##### 



U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-QSB

|      |  |                                                                                                                                    
|----- |  | -----------------------------------------------------------------------------------------------------------------------------------
|[X]   |  | QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2002
|     
|[   ] |  | TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE TRANSITION REPORT FROM      TO          

Commission file number 0-23619

Tarpon Coast Bancorp, Inc.

---

(Exact name of small business issuer as specified in its charter)


|                                                               |  |                                     
|-------------------------------------------------------------- |  | ------------------------------------
|Florida                                                        |  | 65-0772718                          
|                                                               |  |                                     
|(State or other jurisdiction of
incorporation or organization) |  | (I.R.S. Employer
Identification No.)

1490 Tamiami Trail

Port Charlotte, FL 33948
(Address of principal executive offices)


941-629-8111

---

(Issuers telephone number)


Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant, as required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. Yes X No

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

|                             |  |                                     
|---------------------------- |  | ------------------------------------
|Class                        |  | Outstanding as of September 30, 2002
|                             |  |                                     
|Common Stock, $.01 par value |  | 1,182,151                           

Transitional Small Business Disclosure Format:      Yes [   ]      No [X]





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##### 



TARPON COAST BANCORP, INC.

INDEX

|                                                                                |  |   
|------------------------------------------------------------------------------- |  | --
|PART I  FINANCIAL INFORMATION                                                  |  |   
|                                                                               
|Item 1. Condensed Consolidated Financial Statements                             |  |   
|                                                                               
|Balance Sheets as of September 30, 2002 and December 31, 2001                   |  | 1 
|                                                                               
|Statements of Operations for the Three Months
Ended September 30, 2002 and 2001 |  | 2 
|                                                                               
|Statements of Operations for the Nine Months
Ended September 30, 2002 and 2001  |  | 3 
|                                                                               
|Statements of Cash Flows for the Nine Months
Ended September 30, 2002 and 2001  |  | 4 
|                                                                               
|Notes to Financial Statements                                                   |  | 5 
|                                                                               
|Item 2. Managements Discussion and Analysis                                    |  | 6 
|                                                                               
|Item 3. Controls and Procedures                                                 |  | 8 
|                                                                               
|PART II  OTHER INFORMATION                                                     |  |   
|                                                                               
|Item 4. Submission of Matters to a Vote of Security Holders                     |  | 9 
|                                                                               
|Item 6. Exhibits and Reports on Form 8-K                                        |  | 9 
|                                                                               
|SIGNATURES                                                                      |  | 10
|                                                                               
|CERTIFICATIONS                                                                  |  | 11
|                                                                               
|EXHIBITS                                                                        |  |   





---



##### 



PART I  FINANCIAL INFORMATION
Item 1. Condensed Consolidated Financial Statements

TARPON COAST BANCORP, INC. AND
SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS

|                                     |                                                                                                               |                                            |            |                    |             |                   |            |            |            | 
|------------------------------------ | ------------------------------------------------------------------------------------------------------------- | ------------------------------------------ | ---------- | ------------------ | ----------- | ----------------- | ---------- | ---------- | ---------- | 
|                                     |                                                                                                               |                                            |            | September 30, 2002 |             | December 31, 2001
|                                     |                                                                                                               |                                            |            |                    |             |                  
|                                     |                                                                                                               |                                            |            | (Unaudited)        |             |                   |            |           
|ASSETS                               |                                                                                                               |                                            |            |                    |             |                   |            |           
|Cash and due from banks              |                                                                                                               | $                                          | 5,564,272  |                    |             | $                 | 5,666,844  |           
|Federal funds sold                   |                                                                                                               |                                            | 6,850,000  |                    |             |                   | 10,150,000 |           
|                                     |                                                                                                               |                                            |            |                    |             |                   |            |           
|                                     |                                                                                                               | Total cash and cash equivalents            |            |                    | 12,414,272  |                   |            |            | 15,816,844 | 
|Securities available for sale        |                                                                                                               |                                            | 14,844,869 |                    |             |                   | 18,655,222 |           
|Loans                                |                                                                                                               |                                            | 69,419,400 |                    |             |                   | 55,667,184 |           
|Less allowance for loan losses       |                                                                                                               |                                            | (909,302   | )                  |             |                   | (802,725   | )         
|                                     |                                                                                                               |                                            |            |                    |             |                   |            |           
|Net loans                            |                                                                                                               |                                            | 68,510,098 |                    |             |                   | 54,864,459 |           
|Premises and equipment, net          |                                                                                                               |                                            | 4,916,740  |                    |             |                   | 5,093,499  |           
|Accrued interest & other assets      |                                                                                                               |                                            | 979,299    |                    |             |                   | 944,161    |           
|                                     |                                                                                                               |                                            |            |                    |             |                   |            |           
|                                     |                                                                                                               | Total assets                               |            | $                  | 101,665,278 |                   |            | $          | 95,374,185 | 
|                                     |                                                                                                               |                                            |            |                    |             |                   |            |           
|LIABILITIES AND SHAREHOLDERS EQUITY |                                                                                                               |                                            |            |                    |             |                   |            |           
|                                     | Deposits:                                                                                                     |                                            |            |                    |             |                   |            |            |           
|                                     | Non-interest bearing                                                                                          |                                            | $          | 13,035,215         |             |                   | $          | 12,262,950 |           
|                                     | Interest bearing                                                                                              |                                            |            | 77,378,458         |             |                   |            | 72,554,294 |           
|                                     |                                                                                                               |                                            |            |                    |             |                   |            |           
|                                     |                                                                                                               | Total deposits                             |            |                    | 90,413,673  |                   |            |            | 84,817,244 | 
|Customer Repurchase Agreements       |                                                                                                               |                                            | 1,724,448  |                    |             |                   | 1,653,728  |           
|Accrued interest & other liabilities |                                                                                                               |                                            | 789,126    |                    |             |                   | 284,816    |           
|                                     |                                                                                                               |                                            |            |                    |             |                   |            |           
|                                     |                                                                                                               | Total liabilities                          |            |                    | 92,927,247  |                   |            |            | 86,755,788 | 
|                                    
|Shareholders equity:                |                                                                                                               |                                            |            |                    |             |                   |            |           
|                                     | Common stock, par value $.01 per share,
10,000,000 shares authorized; 1,182,151 shares
issued and outstanding |                                            |            | 11,821             |             |                   |            | 11,821     |           
|                                     | Additional paid-in capital                                                                                    |                                            |            | 10,940,915         |             |                   |            | 10,940,915 |           
|                                     | Deficit                                                                                                       |                                            |            | (2,380,233         | )           |                   |            | (2,405,150 | )         
|                                     | Unrealized gain on securities available for sale                                                              |                                            |            | 165,528            |             |                   |            | 70,811     |           
|                                     |                                                                                                               |                                            |            |                    |             |                   |            |           
|                                     |                                                                                                               | Total shareholders equity                 |            |                    | 8,738,031   |                   |            |            | 8,618,397  | 
|                                     |                                                                                                               |                                            |            |                    |             |                   |            |           
|                                     |                                                                                                               | Total liabilities and shareholders equity |            | $                  | 101,665,278 |                   |            | $          | 95,374,185 | 
|                                     |                                                                                                               |                                            |            |                    |             |                   |            |           

See accompanying notes to financial statements.

1



---



##### 



TARPON COAST BANCORP, INC. AND
SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)

