UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C.  20549

                                  ------------
                                    FORM 10-Q
(MARK  ONE)

[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  UNDER  SECTION  13  OR  15(D)  OF  THE  EXCHANGE  ACT
     For  the  transition  period  from        to

                         COMMISSION FILE NUMBER 0-28936

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

                           GOLD BANC CORPORATION, INC.
             (Exact name of registrant as specified in its charter)

            KANSAS                                      48-1008593
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
 incorporation or organization)

11301 NALL AVENUE, LEAWOOD, KANSAS                        66211
(Address of principal executive offices)               (Zip code)


                                 (913) 451-8050
              (Registrant's telephone number, including area code)


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

     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 past 12 months (or for such shorter period that the registrant
was  required  to  file  such  reports), and (2) has been subject to such filing
requirements  for  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  practical  date.

                  CLASS                    OUTSTANDING  AT  AUGUST  5,  2003
                  -----                    ---------------------------------

    Common Stock, $1.00 par value                    38,930,882


<PAGE>
                           GOLD BANC CORPORATION, INC.
                         INDEX TO 10-Q FOR THE QUARTERLY
                           PERIOD ENDED JUNE 30, 2003

                                                                            Page
PART  I  FINANCIAL  INFORMATION  . . . . . . . . . . . . . . . . . . . . . .  1

ITEM 1:  FINANCIAL  STATEMENTS . . . . . . . . . . . . . . . . . . . . . . .  1
         Consolidated Balance Sheets at June 30, 2003, and December 31, 2002
         (unaudited). . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1

         Consolidated Statements of Earnings-Three Months ended June 30, 2003
         and June 30, 2002 (restated)(unaudited). . . . . . . . . . . . . . . 3

         Consolidated Statements of Earnings-Six Months ended June 30, 2003
         and June 30, 2002 (restated)(unaudited). . . . . . . . . . . . . . . 4

         Consolidated Statements of Stockholders' Equity and Comprehensive
         Income For the Six Months Ended June 30, 2003, and June 30, 2002
         (restated) (unaudited) . . . . . . . . . . . . . . . . . . . . . . . 5

         Consolidated Statements of Cash Flows For the Six Months ended June
         30, 2003 and June 30, 2002 (restated)(unaudited) . . . . . . . . . . 6

         Notes to Consolidated Financial Statements . . . . . . . . . . . . . 7

ITEM 2:  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
         AND RESULTS OF  OPERATIONS . . . . . . . . . . . . . . . . . . . . . 13

ITEM 3:  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK . . . . . 26

ITEM 4:  CONTROLS AND PROCEDURES. . . . . . . . . . . . . . . . . . . . . . . 27

PART II  OTHER INFORMATION  . . . . . . . . . . . . . . . . . . . . . . . . . 28

ITEM 1:  LEGAL PROCEEDINGS  . . . . . . . . . . . . . . . . . . . . . . . . . 28

ITEM 2:  CHANGES IN SECURITIES AND USE OF PROCEEDS. . . . . . . . . . . . . . 28

ITEM 3:  DEFAULTS UPON SENIOR SECURITIES. . . . . . . . . . . . . . . . . . . 28

ITEM 4:  SUBMISSION OF MATTERS TO A VOTE OF SECURITY-HOLDERS. . . . . . . . . 28

ITEM 5:  OTHER  INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . . 28

ITEM 6:  EXHIBITS AND REPORTS ON FORM 8-K . . . . . . . . . . . . . . . . . . 29

         SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31


                                        i
<PAGE>
                         PART I   FINANCIAL INFORMATION

ITEM  1:     FINANCIAL  STATEMENTS


<TABLE>
<CAPTION>
                               GOLD BANC CORPORATION, INC. AND SUBSIDIARIES
                                        CONSOLIDATED BALANCE SHEETS
                                              (IN THOUSANDS)
                                                (UNAUDITED)

                                                                       JUNE 30, 2003    DECEMBER 31, 2002
                                                                      ---------------  -------------------
<S>                                                                   <C>              <C>
ASSETS

Cash and due from banks                                               $       94,000   $           96,215
Federal funds sold and interest-bearing deposits                              98,359                  193
                                                                      ---------------  -------------------
    Total cash and cash equivalents                                          192,359               96,408
                                                                      ---------------  -------------------

Investment securities:
    Held-to-maturity                                                         173,526              201,563
    Available-for-sale                                                       712,236              531,037
    Trading                                                                    2,357                3,485
                                                                      ---------------  -------------------
    Total investment securities                                              888,119              736,085
                                                                      ---------------  -------------------

Mortgage loans held for sale, net                                             21,585               25,134
Loans, net                                                                 2,864,338            2,705,217
Allowance for loan losses                                                    (33,381)             (33,439)
Premises and equipment, net                                                   67,066               69,587
Goodwill, net                                                                 35,643               35,643
Intangible assets, net                                                         6,462                6,835
Cash surrender value of bank owned life insurance                             78,448               56,501
Accrued interest and other assets                                             48,827              113,752
                                                                      ---------------  -------------------
Total assets                                                          $    4,169,466   $        3,811,723
                                                                      ===============  ===================

LIABILITIES AND STOCKHOLDERS' EQUITY

Liabilities:
    Deposits                                                          $    2,962,173   $        2,716,569
    Securities sold under agreements to repurchase                           144,450              153,595
    Federal funds purchased and other short-term borrowings                    1,117               25,658
    Subordinated debt and guaranteed preferred beneficial interests in
      Company's debentures                                                   113,365              113,137
    Long-term borrowings                                                     684,395              548,848
    Accrued interest and other liabilities                                    23,445               26,142
                                                                      ---------------  -------------------
    Total liabilities                                                      3,928,945            3,583,949
                                                                      ---------------  -------------------

Stockholders' equity:
    Preferred stock, no par value; 50,000,000 shares
      authorized, no shares issued                                                 -                    -
    Common stock, $1.00 par value; 50,000,000 shares
      authorized
      44,218,092 issued at June 30, 2003 and
      44,188,384 issued at December 31, 2002                                  44,218               44,188
    Additional paid-in capital                                               118,410              118,257
    Retained earnings                                                        119,018              107,392
    Accumulated other comprehensive income, net                                5,427                3,489


                                        1
<PAGE>
    Unearned compensation                                                    (13,432)             (12,432)
                                                                      ---------------  -------------------
                                                                             273,641              260,894
    Less treasury stock - 4,721,510 shares at June 30, 2003
      and December 31, 2002                                                  (33,120)             (33,120)
                                                                      ---------------  -------------------
                                                                             240,521              227,774
                                                                      ---------------  -------------------
Total liabilities and stockholders' equity                            $    4,169,466   $        3,811,723
                                                                      ===============  ===================
</TABLE>

See  accompanying  notes  to  consolidated  financial  statements


                                        2
<PAGE>
<TABLE>
<CAPTION>
                     GOLD BANC CORPORATION, INC. AND SUBSIDIARIES
                         CONSOLIDATED STATEMENTS OF EARNINGS
                  FOR THE THREE MONTHS ENDED JUNE 30, 2003 AND 2002
                        (IN THOUSANDS, EXCEPT PER SHARE DATA)
                                     (UNAUDITED)

                                                        JUNE 30, 2003   JUNE 30 2002
                                                       ---------------  -------------
                                                                         (Restated)
<S>                                                    <C>              <C>
Interest Income:
  Loans, including fees                                $        43,239  $      41,077
  Investment securities                                          9,595          8,625
  Other                                                            533            432
                                                       ---------------  -------------
                                                                53,367         50,134
                                                       ---------------  -------------

Interest Expense:
  Deposits                                                      15,273         16,069
  Borrowings and other                                           8,697          8,632
                                                       ---------------  -------------
                                                                23,970         24,701
                                                       ---------------  -------------

    Net interest income                                         29,397         25,433

Provision for loan losses                                        3,025          4,920
                                                       ---------------  -------------
  Net interest income after provision for loan losses           26,372         20,513
                                                       ---------------  -------------

Other income:
  Service fees                                                   4,354          4,550
  Investment trading fees and commissions                        1,414          1,172
  Net gains on sale of mortgage loans                              773            142
  Net securities gains                                             976          2,825
  Gain on sale of branch facilities                              1,179          2,381
  Information technology services                                3,381          4,780
  Bank-owned life insurance                                      1,038            794
  Other                                                          1,026            224
                                                       ---------------  -------------
                                                                14,141         16,868
                                                       ---------------  -------------

Other expense:
  Salaries and employee benefits                                14,408         13,329
  Net occupancy expense                                          1,927          1,538
  Depreciation expense                                           1,717          1,537
  Core deposit intangible amortization                             188            125
  Losses resulting from misapplication of bank funds                 -             78
  Information technology services                                2,317          3,317
  Other                                                          9,681          7,580
                                                       ---------------  -------------
                                                                30,238         27,504
                                                       ---------------  -------------
    Earnings before income tax                                  10,275          9,877

Income tax expense                                               2,990          2,837

    Net earnings                                       $         7,285  $       7,040
                                                       ===============  =============
Net earnings per share-basic and diluted               $          0.19  $        0.21
                                                       ===============  =============
</TABLE>

          See accompanying notes to consolidated financial statements.


                                        3
<PAGE>
<TABLE>
<CAPTION>
                     GOLD BANC CORPORATION, INC. AND SUBSIDIARIES
                         CONSOLIDATED STATEMENTS OF EARNINGS
                   FOR THE SIX MONTHS ENDED JUNE 30, 2003 AND 2002
                        (IN THOUSANDS, EXCEPT PER SHARE DATA)
                                     (UNAUDITED)

                                                        JUNE 30, 2003   JUNE 30 2002
                                                       ---------------  -------------
<S>                                                    <C>              <C>
                                                            (Restated)
Interest Income:
  Loans, including fees                                $        85,703  $      79,943
  Investment securities                                         19,531         16,962
  Other                                                          1,002          1,027
                                                       ---------------  -------------
                                                               106,236         97,932
                                                       ---------------  -------------

Interest Expense:
  Deposits                                                      30,758         31,466
  Borrowings and other                                          16,544         17,072
                                                       ---------------  -------------
                                                                47,302         48,538
                                                       ---------------  -------------

    Net interest income                                         58,934         49,394


Provision for loan losses                                        6,575          9,955
                                                       ---------------  -------------
  Net interest income after provision for loan losses           52,359         39,439
                                                       ---------------  -------------

Other income:
  Service fees                                                   8,551          8,520
  Investment trading fees and commissions                        2,891          2,568
  Net gains on sale of mortgage loans                            1,517            838
  Net securities gains                                             973          3,426
  Gain on sale of branch facilities                              1,179          2,381
  Information technology services                                5,632          9,595
  Bank-owned life insurance                                      1,947          1,897
  Other                                                          2,138          1,473
                                                       ---------------  -------------
                                                                24,828         30,698
                                                       ---------------  -------------

Other expense:
  Salaries and employee benefits                                29,148         25,277
  Net occupancy expense                                          3,800          3,016
  Depreciation expense                                           3,462          3,046
  Core deposit intangible amortization                             375            250
  Losses resulting from misapplication of bank funds                 -            103
  Information technology services                                3,883          6,488
  Other                                                         17,368         14,093
                                                       ---------------  -------------
                                                                58,036         52,273
                                                       ---------------  -------------
    Earnings before income tax                                  19,151         17,864

Income tax expense                                               5,157          4,767
                                                       ---------------  -------------

    Net earnings                                       $        13,994  $      13,097
                                                       ===============  =============

Net earnings per share-basic and diluted               $          0.37  $        0.39
                                                       ===============  =============
</TABLE>


                                        4
<PAGE>
<TABLE>
<CAPTION>
                                   GOLD BANC CORPORATION, INC. AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY AND COMPREHENSIVE INCOME
                        FOR THE SIX MONTHS ENDED JUNE 30, 2003, AND JUNE 30, 2002 (RESTATED)
                                              (DOLLARS IN THOUSANDS)
                                                    (UNAUDITED)

                                                                                 ACCUMULATED
                                                           ADDITIONAL               OTHER
                                          PREFERRED COMMON  PAID-IN  RETAINED   COMPREHENSIVE    UNEARNED    TREASURY
                                            STOCK   STOCK   CAPITAL  EARNINGS   INCOME (LOSS)  COMPENSATION    STOCK      TOTAL
                                            ------  ------  -------  ---------  -------------  -------------  --------  ---------
<S>                                         <C>     <C>     <C>      <C>        <C>            <C>            <C>       <C>
Balance at December 31, 2001                $    -  38,352   76,584    83,987             (8)        (3,440)  (30,935)  $164,540

Net earnings for the six months ended

  June 30, 2002                                  -       -        -    13,097              -              -         -     13,097

Change in unrealized gain on

  available for-sale securities                  -       -        -         -          4,555              -         -      4,555
                                            ------  ------  -------  ---------  -------------  -------------  --------  ---------

  Total comprehensive income

  for the six months ended June 30, 2002         -       -        -    13,097          4,555              -         -     17,652

Exercise of 79,619 stock options                 -      80      150         -              -              -         -        230

Purchase of 304,500 shares of

  treasury stock                                 -       -        -         -              -              -    (2,185)    (2,185)

Increase in unearned compensation                -       -        -         -              -         (6,243)        -     (6,243)

Dividends paid ($0.04 per common share)          -       -        -    (1,348)             -              -         -     (1,348)
                                            ------  ------  -------  ---------  -------------  -------------  --------  ---------

Balance at June 30, 2002                    $    -  38,432   76,734    95,736          4,547         (9,683)  (33,120)  $172,646
                                            ======  ======  =======  =========  =============  =============  ========  =========



Balance at December 31, 2002                $    -  44,188  118,257   107,392          3,489        (12,432)  (33,120)  $227,774

Net earnings for the six months ended

  June 30, 2003                                  -       -        -    13,994              -              -         -     13,994

Change in unrealized gain on

  available for-sale securities                  -       -        -         -          1,938              -         -      1,938
                                            ------  ------  -------  ---------  -------------  -------------  --------  ---------

  Total comprehensive income

  for the six months ended June  30, 2003        -       -        -    13,994          1,938              -         -     15,932

Exercise of 29,708 stock options                 -      30      153         -              -              -         -        183

Increase in unearned compensation                -       -        -         -              -         (1,000)        -     (1,000)

Dividends paid ($0.06 per common share)          -       -        -    (2,368)             -              -         -     (2,368)

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

Balance at June 30, 2003                    $    -  44,218  118,410   119,018          5,427        (13,432)  (33,120)  $240,521
                                            ======  ======  =======  =========  =============  =============  ========  =========
</TABLE>

          See accompanying notes to consolidated financial statements.


