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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



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|                                                  |  |                                                                                          |  | 
|------------------------------------------------- |  | ---------------------------------------------------------------------------------------- |  | 
|[X]                                               |  | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934  |  | 
|                                                 
|For the quarterly period ended June 30, 2003     
|                                                 
|OR                                               
|                                                 
|[   ]                                             |  | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934 |  | 
|                                                 
|For the transition period from _______ to _______

Commission file number 34-027228

BankAtlantic Bancorp, Inc.

(Exact name of registrant as specified in its charter)

|                                                                                             |  |                                                
|-------------------------------------------------------------------------------------------- |  | -----------------------------------------------
|Florida
(State or other jurisdiction of
incorporation or organization)                       |  | 65-0507804
(I.R.S. Employer
Identification No.)
|                                                                                             |  |                                                
|1750 East Sunrise Boulevard
Ft. Lauderdale, Florida
(Address of principal executive offices) |  | 33304
(Zip Code)                               

(954) 760-5000
(Registrants telephone number, including area code)

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

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

|        |  |         
|------- |  | --------
|YES [X] |  | NO [   ]

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the
Exchange Act)

|        |  |         
|------- |  | --------
|YES [X] |  | NO [   ]

Indicate the number of shares outstanding of each of the issuers classes of
common stock as of the latest practicable date.

|                                                |  |                |            | 
|----------------------------------------------- |  | -------------- | ---------- | 
|                                                |  | Outstanding at
|Title of Each Class                             |  | August 7, 2003
|                                                |  |               
|Class A Common Stock, par value $0.01 per share |  |                | 53,948,805 | 
|Class B Common Stock, par value $0.01 per share |  |                | 4,876,124  | 



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TABLE OF CONTENTS



|                                                                                                                                                          |                                                                                       |  |  |  |  |  |  | 
|--------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------- |  |  |  |  |  |  | 
|CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION  UNAUDITED                                                                                               
|CONSOLIDATED STATEMENTS OF OPERATIONS  UNAUDITED                                                                                                        
|CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY AND COMPREHENSIVE INCOME                      FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2003  UNAUDITED
|CONSOLIDATED STATEMENTS OF CASH FLOWS  UNAUDITED                                                                                                        
|NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  UNAUDITED                                                                                                   
|                                                                                                                                                          | MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|Signatures                                                                                                                                               
|EX-11 STATEMENT RE: COMPUTATION PER SHARE EARNINGS                                                                                                       
|EX-31.1 CERTIFICATION PURSUANT SECTION 302                                                                                                               
|EX-31.2 CERTIFICATION PURSUANT SECTION 302                                                                                                               
|EX-32.1 CERTIFICATION PURSUANT SECTION 906                                                                                                               
|EX-32.2 CERTIFICATION PURSUANT SECTION 906                                                                                                               



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##### Table of Contents



TABLE OF CONTENTS

Part I. FINANCIAL INFORMATION

|                                                                                              |  |                                                                                                                                        |       |  |       |  | 
|--------------------------------------------------------------------------------------------- |  | -------------------------------------------------------------------------------------------------------------------------------------- | ----- |  | ----- |  | 
|                                                                                              |  |                                                                                                                                        |       |  | Page 
|                                                                                              |  |                                                                                                                                        |       |  |      
|Reference                                                                                     |  |                                                                                                                                        |       | 
|Item 1. Financial Statements                                                                  |  |                                                                                                                                        | 1-23  | 
|                                                                                              |  | Consolidated Statements of Financial Condition  June 30, 2003 and 2002
and December 31, 2002   Unaudited                             |       |  | 4     | 
|                                                                                              |  | Consolidated Statements of Operations  For the Three and Six Months
Ended June 30, 2003 and 2002  Unaudited                          |       |  | 5-6   | 
|                                                                                              |  | Consolidated Statements of Stockholders Equity and Comprehensive Income 
For the Six Months Ended June 30, 2003 and 2002  Unaudited |       |  | 7     | 
|                                                                                              |  | Consolidated Statements of Cash Flows  For the Six Months Ended
June 30, 2003 and 2002  Unaudited                                    |       |  | 8-9   | 
|                                                                                              |  | Notes to Consolidated Financial Statements  Unaudited                                                                                 |       |  | 10-23 | 
|Item 2. Managements Discussion and Analysis of Financial Condition and
Results of Operations |  |                                                                                                                                        | 24-44 | 
|Item 3. Quantitative and Qualitative Disclosures about Market Risk                            |  |                                                                                                                                        | 44-45 | 
|Item 4. Controls and Procedures                                                               |  |                                                                                                                                        | 45-46 | 
|Part II. OTHER INFORMATION                                                                    |  |                                                                                                                                        |       | 
|Item 4. Submission of Matters to a Vote of Security Holders                                   |  |                                                                                                                                        | 47    | 
|Item 6. Exhibits and Reports on Form 8-K                                                      |  |                                                                                                                                        | 47    | 
|                                                                                              |  | Signatures                                                                                                                             |       |  | 48    | 





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BANKATLANTIC BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION  UNAUDITED

|                                                                                                                                        |                            |                                            |           |          |           |              |           |           |           |   |           |           |           | 
|--------------------------------------------------------------------------------------------------------------------------------------- | -------------------------- | ------------------------------------------ | --------- | -------- | --------- | ------------ | --------- | --------- | --------- | - | --------- | --------- | --------- | 
|                                                                                                                                        |                            |                                            |           | June 30, |           | December 31, |           | June 30, 
|(In thousands, except share data)                                                                                                       |                            | 2003                                       |           | 2002     |           | 2002        
|                                                                                                                                        |                            |                                            |           |          |           |             
|ASSETS                                                                                                                                  |                            |                                            |           |          |           |              |           |           |           |   |           |          
|Cash and due from depository institutions                                                                                               |                            | $                                          | 127,150   |          |           | $            | 200,600   |           |           | $ | 150,468   |          
|Federal funds sold and securities purchased under resell agreements                                                                     |                            |                                            |          |          |           |              | 50,145    |           |           |   | 149       |          
|Securities available for sale (at fair value)                                                                                           |                            |                                            | 509,572   |          |           |              | 707,858   |           |           |   | 767,648   |          
|Securities owned (at fair value)                                                                                                        |                            |                                            | 224,405   |          |           |              | 186,454   |           |           |   | 244,000   |          
|Investment securities and tax certificates (approximate fair value: $208,622,
$212,698 and $461,020)                                    |                            |                                            | 208,621   |          |           |              | 212,240   |           |           |   | 453,778   |          
|Loans receivable, net of allowance for loan losses of $49,576, $48,022 and $48,587                                                      |                            |                                            | 4,024,340 |          |           |              | 3,372,630 |           |           |   | 3,564,143 |          
|Federal Home Loan Bank stock, at cost which approximates fair value                                                                     |                            |                                            | 69,131    |          |           |              | 64,943    |           |           |   | 60,732    |          
|Accrued interest receivable                                                                                                             |                            |                                            | 34,162    |          |           |              | 33,984    |           |           |   | 36,687    |          
|Real estate held for development and sale and joint ventures                                                                            |                            |                                            | 268,546   |          |           |              | 252,087   |           |           |   | 237,962   |          
|Investment in unconsolidated real estate subsidiary                                                                                     |                            |                                            | 64,381    |          |           |              | 60,695    |           |           |   | 58,205    |          
|Office properties and equipment, net                                                                                                    |                            |                                            | 92,174    |          |           |              | 92,699    |           |           |   | 92,740    |          
|Deferred tax asset, net                                                                                                                 |                            |                                            | 34,527    |          |           |              | 35,316    |           |           |   | 38,857    |          
|Goodwill                                                                                                                                |                            |                                            | 76,674    |          |           |              | 78,612    |           |           |   | 83,526    |          
|Core deposit intangible asset                                                                                                           |                            |                                            | 12,864    |          |           |              | 13,757    |           |           |   | 14,664    |          
|Other assets                                                                                                                            |                            |                                            | 64,931    |          |           |              | 58,991    |           |           |   | 91,833    |          
|                                                                                                                                        |                            |                                            |           |          |           |              |           |           |           |   |           |          
|                                                                                                                                        |                            | Total assets                               |           | $        | 5,811,478 |              |           | $         | 5,421,011 |   |           | $         | 5,895,392 | 
|                                                                                                                                        |                            |                                            |           |          |           |              |           |           |           |   |           |          
|LIABILITIES
AND STOCKHOLDERS EQUITY                                                                                                    |                            |                                            |           |          |           |              |           |           |           |   |           |          
|Liabilities:                                                                                                                            |                            |                                            |           |          |           |              |           |           |           |   |           |          
|Deposits
 Interest free checking                                                                                                        |                            | $                                          | 546,805   |          |           | $            | 462,718   |           |           | $ | 412,425   |          
|                                                                                                                                        | NOW accounts               |                                            |           | 455,514  |           |              |           | 399,985   |           |   |           | 335,414   |          
|                                                                                                                                        | Savings accounts           |                                            |           | 191,586  |           |              |           | 163,641   |           |   |           | 149,967   |          
|                                                                                                                                        | Insured money fund savings |                                            |           | 850,579  |           |              |           | 775,175   |           |   |           | 769,390   |          
|                                                                                                                                        | Certificate accounts       |                                            |           | 859,896  |           |              |           | 1,119,036 |           |   |           | 1,312,902 |          
|                                                                                                                                        |                            |                                            |           |          |           |              |           |           |           |   |           |          
|Total deposits                                                                                                                          |                            |                                            | 2,904,380 |          |           |              | 2,920,555 |           |           |   | 2,980,098 |          
|                                                                                                                                        |                            |                                            |           |          |           |              |           |           |           |   |           |          
|Advances from FHLB                                                                                                                      |                            |                                            | 1,332,300 |          |           |              | 1,297,170 |           |           |   | 1,218,926 |          
|Securities sold under agreements to repurchase                                                                                          |                            |                                            | 218,141   |          |           |              | 116,279   |           |           |   | 491,735   |          
|Federal funds purchased                                                                                                                 |                            |                                            | 155,000   |          |           |              |          |           |           |   | 80,000    |          
|Subordinated debentures, notes and bonds payable                                                                                        |                            |                                            | 140,810   |          |           |              | 193,816   |           |           |   | 195,243   |          
|Guaranteed preferred beneficial interests in Companys Junior Subordinated
Debentures                                                   |                            |                                            | 255,375   |          |           |              | 180,375   |           |           |   | 155,125   |          
|Securities sold but not yet purchased                                                                                                   |                            |                                            | 34,968    |          |           |              | 38,003    |           |           |   | 68,325    |          
|Due to clearing agent                                                                                                                   |                            |                                            | 112,410   |          |           |              | 78,791    |           |           |   | 94,312    |          
|Other liabilities                                                                                                                       |                            |                                            | 162,263   |          |           |              | 126,688   |           |           |   | 165,300   |          
|                                                                                                                                        |                            |                                            |           |          |           |              |           |           |           |   |           |          
|                                                                                                                                        |                            | Total liabilities                          |           |          | 5,315,647 |              |           |           | 4,951,677 |   |           |           | 5,449,064 | 
|                                                                                                                                        |                            |                                            |           |          |           |              |           |           |           |   |           |          
|Stockholders
equity:                                                                                                                   |                            |                                            |           |          |           |              |           |           |           |   |           |          
|Preferred stock, $.01 par value, 10,000,000 shares authorized; none issued and
outstanding                                              |                            |                                            |          |          |           |              |          |           |           |   |          |          
|Class A common stock, $.01 par value, authorized 80,000,000 shares;
issued and outstanding 53,753,721, 53,441,847 and 53,392,502 shares |                            |                                            | 538       |          |           |              | 534       |           |           |   | 534       |          
|Class B common stock, $.01 par value, authorized 45,000,000 shares;
issued and outstanding 4,876,124, 4,876,124 and 4,876,124 shares    |                            |                                            | 49        |          |           |              | 49        |           |           |   | 49        |          
|Additional paid-in capital                                                                                                              |                            |                                            | 254,532   |          |           |              | 252,699   |           |           |   | 253,127   |          
|Unearned compensation  restricted stock grants                                                                                         |                            |                                            | (1,133    | )        |           |              | (1,209    | )         |           |   | (1,285    | )        
|Retained earnings                                                                                                                       |                            |                                            | 241,632   |          |           |              | 213,692   |           |           |   | 184,768   |          
|                                                                                                                                        |                            |                                            |           |          |           |              |           |           |           |   |           |          
|Total stockholders equity before accumulated other comprehensive income                                                                |                            |                                            | 495,618   |          |           |              | 465,765   |           |           |   | 437,193   |          
|Accumulated other comprehensive income                                                                                                  |                            |                                            | 213       |          |           |              | 3,569     |           |           |   | 9,135     |          
|                                                                                                                                        |                            |                                            |           |          |           |              |           |           |           |   |           |          
|                                                                                                                                        |                            | Total stockholders equity                 |           |          | 495,831   |              |           |           | 469,334   |   |           |           | 446,328   | 
|                                                                                                                                        |                            |                                            |           |          |           |              |           |           |           |   |           |          
|                                                                                                                                        |                            | Total
liabilities and stockholders equity |           | $        | 5,811,478 |              |           | $         | 5,421,011 |   |           | $         | 5,895,392 | 
|                                                                                                                                        |                            |                                            |           |          |           |              |           |           |           |   |           |          

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BANKATLANTIC BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS  UNAUDITED

|                                                                                                                                                       |                       |                            |        |                      |         |                    |         |        |        |   |         |         |         |   |         |         |         | 
|------------------------------------------------------------------------------------------------------------------------------------------------------ | --------------------- | -------------------------- | ------ | -------------------- | ------- | ------------------ | ------- | ------ | ------ | - | ------- | ------- | ------- | - | ------- | ------- | ------- | 
|                                                                                                                                                       |                       |                            |        | For the Three Months |         | For the Six Months
|(In thousands, except share and per share data)                                                                                                        |                       | Ended June 30,             |        | Ended June 30,      
|                                                                                                                                                       |                       |                            |        |                     
|Interest income:                                                                                                                                       |                       | 2003                       |        | 2002                 |         | 2003               |         | 2002  
|                                                                                                                                                       |                       |                            |        |                      |         |                    |         |       
|Interest and fees on loans and leases                                                                                                                  |                       | $                          | 54,257 |                      |         | $                  | 59,325  |        |        | $ | 107,253 |         |         | $ | 106,396 |        
|Interest and dividends on securities available for sale                                                                                                |                       |                            | 7,686  |                      |         |                    | 11,804  |        |        |   | 16,343  |         |         |   | 23,870  |        
|Interest and dividends on other investment securities                                                                                                  |                       |                            | 5,281  |                      |         |                    | 8,453   |        |        |   | 10,474  |         |         |   | 16,456  |        
|Interest and dividends on securities owned                                                                                                             |                       |                            | 4,801  |                      |         |                    | 3,472   |        |        |   | 9,148   |         |         |   | 4,170   |        
|                                                                                                                                                       |                       |                            |        |                      |         |                    |         |        |        |   |         |         |         |   |         |        
|                                                                                                                                                       | Total interest income |                            |        | 72,025               |         |                    |         | 83,054 |        |   |         | 143,218 |         |   |         | 150,892 |        
|                                                                                                                                                       |                       |                            |        |                      |         |                    |         |        |        |   |         |         |         |   |         |        
|Interest
expense:                                                                                                                                      |                       |                            |        |                      |         |                    |         |        |        |   |         |         |         |   |         |        
|Interest on deposits                                                                                                                                   |                       |                            | 9,758  |                      |         |                    | 17,106  |        |        |   | 20,927  |         |         |   | 32,432  |        
|Interest on advances from FHLB                                                                                                                         |                       |                            | 15,291 |                      |         |                    | 15,676  |        |        |   | 30,607  |         |         |   | 30,596  |        
|Interest on securities sold under agreements to repurchase
and federal funds purchased                                                                 |                       |                            | 1,248  |                      |         |                    | 2,113   |        |        |   | 2,067   |         |         |   | 3,497   |        
|Interest on subordinated debentures, notes and bonds payable
and guaranteed preferred beneficial interests in Companys
Junior Subordinated Debentures |                       |                            | 6,792  |                      |         |                    | 6,853   |        |        |   | 13,011  |         |         |   | 11,461  |        
|Capitalized interest on real estate developments and joint
ventures                                                                                    |                       |                            | (1,608 | )                    |         |                    | (1,613  | )      |        |   | (3,182  | )       |         |   | (2,831  | )      
|                                                                                                                                                       |                       |                            |        |                      |         |                    |         |        |        |   |         |         |         |   |         |        
|                                                                                                                                                       |                       | Total interest expense     |        |                      | 31,481  |                    |         |        | 40,135 |   |         |         | 63,430  |   |         |         | 75,155  | 
|                                                                                                                                                       |                       |                            |        |                      |         |                    |         |        |        |   |         |         |         |   |         |        
|Net
interest income                                                                                                                                    |                       |                            | 40,544 |                      |         |                    | 42,919  |        |        |   | 79,788  |         |         |   | 75,737  |        
|Provision for loan losses                                                                                                                              |                       |                            | 1,490  |                      |         |                    | 6,139   |        |        |   | 2,340   |         |         |   | 8,704   |        
|                                                                                                                                                       |                       |                            |        |                      |         |                    |         |        |        |   |         |         |         |   |         |        
|Net
interest income after provision for loan losses                                                                                                    |                       |                            | 39,054 |                      |         |                    | 36,780  |        |        |   | 77,448  |         |         |   | 67,033  |        
|                                                                                                                                                       |                       |                            |        |                      |         |                    |         |        |        |   |         |         |         |   |         |        
|Non-interest
income:                                                                                                                                   |                       |                            |        |                      |         |                    |         |        |        |   |         |         |         |   |         |        
|Investment banking income                                                                                                                              |                       |                            | 58,091 |                      |         |                    | 38,191  |        |        |   | 116,075 |         |         |   | 51,239  |        
|Gains on sales of real estate developed for sale
and joint venture activities                                                                          |                       |                            | 20,515 |                      |         |                    | 12,466  |        |        |   | 34,303  |         |         |   | 24,443  |        
|Income from unconsolidated real estate subsidiary                                                                                                      |                       |                            | 2,319  |                      |         |                    | 1,741   |        |        |   | 2,438   |         |         |   | 1,741   |        
|Service charges on deposits                                                                                                                            |                       |                            | 9,605  |                      |         |                    | 5,687   |        |        |   | 18,163  |         |         |   | 10,550  |        
|Other service charges and fees                                                                                                                         |                       |                            | 6,071  |                      |         |                    | 3,550   |        |        |   | 9,989   |         |         |   | 6,655   |        
|(Losses) gains on securities activities                                                                                                                |                       |                            | (19    | )                    |         |                    | 3,083   |        |        |   | 365     |         |         |   | 6,122   |        
|Impairment of securities                                                                                                                               |                       |                            |       |                      |         |                    | (18,157 | )      |        |   |        |         |         |   | (18,157 | )      
|Other                                                                                                                                                  |                       |                            | 3,467  |                      |         |                    | 2,765   |        |        |   | 6,719   |         |         |   | 4,633   |        
|                                                                                                                                                       |                       |                            |        |                      |         |                    |         |        |        |   |         |         |         |   |         |        
|                                                                                                                                                       |                       | Total non-interest income  |        |                      | 100,049 |                    |         |        | 49,326 |   |         |         | 188,052 |   |         |         | 87,226  | 
|                                                                                                                                                       |                       |                            |        |                      |         |                    |         |        |        |   |         |         |         |   |         |        
|Non-interest
expense:                                                                                                                                  |                       |                            |        |                      |         |                    |         |        |        |   |         |         |         |   |         |        
|Employee compensation and benefits                                                                                                                     |                       |                            | 69,015 |                      |         |                    | 53,902  |        |        |   | 136,047 |         |         |   | 80,765  |        
|Occupancy and equipment                                                                                                                                |                       |                            | 9,891  |                      |         |                    | 10,551  |        |        |   | 19,898  |         |         |   | 17,845  |        
|Advertising and promotion                                                                                                                              |                       |                            | 5,298  |                      |         |                    | 3,774   |        |        |   | 9,029   |         |         |   | 5,984   |        
|Selling, general and administrative expenses                                                                                                           |                       |                            | 3,935  |                      |         |                    | 3,142   |        |        |   | 7,078   |         |         |   | 5,777   |        
|Amortization of intangible assets                                                                                                                      |                       |                            | 439    |                      |         |                    | 454     |        |        |   | 893     |         |         |   | 454     |        
|Restructuring charges and writedowns                                                                                                                   |                       |                            | 1,906  |                      |         |                    | 1,007   |        |        |   | 1,906   |         |         |   | 1,007   |        
|Acquisition related charges and impairments                                                                                                            |                       |                            |       |                      |         |                    | 3,922   |        |        |   |        |         |         |   | 4,996   |        
|Professional fees                                                                                                                                      |                       |                            | 4,917  |                      |         |                    | 2,423   |        |        |   | 8,672   |         |         |   | 3,691   |        
|Communications                                                                                                                                         |                       |                            | 4,644  |                      |         |                    | 3,313   |        |        |   | 8,909   |         |         |   | 4,227   |        
|Floor broker and clearing fees                                                                                                                         |                       |                            | 2,519  |                      |         |                    | 2,467   |        |        |   | 4,921   |         |         |   | 3,316   |        
|Other                                                                                                                                                  |                       |                            | 9,727  |                      |         |                    | 8,528   |        |        |   | 19,236  |         |         |   | 14,235  |        
|                                                                                                                                                       |                       |                            |        |                      |         |                    |         |        |        |   |         |         |         |   |         |        
|                                                                                                                                                       |                       | Total non-interest expense |        |                      | 112,291 |                    |         |        | 93,483 |   |         |         | 216,589 |   |         |         | 142,297 | 
|                                                                                                                                                       |                       |                            |        |                      |         |                    |         |        |        |   |         |         |         |   |         |        
|Income (loss) before income taxes, extraordinary item and
cumulative effect of a change in accounting principle                                        |                       |                            | 26,812 |                      |         |                    | (7,377  | )      |        |   | 48,911  |         |         |   | 11,962  |        
|Provision (benefit) for income taxes                                                                                                                   |                       |                            | 9,603  |                      |         |                    | (3,890  | )      |        |   | 17,344  |         |         |   | 2,869   |        
|                                                                                                                                                       |                       |                            |        |                      |         |                    |         |        |        |   |         |         |         |   |         |        
|Income (loss) before extraordinary item and cumulative
effect of a change in accounting principle                                                      |                       |                            | 17,209 |                      |         |                    | (3,487  | )      |        |   | 31,567  |         |         |   | 9,093   |        
|Extraordinary item (less applicable income taxes of $2,711)                                                                                            |                       |                            |       |                      |         |                    | 23,810  |        |        |   |        |         |         |   | 23,810  |        
|Cumulative effect of a change in accounting principle
(less applicable income taxes of $1,246)                                                         |                       |                            |       |                      |         |                    |        |        |        |   |        |         |         |   | (15,107 | )      
|                                                                                                                                                       |                       |                            |        |                      |         |                    |         |        |        |   |         |         |         |   |         |        
|Net
income                                                                                                                                             |                       | $                          | 17,209 |                      |         | $                  | 20,323  |        |        | $ | 31,567  |         |         | $ | 17,796  |        
|                                                                                                                                                       |                       |                            |        |                      |         |                    |         |        |        |   |         |         |         |   |         |        

See Notes to Consolidated Financial Statements  Unaudited

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BANKATLANTIC BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS  UNAUDITED

|                                                                                                                      |  |                      |            |                    |  |      |            |      |  |   |            |  |  |   |            |  
|--------------------------------------------------------------------------------------------------------------------- |  | -------------------- | ---------- | ------------------ |  | ---- | ---------- | ---- |  | - | ---------- |  |  | - | ---------- | -
|                                                                                                                      |  | For the Three Months |            | For the Six Months
|                                                                                                                      |  | Ended June 30,       |            | Ended June 30,    
|                                                                                                                      |  |                      |            |                   
|                                                                                                                      |  | 2003                 |            | 2002               |  | 2003 |            | 2002
|                                                                                                                      |  |                      |            |                    |  |      |            |     
|Earnings
per share                                                                                                   
|Basic earnings (loss) per share before extraordinary item and
cumulative effect of a change in accounting principle   |  | $                    | 0.30       |                    |  | $    | (0.06      | )    |  | $ | 0.54       |  |  | $ | 0.16       |  
|Basic earnings per share from extraordinary item                                                                      |  |                      |           |                    |  |      | 0.41       |      |  |   |           |  |  |   | 0.41       |  
|Basic earnings (loss) per share from cumulative effect of a
change in accounting principle                            |  |                      |           |                    |  |      |           |      |  |   |           |  |  |   | (0.26      | )
|                                                                                                                      |  |                      |            |                    |  |      |            |      |  |   |            |  |  |   |            |  
|Basic earnings per share                                                                                              |  | $                    | 0.30       |                    |  | $    | 0.35       |      |  | $ | 0.54       |  |  | $ | 0.31       |  
|                                                                                                                      |  |                      |            |                    |  |      |            |      |  |   |            |  |  |   |            |  
|Diluted earnings (loss) per share before extraordinary item and
cumulative effect of a change in accounting principle |  | $                    | 0.28       |                    |  | $    | (0.06      | )    |  | $ | 0.51       |  |  | $ | 0.15       |  
|Diluted earnings per share from extraordinary item                                                                    |  |                      |           |                    |  |      | 0.41       |      |  |   |           |  |  |   | 0.39       |  
|Diluted earnings (loss) per share from cumulative effect of a
change in accounting principle                          |  |                      |           |                    |  |      |           |      |  |   |           |  |  |   | (0.25      | )
|                                                                                                                      |  |                      |            |                    |  |      |            |      |  |   |            |  |  |   |            |  
|Diluted earnings per share                                                                                            |  | $                    | 0.28       |                    |  | $    | 0.35       |      |  | $ | 0.51       |  |  | $ | 0.29       |  
|                                                                                                                      |  |                      |            |                    |  |      |            |      |  |   |            |  |  |   |            |  
|Basic weighted average number of common shares outstanding                                                            |  |                      | 58,321,020 |                    |  |      | 57,973,880 |      |  |   | 58,246,733 |  |  |   | 57,918,382 |  
|                                                                                                                      |  |                      |            |                    |  |      |            |      |  |   |            |  |  |   |            |  
|Diluted weighted average number of common and common
equivalent shares outstanding                                    |  |                      | 61,898,924 |                    |  |      | 57,973,880 |      |  |   | 63,047,682 |  |  |   | 60,887,362 |  
|                                                                                                                      |  |                      |            |                    |  |      |            |      |  |   |            |  |  |   |            |  