|                                                    |                                   |         |           |                                  |           |      |           |           |           | 
|--------------------------------------------------- | --------------------------------- | ------- | --------- | -------------------------------- | --------- | ---- | --------- | --------- | --------- | 
|                                                    |                                   |         |           | Three months ended September 30,
|                                                    |                                   |         |           |                                 
|                                                    |                                   |         |           | 2002                             |           | 2001
|                                                    |                                   |         |           |                                  |           |     
|Interest income:                                    |                                   |         |           |                                  |           |      |           |          
|                                                    | Interest and fees on loans        |         | $         | 1,226,294                        |           |      | $         | 1,124,542 |          
|                                                    | Interest on securities            |         |           | 232,640                          |           |      |           | 177,874   |          
|                                                    | Interest on federal funds sold    |         |           | 30,457                           |           |      |           | 72,720    |          
|                                                    |                                   |         |           |                                  |           |      |           |          
|Total interest income                               |                                   |         | 1,489,391 |                                  |           |      | 1,375,136 |          
|Interest expense:                                   |                                   |         |           |                                  |           |      |           |          
|                                                    | Interest on deposits              |         |           | 499,726                          |           |      |           | 675,191   |          
|                                                    | Interest on repurchase agreements |         |           | 4,506                            |           |      |           | 13,237    |          
|                                                    |                                   |         |           |                                  |           |      |           |          
|Total interest expense                              |                                   |         | 504,232   |                                  |           |      | 688,428   |          
|                                                    |                                   |         |           |                                  |           |      |           |          
|Net interest income                                 |                                   |         | 985,159   |                                  |           |      | 686,708   |          
|Provision for loan losses                           |                                   |         | 43,200    |                                  |           |      | 15,000    |          
|                                                    |                                   |         |           |                                  |           |      |           |          
|                                                   
|Net interest income after
provision for loan losses |                                   |         | 941,959   |                                  |           |      | 671,708   |          
|                                                   
|Non-interest income                                 |                                   |         | 371,248   |                                  |           |      | 201,010   |          
|Non-interest expense:                               |                                   |         |           |                                  |           |      |           |          
|                                                    | Salaries and benefits             |         |           | 726,670                          |           |      |           | 545,628   |          
|                                                    | Occupancy and equipment expense   |         |           | 211,900                          |           |      |           | 168,866   |          
|                                                    | Other expense                     |         |           | 358,138                          |           |      |           | 257,116   |          
|                                                    |                                   |         |           |                                  |           |      |           |          
|Total non-interest expense                          |                                   |         | 1,296,708 |                                  |           |      | 971,610   |          
|                                                    |                                   |         |           |                                  |           |      |           |          
|Net income (loss)                                   |                                   |         | 16,499    |                                  |           |      | (98,892   | )        
|                                                    |                                   |         |           |                                  |           |      |           |          
|Other comprehensive income                          |                                   |         | 48,030    |                                  |           |      | 91,034    |          
|                                                    |                                   |         |           |                                  |           |      |           |          
|Comprehensive income (loss)                         |                                   | $       | 64,529    |                                  |           | $    | (7,858    | )        
|                                                    |                                   |         |           |                                  |           |      |           |          
|Basic and diluted income (loss) per share           |                                   | $       | 0.01      |                                  |           | $    | (0.08     | )        
|                                                    |                                   |         |           |                                  |           |      |           |          
|Weighted average shares outstanding:                |                                   |         |           |                                  |           |      |           |          
|                                                    |                                   | Basic   |           |                                  | 1,182,151 |      |           |           | 1,182,151 | 
|                                                    |                                   |         |           |                                  |           |      |           |          
|                                                    |                                   | Diluted |           |                                  | 1,182,955 |      |           |           | 1,182,151 | 
|                                                    |                                   |         |           |                                  |           |      |           |          

See accompanying notes to financial statements.

2



---



##### 



TARPON COAST BANCORP, INC. AND
SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)

|                                          |                                   |   |                                 |           |      |   |           |           | 
|----------------------------------------- | --------------------------------- | - | ------------------------------- | --------- | ---- | - | --------- | --------- | 
|                                          |                                   |   | Nine months ended September 30,
|                                          |                                   |   |                                
|                                          |                                   |   | 2002                            |           | 2001
|                                          |                                   |   |                                 |           |     
|Interest income:                          |                                   |   |                                 |           |      |   |           |          
|                                          | Interest and fees on loans        |   | $                               | 3,479,069 |      |   | $         | 3,244,405 | 
|                                          | Interest on securities            |   |                                 | 783,810   |      |   |           | 511,460   | 
|                                          | Interest on federal funds sold    |   |                                 | 93,456    |      |   |           | 223,231   | 
|                                          |                                   |   |                                 |           |      |   |           |          
|Total interest income                     |                                   |   | 4,356,335                       |           |      |   | 3,979,096 |          
|Interest expense:                         |                                   |   |                                 |           |      |   |           |          
|                                          | Interest on deposits              |   |                                 | 1,545,955 |      |   |           | 1,867,535 | 
|                                          | Interest on repurchase agreements |   |                                 | 13,412    |      |   |           | 79,234    | 
|                                          |                                   |   |                                 |           |      |   |           |          
|Total interest expense                    |                                   |   | 1,559,367                       |           |      |   | 1,946,769 |          
|                                          |                                   |   |                                 |           |      |   |           |          
|Net interest income                       |                                   |   | 2,796,968                       |           |      |   | 2,032,327 |          
|Provision for loan losses                 |                                   |   | 162,200                         |           |      |   | 147,000   |          
|                                          |                                   |   |                                 |           |      |   |           |          
|Net interest income after                 |                                   |   |                                 |           |      |   |           |          
|                                          | provision for loan losses         |   |                                 | 2,634,768 |      |   |           | 1,885,327 | 
|Non-interest income                       |                                   |   | 1,056,537                       |           |      |   | 558,976   |          
|Non-interest expense:                     |                                   |   |                                 |           |      |   |           |          
|                                          | Salaries and benefits             |   |                                 | 2,053,495 |      |   |           | 1,449,219 | 
|                                          | Occupancy and equipment expense   |   |                                 | 605,165   |      |   |           | 432,589   | 
|                                          | Other expense                     |   |                                 | 1,007,728 |      |   |           | 692,783   | 
|                                          |                                   |   |                                 |           |      |   |           |          
|Total non-interest expense                |                                   |   | 3,666,388                       |           |      |   | 2,574,591 |          
|                                          |                                   |   |                                 |           |      |   |           |          
|Net income (loss)                         |                                   |   | 24,917                          |           |      |   | (130,288  | )        
|                                          |                                   |   |                                 |           |      |   |           |          
|Other comprehensive income                |                                   |   | 94,717                          |           |      |   | 149,737   |          
|                                          |                                   |   |                                 |           |      |   |           |          
|Comprehensive income                      |                                   | $ | 119,634                         |           |      | $ | 19,449    |          
|                                          |                                   |   |                                 |           |      |   |           |          
|Basic and diluted income (loss) per share |                                   | $ | 0.02                            |           |      | $ | (0.11     | )        
|                                          |                                   |   |                                 |           |      |   |           |          
|Weighted average shares outstanding:      |                                   |   |                                 |           |      |   |           |          
|                                          | Basic                             |   |                                 | 1,182,151 |      |   |           | 1,182,151 | 
|                                          |                                   |   |                                 |           |      |   |           |          
|                                          | Diluted                           |   |                                 | 1,182,955 |      |   |           | 1,182,151 | 
|                                          |                                   |   |                                 |           |      |   |           |          