                                        5
<PAGE>
<TABLE>
<CAPTION>

                               GOLD BANC CORPORATION, INC. AND SUBSIDIARIES
                                  CONSOLIDATED STATEMENTS OF CASH FLOWS
                             FOR THE SIX MONTHS ENDED JUNE 30, 2003 AND 2002
                                              (IN THOUSANDS)
                                               (UNAUDITED)

                                                                          JUNE 30, 2003    JUNE 30, 2002
                                                                         ---------------  ---------------
                                                                                            (RESTATED)
<S>                                                                      <C>              <C>
Cash flows from operating activities:
  Net earnings . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $       13,994   $       13,097
Adjustments to reconcile net earnings to net cash provided by (used in)
operating activities:
  Provision for loan losses. . . . . . . . . . . . . . . . . . . . . . .           6,575            9,955
  Gains on sales of securities . . . . . . . . . . . . . . . . . . . . .            (973)          (3,426)
  Amortization of investment securities premiums, net of accretion . . .           1,801             (320)
  Depreciation . . . . . . . . . . . . . . . . . . . . . . . . . . . . .           3,462            3,046
  Amortization of intangible assets. . . . . . . . . . . . . . . . . . .             375              250
  Gain on sale of mortgage loans held for sale . . . . . . . . . . . . .          (1,517)            (838)
  Increase in cash surrender value of bank owned life insurance. . . . .          (1,947)          (1,897)
  Net decrease in trading securities . . . . . . . . . . . . . . . . . .           1,128            2,459
  Proceeds from sale of loans held for sale. . . . . . . . . . . . . . .         130,498           51,297
  Origination of loans held for sale, net of repayments. . . . . . . . .        (125,432)         (55,623)
  Other changes:
    Accrued interest receivable and other assets . . . . . . . . . . . .          64,925           11,754
    Accrued interest payable and other liabilities . . . . . . . . . . .          (1,933)           5,345
                                                                          ---------------  ---------------
  Net cash provided by operating activities. . . . . . . . . . . . . . .  $       90,954   $       35,099
                                                                          ---------------  ---------------
Cash flows from investing activities:
  Net increase in loans. . . . . . . . . . . . . . . . . . . . . . . . .  $     (165,754)  $     (279,258)
  Principal collections and proceeds from sales and maturities of
    available-for-sale securities. . . . . . . . . . . . . . . . . . . .         103,314          336,379
  Purchases of available-for-sale securities . . . . . . . . . . . . . .        (283,878)        (337,504)
Principal collections and proceeds from sales and maturities of held-
    to-maturity securities . . . . . . . . . . . . . . . . . . . . . . .          10,529                -
  Purchases of held-to-maturity securities . . . . . . . . . . . . . . .          17,219           (9,021)
  Purchase of bank owned life insurance policy . . . . . . . . . . . . .         (20,000)               -
  Net additions to premises and equipment. . . . . . . . . . . . . . . .            (941)         (15,441)
                                                                          ---------------  ---------------
  Net cash used in investing activities. . . . . . . . . . . . . . . . .  $     (339,511)  $     (304,845)
                                                                          ---------------  ---------------
Cash flows from financing activities:
  Increase in deposits . . . . . . . . . . . . . . . . . . . . . . . . .  $      245,604   $      271,212
  Net decrease in short-term borrowings. . . . . . . . . . . . . . . . .         (33,686)          (7,663)
  Proceeds from FHLB & long-term borrowings. . . . . . . . . . . . . . .         134,775           25,797
  Proceeds from issuance of common stock . . . . . . . . . . . . . . . .             183              230
  Purchase of treasury stock . . . . . . . . . . . . . . . . . . . . . .               -           (2,185)
  Dividends paid . . . . . . . . . . . . . . . . . . . . . . . . . . . .          (2,368)          (1,348)
                                                                          ---------------  ---------------
    Net cash provided by financing activities. . . . . . . . . . . . . .         344,508          286,043
                                                                          ---------------  ---------------
  Increase in cash and cash equivalents. . . . . . . . . . . . . . . . .          95,951           16,561
  Cash and cash equivalents, beginning of period . . . . . . . . . . . .          96,408           73,773
                                                                          ---------------  ---------------
  Cash and cash equivalents, end of period . . . . . . . . . . . . . . .  $      192,359   $       90,334
                                                                          ===============  ===============
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
  Cash paid for interest . . . . . . . . . . . . . . . . . . . . . . . .  $       49,296   $       48,586
  Cash paid for income taxes . . . . . . . . . . . . . . . . . . . . . .           7,682            1,717
</TABLE>

           See accompanying notes to consolidated financial statements


                                        6
<PAGE>
                  GOLD BANC CORPORATION, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.   BASIS  OF  PRESENTATION

     The  accompanying  consolidated  financial statements have been prepared in
accordance  with  the  instructions  for  Form  10-Q. The consolidated financial
statements  should  be read in conjunction with the audited financial statements
included  in Amendment No. 1 to our 2002 Annual Report on Form 10-K/A filed with
the  Securities  and  Exchange  Commission  on  April 15, 2003 (the "2002 Annual
Report").

     The  consolidated  financial  statements  include the accounts of Gold Banc
Corporation,  Inc.  and  its  subsidiary  banks  and  companies. All significant
inter-company  balances  and  transactions  have  been  eliminated.

     The consolidated financial statements as of June 30, 2003 and for the three
and  six  months  ended  June  30,  2003  and 2002 are unaudited but include all
adjustments  (consisting only of normal recurring adjustments) which we consider
necessary  for  a fair presentation of our financial position and results of our
operations  and  cash  flows  for  those periods. The consolidated statements of
earnings  for  the  three and six months ended June 30, 2003 are not necessarily
indicative  of  the  results  to  be  expected  for  the  entire  year.

2.   RESTATEMENT  AND  IMPACT  ON  EARNINGS

     As  disclosed  in  our  2002  Annual Report, we have restated our financial
statements  for  the  years  ended  December 31, 2001 and 2000.  The 2002 Annual
Report  included  all  of  the  adjustments relating to the restatement for such
prior periods including those required by Staff Accounting Bulletin 99.  We also
filed  amended  Form  10-Qs  with  respect  to the first two quarters of 2002 to
reflect  the  restatement  of  the  financial information presented therein.  We
intend  to  file  an amended Form 10-Q for the third quarter of 2002 in the near
future.  Based  on discussions with the staff of the SEC, we do not plan to file
amended  Form  10-Ks  or  Form  10-Qs  for  2001  or  2000.  The  accompanying
consolidated  financial  information for the three and six months ended June 30,
2002  are  also  restated  for  the  effect  of the adjustments described above.

     The  restatement  principally  related  to  certain  transactions  totaling
approximately  $136,000,  $1.1  million and $1.3 million in 2002, 2001 and 2000,
respectively,  in  which Michael W. Gullion, our former Chief Executive Officer,
diverted  funds  of Gold Bank-Kansas for personal use, as well as the use of his
company  credit  card  for  personal  use and improper reimbursement of personal
expenses  charged  to his personal credit card. The transactions were discovered
by  an  internal investigation conducted by our Audit Committee, with assistance
from  its  independent  legal  counsel and forensic accountants.  For a detailed
discussion  of  the  internal  investigation  and  the  transactions  discovered
therefrom, see "Item 13 - Certain Relationships and Related Transactions" in the
2002  Annual  Report.

     The  effect  of  the  restatement  is  as  follows:

<TABLE>
<CAPTION>
                                             RESTATEMENTS TO NET EARNINGS
                                               AS  PREVIOUSLY  REPORTED
                                   --------------------------------------------------
                                                                          % CHANGE
                                    PRE-TAX    TAX EFFECT    AFTER TAX   TO REPORTED
                                   ---------  ------------  -----------  ------------
                                                 (DOLLARS IN THOUSANDS)
<S>                                <C>        <C>           <C>          <C>
Three Months Ended June 30, 2002   $   (255)  $      (183)  $      (72)         1.01%

Six Months Ended June 30, 2002     $   (488)  $      (366)  $     (122)         0.92%
</TABLE>


                                        7
<PAGE>
     The  impact  of  these  amounts  is  as  follows:

<TABLE>
<CAPTION>
                                  BASIC EARNINGS PER SHARE    DILUTED EARNINGS PER SHARE
                                  --------------------------  --------------------------
                                  AS REPORTED   AS RESTATED   AS REPORTED   AS RESTATED
                                  ------------  ------------  ------------  ------------
<S>                               <C>           <C>           <C>           <C>
Three Months Ended June 30, 2002  $       0.21  $       0.21  $       0.21  $       0.21

Six Months Ended June 30, 2002 .  $       0.39  $       0.39  $       0.39  $       0.39
</TABLE>

3.   EARNINGS  PER  COMMON  SHARE

     Basic  earnings  per  share  is  based  upon the weighted average number of
common  shares  outstanding  during  the periods presented. Diluted earnings per
share includes the effects of all potentially dilutive common shares outstanding
during  each  period. Employee stock options are our only potential common share
equivalent.

     The  shares  used  in the calculation of basic and diluted income per share
for  the  three  and  six months ended June 30, 2003 and June 30, 2002 are shown
below  (in  thousands):

<TABLE>
<CAPTION>
                                                              FOR THE THREE        FOR THE SIX MONTHS
                                                               MONTHS ENDED              ENDED
                                                                  JUNE 30               JUNE 30
                                                           --------------------  ----------------------
                                                              2003       2002       2003        2002
                                                           ----------  --------  -----------  ---------
                                                                      (RESTATED)             (RESTATED)
<S>                                                        <C>         <C>       <C>          <C>
Weighted average common shares outstanding. . . . . . . .     39,496    33,199       39,486     33,080
Unallocated ESOP Shares . . . . . . . . . . . . . . . . .     (1,546)     (947)      (1,505)      (857)
                                                           ----------  --------  -----------  ---------
Total basic average common shares outstanding . . . . . .     37,950    32,252       37,982     32,924
Stock options . . . . . . . . . . . . . . . . . . . . . .        178       225          191        156
                                                           ----------  --------  -----------  ---------
Total diluted weighted average common shares outstanding.     38,128    32,477       38,173     33,379
                                                           ==========  ========  ===========  =========
</TABLE>

     We account for employee options under the intrinsic-value method prescribed
by  Accounting  Principles  Board Opinion No. 25 "Accounting for Stock Issued to
Employees" with pro forma disclosures of net earnings and earnings per share, as
if  the  fair value method of accounting defined in SFAS No. 123 "Accounting for
Stock  Based  Compensation"  had  been applied.  SFAS No. 123 establishes a fair
value  based  method  of accounting for stock based employee compensation plans.
Under  the  fair  value  method, compensation cost is measured at the grant date
based on the value of the award and is recognized over the service period, which
is  usually  the  vesting  period.  Under  SFAS  No. 123, our net income and net
income  per  share  would have decreased as reflected in the following pro forma
amounts  (in  thousands,  except  per  share  amounts):

<TABLE>
<CAPTION>
                                         FOR THE THREE MONTHS ENDED
                                        JUNE 30, 2003   JUNE 30, 2002
                                        --------------  --------------
<S>                                     <C>             <C>
Net earnings as reported                $        7,285  $        7,040
  Deduct:  Total stock based employee
    compensation expense determined
    under fair valued based method for all
    awards, net of related tax effects             107              75
                                        --------------  --------------
  Pro forma net earnings                $        7,178  $        5,982
                                        ==============  ==============
Earnings per share:
  Basic-as reported                     $         0.19  $         0.21
  Basic-pro forma                                 0.19            0.21
  Diluted-as reported                             0.19            0.21
  Diluted-pro forma                               0.19            0.21


                                        8
<PAGE>
                                           FOR THE SIX MONTHS ENDED
                                         JUNE 30, 2003   JUNE 30, 2002
                                        --------------  --------------
Net earnings as reported                $       13,994  $       13,077
  Deduct:  Total stock based employee
    compensation expense determined
    under fair valued based method for all
    awards, net of related tax effects             182             150
                                        --------------  --------------
  Pro forma net earnings                $       13,812  $       12,947
                                        ==============  ==============
Earnings per share:
  Basic-as reported                     $         0.37  $         0.39
  Basic-pro forma                                 0.36            0.39
  Diluted-as reported                             0.37            0.39
  Diluted-pro forma                               0.36            0.39
</TABLE>

4.   INTANGIBLE  ASSETS  AND  GOODWILL

     The  following table presents information about our intangible assets which
are  being  amortized  in  accordance  with  Statement  of  Financial Accounting
Standards  (SFAS)  No.  142.

