therequirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, theRegistrant has duly caused this report to be signed on its behalf by theundersigned, thereunto duly authorized.

 
|                       |                  | ACCESS ANYTIME BANCORP,  INC.                                                                                                      |
|----------------------------|-----------------------|------------------------------------------------------------------------------------------------------------------------------------|
|                       |                  |                                                                                                                               |
|                       |                  |                                                                                                                               |
| Date:  April 29, 2003 | /s/ Norman R. Corzine |                                                                                                                               |
|                       |                  | Norman R. Corzine,  Chairman of the Board,  Chief Executive Officer*(Duly  Authorized Representative)*                             |
|                       |                  |                                                                                                                               |
|                       |                  |                                                                                                                               |
| Date:  April 29, 2003 | /s/ Ken Huey, Jr.     |                                                                                                                               |
|                       |                  | Ken Huey, Jr., Chief  Financial Officer  Director*(Principal  Financial and Accounting Officer)  (Duly Authorized Representative)* |
|                       |                  |                                                                                                                               |
|                       |                  |                                                                                                                               |
| Date:  April 29, 2003 | /s/ Don K. Padgett    |                                                                                                                               |
|                       |                  | Don K. Padgett,  President  Director*(Duly  Authorized Representative)*                                                            |
|                            |                       |                                                                                                                                    |  |

 

21

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CERTIFICATIONS

 

I, Norman R. Corzine, certify that:

 

1.                                       Ihave reviewed this quarterly report on Form 10-QSB of Access Anytime Bancorp,Inc.;

 

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

 

3.                                       Basedon my knowledge, the financial statements, and other financial informationincluded in this quarterly report, fairly present in all material respects thefinancial condition, results of operations and cash flows of the registrant asof, and for, the periods presented in this quarterly report;

 

4.                                       Theregistrant’s other certifying officers and I are responsible for establishingand maintaining disclosure controls and procedures (as defined in Exchange ActRules 13a-14 and 15d-14) for the registrant and have:

 

a)              designed suchdisclosure controls and procedures to ensure that material information relatingto the registrant, including its consolidated subsidiaries, is made known  to us by others within those entities,particularly during the period in which this quarterly report is beingprepared;

 

b)             evaluatedthe effectiveness of the registrant’s disclosure controls and procedures as ofa date within 90 days prior to the filing date of this quarterly report (the“Evaluation Date”); and

 

c)              presentedin this quarterly report our conclusions about the effectiveness of thedisclosure controls and procedures based on our evaluation as of the EvaluationDate;

 

5.                                       Theregistrant’s other certifying officers and I have disclosed, based on our mostrecent evaluation, to the registrant’s auditors and the audit committee ofregistrant’s board of directors (or persons performing the equivalentfunctions):

 

a)              allsignificant deficiencies in the design or operation of internal controls whichcould adversely affect the registrant’s ability to record, process, summarizeand report financial data and have identified for the registrant’s auditors anymaterial weaknesses in internal controls; and

 

b)             anyfraud, whether or not material, that involves management or other employees whohave a significant role in the registrant’s internal controls; and

 

6.                                       Theregistrant’s other certifying officers and I have indicated in this quarterlyreport whether or not there were significant changes in internal controls or inother factors that could significantly affect internal controls subsequent tothe date of our most recent evaluation, including any corrective actions withregard to significant deficiencies and material weaknesses.

 
| Date:  April 29, 2003 | /s/ Norman R. Corzine                                                                               |
|----------------------------|-----------------------------------------------------------------------------------------------------|
|                       | Norman R. Corzine,  Chairman of the Board,  Chief Executive Officer*(Principal  Executive Officer)* |
|                            |                                                                                                     |  |

 

22

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CERTIFICATIONS

 

I, Ken Huey, Jr., certify that:

 

1.                                       Ihave reviewed this quarterly report on Form 10-QSB of Access Anytime Bancorp,Inc.;

 

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

 

3.                                       Basedon my knowledge, the financial statements, and other financial informationincluded in this quarterly report, fairly present in all material respects thefinancial condition, results of operations and cash flows of the registrant asof, and for, the periods presented in this quarterly report;

 

4.                                       Theregistrant’s other certifying officers and I are responsible for establishingand maintaining disclosure controls and procedures (as defined in Exchange ActRules 13a-14 and 15d-14) for the registrant and have:

 

a)              designed suchdisclosure controls and procedures to ensure that material information relatingto the registrant, including its consolidated subsidiaries, is made known  to us by others within those entities,particularly during the period in which this quarterly report is beingprepared;

 

b)             evaluatedthe effectiveness of the registrant’s disclosure controls and procedures as of adate within 90 days prior to the filing date of this quarterly report (the“Evaluation Date”); and

 

c)              presented in thisquarterly report our conclusions about the effectiveness of the disclosurecontrols and procedures based on our evaluation as of the Evaluation Date;

 

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

 

a)              all significantdeficiencies in the design or operation of internal controls which couldadversely affect the registrant’s ability to record, process, summarize andreport financial data and have identified for the registrant’s auditors anymaterial weaknesses in internal controls; and

 

b)             any fraud, whether ornot material, that involves management or other employees who have asignificant role in the registrant’s internal controls; and

 

6.                                       Theregistrant’s other certifying officers and I have indicated in this quarterlyreport whether or not there were significant changes in internal controls or inother factors that could significantly affect internal controls subsequent tothe date of our most recent evaluation, including any corrective actions withregard to significant deficiencies and material weaknesses.

 
| Date:  April 29, 2003 | /s/ Ken Huey, Jr.                                                                                     |
|----------------------------|-------------------------------------------------------------------------------------------------------|
|                       | Ken Huey, Jr., Chief  Financial Officer   Director

*(Principal  Financial and**Accounting  Officer)* |
|                            |                                                                                                       |  |

 

23

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