See accompanying notes to financial statements.

3



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##### 



TARPON COAST BANCORP, INC. AND
SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)

|                                                  |                                                                                          |                   |                                                               |             |                                 |         |             |             |          |         |  
|------------------------------------------------- | ---------------------------------------------------------------------------------------- | ----------------- | ------------------------------------------------------------- | ----------- | ------------------------------- | ------- | ----------- | ----------- | -------- | ------- | -
|                                                  |                                                                                          |                   |                                                               |             | Nine
months ended September 30,
|                                                  |                                                                                          |                   |                                                               |             |                                
|                                                  |                                                                                          |                   |                                                               |             | 2002                            |         | 2001       
|                                                  |                                                                                          |                   |                                                               |             |                                 |         |            
|Cash flows from operating activities:             |                                                                                          |                   |                                                               |             |                                 |         |             |            
|                                                  |                                                                                          | Net income (loss) |                                                               | $           | 24,917                          |         |             | $           | (130,288 | )      
|                                                  | Adjustments to reconcile net income (loss) to net
cash provided by operating activities: |                   |                                                               |             |                                 |         |             |             |         
|                                                  |                                                                                          |                   | Depreciation                                                  |             |                                 | 302,281 |             |             |          | 231,033 |  
|                                                  |                                                                                          |                   | Provision for loan losses                                     |             |                                 | 162,200 |             |             |          | 147,000 |  
|                                                  |                                                                                          |                   | Decrease (Increase) in accrued interest
and other assets      |             |                                 | (34,017 | )           |             |          | (26,495 | )
|                                                  |                                                                                          |                   | Increase (Decrease) in accrued interest
and other liabilities |             |                                 | 504,310 |             |             |          | 319,135 |  
|                                                  |                                                                                          |                   |                                                               |             |                                 |         |             |            
|                                                  | Total adjustments                                                                        |                   |                                                               | 934,774     |                                 |         |             | 670,673     |         
|                                                  |                                                                                          |                   |                                                               |             |                                 |         |             |            
|Net cash provided by operating activities         |                                                                                          |                   | 959,691                                                       |             |                                 |         | 540,385     |            
|                                                  |                                                                                          |                   |                                                               |             |                                 |         |             |            
|Cash flows from investing activities:             |                                                                                          |                   |                                                               |             |                                 |         |             |            
|                                                  | Net increase in loans                                                                    |                   |                                                               | (13,807,839 | )                               |         |             | (9,896,705  | )       
|                                                  | Purchases of securities available for sale                                               |                   |                                                               | (3,314,928  | )                               |         |             | (11,604,093 | )       
|                                                  | Maturities of securities available for sale                                              |                   |                                                               | 7,218,877   |                                 |         |             | 8,007,698   |         
|                                                  | Purchases of premises and equipment                                                      |                   |                                                               | (125,522    | )                               |         |             | (1,040,407) |         
|                                                  |                                                                                          |                   |                                                               |             |                                 |         |             |            
|Net cash used in investing activities             |                                                                                          |                   | (10,029,412                                                   | )           |                                 |         | (14,533,507 | )          
|                                                  |                                                                                          |                   |                                                               |             |                                 |         |             |            
|Cash flows from financing activities:             |                                                                                          |                   |                                                               |             |                                 |         |             |            
|                                                  | Increase in deposits                                                                     |                   |                                                               | 5,596,429   |                                 |         |             | 27,121,500  |         
|                                                  | Increase (Decrease) in customer repurchase agreements                                    |                   |                                                               | 70,720      |                                 |         |             | (2,236,495  | )       
|                                                  |                                                                                          |                   |                                                               |             |                                 |         |             |            
|Net cash provided by financing activities         |                                                                                          |                   | 5,667,149                                                     |             |                                 |         | 24,885,005  |            
|                                                  |                                                                                          |                   |                                                               |             |                                 |         |             |            
|(Decrease) Increase in cash and cash equivalents  |                                                                                          |                   | (3,402,572                                                    | )           |                                 |         | 10,891,883  |            
|Cash and cash equivalents, beginning of period    |                                                                                          |                   | 15,816,844                                                    |             |                                 |         | 4,878,265   |            
|                                                  |                                                                                          |                   |                                                               |             |                                 |         |             |            
|Cash and cash equivalents, end of period          |                                                                                          | $                 | 12,414,272                                                    |             |                                 | $       | 15,770,148  |            
|                                                  |                                                                                          |                   |                                                               |             |                                 |         |             |            
|Supplemental disclosure of cash flow information: |                                                                                          |                   |                                                               |             |                                 |         |             |            
|                                                  | Cash paid during the period for interest                                                 |                   | $                                                             | 1,576,694   |                                 |         | $           | 1,924,971   |         
|                                                  |                                                                                          |                   |                                                               |             |                                 |         |             |            
|                                                  | Unrealized increase in fair value
of securities available for sale                       |                   | $                                                             | 94,717      |                                 |         | $           | 149,737     |         
|                                                  |                                                                                          |                   |                                                               |             |                                 |         |             |            