<TABLE>
<CAPTION>
                                                              JUNE 30, 2003            JUNE 30, 2002
                                                          ----------------------   ----------------------
                                                                                         (RESTATED)
                                                           GROSS                   GROSS
                                                          CARRYING   ACCUMULATED  CARRYING  ACCUMULATED
                                                           AMOUNT   AMORTIZATION   AMOUNT   AMORTIZATION
                                                          --------  ------------  --------  -------------
<S>                                                       <C>       <C>           <C>       <C>
                                                                        (IN THOUSANDS)
Amortized intangible assets:
 Core deposit premium. . . . . . . . . . . . . . . . . .  $ 7,508  $       1,046  $ 4,156  $         293
Aggregate amortization expense for the six months ended.        -  $         375        -  $         250

</TABLE>

          Estimated amortization expense (in thousands) for the years ending
          December 31:

               2003. . . . . . . . . . . . . . . . . .  $751
               2004. . . . . . . . . . . . . . . . . .  $751
               2005. . . . . . . . . . . . . . . . . .  $751
               2006. . . . . . . . . . . . . . . . . .  $751
               2007. . . . . . . . . . . . . . . . . .  $751

     Goodwill  at  June 30, 2003 was $35.6 million, which was the same amount at
December 31, 2002. There was no impairment to goodwill recorded for the three or
six  months  ended  June  30,  2003.

     During  2002 and the first six months of 2003, CompuNet Engineering did not
comply  with  certain  Federal  Reserve regulations regarding the sources of its
revenue.  As  a result, we may be required under the Bank Holding Company Act to
divest  our  interest  in  CompuNet  Engineering.  In  the  event  that CompuNet
Engineering  is  sold  for less than the carrying value of its associated assets
and  goodwill,  we will be required to record a goodwill impairment charge.  The
goodwill associated with CompuNet Engineering was $4.6 million at June 30, 2003.

5.   COMPREHENSIVE  INCOME

     Comprehensive  income  was  $10.0  million  and $11.8 million for the three
months ended June 30, 2003 and June 30, 2002, respectively. Comprehensive income
was  $15.9  million and $17.7 million for the six months ended June 30, 2003 and
June  30,  2002,  respectively.  The difference between comprehensive income and
net  earnings presented in the consolidated statements of earnings is attributed
solely  to  unrealized gains and losses on available-for-sale securities. During
the  three  months  ended  June  30,  2003  and  June  30,  2002,  we  recorded


                                        9
<PAGE>
reclassification  adjustments  of  $622,000  and  $1.8  million,  respectively,
associated with gains included in net earnings for such periods.  During the six
months  ended  June  30,  2003  and  June 30, 2002, we recorded reclassification
adjustments  of  $624,000  and $2.2 million, respectively, associated with gains
included  in  net  earnings  for  such  periods.

6.   MERGERS,  ACQUISITIONS,  DISPOSITIONS  AND  CONSOLIDATIONS

     SALE  OF  GUYMON  BRANCH.  On December 24, 2002, Gold Bank-Oklahoma entered
into  an  agreement for the sale of its Guymon, Oklahoma branch location to City
National  Bank and Trust Company of Guymon, Oklahoma.  The deposits and loans of
this  branch  were approximately $36 million and $8 million, respectively, as of
March  31,  2003.  The  sale  of this branch closed on April 11, 2003, following
receipt  of  regulatory  approvals.  In  connection  with the sale of the Guymon
branch location, the Company recorded a gain of approximately $845 thousand.  We
believe  the  sale  of  this  branch  will  not have a significant impact on our
capital  and  liquidity  or  operations.

     SALE  OF  WAKITA  &  HELENA BRANCHES.  On March 4, 2003, Gold Bank-Oklahoma
entered into an agreement for the sale of its Helena and Wakita, Oklahoma branch
locations  to  Farmers  Exchange  Bank  of  Cherokee,  Oklahoma.   The aggregate
deposits  and  loans of these Gold Bank-Oklahoma branches were approximately $18
million  and  $3  million, respectively, at the closing date.  The sale of these
branches  closed  on  May  30,  2003  upon  receipt of regulatory approvals.  In
connection  with  the  sale  of  these  branches, the Company recorded a gain of
approximately  $334  thousand.  We  believe  the sale of these branches will not
have  a  significant  impact  on  our  capital  and  liquidity  or  operations.

7.   DERIVATIVE  INSTRUMENTS

     In August 2002, we entered into three interest rate swap agreements with an
aggregate  notional  amount  of  $82.5 million.  Each swap has a notional amount
equal  to  the  outstanding  principal  amount  of  the  related trust preferred
securities,  together  with  the  same  payment  dates,  maturity  date and call
provisions  as  the related trust preferred securities. Under each of the swaps,
we pay interest at a variable rate equal to a spread over 90-day LIBOR, adjusted
quarterly,  and  we  receive  a  fixed  rate  equal  to the interest that we are
obligated  to  pay  on the related trust preferred securities. The interest rate
swaps  are  derivative  financial  instruments  and have been designated as fair
value  hedges  of  the  trust  preferred  securities.

     During  the quarter ended June 30, 2003, we received net cash flows of $700
thousand  under  these agreements, which was recorded as a reduction of interest
expense  on the trust preferred securities. During the six months ended June 30,
2003,  we  received net cash flows of $1.7 million under these agreements, which
was  also  recorded  as  a  reduction of interest expense on the trust preferred
securities.

     The  $28.7  million  notional  amount  swap  agreement  was  called  by the
counter-party  and  terminated  on  April  7,  2003.  The $16.3 million notional
amount swap agreement was called by the counter-party and terminated on June 30,
2003.  Under these swap agreements, no payments were due between the parties and
no  gain  or  loss  was recognized by us.  There are no current plans to replace
these terminated swap agreements.  The remaining swap agreement is also callable
by  the  counter-party  prior  to  its  respective  maturity  date.

8.   LEGAL  PROCEEDINGS

REGULATORY  EXAMINATIONS  AND  SUPERVISORY  ACTIONS

     During  the  first  quarter  of  2003,  the Kansas Office of the State Bank
Commissioner  (the  "OSBC")  and  the  Federal  Reserve Bank of Kansas City (the
"FRB-KC")  conducted  a  joint  safety  and  soundness  examination  of  Gold
Bank-Kansas.  The  FRB-KC  also began a financial holding company examination of
the  Company.  Concurrently  with  these  examinations, we conducted an internal
investigation that uncovered misappropriations and other improper conduct by our
former  CEO,  Michael  W.  Gullion.  For  additional information relating to Mr.
Gullion's  misconduct,  see  our  2002  Annual  Report.

     We  have  received the joint report of examination for Gold Bank-Kansas and
the  financial  holding  company  examination  report.  The  "management"  and
"composite"  CAMELS  ratings  for  Gold  Bank-Kansas  in  the  joint  report  of
examination were less than "satisfactory." Because of these CAMELS ratings, Gold
Bank-Kansas is no longer a "well-managed" financial institution.  In addition to
the  Gullion  misconduct,  the report of examination identified noncompliance or
deficiencies  by  Gold  Bank-Kansas  in  regard  to:

     -    Regulation  H  (information  technology,  bank  secrecy  act, currency
          transaction  reports,  and  suspicious  activity  reporting);

     -    Section 23A of the Federal Reserve Act (transactions with affiliates);

     -    Regulation  O  (loans  to  officers  and  directors);  and

     -    Regulation  Y  and  K.S.A.  Sec.  17-11-21  (appraisals).

The  financial  holding  company  examination report identified noncompliance or
deficiencies  by  us  in  regard  to:

     -    Section 23A of the Federal Reserve Act (transactions with affiliates);

     -    Regulation  Y  (information  security);

     -    CompuNet's revenues from non-financial data processing activities; and

     -    Late  filing  of  a  regulatory  report.

The joint examination report was based upon the condition and management of Gold
Bank-Kansas as of December 31, 2002.  The holding company examination report was
based  upon  the  condition  and management of the Company as of March 31, 2003.


                                       10
<PAGE>
     As  a  result  of  the  examinations,  we  are  subject  to  the  following
restrictions:

     -    We  must  provide  30  days  prior written notice to the FRB-KC before
          adding  or  replacing  any member of our board of directors, employing
          any  person  as  a  senior  executive  officer  or  changing  the
          responsibilities  of  any  senior executive officer so that the person
          would  assume  a  different  senior  executive  officer  position.

     -    We  are  prohibited  from  making  or  contracting  to  make severance
          payments  to  any  director,  officer  or  employee  in  excess of the
          severance  benefits  we provided to all eligible employees without the
          prior written approval of the FRB-KC and the Federal Deposit Insurance
          Corporation.

     -    We  are  prohibited  from  making  indemnification  payments  to  any
          institution-affiliated  party  to pay or reimburse such person for any
          civil  money  penalty,  judgement or legal expenses resulting from any
          administrative  or  civil  action  instituted  by  any federal banking
          agency.

     Also, as a result of the examinations, the OSBC and FRB-KC will take formal
supervisory  action  against  Gold  Bank-Kansas  and  us.  The  regulators  have
recently  delivered to us a draft of a written supervisory agreement (a "Written
Agreement")  for  Gold  Bank-Kansas and us intended to address and remediate the
deficiencies  identified  in  the  joint  report  of  examination.  The proposed
Written  Agreement  does  not prohibit or limit the payment of dividends by Gold
Bank-Kansas  or  us.  It  is  not a cease and desist order.  After the draft has
been  reviewed  by  our directors and the directors of Gold Bank-Kansas, and the
final  text  has  been  negotiated with the regulators, we expect to voluntarily
sign  the Written Agreement sometime in late August or early September 2003.  We
plan  to make the final Written Agreement publicly available by filing it with a
Current  Report  on Form 8-K.  Because we have already begun or completed nearly
all  the corrective actions set forth in the draft Written Agreement, we believe
that  complying  with  the  final supervisory agreement will not have a material
adverse  effect  upon  the  conduct  of  our  business  operations or our future
earnings  or  results  of  operations.

     As a financial holding company under the Bank Holding Company Act (the "BHC
Act"),  each  of  our  depository  institution  subsidiaries  must  remain  both
"well-capitalized" and "well-managed" for us to retain our status as a financial
holding  company  with  authority  to  engage  in expanded financial activities.
Because  Gold  Bank-Kansas  has  lost  its  "well-managed" rating, we are not in
compliance  with  the requirements for financial holding companies under the BHC
Act.  We  will  not be in compliance with the requirements for financial holding
companies  until  the  "management"  and "composite" ratings of Gold Bank-Kansas
have  been  upgraded  to  "satisfactory"  by  the  FRB  and  the  OSCB.

     The  FRB-KC  has  delivered  to  us  a draft of a written agreement (a "BHC
Agreement") under the BHC Act intended to address and remediate the deficiencies
identified  in  the  financial  holding company examination report. It also sets
forth  corrective  steps we must take to restore the well managed rating of Gold
Bank-Kansas  and  bring us into compliance with the requirements for a financial
holding  company.  The  proposed  BHC  Agreement  requires  that we take all the
actions  required  by  the Written Agreement to correct the deficiencies at Gold
Bank-Kansas.  It  further requries that until the FRB-KC determines that we meet
the  requirements  for  a  financial  holding  company,  we may not, directly or
indirectly,  engage  in  an  additional  activity,  or acquire any company under
Section  4(k)  of  the  BHC  Act,  without prior written approval of the Federal
Reserve.  We expect to voluntarily sign the BHC Agreement contemporaneously with
the  Written  Agreement.


                                       11
<PAGE>
     Based  upon  the  drafts of the Written Agreement and the BHC Agreement and
the  activities  we are already taking to correct the deficiencies identified in
the  examination  reports,  we  believe  that  Gold  Bank-Kansas will regain its
"well-managed"  rating, and that we will remain a financial holding company. For
a  discussion  of the implications and alternatives if Gold Bank-Kansas does not
regain  its  "well-managed"  rating,  see  our 2003 first quarter report on Form
10-Q.