See Notes to Consolidated Financial Statements  Unaudited

6



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##### Table of Contents






CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY AND COMPREHENSIVE INCOME
FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2003  UNAUDITED

|                                                                            |                          |                                         |                                                                                                                         |        |         |         |        |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |   |        |  | 
|--------------------------------------------------------------------------- | ------------------------ | --------------------------------------- | ----------------------------------------------------------------------------------------------------------------------- | ------ | ------- | ------- | ------ | -------- | ------- | ------ | -------- | ------ | ----- | ----- | ------- | - | ---------- | - | ------- | - | -------- | - | -------- | - | - | - | ------- | - | ------ |  | 
|                                                                            |                          |                                         |                                                                                                                         |        |         |         |        |          |         |        |          |        |       |       |         |   |            |   |         |   | Unearned |   | Accumul- |   |   |   |        
|                                                                            |                          |                                         |                                                                                                                         |        |         |         |        |          |         |        |          |        |       |       |         |   |            |   |         |   | Compen-  |   | ated     |   |   |   |        
|                                                                            |                          |                                         |                                                                                                                         |        |         |         |        |          |         |        |          |        | Addi- |       |         |   |            |   | sation  |   | Other    |   |          |   |  
|                                                                            |                          |                                         |                                                                                                                         |        | Compre- |         |        |          |         |        | tional   |        |       |       |         |   | Restricted |   | Compre- |   |          |   |         
|                                                                            |                          |                                         |                                                                                                                         |        | hensive |         | Common |          | Paid-in |        | Retained |        | Stock |       | hensive |   |            |   |        
|(In thousands)                                                              |                          | Income                                  |                                                                                                                         | Stock  |         | Capital |        | Earnings |         | Grants |          | Income |       | Total
|                                                                            |                          |                                         |                                                                                                                         |        |         |         |        |          |         |        |          |        |       |      
|BALANCE, DECEMBER 31, 2001                                                  |                          |                                         |                                                                                                                         |        |         | $       | 581    |          |         | $      | 251,202  |        |       | $     | 170,349 |   |            | $ | (1,359  | ) |          | $ | 14,900   |   |   | $ | 435,673 |  
|                                                                            |                          | Net income                              |                                                                                                                         | $      | 17,796  |         |        |          |        |        |          |        |      |       |         |   | 17,796     |   |         |   |         |   |          |   |  |   |         |   | 17,796 | 
|                                                                            |                          |                                         |                                                                                                                         |        |         |         |        |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |  
|                                                                            |                          | Other comprehensive income, net of tax: |                                                                                                                         |        |         |         |        |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |   |        | 
|                                                                            |                          |                                         | Unrealized loss on securities available for sale
(less income tax benefit of $2,830)                                    |        |         | (3,133  | )      |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |   |        |  | 
|                                                                            |                          |                                         | Accumulated loss associated with cash flow hedges
(less income tax benefit of $306)                                     |        |         | (998    | )      |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |   |        |  | 
|                                                                            |                          |                                         | Reclassification adjustment for cash flow hedges                                                                        |        |         | 264     |        |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |   |        |  | 
|                                                                            |                          |                                         | Reclassification adjustment for net gains
included in net income                                                        |        |         | (1,898  | )      |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |   |        |  | 
|                                                                            |                          |                                         |                                                                                                                         |        |         |         |        |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |  
|                                                                            | Other comprehensive loss |                                         |                                                                                                                         | (5,765 | )       |         |        |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |   |       
|                                                                            |                          |                                         |                                                                                                                         |        |         |         |        |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |  
|Comprehensive income                                                        |                          | $                                       | 12,031                                                                                                                  |        |         |         |        |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |  
|                                                                            |                          |                                         |                                                                                                                         |        |         |         |        |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |  
|Dividends on Class A Common Stock                                           |                          |                                         |                                                                                                                         |        |         |         |       |          |         |        |         |        |       |       | (3,095  | ) |            |   |        |   |          |   |         |   |   |   | (3,095  | )
|Dividends on Class B Common Stock                                           |                          |                                         |                                                                                                                         |        |         |         |       |          |         |        |         |        |       |       | (282    | ) |            |   |        |   |          |   |         |   |   |   | (282    | )
|Issuance of Class A common stock                                            |                          |                                         |                                                                                                                         |        |         |         | 2      |          |         |        | 870      |        |       |       |        |   |            |   |        |   |          |   |         |   |   |   | 872     |  
|Tax effect relating to the exercise of
stock options                        |                          |                                         |                                                                                                                         |        |         |         |       |          |         |        | 365      |        |       |       |        |   |            |   |        |   |          |   |         |   |   |   | 365     |  
|Issuance of Class A common stock upon
conversion of subordinated debentures |                          |                                         |                                                                                                                         |        |         |         |       |          |         |        | 25       |        |       |       |        |   |            |   |        |   |          |   |         |   |   |   | 25      |  
|Issuance of subsidiary common stock and options                             |                          |                                         |                                                                                                                         |        |         |         |       |          |         |        | 665      |        |       |       |        |   |            |   |        |   |          |   |         |   |   |   | 665     |  
|Amortization
of unearned compensation 
restricted stock grants             |                          |                                         |                                                                                                                         |        |         |         |       |          |         |        |         |        |       |       |        |   |            |   | 74      |   |          |   |         |   |   |   | 74      |  
|Net change in accumulated other comprehensive
income, net of income taxes   |                          |                                         |                                                                                                                         |        |         |         |       |          |         |        |         |        |       |       |        |   |            |   |        |   |          |   | (5,765   | ) |   |   | (5,765  | )
|                                                                            |                          |                                         |                                                                                                                         |        |         |         |        |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |  
|BALANCE, JUNE 30, 2002                                                      |                          |                                         |                                                                                                                         |        |         | $       | 583    |          |         | $      | 253,127  |        |       | $     | 184,768 |   |            | $ | (1,285  | ) |          | $ | 9,135    |   |   | $ | 446,328 |  
|                                                                            |                          |                                         |                                                                                                                         |        |         |         |        |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |  
|BALANCE, DECEMBER 31, 2002                                                  |                          |                                         |                                                                                                                         |        |         | $       | 583    |          |         | $      | 252,699  |        |       | $     | 213,692 |   |            | $ | (1,209  | ) |          | $ | 3,569    |   |   | $ | 469,334 |  
|                                                                            |                          | Net income                              |                                                                                                                         | $      | 31,567  |         |        |          |        |        |          |        |      |       |         |   | 31,567     |   |         |   |         |   |          |   |  |   |         |   | 31,567 | 
|                                                                            |                          |                                         |                                                                                                                         |        |         |         |        |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |  
|                                                                            |                          | Other comprehensive income, net of tax: |                                                                                                                         |        |         |         |        |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |   |        | 
|                                                                            |                          |                                         | Unrealized loss on securities available for sale
(less income tax benefit of $3,437)                                    |        |         | (5,876  | )      |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |   |        |  | 
|                                                                            |                          |                                         | Minimum pension liability (less income tax
provision of $930)                                                           |        |         | 1,652   |        |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |   |        |  | 
|                                                                            |                          |                                         | Unrealized gain associated with investment in
unconsolidated real estate subsidiary
(less income tax provision of $638) |        |         | 742     |        |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |   |        |  | 
|                                                                            |                          |                                         | Accumulated gain associated with cash flow hedges
(less income tax provision of $349)                                   |        |         | 100     |        |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |   |        |  | 
|                                                                            |                          |                                         | Reclassification adjustment for cash flow hedges                                                                        |        |         | 260     |        |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |   |        |  | 
|                                                                            |                          |                                         | Reclassification adjustment for net gain
included in net income                                                         |        |         | (234    | )      |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |   |        |  | 
|                                                                            |                          |                                         |                                                                                                                         |        |         |         |        |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |  
|                                                                            |                          |                                         | Other comprehensive loss                                                                                                |        |         | (3,356  | )      |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |   |        |  | 
|                                                                            |                          |                                         |                                                                                                                         |        |         |         |        |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |  
|Comprehensive income                                                        |                          | $                                       | 28,211                                                                                                                  |        |         |         |        |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |  
|                                                                            |                          |                                         |                                                                                                                         |        |         |         |        |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |  
|Dividends on Class A Common Stock                                           |                          |                                         |                                                                                                                         |        |         |         |       |          |         |        |         |        |       |       | (3,325  | ) |            |   |        |   |          |   |         |   |   |   | (3,325  | )
|Dividends on Class B Common Stock                                           |                          |                                         |                                                                                                                         |        |         |         |       |          |         |        |         |        |       |       | (302    | ) |            |   |        |   |          |   |         |   |   |   | (302    | )
|Issuance of Class A common stock upon
conversion of subordinated debentures |                          |                                         |                                                                                                                         |        |         |         |       |          |         |        | 211      |        |       |       |        |   |            |   |        |   |          |   |         |   |   |   | 211     |  
|Issuance of Class A common stock                                            |                          |                                         |                                                                                                                         |        |         |         | 4      |          |         |        | 988      |        |       |       |        |   |            |   |        |   |          |   |         |   |   |   | 992     |  
|Tax effect relating to the exercise of
stock options                        |                          |                                         |                                                                                                                         |        |         |         |       |          |         |        | 634      |        |       |       |        |   |            |   |        |   |          |   |         |   |   |   | 634     |  
|Amortization
of unearned compensation 
restricted stock grants             |                          |                                         |                                                                                                                         |        |         |         |       |          |         |        |         |        |       |       |        |   |            |   | 76      |   |          |   |         |   |   |   | 76      |   |       
|Net change in accumulated other comprehensive
income, net of income taxes   |                          |                                         |                                                                                                                         |        |         |         |       |          |         |        |         |        |       |       |        |   |            |   |        |   |          |   | (3,356   | ) |   |   | (3,356  | )
|                                                                            |                          |                                         |                                                                                                                         |        |         |         |        |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |  
|BALANCE, JUNE 30, 2003                                                      |                          |                                         |                                                                                                                         |        |         | $       | 587    |          |         | $      | 254,532  |        |       | $     | 241,632 |   |            | $ | (1,133  | ) |          | $ | 213      |   |   | $ | 495,831 |  
|                                                                            |                          |                                         |                                                                                                                         |        |         |         |        |          |         |        |          |        |       |       |         |   |            |   |         |   |          |   |          |   |   |   |         |  

See Notes to Consolidated Financial Statements  Unaudited

7



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##### Table of Contents



BankAtlantic Bancorp, Inc.




CONSOLIDATED STATEMENTS OF CASH FLOWS  UNAUDITED

|                                                                                           |  |                    |          |      |  |   |          |  
|------------------------------------------------------------------------------------------ |  | ------------------ | -------- | ---- |  | - | -------- | -
|                                                                                           |  | For the Six Months
|(In thousands)                                                                             |  | Ended June 30,    
|                                                                                           |  |                   
|                                                                                           |  | 2003               |          | 2002
|                                                                                           |  |                    |          |     
|Operating activities:                                                                      |  |                    |          |      |  |   |          |  
|Income before extraordinary item and cumulative
effect of a change in accounting principle |  | $                  | 31,567   |      |  | $ | 9,093    |  
|Income from extraordinary item, net of tax                                                 |  |                    |         |      |  |   | 23,810   |  
|Cumulative effect of a change in accounting principle, net of tax                          |  |                    |         |      |  |   | (15,107  | )
|Adjustments to reconcile net income to net cash provided (used)
in operating activities:   |  |                    |          |      |  |   |          |  
|Provision for credit losses *                                                              |  |                    | 3,695    |      |  |   | 9,698    |  
|Impairment of goodwill                                                                     |  |                    |         |      |  |   | 16,353   |  
|Impairment of property and equipment                                                       |  |                    | 257      |      |  |   | 205      |  
|Impairment of securities                                                                   |  |                    |         |      |  |   | 18,157   |  
|Acquisition related impairment                                                             |  |                    |         |      |  |   | 515      |  
|Depreciation, amortization and accretion, net                                              |  |                    | 8,550    |      |  |   | 2,221    |  
|Amortization of intangible assets                                                          |  |                    | 893      |      |  |   | 454      |  
|Change in real estate inventory                                                            |  |                    | (20,347  | )    |  |   | (39,572  | )
|Securities owned activities, net                                                           |  |                    | (37,951  | )    |  |   | (23,795  | )
|Securities sold but not yet purchased, net                                                 |  |                    | (3,035   | )    |  |   | 28,616   |  
|Equity in joint venture earnings                                                           |  |                    | (2,235   | )    |  |   | (1,939   | )
|Equity in earnings of unconsolidated subsidiary                                            |  |                    | (2,438   | )    |  |   | (1,741   | )
|Loans held for sale activity, net                                                          |  |                    | 3,866    |      |  |   | 14,714   |  
|Proceeds from sales of loans classified as held for sale                                   |  |                    | 3,658    |      |  |   | 2,070    |  
|Gains on securities activities                                                             |  |                    | (365     | )    |  |   | (6,122   | )
|(Gains) losses on sales of real estate owned                                               |  |                    | (326     | )    |  |   | 128      |  
|Gain on Gruntal transaction                                                                |  |                    |         |      |  |   | (26,521  | )
|Losses on sales of property and equipment                                                  |  |                    | 5        |      |  |   | 336      |  
|Gains on sales of in-store branches                                                        |  |                    |         |      |  |   | (384     | )
|Loss on debt redemption                                                                    |  |                    | 1,649    |      |  |   |         |  
|Decrease (Increase) in deferred tax asset, net                                             |  |                    | 2,309    |      |  |   | (14,662  | )
|Issuance of subsidiary stock options                                                       |  |                    |         |      |  |   | 770      |  
|Increase in accrued interest receivable                                                    |  |                    | (178     | )    |  |   | (161     | )
|Increase in other assets                                                                   |  |                    | (12,127  | )    |  |   | (28,250  | )
|Increase (decrease) in due to clearing agent                                               |  |                    | 33,619   |      |  |   | (17,355  | )
|Increase in other liabilities                                                              |  |                    | 39,667   |      |  |   | 21,951   |  
|                                                                                           |  |                    |          |      |  |   |          |  
|Net cash provided (used) in operating activities                                           |  |                    | 50,733   |      |  |   | (26,518  | )
|                                                                                           |  |                    |          |      |  |   |          |  
|Investing activities:                                                                      |  |                    |          |      |  |   |          |  
|Proceeds from redemption and maturities of investment
securities and tax certificates      |  |                    | 101,999  |      |  |   | 100,071  |  
|Purchase of investment securities and tax certificates                                     |  |                    | (99,272  | )    |  |   | (142,246 | )
|Purchases of securities available for sale                                                 |  |                    | (183,215 | )    |  |   | (211,928 | )
|Proceeds from sales and maturities of securities available for sale                        |  |                    | 372,034  |      |  |   | 363,345  |  
|(Purchases) redemptions of FHLB stock, net                                                 |  |                    | (4,188   | )    |  |   | 3,759    |  
|Purchases and net originations of loans and leases                                         |  |                    | (662,206 | )    |  |   | (204,512 | )
|Proceeds from sales of real estate owned                                                   |  |                    | 1,770    |      |  |   | 2,874    |  
|Net additions to office property and equipment                                             |  |                    | (5,744   | )    |  |   | (16,265  | )
|Increase in investments in unconsolidated subsidiary                                       |  |                    |         |      |  |   | (53,736  | )
|Investment in and advances to joint ventures, net                                          |  |                    | 7,123    |      |  |   | 3,143    |  
|Net cash proceeds from the sale of Cumberland Advisors, Inc.                               |  |                    | 1,235    |      |  |   |         |  
|Acquisitions, net of cash acquired                                                         |  |                    |         |      |  |   | (52,783  | )
|                                                                                           |  |                    |          |      |  |   |          |  
|Net cash used in investing activities                                                      |  |                    | (470,464 | )    |  |   | (208,278 | )
|                                                                                           |  |                    |          |      |  |   |          |  

See Notes to Consolidated Financial Statements  Unaudited (Continued)

8



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##### Table of Contents



BankAtlantic Bancorp, Inc.

CONSOLIDATED STATEMENTS OF CASH
FLOWS  UNAUDITED

|                                                                                        |  |                    |          |      |  |   |         |  
|--------------------------------------------------------------------------------------- |  | ------------------ | -------- | ---- |  | - | ------- | -
|                                                                                        |  | For the Six Months
|(In thousands)                                                                          |  | Ended June 30,    
|                                                                                        |  |                   
|                                                                                        |  | 2003               |          | 2002
|                                                                                        |  |                    |          |     
|Financing activities:                                                                   |  |                    |          |      |  |   |         |  
|Net (decrease) increase in deposits                                                     |  |                    | (16,175  | )    |  |   | 87,045  |  
|Reduction in deposits from sale of in-store branch                                      |  |                    |         |      |  |   | (22,241 | )
|Repayments of FHLB advances                                                             |  |                    | (239,368 | )    |  |   | (99,450 | )
|Proceeds from FHLB advances                                                             |  |                    | 275,000  |      |  |   | 75,000  |  
|Net increase in securities sold under agreements
to repurchase                          |  |                    | 101,862  |      |  |   | 85,665  |  
|Net increase in federal funds purchased                                                 |  |                    | 155,000  |      |  |   | 19,000  |  
|Repayment of notes and bonds payable                                                    |  |                    | (125,650 | )    |  |   | (33,891 | )
|Proceeds from notes and bonds payable                                                   |  |                    | 73,102   |      |  |   | 76,315  |  
|Issuance of common stock                                                                |  |                    | 992      |      |  |   | 872     |  
|Issuance of common stock in unconsolidated subsidiary                                   |  |                    |         |      |  |   | (105    | )
|Issuance of trust preferred securities                                                  |  |                    | 75,000   |      |  |   | 80,375  |  
|Common stock dividends paid                                                             |  |                    | (3,627   | )    |  |   | (3,377  | )
|                                                                                        |  |                    |          |      |  |   |         |  
|Net cash provided in financing activities                                               |  |                    | 296,136  |      |  |   | 265,208 |  
|                                                                                        |  |                    |          |      |  |   |         |  
|(Decrease) increase in cash and cash equivalents                                        |  |                    | (123,595 | )    |  |   | 30,412  |  
|Cash and cash equivalents at beginning of period                                        |  |                    | 250,745  |      |  |   | 120,205 |  
|                                                                                        |  |                    |          |      |  |   |         |  
|Cash and cash equivalents at end of period                                              |  | $                  | 127,150  |      |  | $ | 150,617 |  
|                                                                                        |  |                    |          |      |  |   |         |  
|Supplementary disclosure on non-cash investing and financing activities:                |  |                    |          |      |  |   |         |  
|Interest paid                                                                           |  | $                  | 68,961   |      |  | $ | 76,827  |  
|Income taxes paid                                                                       |  |                    | 10,822   |      |  |   | 14,013  |  
|Loans transferred to real estate owned                                                  |  |                    | 749      |      |  |   | 10,822  |  
|Net loan charge-offs                                                                    |  |                    | 52       |      |  |   | 15,350  |  
|Tax certificate net charge-offs                                                         |  |                    | 256      |      |  |   | 1,178   |  
|Increase in equity for the tax effect related to the exercise of
employee stock options |  |                    | 634      |      |  |   | 365     |  
|Transfer of securities available for sale to investment in
unconsolidated subsidiary    |  |                    |         |      |  |   | 2,728   |  
|Transfer of relocated branch to real estate held for sale                               |  |                    | 1,000    |      |  |   |        |  
|Issuance of notes payable under the Ryan Beck deferred
compensation plan                |  |                    |         |      |  |   | 3,675   |  
|Acquisition goodwill adjustments                                                        |  |                    | (734     | )    |  |   | (639    | )
|Change in accumulated other comprehensive income                                        |  |                    | (3,356   | )    |  |   | (5,765  | )
|Change in deferred taxes on other comprehensive income                                  |  |                    | (1,520   | )    |  |   | (3,136  | )
|Issuance of Class A Common Stock upon conversion of
subordinated debentures             |  |                    | 211      |      |  |   | 25      |  

* Provision for credit losses represents provision for loan losses, REO and tax certificates.

See Notes to Consolidated Financial Statements  Unaudited

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BANKATLANTIC BANCORP, INC.NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  UNAUDITED

1. Presentation of Interim Financial Statements

BankAtlantic Bancorp, Inc. (the Company) is a Florida-based diversified
financial services holding company. The Companys principal assets include the
capital stock of BankAtlantic and its subsidiaries, Levitt Corporation and its
subsidiaries (Levitt) and Ryan Beck & Co., Inc. and its subsidiaries (Ryan
Beck). BankAtlantic is a federal savings bank headquartered in Fort
Lauderdale, Florida which provides traditional retail banking services and a
wide range of commercial banking products and related financial services.
Levitts principal activities include residential construction, real estate
development and real estate joint venture investments in Florida. Levitts
principal assets include Core Communities, LLC, Levitt and Sons, LLC and its
investment in Bluegreen Corporation (Bluegreen). Core Communities develops
land for master planned communities located in Florida. Levitt and Sons is
primarily a developer of single-family home communities and condominiums and
has participated in condominium and rental apartment joint ventures primarily
in Florida. Bluegreen, a New York Stock Exchange listed company in which we
own approximately 40% of the outstanding common stock, is a developer of
primarily drive-to vacation interval resorts, golf communities and residential
land. Ryan Beck is an investment banking and brokerage firm which provides a
wide range of investment banking, brokerage and investment management services.
All significant inter-company balances and transactions have been eliminated
in consolidation, including $26.2 million of loans from BankAtlantic to Levitt,
$30.0 million of loans from the Company to Levitt and $5.0 million of loans
from the Company to Ryan Beck.

In managements opinion, the accompanying consolidated financial
statements contain such adjustments necessary to present fairly the Companys
consolidated financial condition at June 30, 2003, December 31, 2002 and June
30, 2002, the consolidated results of operations for the three and six months
ended June 30, 2003 and 2002, the consolidated stockholders equity and
comprehensive income for the six months ended June 30, 2003 and 2002 and the
consolidated cash flows for the six months ended June 30, 2003 and 2002. Such
adjustments consisted only of normal recurring items. The results of operations
for the six months ended June 30, 2003 are not necessarily indicative of
results of operations that may be expected for the year ended December 31,
2003. The consolidated financial statements and related notes are presented as
permitted by Form 10-Q and should be read in conjunction with the notes to the
consolidated financial statements appearing in the Companys Annual Report on
Form 10-K for the year ended December 31, 2002 and our Form 10-Q for the three
months ended March 31, 2003.

2. Stock Based Compensation

Under the provisions of SFAS No. 123, Accounting for Stock-Based
Compensation, there are two methods of accounting for stock options, the
intrinsic value method and the fair value method. The Company elects to value
its options under the intrinsic value method. As a consequence, the Company
accounts for its stock based compensation plans under the recognition and
measurement principles of Accounting Principles Board (APB) Opinion No. 25
and related interpretations.

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BankAtlantic Bancorp, Inc.

The following table illustrates the effect on net income and earnings per
share if the Company had applied the fair value recognition provisions of SFAS
No. 123 to stock-based employee compensation.

|                                                                                                                                                   |  |                      |        |                    |  |      |        |      |  |   |        |   |  |   |        |   |  |  |  | 
|-------------------------------------------------------------------------------------------------------------------------------------------------- |  | -------------------- | ------ | ------------------ |  | ---- | ------ | ---- |  | - | ------ | - |  | - | ------ | - |  |  |  | 
|                                                                                                                                                   |  | For the Three Months |        | For the Six Months |  |      |        |     
|                                                                                                                                                   |  | Ended June 30,       |        | Ended June 30,     |  |      |        |     
|                                                                                                                                                   |  |                      |        |                    |  |      |        |     
|(In thousands, except per share data)                                                                                                              |  | 2003                 |        | 2002               |  | 2003 |        | 2002 |  |   |        |  
|                                                                                                                                                   |  |                      |        |                    |  |      |        |      |  |   |        |  
|Pro forma net income                                                                                                                               |  |                      |        |                    |  |      |        |      |  |   |        |   |  |   |        |   |  |  |  | 
|Net income, as reported                                                                                                                            |  | $                    | 17,209 |                    |  | $    | 20,323 |      |  | $ | 31,567 |   |  | $ | 17,796 |   |  |  |  | 
|Add: Stock-based employee compensation
expense included in reported net income,
net of related tax effects                                         |  |                      | 90     |                    |  |      | 812    |      |  |   | 142    |   |  |   | 844    |   |  |  |  | 
|Deduct: Total stock-based employee
compensation expense determined under
fair value based method for all awards,
net of related income tax effects |  |                      | (566   | )                  |  |      | (1,137 | )    |  |   | (962   | ) |  |   | (1,495 | ) |  |  |  | 
|                                                                                                                                                   |  |                      |        |                    |  |      |        |      |  |   |        |   |  |   |        |  
|Pro forma net income                                                                                                                               |  | $                    | 16,733 |                    |  | $    | 19,998 |      |  | $ | 30,747 |   |  | $ | 17,145 |   |  |  |  | 
|                                                                                                                                                   |  |                      |        |                    |  |      |        |      |  |   |        |   |  |   |        |   |  |  |  | 
|Earnings per share:                                                                                                                                |  |                      |        |                    |  |      |        |      |  |   |        |   |  |   |        |   |  |  |  | 
|Basic as reported                                                                                                                                  |  | $                    | 0.30   |                    |  | $    | 0.35   |      |  | $ | 0.54   |   |  | $ | 0.31   |   |  |  |  | 
|                                                                                                                                                   |  |                      |        |                    |  |      |        |      |  |   |        |   |  |   |        |   |  |  |  | 
|Basic pro forma                                                                                                                                    |  | $                    | 0.29   |                    |  | $    | 0.34   |      |  | $ | 0.53   |   |  | $ | 0.30   |   |  |  |  | 
|                                                                                                                                                   |  |                      |        |                    |  |      |        |      |  |   |        |   |  |   |        |   |  |  |  | 
|Diluted as reported                                                                                                                                |  | $                    | 0.28   |                    |  | $    | 0.35   |      |  | $ | 0.51   |   |  | $ | 0.29   |   |  |  |  | 
|                                                                                                                                                   |  |                      |        |                    |  |      |        |      |  |   |        |   |  |   |        |   |  |  |  | 
|Diluted pro forma                                                                                                                                  |  | $                    | 0.27   |                    |  | $    | 0.34   |      |  | $ | 0.50   |   |  | $ | 0.28   |   |  |  |  | 
|                                                                                                                                                   |  |                      |        |                    |  |      |        |      |  |   |        |   |  |   |        |   |  |  |  | 

During the second quarter of 2003, the Board of Directors granted
incentive and non-qualifying stock options to acquire an aggregate of 777,100
shares of Class A Common Stock under the BankAtlantic Bancorp Amended and
Restated 2001 Stock Option Plan. The options vest in five years and expire ten
years after the grant date except for stock options granted to non-employee
Directors, which vested immediately. All options granted during the second
quarter of 2003 had an exercise price equal to the fair market value of the
underlying common stock at the date of grant.

No compensation expense was recognized in connection with the option
grants since the exercise price equaled the market value of the underlying
common stock on the date of grant. The options granted during the second
quarter of 2003 had an average fair value of $4.78 per option based on the fair
value recognition provisions of SFAS No. 123.

During the second quarter, 2002, Ryan Becks Board of Directors granted,
pursuant to the Ryan Beck & Co., Inc. Common Stock Option Plan (the Plan),
options to acquire an aggregate of 470,000 common shares of Ryan Beck. The
fair value of the common stock options was determined based on an independent
appraisal. The second quarter 2002 compensation charge of $770,000 associated
with these options was based on a fair value estimate from the independent
appraiser.

In connection with the acquisition of Ryan Beck in June 1998, the Company
established a retention pool covering certain key employees of Ryan Beck. All
participant accounts under the plan vested on June 28, 2002 and the
participants received in the aggregate 5,941 shares of Class A Common Stock,
$3.8 million in cash and notes payable for an aggregate principal amount of
$3.7 million bearing interest at 5.75%. In May 2003, the Company repaid the
notes payable at face value plus accrued interest.

3.     Trust Preferred Securities, Convertible Debentures and Common Stock

During the six months ended June 30, 2003, the Company participated in
pooled trust preferred securities offerings in which an aggregate of $75
million of trust preferred securities were issued in three separate
transactions. The trust preferred securities pay interest quarterly at fixed
rates ranging from 6.40% to 6.65% per annum until 2008, and thereafter at a
floating rate equal to 3-month LIBOR plus 315-325 basis points. The
securities are redeemable in five years and are due in 2033. The sales of the
trust preferred securities were part of larger pooled trust preferred
securities offerings and

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BankAtlantic Bancorp, Inc.

were not registered under the Securities Act of 1933. The net proceeds
to the Company from the trust preferred securities offerings, after placement
fees and expenses, were approximately $73 million. These net proceeds were
used to redeem $45.8 million of the Companys 5.625% Convertible Subordinated
Debentures due 2007, repay $16 million of borrowings under the Companys credit
facility with an unrelated financial institution and for general corporate
purposes.

The Convertible Subordinated Debentures were redeemed in April 2003 at a
redemption price of 102% of the principal amount plus accrued and unpaid
interest through the redemption date. During the period between the mailing of
the notice of redemption and the redemption, approximately $211,000 of
Convertible Subordinated Debentures were converted by holders into an aggregate
of 18,754 shares of Class A Common Stock. Included in restructuring charges and
writedowns in the Companys statement of operations during the three months
ended June 30, 2003 was a $732,000 write off of deferred offering costs and a
$917,000 call premium incurred in connection with this redemption.

In March 2002, the Company completed an underwritten public offering in
which the Companys wholly-owned statutory trust (BBC Capital Trust II)
issued $55.4 million of trust preferred securities. These trust preferred
securities pay distributions quarterly at an 8.50% fixed rate. The net
proceeds to the Company from the publicly offered trust preferred securities,
after underwriting discounts and expenses, were approximately $53.3 million.
The Company used the net proceeds to fund acquisitions and for general
corporate purposes.

In June 2002, the Company participated in a pooled trust preferred
securities offering in which $25 million of trust preferred securities were
issued. The trust preferred securities pay interest quarterly at floating rate
equal to 3-month LIBOR plus 345 basis points. The $24.2 million of net
proceeds to the Company were used for general corporate purposes.