See accompanying notes to financial
statements.

4



---



##### 



TARPON COAST BANCORP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2002

NOTE A  ORGANIZATION AND BASIS OF PRESENTATION

Organization:

Tarpon Coast Bancorp, Inc. (the Company) was incorporated under the laws
of the state of Florida on August 7, 1997. Effective June 1, 1998, the
Companys wholly owned subsidiary, Tarpon Coast National Bank (the Bank)
received federal regulatory approval to commence its banking operations.
Contemporaneously, the Company became a registered bank holding company under
the Bank Holding Company Act of 1956, as amended. Also effective June 1, 1998,
the Bank received approval from the Federal Deposit Insurance Corporation (the
FDIC) for deposit insurance. In 2000, the Company formed Tarpon Coast
Financial Services, Inc. as a wholly owned subsidiary of the Bank for the
purpose of selling insurance and investment products.

Basis of Presentation:

The accompanying unaudited consolidated financial statements include the
accounts of the Company and its subsidiaries. All inter-company accounts and
transactions have been eliminated in consolidation.

The accompanying unaudited consolidated financial statements have been
prepared in accordance with U.S. generally accepted accounting principles for
interim financial information and with instructions to Form 10-QSB.
Accordingly, they do not include all of the information and footnotes required
by U.S. generally accepted accounting principles for complete financial
statements. In the opinion of management, all adjustments (consisting of normal
recurring accruals) considered necessary have been made for the fair
presentation of the Companys consolidated financial position and results of
operations. Operating results for the three-month and nine-month periods ended
September 30, 2002 are not necessarily indicative of the results that may be
expected for the year ended December 31, 2002.

5



---



##### 



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

General

The following is a discussion of the Companys financial condition and results
of operations for the periods ended September 30, 2002 and 2001:

Financial Condition

At September 30, 2002, the Company had approximately $90.4 million in deposits
and $1.7 million in customer repurchase agreements as compared to $84.8 million
and $1.6 million, respectively, at December 31, 2001. Shareholders equity
comprised $8.7 million at September 30, 2002 and $8.6 million at December 31,
2001.

At September 30, 2002, the Company used these funds to generate $68.5 million
in net loans outstanding ($54.8 million at December 31, 2001) and approximately
$16.4 million in unfunded loan commitments. At September 30, 2002 it also held
approximately $14.8 million ($18.6 million at December 31, 2001) in investment
securities. At September 30, 2002, the Company had $4.9 million ($ 5.1 million
at December 31, 2001) in premises and equipment. The Companys remaining
liquidity at September 30, 2002, less current cash reserve requirements was
invested in overnight federal funds of $6.8 million ($10.1 million at December
31, 2001).