9.   SUBSEQUENT  EVENTS

     On May 20, 2003, Gold Bank-Kansas entered into a restitution agreement with
our  former  Chairman  and Chief Executive Officer, Michael W. Gullion.  On July
23,  2003,  we  purchased  from  an  unaffiliated  bank a $4 million loan to Mr.
Gullion  evidenced  by  a promissory note collateralized by substantially all of
the  shares  of  common  stock of the Company owned by Mr. Gullion.  On the same
day, we exercised our option under the restitution agreement to purchase 583,065
shares of our common stock from Mr. Gullion for approximately $6.3 million.  The
purchase  price  of  $10.805  per  share  was  calculated in accordance with the
restitution  agreement  and was equal to the 10-day average closing price of our
common  stock  on  the  NASDAQ  preceding  the  date  on  which  the shares were
purchased.  We  retained  the sales proceeds to satisfy Mr. Gullion's obligation
under  the  note  payable  that  we  purchased  (aggregating  approximately $4.0
million) and to satisfy Mr. Gullion's obligation under the restitution agreement
(aggregating  approximately  $2.3  million).

     As a result of the transaction, we have acquired 583,065 shares of treasury
stock  and will record income of approximately $2.3 million in the third quarter
of  2003. We plan to reissue some of these treasury shares in private sales. Two
members of our Board of Directors have purchased an aggregate of 80,000 of these
shares  from  us  at  a  purchase price of $10.805 per share. On August 1, 2003,
Daniel  P. Connealy purchased 10,000 of these shares. On August 5, 2003, William
Randon  purchased  70,000  of  these  shares. In addition, Allen D. Peterson has
agreed  to  purchase  300,000  of  these  shares  either  directly or through an
affiliated  entity  for  $10.805  per  share.  Resale  of  these  shares will be
restricted  for  two  years  in  accordance  with  SEC  regulations.

     We are currently attempting to negotiate a settlement with Mr. Gullion that
would  result  in  the  payment by Mr. Gullion of additional restitution amounts
that we believe he owes us.  In addition to the $2.3 million which has been paid
by  Mr.  Gullion,  we  are  seeking  to  recover from Mr. Gullion the following:

          -    $1.1  million  for additional amounts that we believe Mr. Gullion
               either  misappropriated  from  us  or  for  which  he  failed  to
               reimburse  us;

          -    $1.5  million  for  the costs of investigation into Mr. Gullion's
               misconduct;

          -    $0.5  million  of  interest  on  the  above  items;

          -    $0.2  million  of  outstanding  loans;

          -    $3.0 million representing the forfeiture of all cash compensation
               paid  to  Mr.  Gullion  since  January  1,  1998;  and

          -    the  forfeiture of all stock options granted to Mr. Gullion since
               January  1,  1998.

     We are currently attempting to negotiate a settlement with Mr. Gullion that
would  result  in the repayment by Mr. Gullion of some or all these amounts.  In
the  event  that  we  are  unable  to  reach  a satisfactory settlement with Mr.
Gullion,  we  intend  to  initiate legal proceedings against Mr. Gullion for the
payment  of  such  amounts.  No assurance can be given, however, that we will be
able  to  recover  such  amounts  from Mr. Gullion.  Mr. Gullion's assets may be
insufficient  to  pay all of such amounts and he may have statute of limitations
or  other  defenses  to  the  payment  of  some  of  these  amounts.


                                       12
<PAGE>
ITEM 2:  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF  OPERATIONS

     The  following  financial  review  presents  management's  discussion  and
analysis  of  our  consolidated  financial  condition and results of operations.
This review highlights the major factors affecting results of operations and any
significant  changes  in financial condition for the three and six month periods
ended  June  30,  2003.  This  review  should  be  read  in conjunction with the
consolidated  financial statements and related notes appearing elsewhere in this
report  as well as Amendment No. 1 to our 2002 Annual Report on Form 10-K/A (the
"2002 Annual Report"). Results of operations for the three and six month periods
ended June 30, 2003 are not necessarily indicative of results to be attained for
any  other  period.

STRATEGIC  DIRECTION  AND  GOALS

     We  have  undertaken a review and assessment of our strategic direction and
goals.  We  continue  to  believe  in  the underlying soundness of our community
banking model, which has been strengthened by the recent improvements in process
and  controls,  while  retaining  a substantial amount of decision-making at the
local  level. We are also committed to a renewed focus on our core businesses of
commercial banking and wealth management.  As a result, we may seek to sell some
of  our  non-core  businesses.

     We  intend  to focus our efforts in our existing fast growing, metropolitan
markets:  Kansas City (particularly Johnson County, Kansas) and four counties in
Florida (Manatee, Charlotte, Sarasota and Hillsborough).  Our branches in slower
growth  markets  such  as out-state Kansas (i.e., outside of metropolitan Kansas
City)  and  out-state  Oklahoma  (i.e., outside of Oklahoma City and Tulsa) have
lower  growth  opportunities,  reduced  margin opportunities, and higher cost of
funds.  As  a  result, these branches do not fit as well with our current growth
and  other  strategic  goals.  We  are currently evaluating the possible sale of
some  or all of these out-state branches in order to refine our strategic focus.
We  may  use the proceeds from any sales of our out-state branches to fund loans
in  our  higher  growth  markets,  call  and  redeem some of our trust preferred
securities  or  repurchase  shares  of  our  common  stock.  Also, the resulting
reduction in our assets and liabilities from any sales of our out-state branches
would  increase  our  regulatory  capital  ratios.

     At  this  time,  Gold Bank-Florida benefits from being in a rapidly growing
market  and  a sale of the bank would result in a high tax burden.  Therefore, a
sale  of  Gold  Bank-Florida  is  unlikely  in  the  foreseeable  future.

     We  plan to decrease the asset sensitivity of our balance sheet by entering
into  interest  rate  swap  agreements for a portion of our long-term fixed rate
borrowings.  By  agreeing  to  pay a variable rate of interest that is currently
lower  than  the  fixed  rates  we  are  paying  on our borrowings, we expect to
increase our net interest margin and more closely match our variable rate assets
with  variable  rate  liabilities.  Our  plans  are  to  have interest rate swap
agreements  in  place  by  the  end of August 2003 for up to $250 million of our
fixed  rate  borrowings from the Federal Home Loan Bank System.  In addition, we
currently  have  in  place an interest rate swap agreement with respect to $37.6
million  of  our  trust preferred securities.  We have no current plans to enter
into  interest  rate  swap  agreements  for our other trust preferred securities
because  we  want  to  have the flexibility to call and redeem those securities.

     Our  strategic  objectives  of  this  more  refined  focus  are  to improve
profitability  and  the strength and flexibility of our balance sheet as well as
to  reduce  asset  sensitivity.  In  order  to achieve these objectives, we have
established  the  following  strategic  goals:

     -    equity  capital  ratio  in  the  range  of  8%,
     -    liquidity  ratio  of  approximately  20%,
     -    loan  to  deposit  ratio  in  the  range  of  90%,
     -    earnings  per  share  growth  in  excess  of  10%,
     -    return  on  equity  in  excess  of  15%,  and
     -    efficiency  ratio  of  60%.(1)

-------------------------------
(1) We calculate the efficiency ratio as a ratio, expressed as a percentage, the
numerator of which is non-interest expense (excluding any non-recurring
expenses), and the denominator of which is the sum of net interest income before
provision for loan losses, plus non-interest income (excluding any non-recurring
income).


                                       13
<PAGE>
     We  are  also  targeting  total  annual expense reductions of $2.5 million.
Approximately  $600,000  of such savings have been realized during the first six
months  of  2003.

     Our  focus  on  achieving  the  above  goals makes it unlikely that we will
pursue  any  acquisitions  in  the  next  12  to  18  months.

CERTAIN  FINANCIAL  DATA

     The following table sets forth certain financial data for the three and six
month  periods  ended  June  30,  2003  and June 30, 2002 (dollars in thousands,
except  per  share  amounts):

<TABLE>
<CAPTION>
                                        THREE MONTHS ENDED         SIX MONTHS ENDED
                                              JUNE 30,                 JUNE 30,
                                      ------------------------  ----------------------
                                         2003         2002         2003        2002
                                      -----------  -----------  ----------  ----------
<S>                                   <C>          <C>          <C>         <C>

Net Earnings                          $    7,285   $    7,040   $  13,994   $  13,097

Earnings Per Share                    $     0.19   $     0.21   $    0.37   $    0.39

Return on Average Assets                    0.72%        0.86%       0.71%       0.83%

Return on Equity                           12.23%       16.66%      12.03%      15.75%

Dividend to Net Earnings                   16.27%        9.56%      16.93%      10.29%


                                             AT JUNE 30,               AT JUNE 30,
                                                2003                      2002
                                                ----                      ----
Stockholders' equity to total assets            5.77%                     5.20%
</TABLE>

RECENT  EVENTS  AND  RESTATEMENT

     As  disclosed  in  our  2002  Annual Report, we have restated our financial
statements  for  the  years  ended  December 31, 2001 and 2000.  The 2002 Annual
Report  included  all  of  the  adjustments relating to the restatement for such
prior periods including those required by Staff Accounting Bulletin 99.  We also
filed  amended  Form  10-Qs  with  respect  to the first two quarters of 2002 to
reflect  the  restatement  of  the  financial  information for such periods.  We
intend  to  file  an amended Form 10-Q for the third quarter of 2002 in the near
future.  Based  on discussions with the staff of the SEC, we do not plan to file
amended  Form  10-Ks or Form 10-Qs for 2001 or 2000.  The consolidated financial
statements  included  elsewhere  in this report restate our financial statements
for  the  three  and  six  months  ended  June  30,  2002.

     The  restatement  principally  related  to  certain  transactions  totaling
approximately  $136,000,  $1.1  million and $1.3 million in 2002, 2001 and 2000,
respectively,  in  which Michael W. Gullion, our former Chief Executive Officer,
diverted  funds  of Gold Bank-Kansas for personal use, as well as the use of his
company  credit  card  for  personal  use and improper reimbursement of personal
expenses  charged  to his personal credit card. The transactions were discovered
by  an  internal investigation conducted by our Audit Committee, with assistance
from  its  independent  legal  counsel and forensic accountants.  For a detailed
discussion  of  the  internal  investigation  and  the  transactions  discovered
therefrom, see "Item 13 - Certain Relationships and Related Transactions" in the
2002 Annual Report.  For a discussion of the amounts we seek to recover from Mr.
Gullion, see "-Financial Condition-Recovery of Restitution Amounts from Gullion"
below.

     The  effect  of  the  restatement  (as described in Note 2 "Restatement and
Impact  on  Earnings"  of  the consolidated financial statements) is as follows:


                                       14
<PAGE>
<TABLE>
<CAPTION>
                                               RESTATEMENTS TO NET EARNINGS
                                                 AS  PREVIOUSLY  REPORTED
                                   --------------------------------------------------
                                                                          % CHANGE
                                    PRE-TAX    TAX EFFECT    AFTER TAX   TO REPORTED
                                   ---------  ------------  -----------  ------------
                                          (DOLLARS IN THOUSANDS)
<S>                                <C>        <C>           <C>          <C>
Three Months Ended June 30, 2002.  $   (255)  $      (183)  $      (72)         1.01%

Six Months Ended June 30, 2002. .  $   (488)  $      (366)  $     (122)         0.92%
</TABLE>


     The  impact  of  these  amounts  is  as  follows:

<TABLE>
<CAPTION>
                                   BASIC EARNINGS PER SHARE   DILUTED EARNINGS PER SHARE
                                  --------------------------  --------------------------
                                  AS REPORTED   AS RESTATED   AS REPORTED   AS RESTATED
                                  ------------  ------------  ------------  ------------
<S>                               <C>           <C>           <C>           <C>
Three Months Ended June 30, 2002  $       0.21  $       0.21  $       0.21  $       0.21

Six Months Ended June 30, 2002 .  $       0.39  $       0.39  $       0.39  $       0.39
</TABLE>

RESULTS  OF  OPERATIONS

     Net  Interest  Income

     Total  interest  income  for the three months ended June 30, 2003 was $53.4
million compared to $50.1 million for the three months ended June 30, 2002 or an
increase of $3.2 million. This increase resulted from a $2.2 million increase in
loan interest and a $1.0 million increase in investment security interest. Total
interest  income  for  the  six  months  ended  June 30, 2003 was $106.2 million
compared  to $97.9 million for the six months ended June 30, 2002 or an increase
of  $8.3  million.  This  increase resulted from a $5.8 million increase in loan
interest  and  a  $2.5 million increase in investment security interest. Average
loans  increased  to  $2.8  billion  for  the  three  months ended June 30, 2003
compared  to  $2.4  billion for the three months ended June 30, 2002, or a 19.5%
increase.  Average loans increased to $2.8 billion for the six months ended June
30,  2003  compared to $2.3 billion for the six months ended June 30, 2002, or a
22.0%  increase.  This  increase  in  loans  resulted  from  the  opening of our
Briarcliff,  Eastland  and  Olathe branches in our Kansas City market, our Tampa
and  Sarasota  branches  in our Florida market and our new Hefflin branch in our
Oklahoma  City  market.  For  the  three months ended June 30, 2003, our average
rate  on  a  tax  equivalent basis for earning assets was 5.67%, a decrease from
6.73%  for  the three months ended June 30, 2002.  For the six months ended June
30,  2003,  our  average  rate  on a tax equivalent basis for earning assets was
5.83%,  a  decrease  from  6.76%  for  the  six months ended June 30, 2002.  The
decrease in the average rate on earning assets primarily relates to the decrease
in  the  prime  rate  that  we  charge  to  borrowers.