4. Securities Owned

Ryan Becks securities owned activities were associated with sales and
trading activities conducted both as principal and as agent on behalf of
individual and institutional investor clients of Ryan Beck. Transactions as
principal involve making markets in securities which are held in inventory to
facilitate sales to and purchases from customers. Ryan Beck also realized
gains and losses from proprietary trading activities which included the
activities of its wholly owned subsidiary, The GMS Group, LLC (GMS).

Ryan Becks securities owned (at fair value) consisted of the following: (in thousands)

|                        |                              |   |          |         |              |   |          |         |  |   |         |         | 
|----------------------- | ---------------------------- | - | -------- | ------- | ------------ | - | -------- | ------- |  | - | ------- | ------- | 
|                        |                              |   | June 30, |         | December 31, |   | June 30,
|                        |                              |   | 2003     |         | 2002         |   | 2002    
|                        |                              |   |          |         |              |   |         
|Debt obligations (1):   |                              |   |          |         |              |   |          |         |  |   |         |        
|                        | States and municipalities    |   | $        | 111,254 |              |   | $        | 119,417 |  |   | $       | 133,448 | 
|                        | Corporations                 |   |          | 43,950  |              |   |          | 5,344   |  |   |         | 19,535  | 
|                        | U.S. Government and agencies |   |          | 33,107  |              |   |          | 26,004  |  |   |         | 46,306  | 
|Corporate equities      |                              |   | 11,744   |         |              |   | 19,280   |         |  |   | 10,843  |        
|Mutual funds            |                              |   | 22,013   |         |              |   | 16,409   |         |  |   | 33,868  |        
|Certificates of deposit |                              |   | 2,337    |         |              |   |         |         |  |   |        |        
|                        |                              |   |          |         |              |   |          |         |  |   |         |        
|                        |                              | $ | 224,405  |         |              | $ | 186,454  |         |  | $ | 244,000 |        
|                        |                              |   |          |         |              |   |          |         |  |   |         |        



---

|(1) |  | Includes $133.7 million and $108.3 million of securities owned by
GMS, of which approximately $9.2 million and $9.7 million were not accruing
interest at June 30, 2003 and December 31, 2002, respectively. These securities
are not readily marketable and the ability of Ryan Beck to realize its
investment in these securities will depend on future market conditions.
|--- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Primarily to finance its securities inventory, Ryan Beck borrows under an
agreement with its clearing broker by pledging securities owned as collateral.
As of June 30, 2003, December 31, 2002 and June 30, 2002 the balances due to
the clearing broker were $112.4 million, $78.8 million and $94.3 million,
respectively.

12



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BankAtlantic Bancorp, Inc.

Ryan Becks securities sold but not yet purchased consisted of the
following: (in thousands)

|                             |  |          |        |              |  |          |        |  |  |   |        | 
|---------------------------- |  | -------- | ------ | ------------ |  | -------- | ------ |  |  | - | ------ | 
|                             |  | June 30, |        | December 31, |  | June 30,
|                             |  | 2003     |        | 2002         |  | 2002    
|                             |  |          |        |              |  |         
|States and municipalities    |  | $        | 2,221  |              |  | $        | 9,566  |  |  | $ | 16,367 | 
|Corporations                 |  |          | 3,706  |              |  |          | 1,159  |  |  |   | 11,728 | 
|U.S. Government and agencies |  |          | 14,599 |              |  |          | 23,587 |  |  |   | 33,487 | 
|Corporate equities           |  |          | 12,712 |              |  |          | 3,691  |  |  |   | 6,743  | 
|Certificates of deposit      |  |          | 1,730  |              |  |          |       |  |  |   |       | 
|                             |  |          |        |              |  |          |        |  |  |   |        | 
|                             |  | $        | 34,968 |              |  | $        | 38,003 |  |  | $ | 68,325 | 
|                             |  |          |        |              |  |          |        |  |  |   |        | 

5. Impairment of Securities

During the second quarter of 2002, the Company recognized a $15 million
impairment charge associated with its investment in a privately held technology
company. Both Alan B. Levan and John E. Abdo were directors of the technology
company and each held direct and indirect interests in the common stock of the
technology company. Additionally, during the second quarter of 2002, the
Company also recognized an impairment charge of $3.2 million on publicly traded
equity securities resulting from significant declines in value that were other
than temporary. As a result of these losses, we revised our policy for holding
company equity investments. Any future equity investments will be limited to
liquid securities and will be subject to significant concentration
restrictions. The Company did not recognize impairments on securities during
the three and six months ended June 30, 2003.

6. Loans Receivable

The loan and lease portfolio consisted of the following components: (in
thousands)

|                     |                                         |                        |   |           |           |              |   |           |           |  |   |           |           | 
|-------------------- | --------------------------------------- | ---------------------- | - | --------- | --------- | ------------ | - | --------- | --------- |  | - | --------- | --------- | 
|                     |                                         |                        |   | June 30,  |           | December 31, |   | June 30, 
|                     |                                         |                        |   | 2003      |           | 2002         |   | 2002     
|                     |                                         |                        |   |           |           |              |   |          
|Real estate loans:   |                                         |                        |   |           |           |              |   |           |           |  |   |          
|                     | Residential                             |                        | $ | 1,869,668 |           |              | $ | 1,378,041 |           |  | $ | 1,563,373 |          
|                     | Commercial and construction             |                        |   | 2,170,504 |           |              |   | 1,973,903 |           |  |   | 1,965,801 |          
|                     | Small business                          |                        |   | 99,760    |           |              |   | 98,494    |           |  |   | 90,393    |          
|Other loans:         |                                         |                        |   |           |           |              |   |           |           |  |   |          
|                     | Second mortgages  direct               |                        |   | 287,761   |           |              |   | 261,579   |           |  |   | 217,145   |          
|                     | Second mortgages  indirect             |                        |   | 1,312     |           |              |   | 1,713     |           |  |   | 1,907     |          
|                     | Commercial business                     |                        |   | 87,374    |           |              |   | 82,174    |           |  |   | 69,610    |          
|                     | Lease financing                         |                        |   | 19,710    |           |              |   | 31,279    |           |  |   | 41,872    |          
|                     | Small business  non-mortgage           |                        |   | 54,965    |           |              |   | 62,599    |           |  |   | 64,504    |          
|                     | Deposit overdrafts                      |                        |   | 3,278     |           |              |   | 2,487     |           |  |   | 1,630     |          
|                     | Consumer loans  other direct           |                        |   | 19,694    |           |              |   | 22,394    |           |  |   | 24,526    |          
|                     | Consumer loans  other indirect         |                        |   | 2,718     |           |              |   | 6,392     |           |  |   | 12,835    |          
|Loans held for sale: |                                         |                        |   |           |           |              |   |           |           |  |   |          
|                     | Commercial syndications                 |                        |   | 14,707    |           |              |   | 14,499    |           |  |   | 19,506    |          
|                     |                                         |                        |   |           |           |              |   |           |           |  |   |          
|                     |                                         | Total gross loans      |   |           | 4,631,451 |              |   |           | 3,935,554 |  |   |           | 4,073,102 | 
|                     |                                         |                        |   |           |           |              |   |           |           |  |   |          
|Adjustments:         |                                         |                        |   |           |           |              |   |           |           |  |   |          
|                     | Undisbursed portion of loans in process |                        |   | (563,132  | )         |              |   | (511,861  | )         |  |   | (456,405  | )        
|                     | Premiums related to purchased loans     |                        |   | 11,172    |           |              |   | 2,159     |           |  |   | (330      | )        
|                     | Deferred fees                           |                        |   | (5,575    | )         |              |   | (5,200    | )         |  |   | (3,637    | )        
|                     | Allowance for loan losses               |                        |   | (49,576   | )         |              |   | (48,022   | )         |  |   | (48,587   | )        
|                     |                                         |                        |   |           |           |              |   |           |           |  |   |          
|                     |                                         | Loans receivable  net |   | $         | 4,024,340 |              |   | $         | 3,372,630 |  |   | $         | 3,564,143 | 
|                     |                                         |                        |   |           |           |              |   |           |           |  |   |          

13



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BankAtlantic Bancorp, Inc.

7. Real Estate Held for Development and Sale and Joint Venture Activities

Real estate held for development and sale and joint venture activities
consisted of the combined activities of Levitt and its subsidiaries as well as
Levitts joint venture activities and a joint venture acquired in connection
with the Community Savings Bankshares, Inc. (Community) acquisition.

Real estate held for development and sale and joint ventures consisted of
the following: (in thousands)

|                                        |  |         |         |              |  |         |         |  |  |   |         | 
|--------------------------------------- |  | ------- | ------- | ------------ |  | ------- | ------- |  |  | - | ------- | 
|                                        |  | June 30 |         | December 31, |  | June 30
|                                        |  | 2003    |         | 2002         |  | 2002   
|                                        |  |         |         |              |  |        
|Land and land development costs         |  | $       | 170,746 |              |  | $       | 161,826 |  |  | $ | 148,802 | 
|Construction costs                      |  |         | 34,673  |              |  |         | 23,412  |  |  |   | 23,399  | 
|Other costs                             |  |         | 13,054  |              |  |         | 12,888  |  |  |   | 9,804   | 
|Investments and loans to joint ventures |  |         | 47,016  |              |  |         | 51,904  |  |  |   | 50,760  | 
|Other (1)                               |  |         | 3,057   |              |  |         | 2,057   |  |  |   | 5,197   | 
|                                        |  |         |         |              |  |         |         |  |  |   |         | 
|                                        |  | $       | 268,546 |              |  | $       | 252,087 |  |  | $ | 237,962 | 
|                                        |  |         |         |              |  |         |         |  |  |   |         | 



---

|(1) |  | During the second quarter of 2003, the Company relocated a branch,
transferred the real estate associated with the closed branch to real estate
held for sale and recognized an impairment loss of $257,000.
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

The components of gains on sales of real estate developed for sale and
joint venture activities were as follows: (in thousands)

|                                                                              |                               |   |                      |        |                    |   |        |        |      |   |         |        |  |   |        |        | 
|----------------------------------------------------------------------------- | ----------------------------- | - | -------------------- | ------ | ------------------ | - | ------ | ------ | ---- | - | ------- | ------ |  | - | ------ | ------ | 
|                                                                              |                               |   | For the Three Months |        | For the Six Months
|                                                                              |                               |   | Ended June 30,       |        | Ended June 30,    
|                                                                              |                               |   |                      |        |                   
|                                                                              |                               |   | 2003                 |        | 2002               |   | 2003   |        | 2002
|                                                                              |                               |   |                      |        |                    |   |        |        |     
|Sales of real estate                                                          |                               | $ | 67,039               |        |                    | $ | 46,864 |        |      | $ | 120,003 |        |  | $ | 84,717 |       
|Cost of sales                                                                 |                               |   | 48,741               |        |                    |   | 35,438 |        |      |   | 87,935  |        |  |   | 62,213 |       
|                                                                              |                               |   |                      |        |                    |   |        |        |      |   |         |        |  |   |        |       
|                                                                              | Gains on sales of real estate |   |                      | 18,298 |                    |   |        | 11,426 |      |   |         | 32,068 |  |   |        | 22,504 | 
|Gains on joint venture activities                                             |                               |   | 2,217                |        |                    |   | 1,040  |        |      |   | 2,235   |        |  |   | 1,939  |       
|                                                                              |                               |   |                      |        |                    |   |        |        |      |   |         |        |  |   |        |       
|Gains on sales of real estate
developed for sale and joint venture
activities |                               | $ | 20,515               |        |                    | $ | 12,466 |        |      | $ | 34,303  |        |  | $ | 24,443 |       
|                                                                              |                               |   |                      |        |                    |   |        |        |      |   |         |        |  |   |        |       

8. Derivatives

The following table outlines the notional amount and fair value of the
Companys derivatives outstanding at June 30, 2003: (in thousands)

|                                                       |  |          |        |            |  |        |        |             |  |             |      |             |  |             |  |  |          |  |  | 
|------------------------------------------------------ |  | -------- | ------ | ---------- |  | ------ | ------ | ----------- |  | ----------- | ---- | ----------- |  | ----------- |  |  | -------- |  |  | 
|                                                       |  |          |        |            |  |        |        |             |  | Paying      |      | Receiving   |  |             |  | 
|                                                       |  | Notional |        |            |  |        |        | Index/Fixed |  | Index/Fixed |      | Termination
|                                                       |  | Amount   |        | Fair Value |  | Amount |        | Amount      |  | Date       
|                                                       |  |          |        |            |  |        |        |             |  |            
|Five year pay fixed swaps                              |  | $        | 25,000 |            |  | $      | (2,467 | )           |  |             | 5.73 | %           |  | 3 mo. LIBOR |  |  | 1/5/06   | 
|Three year pay fixed swaps                             |  | $        | 50,000 |            |  | $      | (1,154 | )           |  |             | 5.81 | %           |  | 3 mo. LIBOR |  |  | 12/28/03 | 
|                                                       |  |          |        |            |  |        |        |             |  |             |      |             |  |             |  |  |          |  |  | 
|Forward contract to purchase
adjustable rate mortgages |  | $        | 17,745 |            |  | $      | 23     |             |  |             |      |             |  |             |  |  |          |  |  | 
|                                                       |  |          |        |            |  |        |        |             |  |             |      |             |  |             |  |  |          |  |  | 

The above interest rate swap contracts were originated in prior periods to
hedge the variable cash flows relating to forecasted interest payments on
certain variable rate FHLB advances. The Companys risk management strategy
was to fix the variability of cash outflows on floating rate advances at a rate
of 5.09%. The changes in fair value of the interest rate swap contracts
designated as cash flow hedges were recorded in other comprehensive income and
the receivables and

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BankAtlantic Bancorp, Inc.

payables from the swap contracts were recorded as an adjustment to interest
expense on FHLB advances in the Companys Statements of Operations for the
three and six months ended June 30, 2003 and 2002. The Company expects
$293,000 of comprehensive income included in stockholders equity at June 30,
2003 associated with interest rate swaps to be reclassified into earnings
within the next twelve months.

During the year ended December 31, 2000, the Company entered into a
forward contract to purchase the underlying collateral from a government agency
pool of securities in May 2005. The underlying collateral is five year hybrid
adjustable rate mortgage loans that will adjust annually after May 2005. The
forward contract is held for trading purposes and recorded at fair value.

9. Segment Reporting

Operating segments are defined as components of an enterprise about which
separate financial information is available that is regularly reviewed by the
chief operating decision maker in deciding how to allocate resources and in
assessing performance. Reportable segments consist of one or more operating
segments with similar economic characteristics, products and services,
production processes, type of customer, distribution system and regulatory
environment. The information provided for Segment Reporting is based on
internal reports utilized by management. Results of operations are reported
through six reportable segments. Bank Investments, Commercial Banking, and
Community Banking are our Bank Operations segments, which are conducted through
BankAtlantic. The remaining reportable segments consist of the activities of
Levitt, Ryan Beck and the parent company.The parent company includes the
operations of BankAtlantic Bancorp as well as acquisition related expenses such
as retention pool compensation expense related to the acquisition of Ryan Beck
in 1998. Interest expense and certain revenue and expense items are allocated
to the three Bank Operations reportable segments as interest expense and
overhead. The presentation and allocation of interest expense and overhead and
the net income calculated under the management approach associated with the
Bank Operations reportable segments and the parent company may not reflect the
actual economic costs, contribution or results of operations of the units as
stand alone businesses. If a different basis of allocation were utilized, the
relative contributions of the segments might differ but the relative trends in
the segments would, in managements view, likely not be impacted.

The following summarizes the aggregation of the Companys operating
segments into reportable segments:

|                      |  |                                                                                                                                                                                             
|--------------------- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Reportable Segment    |  | Operating Segments Aggregated                                                                                                                                                               
|                      |  |                                                                                                                                                                                             
|Bank Investments      |  | Investments, tax certificates, residential
loans purchased, CRA lending and real estate capital services                                                                                    
|Commercial Banking    |  | Commercial lending, syndications, international,
lease finance, trade finance and a real estate joint venture
development                                                                   
|Community Banking     |  | Indirect and direct consumer lending, small business
lending and ATM operations                                                                                                             
|Levitt Corporation    |  | Real estate and joint venture operations                                                                                                                                                    
|Ryan Beck & Co., Inc. |  | Investment banking and brokerage operations                                                                                                                                                 
|Parent Company        |  | BankAtlantic Bancorps operations, costs of
acquisitions, financing of acquisitions, equity earnings from the
parent companys 5% investment in Bluegreen Corporation and
equity investments

The accounting policies of the segments are the same as those described in
the summary of significant accounting policies. Intersegment transactions
consist of borrowings by real estate operations and investment banking and
brokerage operations which are recorded based upon the terms of the underlying
loan agreements and are eliminated. The elimination entries consist of the
intercompany loan interest income and interest expense, management fees,
consulting fees, facilities rent and brokerage commission.

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BankAtlantic Bancorp, Inc.

The Company evaluates segment performance based on net income after tax.
The table below is segment information for income before extraordinary item and
cumulative effect of a change in accounting principle for the three months
ended June 30, 2003 and 2002:

|                                        |  |            |           |             |  |           |         |         |  |         |         |             |  |         |         |   |  |   |          |   |  |   |           |  
|--------------------------------------- |  | ---------- | --------- | ----------- |  | --------- | ------- | ------- |  | ------- | ------- | ----------- |  | ------- | ------- | - |  | - | -------- | - |  | - | --------- | -
|                                        |  | Bank       |           | Levitt      |  |           |         |         |  | Parent  |         | Elimination |  | Segment
|(in thousands)                          |  | Operations |           | Corporation |  | Ryan Beck |         | Company |  | Entries |         | Total      
|                                        |  |            |           |             |  |           |         |         |  |         |         |            
|2003                                    |  |            |           |             |  |           |         |         |  |         |         |             |  |         |         |   |  |   |          |   |  |   |           |  
|Interest income                         |  | $          | 67,336    |             |  | $         | 233     |         |  | $       | 4,801   |             |  | $       | 509     |   |  | $ | (854     | ) |  | $ | 72,025    |  
|Interest expense                        |  |            | (26,877   | )           |  |           | (8      | )       |  |         | (850    | )           |  |         | (4,260  | ) |  |   | 514      |   |  |   | (31,481   | )
|Provision for loan losses               |  |            | (1,490    | )           |  |           |        |         |  |         |        |             |  |         |        |   |  |   |         |   |  |   | (1,490    | )
|Non-interest income                     |  |            | 19,286    |             |  |           | 20,669  |         |  |         | 59,484  |             |  |         | 245     |   |  |   | 365      |   |  |   | 100,049   |  
|Non-interest expense                    |  |            | (38,193   | )           |  |           | (10,530 | )       |  |         | (61,212 | )           |  |         | (2,331  | ) |  |   | (25      | ) |  |   | (112,291  | )
|                                        |  |            |           |             |  |           |         |         |  |         |         |             |  |         |         |   |  |   |          |   |  |   |           |  
|Segment profits and losses
before taxes |  |            | 20,062    |             |  |           | 10,364  |         |  |         | 2,223   |             |  |         | (5,837  | ) |  |   |         |   |  |   | 26,812    |  
|Provision for income taxes              |  |            | (7,103    | )           |  |           | (3,997  | )       |  |         | (544    | )           |  |         | 2,041   |   |  |   |         |   |  |   | (9,603    | )
|                                        |  |            |           |             |  |           |         |         |  |         |         |             |  |         |         |   |  |   |          |   |  |   |           |  
|Segment net income (loss)               |  | $          | 12,959    |             |  | $         | 6,367   |         |  | $       | 1,679   |             |  | $       | (3,796  | ) |  | $ |         |   |  | $ | 17,209    |  
|                                        |  |            |           |             |  |           |         |         |  |         |         |             |  |         |         |   |  |   |          |   |  |   |           |  
|Segment average assets                  |  | $          | 5,251,318 |             |  | $         | 324,907 |         |  | $       | 254,158 |             |  | $       | 82,498  |   |  | $ | (125,655 | ) |  | $ | 5,787,226 |  
|                                        |  |            |           |             |  |           |         |         |  |         |         |             |  |         |         |   |  |   |          |   |  |   |           |  
|2002                                    |  |            |           |             |  |           |         |         |  |         |         |             |  |         |         |   |  |   |          |   |  |   |           |  
|Interest income                         |  | $          | 79,622    |             |  | $         | 384     |         |  | $       | 3,472   |             |  | $       | 454     |   |  | $ | (878     | ) |  | $ | 83,054    |  
|Interest expense                        |  |            | (35,140   | )           |  |           | (312    | )       |  |         | (693    | )           |  |         | (4,522  | ) |  |   | 532      |   |  |   | (40,135   | )
|Provision for loan losses               |  |            | (6,139    | )           |  |           |        |         |  |         |        |             |  |         |        |   |  |   |         |   |  |   | (6,139    | )
|Non-interest income                     |  |            | 13,542    |             |  |           | 13,344  |         |  |         | 39,631  |             |  |         | (17,539 | ) |  |   | 348      |   |  |   | 49,326    |  
|Non-interest expense                    |  |            | (36,299   | )           |  |           | (7,611  | )       |  |         | (46,827 | )           |  |         | (2,744  | ) |  |   | (2       | ) |  |   | (93,483   | )
|                                        |  |            |           |             |  |           |         |         |  |         |         |             |  |         |         |   |  |   |          |   |  |   |           |  
|Segment profits and losses
before taxes |  |            | 15,586    |             |  |           | 5,805   |         |  |         | (4,417  | )           |  |         | (24,351 | ) |  |   |         |   |  |   | (7,377    | )
|Provision for income taxes              |  |            | (4,147    | )           |  |           | (2,032  | )       |  |         | 1,546   |             |  |         | 8,523   |   |  |   |         |   |  |   | 3,890     |  
|                                        |  |            |           |             |  |           |         |         |  |         |         |             |  |         |         |   |  |   |          |   |  |   |           |  
|Segment net income (loss)               |  | $          | 11,439    |             |  | $         | 3,773   |         |  | $       | (2,871  | )           |  | $       | (15,828 | ) |  | $ |         |   |  | $ | (3,487    | )
|                                        |  |            |           |             |  |           |         |         |  |         |         |             |  |         |         |   |  |   |          |   |  |   |           |  
|Segment average assets                  |  | $          | 5,214,011 |             |  | $         | 273,357 |         |  | $       | 218,784 |             |  | $       | 98,436  |   |  | $ | (184,454 | ) |  | $ | 5,620,134 |  
|                                        |  |            |           |             |  |           |         |         |  |         |         |             |  |         |         |   |  |   |          |   |  |   |           |  

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BankAtlantic Bancorp, Inc.

The Company evaluates segment performance based on net income after tax.
The table below is segment information for income before extraordinary item and
cumulative effect of a change in accounting principle for the six months ended
June 30, 2003 and 2002:

|                                        |  |            |           |             |  |           |         |         |  |         |          |             |  |         |         |   |  |   |          |   |  |   |           |  
|--------------------------------------- |  | ---------- | --------- | ----------- |  | --------- | ------- | ------- |  | ------- | -------- | ----------- |  | ------- | ------- | - |  | - | -------- | - |  | - | --------- | -
|                                        |  | Bank       |           | Levitt      |  |           |         |         |  | Parent  |          | Elimination |  | Segment
|(in thousands)                          |  | Operations |           | Corporation |  | Ryan Beck |         | Company |  | Entries |          | Total      
|                                        |  |            |           |             |  |           |         |         |  |         |          |            
|2003                                   
|Interest income                         |  | $          | 134,264   |             |  | $         | 461     |         |  | $       | 9,148    |             |  | $       | 962     |   |  | $ | (1,617   | ) |  | $ | 143,218   |  
|Interest expense                        |  |            | (54,647   | )           |  |           | (249    | )       |  |         | (1,575   | )           |  |         | (7,904  | ) |  |   | 945      |   |  |   | (63,430   | )
|Provision for loan losses               |  |            | (2,340    | )           |  |           |        |         |  |         |         |             |  |         |        |   |  |   |         |   |  |   | (2,340    | )
|Non-interest income                     |  |            | 33,644    |             |  |           | 34,189  |         |  |         | 119,111  |             |  |         | 441     |   |  |   | 667      |   |  |   | 188,052   |  
|Non-interest expense                    |  |            | (73,427   | )           |  |           | (18,668 | )       |  |         | (121,712 | )           |  |         | (2,787  | ) |  |   | 5        |   |  |   | (216,589  | )
|                                        |  |            |           |             |  |           |         |         |  |         |          |             |  |         |         |   |  |   |          |   |  |   |           |  
|Segment profits and losses
before taxes |  |            | 37,494    |             |  |           | 15,733  |         |  |         | 4,972    |             |  |         | (9,288  | ) |  |   |         |   |  |   | 48,911    |  
|Provision for income taxes              |  |            | (13,134   | )           |  |           | (6,072  | )       |  |         | (1,386   | )           |  |         | 3,248   |   |  |   |         |   |  |   | (17,344   | )
|                                        |  |            |           |             |  |           |         |         |  |         |          |             |  |         |         |   |  |   |          |   |  |   |           |  
|Segment net income (loss)               |  | $          | 24,360    |             |  | $         | 9,661   |         |  | $       | 3,586    |             |  | $       | (6,040  | ) |  | $ |         |   |  | $ | 31,567    |  
|                                        |  |            |           |             |  |           |         |         |  |         |          |             |  |         |         |   |  |   |          |   |  |   |           |  
|Segment average assets                  |  | $          | 5,117,173 |             |  | $         | 316,904 |         |  | $       | 232,575  |             |  | $       | 85,219  |   |  | $ | (111,476 | ) |  | $ | 5,640,395 |  
|                                        |  |            |           |             |  |           |         |         |  |         |          |             |  |         |         |   |  |   |          |   |  |   |           |  
|2002                                   
|Interest income                         |  | $          | 146,724   |             |  | $         | 798     |         |  | $       | 4,170    |             |  | $       | 765     |   |  | $ | (1,565   | ) |  | $ | 150,892   |  
|Interest expense                        |  |            | (66,983   | )           |  |           | (314    | )       |  |         | (1,021   | )           |  |         | (7,845  | ) |  |   | 1,008    |   |  |   | (75,155   | )
|Provision for loan losses               |  |            | (8,704    | )           |  |           |        |         |  |         |         |             |  |         |        |   |  |   |         |   |  |   | (8,704    | )
|Non-interest income                     |  |            | 22,896    |             |  |           | 25,398  |         |  |         | 53,229   |             |  |         | (14,856 | ) |  |   | 559      |   |  |   | 87,226    |  
|Non-interest expense                    |  |            | (64,603   | )           |  |           | (13,789 | )       |  |         | (60,562  | )           |  |         | (3,341  | ) |  |   | (2       | ) |  |   | (142,297  | )
|                                        |  |            |           |             |  |           |         |         |  |         |          |             |  |         |         |   |  |   |          |   |  |   |           |  
|Segment profits and losses
before taxes |  |            | 29,330    |             |  |           | 12,093  |         |  |         | (4,184   | )           |  |         | (25,277 | ) |  |   |         |   |  |   | 11,962    |  
|Provision for income taxes              |  |            | (8,950    | )           |  |           | (4,233  | )       |  |         | 1,464    |             |  |         | 8,850   |   |  |   |         |   |  |   | (2,869    | )
|                                        |  |            |           |             |  |           |         |         |  |         |          |             |  |         |         |   |  |   |          |   |  |   |           |  
|Segment net income (loss)               |  | $          | 20,380    |             |  | $         | 7,860   |         |  | $       | (2,720   | )           |  | $       | (16,427 | ) |  | $ |         |   |  | $ | 9,093     |  
|                                        |  |            |           |             |  |           |         |         |  |         |          |             |  |         |         |   |  |   |          |   |  |   |           |  
|Segment average assets                  |  | $          | 4,774,506 |             |  | $         | 239,528 |         |  | $       | 159,079  |             |  | $       | 106,474 |   |  | $ | (141,194 | ) |  | $ | 5,138,393 |  
|                                        |  |            |           |             |  |           |         |         |  |         |          |             |  |         |         |   |  |   |          |   |  |   |           |  

The changes in the carrying amounts of goodwill for the six months ended
June 30, 2003 were as follows:

|                                             |  |            |         |             |   |           |  |         |         |        |  |         |        |  |  |   |         | 
|-------------------------------------------- |  | ---------- | ------- | ----------- | - | --------- |  | ------- | ------- | ------ |  | ------- | ------ |  |  | - | ------- | 
|                                             |  | Bank       |         | Levitt      |   |           |  |         |         | Parent |  | Segment
|(In thousands)                               |  | Operations |         | Corporation |   | Ryan Beck |  | Company |         | Total 
|                                             |  |            |         |             |   |           |  |         |         |       
|Balance as of December 31, 2002              |  |            | $71,224 |             | $ | -         |  | $       | 1,658   |        |  | $       | 5,730  |  |  | $ | 78,612  | 
|Adjustments:                                 | 
|Allowance for Community loan losses acquired |  |            | (734)   |             |   | -         |  |         | -       |        |  |         | -      |  |  |   | (734)   | 
|Sale of Cumberland Advisors, Inc.            |  |            | -       |             |   | -         |  |         | (1,204) |        |  |         | -      |  |  |   | (1,204) | 
|                                             |  |            |         |             |   |           |  |         |         |        |  |         |        |  |  |   |         | 
|Balance as of June 30, 2003                  |  |            | $70,490 |             | $ | -         |  |         | $454    |        |  |         | $5,730 |  |  |   | $76,674 | 
|                                             |  |            |         |             |   |           |  |         |         |        |  |         |        |  |  |   |         | 

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##### Table of Contents



BankAtlantic Bancorp, Inc.