Results of Operations

For the three-month period ended September 30, 2002, the Company reported net
income of $16,499, compared to a net loss of $98,892 for the comparable period
in 2001. Interest income for the three-month period was $1,489,391 in 2002 and
$1,375,136 in 2001 or a yield on average earning assets of 6.69% and 7.50%,
respectively. Net interest income was $985,159 in 2002 and $686,708 in 2001
(net interest margins of 4.42% and 3.75%, respectively) after deducting
interest expense of $504,232 in 2002 and $688,708 in 2001 or an average rate
paid on interest-bearing funds of 2.52% and 4.33%, respectively. Rate variances
between the comparable three-month periods of 2002 and 2001 increased net
interest income approximately $151,000 while corresponding volume variances
contributed approximately $147,000.

For the nine-month period ended September 30, 2002, the Company reported net
income of $24,917, compared to a net loss of $130,288 for the comparable period
in 2001. Interest income for the nine-month period was $4,356,335 in 2002 and
$3,979,096 in 2001 or a yield on average earning assets of 6.71% and 7.86%,
respectively. Net interest income was $2,796,968 in 2002 and $2,032,327 in 2001
(net interest margins of 4.31% and 4.01%, respectively) after deducting
interest expense of $1,559,367 in 2002 and $1,946,769 in 2001 or an average
rate paid on interest-bearing funds of 2.65% and 4.51%, respectively. Rate
variances between the comparable nine-month periods of 2002 and 2001 increased
net interest income by approximately $192,000 while corresponding volume
variances contributed approximately $573,000.

6



---



##### 



The declines in yields earned on interest-earning assets and paid on
interest-bearing funds were primarily driven by the aggressive rate cutting
posture maintained by the Federal Reserve since this time last year. Net
interest margins experienced improvements over the corresponding periods of a
year ago as the Bank generated larger gains in rates paid on interest-bearing
funds than those given up on interest-earning assets.

Because the Bank is still maturing and continues to develop its own historical
loan loss experience, the provision for loan losses of $43,200 and $162,200 for
the three-month and nine-month periods ended September 30, 2002, respectively,
has been based principally on peer industry data of comparably sized and
positioned commercial banks, adjusted to reflect managements assessment of the
potential impacts of current economic conditions on the credit quality of the
portfolio.

Non-interest income is comprised principally of service charges on deposit
accounts, fees and commissions from the sale of insurance and investment
products, and fees on residential lending secondary market activities.
Non-interest income aggregated $371,248 and $201,010 for the three-month
periods ended September 30, 2002 and 2001, respectively, and $1,056,537 and
$558,976 for the comparable nine-month periods. Amounts for the three-month
periods ended September 30, 2002 and 2001 include commission and fee income
from the sales of insurance and investment products aggregating $130,000 and
$67,000, respectively, and $382,000 and $207,000 for the comparable nine-month
periods. The Bank expanded its residential lending secondary market activities
in the fourth quarter of 2000, which generated fee income of $154,000 and
$411,000 for the three and nine-month periods ending September 30, 2002
compared with $58,000 and $149,000 for the corresponding periods in 2001. The
balance of the increase in non-interest income is generally consistent with the
increase in the volume of deposit activity.

Non-interest expenses for the comparable three-month periods were $1,296,708
and $971,610, comprised principally of salaries and benefits ($726,670 in 2002
and $545,628 in 2001) and occupancy costs ($211,900 in 2002 and $168,866 in
2001). For the comparable nine-month periods ended September 30, 2002 and 2001,
non-interest expenses were $3,666,388 and $2,574,591, respectively, comprised
principally of salaries and benefits ($2,053,495 in 2002 and $1,449,219 in
2001) and occupancy costs ($605,165 in 2002 and $432,589 in 2001). At September
30, 2002, the Company had 53 employees compared to 41 employees a year earlier.
The Company took occupancy of its third full-service banking facility in August
2001, previously operating from two offices since adding its second
full-service facility in April 2000.

The expansion in facilities and personnel is in accordance with the Companys
strategic growth and expansion initiative that is designed to fully leverage
the Companys capital position and attain critical mass. Additional incremental
expenditures associated with the Companys expansion activities may have the
effect of limiting the Companys profitability until such time as the Bank can
generate volumes of loans and deposits, and other fee generating services,
sufficient to cover these additional costs.