     Average  earning  assets  were $3.8 billion for the three months ended June
30,  2003  compared  with $3.0 billion for the three months ended June 30, 2002.
Average  earning assets were $3.7 billion for the six months ended June 30, 2003
compared with $2.9 billion for the six months ended June 30, 2002.  The increase
in  average  earning  assets  is  attributable  to our increase in loans and our
increase  in  investments,  which  relates  to  our  leverage  strategy.

     Total  interest  expense for the three months ended June 30, 2003 was $24.0
million;  a  $731,000,  or  3.0%,  decrease over the three months ended June 30,
2002. The decrease was the result of a $796,000 decrease in interest on deposits
partially  offset by a $65,000 increase in interest expense on other borrowings.
Total interest expense for the six months ended June 30, 2003 was $47.3 million;
a  $1.2 million, or 2.5%, decrease over the six months ended June 30, 2002.  The
decrease  was  the  result  of a $708,000 decrease in interest on deposits and a
$528,000  decrease in interest expense on other borrowings. For the three months
ended  June 30, 2003, our average cost of funds was 2.71%, a decrease from 3.46%
for  the  three  months  ended June 30, 2002.  For the six months ended June 30,
2003,  our  average  cost  of funds was 2.78%, a decrease from 3.56% for the six
months ended June 30, 2002.  The decrease in the average cost of funds primarily
relates  to  the  reduced  rates  paid  on  deposits.


                                       15
<PAGE>
     Net  interest  income was $29.4 million for the three months ended June 30,
2003,  compared  to  $25.4  million  for the same period in 2002; an increase of
15.6%.  Net  interest income was $58.9 million for the six months ended June 30,
2003,  compared  to  $49.4  million  for the same period in 2002; an increase of
19.3%.  Our  net interest margin decreased from 3.44% for the three months ended
June  30,  2002  to  3.14%  for  the  three  months ended June 30, 2003 on a tax
equivalent  basis.  Our net interest margin on interest earning assets decreased
from  3.44%  for  the six months ended June 30, 2002 to 3.25% for the six months
ended  June  30,  2003  on a tax equivalent basis.  The increase in net interest
income and the decrease in net interest margin was the result of the combination
of  a  significant  increase  in  loans during the periods and a decrease in the
average  rate  on  loans  receivable.  For  the three months ended June 30, 2003
compared  to  the  three  months  ended  June 30, 2002, average interest bearing
liabilities increased $87.0 million compared to an increase of $351.3 million in
average  interest  earning  assets.  For  the  six  months  ended  June 20, 2003
compared  to  the  six  months  ended  June  30,  2002, average interest bearing
liabilities  increased  $679  million compared to an increase of $756 million in
average interest earning assets.  The difference between the increase in average
interest bearing liabilities and the increase in average interest earning assets
is  due  to  an  increase  in  non-interest bearing deposits during the relevant
periods.

     Provision/Allowance  for  Loan  Losses

     The  success  of a bank depends to a significant extent upon the quality of
its  assets,  particularly loans. This is highlighted by the fact that net loans
were  68% of our total assets as of June 30, 2003. Credit losses are inherent in
the  lending  business.  The  risk  of  loss  will  vary  with  general economic
conditions,  the  type  of loan being made, the creditworthiness of the borrower
over  the  term  of  the  loan  and the value of the collateral in the case of a
collateralized  loan,  among  other  things.

     The  allowance  for  loan losses totaled $33.4 million and $33.4 million at
June  30,  2003  and  December 31, 2002, respectively, and represented 1.16% and
1.22%  of  total loans at each date. The provision for loan losses for the three
months  ended  June  30,  2003 was $3.0 million compared to $4.9 million for the
three  months ended June 30, 2002. The decrease in the provision for loan losses
for the three months ended June 30, 2003 compared to the three months ended June
30,  2002  was  the  result  of  a slower rate of increase in our loan portfolio
during  2003 and an improvement in the credit quality of our loan portfolio. Net
charge-offs  for the three months ended June 30, 2003 were $2.3 million compared
to $2.6 million for the three months ended June 30, 2002. The provision for loan
losses for the six months ended June 30, 2003 was $6.6 million compared to $10.0
million  for  the  six months ended June 30, 2002. The decrease in the provision
for  loan  losses  for  the  six  months ended June 30, 2003 compared to the six
months  ended  June 30, 2002 was also the result of a slower rate of increase in
our  loan  portfolio during 2003 and an improvement in the credit quality of our
loan portfolio. Net charge-offs for the six months ended June 30, 2003 were $6.6
million  compared  to  $5.6  million  for  the  six  months ended June 30, 2002.
Management has continued to review the loan portfolios of the banks, to increase
the  provision  and to charge-off those credits when collection is considered to
be  doubtful.

     The  allowance for loan losses is comprised of specific allowances assigned
to  certain  classified  loans and a general allowance. We continuously evaluate
our  allowance  for  loan  losses  to  maintain an adequate level to absorb loan
losses inherent in the loan portfolio. Factors contributing to the determination
of specific allowances include the credit worthiness of the borrower, changes in
the expected future receipt of principal and interest payments and/or changes in
the  value  of  pledged  collateral.  An allowance is recorded when the carrying
amount  of  the  loan exceeds the discounted cash flows using the loan's initial
effective  interest  rate  or  the  fair  value  of  the  collateral for certain
collateral  dependent  loans. For purposes of determining the general allowance,
the  portfolio  is  segregated  by  product  types  to  recognize differing risk
profiles  among  categories,  and then further segregated by credit grades. Each
credit  grade  is  assigned  a  risk factor, or allowance allocation percentage.
These  risk  factors  are  multiplied  by  the outstanding principal balance and
risk-weighted  by  product  type  to  calculate  the  required  allowance.

     The  allowance  allocation  percentages  assigned to each credit grade have
been  developed  based on an analysis of historical loss rates at our individual
banks,  adjusted  for  certain  qualitative  factors  and  on  our  management's
experience.  Qualitative  adjustments  for  such  things  as  general  economic
conditions, changes in credit policies and lending standards, and changes in the
trend  and  severity of problem loans, can cause the estimation of future losses
to differ from past experience. The unallocated portion of the general allowance
serves  to compensate for additional areas of uncertainty and considers industry
comparable  reserve  ratios.


                                       16
<PAGE>
     The methodology used in the periodic review of allowance adequacy, which is
performed  at least quarterly, is designed to be responsive to changes in actual
credit  losses.  The  changes  are  reflected  in  the  general allowance and in
specific  allowances  as  the  collectability  of  larger  classified  loans  is
continuously  recalculated  with  new  information.  As  our  portfolio matures,
historical  loss  ratios  are  being  closely  monitored.

     We  actively  manage  our  past  due  and non-performing loans in each bank
subsidiary  in an effort to minimize credit losses, and monitor asset quality to
maintain  an  adequate  loan  loss  allowance.  Although management believes our
allowance  for  loan losses is adequate for each bank and on an aggregate basis,
the  allowance  may  not  prove sufficient to cover future loan losses. Further,
although  management  uses the best information available to make determinations
with  respect  to  the  allowance  for  loan  losses,  future adjustments may be
necessary if economic conditions differ substantially from the assumptions used,
or  adverse  developments  arise  with  respect  to non-performing or performing
loans.  Accordingly,  the allowance for loan losses may not be adequate to cover
loan  losses,  and significant increases to the allowance may be required in the
future if economic conditions should worsen. Material additions to the allowance
for  loan losses would result in a decrease of the our net earnings and capital.

     We  consider  non-performing assets to include all non-accrual loans, other
loans  past due 90 days or more as to principal and interest and still accruing,
other  real estate owned and repossessed assets. Total non-performing loans were
$20.1  million  and  $15.9  million  at  June  30,  2003  and December 31, 2002,
respectively. The $4.2 million increase in non-performing loans can generally be
attributed  to  one  Gold  Bank-Kansas  loan  of $4.0 million that was placed in
non-performing  status in March 2003.  Total non-performing loans were 0.70% and
0.58% of gross loans at June 30, 2003 and December 31, 2002, respectively. Total
non-performing  assets were $27.3 million and $22.2 million at June 30, 2003 and
December  31,  2002, respectively. The increase in non-performing assets of $5.1
million  can be generally attributed to the above mentioned non-performing loan.
Total  non-performing  assets  were  0.66% and 0.58% of total assets at June 30,
2003  and  December  31,  2002,  respectively.

     Other  Income

     For  the  three  months ended June 30, 2003, other income was $14.1 million
compared  to  $16.9 million for the three months ended June 30, 2002, a decrease
of  $2.7  million,  or 16.2%. The net decrease resulted from a decrease in sales
from  information  technology  sales,  which  decreased from $4.8 million in the
second  quarter  of  2002  to  $3.4  million in the second quarter of 2003. This
decrease  was  the result of decreased sales revenue principally in the hardware
sales  area.  In addition, the decrease in other income was also the result of a
decline  in net securities gains of $1.8 million in comparing the second quarter
of  2003  to  2002.  This decline was primarily the result of income recorded in
the  second quarter of 2002 from the sale of our investment in Blue Rhino stock.
The  decrease was also the result of gain on sale of branch facilities declining
from  $2.4  million  in the second quarter of 2002 to $1.2 million in the second
quarter of 2003.  This decrease was also affected by an decrease in service fees
of  $196,000  and a $242,000 increase in investment trading fees and commissions
compared  with  the  first quarter of 2002.  For the three months ended June 30,
2003,  net  gains  on  sale of mortgage loans increased $631,000 compared to the
three  months  ended  June  30, 2002.  In comparing the same periods, Bank-owned
life  insurance  income  increased $244,000 and other income increased $802,000.

     For  the  six  months  ended  June 30, 2003, other income was $24.8 million
compared  to $30.7 million for the six months ended June 30, 2002, a decrease of
$5.9  million, or 19.1%. The net decrease resulted from a decrease in sales from
information technology sales, which decreased from $9.6 million in the first six
months  of  2002  to $5.6 million in the first six months of 2003. This decrease
was  the  result  of  decreased  sales revenue principally in the hardware sales
area.  The  decrease was also the result of a decline in net securities gains of
$2.4  million  in  comparing the first six months of 2003 to 2002.  This decline
was primarily the result of income recorded in the first six months of 2002 from
the  sale  of  our  investment  in  Blue Rhino stock.  The decrease was also the
result  of  gain on sale of branch facilities declining from $2.4 million in the
second  quarter  of  2002  to  $1.2 million in the second quarter of 2003.  This
decrease  was  partially  offset by an increase in service fees of $31,000 and a
$257,000  increase  in investment trading fees and commissions compared with the
first  six months of 2002.  For the six months ended June 30, 2003, net gains on
sale  of mortgage loans increased $679,000 compared to the six months ended June
30,  2002.  In  comparing  the  same  periods,  Bank-owned life insurance income
increased  $50,000  and  other  income  increased  $715,000.


                                       17
<PAGE>
     Other  Expense

     For  the  three months ended June 30, 2003, other expense was $30.2 million
compared  to  $27.5  million  for the same period of 2002. Salaries and employee
benefits  increased  from  $13.3  million in the second quarter of 2002 to $14.4
million  in  the  second quarter of 2003, or an increase of $1.1 million. Adding
additional  branch locations and expansion of our current operations caused this
increase.  Net  occupancy  expense  increased  from $1.2 million for the quarter
ended  June  30,  2002  to $1.9 million for the quarter ended June 30, 2003 as a
result  of  opening  new  branch facilities in Florida and Kansas.  Depreciation
expense  increased  from  $1.5  million  to $1.7 million from the quarter period
ended  June  30,  2002  to June 30, 2003, respectively.  Core deposit intangible
amortization expense was $188,000 during the second quarter of 2003, compared to
$125,000  for  the  same  period of 2002. A $1.0 million decrease in information
technology  services  expenses  resulted  from  the  decline  in  cost  of sales
component  for  hardware and software sold by CompuNet. This directly relates to
the $1.4 million decrease in information technology sales described above in the
Other  Income  section.  The  remaining  expenses  classified  as  other expense
increased  from  $7.6 million to $9.7 million.  The largest items accounting for
this  increase  in  Other  Expense  of  $2.1 million were a $900,000 increase in
legal,  accounting  and  consulting  expense  and  an  increase  of  $380,000 in
advertising,  marketing and public relations expense.  The increase in legal and
consulting  expense  was  primarily  attributable  to the investigation into Mr.
Gullion's  misconduct  discussed  elsewhere  in  this  report.  The  increase in
advertising  and  marketing  was  caused  by an increased communications effort.