Bank Operations consists of three reportable segments. The table below is
segment information for the three months ended June 30, 2003 and 2002
associated with the three Bank Operations reportable segments:

|                                        |  |                            |           |            |  |           |           |          |  |   |         |   |  |   |           |  
|--------------------------------------- |  | -------------------------- | --------- | ---------- |  | --------- | --------- | -------- |  | - | ------- | - |  | - | --------- | -
|                                        |  | For the Three Months Ended
|                                        |  | Bank Operations           
|                                        |  |                           
|                                        |  | Bank                       |           | Commercial |  | Community |           | Bank Ops
|(In thousands)                          |  | Investments                |           | Banking    |  | Banking   |           | Total   
|                                        |  |                            |           |            |  |           |           |         
|2003                                    |  |                            |           |            |  |           |           |          |  |   |         |   |  |   |           |  
|Interest income                         |  | $                          | 35,323    |            |  | $         | 25,607    |          |  | $ | 6,406   |   |  | $ | 67,336    |  
|Interest expense and overhead           |  |                            | (25,609   | )          |  |           | (12,733   | )        |  |   | (3,547  | ) |  |   | (41,889   | )
|Provision for loan losses               |  |                            | 30        |            |  |           | (1,394    | )        |  |   | (126    | ) |  |   | (1,490    | )
|Direct non-interest income              |  |                            | 60        |            |  |           | 1,929     |          |  |   | 2,598   |   |  |   | 4,587     |  
|                                        |  |                            |           |            |  |           |           |          |  |   |         |   |  |   |           |  
|Segment profits and losses
before taxes |  |                            | 6,849     |            |  |           | 11,389    |          |  |   | 1,824   |   |  |   | 20,062    |  
|Provision for income taxes              |  |                            | (2,425    | )          |  |           | (4,032    | )        |  |   | (646    | ) |  |   | (7,103    | )
|                                        |  |                            |           |            |  |           |           |          |  |   |         |   |  |   |           |  
|Segment net income                      |  | $                          | 4,424     |            |  | $         | 7,357     |          |  | $ | 1,178   |   |  | $ | 12,959    |  
|                                        |  |                            |           |            |  |           |           |          |  |   |         |   |  |   |           |  
|Segment average assets (1)              |  | $                          | 2,772,231 |            |  | $         | 1,718,471 |          |  | $ | 478,825 |   |  | $ | 4,969,527 |  
|                                        |  |                            |           |            |  |           |           |          |  |   |         |   |  |   |           |  
|2002                                    |  |                            |           |            |  |           |           |          |  |   |         |   |  |   |           |  
|Interest income                         |  | $                          | 46,202    |            |  | $         | 26,906    |          |  | $ | 6,514   |   |  | $ | 79,622    |  
|Interest expense and overhead           |  |                            | (31,477   | )          |  |           | (15,767   | )        |  |   | (3,963  | ) |  |   | (51,207   | )
|Provision for loan losses               |  |                            | 59        |            |  |           | (5,933    | )        |  |   | (265    | ) |  |   | (6,139    | )
|Direct non-interest income              |  |                            | 3,101     |            |  |           | 752       |          |  |   | 2,538   |   |  |   | 6,391     |  
|                                        |  |                            |           |            |  |           |           |          |  |   |         |   |  |   |           |  
|Segment profits and losses
before taxes |  |                            | 14,107    |            |  |           | 2,571     |          |  |   | (1,092  | ) |  |   | 15,586    |  
|Provision for income taxes              |  |                            | (3,753    | )          |  |           | (684      | )        |  |   | 290     |   |  |   | (4,147    | )
|                                        |  |                            |           |            |  |           |           |          |  |   |         |   |  |   |           |  
|Segment net income (loss)               |  | $                          | 10,354    |            |  | $         | 1,887     |          |  | $ | (802    | ) |  | $ | 11,439    |  
|                                        |  |                            |           |            |  |           |           |          |  |   |         |   |  |   |           |  
|Segment average assets (1)              |  | $                          | 2,891,958 |            |  | $         | 1,616,326 |          |  | $ | 406,204 |   |  | $ | 4,914,488 |  
|                                        |  |                            |           |            |  |           |           |          |  |   |         |   |  |   |           |  



---

|(1) |  | Segment average assets excludes Bank operation overhead assets such
as property and equipment and assets that benefit multiple reportable segments.
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------

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##### Table of Contents



BankAtlantic Bancorp, Inc.

Bank Operations consists of three reportable segments. The table below is
segment information for the six months ended June 30, 2003 and 2002 associated
with the three Bank Operations reportable segments:

|                                        |             |                          |           |            |  |           |           |          |  |   |         |   |  |   |           |  
|--------------------------------------- | ----------- | ------------------------ | --------- | ---------- |  | --------- | --------- | -------- |  | - | ------- | - |  | - | --------- | -
|                                        |             | For the Six Months Ended
|                                        |             | Bank Operations         
|                                        |             |                         
|                                        |             | Bank                     |           | Commercial |  | Community |           | Bank Ops
|(In thousands)                          | Investments | Banking                  |           | Banking    |  | Total    
|                                        |             |                          |           |            |  |          
|2003                                    |             |                          |           |            |  |           |           |          |  |   |         |   |  |   |           |  
|Interest income                         |             | $                        | 70,515    |            |  | $         | 50,841    |          |  | $ | 12,908  |   |  | $ | 134,264   |  
|Interest expense and overhead           |             |                          | (50,528   | )          |  |           | (26,500   | )        |  |   | (7,364  | ) |  |   | (84,392   | )
|Provision for loan losses               |             |                          | (343      | )          |  |           | (2,625    | )        |  |   | 628     |   |  |   | (2,340    | )
|Direct non-interest income              |             |                          | 120       |            |  |           | 2,830     |          |  |   | 5,026   |   |  |   | 7,976     |  
|                                        |             |                          |           |            |  |           |           |          |  |   |         |   |  |   |           |  
|Segment profits and losses
before taxes |             |                          | 13,200    |            |  |           | 19,780    |          |  |   | 4,514   |   |  |   | 37,494    |  
|Provision for income taxes              |             |                          | (4,622    | )          |  |           | (6,935    | )        |  |   | (1,577  | ) |  |   | (13,134   | )
|                                        |             |                          |           |            |  |           |           |          |  |   |         |   |  |   |           |  
|Segment net income (loss)               |             | $                        | 8,578     |            |  | $         | 12,845    |          |  | $ | 2,937   |   |  | $ | 24,360    |  
|                                        |             |                          |           |            |  |           |           |          |  |   |         |   |  |   |           |  
|Segment average assets (1)              |             | $                        | 2,641,812 |            |  | $         | 1,711,489 |          |  | $ | 475,910 |   |  | $ | 4,829,211 |  
|                                        |             |                          |           |            |  |           |           |          |  |   |         |   |  |   |           |  
|2002                                    |             |                          |           |            |  |           |           |          |  |   |         |   |  |   |           |  
|Interest income                         |             | $                        | 83,877    |            |  | $         | 50,837    |          |  | $ | 12,010  |   |  | $ | 146,724   |  
|Interest expense and overhead           |             |                          | (58,362   | )          |  |           | (29,745   | )        |  |   | (7,179  | ) |  |   | (95,286   | )
|Provision for loan losses               |             |                          | (141      | )          |  |           | (8,148    | )        |  |   | (415    | ) |  |   | (8,704    | )
|Direct non-interest income              |             |                          | 3,289     |            |  |           | 1,380     |          |  |   | 4,727   |   |  |   | 9,396     |  
|                                        |             |                          |           |            |  |           |           |          |  |   |         |   |  |   |           |  
|Segment profits and losses
before taxes |             |                          | 22,339    |            |  |           | 8,354     |          |  |   | (1,363  | ) |  |   | 29,330    |  
|Provision for income taxes              |             |                          | (6,631    | )          |  |           | (2,704    | )        |  |   | 385     |   |  |   | (8,950    | )
|                                        |             |                          |           |            |  |           |           |          |  |   |         |   |  |   |           |  
|Segment net income (loss)               |             | $                        | 15,708    |            |  | $         | 5,650     |          |  | $ | (978    | ) |  | $ | 20,380    |  
|                                        |             |                          |           |            |  |           |           |          |  |   |         |   |  |   |           |  
|Segment average assets (1)              |             | $                        | 2,615,143 |            |  | $         | 1,565,515 |          |  | $ | 371,653 |   |  | $ | 4,552,311 |  
|                                        |             |                          |           |            |  |           |           |          |  |   |         |   |  |   |           |  



---

|(1) |  | Segment average assets excludes Bank operation overhead assets such
as property and equipment and assets that benefit multiple reportable segments.
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------

The changes in the carrying amounts of goodwill for the six months ended
June 30, 2003 were as follows:

|                                             |  |                 |        |            |  |           |        |          |  |   |     |  |  |   |        |  
|-------------------------------------------- |  | --------------- | ------ | ---------- |  | --------- | ------ | -------- |  | - | --- |  |  | - | ------ | -
|                                             |  | Bank Operations
|                                             |  |                
|                                             |  | Bank            |        | Commercial |  | Community |        | Bank Ops
|(In thousands)                               |  | Investments     |        | Banking    |  | Banking   |        | Total   
|                                             |  |                 |        |            |  |           |        |         
|Balance as of December 31, 2002              |  | $               | 34,322 |            |  | $         | 35,977 |          |  | $ | 925 |  |  | $ | 71,224 |  
|Allowance for Community loan losses acquired |  |                 |       |            |  |           | (734   | )        |  |   |    |  |  |   | (734   | )
|                                             |  |                 |        |            |  |           |        |          |  |   |     |  |  |   |        |  
|Balance as of June 30, 2003                  |  | $               | 34,322 |            |  | $         | 35,243 |          |  | $ | 925 |  |  | $ | 70,490 |  
|                                             |  |                 |        |            |  |           |        |          |  |   |     |  |  |   |        |  

10. Transitional Goodwill Impairment Evaluation

In connection with the transitional goodwill impairment evaluation
required under FASB Statement 142, the Company performed an assessment of
whether there was an indication that goodwill was impaired as of January 1,
2002, the date of adoption. The fair values of all reporting units, except for
the Ryan Beck reportable segment, exceeded their respective carrying amounts at
the adoption date. For the Ryan Beck reportable segment, a $15.1 million
impairment loss (net of a $1.2 million tax benefit) was recorded effective as
of January 1, 2002 as a cumulative effect of a change in accounting principle.

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BankAtlantic Bancorp, Inc.

11. Financial instruments with off-balance sheet risk

Financial instruments with off-balance sheet risk were:

|                                                                                    |  |                |           |              |  |   |           | 
|----------------------------------------------------------------------------------- |  | -------------- | --------- | ------------ |  | - | --------- | 
|                                                                                    |  | June 30,       |           | December 31,
|                                                                                    |  |                |           |             
|                                                                                    |  | 2003           |           | 2002        
|                                                                                    |  |                |           |             
|                                                                                    |  | (In thousands)
|Commitment to sell fixed rate residential loans                                     |  | $              | 339       |              |  | $ | 88        | 
|Forward contract to purchase mortgage-backed securities                             |  |                | 17,745    |              |  |   | 39,128    | 
|Commitments to purchase other investment securities                                 |  |                |          |              |  |   | 200       | 
|Commitments to purchase variable rate residential loans                             |  |                | 29,000    |              |  |   | 300,643   | 
|Commitments to extend credit, including the undisbursed
portion of loans in process |  |                | 1,147,818 |              |  |   | 1,126,384 | 
|Standby letters of credit                                                           |  |                | 23,012    |              |  |   | 35,927    | 
|Commercial lines of credit                                                          |  |                | 148,931   |              |  |   | 209,708   | 

Standby letters of credit are conditional commitments issued by
BankAtlantic to guarantee the performance of a customer to a third party.
BankAtlantic standby letters of credit are generally issued to customers in the
construction industry guaranteeing project performance. These types of standby
letters of credit had a maximum exposure of $15.9 million at June 30, 2003.
BankAtlantic also issues standby letters of credit to commercial lending
customers guaranteeing the payment of goods and services. These types of
standby letters of credit had a maximum exposure of $7.1 million at June 30,
2003. These guarantees are primarily issued to support public and private
borrowing arrangements and have maturities of one year or less. The credit
risk involved in issuing letters of credit is essentially the same as that
involved in extending loan facilities to customers. BankAtlantic may hold
certificates of deposit and residential and commercial liens as collateral for
such commitments which are collateralized similar to other types of borrowings.

Levitt has provided guarantees on indebtedness to joint ventures accounted
for under the equity method of accounting. The guarantees arose in order to
obtain joint venture financing. Levitt and its joint venture partners would
have to perform on their guarantees if the joint ventures default on the
various loan agreements. At June 30, 2003 and December 31, 2002, Levitt had
guarantees on $25.3 million and $26.2 million, respectively, of joint venture
debt. Included in these guarantees were $23.9 million and $25.5 million of
loans from BankAtlantic. Levitts management believes that based on the loans
collateral, no payments will be required under the guarantees. The other joint
venture partners are also guarantors to the joint venture debt and any payments
associated with the guarantees may be recovered from these third parties.

A development district for Levitts Tradition master planned community
issued $28.8 million of bond anticipation notes to provide funding for phase I
common infrastructure. The bond anticipation notes are direct obligations of
the development district and are projected to be refinanced prior to maturity
into long-term assessment or revenue bonds. The development district assesses
property owners to fund debt service and the ultimate repayment of the bonds.
Levitt is assessed based on its pro-rata ownership in the property. Levitts
pro-rata share of the assessment transfers to third parties upon property
sales. The assessment will be levied beginning in 2004.

12. Acquisitions and Sales of Subsidiaries

On May 28, 2003, Ryan Beck sold its entire interest in Cumberland
Advisors, Inc. for $1.5 million and recognized a $228,000 loss. Cumberlands
loss before income taxes during the period from January 1, 2003 to May 28, 2003
was $4,000. Cumberlands income before income taxes for the six months ended
June 30, 2002 was $30,000.

On April 26, 2002 Ryan Beck acquired certain of the assets and assumed
certain of the liabilities of Gruntal & Co., LLC (Gruntal) and acquired all
of the membership interests in GMS. The consideration provided by Ryan Beck
for this transaction was the assumption of a note payable related to furniture
and equipment in the Gruntal offices, assumption of non-cancelable leases
associated with the Gruntal offices acquired, obligations owed to investment
consultants participating in Gruntals deferred compensation plan that accepted
employment with Ryan Beck, and the payment of $6.0 million in cash. Ryan Beck
has been named as a defendant in a number of arbitration claims filed by former
Gruntal clients whose claims arose prior to the Gruntal transaction based on
allegations that Ryan Beck is the successor to Gruntal. Ryan Beck has also
been sued by a former Gruntal employee seeking a declaratory judgment that Ryan
Beck is liable for all pre-April 26, 2002 claims against Gruntal whether
pending or filed in the future. This action has been stayed by the court
pursuant to

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BankAtlantic Bancorp, Inc.

an order dated August 1, 2003, until the resolution of the Gruntal
bankruptcy proceedings. Ryan Beck did not assume any of these liabilities in
connection with these transactions. Gruntal filed for bankruptcy protection
under Chapter 11 of the Federal Bankruptcy Laws in October, 2002 and Ryan Beck
has filed a Proof of Claim with the Bankruptcy Court in the amount of $43.9
million asserting its right to indemnification from Gruntal under the asset
purchase agreement for the costs of defending the above-referenced claims as
well as any liability that may be assessed against Ryan Beck in such matters.
For further information see Legal Proceedings in the Companys Annual Report on
Form 10-K for the year ended December 31, 2002.

On March 22, 2002 BankAtlantic acquired Community Savings Bankshares Inc.,
the parent company of Community Savings, F.A. (Community), for $170.8 million
in cash and immediately merged Community into BankAtlantic. The fair value of
Communitys assets acquired and liabilities assumed is included in the
Companys statement of financial condition and Communitys results of
operations have been included in the Companys consolidated financial
statements since March 22, 2002.

The following table summarizes the fair value of assets acquired and
liabilities assumed in connection with the acquisition of Community and the
Gruntal transaction effective March 22, 2002 and April 26, 2002, respectively.

|                                            |                                   |           |          |         |  |       |         |         |  |   |          |           | 
|------------------------------------------- | --------------------------------- | --------- | -------- | ------- |  | ----- | ------- | ------- |  | - | -------- | --------- | 
|(in thousands)                              |                                   | Community |          | Gruntal |  | Total
|                                            |                                   |           |          |         |  |      
|Cash and interest earning deposits          |                                   | $         | 124,977  |         |  | $     | 886     |         |  | $ | 125,863  |          
|Securities available for sale               |                                   |           | 79,768   |         |  |       |        |         |  |   | 79,768   |          
|Trading securities                          |                                   |           |         |         |  |       | 151,909 |         |  |   | 151,909  |          
|Loans receivable, net                       |                                   |           | 621,964  |         |  |       |        |         |  |   | 621,964  |          
|FHLB Stock                                  |                                   |           | 8,063    |         |  |       |        |         |  |   | 8,063    |          
|Investments and advances to joint ventures  |                                   |           | 16,122   |         |  |       |        |         |  |   | 16,122   |          
|Goodwill                                    |                                   |           | 58,775   |         |  |       |        |         |  |   | 58,775   |          
|Core deposit intangible asset               |                                   |           | 15,117   |         |  |       |        |         |  |   | 15,117   |          
|Other assets                                |                                   |           | 45,070   |         |  |       | 12,597  |         |  |   | 57,667   |          
|                                            |                                   |           |          |         |  |       |         |         |  |   |          |          
|                                            | Fair value of assets acquired     |           |          | 969,856 |  |       |         | 165,392 |  |   |          | 1,135,248 | 
|                                            |                                   |           |          |         |  |       |         |         |  |   |          |          
|Deposits                                    |                                   |           | 639,111  |         |  |       |        |         |  |   | 639,111  |          
|FHLB advances                               |                                   |           | 138,981  |         |  |       |        |         |  |   | 138,981  |          
|Other borrowings                            |                                   |           | 14,291   |         |  |       | 3,427   |         |  |   | 17,718   |          
|Securities sold not yet purchased           |                                   |           |         |         |  |       | 1,201   |         |  |   | 1,201    |          
|Payable to clearing broker                  |                                   |           |         |         |  |       | 101,705 |         |  |   | 101,705  |          
|Other liabilities                           |                                   |           | 6,674    |         |  |       | 27,402  |         |  |   | 34,076   |          
|                                            |                                   |           |          |         |  |       |         |         |  |   |          |          
|                                            | Fair value of liabilities assumed |           |          | 799,057 |  |       |         | 133,735 |  |   |          | 932,792   | 
|Fair value of net assets acquired over cost |                                   |           |         |         |  |       | (23,810 | )       |  |   | (23,810  | )        
|                                            |                                   |           |          |         |  |       |         |         |  |   |          |          
|Purchase price                              |                                   |           | 170,799  |         |  |       | 7,847   |         |  |   | 178,646  |          
|Cash acquired                               |                                   |           | (124,977 | )       |  |       | (886    | )       |  |   | (125,863 | )        
|                                            |                                   |           |          |         |  |       |         |         |  |   |          |          
|Purchase price net of cash acquired         |                                   | $         | 45,822   |         |  | $     | 6,961   |         |  | $ | 52,783   |          
|                                            |                                   |           |          |         |  |       |         |         |  |   |          |          

Acquisition related charges and impairments during the three and six
months ended June 30, 2002 included various data conversion and system
integration expenses as well as facilities impairment write-downs associated
with the Community acquisition and the Gruntal transaction. In connection with
the Community acquisition, BankAtlantic closed two of its Palm Beach county
branches during the second quarter of 2002.

13.     New Accounting Pronouncements:

In January 2003, the Financial Accounting Standards Board (FASB) issued
Interpretation No. 46 (Consolidation of Variable Interest Entities). The
interpretation defines a variable interest entity as a corporation,
partnership, trust or any other legal structure used for business purposes that
either (a) does not have equity investors with voting rights or (b) has equity
investors that do not provide sufficient financial resources for the equity to
support its activities. A variable interest entity often holds financial
assets, including loans or receivables, real estate or other property. A
variable interest entity may be essentially passive or it may engage in
research and development or other activities on behalf of another company. This

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BankAtlantic Bancorp, Inc.

interpretation requires a variable interest entity to be consolidated by a
company if that company is subject to a majority of the risk of loss from the
variable interest entitys activities or is entitled to receive a majority of
the entitys residual returns or both. The interpretation also requires that
the primary beneficiary is the only entity that can consolidate the variable
interest entity. A primary beneficiary is the enterprise that has the majority
of the risks and rewards of ownership. Upon consolidation of a variable
interest entity, the assets, liabilities and noncontrolling interest of the
variable interest entity are measured at their carrying amounts with any
difference between the net amount added to the statement of financial condition
and any previously recognized interest being recognized as the cumulative
effect of a change in accounting principle. The interpretation also requires
disclosures about variable interest entities that the company is not required
to consolidate but in which it has a significant variable interest. Management
completed its initial evaluation of Interpretation No. 46, concluding that one
of its real estate joint ventures (Riverclub) and eleven of its statutory
business trusts were variable interest entities. Management is currently
reviewing various other contracts with third parties to determine if these
arrangements represent variable interests. Management does not expect that the
outcome of this review will have a material impact on the Companys results of
operations or financial condition.

The statutory business trusts were formed to issue trust preferred
securities. The Company, in its historical financial statements, has
consolidated the statutory business trusts. The interpretation requires the
Company to deconsolidate the statutory business trusts as the Company is not
the primary beneficiary of these entities. If these trusts were
deconsolidated as of June 30, 2003, the effect on the Companys statement of
financial condition would be an increase in investments in unconsolidated
subsidiaries of $7.8 million with a corresponding increase in guaranteed
preferred beneficial interest in the Companys Junior Subordinated Debentures.
The effect of the deconsolidation on the Companys statement of operations for
the three and six months ended June 30, 2003 would be an increase in income
from unconsolidated subsidiaries of $78,000 and $196,000, respectively, with a
corresponding increase in interest expense on guaranteed preferred beneficial
interests in the Companys Junior Subordinated Debentures. The Company intends
to initially deconsolidated the trusts during the third quarter of 2003;
however, deconsolidation of the trusts in accordance with Interpretation No. 46
is currently under consideration by the FASB.

The Riverclub joint venture was acquired in the Community acquisition.
The Company has accounted for the Riverclub joint venture on the equity method
of accounting in its historical financial statements. Based on the Companys
evaluation of the Riverclub operating and developer agreement, the Company is
the primary beneficiary of the Riverclub joint venture and accordingly will
include the activities of Riverclub in its consolidated financial statements.
Upon acquisition on March 22, 2002, the Companys investment in Riverclub was
written down to fair value based on an appraisal. As a consequence, the
consolidation of the Riverclub joint venture as of July 1, 2003 did not result
in any gain or loss from the cumulative effect of a change in accounting
principle.

If the Riverclub joint venture were consolidated as of June 30, 2003, the
effect on the Companys consolidated statement of financial condition would be
as follows:

|                                                             |                        |   |            |      |  
|------------------------------------------------------------ | ---------------------- | - | ---------- | ---- | -
|                                                             |                        |   | Increase  
|(In thousands)                                               |                        |   | (Decrease)
|                                                             |                        |   |           
|Assets                                                       |                        |   |            |     
|Real estate held for development and
sale and joint ventures |                        | $ | (346       | )   
|Other assets                                                 |                        |   | 1,382      |     
|                                                             |                        |   |            |     
|Change in total assets                                       |                        | $ | 1,036      |     
|                                                             |                        |   |            |     
|Liabilities and noncontrolling interest                      |                        |   |            |     
|                                                             | Interest free checking |   | $          | (191 | )
|Subordinated debentures, notes and
bonds payable             |                        |   | 1,651      |     
|Other liabilities                                            |                        |   | 957        |     
|Noncontrolling interest                                      |                        |   | (1,381     | )   
|                                                             |                        |   |            |     
|Change in total liabilities and noncontrolling interest      |                        | $ | 1,036      |     
|                                                             |                        |   |            |     

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BankAtlantic Bancorp, Inc.

If the Riverclub joint venture were consolidated as of January 1, 2003,
the effect on the Companys consolidated statement of operations would be as
follows:

|                                                                              |                                |            |               |            |               |   |        |       | 
|----------------------------------------------------------------------------- | ------------------------------ | ---------- | ------------- | ---------- | ------------- | - | ------ | ----- | 
|                                                                              |                                |            | Three months  |            | Six months   
|                                                                              |                                |            | Ended         |            | Ended        
|                                                                              |                                |            | June 30, 2003 |            | June 30, 2003
|                                                                              |                                |            | Increase      |            | Increase     
|(In thousands)                                                                |                                | (Decrease) |               | (Decrease)
|                                                                              |                                |            |               |           
|Gains on sales of real estate developed for sale
and joint venture activities |                                | $          | 2,249         |            |               | $ | 3,404  |      
|                                                                              |                                |            |               |            |               |   |        |      
|Employee compensation and benefits                                            |                                |            | 385           |            |               |   | 904    |      
|Occupancy and equipment                                                       |                                |            | 26            |            |               |   | 55     |      
|Advertising and promotion                                                     |                                |            | 110           |            |               |   | 298    |      
|Selling and general administrative expenses                                   |                                |            | 494           |            |               |   | 710    |      
|Other                                                                         |                                |            | 29            |            |               |   | 106    |      
|                                                                              |                                |            |               |            |               |   |        |      
|                                                                              | Change in non-interest expense |            |               | 1,205      |               |   |        | 1,331 | 
|Non-controlling interest                                                      |                                |            | (1,205        | )          |               |   | (1,331 | )    
|                                                                              |                                |            |               |            |               |   |        |      
|Change in income before income taxes                                          |                                | $          |              |            |               | $ |       |      
|                                                                              |                                |            |               |            |               |   |        |      

The purpose of the Riverclub joint venture is to develop 199 single-family
homes, condominium units and duplexes that are located in Indian River County,
Florida. The joint venture as of June 30, 2003 had total assets of $28.3
million. The maximum exposure to loss as a result of the Companys involvement
in the Riverclub joint venture at June 30, 2003 was estimated at $20.2 million.

In May 2003, the FASB issued Statement No. 150 (Accounting for Certain
Financial Instruments with Characteristics of both Liabilities and Equity).
This Statement establishes standards for how an issuer classifies and measures
certain financial instruments with characteristics of both liabilities and
equity. The Statement requires that an issuer classify a financial instrument
that is within its scope as a liability (or an asset in some circumstances).
Many of those instruments were previously classified as equity. The Company is
currently classifying financial instruments within the scope of this Statement
in accordance with this Statement.

This Statement is effective for financial instruments entered into or
modified after May 31, 2003, and otherwise is effective at the beginning of the
first interim period beginning after June 15, 2003. Management does not
believe that this Statement will have a material impact on the Companys
financial statements.

14. Reclassifications

Certain amounts for prior periods have been reclassified to conform with
the statement presentation for 2003.

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BankAtlantic Bancorp, Inc.




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

The objective of the following discussion is to provide an understanding
of the financial condition and results of operations of BankAtlantic Bancorp,
Inc. (the Company, which may also be referred to as we, us, or our) and
its wholly owned subsidiaries for the three and six months ended June 30, 2003
and 2002, respectively. The principal assets of the Company consist of its
ownership of these subsidiaries, which include BankAtlantic, a federal savings
bank headquartered in Fort Lauderdale, Florida and its subsidiaries
(BankAtlantic or Bank), Levitt Corporation and its subsidiaries (Levitt),
a real estate development company, and Ryan Beck & Co., Inc. and its
subsidiaries (Ryan Beck), a brokerage and investment banking firm.