7



---



##### 



Item 3. Controls and Procedures

|   |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|-- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|a. |  | Evaluation of Disclosure Controls and Procedures. The Company
maintains controls and procedures designed to ensure that information
required to be disclosed in the reports that the Company files or
submits under the Securities and Exchange Act of 1934 is recorded,
processed, summarized and reported within the time periods specified in
the rules and forms of the Securities and Exchange Commission. Based
upon their evaluation of those controls and procedures performed within
90 days of the filing date of this report, the Chief Executive Officer,
President, and Chief Financial Officer of the Company concluded that
the Companys disclosure controls and procedures were adequate.
|  
|b. |  | Changes in Internal Controls. The Company made no significant
changes in its internal controls or other factors that could
significantly affect these controls subsequent to the date of the
evaluation of those controls by the Chief Executive Officer, President,
and Chief Financial Officer.                                                                                                                                                                                                                                                                                                                                                                                                         

8



---



##### 



PART II  OTHER INFORMATION

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

None.

Item 6. Exhibits and Reports on Form 8-K

1. Exhibits

|     |  |                                                                                                            
|---- |  | -----------------------------------------------------------------------------------------------------------
|99.1 |  | Certification pursuant to 18 U.S.C. Section 1350, as added by
section 906 of the Sarbanes-Oxley Act of 2002
|    
|99.2 |  | Certification pursuant to 18 U.S.C. Section 1350, as added by
section 906 of the Sarbanes-Oxley Act of 2002
|    
|99.3 |  | Certification pursuant to 18 U.S.C. Section 1350, as added by
section 906 of the Sarbanes-Oxley Act of 2002

2. Reports on Form 8-K

The Company did not file a Current Report on Form 8-K during the quarter
ended September 30, 2002.

9



---



##### 



SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereto duly
authorized.

|                       |  |                                             
|---------------------- |  | --------------------------------------------
|Date: November 4, 2002 |  | /s/ George E. Cline, III                    
|                       |  |                                             
|                       |  | George E. Cline, III
Chief Financial Officer
|                      
|Date: November 4, 2002 |  | /s/ Todd H. Katz                            
|                       |  |                                             
|                       |  | Todd H. Katz
President                      
|                      
|Date: November 4, 2002 |  | /s/ Lewis S. Albert                         
|                       |  |                                             
|                       |  | Lewis S. Albert
Chief Executive Officer     

10



---



##### 



CERTIFICATIONS

I, Lewis S. Albert, certify that:

|   |  |                                                                                                                                                                                                                                                                                                                      
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|1. |  | I have reviewed this quarterly report on Form 10-QSB of Tarpon
Coast Bancorp, Inc.                                                                                                                                                                                                                                   
|  
|2. |  | Based on my knowledge, this quarterly report does not contain any
untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances
under which such statements were made, not misleading with respect to
the periods covered by this report.
|  
|3. |  | Based on my knowledge, the financial statements, and other
financial information included in this quarterly report, fairly present
in all material respects the financial condition, results of operations
and cash flows of the registrant as of, and for, the periods presented
in this quarterly report.          
|  
|4. |  | The registrants other certifying officers and I are responsible
for establishing and maintaining disclosure controls and procedures (as
defined in the Exchange Act Rules 13a-14 and 15d-14) for the registrant
and have:                                                                                           

|   |  |                                                                                                                                                                                                                                                                                                
|-- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|a. |  | designed such disclosure controls and procedures to
ensure that material information relating to the registrant,
including its consolidated subsidiaries, is made known to us by
others within those entities, particularly during the period in
which this quarterly report is being prepared;
|  
|b. |  | evaluated the effectiveness of the registrants
disclosure controls and procedures as of a date within 90 days
prior to the filling date of this quarterly report (the
Evaluation Date); and                                                                                                 
|  
|c. |  | presented in this quarterly report our conclusions
about the effectiveness of the disclosure controls and
procedures based on our evaluation as of the Evaluation Date;                                                                                                                        

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

|   |  |                                                                                                                                                                                                                                                                                                   
|-- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|a. |  | all significant deficiencies in the design or
operation of internal controls which could adversely affect the
registrants ability to record, process, summarize and report
financial data and have identified for the registrants auditors
any material weaknesses in the internal controls; and
|  
|b. |  | any fraud, whether or not material, that involves
management or other employees who have a significant role in the
registrants internal controls; and                                                                                                                                            

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

|                       |  |                                        
|---------------------- |  | ---------------------------------------
|Date: November 4, 2002 |  | /s/ Lewis S. Albert                    
|                       |  |                                        
|                       |  | Lewis S. Albert
Chief Executive Officer