     For  the  six  months  ended June 30, 2003, other expense was $58.0 million
compared  to  $52.3  million  for the same period of 2002. Salaries and employee
benefits  increased  from $25.3 million in the first six months of 2002 to $29.1
million in the first six months of 2003, or an increase of $3.9 million.  Adding
additional  branch locations and expansion of our current operations caused this
increase.  Net  occupancy  expense increased from $3.0 million for the first six
months  ended  June  30,  2002 to $3.8 million for the six months ended June 30,
2003  as  a  result of opening new offices.  Depreciation expense increased from
$3.0  million  to $3.5 million from the six month periods ended June 30, 2002 to
June  30,  2003, respectively.  Core deposit intangible amortization expense was
$375,000  during the first six months of 2003, compared to $250,000 for the same
period  of  2002.  A  $2.6  million  decrease in information technology services
expenses  resulted  from the decline in cost of sales component for hardware and
software sold by CompuNet. This directly relates to the $4.0 million decrease in
information  technology  sales  described above in the Other Income section. The
remaining  expenses  classified as other expense increased from $14.1 million to
$17.4  million.  The largest items accounting for this increase in Other Expense
of $3.3 million were a $1.4 million increase in legal, accounting and consulting
expense and an increase of $188,000 in FDIC and state assessments.  The increase
in  legal and consulting expense was primarily attributable to the investigation
into  Mr.  Gullion's  misconduct  discussed  elsewhere  in  this  report.

     Income  Tax  Expense

     Income  tax  expense  for the three months ended June 30, 2003 and 2002 was
$3.0  million  and  $2.8  million, respectively. The effective tax rate for each
time  period  was  29.1% and 28.7%, respectively. Income tax expense for the six
months  ended  June  30,  2003  and  2002  was  $5.2  million  and $4.8 million,
respectively.  The  effective tax rate for each time period was 26.9% and 26.7%,
respectively.  Our effective tax rate is less than the statutory federal rate of
35%  due  primarily  to municipal tax-exempt interest on municipal bonds and tax
deferred  income  generated  from  our investments in bank owned life insurance.

FINANCIAL  CONDITION

     From  December  31,  2002  to  June  30,  2003, total assets grew from $3.8
billion  to $4.2 billion. Cash and cash equivalents increased from $96.4 million
to  $192.4  million.  Net  loans  increased  from  $2.7 billion to $2.9 billion.
Investment  securities  were $888.1 million at June 30, 2003, compared to $736.1
million  at  December 31, 2002; an increase of $152.0 million or 20.7%. Mortgage
loans  held for sale decreased from $25.1 million to $21.6 million. Net premises
and  equipment  decreased  from  $69.6  million to $67.1 million. Cash surrender
value  of  bank  owned  life  insurance  increased  from  $56.5 million to $78.4
million. Total liabilities increased from $3.6 billion to $3.9 billion. Deposits
increased  from $2.7 billion to $3.0 billion, from December 31, 2002 to June 30,
2003.  Securities  sold  under  agreements  to  repurchase decreased from $153.6
million to $144.5 million. Total long and short-term borrowings increased $111.2
million,  or  16.2%,  from  December  31,  2002.  Accrued  interest  and  other
liabilities  decreased  from  $26.1  million  to  $23.4  million.


                                       18
<PAGE>
     During  the  first  six months of 2003, cash and cash equivalents increased
$96.0  million  or  99.5% over balances at December 31, 2002.  This increase was
the  direct  result of a certificate of deposit campaign we completed at the end
of  the  second  quarter of 2003, which raised approximately $100 million of new
deposits.  A  significant  amount of these new funds were used to repay brokered
deposits  that  matured  shortly  after  the  end  of  the  second  quarter.

     During  the  first  six  months of 2003, loans increased $155.6 million, or
5.7%,  over  balances  at  December  31,  2002.  Mortgage  loans  held  for sale
decreased  $3.6  million over the balance at December 31, 2002. The decrease was
due  to  a decrease in fixed rate single-family mortgage loans originated during
the  six  month  period  ended  June  30,  2003.

     Investment  securities  at June 30, 2003, increased $152.0 million compared
to  the balance at December 31, 2002. This increase resulted from an increase of
$16.3  million in US agency mortgage-backed securities and an increase of $130.5
million  in  US  agency  securities.  The  total investment securities portfolio
amounted  to  $888.1  million at June 30, 2003, and was comprised mainly of U.S.
government and agencies (30.1%), mortgage-backed (49.7%), and other asset-backed
(20.2%)  investment  securities.

     Bank  owned  life  insurance  at  June  30,  2003,  increased $21.9 million
compared  to  the balance sheet amount at December 31, 2002. The increase in the
balance  primarily  resulted  from  the Company's additional investment of $20.0
million  and  earnings  recorded on our investment in bank owned life insurance.
Total  deposits  increased $245.6 million at June 30, 2003, compared to December
31,  2002,  mainly  due  to  the effect of an increase of $240.9 million in time
deposits,  a $82.5 million decrease in money market accounts and a $87.2 million
increase  in  other  deposits.

     Compared  to 2002 year-end balances, borrowings at June 30, 2003, increased
$111.2  million.  Our  short-term  borrowings  of  federal  funds  purchased and
securities sold under agreements to repurchase vary depending on daily liquidity
requirements.  These  borrowings  decreased  $24.5  million during the first six
months  of  2003  to  a  balance  of  $1.1  million  at June 30, 2003. Long term
borrowings,  consisting  mainly  of  FHLB  advances, increased $135.5 million to
$684.4  million  outstanding  at  June  30,  2003.  The  increase  in  long-term
borrowings  is  the direct result of loan growth in the current year, as well as
our  leverage  strategy  related  to  our  investment  portfolio.

     During the first six months of 2003, accrued interest and other liabilities
decreased  $2.7  million,  or  10.3%,  due to a $3.3 million decrease in federal
taxes  payable  due to tax payments made during the first six months of 2003 and
some  increase  in  the  amount  of  accrued  interest  payable.

     Contractual  Obligations  and  Commercial  Commitments

     The  following  table presents our contractual cash obligations, defined as
operating  lease obligations, principal and interest payments due on non-deposit
obligations and guarantees with maturities in excess of one year, as of June 30,
2003  for  the  periods  indicated.

<TABLE>
<CAPTION>

                                                    PAYMENTS DUE BY PERIOD
                                TOTAL INTEREST   ONE YEAR      ONE TO       FOUR TO     MORE THAN
CONTRACTUAL CASH OBLIGATIONS     AND PRINCIPAL   AND LESS   THREE YEARS   FIVE YEARS   FIVE YEARS
------------------------------  ---------------  ---------  ------------  -----------  -----------
                                                (DOLLARS IN THOUSANDS)
<S>                             <C>              <C>        <C>           <C>          <C>

Operating leases . . . . . . .  $        36,952  $   3,689  $      7,127  $     4,762  $    21,374
FHLB advances(1) . . . . . . .          671,726     61,928        96,495      127,504      385,799
Subordinated debt(1) . . . . .           71,727      1,467         2,930        2,926       64,404
Trust preferred securities . .          277,919      7,548        14,642       14,642      240,180
                                ---------------  ---------  ------------  -----------  -----------
Total contractual obligations.  $     1,058,324  $  74,632  $    121,469  $   150,288  $   711,757
                                ===============  =========  ============  ===========  ===========

<FN>
---------------
(1)     For  floating  interest  rate  obligations, based upon interest rate in effect on June 30,
2003.
</TABLE>


                                       19
<PAGE>
     Liquidity  and  Capital  Resources

     Liquidity  defines  the  ability  of  us and the Banks to generate funds to
support asset growth, satisfy other disbursement needs, meet deposit withdrawals
and  other  fund reductions, maintain reserve requirements and otherwise operate
on  an  ongoing  basis.  The  immediate  liquidity  needs  of  the Banks are met
primarily  by  Federal  Funds  sold,  short-term  investments,  deposits and the
generally  predictable cash flow (primarily repayments) from each Bank's assets.
Intermediate  term  liquidity  is  provided by the Banks' investment portfolios.
Each  of  the Banks has established a credit facility with the FHLB, under which
it  is eligible for short-term advances and long-term borrowings secured by real
estate  loans  or  mortgage-related  investments.  As  described  under "-Credit
Facilities"  below,  Gold Bank-Kansas may be in default under its agreements for
advances with the FHLB of Topeka and Des Moines. Our liquidity needs and funding
are  provided  through  non-affiliated  bank  borrowings, cash dividends and tax
payments  from  our  subsidiary  Banks.  Total  loans  increased  $155.6 million
compared  to  December  31,  2002, while total deposits increased $245.6 million
compared  to  the  same  period.  The  majority  of our deposits consist of time
deposits  which  mature in less than one year. If we are unsuccessful in rolling
over  these  deposits, then we will have to replace these funds with alternative
sources  of  funding,  mainly  other  short-term  borrowings.

     Cash  and  cash equivalents and investment securities totaled $1.1 billion,
or 25.9%, of total assets at June 30, 2003 compared to $832.5 million, or 21.8%,
at  December  31, 2002. Cash provided by operating activities for the six months
ended  June 30, 2003 was $90.9 million, consisting primarily of net earnings and
proceeds  from  the  sale of loans. Cash used by investing activities was $339.5
million,  consisting  of an increase in loans of $166.0 million and the purchase
of fixed assets of $1.0 million, the reduction of held to maturity securities of
$10.5  million,  and the net increase in available for sale securities of $170.5
million.  Cash  provided  by financing activities was $344.5 million, consisting
primarily  of  an  increase in deposits of $245.6 million and an increase in net
borrowings  of  $100.1  million.

     We  and  our  subsidiaries  actively monitor our compliance with regulatory
capital  requirements. The elements of capital adequacy standards include strict
definitions  of  core  capital and total assets, which include off-balance sheet
items  such as commitments to extend credit. Under the risk-based capital method
of  capital  measurement,  the  ratio  computed  is  dependent on the amount and
composition  of  assets  recorded  on  the  balance  sheet  and  the  amount and
composition  of  off-balance  sheet  items, in addition to the level of capital.
Historically,  the  Banks  have  increased  core  capital  through  retention of
earnings  or  capital  infusions.  To  be  "well  capitalized" a company's total
risk-based  capital  ratio,  tier 1 risk-based capital ratio and tier 1 leverage
ratio would be at least 10.0%, 6.0% and 5.0%, respectively. Our total risk-based
capital ratio, tier 1 risk-based capital ratio and tier 1 leverage ratio at June
30,  2003  were  10.75%,  8.60%  and  6.70%,  respectively. These same ratios at
December  31,  2002  were  11.02%,  8.61%  and  6.96%, respectively. Total loans
increased  $155.6  million  compared  to  December 31, 2002 while total deposits
increased $245.6 million compared to the same period. Even with this increase in
the  balance sheet, our ratios exceed the necessary levels to be considered well
capitalized.

     The  principal  source  of  funds at the holding company level is dividends
from  the  Banks. The payment of dividends is subject to restrictions imposed by
federal and state banking laws and regulations. At June 30, 2003, our subsidiary
banks  could  pay  $54.2  million  in  dividends  to  us  and  still remain well
capitalized.  Management  believes  funds  generated from the dividends from our
subsidiaries  and  our  existing  lines of credit will be sufficient to meet our
current  cash  requirements.  However,  if  we  continue  at our current rate of
internal  growth,  we  will  need  to  raise  additional  equity to remain "well
capitalized".

     Credit  Facilities

     Our subsidiary banks have agreements with the Federal Home Loan Bank system
to  provide  them  with advances.  As of June 30, 2003, our subsidiary banks had
approximately  $540.9  million  of  advances  outstanding  with  the  FHLB.

We  have  a  revolving  line  of  credit  with LaSalle Bank National Association
("LaSalle  Credit  Line"). As of June 30, 2003, we had nothing outstanding under
this  line of credit. On July 1, 2003, we entered into an amendment with LaSalle
Bank  to  reduce  the  maximum amount that we may borrow from $25 million to $10
million and extend the maturity date from July 1, 2003 to July 1, 2004. Interest
accrues  on advances under the LaSalle Credit Line at our option at a rate equal
to  either  LIBOR  plus  1.25% per annum or LaSalle Bank's prime rate (but in no
event  will  the  interest  rate under the LaSalle Credit Line be less than 3.5%


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<PAGE>
per'  annum).  We  draw  on  the  LaSalle  Credit Line from time to time to fund
various  corporate  matters  including  making  contributions  to  our  bank
subsidiaries  to  help  them  maintain  their  "well-capitalized"  status.

     Under  the Amended and Restated Loan Agreement dated as of February 8, 2002
("ESOP Loan Agreement") of our Employees' Stock Ownership Plan (the "ESOP") with
LaSalle  Bank,  the ESOP may borrow up to $15 million. Loans under the ESOP Loan
Agreement  bear  interest,  at the ESOP's option, at either LaSalle Bank's Prime
Base  Rate  or LIBOR plus 1.75%. As of June 30, 2003, the ESOP had approximately
$13.4  million  outstanding  under the ESOP Loan Agreement, which it borrowed to
purchase  our  common  stock. We guarantee the ESOP's obligations under the ESOP
Loan Agreement. We currently do not anticipate that the ESOP will need to borrow
any  further  amounts  under  the  ESOP  Loan  Agreement.