Except for historical information contained herein, the matters discussed
in this report contain forward-looking statements within the meaning of Section
27A of the Securities Act of 1933, as amended (the Securities Act), and
Section 21E of the Securities Exchange Act of 1934, as amended (the Exchange
Act), that involve substantial risks and uncertainties. When used in this
report and in any documents incorporated by reference herein, the words
anticipate, believe, estimate, may, intend, expect and similar
expressions identify certain of such forward-looking statements. Actual
results, performance or achievements could differ materially from those
contemplated, expressed or implied by the forward-looking statements contained
herein. These forward-looking statements are based largely on the expectations
of the Company and are subject to a number of risks and uncertainties that are
subject to change based on factors which are, in many instances, beyond the
Companys control. These include, but are not limited to, risks and
uncertainties associated with: the impact of economic, competitive and other
factors affecting the Company and its operations, markets, products and
services; credit risks and loan losses, and the related sufficiency of the
allowance for loan losses; changes in interest rates and the effects of, and
changes in, trade, monetary and fiscal policies and laws; adverse conditions in
the stock market, the public debt market and other capital markets and the
impact of such conditions on our activities and the value of our assets; the
impact of changes in financial services laws and regulations (including laws
concerning taxes, banking, securities and insurance); technological changes;
BankAtlantics seven-day banking initiative and other growth initiatives not
being successful or producing results which do not justify their costs; the
impact of changes in accounting policies by the Securities and Exchange
Commission; the impact of periodic testing of goodwill and other intangible
assets for impairment, and with respect to the operations of Levitt Corporation
(Levitt) and its real estate subsidiaries: the market for real estate
generally and in the areas where Levitt has developments, the availability and
price of land suitable for development, materials prices, labor costs, interest
rates, environmental factors and governmental regulations; and the Companys
success at managing the risks involved in the foregoing. This report also
contains forward-looking statements with respect to the proposed spin-off of
Levitt Corporation which is subject to a number of risks and uncertainties that
are subject to change based on factors including that the conditions relating
to regulatory approval and the tax-free nature of the spin-off may not be met,
that business, economic, or market conditions may make the spin-off less
advantageous, that Levitt will not be successful as a separate publicly-traded
company, that Levitt will not have additional access to capital or debt markets
or that such markets may prove to be more expensive than currently available,
and that the Board may in the future conclude that it is not in the best
interest of the Company or the shareholders to pursue the spin-off. Further,
this report contains forward-looking statements with respect to Ryan Beck & Co.
and its subsidiary, which are subject to a number of risks and uncertainties
including but not limited to the risks and uncertainties associated with its
operations, products and services, changes in economic or regulatory policies,
the volatility of the stock market and fixed income markets and the ability of
Ryan Beck to realize the carrying value of its securities upon a sale and the
success of new lines of business. In addition to the risks and factors
identified above, reference is also made to other risks and factors detailed in
reports filed by the Company with the Securities and Exchange Commission. The
Company cautions that the foregoing factors are not exclusive.

Critical Accounting Policies

Management views critical accounting policies as accounting policies that
are important to the understanding of our financial statements and also involve
estimates and judgments about inherently uncertain matters. In preparing the
financial statements, management is required to make estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities as of the date of the consolidated statements
of financial condition and assumptions that affect the recognition of income
and expenses on the consolidated statement of operations for the periods
presented. Actual results could differ significantly from those estimates.
Material estimates that are particularly susceptible to significant change in
the next year relate to the determination of the allowance for loan losses,
evaluation of goodwill for impairment, the valuation of real estate acquired in
connection with foreclosure or in satisfaction of loans, the valuation of the
fair market value of assets and liabilities in the application of the purchase
method of accounting, the
amount of the deferred tax asset valuation allowance, the valuation of
derivatives, the valuation of securities available for
24Table of Contents

BankAtlantic Bancorp, Inc.

sale and the valuation
of real estate held for development and equity method investments. The six
accounting policies that we have identified as critical accounting policies
are: (i) allowance for loan and lease losses, (ii) valuation of securities and
derivative instruments, (iii) impairment of goodwill and other intangible
assets, (iv) impairment of long-lived assets; (v) real estate held for
development and sale and equity method investments and (vi) accounting for
business combinations.

For a more detailed discussion on these critical accounting policies see
Critical Accounting Policies appearing in the Companys Annual Report on Form
10-K for the year ended December 31, 2002.

Consolidated Results of Operations

|                                                                                                               |  |                      |         |                    |  |      |        |      |  |   |         |  |  |   |         |  
|-------------------------------------------------------------------------------------------------------------- |  | -------------------- | ------- | ------------------ |  | ---- | ------ | ---- |  | - | ------- |  |  | - | ------- | -
|                                                                                                               |  | For the Three Months |         | For the Six Months
|                                                                                                               |  | Ended June 30,       |         | Ended June 30,    
|                                                                                                               |  |                      |         |                   
|                                                                                                               |  | 2003                 |         | 2002               |  | 2003 |        | 2002
|                                                                                                               |  |                      |         |                    |  |      |        |     
|(In thousands)                                                                                                 |  |                      |         |                    |  |      |        |      |  |   |         |  |  |   |         |  
|Net interest income                                                                                            |  | $                    | 40,544  |                    |  |      | 42,919 |      |  | $ | 79,788  |  |  | $ | 75,737  |  
|Provision for loan losses                                                                                      |  |                      | 1,490   |                    |  |      | 6,139  |      |  |   | 2,340   |  |  |   | 8,704   |  
|(Losses) gains on sales of securities                                                                          |  |                      | (19     | )                  |  |      | 3,083  |      |  |   | 365     |  |  |   | 6,122   |  
|Other non-interest income                                                                                      |  |                      | 100,068 |                    |  |      | 46,243 |      |  |   | 187,687 |  |  |   | 81,104  |  
|Non-interest expense                                                                                           |  |                      | 112,291 |                    |  |      | 93,483 |      |  |   | 216,589 |  |  |   | 142,297 |  
|                                                                                                               |  |                      |         |                    |  |      |        |      |  |   |         |  |  |   |         |  
|Income (loss) before income taxes extraordinary item and
cumulative effect of a change in accounting principle |  |                      | 26,812  |                    |  |      | (7,377 | )    |  |   | 48,911  |  |  |   | 11,962  |  
|Provision (benefit) for income taxes                                                                           |  |                      | 9,603   |                    |  |      | (3,890 | )    |  |   | 17,344  |  |  |   | 2,869   |  
|                                                                                                               |  |                      |         |                    |  |      |        |      |  |   |         |  |  |   |         |  
|Income (loss) before extraordinary item and cumulative
effect of a change in accounting principle              |  |                      | 17,209  |                    |  |      | (3,487 | )    |  |   | 31,567  |  |  |   | 9,093   |  
|Extraordinary item, net of tax                                                                                 |  |                      |        |                    |  |      | 23,810 |      |  |   |        |  |  |   | 23,810  |  
|Cumulative effect of a change in accounting principle,
net of tax                                              |  |                      |        |                    |  |      |       |      |  |   |        |  |  |   | (15,107 | )
|                                                                                                               |  |                      |         |                    |  |      |        |      |  |   |         |  |  |   |         |  
|Net income                                                                                                     |  | $                    | 17,209  |                    |  | $    | 20,323 |      |  | $ | 31,567  |  |  | $ | 17,796  |  
|                                                                                                               |  |                      |         |                    |  |      |        |      |  |   |         |  |  |   |         |  

For the Three Months Ended June 30, 2003 Compared to the Same 2002 Period:

Income before extraordinary item and cumulative effect of a change in
accounting principle was adversely impacted during 2002 by $18.2 million of
impairment charges on equity securities at the parent company, $3.9 million of
acquisition related charges and impairments associated with Ryan Becks Gruntal
transaction and $1.1 million of ATM restructuring charges and impairments
associated with banking activities. Income before extraordinary item and
cumulative effect of a change in accounting principle was adversely impacted
during 2003 by a $1.7 million charge associated with unamortized offering costs
and call premiums on the early redemption of parent company 5.625% convertible
subordinated debentures and a $257,000 impairment charge associated with a Bank
branch relocation. Higher earnings from all of the Companys principal
business units contributed to the improvement in income during 2003. Higher
Bank earnings reflect a decline in the provision for loan losses and a
substantial increase in revenues from service charges on deposits. Levitts
increased earnings resulted from substantially greater revenues from home and
land closings. Ryan Becks improved earnings resulted from a significant
increase in principal transaction revenues associated with improving stock
market conditions.

The Companys net interest income decreased by 6% from the 2002 period.
The decline in net interest income primarily resulted from a decline in the
Banks net interest margin. This was partially offset by an increase in net
interest income at Ryan Beck associated with the increased securities trading
activities of financial consultants hired in connection with the Gruntal
transaction.

As mentioned, provision for loan losses declined from the 2002 period.
The 76% decrease reflected a significant decline in loan delinquencies,
non-performing assets and net charge-offs in the commercial real estate and
lease financing portfolios.

Losses on securities activities during the 2003 second quarter resulted
from unrealized losses on derivative instruments. Gains on securities
activities during the 2002 second quarter primarily resulted from sales of the
Banks securities available for sale and parent company equity securities.

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BankAtlantic Bancorp, Inc.

Other non-interest income increased by 116% from the 2002 period. The
increase primarily resulted from a substantial increase in revenues from Ryan
Beck, higher revenues attributed to Levitt real estate activities and a
significant increase in revenues from service charges from Bank operations.
The substantial increase in income associated with Ryan Becks operations
primarily resulted from the April 26, 2002 Gruntal transaction, which added
approximately 500 financial consultants to Ryan Becks approximately 100
consultants. The increase in Bank operations revenues from service charges on
deposits primarily resulted from an increase in checking accounts attributed to
our new checking products and our seven-day branch banking initiative. The
enhanced revenues from Levitts real estate operations reflect an increase in
the number of homes sold at Levitt and Sons as well as an increase in land
sales at Core Communities during the 2003 quarter compared to the 2002 quarter.

Non-interest expense increased by 20% from 2002. Ryan Becks non-interest
expense increased from $46.8 million during 2002 to $61.2 million during 2003
primarily as a result of the Gruntal transaction. Bank operations non-interest
expense increased from $36.3 million to $38.2 million primarily due to
increased compensation expenses and advertising costs associated with the
implementation of the Floridas Most Convenient Bank initiatives. Levitts
non-interest expense increased from $7.6 million to $10.5 million due to the
development of various new projects.

During the 2002 second quarter, an extraordinary gain was recognized in
connection with the Gruntal transaction. The extraordinary gain was recognized
because the fair value of the net assets acquired, after reducing the carrying
value of non-financial assets to zero, exceeded the cost of the transaction by
$23.8 million, net of income taxes of $2.7 million. Included in the assets
acquired in the Gruntal transaction was the membership in GMS. The Company did
not establish a deferred tax liability for the extraordinary gain associated
with the acquisition of the GMS membership interest because the Company
acquired the membership interest in GMS instead of the net assets.

For the Six Months Ended June 30, 2003 Compared to the Same 2002 Period:

The increase in net income for the six months ended June 30, 2003 as
compared to the 2002 period was primarily the result of the items discussed
above. Net income for the 2002 period was negatively impacted by a cumulative
effect of a change in accounting principle. Upon the implementation of FASB
Statement 142, we performed the required goodwill impairment test as of January
1, 2002 and concluded that the goodwill assigned to the Ryan Beck reportable
segment was impaired. As a consequence, the Company recorded a $15.1 million
impairment loss (net of tax) effective as of January 1, 2002 as a cumulative
effect of a change in accounting principle.

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BankAtlantic Bancorp, Inc.

Bank Results of Operations

Net interest income

|               |                                            |                |   |                                               |           |               |   |        |        |         |  |          |      |        |   |           |           |  |   |        |        |  |  |       |      | 
|-------------- | ------------------------------------------ | -------------- | - | --------------------------------------------- | --------- | ------------- | - | ------ | ------ | ------- |  | -------- | ---- | ------ | - | --------- | --------- |  | - | ------ | ------ |  |  | ----- | ---- | 
|               |                                            |                |   | Average Balance Sheet - Yield / Rate Analysis
|               |                                            |                |   | For the Three Months Ended                   
|               |                                            |                |   |                                              
|               |                                            |                |   | June 30, 2003                                 |           | June 30, 2002
|               |                                            |                |   |                                               |           |              
|               |                                            |                |   | Average                                       |           | Revenue/      |   | Yield/ |        | Average |  | Revenue/ |      | Yield/
|               |                                            |                |   | Balance                                       |           | Expense       |   | Rate   |        | Balance |  | Expense  |      | Rate  
|               |                                            |                |   |                                               |           |               |   |        |        |         |  |          |      |       
|(In thousands) |                                            |                |   |                                               |           |               |   |        |        |         |  |          |      |        |   |           |           |  |   |        |        |  |  |      
|Loans:         |                                            |                |   |                                               |           |               |   |        |        |         |  |          |      |        |   |           |           |  |   |        |        |  |  |      
|               | Residential real estate                    |                | $ | 1,880,890                                     |           |               | $ | 22,556 |        |         |  | 4.80     | %    |        | $ | 1,570,598 |           |  | $ | 25,139 |        |  |  | 6.40  | %   
|               | Commercial real estate                     |                |   | 1,554,965                                     |           |               |   | 23,373 |        |         |  | 6.01     |      |        |   | 1,499,812 |           |  |   | 24,826 |        |  |  | 6.62  |     
|               | Consumer                                   |                |   | 306,740                                       |           |               |   | 3,520  |        |         |  | 4.59     |      |        |   | 245,209   |           |  |   | 3,522  |        |  |  | 5.75  |     
|               | Lease financing                            |                |   | 22,713                                        |           |               |   | 648    |        |         |  | 11.41    |      |        |   | 46,315    |           |  |   | 1,453  |        |  |  | 12.55 |     
|               | Commercial business                        |                |   | 106,323                                       |           |               |   | 1,496  |        |         |  | 5.63     |      |        |   | 96,711    |           |  |   | 1,387  |        |  |  | 5.74  |     
|               | Small business                             |                |   | 158,798                                       |           |               |   | 2,895  |        |         |  | 7.29     |      |        |   | 152,670   |           |  |   | 2,995  |        |  |  | 7.85  |     
|               |                                            |                |   |                                               |           |               |   |        |        |         |  |          |      |        |   |           |           |  |   |        |        |  |  |      
|               |                                            | Total loans    |   |                                               | 4,030,429 |               |   |        | 54,488 |         |  |          | 5.41 |        |   |           | 3,611,315 |  |   |        | 59,322 |  |  |       | 6.57 | 
|               |                                            |                |   |                                               |           |               |   |        |        |         |  |          |      |        |   |           |           |  |   |        |        |  |  |      
|               | Investments                                |                |   | 900,224                                       |           |               |   | 12,848 |        |         |  | 5.71     |      |        |   | 1,264,991 |           |  |   | 20,300 |        |  |  | 6.42  |     
|               |                                            |                |   |                                               |           |               |   |        |        |         |  |          |      |        |   |           |           |  |   |        |        |  |  |      
|               | Total interest earning assets              |                |   | 4,930,653                                     |           |               |   | 67,336 |        |         |  | 5.46     | %    |        |   | 4,876,306 |           |  |   | 79,622 |        |  |  | 6.53  | %   
|               |                                            |                |   |                                               |           |               |   |        |        |         |  |          |      |        |   |           |           |  |   |        |        |  |  |      
|               | Goodwill and core deposit intangibles      |                |   | 83,591                                        |           |               |   |        |        |         |  |          |      |        |   | 90,678    |           |  |   |        |        |  |  |       |     
|               | Other non-interest earning assets          |                |   | 237,074                                       |           |               |   |        |        |         |  |          |      |        |   | 247,027   |           |  |   |        |        |  |  |       |     
|               |                                            |                |   |                                               |           |               |   |        |        |         |  |          |      |        |   |           |           |  |   |        |        |  |  |      
|               | Total Assets                               |                | $ | 5,251,318                                     |           |               |   |        |        |         |  |          |      |        | $ | 5,214,011 |           |  |   |        |        |  |  |       |     
|               |                                            |                |   |                                               |           |               |   |        |        |         |  |          |      |        |   |           |           |  |   |        |        |  |  |      
|Deposits:      |                                            |                |   |                                               |           |               |   |        |        |         |  |          |      |        |   |           |           |  |   |        |        |  |  |      
|               | Savings                                    |                | $ | 185,685                                       |           |               |   | 268    |        |         |  | 0.58     | %    |        | $ | 148,926   |           |  |   | 375    |        |  |  | 1.01  | %   
|               | NOW                                        |                |   | 454,108                                       |           |               |   | 561    |        |         |  | 0.50     |      |        |   | 337,707   |           |  |   | 735    |        |  |  | 0.87  |     
|               | Money funds                                |                |   | 836,246                                       |           |               |   | 2,625  |        |         |  | 1.26     |      |        |   | 778,630   |           |  |   | 3,659  |        |  |  | 1.88  |     
|               | Certificate accounts                       |                |   | 913,564                                       |           |               |   | 6,304  |        |         |  | 2.77     |      |        |   | 1,340,929 |           |  |   | 12,337 |        |  |  | 3.69  |     
|               |                                            |                |   |                                               |           |               |   |        |        |         |  |          |      |        |   |           |           |  |   |        |        |  |  |      
|               |                                            | Total deposits |   |                                               | 2,389,603 |               |   |        | 9,758  |         |  |          | 1.64 |        |   |           | 2,606,192 |  |   |        | 17,106 |  |  |       | 2.63 | 
|               |                                            |                |   |                                               |           |               |   |        |        |         |  |          |      |        |   |           |           |  |   |        |        |  |  |      
|               | Short-term borrowed funds                  |                |   | 436,975                                       |           |               |   | 1,337  |        |         |  | 1.23     |      |        |   | 488,986   |           |  |   | 2,134  |        |  |  | 1.75  |     
|               | Advances from FHLB                         |                |   | 1,313,896                                     |           |               |   | 15,291 |        |         |  | 4.67     |      |        |   | 1,169,404 |           |  |   | 15,676 |        |  |  | 5.38  |     
|               | Long-term debt                             |                |   | 33,684                                        |           |               |   | 491    |        |         |  | 5.85     |      |        |   | 14,294    |           |  |   | 224    |        |  |  | 6.29  |     
|               |                                            |                |   |                                               |           |               |   |        |        |         |  |          |      |        |   |           |           |  |   |        |        |  |  |      
|               | Total interest bearing liabilities         |                |   | 4,174,158                                     |           |               |   | 26,877 |        |         |  | 2.58     |      |        |   | 4,278,876 |           |  |   | 35,140 |        |  |  | 3.29  |     
|               | Non-interest bearing deposits              |                |   | 535,567                                       |           |               |   |        |        |         |  |          |      |        |   | 422,215   |           |  |   |        |        |  |  |       |     
|               | Non-interest bearing other liabilities     |                |   | 71,454                                        |           |               |   |        |        |         |  |          |      |        |   | 65,143    |           |  |   |        |        |  |  |       |     
|               |                                            |                |   |                                               |           |               |   |        |        |         |  |          |      |        |   |           |           |  |   |        |        |  |  |      
|               | Total Liabilities                          |                |   | 4,781,179                                     |           |               |   |        |        |         |  |          |      |        |   | 4,766,234 |           |  |   |        |        |  |  |       |     
|               | Stockholders equity                       |                |   | 470,139                                       |           |               |   |        |        |         |  |          |      |        |   | 447,777   |           |  |   |        |        |  |  |       |     
|               |                                            |                |   |                                               |           |               |   |        |        |         |  |          |      |        |   |           |           |  |   |        |        |  |  |      
|               | Total liabilities and stockholders equity |                | $ | 5,251,318                                     |           |               |   |        |        |         |  |          |      |        | $ | 5,214,011 |           |  |   |        |        |  |  |       |     
|               |                                            |                |   |                                               |           |               |   |        |        |         |  |          |      |        |   |           |           |  |   |        |        |  |  |      
|               | Net interest income/ net interest spread   |                |   |                                               |           |               | $ | 40,459 |        |         |  | 2.88     | %    |        |   |           |           |  | $ | 44,482 |        |  |  | 3.24  | %   
|               |                                            |                |   |                                               |           |               |   |        |        |         |  |          |      |        |   |           |           |  |   |        |        |  |  |      
|               | Margin                                     |                |   |                                               |           |               |   |        |        |         |  |          |      |        |   |           |           |  |   |        |        |  |  |       |     
|               | Interest income/interest earning assets    |                |   |                                               |           |               |   |        |        |         |  | 5.46     | %    |        |   |           |           |  |   |        |        |  |  | 6.53  | %   
|               | Interest expense/interest earning assets   |                |   |                                               |           |               |   |        |        |         |  | 2.19     |      |        |   |           |           |  |   |        |        |  |  | 2.89  |     
|               |                                            |                |   |                                               |           |               |   |        |        |         |  |          |      |        |   |           |           |  |   |        |        |  |  |      
|               | Net interest margin                        |                |   |                                               |           |               |   |        |        |         |  | 3.27     | %    |        |   |           |           |  |   |        |        |  |  | 3.64  | %   
|               |                                            |                |   |                                               |           |               |   |        |        |         |  |          |      |        |   |           |           |  |   |        |        |  |  |      

For the Three Months Ended June 30, 2003 Compared to the Same 2002 Period:

The decline in net interest income during the period primarily resulted
from a significant decline in the net interest margin. This was partially
offset by earning asset growth.

The net interest margin was negatively impacted by the historically low
interest rates during the 2003 quarter. This low interest rate environment
resulted in accelerated prepayments of mortgage loans and investment securities
with higher yields than the current market rates. We invested the proceeds from
these repayments primarily in residential and commercial loans at the lower
current rates. Mortgage loans and investment securities were also adversely
affected by the
downward re-pricing of floating rate securities. As a consequence, we had
a greater decline in our yield on interest earning

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BankAtlantic Bancorp, Inc.

assets than our rates paid
on interest bearing liabilities. The reduction in the net interest margin was
partially offset by a change in our deposit mix from higher rate certificate of
deposit accounts to low cost deposits and insured money fund accounts. Low
cost deposits are comprised of checking and savings accounts. Low cost average
deposits increased from $909 million during the 2002 second quarter to $1,175
million during the same 2003 quarter, while certificate of deposit accounts
declined from $1,341 million during the 2002 quarter to $914 million during the
same 2003 period. Additionally, we experienced growth in our insured money
fund accounts that bear lower rates than other interest bearing accounts. Our
growth in low cost deposits resulted primarily from our Floridas Most
Convenient Bank initiatives that include seven-day branch banking and high
performance checking accounts. We opened over 35,000 new checking and savings
accounts during the 2003 quarter compared to over 24,000 new accounts during
the same 2002 period.

The growth in earning assets primarily resulted from the purchase and
origination of commercial real estate, residential and home equity loans.
During the six months ended June 30, 2003, the Bank purchased $1.0 billion of
residential loans and originated $675 million of loans, compared to residential
loan purchases of $336 million and loan originations of $520 million during the
same 2002 period. The above increases in earning assets were partially offset
by repayments of residential loans and mortgage-backed securities and lower
average balances related to several discontinued or curtailed lines of
business, including our lease finance business, indirect consumer loans,
syndication loans, international loans to correspondent banks and small
business loans originated under policies in place prior to January 1, 2000.

Interest expense on short-term borrowings was substantially lower during
2003. The significant decline in short term borrowings interest expense
reflected lower average short-term interest rates and a decline in average
short term borrowings. The lower average balances were linked to higher
average FHLB advance balances.

Interest expense on long-term debt for the 2003 quarter represents
interest expense associated with mortgage-backed bonds acquired in connection
with the Community acquisition and interest expense associated with $22 million
of subordinated debentures issued in November 2002. Interest expense on
long-term debt for the 2002 quarter represents interest expense associated with
the mortgage-backed bonds.

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BankAtlantic Bancorp, Inc.