11



---



##### 



CERTIFICATIONS

I, Todd H. Katz, certify that:

|   |  |                                                                                                                                                                                                                                                                                                                      
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|1. |  | I have reviewed this quarterly report on Form 10-QSB of Tarpon
Coast Bancorp, Inc.                                                                                                                                                                                                                                   
|  
|2. |  | Based on my knowledge, this quarterly report does not contain any
untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances
under which such statements were made, not misleading with respect to
the periods covered by this report.
|  
|3. |  | Based on my knowledge, the financial statements, and other
financial information included in this quarterly report, fairly present
in all material respects the financial condition, results of operations
and cash flows of the registrant as of, and for, the periods presented
in this quarterly report.          
|  
|4. |  | The registrants other certifying officers and I are responsible
for establishing and maintaining disclosure controls and procedures (as
defined in the Exchange Act Rules 13a-14 and 15d-14) for the registrant
and have:                                                                                           

|   |  |                                                                                                                                                                                                                                                                                                
|-- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|a. |  | designed such disclosure controls and procedures to
ensure that material information relating to the registrant,
including its consolidated subsidiaries, is made known to us by
others within those entities, particularly during the period in
which this quarterly report is being prepared;
|  
|b. |  | evaluated the effectiveness of the registrants
disclosure controls and procedures as of a date within 90 days
prior to the filling date of this quarterly report (the
Evaluation Date); and                                                                                                 
|  
|c. |  | presented in this quarterly report our conclusions
about the effectiveness of the disclosure controls and
procedures based on our evaluation as of the Evaluation Date;                                                                                                                        

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

|   |  |                                                                                                                                                                                                                                                                                                   
|-- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|a. |  | all significant deficiencies in the design or
operation of internal controls which could adversely affect the
registrants ability to record, process, summarize and report
financial data and have identified for the registrants auditors
any material weaknesses in the internal controls; and
|  
|b. |  | any fraud, whether or not material, that involves
management or other employees who have a significant role in the
registrants internal controls; and                                                                                                                                            

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

|                       |  |                       
|---------------------- |  | ----------------------
|Date: November 4, 2002 |  | /s/ Todd H. Katz      
|                       |  |                       
|                       |  | Todd H. Katz
President

12



---



##### 



CERTIFICATIONS

I, George E. Cline, certify that:

|   |  |                                                                                                                                                                                                                                                                                                                      
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|1. |  | I have reviewed this quarterly report on Form 10-QSB of Tarpon
Coast Bancorp, Inc.                                                                                                                                                                                                                                   
|  
|2. |  | Based on my knowledge, this quarterly report does not contain any
untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances
under which such statements were made, not misleading with respect to
the periods covered by this report.
|  
|3. |  | Based on my knowledge, the financial statements, and other
financial information included in this quarterly report, fairly present
in all material respects the financial condition, results of operations
and cash flows of the registrant as of, and for, the periods presented
in this quarterly report.          
|  
|4. |  | The registrants other certifying officers and I are responsible
for establishing and maintaining disclosure controls and procedures (as
defined in the Exchange Act Rules 13a-14 and 15d-14) for the registrant
and have:                                                                                           

|   |  |                                                                                                                                                                                                                                                                                                
|-- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|a. |  | designed such disclosure controls and procedures to
ensure that material information relating to the registrant,
including its consolidated subsidiaries, is made known to us by
others within those entities, particularly during the period in
which this quarterly report is being prepared;
|  
|b. |  | evaluated the effectiveness of the registrants
disclosure controls and procedures as of a date within 90 days
prior to the filling date of this quarterly report (the
Evaluation Date); and                                                                                                 
|  
|c. |  | presented in this quarterly report our conclusions
about the effectiveness of the disclosure controls and
procedures based on our evaluation as of the Evaluation Date;                                                                                                                        

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

|   |  |                                                                                                                                                                                                                                                                                                   
|-- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|a. |  | all significant deficiencies in the design or
operation of internal controls which could adversely affect the
registrants ability to record, process, summarize and report
financial data and have identified for the registrants auditors
any material weaknesses in the internal controls; and
|  
|b. |  | any fraud, whether or not material, that involves
management or other employees who have a significant role in the
registrants internal controls; and                                                                                                                                            

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

|                       |  |                                        
|---------------------- |  | ---------------------------------------
|Date: November 4, 2002 |  | /s/ George E. Cline                    
|                       |  |                                        
|                       |  | George E. Cline
Chief Financial Officer

13