     As a result of the misappropriation of funds by Mr. Gullion and the actions
taken by the bank regulatory authorities in response thereto, we were in default
under  the  LaSalle  Credit Line and our ESOP was in default under the ESOP Loan
Agreement.  We  have  obtained  waivers  from LaSalle Bank with respect to these
defaults.

     The  Federal Home Loan Banks of Topeka and Des Moines could assert that the
events  described  above  under  "-Internal  Investigation  and  Regulatory
Examination" permit them to declare Gold Bank-Kansas in default as a result of a
material  adverse  change or other similar covenant default. To date, neither of
these  Federal  Home  Loan  Banks  have  notified us that they consider the Gold
Bank-Kansas  agreements for advances to be in default. As of June 30, 2003, Gold
Bank-Kansas  had outstanding advances of approximately $16 million with the FHLB
of  Des  Moines  and  approximately  $339  million  with  the  FHLB  of  Topeka.

     After  we  have finalized the formal written agreements with the FRB-KC and
the  OSBC  as  described  in  Note  8  "Legal  Proceedings"  to our consolidated
financial  statements included elsewhere in this report, we plan to approach the
FHLB  of  Topeka  and  FHLB  of  Des Moines to request any necessary waivers. We
anticipate  that we will be successful in securing such waivers. However, if the
FHLB  of Topeka and the FHLB of Des Moines do not waive these defaults or refuse
to  permit  Gold Bank-Kansas to borrow additional funds under its agreements for
advances,  we  anticipate that Gold Bank-Kansas will be able to find alternative
financing  on  reasonable terms and conditions. If Gold Bank-Kansas is unable to
replace  these  agreements for advances with alternative financing on reasonable
terms  or conditions this could have a material adverse affect on its liquidity.

     Recovery  of  Restitution  Amounts  from  Gullion.

     On May 20, 2003, Gold Bank-Kansas entered into a restitution agreement with
our  former  Chairman  and Chief Executive Officer, Michael W. Gullion.  On July
23,  2003,  we  purchased  from  an  unaffiliated  bank a $4 million loan to Mr.
Gullion  evidenced  by  a promissory note collateralized by substantially all of
the  shares  of  common  stock of the Company owned by Mr. Gullion.  On the same
day, we exercised our option under the restitution agreement to purchase 583,065
shares of our common stock from Mr. Gullion for approximately $6.3 million.  The
purchase  price  of  $10.805  per  share  was  calculated in accordance with the
restitution  agreement  and was equal to the 10-day average closing price of our
common  stock  on  the  NASDAQ  preceding  the  date  on  which  the shares were
purchased.  We  retained  the sales proceeds to satisfy Mr. Gullion's obligation
under  the  note  payable  that  we  purchased  (aggregating  approximately $4.0
million) and to satisfy Mr. Gullion's obligation under the restitution agreement
(aggregating  approximately  $2.3  million).

     As a result of the transaction, we have acquired 583,065 shares of treasury
stock  and will record income of approximately $2.3 million in the third quarter
of  2003. We plan to reissue some of these treasury shares in private sales. Two
members of our Board of Directors have purchased an aggregate of 80,000 of these
shares  from  us  at  a  purchase price of $10.805 per share. On August 1, 2003,
Daniel  P. Connealy purchased 10,000 of these shares. On August 5, 2003, William
Randon  purchased  70,000  of  these  shares. In addition, Allen D. Peterson has
agreed  to  purchased  300,000  of  these  shares  either directly or through an
affiliated  entity  for  $10.805  per  share.  Resale  of  these  shares will be
restricted  for  two  years  in  accordance  with  SEC  regulations.

     We are currently attempting to negotiate a settlement with Mr. Gullion that
would  result  in  the  payment by Mr. Gullion of additional restitution amounts
that  we believe he owes us. In addition to the $2.3 million which has been paid
by  Mr.  Gullion,  we  are  seeking  to  recover from Mr. Gullion the following:


                                       21
<PAGE>
          -    $1.1 million for additional amounts that we believe Mr. Gullion
               either misappropriated from us or for which he failed to
               reimburse us;

          -    $1.5 million for the costs of investigation into Mr. Gullion's
               misconduct;

          -    $0.5 million of interest on the above items;

          -    $0.2 million of outstanding loans;

          -    $3.0 million representing the forfeiture of all cash compensation
               paid to Mr. Gullion since January 1, 1998; and

          -    the forfeiture of all stock options granted to Mr. Gullion since
               January 1, 1998.

     We are currently attempting to negotiate a settlement with Mr. Gullion that
would  result  in the repayment by Mr. Gullion of some or all these amounts.  In
the  event  that  we  are  unable  to  reach  a satisfactory settlement with Mr.
Gullion,  we  intend  to  initiate legal proceedings against Mr. Gullion for the
payment  of  such  amounts.  No assurance can be given, however, that we will be
able  to  recover  such  amounts  from Mr. Gullion.  Mr. Gullion's assets may be
insufficient  to  pay all of such amounts and he may have statute of limitations
or  other  defenses  to  the  payment  of  some  of  these  amounts.

     BOLI  Policies

     Our  Bank  subsidiaries  have  purchased bank-owned life insurance ("BOLI")
policies  with  death  benefits  payable  to  the  Banks on the lives of certain
officers.  These  single  premium,  whole-life  policies  provide  favorable tax
benefits,  but  are  illiquid  investments.  Federal  guidelines  limit a bank's
aggregate  investment  in BOLI to 25% of the bank's capital and surplus, and its
aggregate  investment in BOLI policies from a single insurance company to 15% of
the  Bank's  capital and surplus. All of the Banks' BOLI investments comply with
federal  guidelines.  In  January 2003, Gold Bank-Kansas, Gold Bank-Oklahoma and
Gold  Bank-Florida  increased  their BOLI investments by $14 million, $4 million
and  $2  million, respectively.  As of June 30, 2003, Gold Bank-Kansas had $43.8
million  of BOLI (equal to 24.0% of its capital and surplus), Gold Bank-Oklahoma
had  $21.1  million of BOLI (equal to 24.0% of its capital and surplus) and Gold
Bank-Florida  had  $13.4  million  of  BOLI  (equal  to 23.8% of its capital and
surplus).  The  aggregate  BOLI  investment  of  each Bank is now just below the
maximum  regulatory limit.  The Banks monitor the financial condition and credit
rating  of  each  of  the  three  life  insurance companies that issued the BOLI
policies.  We  believe that these BOLI investments will not have any significant
impact  on  the  capital  or  liquidity  of  our  Bank  subsidiaries.

     CompuNet  Activities

     CompuNet  Engineering,  Inc.,  which  was  acquired in March 1999, provides
information  technology,  e-commerce services and networking solutions for banks
and other businesses.  Under current Federal Reserve regulations, a bank holding
company  and  its  subsidiaries  may  conduct  data  processing and transmission
services  to  process or furnish financial, banking or economic data ("Financial
Data  Processing").  Data  processing  and  transmission  services  that are not
financial,  banking  or economic in nature may also be provided, so long as such
services  do  not  exceed  30%  of the bank holding company's total consolidated
annual  revenues  from  data  processing  and  transmission.  Financial  Data
Processing  services  may  include  the  furnishing  of  data  processing  and
transmission  facilities, hardware, software, documentation, operating personnel
and  support  services.  However,  hardware  may only be sold in connection with
software designed for the processing of financial, banking or economic data, and
general  purpose  hardware (such as a personal computer or a network router) may
not  exceed  30%  of the cost of any packaged offering of hardware, software and
services.  When  we  acquired CompuNet, the aggregate data processing activities
of  us  and  CompuNet  complied  with  these  limitations.

     On  December  21, 2000, the Federal Reserve published a proposed regulation
that  would  permit  a  financial  holding  company to generate up to 80% of its
consolidated  data  processing  revenue  from  non-Financial  Data  Processing
activities. The proposed regulation limits the investment of a financial holding


                                       22
<PAGE>
company  in  such  data  processing  activities  to  5% of the financial holding
company's  tier 1 capital. The comment period on the proposed regulation expired
on  February  16,  2001.  To  date  this  regulation  has  not  been  adopted.

     In  2001, CompuNet acquired the assets of Information Products, Inc., which
provides  technology  services,  including  LAN,  WAN,  product  support,
telecommunication  line monitoring, hardware, maintenance and systems design and
installation  across  all  industry  sectors.  This  acquisition  significantly
increased  the  amount  of  CompuNet's non-Financial Data Processing activities.
During  2002  and  the  first  six  months  of  2003,  CompuNet's  revenues from
non-Financial  Data  Processing  activities  have exceeded the Federal Reserve's
current  limitations.  As a result, we are required to take corrective action to
bring  CompuNet's  activities  within  federal  regulatory  requirements.

     This could be accomplished by increasing CompuNet's revenues from Financial
Data  Processing  activities,  decreasing CompuNet's revenues from non-Financial
Data  Processing  activities,  converting  ComputNet  into  a  merchant  banking
investment,  or  selling  part  or all of CompuNet's business to an unaffiliated
third  party,  or  other curative action. Due to the uncertainty involved in our
continued ownership of CompuNet, we are currently exploring the possible sale of
CompuNet  with  potential  buyers.

IMPACT  OF  RECENTLY  ISSUED  ACCOUNTING  STANDARDS

     Financial  Accounting  Standards  Board  Interpretation  (FIN)  No.  45,
"Guarantor's  Accounting  and  Disclosure Requirements for Guarantees, Including
Indirect  Guarantees  of  indebtedness  of  Others  an  Interpretation  of  FASB
Statements No. 5, 57 and 107 and Rescission of FASB Interpretation No. 34."  FIN
45  elaborates  on  the disclosures to be made by a guarantor in its interim and
annual  financial statements about its obligations under certain guarantees that
it  has issued.  It also clarifies that a guarantor is required to recognize, at
the  inception  of a guarantee, a liability for the fair value of the obligation
undertaken  in  issuing  the guarantee.  The initial recognition and measurement
provisions  of FIN 45 are applicable on a prospective basis to guarantees issued
or modified after December 31, 2002.  Implementation of the remaining provisions
of FIN 45 during the first half of 2003 did not have a significant impact on our
financial  statements.

     FIN  No. 46 "Consolidation of Variable Interest Entities, an Interpretation
of  Accounting  Research  Bulleting  No.  51."  FIN  46  established  accounting
guidance  for consolidation of variable interest entities (VIE) that function to
support the activities of the primary beneficiary.  The primary beneficiary of a
VIE  entity  is the entity that absorbs a majority of the VIE's expected losses,
receives a majority of the VIE's expected residual returns, or both, as a result
of  ownership,  controlling interest, contractual relationship or other business
relationship  with  a  VIE.  Prior  to  the  implementation of FIN 46, VIEs were
generally  consolidated  by  an enterprise when the enterprise had a controlling
financial  interest  through  ownership  of a majority of voting interest in the
entity.  The  provisions  of  FIN  46  were  effective  immediately  for  all
arrangements entered into after January 31, 2003, and are otherwise effective at
the  beginning  of  the first interim period beginning after June 15, 2003.  The
Company  has  several  statutory  trusts  that were formed, prior to January 31,
2003,  for the purpose of issuing Trust Preferred Securities (see note 11 to the
annual  consolidated  financial  statements).  These  statutory  trusts  will be
subjected  to  FIN  46  in  the third quarter of 2003.  We currently believe the
continued  consolidation  of these trusts is appropriate under FIN 46.  However,
the  applications  of  FIN  46  to this type of trust is an emerging issue and a
possible  unintended  consequence  of  FIN  46  is  the deconsolidation of these
trusts.  The deconsolidation of these statutory trusts would not have a material
effect  on  our  consolidated  balance  sheet  or  our consolidated statement of
operations.  In  July 2003, the Board of Governors of the Federal Reserve System
issued  a  supervisory  letter instructing bank holding companies to continue to
include  the  trust  preferred securities in their Tier I capital for regulatory
capital  purposes  until  notice  is given to the contrary.  The Federal Reserve
intends  to  review  the  regulatory  implications  of  any accounting treatment
changes  and,  if  necessary or warranted, provide further appropriate guidance.
There  can  be  no  assurance  that  the  Federal Reserve will continue to allow
institutions  to  include  trust  preferred  securities  in  Tier  I capital for
regulatory  capital  purposes.

     SFAS  No.  149,  "Amendment  of Statement 133 on Derivative Instruments and
Hedging  Activities."  SFAS  149  amends  and clarifies financial accounting and
reporting  for  derivative instruments, including certain derivative instruments
embedded  in  other  contracts  and  for  hedging  activities  under  SFAS  133,
"Accounting  for  Derivative Instruments and Hedging Activities." The amendments
(i)  reflect  decisions  of  the  Derivatives Implementation Group; (ii) reflect
decisions  made  by the Financial Accounting standards Board in conjunction with


                                       23
<PAGE>
other  projects  dealing  with  financial  instruments;  and  (iii)  address
implementation  issues  related  to  the  application  of  the  definition  of a
derivative.  SFAS  149  also  modifies  various other existing pronouncements to
conform  with  the  changes  to  SFAS  133.  SFAS 149 is effective for contracts
entered  into  or  modified  after  June  30,2003, and for hedging relationships
designated  after  June  30,  2003,  with  all provisions applied prospectively.
Adoption  of  SFAS  149 on July 1, 2003 did not have a significant impact on our
financial  statements.