|               |                                            |                |   |                          |           |               |   |                                       |         |         |  |          |      |        |   |           |           |  |   |         |         |  |  |       |      | 
|-------------- | ------------------------------------------ | -------------- | - | ------------------------ | --------- | ------------- | - | ------------------------------------- | ------- | ------- |  | -------- | ---- | ------ | - | --------- | --------- |  | - | ------- | ------- |  |  | ----- | ---- | 
|               |                                            |                |   |                          |           |               |   | Average Balance Sheet / Rate Analysis |         |         |  |          |      |        |   |          
|               |                                            |                |   |                          |           |               |   |                                       |         |         |  |          |      |        |   |          
|               |                                            |                |   | For the Six Months Ended
|               |                                            |                |   |                         
|               |                                            |                |   | June 30, 2003            |           | June 30, 2002
|               |                                            |                |   |                          |           |              
|               |                                            |                |   | Average                  |           | Revenue/      |   | Yield/                                |         | Average |  | Revenue/ |      | Yield/
|               |                                            |                |   | Balance                  |           | Expense       |   | Rate                                  |         | Balance |  | Expense  |      | Rate  
|               |                                            |                |   |                          |           |               |   |                                       |         |         |  |          |      |       
|(in thousands) |                                            |                |   |                          |           |               |   |                                       |         |         |  |          |      |        |   |           |           |  |   |         |         |  |  |      
|Loans:         |                                            |                |   |                          |           |               |   |                                       |         |         |  |          |      |        |   |           |           |  |   |         |         |  |  |      
|               | Residential real estate                    |                | $ | 1,721,109                |           |               | $ | 44,142                                |         |         |  | 5.13     | %    |        | $ | 1,331,126 |           |  | $ | 43,160  |         |  |  | 6.48  | %   
|               | Commercial real estate                     |                |   | 1,542,751                |           |               |   | 46,239                                |         |         |  | 5.99     |      |        |   | 1,402,857 |           |  |   | 45,357  |         |  |  | 6.47  |     
|               | Consumer                                   |                |   | 301,735                  |           |               |   | 6,988                                 |         |         |  | 4.63     |      |        |   | 231,669   |           |  |   | 6,754   |         |  |  | 5.83  |     
|               | Lease financing                            |                |   | 26,318                   |           |               |   | 1,482                                 |         |         |  | 11.26    |      |        |   | 49,593    |           |  |   | 3,044   |         |  |  | 12.28 |     
|               | Commercial business                        |                |   | 103,553                  |           |               |   | 2,945                                 |         |         |  | 5.69     |      |        |   | 103,678   |           |  |   | 3,046   |         |  |  | 5.88  |     
|               | Small business                             |                |   | 161,460                  |           |               |   | 5,932                                 |         |         |  | 7.35     |      |        |   | 130,969   |           |  |   | 5,248   |         |  |  | 8.01  |     
|               |                                            |                |   |                          |           |               |   |                                       |         |         |  |          |      |        |   |           |           |  |   |         |         |  |  |      
|               |                                            | Total loans    |   |                          | 3,856,926 |               |   |                                       | 107,728 |         |  |          | 5.59 |        |   |           | 3,249,892 |  |   |         | 106,609 |  |  |       | 6.56 | 
|               |                                            |                |   |                          |           |               |   |                                       |         |         |  |          |      |        |   |           |           |  |   |         |         |  |  |      
|               | Investments                                |                |   | 926,628                  |           |               |   | 26,536                                |         |         |  | 5.73     |      |        |   | 1,257,912 |           |  |   | 40,117  |         |  |  | 6.38  |     
|               |                                            |                |   |                          |           |               |   |                                       |         |         |  |          |      |        |   |           |           |  |   |         |         |  |  |      
|               | Total interest earning assets              |                |   | 4,783,554                |           |               |   | 134,264                               |         |         |  | 5.61     | %    |        |   | 4,507,804 |           |  |   | 146,726 |         |  |  | 6.51  | %   
|               |                                            |                |   |                          |           |               |   |                                       |         |         |  |          |      |        |   |           |           |  |   |         |         |  |  |      
|               | Goodwill and core deposit intangibles      |                |   | 84,170                   |           |               |   |                                       |         |         |  |          |      |        |   | 54,552    |           |  |   |         |         |  |  |       |     
|               | Other non-interest earning assets          |                |   | 249,449                  |           |               |   |                                       |         |         |  |          |      |        |   | 212,150   |           |  |   |         |         |  |  |       |     
|               |                                            |                |   |                          |           |               |   |                                       |         |         |  |          |      |        |   |           |           |  |   |         |         |  |  |      
|               | Total Assets                               |                | $ | 5,117,173                |           |               |   |                                       |         |         |  |          |      |        | $ | 4,774,506 |           |  |   |         |         |  |  |       |     
|               |                                            |                |   |                          |           |               |   |                                       |         |         |  |          |      |        |   |           |           |  |   |         |         |  |  |      
|Deposits:      |                                            |                |   |                          |           |               |   |                                       |         |         |  |          |      |        |   |           |           |  |   |         |         |  |  |      
|               | Savings                                    |                | $ | 178,531                  |           |               |   | 584                                   |         |         |  | 0.66     | %    |        | $ | 127,955   |           |  |   | 644     |         |  |  | 1.01  | %   
|               | NOW                                        |                |   | 439,944                  |           |               |   | 1,103                                 |         |         |  | 0.51     |      |        |   | 286,372   |           |  |   | 1,085   |         |  |  | 0.76  |     
|               | Money funds                                |                |   | 822,938                  |           |               |   | 5,278                                 |         |         |  | 1.29     |      |        |   | 708,528   |           |  |   | 6,627   |         |  |  | 1.89  |     
|               | Certificate accounts                       |                |   | 940,069                  |           |               |   | 13,962                                |         |         |  | 3.00     |      |        |   | 1,232,917 |           |  |   | 24,077  |         |  |  | 3.94  |     
|               |                                            |                |   |                          |           |               |   |                                       |         |         |  |          |      |        |   |           |           |  |   |         |         |  |  |      
|               |                                            | Total deposits |   |                          | 2,381,482 |               |   |                                       | 20,927  |         |  |          | 1.77 |        |   |           | 2,355,772 |  |   |         | 32,433  |  |  |       | 2.78 | 
|               |                                            |                |   |                          |           |               |   |                                       |         |         |  |          |      |        |   |           |           |  |   |         |         |  |  |      
|               | Short-term borrowed funds                  |                |   | 361,763                  |           |               |   | 2,174                                 |         |         |  | 1.21     |      |        |   | 425,377   |           |  |   | 3,715   |         |  |  | 1.76  |     
|               | Advances from FHLB                         |                |   | 1,299,519                |           |               |   | 30,608                                |         |         |  | 4.75     |      |        |   | 1,128,039 |           |  |   | 30,597  |         |  |  | 5.47  |     
|               | Long-term debt                             |                |   | 34,543                   |           |               |   | 938                                   |         |         |  | 5.48     |      |        |   | 7,941     |           |  |   | 240     |         |  |  | 6.09  |     
|               |                                            |                |   |                          |           |               |   |                                       |         |         |  |          |      |        |   |           |           |  |   |         |         |  |  |      
|               | Total interest bearing liabilities         |                |   | 4,077,307                |           |               |   | 54,647                                |         |         |  | 2.70     |      |        |   | 3,917,129 |           |  |   | 66,985  |         |  |  | 3.45  |     
|               | Non-interest bearing deposits              |                |   | 507,119                  |           |               |   |                                       |         |         |  |          |      |        |   | 370,505   |           |  |   |         |         |  |  |       |     
|               | Non-interest bearing other liabilities     |                |   | 67,518                   |           |               |   |                                       |         |         |  |          |      |        |   | 76,912    |           |  |   |         |         |  |  |       |     
|               |                                            |                |   |                          |           |               |   |                                       |         |         |  |          |      |        |   |           |           |  |   |         |         |  |  |      
|               | Total Liabilities                          |                |   | 4,651,944                |           |               |   |                                       |         |         |  |          |      |        |   | 4,364,546 |           |  |   |         |         |  |  |       |     
|               | Stockholders equity                       |                |   | 465,229                  |           |               |   |                                       |         |         |  |          |      |        |   | 409,960   |           |  |   |         |         |  |  |       |     
|               |                                            |                |   |                          |           |               |   |                                       |         |         |  |          |      |        |   |           |           |  |   |         |         |  |  |      
|               | Total liabilities and stockholders equity |                | $ | 5,117,173                |           |               |   |                                       |         |         |  |          |      |        | $ | 4,774,506 |           |  |   |         |         |  |  |       |     
|               |                                            |                |   |                          |           |               |   |                                       |         |         |  |          |      |        |   |           |           |  |   |         |         |  |  |      
|               | Net interest income/net
interest spread    |                |   |                          |           |               | $ | 79,617                                |         |         |  | 2.91     | %    |        |   |           |           |  | $ | 79,741  |         |  |  | 3.06  | %   
|               |                                            |                |   |                          |           |               |   |                                       |         |         |  |          |      |        |   |           |           |  |   |         |         |  |  |      
|               | Margin                                     |                |   |                          |           |               |   |                                       |         |         |  |          |      |        |   |           |           |  |   |         |         |  |  |       |     
|               | Interest income/interest earning assets    |                |   |                          |           |               |   |                                       |         |         |  | 5.61     | %    |        |   |           |           |  |   |         |         |  |  | 6.51  | %   
|               | Interest expense/interest earning assets   |                |   |                          |           |               |   |                                       |         |         |  | 2.30     |      |        |   |           |           |  |   |         |         |  |  | 3.00  |     
|               |                                            |                |   |                          |           |               |   |                                       |         |         |  |          |      |        |   |           |           |  |   |         |         |  |  |      
|               | Net interest margin                        |                |   |                          |           |               |   |                                       |         |         |  | 3.31     | %    |        |   |           |           |  |   |         |         |  |  | 3.51  | %   
|               |                                            |                |   |                          |           |               |   |                                       |         |         |  |          |      |        |   |           |           |  |   |         |         |  |  |      

For the Six Months Ended June 30, 2003 Compared to the Same 2002 Period:

Net interest income for the six month period remained at 2002 levels as
the decline in the net interest margin was offset by higher average earning
assets. The decline in total interest income and total interest expense
resulted from the items discussed above, except that the Community acquisition
had a greater impact on the six month comparison, primarily on earning asset
growth, as Community was acquired on March 22, 2002.

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BankAtlantic Bancorp, Inc.

Provision for Loan Losses

|                                   |                               |   |                        |        |                      |   |        |        |      |   |        |        |   |   |         |        |  
|---------------------------------- | ----------------------------- | - | ---------------------- | ------ | -------------------- | - | ------ | ------ | ---- | - | ------ | ------ | - | - | ------- | ------ | -
|                                   |                               |   | For Three Months Ended |        | For Six Months Ended
|                                   |                               |   |                        |        |                     
|                                   |                               |   | June 30,               |        | June 30,            
|                                   |                               |   |                        |        |                     
|                                   |                               |   | 2003                   |        | 2002                 |   | 2003   |        | 2002
|                                   |                               |   |                        |        |                      |   |        |        |     
|Balance, beginning of period       |                               | $ | 48,695                 |        |                      | $ | 48,927 |        |      |   | 48,022 |        |   | $ | 44,585  |       
|Charge-offs:                       |                               |   |                        |        |                      |   |        |        |      |   |        |        |   |   |         |       
|                                   | Syndication loans             |   |                        |       |                      |   |        |       |      |   |        |       |   |   |         | (8,000 | )
|                                   | Commercial real estate loans  |   |                        |       |                      |   |        | (4,309 | )    |   |        |       |   |   |         | (4,309 | )
|                                   | Small business                |   |                        | (1,433 | )                    |   |        | (1,261 | )    |   |        | (2,053 | ) |   |         | (2,192 | )
|                                   | Lease financing               |   |                        | (536   | )                    |   |        | (1,972 | )    |   |        | (2,989 | ) |   |         | (4,185 | )
|                                   | Consumer loans  direct       |   |                        | (310   | )                    |   |        | (237   | )    |   |        | (545   | ) |   |         | (649   | )
|                                   | Consumer loan  indirect      |   |                        | (180   | )                    |   |        | (299   | )    |   |        | (350   | ) |   |         | (736   | )
|                                   | Residential real estate loans |   |                        | (98    | )                    |   |        | (3     | )    |   |        | (212   | ) |   |         | (142   | )
|                                   |                               |   |                        |        |                      |   |        |        |      |   |        |        |   |   |         |       
|Total charge-offs                  |                               |   | (2,557                 | )      |                      |   | (8,081 | )      |      |   | (6,149 | )      |   |   | (20,213 | )     
|                                   |                               |   |                        |        |                      |   |        |        |      |   |        |        |   |   |         |       
|Recoveries:                        |                               |   |                        |        |                      |   |        |        |      |   |        |        |   |   |         |       
|                                   | Syndication loans             |   |                        | 204    |                      |   |        |       |      |   |        | 2,331  |   |   |         | 683    |  
|                                   | Commercial business loans     |   |                        | 21     |                      |   |        | 19     |      |   |        | 49     |   |   |         | 37     |  
|                                   | Commercial real estate loans  |   |                        |       |                      |   |        | 3      |      |   |        | 1      |   |   |         | 17     |  
|                                   | Small business                |   |                        | 575    |                      |   |        | 698    |      |   |        | 1,408  |   |   |         | 1,089  |  
|                                   | Lease financing               |   |                        | 673    |                      |   |        | 963    |      |   |        | 1,312  |   |   |         | 1,898  |  
|                                   | Consumer loans  direct       |   |                        | 130    |                      |   |        | 116    |      |   |        | 306    |   |   |         | 233    |  
|                                   | Consumer loans  indirect     |   |                        | 284    |                      |   |        | 382    |      |   |        | 572    |   |   |         | 843    |  
|                                   | Residential real estate loans |   |                        | 61     |                      |   |        | 60     |      |   |        | 118    |   |   |         | 63     |  
|                                   |                               |   |                        |        |                      |   |        |        |      |   |        |        |   |   |         |       
|Total recoveries                   |                               |   | 1,948                  |        |                      |   | 2,241  |        |      |   | 6,097  |        |   |   | 4,863   |       
|                                   |                               |   |                        |        |                      |   |        |        |      |   |        |        |   |   |         |       
|Net charge-offs                    |                               |   | (609                   | )      |                      |   | (5,840 | )      |      |   | (52    | )      |   |   | (15,350 | )     
|Provision for loan losses          |                               |   | 1,490                  |        |                      |   | 6,139  |        |      |   | 2,340  |        |   |   | 8,704   |       
|Allowance for loan losses acquired |                               |   |                       |        |                      |   | (639   | )      |      |   | (734   | )      |   |   | 10,648  |       
|                                   |                               |   |                        |        |                      |   |        |        |      |   |        |        |   |   |         |       
|Balance, end of period             |                               | $ | 49,576                 |        |                      | $ | 48,587 |        |      | $ | 49,576 |        |   | $ | 48,587  |       
|                                   |                               |   |                        |        |                      |   |        |        |      |   |        |        |   |   |         |       

The substantial reduction in net charge-offs during the second quarter of
2003, compared to the same 2002 period, resulted from a $4.3 million partial
charge-off of a commercial real estate residential construction loan during the
2002 period and a significant reduction in lease charge-offs associated with
declining portfolio balances.

The improvement in net charge-offs during the six months ended June 30,
2003 compared to the same 2002 period primarily resulted from recoveries of
previously charged off loans and significant syndication and commercial real
estate loan charge-offs during the 2002 period. During 2003, we recovered $2.1
million from the settlement of a syndication loan that was written down by $8.0
million in 2002. During the 2002 period, we recovered $683,000 from another
syndication loan that we charged-off in a prior period. The remaining
improvement in net charge-offs resulted primarily from lower net charge-offs
associated with discontinued or curtailed lines of business (our former small
business, indirect consumer and syndication lending programs and lease
financing).

The decline in the provision for loan losses reflects a substantial
decline in charge-offs as discussed above. This was partially offset by a
large increase in loan receivable balances and additional allowances for loan
losses established in connection with borrowers in the hospitality industry.

Allowance for loan losses acquired and adjustments to the allowance for
loan losses acquired represents the loan loss allowance acquired in connection
with the Community acquisition.

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BankAtlantic Bancorp, Inc.

At the indicated dates, the Companys non-performing assets and potential
problem loans were (in thousands):

|                                       |                          |                             |                               |        |          |   |              |        |        |        |  
|-------------------------------------- | ------------------------ | --------------------------- | ----------------------------- | ------ | -------- | - | ------------ | ------ | ------ | ------ | -
|                                       |                          |                             |                               |        | June 30, |   | December 31,
|                                       |                          |                             |                               |        | 2003     |   | 2002        
|                                       |                          |                             |                               |        |          |   |             
|NONPERFORMING ASSETS                   |                          |                             |                               |        |          |   |              |       
|Nonaccrual:                            |                          |                             |                               |        |          |   |              |       
|Tax certificates                       |                          | $                           | 1,418                         |        |          | $ | 1,419        |       
|Loans and leases                       |                          |                             | 11,890                        |        |          |   | 18,918       |       
|                                       |                          |                             |                               |        |          |   |              |       
|                                       | Total nonaccrual         |                             |                               | 13,308 |          |   |              | 20,337 |       
|                                       |                          |                             |                               |        |          |   |              |       
|Repossessed assets:                    |                          |                             |                               |        |          |   |              |       
|Real estate owned, net of allowance    |                          |                             | 8,159                         |        |          |   | 9,607        |       
|Vehicles and equipment                 |                          |                             | 434                           |        |          |   | 4            |       
|                                       |                          |                             |                               |        |          |   |              |       
|                                       | Total repossessed assets |                             |                               | 8,593  |          |   |              | 9,611  |       
|                                       |                          |                             |                               |        |          |   |              |       
|                                       |                          | Total non-performing assets |                               |        | 21,901   |   |              |        | 29,948 |       
|                                       |                          |                             | Specific valuation allowances |        |          |  |              |        |        | (1,386 | )
|                                       |                          |                             |                               |        |          |   |              |       
|Total non-performing assets, net       |                          | $                           | 21,901                        |        |          | $ | 28,562       |       
|                                       |                          |                             |                               |        |          |   |              |       
|Allowances                             |                          |                             |                               |        |          |   |              |       
|Allowance for loan losses              |                          | $                           | 49,576                        |        |          | $ | 48,022       |       
|Allowance for tax certificate losses   |                          |                             | 2,217                         |        |          |   | 1,873        |       
|                                       |                          |                             |                               |        |          |   |              |       
|Total Allowances                       |                          | $                           | 51,793                        |        |          | $ | 49,895       |       
|                                       |                          |                             |                               |        |          |   |              |       
|POTENTIAL PROBLEM LOANS                |                          |                             |                               |        |          |   |              |       
|Contractually past due 90 days or more |                          | $                           |                              |        |          | $ | 100          |       
|Restructured loans                     |                          |                             | 1,439                         |        |          |   | 1,882        |       
|Delinquent residential loans purchased |                          |                             | 1,301                         |        |          |   | 1,464        |       
|                                       |                          |                             |                               |        |          |   |              |       
|TOTAL POTENTIAL PROBLEM LOANS          |                          | $                           | 2,740                         |        |          | $ | 3,446        |       
|                                       |                          |                             |                               |        |          |   |              |       

Non-performing assets continued to decline during 2003. Non-performing
assets represented 0.51% of total loans, tax certificates and repossessed
assets at June 30, 2003 compared to 0.83% at December 31, 2002. The
improvement in the ratio reflects a significant increase in total loans as well
as a significant decline in non-accrual loans. The decline in non-accrual
loans reflects a $2.1 million charge-off of a lease in the aviation industry, a
$1.3 million payoff of an aviation lease and a $960,000 payoff of a commercial
real estate loan acquired in connection with the Community acquisition.
Additionally, non-accrual residential loans declined from $12.8 million at
December 31, 2002 to $11.2 million at June 30, 2003.

The decline in repossessed assets was primarily due to a $750,000 write
down of an REO property based on a reassessment of the property during the
first quarter and the sale of a commercial real estate REO property. The REO
property sold had a carrying value of $566,000 at December 31, 2002. We
recognized a $200,000 gain on the sale of the property. The increase in
repossessed vehicles and equipment resulted from the repossession of leased
aviation equipment.

The allowance for loan losses was 1.24% and 1.34% of total loans at June
30, 2003 and 2002, respectively. The decline in the ratio resulted from
improved credit quality and a significant increase in loans receivable at June
30, 2003 compared to the same 2002 period end. Loans receivable increased from
$3,613 million at June 30, 2002 to $4,074 million at June 30, 2003. The loan
growth primarily resulted from the purchase of $1.1 billion of residential
loans during the six months ended June 30, 2003. Although our loans
receivable substantially increased, our allowance for loan losses only slightly
increased from December 31, 2002 due to a change in the mix of our loan
portfolio resulting from lower lease financings and non-mortgage loan balances
to higher commercial real estate and residential real estate loan balances.
Historically, mortgage loans require lower allowances for loan losses than
lease financings and non-mortgage loans. The above improvements in our
allowance for loan losses associated with the change in our loan portfolio mix
was partially offset by higher allowances on loan balances associated with the
hospitality industry. Based on an evaluation of hospitality loans in our
portfolio and economic trends in the industry, we adjusted our hospitality
allowance for loan losses to reflect perceived adverse trends in the industry.

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BankAtlantic Bancorp, Inc.

The decline in potential problem loans was due to the improved performance
or repayment of loans that were previously categorized as potential problem
loans.

Non-Interest Income

|                                      |                     |   |                      |        |                    |   |        |        |      |   |        |       |        |   |        |        |  |   |        |        |  |   |        |        | 
|------------------------------------- | ------------------- | - | -------------------- | ------ | ------------------ | - | ------ | ------ | ---- | - | ------ | ----- | ------ | - | ------ | ------ |  | - | ------ | ------ |  | - | ------ | ------ | 
|                                      |                     |   | For the Three Months |        | For the Six Months
|                                      |                     |   | Ended June 30,       |        | Ended June 30,    
|                                      |                     |   |                      |        |                   
|                                      |                     |   | 2003                 |        | 2002               |   | Change |        | 2003 |   | 2002   |       | Change
|                                      |                     |   |                      |        |                    |   |        |        |      |   |        |       |       
|Banking Operations
(In thousands)     |                     |   |                      |        |                    |   |        |        |      |   |        |       |        |   |        |        |  |   |        |        |  |   |        |       
|Other service charges and fees        |                     | $ | 6,071                |        |                    | $ | 3,550  |        |      | $ | 2,521  |       |        | $ | 9,989  |        |  | $ | 6,655  |        |  | $ | 3,334  |       
|Service charges on deposits           |                     |   | 9,605                |        |                    |   | 5,687  |        |      |   | 3,918  |       |        |   | 18,163 |        |  |   | 10,550 |        |  |   | 7,613  |       
|Income from real estate joint venture |                     |   | 1,985                |        |                    |   | 561    |        |      |   | 1,424  |       |        |   | 2,315  |        |  |   | 561    |        |  |   | 1,754  |       
|Securities activities, net            |                     |   | (18                  | )      |                    |   | 2,771  |        |      |   | (2,789 | )     |        |   | (38    | )      |  |   | 2,792  |        |  |   | (2,830 | )     
|Other                                 |                     |   | 1,643                |        |                    |   | 973    |        |      |   | 670    |       |        |   | 3,215  |        |  |   | 2,338  |        |  |   | 877    |       
|                                      |                     |   |                      |        |                    |   |        |        |      |   |        |       |        |   |        |        |  |   |        |        |  |   |        |       
|                                      | Non-interest income |   | $                    | 19,286 |                    |   | $      | 13,542 |      |   | $      | 5,744 |        |   | $      | 33,644 |  |   | $      | 22,896 |  |   | $      | 10,748 | 
|                                      |                     |   |                      |        |                    |   |        |        |      |   |        |       |        |   |        |        |  |   |        |        |  |   |        |       

Other service charges and fees increased 71% and 50% during the 2003
second quarter and year to date, respectively, compared to the same 2002
periods. This increase primarily resulted from prepayment penalties associated
with commercial loans and check card income. During the quarter and
year-to-date periods of 2003, we experienced a significant increase in
prepayment penalties assessed on borrowers refinancing commercial loans in
response to historically low interest rates. Also our debit card income
increased substantially, reflecting the opening of approximately 172,000 new
deposit accounts since January 2002. During the 2003 periods, check card
income was also favorably impacted by card conversion fees received from
MasterCard in consideration for converting our customer check cards from Visa.

Revenues from service charges on deposits increased by 69% and 72% during
the 2003 quarter and year to date, respectively, from the comparable 2002
periods. The increase in service charge revenues primarily resulted from a
higher volume of overdrafts. This was partially offset by lower monthly
checking account fee income. Overdraft fee income increased by 99% and 115%
for the three and six months ended June 30, 2003, respectively, compared to the
same 2002 period. The substantial increase in overdraft fee income was a
direct result of an increase in checking accounts attributed to our totally
free checking products and Floridas Most Convenient Bank initiatives. The
above increase in service charge income was partially offset by 36% and 30%
declines in monthly checking account fee income for the three and six months
ended June 30, 2003, respectively, compared to the same 2002 periods, as we
discontinued the promotion of fee-based checking products.

Income from real estate joint venture represents equity earnings from a
real estate joint venture acquired in connection with the Community acquisition
on March 22, 2002. The substantial increase in equity earnings during the 2003
quarter compared to the same 2002 period resulted from an increase in units
closed. During the 2003 quarter, the joint venture closed 12 units compared to
3 units during the same 2002 period.

Securities activities, net for the three and six months ended June 30,
2003 represent unrealized losses on derivative instruments.

Securities activities for the three and six months ended June 30, 2002
resulted primarily from the sale of REMIC securities and corporate bonds for
gains of $2.4 million and $367,000, respectively.

Other income during the 2003 quarter and year-to-date period was favorably
impacted by the expansion of a branch brokerage business unit during the fourth
quarter of 2002, which earned $282,000 and $650,000 in commissions during the
three and six months ended June 30, 2003, respectively. Other income during
the three and six months ended June 30, 2002 included a $294,000 loss from the
sale in June 2002 of servicing rights associated with the residential loans
acquired in connection with the Community acquisition.

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BankAtlantic Bancorp, Inc.

Non-Interest Expense

|                                            |                      |   |                      |        |                    |   |        |        |      |   |        |       |        |   |        |        |  |   |        |        |  |   |        |       | 
|------------------------------------------- | -------------------- | - | -------------------- | ------ | ------------------ | - | ------ | ------ | ---- | - | ------ | ----- | ------ | - | ------ | ------ |  | - | ------ | ------ |  | - | ------ | ----- | 
|                                            |                      |   | For the Three Months |        | For the Six Months
|                                            |                      |   | Ended June 30,       |        | Ended June 30,    
|                                            |                      |   |                      |        |                   
|                                            |                      |   | 2003                 |        | 2002               |   | Change |        | 2003 |   | 2002   |       | Change
|                                            |                      |   |                      |        |                    |   |        |        |      |   |        |       |       
|Banking Operations
(In thousands)           |                      |   |                      |        |                    |   |        |        |      |   |        |       |        |   |        |        |  |   |        |        |  |   |        |      
|Employee compensation and benefits          |                      | $ | 20,264               |        |                    | $ | 16,880 |        |      | $ | 3,384  |       |        | $ | 39,303 |        |  | $ | 30,957 |        |  | $ | 8,346  |      
|Occupancy and equipment                     |                      |   | 6,699                |        |                    |   | 7,832  |        |      |   | (1,133 | )     |        |   | 13,335 |        |  |   | 14,303 |        |  |   | (968   | )    
|Advertising and promotion                   |                      |   | 2,764                |        |                    |   | 2,034  |        |      |   | 730    |       |        |   | 4,175  |        |  |   | 3,047  |        |  |   | 1,128  |      
|Amortization of intangible assets           |                      |   | 439                  |        |                    |   | 454    |        |      |   | (15    | )     |        |   | 893    |        |  |   | 454    |        |  |   | 439    |      
|Acquisition related charges and
impairments |                      |   |                     |        |                    |   | 731    |        |      |   | (731   | )     |        |   |       |        |  |   | 1,805  |        |  |   | (1,805 | )    
|Restructuring charges and impairments       |                      |   | 257                  |        |                    |   | 1,007  |        |      |   | (750   | )     |        |   | 257    |        |  |   | 1,007  |        |  |   | (750   | )    
|Professional fees                           |                      |   | 883                  |        |                    |   | 793    |        |      |   | 90     |       |        |   | 1,889  |        |  |   | 1,373  |        |  |   | 516    |      
|Other                                       |                      |   | 6,887                |        |                    |   | 6,568  |        |      |   | 319    |       |        |   | 13,575 |        |  |   | 11,657 |        |  |   | 1,918  |      
|                                            |                      |   |                      |        |                    |   |        |        |      |   |        |       |        |   |        |        |  |   |        |        |  |   |        |      
|                                            | Non-interest expense |   | $                    | 38,193 |                    |   | $      | 36,299 |      |   | $      | 1,894 |        |   | $      | 73,427 |  |   | $      | 64,603 |  |   | $      | 8,824 | 
|                                            |                      |   |                      |        |                    |   |        |        |      |   |        |       |        |   |        |        |  |   |        |        |  |   |        |      

Compensation and benefits expense increased by 20% for the three months
ended June 30, 2003 from the comparable 2002 quarter. The increase primarily
resulted from the implementation of a profit sharing plan on January 1, 2003,
higher pension obligations and an increase in the number of employees. Total
full-time equivalent employees increased from 1,244 at March 31, 2002 to 1,322
at June 30, 2003. The significant increase in personnel resulted from the
implementation of the Floridas Most Convenient Bank initiatives, including
seven-day branch banking, extended weekday branch hours and a 24/7 customer
service center The implementation commenced on April 1, 2002. During the
2003 quarter we recorded a $1.5 million employee profit sharing expense and
$600,000 of pension expenses compared to zero profit sharing expense and
$120,000 of pension expenses during the same 2002 quarter. The pension expense
was associated with a frozen defined benefit plan and a 401(k) plan.

Compensation and benefits expense increased by 27% from the comparable
2002 six-month period. The significant increase in compensation expense
resulted from the items mentioned above as well as the addition of 172
employees hired following the Community acquisition on March 22, 2002. Total
full-time equivalent employees increased from 873 at December 31, 2001 to 1,322
at June 30, 2003. During the six-months ended June 30, 2003, we recorded a
$2.8 million profit sharing expense and $1.4 million of pension expenses
compared to zero and $357,000, respectively, during the same 2002 period.

Occupancy and equipment expenses decreased by 14% and 7% for the 2003
second quarter and six month period, respectively, compared to the same 2002
periods. The decline in occupancy and equipment expenses primarily resulted
from lower data processing costs and depreciation expense. The decline in data
processing expenses was associated with the renewal of a contract at
significantly lower rates than the contract that existed during the 2002
periods. The decrease in depreciation expense reflects $500,000 of accelerated
depreciation expense during the second quarter of 2002 associated with our
on-line banking delivery system which was upgraded during 2002. The decrease
in occupancy expense during the six months ended June 30, 2003 compared to the
same 2002 period was partially offset by additional costs associated with the
branches acquired in connection with the March, 2002 Community acquisition.

Advertising expenses during the three and six months ended June 30, 2003
and 2002 reflect marketing initiatives to promote our new high performance
checking account products and our Floridas Most Convenient Bank
initiatives. Amortization of intangible assets consisted of the amortization
of core deposit intangible assets acquired in connection with the Community
acquisition. The core deposit intangible assets are being amortized over an
estimated life of seven years. Acquisition related charges and impairments
included various data conversion and system integration expenses as well as
facilities impairment write-downs associated with the Community acquisition.
In connection with the acquisition, BankAtlantic closed two of its Palm Beach
county branches during the second quarter of 2002.

During the second quarter of 2003, the Company relocated a branch,
transferred the real estate associated with the closed branch to real estate
held for sale and recognized an impairment loss as shown in the above table.

During June 2002, we adopted a plan to discontinue certain ATM
relationships primarily at convenience stores and gas stations. This resulted
in an $801,000 restructuring charge and a $206,000 impairment write-down. It
was determined that these relationships did not meet our performance
expectations and were unlikely to meet our future profitability goals.

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BankAtlantic Bancorp, Inc.

The higher professional fees for the three and six months ended June 30,
2003, compared to the same 2002 periods, were primarily associated with legal
fees incurred in connection with a lawsuit filed against BankAtlantic in
October 2002 relating to our Floridas Most Convenient Bank initiative. See
Note 16 to Notes to consolidated financial statements in the Companys Annual
Report on Form 10-K for the year ended December 31, 2002 for a description of
this lawsuit.

The increase in other expenses during the three months ended June 30,
2003, compared to the same 2002 period, primarily resulted from check card
conversion costs associated with switching our customers check cards from Visa
to MasterCard.

The increase in other expenses for the six months ended June 30, 2003,
compared to the same 2002 period, primarily resulted from a $750,000 write-down
of an REO property as well as an increase in operating expenses associated with
the foreclosed property. The remaining increase in other expenses resulted
from additional check losses attributed to a significant increase in
transaction account volume as well as higher general operating expenses
associated with the Community acquisition.

Levitt Corporation and Subsidiaries Results of Operations

|                                       |                      |                     |        |                                     |        |                                   |        |        |        |      |       |       |       |        |        |        |        |   |        |        |        |   |       |       |       | 
|-------------------------------------- | -------------------- | ------------------- | ------ | ----------------------------------- | ------ | --------------------------------- | ------ | ------ | ------ | ---- | ----- | ----- | ----- | ------ | ------ | ------ | ------ | - | ------ | ------ | ------ | - | ----- | ----- | ----- | 
|                                       |                      |                     |        | For the
Three Months
Ended June 30, |        | For the
Six Months
Ended June 30,
|                                       |                      |                     |        |                                     |        |                                  
|                                       |                      |                     |        | 2003                                |        | 2002                              |        | Change |        | 2003 |       | 2002  |       | Change
|                                       |                      |                     |        |                                     |        |                                   |        |        |        |      |       |       |       |       
|(In thousands)                         |                      |                     |        |                                     |        |                                   |        |        |        |      |       |       |       |        |        |        |        |   |        |        |        |   |       |      
|Net interest income:                   |                      |                     |        |                                     |        |                                   |        |        |        |      |       |       |       |        |        |        |        |   |        |        |        |   |       |      
|Interest on loans and investments      |                      | $                   | 233    |                                     |        | $                                 | 384    |        |        | $    | (151  | )     |       | $      | 461    |        |        | $ | 798    |        |        | $ | (337  | )    
|Interest on notes and bonds payable    |                      |                     | (1,957 | )                                   |        |                                   | (2,250 | )      |        |      | 293   |       |       |        | (4,104 | )      |        |   | (3,654 | )      |        |   | (450  | )    
|Capitalized interest                   |                      |                     | 1,949  |                                     |        |                                   | 1,938  |        |        |      | 11    |       |       |        | 3,855  |        |        |   | 3,340  |        |        |   | 515   |      
|                                       |                      |                     |        |                                     |        |                                   |        |        |        |      |       |       |       |        |        |        |        |   |        |        |        |   |       |      
|Net interest income                    |                      |                     | 225    |                                     |        |                                   | 72     |        |        |      | 153   |       |       |        | 212    |        |        |   | 484    |        |        |   | (272  | )    
|                                       |                      |                     |        |                                     |        |                                   |        |        |        |      |       |       |       |        |        |        |        |   |        |        |        |   |       |      
|Non-interest income:                   |                      |                     |        |                                     |        |                                   |        |        |        |      |       |       |       |        |        |        |        |   |        |        |        |   |       |      
|Net revenues from sales of real estate |                      |                     | 18,139 |                                     |        |                                   | 11,470 |        |        |      | 6,669 |       |       |        | 31,267 |        |        |   | 23,161 |        |        |   | 8,106 |      
|Income from unconsolidated subsidiary  |                      |                     | 1,940  |                                     |        |                                   | 1,522  |        |        |      | 418   |       |       |        | 1,806  |        |        |   | 1,522  |        |        |   | 284   |      
|Other                                  |                      |                     | 590    |                                     |        |                                   | 352    |        |        |      | 238   |       |       |        | 1,116  |        |        |   | 715    |        |        |   | 401   |      
|                                       |                      |                     |        |                                     |        |                                   |        |        |        |      |       |       |       |        |        |        |        |   |        |        |        |   |       |      
|                                       |                      | Non-interest income |        |                                     | 20,669 |                                   |        |        | 13,344 |      |       |       | 7,325 |        |        |        | 34,189 |   |        |        | 25,398 |   |       |       | 8,791 | 
|                                       |                      |                     |        |                                     |        |                                   |        |        |        |      |       |       |       |        |        |        |        |   |        |        |        |   |       |      
|Non-interest expense:                  |                      |                     |        |                                     |        |                                   |        |        |        |      |       |       |       |        |        |        |        |   |        |        |        |   |       |      
|Employee compensation and benefits     |                      |                     | 4,708  |                                     |        |                                   | 3,538  |        |        |      | 1,170 |       |       |        | 8,390  |        |        |   | 6,158  |        |        |   | 2,232 |      
|Advertising and promotion              |                      |                     | 1,442  |                                     |        |                                   | 818    |        |        |      | 624   |       |       |        | 2,411  |        |        |   | 1,566  |        |        |   | 845   |      
|Selling, general and administrative    |                      |                     | 3,935  |                                     |        |                                   | 3,142  |        |        |      | 793   |       |       |        | 7,078  |        |        |   | 5,777  |        |        |   | 1,301 |      
|Professional Fees                      |                      |                     | 411    |                                     |        |                                   | 107    |        |        |      | 304   |       |       |        | 508    |        |        |   | 184    |        |        |   | 324   |      
|Other                                  |                      |                     | 34     |                                     |        |                                   | 6      |        |        |      | 28    |       |       |        | 281    |        |        |   | 104    |        |        |   | 177   |      
|                                       |                      |                     |        |                                     |        |                                   |        |        |        |      |       |       |       |        |        |        |        |   |        |        |        |   |       |      
|                                       | Non-interest expense |                     |        | 10,530                              |        |                                   |        | 7,611  |        |      |       | 2,919 |       |        |        | 18,668 |        |   |        | 13,789 |        |   |       | 4,879 |      
|                                       |                      |                     |        |                                     |        |                                   |        |        |        |      |       |       |       |        |        |        |        |   |        |        |        |   |       |      
|Income before income taxes             |                      | $                   | 10,364 |                                     |        | $                                 | 5,805  |        |        | $    | 4,559 |       |       | $      | 15,733 |        |        | $ | 12,093 |        |        | $ | 3,640 |      
|                                       |                      |                     |        |                                     |        |                                   |        |        |        |      |       |       |       |        |        |        |        |   |        |        |        |   |       |      

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##### Table of Contents



BankAtlantic Bancorp, Inc.

The tables set forth below summarize Levitt and Sons backlog of homes,
gross margin, homes delivered and new home sales contracts. They also
summarize Core Communities inventory in acres as well as its gross margin and
acres sold.

|                                    |                                    |  |                      |       |                    |  |                |     |               |  |  |       |   |  |  |     |  
|----------------------------------- | ---------------------------------- |  | -------------------- | ----- | ------------------ |  | -------------- | --- | ------------- |  |  | ----- | - |  |  | --- | -
|                                    |                                    |  | For the Three Months |       | For the Six Months
|                                    |                                    |  | Ended June 30,       |       | Ended June 30,    
|                                    |                                    |  |                      |       |                   
|                                    |                                    |  | 2003                 |       | 2002               |  | 2003           |     | 2002         
|                                    |                                    |  |                      |       |                    |  |                |     |              
|Levitt and Sons and Joint Ventures: |                                    |  |                      |       |                    |  |                |     |               |  |  |       |   |  |  |    
|                                    | Gross margin on sales of homes     |  |                      | 23    | %                  |  |                | 18  | %             |  |  | 23    | % |  |  | 18  | %
|                                    | New homes sale contracts  units   |  |                      | 570   |                    |  |                | 236 |               |  |  | 1,063 |   |  |  | 425 |  
|                                    | New homes sale contracts  dollars |  | $128.8 million       |       | $48.3 million      |  | $235.4 million |     | $90.6 million
|                                    | Homes delivered                    |  |                      | 210   |                    |  |                | 188 |               |  |  | 372   |   |  |  | 325 |  
|                                    | Joint venture homes delivered      |  |                      |      |                    |  |                | 42  |               |  |  |      |   |  |  | 111 |  
|Core Communities:                   |                                    |  |                      |       |                    |  |                |     |               |  |  |       |   |  |  |    
|                                    | Gross margin on land sales         |  |                      | 37    | %                  |  |                | 62  | %             |  |  | 38    | % |  |  | 70  | %
|                                    | Acres sold                         |  |                      | 1,214 |                    |  |                | 64  |               |  |  | 1,350 |   |  |  | 329 |  

|                                    |                      |  |                |       |                |  |  |       | 
|----------------------------------- | -------------------- |  | -------------- | ----- | -------------- |  |  | ----- | 
|                                    |                      |  | As of June 30,
|                                    |                      |  |               
|                                    |                      |  | 2003           |       | 2002          
|                                    |                      |  |                |       |               
|Levitt and Sons and Joint Ventures: |                      |  |                |       |                |  |  |      
|                                    | Backlog of homes     |  |                | 1,576 |                |  |  | 713   | 
|                                    | Backlog sales value  |  | $336.5 million |       | $152.7 million
|                                    | Unsold lot inventory |  |                | 3,162 |                |  |  | 3,570 | 
|Core Communities:                   |                      |  |                |       |                |  |  |      
|                                    | Inventory in acres   |  |                | 5,214 |                |  |  | 5,857 | 

For the Three Months Ended June 30, 2003 Compared to the Same 2002 Period:

Income before income taxes increased 79%, to $10.4 million for the three
months ended June 30, 2003, from $5.8 million for the same 2002 period.
Levitts increase in income before taxes primarily resulted from higher gains
on sales of real estate and joint venture activities of $6.7 million and
increased income from an unconsolidated real estate subsidiary of $418,000.
These increases in income were partially offset by increases in employee
compensation and benefits, advertising, professional fees and selling, general
and administrative expenses.

Gains on sales of real estate developed for sale and joint venture
activities represented the net profits on sales of real estate by Levitt and
Sons, Core Communities and Levitt Commercial, as well as equity from earnings
in real estate joint ventures activities. During the three months ended June
30, 2003, Core Communities net margin on land sales increased 65%, to $7.6
million for the quarter ended June 30, 2003 from $4.6 million for the same 2002
period. During 2003, 1,214 acres were sold, as compared to 64 acres sold in
2002. The 1,214 acres sold during 2003 had a gross margin of 37%, as compared
to the 64 acres sold in 2002, which had a gross margin of 62%. The primary
reason for the reduction in the gross margin was the decrease in commercial
land sales in 2003 as compared to 2002. Levitt and Sons net margin from home
sales increased 48%, to $10.2 million for the quarter ended June 30, 2003 from
$6.9 million for the same 2002 period. During the 2003 period, 210 homes were
delivered, as compared to 188 homes delivered during the 2002 period. Levitt
Commercials gross margin on the sales of its inventory for the quarter ended
June 30, 2003 was approximately $361,000. Equity from earnings in real estate
joint venture activities during the second quarter of 2003 and 2002 were
approximately $231,000 and $476,000, respectively. Gains from sales of real
estate also include Levitt Corporations parent company amortization of
previously capitalized interest of $347,000 and $415,000 for the 2003 and 2002
periods, respectively.

In April 2002, Levitt Corporation acquired 35% of Bluegreen Corporations
common stock. Levitts investment in Bluegreen Corporation is accounted for
under the equity method. Income from unconsolidated real estate subsidiary
35Table of Contents

BankAtlantic Bancorp, Inc.

represents Levitts ownership interest in the earnings of Bluegreen
Corporation adjusted for the amortization of purchase accounting adjustments
that arose at the acquisition date. Bluegreens reported net income for the
quarter ended June 30, 2003 and 2002 were $6.3 million and $5.2 million,
respectively. Levitts income from Bluegreen for the quarters ended June 30,
2003 and 2002 were $2.1 million and $1.5 million, respectively. Bancorps 5%
interest in Bluegreen and the income associated with that interest is included
in Parent Company Results of Operation.

The increase in non-interest expense during the 2003 period, as compared
to the same 2002 period, resulted from an increase in employee compensation and
benefits, advertising, professional fees and selling, general and
administrative. The increase in employee compensation and benefits was
primarily associated with an increase in personnel resulting from the addition
of several new development projects. Levitts number of full time employees
increased to 269 at June 30, 2003 from 216 at June 30, 2002, and the number of
part time employees increased to 43 at June 30, 2003 from 29 at June 30, 2002.
New projects and an increase in home deliveries resulted in an increase in
advertising, selling, general and administrative expenses. The increase in
professional fees during the quarter ended June 30, 2003, as compared to the
same 2002 period, primarily resulted from legal and consulting fees associated
with the filing of a registration statement with the SEC for a proposed debt
offering.

For the Six Months Ended June 30, 2003 Compared to the Same 2002 Period:

Income before income taxes increased 30%, to $15.7 million for the six
months ended June 30, 2003 from $12.1 million for the same 2002 period. This
increase in income resulted from an $8.1 million increase in Levitts net
profit from the sales of real estate and joint venture activities, as well as
increases in other income of $401,000 and $284,000 in income from Bluegreen.
These increases in Levitts income were partially offset by increases in
employee compensation and benefits, advertising, professional fees and selling,
general and administrative expenses.

Levitt and Sons net margin from home sales increased 53%, to $18.7 million
for the six months ended June 30, 2003 from $12.3 million for the same 2002
period, resulting from an increase in home deliveries, as well as an increase
in the average sales price of homes. During the 2003 period, 372 homes were
delivered, as compared to 325 homes delivered during the 2002 period, and the
average sales price of homes delivered increased from $210,960 to $221,840.
During the six months ended June 30, 2003, Core Communities gross profit on
land sales was $12.3 million, as compared to $15.6 million in 2002. During
2003, 1,350 acres were sold with a gross margin of 38%, as compared to 329
acres sold in 2002 with a gross margin of 70%. The primary reason for the
reduction in the gross margin was the decrease in commercial land sales in 2003
as compared to 2002. Gross margin on land sales in 2002 included the sale of
two commercial properties which yielded gross revenue and net margin of $10.6
million and $9.3 million, respectively. In 2002, approximately $4.9 million is
included in Core Communities gross margin on land sales to Levitt and Sons.
This inter-company transaction was eliminated in consolidation. During the
first quarter of 2003, Levitt Commercial commenced the delivery of its flex
warehouse units and the gross margin on the sales of its inventory for the six
months ended June 30, 2003 was approximately $908,000. Equity from earnings
(loss) in real estate joint venture activities resulted in a loss of $82,000
during 2003 and income of $1.4 million during the 2002 period. This decrease in
earnings from our real estate joint venture activities primarily resulted from
declines in home deliveries from a joint venture because the joint venture
project was nearing sell-out in 2002. Gains from the sales of real estate and
joint venture activities includes Levitt Corporations parent company
amortization of interest previously capitalized at $617,000 and $922,000 for
the 2003 and 2002 period, respectively.

Bluegreens reported net income for the six months ended June 30, 2003 was
$8.4 million and for the period of ownership in 2002, was $5.2 million.
Levitts ownership interest in the earnings of Bluegreen for the 2003 and 2002
periods were approximately $2.8 million and $1.5 million, respectively.
Levitts 2003 income was reduced by $1.0 million due to the effects of purchase
accounting adjustments primarily related to Bluegreens sale of retained
interests in notes receivable at the acquisition date.

The increase in non-interest expense primarily resulted from the items
discussed for the three months ended June 30, 2003, as compared to the same
2002 period.

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BankAtlantic Bancorp, Inc.

Ryan Beck & Co. and Subsidiaries Results of Operations

For the Three Months
    
    For the Six MonthsEnded June 30,
    
    Ended June 30,(In thousands)
    
    2003
    
    2002
    
    Change
    
    2003
    
    2002
    
    ChangeNet interest income:Interest on securities owned
    
    $
    4,801
    
    
    $
    3,472
    
    
    $
    1,329
    
    
    $
    9,148
    
    
    $
    4,170
    
    
    $
    4,978Interest expense
    
    
    (850
    )
    
    
    (693
    )
    
    
    (157
    )
    
    
    (1,575
    )
    
    
    (1,021
    )
    
    
    (554
    )Net interest income
    
    
    3,951
    
    
    
    2,779
    
    
    
    1,172
    
    
    
    7,573
    
    
    
    3,149
    
    
    
    4,424Non-interest income:Principal transactions
    
    
    30,028
    
    
    
    16,725
    
    
    
    13,303
    
    
    
    60,069
    
    
    
    24,232
    
    
    
    35,837Investment banking
    
    
    6,019
    
    
    
    5,080
    
    
    
    939
    
    
    
    14,532
    
    
    
    7,999
    
    
    
    6,533Commissions
    
    
    22,219
    
    
    
    16,386
    
    
    
    5,833
    
    
    
    42,108
    
    
    
    19,418
    
    
    
    22,690Other
    
    
    1,218
    
    
    
    1,440
    
    
    
    (222
    )
    
    
    2,402
    
    
    
    1,580
    
    
    
    822Non-interest income
    
    
    59,484
    
    
    
    39,631
    
    
    
    19,853
    
    
    
    119,111
    
    
    
    53,229
    
    
    
    65,882Non-interest expense:Employee compensation and benefits
    
    
    43,985
    
    
    
    30,959
    
    
    
    13,026
    
    
    
    88,274
    
    
    
    40,673
    
    
    
    47,601Occupancy and equipment
    
    
    3,192
    
    
    
    2,719
    
    
    
    473
    
    
    
    6,563
    
    
    
    3,542
    
    
    
    3,021Advertising and promotion
    
    
    1,092
    
    
    
    922
    
    
    
    170
    
    
    
    2,443
    
    
    
    1,371
    
    
    
    1,072Professional fees
    
    
    3,215
    
    
    
    1,358
    
    
    
    1,857
    
    
    
    5,570
    
    
    
    1,897
    
    
    
    3,673Communications
    
    
    4,644
    
    
    
    3,313
    
    
    
    1,331
    
    
    
    8,909
    
    
    
    4,227
    
    

    
    4,682Floor broker and clearing fees
    
    
    2,519
    
    
    
    2,467
    
    
    
    52
    
    
    
    4,921
    
    
    
    3,316
    
    
    
    1,605Acquisition related charges and impairments
    
    
    
    
    
    
    3,191
    
    
    
    (3,191
    )
    
    
    
    
    
    
    3,191
    
    
    
    (3,191
    )Other
    
    
    2,565
    
    
    
    1,898
    
    
    
    667
    
    
    
    5,032
    
    
    
    2,345
    
    
    
    2,687Non-interest expense
    
    
    61,212
    
    
    
    46,827
    
    
    
    14,385
    
    
    
    121,712
    
    
    
    60,562
    
    
    
    61,150Income before income taxes
    
    $
    2,223
    
    
    $
    (4,417
    )
    
    $
    6,640
    
    
    $
    4,972
    
    
    $
    (4,184
    )
    
    $
    9,156


The significant increase in net interest income during the three and six
months ended June 30, 2003 compared to the same 2002 periods primarily resulted
from an increase in corporate, government bond, and municipal bond inventory
average balances. The average inventory increased from $70.8 million for the
three months ended June 30, 2002 to $148 million for the same 2003 period.
The increase in the average inventory during the three and six months ended
June 30, 2003, compared to the same 2002 periods, was impacted by higher
inventories associated with the April 26, 2002 Gruntal transaction. Also
contributing to the increase in interest income for the three and six months
ended June 30, 2003, compared to the same 2002 periods, was Ryan Becks
participation in interest income associated with approximately $296 million of
customer margin debit balances and fees earned in connection with approximately
$1.5 billion in customer money market balances. The majority of these accounts
were acquired in connection with the Gruntal acquisition. The above increases
in net interest income were partially offset by the interest expense associated
with $5.0 million of borrowings from the Company, as well as an increased level
of borrowings from Ryan Becks clearing agent as a result of a higher volume of
trading.

Principal transaction revenue increased during the three and six months
ended June 30, 2003, by 80% and 148% respectively. The primary reason for the
increase in both periods is the inclusion of the additional financial
consultants and trading personnel hired as a result of the Gruntal transaction.
The three months ended June 30, 2002 includes the former Gruntal personnel for
the month of May and June 2002, as the transaction was completed on April 26,
2002. This increase was also due to valuation gains associated with the firms
deferred compensation plans. These increases were offset by $2.5 million of
valuation losses on certain securities positions held by Ryan Becks
subsidiary, GMS. This is the second consecutive quarter that Ryan Beck
realized a sizable loss associated with GMSs portfolio of not readily
marketable securities.

Investment banking revenue increased during the three and six months ended
June 30, 2003 by 18% and 82%, respectively. The improvement during the quarter
was due to an increase in the number and size of deals transacted during 2003,
compared to the same 2002 period. The improvement during the six month period
was mainly attributable to approximately $4 million in fees generated from a
large transaction for one of Ryan Becks financial institution group clients.

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BankAtlantic Bancorp, Inc.

For the three and six months ended June 30, 2003, as compared to the same
periods during 2002, commission revenue increased by 36% and 117%,
respectively. The improvement is mainly attributable to the additional
financial consultants hired as a result of the Gruntal transaction.

For the three and six months ended June 30, 2003, as compared to the same
periods during 2002, employee compensation and benefits increased by 42% and
117%, respectively. The increase is mainly attributable to the additional
personnel hired and increases in discretionary bonus accruals associated with
the increase in firm revenue resulting from the Gruntal transaction. Occupancy
and equipment expense increased by 17% and 85%, respectively. The increase is
primarily due to the additional offices acquired in the Gruntal transaction, as
well as two additional offices that were added in the first quarter of 2003.
The increase in communications, floor brokers, clearing fees, and other
expenses relates primarily to increased commission revenue and principal
transactions revenue associated with the additional financial consultants. The
higher professional fees primarily resulted from a significant increase in
legal costs associated with third party litigation involving Gruntal in which
claims have been asserted against Ryan Beck. See Note 16 to the consolidated
financial statements in the Companys Annual Report on Form 10-K for the year
ended December 31, 2002 for a description of claims. The acquisition related
charges and impairments represents cost associated with the Gruntal transaction
such as professional fees, stay bonuses and branch closures.

Parent Company Results of Operations

For the Three Months
    
    For the Six MonthsEnded June 30,
    
    Ended June 30,(In thousands)
    
    2003
    
    2002
    
    Change
    
    2003
    
    2002
    
    ChangeNet interest income:Interest and fees on loans
    
    $
    419
    
    
    $
    419
    
    
    $
    
    
    
    $
    835
    
    
    $
    517
    
    
    $
    318Interest on short term investments
    
    
    90
    
    
    
    35
    
    
    
    55
    
    
    
    127
    
    
    
    248
    
    
    
    (121
    )Interest on subordinated debentures, notes payable
and guaranteed preferred interests in the Companys
Junior Subordinated Debentures
    
    
    (4,260
    )
    
    
    (4,522
    )
    
    
    262
    
    
    
    (7,904
    )
    
    
    (7,845
    )
    
    
    (59
    )Net interest income
    
    
    (3,751
    )
    
    
    (4,068
    )
    
    
    317
    
    
    
    (6,942
    )
    
    
    (7,080
    )
    
    
    138Non-interest income:(Losses) gains on joint venture activities
    
    
    51
    
    
    
    87
    
    
    
    (36
    )
    
    
    49
    
    
    
    162
    
    
    
    (113
    )Income from unconsolidated real estate subsidiary
    
    
    379
    
    
    
    219
    
    
    
    160
    
    
    
    632
    
    
    
    219
    
    
    
    413Securities activities
    
    
    
    
    
    
    (17,845
    )
    
    
    17,845
    
    
    
    404
    
    
    
    (14,827
    )
    
    
    15,231Non-interest income
    
    
    430
    
    
    
    (17,539
    )
    
    
    17,969
    
    
    
    1,085
    
    
    
    (14,446
    )
    
    
    15,531Non-interest expense:Investment banking expense
    
    
    175
    
    
    
    
    
    
    
    175
    
    
    
    634
    
    
    
    410
    
    
    
    224Employee compensation and benefits
    
    
    58
    
    
    
    2,525
    
    
    
    (2,467
    )
    
    
    80
    
    
    
    2,977
    
    
    
    (2,897
    )Professional fees
    
    
    383
    
    
    
    165
    
    
    
    218
    
    
    
    700
    
    
    
    237
    
    
    
    463Loss on debt redemption
    
    
    1,648
    
    
    
    
    
    
    
    1,648
    
    
    
    1,648
    
    
    
    
    
    
    
    1,648Other
    
    
    252
    
    
    
    54
    
    
    
    198
    
    
    
    369
    
    
    
    127
    
    
    
    242Non-interest expense
    
    
    2,516
    
    
    
    2,744
    
    
    
    (228
    )
    
    
    3,431
    
    
    
    3,751
    
    
    
    (320
    )Loss before income taxes
    
    $
    (5,837
    )
    
    $
    (24,351
    )
    
    $
    18,514
    
    
    $
    (9,288
    )
    
    $
    (25,277
    )
    
    $
    15,989


Interest and fees on loans during the three months ended June 30, 2003 and
2002 represent interest income associated with a $5 million loan to Ryan Beck
and a $30 million loan to Levitt. Interest and fees on loans during the six
months ended June 30, 2002 represent interest income on the $5.0 million loan
to Ryan Beck and three months of interest income associated with the Levitt
loan. The $30 million loan was made to Levitt in April 2002.

Interest on short term investments during the three and six months ended
June 30, 2003 and 2002 represent interest income earned on repurchase agreement
investments with BankAtlantic.

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BankAtlantic Bancorp, Inc.

The decrease in interest expense during the three months ended June 30,
2003, compared to the same 2002 period, resulted from lower rates on borrowings
partially offset by higher average balances. During 2002 and the first six
months of
2003, we redeemed higher rate trust preferred securities and subordinated
debentures from the proceeds associated with the issuance of lower rate trust
preferred securities. During the year ended December 31, 2002, we issued
$180.4 million of trust preferred securities, and during the six months ended
June 30, 2003, we issued $75 million of trust preferred securities. The
average rate of these securities was 6.02% at June 30, 2003. A portion of the
proceeds from the issuance of those trust preferred securities were used to
retire $74.8 million of 9.50% fixed rate trust preferred securities and $21.0
million of 9.00% subordinated debentures. The average balance of
subordinated debentures and trust preferred securities increased from $226.8
million during the 2002 quarter to $278.4 million during the corresponding 2003
quarter.

The slight increase in interest expense during the six months ended June
30, 2003, compared to the same 2002 period, primarily resulted from higher
average balances partially offset by lower average rates. The higher average
balances and lower rates resulted from the issuance of trust preferred
securities mentioned above. The average balance of subordinated debentures and
trust preferred securities increased from $197.0 million during the 2002 six
month period to $266.8 million during the corresponding 2003 period.

Gains associated with joint venture activities resulted from the
elimination of intercompany interest expense that was capitalized into real
estate inventory on Levitts books. The deferred credit is subsequently
recognized as a reduction of cost of sales when the real estate is sold.

Income from unconsolidated real estate subsidiary represents BankAtlantic
Bancorps 5% ownership interest in the earnings of Bluegreen Corporation,
adjusted for purchase accounting valuations.

Securities activities during the three months ended June 30, 2002
represented gains on sales of equity securities. There were no sales of
securities during the three months ended June 30, 2003.

Securities activities during the six months ended June 30, 2003
represented a gain realized on a liquidating dividend from an equity security.
Securities activities during the six months ended June 30, 2002 included sales
discussed above as well as the sale of equity securities for a $3.0 million
gain.

During the second quarter of 2002, the Company recognized a $15 million
impairment charge associated with its investment in a privately held technology
company. Both Alan B. Levan and John E. Abdo were directors of the technology
company and each held direct and indirect interests in the common stock of the
technology company. Additionally, during the second quarter of 2002, the
Company also recognized an impairment charge of $3.2 million on publicly traded
equity securities resulting from significant declines in value that were other
than temporary. The Company did not recognize impairments on securities during
the three and six months ended June 30, 2003. At June 30, 2003, Parent Company
equity investments totaled $6.1 million.

Investment banking expense represents underwriting and placement fees paid
to Ryan Beck in connection with the issuance of the Companys trust preferred
securities. These fees were included in investment banking income in Ryan
Becks business segment results of operations. These fees were eliminated in
consolidation.

Compensation expense during the three months ended June 30, 2003 primarily
resulted from payroll taxes associated with the redemption of notes payable
issued in connection with the Ryan Beck retention pool established upon the
acquisition of Ryan Beck in June 1998. The compensation expense during the
same 2002 quarter primarily resulted from $2.0 million compensation accruals
established for incentive bonuses associated with the Gruntal transaction and
the recognition of compensation expense associated with the Ryan Beck retention
pool.

Compensation expense during the six months ended June 30, 2003 and 2002
was primarily associated with the items mentioned above.

The increase in professional fees during the 2003 quarter and six month
period compared to the same 2002 periods consisted of higher fees associated
with litigation relating to the Companys investments in the privately held
technology company discussed above and the consideration of a potential Levitt
spin-off described below. For a more detailed discussion on the technology
company litigation see Related Party Transactions appearing in the Companys
Annual Report on Form 10-K for the year ended December 31, 2002.

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BankAtlantic Bancorp, Inc.

In April 2003, the Company announced its plan to pursue a spin-off of
Levitt in a tax-free transaction. The Company determined that Levitts future
growth prospects would be enhanced as a freestanding entity with independent
access to the capital markets. The proposed spin-off is subject to several
conditions, including the receipt of a private letter
ruling from the Internal Revenue Service that the distribution will be
tax-free to the Company and its shareholders. Depending on the timing of the
receipt of the ruling and any required regulatory approvals, we expect the
spin-off to take place by the end of the fourth quarter of 2003.

Loss on debt redemption during the three and six months ended June 30,
2003 resulted from the Company redeeming its 5.625% convertible debentures at a
redemption price of 102% of the principal amount. The loss on the redemption
reflects a $732,000 write-off of deferred offering costs and a $917,000 call
premium.

The increase in other non-interest expenses for the three and six months
ended June 30, 2003, compared to the same 2002 period, resulted from a $228,000
loss on the sale of Ryan Becks entire interest in Cumberland Advisors, Inc.

Financial Condition

Our total assets at June 30, 2003 were $5.8 billion compared to $5.4
billion at December 31, 2002. The increase in total assets primarily resulted
from:



| |  | The purchase of approximately $1.04 billion of hybrid
adjustable rate residential loans in response to the historically low
interest rate environment during the period.
|- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  | The origination of and participation in commercial real estate loans
|- |  | --------------------------------------------------------------------



| |  | The origination of home equity loans.
|- |  | -------------------------------------



| |  | Increases in real estate held for development and sale and
joint venture activities due to higher Levitt real estate inventory.
|- |  | -------------------------------------------------------------------------------------------------------------------------------



| |  | Increases in securities owned associated with Ryan Becks
trading activities.
|- |  | -----------------------------------------------------------------------------



| |  | Increases in investment in unconsolidated subsidiary associated
with equity in earnings and unrealized gains associated with
Bluegreens loan sale activities included in other comprehensive
income.
|- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  | Increases in Federal Home Loan Bank stock associated with
higher FHLB advance balances.
|- |  | ---------------------------------------------------------------------------------------



| |  | Higher other assets balances associated with the issuance of
forgivable loans primarily associated with the Gruntal transaction as
well as an increase in deferred offering costs in connection with the
trust preferred securities offerings.
|- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

The above increases in total assets were partially offset by:



| |  | Declines in short term investments due to repayments of
residential real estate loans.
|- |  | --------------------------------------------------------------------------------------



| |  | Accelerated loan and mortgage-backed securities available for
sale repayments due to the historically low interest rate
environment.
|- |  | ------------------------------------------------------------------------------------------------------------------------------------

BankAtlantic made significant purchases of hybrid adjustable rate
residential loans during the six months ended June 30, 2003 in order to replace
loans and mortgage-backed securities which experienced accelerated repayments.

The Companys total liabilities at June 30, 2003 were $5.3 billion
compared to $5.0 billion at December 31, 2002.

The increase in total liabilities primarily resulted from:



| |  | The issuance in the aggregate of $75.0 million of trust preferred securities.
|- |  | -----------------------------------------------------------------------------



| |  | Additional borrowings by Levitt to fund land purchases and construction activities.
|- |  | -----------------------------------------------------------------------------------



| |  | Higher transaction and savings account balances resulting from
BankAtlantics seven-day banking and totally free checking account
initiatives.
|- |  | ----------------------------------------------------------------------------------------------------------------------------------------------



| |  | Higher FHLB advance and short term borrowings to fund
certificate account outflows, loan originations and loan purchases.
|- |  | -------------------------------------------------------------------------------------------------------------------------



| |  | Increase in due to clearing agent used to finance Ryan Becks
higher securities owned inventory.
|- |  | ------------------------------------------------------------------------------------------------



| |  | Increased other liabilities related to customer deposits at
Levitt associated with a significant increase in backlog of homes,
higher escrow balances associated with commercial real estate loans
and increased amounts owed to municipalities for tax certificate
acquisitions in June 2003.
|- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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BankAtlantic Bancorp, Inc.

The above increases in total liabilities were partially offset by the
redemption of the Companys 5.625% Subordinated Convertible Debentures and the
repayment of a bank line of credit and Ryan Becks retention pool notes payable
from the proceeds of trust preferred securities offerings.

Stockholders equity at June 30, 2003 was $495.8 million compared to
$469.3 million at December 31, 2002. The increase was primarily attributable
to earnings of $31.6 million and the issuance of common stock upon the exercise
of stock options, conversion of subordinated debentures and the issuance of
restricted Class A Common Stock. Offsetting the above increases were
reductions in stockholders equity of $3.4 million associated with activity in
other comprehensive income and the payment of $3.6 million in dividends on
common stock. Included in the change in other comprehensive income was a $1.7
million gain associated with the minimum pension liability, a $6.1 million
decline in unrealized gains on securities available for sale, a $360,000
unrealized gain on interest rate swap activity and a $742,000 gain associated
with the activities of our investment in unconsolidated subsidiary.

BankAtlantic Bancorp, Inc. Liquidity and Capital Resources

The Companys principal source of liquidity is dividends from
BankAtlantic. The Company also obtains funds through the issuance of equity
securities, borrowings from financial institutions, issuance of debt securities
and liquidation of equity securities it holds. The Company uses these funds to
contribute capital to its subsidiaries, pay debt service, repay borrowings,
purchase equity securities available for sale and for administrative expenses.
The Companys annual debt service associated with its subordinated debentures,
trust preferred securities, and financial institution borrowings is
approximately $15.4 million. The Companys estimated current annual dividends
to common shareholders are approximately $7.3 million. The declaration and
payment of dividends and the ability of the Company to meet its debt service
obligations will depend upon the results of operations, financial condition and
cash requirements of the Company as well as indenture restrictions and loan
covenants and on the ability of BankAtlantic to pay dividends to the Company.
These payments are subject to regulations and OTS approval and are based upon
BankAtlantics regulatory capital levels and net income. During 2002 and the
first six months of 2003, the Company received $22.0 million and $10.0 million,
respectively, of dividends from BankAtlantic.

During the six months ended June 30, 2003, the Company participated in
three pooled trust preferred securities offerings in which an aggregate of $75
million of trust preferred securities were issued by statutory business trusts.
The trust preferred securities pay distributions quarterly at a fixed rate
ranging from 6.40% to 6.65% per annum until 2008, and thereafter at a floating
rate equal to 3-month LIBOR plus 315-325 basis points. The securities are
redeemable in five years and are due in 2033. The net proceeds to the Company
from the trust preferred securities offerings, after placement fees and
expenses, were approximately $73 million. The trust preferred securities are
considered debt for financial accounting and tax purposes.

The Company used the net proceeds from the above trust preferred
securities offerings to redeem $45.8 million of 5.625% Convertible Subordinated
Debentures due 2007, repay $16 million of outstanding borrowings under a credit
facility from an unrelated financial institution, repay $3.7 million of Ryan
Beck retention pool notes payable and for general corporate purposes.

The Company maintains a revolving credit facility of $30 million with an
independent financial institution. The credit facility contains customary
covenants, including financial covenants relating to regulatory capital and
maintenance of certain loan loss reserves and is secured by the common stock of
BankAtlantic. The Company has used this credit facility to temporarily fund
acquisitions and asset purchases as well as for general corporate purposes.
The credit facility had an outstanding balance of $100,000 at June 30, 2003,
and we were in compliance with all loan covenants. Amounts outstanding accrue
interest at the prime rate minus 50 basis points, and the facility matures on
September 1, 2004.

Certain covenants contained in a Levitt loan agreement restrict its
ability to pay dividends to the Company. Ryan Beck has not paid dividends to
the Company, and it is not anticipated that Ryan Beck will pay dividends to the
Company during 2003.

BankAtlantic Liquidity and Capital Resources

BankAtlantics liquidity will depend on its ability to generate sufficient
cash to support loan demand, to meet deposit withdrawals, and to pay operating
expenses. BankAtlantics securities portfolio provides an internal source of
liquidity through its short-term investments as well as scheduled maturities
and interest payments. Loan repayments and sales also provide an internal
source of liquidity.

BankAtlantics primary sources of funds during the six months ended June
30, 2003 were deposits; principal repayments of loans and tax certificates and
securities available for sale; proceeds from the sale of loans and
securities

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BankAtlantic Bancorp, Inc.

available for sale; proceeds from securities
sold under agreements to
repurchase; advances from FHLB; and operations. These funds were primarily
utilized to fund loan disbursements and purchases, deposit outflows, repayments
of securities sold under agreements to repurchase, maturities of advances from
FHLB, purchases of tax certificates and payments of
maturing certificates of deposit, to pay operating expenses, and to pay
dividends to the Company. The FHLB has granted BankAtlantic a $1.7 billion
line of credit subject to available collateral, with a maximum term of ten
years secured by a blanket lien on BankAtlantics residential mortgage loans
and certain commercial real estate loans. BankAtlantic has established lines
of credit for up to $245 million with other banks to purchase federal funds and
has established a $12.7 million potential advance with the Federal Reserve Bank
of Atlanta. BankAtlantic has various relationships to acquire brokered
deposits. These relationships may be utilized as an alternative source of
borrowings, if needed. At June 30, 2003, BankAtlantic met all applicable
liquidity and regulatory capital requirements.

BankAtlantics commitments to originate and purchase loans at June 30,
2003 were $329.8 million and $29.0 million, respectively, compared to $394.8
million and $87.7 million, respectively, at June 30, 2002. Additionally,
BankAtlantic had commitments to purchase mortgage-backed securities of $17.7
million and $77.6 million at June 30, 2003 and 2002, respectively. At June 30,
2003, loan commitments represented approximately 8.7% of net loans receivable.

As of June 30, 2003, the Company had approximately $227.3 million in
investments and mortgage-backed securities pledged against securities sold
under agreements to repurchase. During the second quarter of 2003, the Company
obtained a $100 million letter of credit from the FHLB to secure public
deposits. The Company pledged approximately $135 million of residential loans
as collateral for the FHLB letter of credit.

At the indicated date BankAtlantics capital amounts and ratios were
(dollars in thousands):

Minimum RatiosActual
    
    Adequately
    
    WellCapitalized
    
    Capitalized(in thousands)
    
    Amount
    
    Ratio
    
    Ratio
    
    RatioAt June 30, 2003:Total risk-based capital
    
    $
    439,364
    
    
    
    11.38
    %
    
    
    8.00
    %
    
    
    10.00
    %Tier 1 risk-based capital
    
    $
    369,067
    
    
    
    9.56
    %
    
    
    4.00
    %
    
    
    6.00
    %Tangible capital
    
    $
    369,067
    
    
    
    7.22
    %
    
    
    1.50
    %
    
    
    1.50
    %Core capital
    
    $
    369,067
    
    
    
    7.22
    %
    
    
    4.00
    %
    
    
    5.00
    %At December 31, 2002:Total risk-based capital
    
    $
    413,469
    
    
    
    11.89
    %
    
    
    8.00
    %
    
    
    10.00
    %Tier 1 risk-based capital
    
    $
    347,927
    
    
    
    10.01
    %
    
    
    4.00
    %
    
    
    6.00
    %Tangible capital
    
    $
    347,927
    
    
    
    7.26
    %
    
    
    1.50
    %
    
    
    1.50
    %Core capital
    
    $
    347,927
    
    
    
    7.26
    %
    
    
    4.00
    %
    
    
    5.00
    %


Savings institutions are also subject to the provisions of the Federal
Deposit Insurance Corporation Improvement Act of 1991 (FDICIA). Regulations
implementing the prompt corrective action provisions of FDICIA define specific
capital categories based on FDICIAs defined capital ratios, as discussed more
fully in our Annual Report on Form 10-K for the year ended December 31, 2002.

Levitt Corporation Liquidity and Capital Resources

Levitts management assesses liquidity in terms of its ability to generate
cash to fund its operating and investing activities. Historically, Levitt has
funded its operations, development, construction and acquisitions with
internally generated cash flows, debt from independent third parties and
capital contributions and debt from the Company. It is not anticipated that
Levitt will receive any future capital contributions from the Company. It is
anticipated that these other sources will be adequate for current needs,
however, in order to fund desired growth, additional sources of funding will be
required. These may take the form of equity offerings, issuance of secured
indebtedness or issuance of unsecured subordinated or senior debt. In July 2003, Levitt
filed a registration statement with the Securities and Exchange Commission to
offer up to an aggregate of $100 million of subordinated
investment notes. Levitt intends to use the net proceeds from the sale of the
investment notes for operations and growth, both internally and through
acquisitions (which may include an additional

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BankAtlantic Bancorp, Inc.

investment in Bluegreen
Corporation), for the repayment of debt, including debt owed to the Company,
and for general corporate purposes.

As of June 30, 2003 and December 31, 2002, Levitt had cash and cash
equivalents of $28.0 million and $16.0 million, respectively.

Levitt s primary source of funds for the six months ended June 30, 2003
were proceeds from the sale of real estate inventory, distributions from real
estate joint ventures, borrowings and proceeds from development bonds. These
funds were primarily utilized for development, construction and acquisition of
real estate, to repay borrowings, to pay general and administrative expenses
and to invest in real estate joint ventures.

Levitt has entered into various loan agreements which provide financing
for acquisition and site improvements and construction of residential units. As
of June 30, 2003, these loan agreements provided for advances, subject to
available collateral, on a revolving basis of up to a maximum of $198.5
million, of which $120.8 million was outstanding. The loans are secured by
mortgages on properties, including improvements. Principal payments are
required as sales of the collateral are consummated. Certain notes and mortgage
notes provide that an event of default may result from a change in ownership,
management or executive management.

Some of Levitts borrowings contain covenants that, among other things,
require Levitt to maintain certain financial ratios and a minimum net worth.
These covenants may have the effect of limiting the amount of debt that Levitt
can incur in the future and restricting the payment of dividends from Levitt to
the Company. At June 30, 2003, Levitt was in compliance with all loan agreement
financial covenants.

Levitt entered into a $30.0 million note agreement with BankAtlantic
Bancorp primarily to finance its investment in Bluegreen. The loan is payable
on demand and bears interest at prime minus 25 basis points. The loan from
BankAtlantic Bancorp to Levitt was eliminated in the Companys consolidated
financial statements.

BankAtlantic Bancorp announced a plan to pursue a spin-off of Levitt in a
tax-free transaction and has filed a private letter ruling with the Internal
Revenue Service (IRS). Pending a favorable ruling from the IRS, BankAtlantic
Bancorp intends to convert the $30 million demand note to a five year term
note, and sell its 5% interest in Bluegreen Corporation to Levitt accepting a
$5.5 million one year note as sales proceeds. Additionally, Levitt prior to
the spin-off will declare an $8.0 million dividend to BankAtlantic Bancorp
payable in the form of a note. The $8.0 million note will have the same terms
as the $30 million note described above.

In connection with the development of certain communities, community
development or improvement districts have been established to utilize bond
financing to fund construction or acquisition of certain on-site and off-site
infrastructure improvements, near or at these communities. During February
2003, $28.8 million of bond anticipation notes were issued in order to provide
funding for certain common infrastructure for the Tradition master planned
community in Port St. Lucie, Florida. The bond anticipation notes are direct
obligations of the community development district and are projected to be
refinanced prior to maturity into long-term assessment bonds and/or revenue
bonds, and to ultimately be repaid from revenues, fees and assessments
designated to cover principal and interest payments, which are not fixed and
determinable. Core Communities will recognize an expense for its pro rata
portion of assessments, based upon its ownership of benefited property.

Ryan Beck & Co., Inc. Liquidity and Capital Resources

Ryan Becks primary source of funds during the six months ended June 30,
2003 were clearing broker borrowings, proceeds from the sale of securities
owned, sale of Cumberland Advisors, proceeds from securities sold but not yet
purchased, and fees from customers. These funds were primarily utilized to pay
operating expenses, fund the purchase of securities owned and fund capital
expenditures.

Primarily to finance its trading inventories, Ryan Beck borrows under an
agreement with its clearing broker by pledging securities owned as collateral.
The amount and terms of the borrowings are subject to the lending policies of
the clearing broker and can be changed at the clearing brokers discretion.
Additionally, the amount financed is also impacted by the market value of the
securities owned which are pledged as collateral.

At June 30, 2003, Ryan Beck had a line of credit facility with an
unrelated financial institution in the amount of $10 million with an interest
rate of LIBOR plus 1.50%. The line expires on April 1, 2004, and it is secured
by certificates of

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BankAtlantic Bancorp, Inc.

deposit (CDs) from Ryan Becks certificate of deposit
wholesale business. There were no amounts outstanding under this facility at
June 30, 2003.

Ryan Beck entered into a $5.0 million subordinated note with BankAtlantic
Bancorp in order to fund the Gruntal transaction. The note matures in January
2005 and bears interest at 9.25% per annum. The note in considered capital in
computing net capital under the Securities and Exchange Commissions uniform
net capital rule. The loan from BankAtlantic Bancorp to Ryan Beck was
eliminated in the Companys consolidated financial statements.

As part of the Gruntal transaction, Ryan Beck acquired all of the
membership interests in GMS. A part of GMSs business is investing in below
investment grade securities. These securities are not readily marketable and
the fair values of these securities may change significantly from period to
period resulting in the potential for considerable markups or markdowns
occurring from period to period. Approximately $53.5 million par value of
GMSs securities owned with an estimated fair value and carrying value of
approximately $9.2 million were in default. These securities are not readily
marketable, and Ryan Becks ability to liquidate these investments will depend
on market conditions and is subject to significant risk. While Ryan Beck
believes that the carrying amount of these securities is at fair value, it may
not be possible to realize that value upon sale.

Ryan Beck is subject to the net capital provision of Rule 15c3-1 under the
Securities Exchange Act of 1934, which requires the maintenance of minimum net
capital and requires the ratio of aggregate indebtedness to net capital, both
as defined, not to exceed 15 to 1. Additionally, Ryan Beck, as a market maker,
is subject to supplemental requirements of Rule 15c3-1(a)4, which provides for
the computation of net capital to be based on the number of and price of issues
in which markets are made by Ryan Beck, not to exceed $1.0 million. Ryan
Becks regulatory net capital was $11.6 million, which was $10.6 million in
excess of its required net capital of $1.0 million.

Ryan Beck operates under the provisions of paragraph (k)(2)(ii) of Rule
15c3-3 of the Securities and Exchange Commission as a fully disclosed
introducing broker and, accordingly, customer accounts are carried on the books
of the clearing broker. However, Ryan Beck safekeeps and redeems municipal bond
coupons for the benefit of its customers. Accordingly, Ryan Beck is subject to
the provisions of SEC Rule 15c3-3 relating to possession or control and
customer reserve requirements and was in compliance with such provisions at
June 30, 2003.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

Market risk is defined as the risk of loss arising from adverse changes in
market valuations that arise from interest rate risk, foreign currency exchange
rate risk, commodity price risk and equity price risk. Our primary market risk
is interest rate risk and our secondary market risk is equity price risk.

Interest Rate Risk

The majority of our assets and liabilities are monetary in nature,
subjecting us to significant interest rate risk which would arise if the
relative values of each of our assets and liabilities changed in conjunction
with a general rise or decline in interest rates. We have developed a model
using standard industry software to quantify our interest rate risk. A
sensitivity analysis was performed measuring our potential gains and losses in
net portfolio fair values of interest rate sensitive instruments at June 30,
2003 resulting from a change in interest rates. See the Companys Annual
Report on Form 10-K for the year ended December 31, 2002 for a detailed
explanation of the model methodology and the assumptions utilized in the model.

Presented below is an analysis of the Companys interest rate risk at June
30, 2003 as calculated utilizing the Companys model. The table measures
changes in net portfolio value for instantaneous and parallel shifts in the
yield curve in 100 basis point increments up or down.

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BankAtlantic Bancorp, Inc.

Net PortfolioChanges
    
    Value
    
    Dollarin Rate
    
    Amount
    
    Change(dollars in thousands)+200 bp

    
    $
    567,265
    
    
    $
    82,973+100 bp
    
    $
    535,148
    
    
    $
    50,8560
    
    $
    484,292
    
    
    $
    -100 bp
    
    $
    426,212
    
    
    $
    (58,080
    )-200 bp
    
    $
    358,059
    
    
    $
    (126,233
    )


Our net interest margin has declined since September 2002. We do not
expect our net interest margin to improve so long as rates remain at these
historically low levels, and this could continue to negatively impact our
earnings for the foreseeable future.

Equity Price Risk

The Company also maintains a portfolio of securities owned and available
for sale securities which subjects it to equity pricing risks which would arise
as the relative values of its securities change in conjunction with market or
economic conditions. The change in fair values of securities represents
instantaneous changes in all equity prices segregated by securities owned,
securities sold but not yet purchased, and available for sale securities. The
following are hypothetical changes in the fair value of our securities owned,
securities sold but not yet purchased, and available for sale securities at
June 30, 2003 based on percentage changes in fair value. Actual future price
appreciation or depreciation may be different from the changes identified in
the table below.

Available
    
    SecuritiesPercent
    
    Securities
    
    for Sale
    
    Sold NotChange in
    
    Owned
    
    Securities
    
    Yet
    
    DollarFair Value
    
    Fair Value
    
    Fair Value
    
    Purchased
    
    Change(dollars in thousands)20%
    
    $
    269,286
    
    
    $
    7,270
    
    
    $
    (41,962
    )
    
    $
    39,09910%
    
    $
    246,846
    
    
    $
    6,664
    
    
    $
    (38,465
    )
    
    $
    19,5500%
    
    $
    224,405
    
    
    $
    6,058
    
    
    $
    (34,968
    )
    
    $
    (10)%
    
    $
    201,965
    
    
    $
    5,452
    
    
    $
    (31,471
    )
    
    $
    (19,550
    )(20)%
    
    $
    179,524
    
    
    $
    4,846
    
    
    $
    (27,974
    )
    
    $
    (39,099
    )


Excluded from the above table was $3.4 million of investments in private
companies for which no current market exists. In July 2003, we sold $3.1
million of private equity investments at book value, leaving $300,000 in book
value of private equity investments.

Ryan Beck, in its capacity as a market-maker and dealer in corporate and
municipal fixed-income and equity securities, may enter into transactions in a
variety of cash and derivative financial instruments in order to facilitate
customer order flow and to hedge market risk exposures. These financial
instruments include securities sold but not yet purchased and futures
contracts. Securities sold but not yet purchased represent obligations of Ryan
Beck to deliver specified financial instruments at contracted prices, thereby
creating a liability to purchase the financial instrument in the market at
prevailing prices. Accordingly, these transactions result in off-balance-sheet
risk as Ryan Becks ultimate obligation may exceed the amount recognized in the
Consolidated Statement of Financial Condition. As a securities broker and
dealer, Ryan Beck is engaged in various securities trading and brokerage
activities servicing a diverse group of domestic corporations, governments,
institutional, and individual investors. Ryan Beck has exposure to risks
associated with the nonperformance of these counter parties in fulfilling their
contractual obligations. Ryan Beck is also exposed to risks associated with
its securities owned and GMSs investments in below investment grade
securities.

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BankAtlantic Bancorp, Inc.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

As of the end of the period covered by this report, we carried out an
evaluation, under the supervision and with the participation of our principal
executive officer and principal financial officer, of the effectiveness of the
design and operation of our disclosure controls and procedures. Based on this
evaluation, our principal executive officer and principal financial officer
concluded that our disclosure controls and procedures are effective in timely
alerting them to material information required to be included in our periodic
SEC reports.

Changes in Internal Controls

In addition, we reviewed our internal control over financial reporting,
and there have been no significant changes in our internal control over
financial reporting or in other factors that could significantly affect those
controls subsequent to the date of the last evaluation.

Limitations on the Effectiveness of Controls

Our management, including our principal executive officer and principal
financial officer, does not expect that our disclosure controls and procedures
and internal controls over financial reporting will prevent all errors and all
improper conduct. A control system, no matter how well conceived and operated,
can provide only reasonable, not absolute, assurance that the objectives of the
control system are met. Further, the design of a control system must reflect
the fact that there are resource constraints, and the benefits of controls must
be considered relative to their costs. Because of the inherent limitations in
all control systems, no evaluation of controls can provide absolute assurance
that all control issues and instances of improper conduct, if any, within the
Company have been detected. These inherent limitations include the realities
that judgments in decision-making can be faulty, and that breakdowns can occur
because of simple error or mistake. Additionally, controls can be circumvented
by the individual acts of some persons, by collusion of two or more people, or
by management override of the control.

Further, the design of any system of controls also is based in part upon
assumptions about the likelihood of future events, and there can be no
assurance that any design will succeed in achieving its stated goals under all
potential future conditions; over time, controls may become inadequate because
of changes in conditions, or the degree of compliance with the policies or
procedures may deteriorate. Because of the inherent limitations in a
cost-effective control system, misstatements due to error or fraud may occur
and not be detected.

CEO and CFO Certifications

Appearing as Exhibits 31.1 and 31.2 to this quarterly report are
Certifications of the principal executive officer and the principal financial
officer. The Certifications are required in accordance with Section 302 of the
Sarbanes-Oxley Act of 2002. This Item of this report, which you are currently
reading, is the information concerning the evaluation referred to in the
Section 302 Certifications and this information should be read in conjunction
with the Section 302 Certifications for a more complete understanding of the
topics presented.

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BankAtlantic Bancorp, Inc.

PART II  OTHER INFORMATION

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

The Company held its Annual Meeting of Shareholders on May 20, 2003. At
the meeting the holders of the Companys Class A and Class B Common Stock
voting together as a single class elected the following three Directors to a
three year term by the following votes:

Director
    
    For
    
    WithheldJohn E. Abdo
    
    
    84,809,736
    
    
    
    12,906,727Jonathan D. Mariner
    
    
    93,881,108
    
    
    
    3,835,355Charlie C. Winningham, II
    
    
    93,179,345
    
    
    
    4,537,118


The holders of the Companys Class A and Class B Common Stock voting
together as a single class elected the following Director to a two year term by
the following votes:

Director
    
    For
    
    WithheldD. Keith Cobb
    
    
    93,882,370
    
    
    
    3,834,093


Item 6. Exhibits and Reports on Form 8-K

(a)



| |  | Exhibits
| |  | --------



|Exhibit 11 |  | Statement re: Computation of Per Share Earnings
|---------- |  | -----------------------------------------------



|Exhibit 31.1 |  | Certification pursuant to Regulation S-X Section 302
|------------ |  | ----------------------------------------------------



|Exhibit 31.2 |  | Certification pursuant to Regulation S-X Section 302
|------------ |  | ----------------------------------------------------



|Exhibit 32.1 |  | Certification pursuant to 18 U.S.C. Section 1350, as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|------------ |  | ----------------------------------------------------------------------------------------------------------------------



|Exhibit 32.2 |  | Certification pursuant to 18 U.S.C. Section 1350, as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|------------ |  | ----------------------------------------------------------------------------------------------------------------------

(b) Reports on Form 8-K



| |  | Form 8-K filed on April 1, 2003 to disclose the issuance of trust
preferred securities and the call for redemption of the Companys 5.625%
Convertible Subordinated Debentures.
| |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  | Form 8-K filed on April 4, 2003 to disclose that the Companys Board of
Directors had authorized management to initiate a process to spin-off
Levitt Corporation.
| |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  | Form 8-K filed on May 1, 2003 to furnish the Companys first quarter
earnings release.
| |  | --------------------------------------------------------------------------------------



| |  | Form 8-K filed on June 4, 2003 to disclose the appointment of Dr. Willis
N. Holcombe to its Board of Directors.
| |  | ---------------------------------------------------------------------------------------------------------------



| |  | Form 8-K filed on June 9, 2003 to furnish investor presentation materials
pursuant to Item 9 of Form 8-K.
| |  | ---------------------------------------------------------------------------------------------------------

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BankAtlantic Bancorp, Inc.

Signatures

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

BANKATLANTIC BANCORP, INC.

August 14, 2003
    
    By:
    
    /s/  Alan B. LevanDate
    
    
    
    Alan B. Levan
Chief Executive Officer/
Chairman/PresidentAugust 14, 2003
    
    By:
    
    /s/  James A. WhiteDate
    
    
    
    James A. White
Executive Vice President,
Chief Financial Officer


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