     SFAS  No.  150,  "Accounting  for  Certain  Financial  Instruments  with
Characteristics  of Both Liabilities and Equity." SFAS 150 establishes standards
for how an issuer classifies, measures and discloses in its financial statements
certain  financial  instruments  with  characteristics  of  both liabilities and
equity. SFAS 150 requires that an issuer classify financial instruments that are
within  its  scope  as  a  liability,  in  most  circumstances.  Such  financial
instruments  include  (i)  financial  instruments that are issued in the form of
shares  that  are mandatorily redeemable; (ii) financial instruments that embody
an  obligation  to repurchase the issuer's equity shares, or are indexed to such
an  obligation  and  that  require  the  issuer  to  settle  the  obligation  by
transferring  assets; (iii) financial instruments that embody an obligation that
the  issuers  settle  by  issuing  a variable number of its equity shares if, at
inception,  the  monetary  value  of the obligations is predominately based on a
fixed  amount, variations in something other than the fair value of the issuer's
equity  shares  or  variations inversely related to changes in the fair value of
the issuer's equity shares; and (iv) certain freestanding financial instruments.
SFAS 150 is effective for contracts entered into or modified after May 31, 2003,
and  is  otherwise  effective  at  the  beginning  of  the  first interim period
beginning after June 15, 2003. Adoption of SFAS 150 on July 1, 2003 did not have
a  significant  impact  on  our  financial  statements.

CRITICAL  ACCOUNTING  POLICIES

     Our  accounting  policies  are  fundamental  to  understanding management's
discussion  and  analysis of results of operations and financial condition. Many
of  our  accounting policies require significant judgment regarding valuation of
assets  and  liabilities. A summary of significant accounting policies is listed
in  the  first  note to the consolidated financial statements in the 2002 Annual
Report.  Critical accounting policies are both important to the portrayal of our
financial  condition  and  results,  and  require  management's  most difficult,
subjective or complex judgments, often as a result of the need to make estimates
about  the  effect  of  matters  that  are  inherently  uncertain.

Allowance  for  Loan  Losses

     Our  most  critical  accounting  policy  relates  to the allowance for loan
losses  and  involves  significant  management  valuation  judgments. We perform
periodic  and  systematic  detailed  reviews  of our lending portfolio to assess
overall  collectability. The level of the allowance for loan losses reflects our
estimate  of the collectability of the loan portfolio. Further discussion of the
methodologies  used  in  establishing  this  reserve  is  contained  in  the
Provision/Allowance  for  Loan  Losses  section  of  this  report.

     We  make  various assumptions and judgments about the collectability of our
loan portfolio and provide an allowance for losses based on a number of factors.
If  our  assumptions  are  wrong,  our  allowance  for  loan  losses  may not be
sufficient  to  cover  loan losses. We may have to increase the allowance in the
future.  Material  additions  to  our  allowance  for  loan  losses would have a
material  adverse  effect  on  our  net  earnings.

Impairment  of  Goodwill  Analysis

     As  required  by  the  provisions  of  SFAS  142,  we completed our initial
valuation  analysis  to  determine whether the carrying amounts of our reporting
units  were  impaired. Our initial impairment review indicated that there was no
impairment  of  goodwill  as  of December 31, 2002. However, as required by SFAS
142, we will be required to review the goodwill for impairment at least annually
or  more  frequently  based upon facts and circumstances related to a particular
reporting  unit.

     The  fair  value  of  our  non-bank  financial  subsidiaries  (Gold Capital
Management  and CompuNet Engineering) fluctuates significantly based upon, among
other  factors,  the  net  operating  income  of  these  subsidiaries.  If these
subsidiaries  experience  a  sustained  deterioration  in  their  cash flow from
operations  then  we  may  have  to  record  a goodwill impairment charge in the
future.


                                       24
<PAGE>
     During  2002 and the first six months of 2003, CompuNet Engineering did not
comply  with  certain  Federal  Reserve regulations regarding the sources of its
revenue.  As  a  result,  we  are  currently  exploring the possible sale of our
interest  in  CompuNet  Engineering.  See  "-  Financial Condition-Liquidity and
Capital  Resources  -  CompuNet  Activities"  above.  In the event that CompuNet
Engineering  were sold for less than the carrying value of its associated assets
and  goodwill,  we would be required to record a goodwill impairment charge. The
goodwill associated with CompuNet Engineering was $4.6 million at June 30, 2003.

Deferred  Income  Taxes

     SFAS 109, Accounting for Income Taxes, establishes financial accounting and
reporting standards for the effect of income taxes. The objectives of accounting
for  income taxes are to recognize the amount of taxes payable or refundable for
the  current  year  and  deferred  tax liabilities and assets for the future tax
consequences  of  events  that  have  been  recognized  in an entity's financial
statements  or  tax  returns.  Judgement is required in assessing the future tax
consequences  of events that have been recognized in our financial statements or
tax returns. Fluctuations in the actual outcome of these future tax consequences
could  materially  impact  our  financial position or our results of operations.

FORWARD  LOOKING  INFORMATION  AND  STATEMENTS

     The  information  included  or  incorporated  by  reference  in this report
contains  certain  forward-looking  statements  with  respect  to  the financial
condition,  results  of  operations,  plans,  objectives,  future  financial
performance  and  business  of  us  and  our  subsidiaries,  including,  without
limitation:

          -    statements  that  are  not  historical  in  nature

          -    statements  preceded  by,  followed  by or that include the words
               "believes,"  "expects,"  "may,"  "will,"  "should,"  "could,"
               "anticipates,"  "estimates,"  "intends"  or  similar  expressions

          -    statements  regarding  the  timing  of  the closing of the branch
               sales

Forward-looking  statements are not guarantees of future performance or results.
You  are  cautioned  not  to put undue reliance on any forward-looking statement
which speaks only as of the date it was made.  They involve risks, uncertainties
and assumptions. Actual results may differ materially from those contemplated by
the  forward-looking  statements  due  to,  among others, the following factors:

          -    results  of  the joint regulatory examination of Gold Bank-Kansas
               and  the  examination  of  us

          -    inability  to  obtain  waivers  of  defaults  under  our  credit
               facilities  or  find  alternative  financing

          -    transition  and  strategies  of  new  management

          -    changes  in  interest  margins  on  loans

          -    changes  in  allowance  for  loan  losses

          -    changes  in  the  interest  rate  environment

          -    the  effect  of  a  change  in  the  management  rating  of  Gold
               Bank-Kansas

          -    our  ability  to  enter  into  interest rate swap agreements with
               favorable  rates  and  terms

          -    our  ability  to  sell  out-state  branches  at  favorable prices

          -    competitive  pressures  among  financial  services  companies may
               increase  significantly

          -    general economic conditions, either nationally or in our markets,
               may  be  less  favorable  than  expected


                                       25
<PAGE>
          -    legislative  or  regulatory  changes  may  adversely  affect  the
               business  in  which  we  and  our  subsidiaries  are  engaged

          -    technological  changes  may  be  more difficult or expensive than
               anticipated

          -    changes  may  occur  in  the  securities  markets

These  risks and other risks are described in Exhibit 99.1 to this Form 10-Q and
are  incorporate  herein  by  reference.

ITEM  3:     QUANTITATIVE  AND  QUALITATIVE  DISCLOSURES  ABOUT  MARKET  RISK

     Asset/liability  management  refers  to  management's  efforts  to minimize
fluctuations  in  net  interest  income caused by interest rate changes. This is
accomplished  by  managing  the  repricing  of  interest  rate  sensitive
interest-earning  assets  and  interest-bearing  liabilities.  An  interest rate
sensitive  balance  sheet  item  is one that is able to reprice quickly, through
maturity or otherwise. Controlling the maturity or repricing of an institution's
liabilities  and  assets  in  order  to  minimize interest rate risk is commonly
referred  to  as  gap  management. Close matching of the repricing of assets and
liabilities  will  normally  result in little change in net interest income when
interest rates change. A mismatched gap position will normally result in changes
in  net  interest  income  as  interest  rates  change.

     While we have not historically used interest rate swaps or other derivative
instruments  to  manage  interest  rate exposure, in August 2002 we entered into
three  interest  rate swap agreements with an aggregate notional amount of $82.5
million.  The  swaps  effectively  converted our fixed interest rate obligations
under  our  three  outstanding  series of trust preferred securities to variable
interest rate obligations, decreasing the asset sensitivity of our balance sheet
by  more  closely  matching  our  variable  rate  assets  with  variable  rate
liabilities.  Each swap has a notional amount equal to the outstanding principal
amount of the related trust preferred securities, together with the same payment
dates,  maturity  date  and  call  provisions  as  the  related  trust preferred
securities.  Under  each  of the swaps, we pay a variable rate equal to a spread
over  90-day  LIBOR,  adjusted  quarterly, and receive a fixed rate equal to the
interest  we  are  obligated  to  pay on the related trust preferred securities.

     The  $28.7  million  notional  amount  swap  agreement  was  called  by the
counter-party and terminated on April 7, 2003. The $16.3 million notional amount
swap  agreement was called by the counter-party and terminated on June 30, 2003.
Under  the swap agreements, no payments were due between the parties and no gain
or  loss  was  recognized  by  us.  There  are  no  current plans to replace the
terminated swap agreements. The remaining swap agreement is also callable by the
counterparty  prior  to  its  respective  maturity  date.

     We  plan to decrease the asset sensitivity of our balance sheet by entering
into  swap  agreements  for a portion of our long-term fixed rate borrowings. By
agreeing  to  pay  a  variable rate of interest that is currently lower than the
fixed  rates  we  are  paying  on  our borrowings, we expect to increase our net
interest  margin  and  more closely match our variable rate assets with variable
rate  liabilities.  Our plans are to have swap agreements in place by the end of
August 2003 for up to $250 million of our fixed rate borrowings from the Federal
Home  Loan  Bank  System.

     Along with internal gap management reports, we and our subsidiary banks use
an asset/liability modeling service to analyze each bank's current gap position.
The system simulates the banks' asset and liability base and projects future net
interest  income  results  under several interest rate assumptions. We strive to
maintain  an  aggregate  gap  position  such that each 100 basis point change in
interest  rates  will  not  affect  net  interest  income  by  more  than  10%.

     The  following  table  indicates  that, at June 30, 2003, in the event of a
sudden  and  sustained  increase  in  prevailing  market rates, our net interest
income would be expected to increase, while a decrease in rates would indicate a
decrease  in  net  interest  income.


                                       26
<PAGE>
<TABLE>
<CAPTION>

Changes in Interest Rates  Net Interest Income    Actual Change   Percent Change Actual
-------------------------  --------------------  ---------------  ----------------------
<S>                        <C>                   <C>              <C>
200 basis point rise. . .  $        138,083,000  $    9,184,000                    7.12%
100 basis point rise. . .  $        135,228,000  $    6,329,000                    4.91%
Base Rate Scenario. . . .  $        128,899,000               -                       -
50 basis point decline. .  $        127,175,000  $   (1,724,000)                 (1.34%)
100 basis point decline .  $        124,577,000  $   (4,322,000)                 (3.35%)
</TABLE>

ITEM  4:     CONTROLS  AND  PROCEDURES

     As  of  the  end  of  the  period covered by this report, an evaluation was
carried  out under the supervision and with the participation of our management,
including  our  Chief  Executive  Officer  and  Chief  Financial Officer, of the
effectiveness  of  the  design  and  operation  of  our  disclosure controls and
procedures.  There  are  inherent limitations to the effectiveness of any system
of  disclosure controls and procedures, including the possibility of human error
and the circumvention or overriding of the controls and procedures. Accordingly,
even  effective  disclosure  controls and procedures can only provide reasonable
assurance  of achieving their control objectives.  Based upon and as of the date
of  the  evaluation,  our  Chief  Executive  Officer and Chief Financial Officer
concluded  that  the  design  and  operation  of  these  disclosure controls and
procedures  were  effective  in  all  material  respects  to  provide reasonable
assurance  that  information required to be disclosed in the reports we file and
submit under the Exchange Act is recorded, processed, summarized and reported as
and  when  required.

     There were no changes in our internal control over financial reporting that
occurred during the quarter ended June 30, 2003 that materially affected, or are
reasonably  likely  to  materially  affect,  our internal control over financial
reporting.

     We  regularly  evaluate  our  internal control over financial reporting and
discuss  these matters with our independent accountants and our audit committee.
Based  on  these  evaluations  and  discussions,  we  consider  what  revisions,
improvements  or  corrections are necessary in order to ensure that our internal
controls  over  financial  reporting  are  and remain effective. As part of this
process,  Deloitte  &  Touche  has  been  engaged  to  conduct  a  controls risk
assessment  of  our internal controls. We anticipate that Deloitte & Touche will
make  a number of recommendations as to how our internal controls can be further
strengthened  and  improved.  Deloitte  &  Touche  is scheduled to complete this
assessment  by  the  end of 2003. Full implementation of any recommended changes
will  continue  into  next  year.


                                       27
<PAGE>
                           PART II   OTHER INFORMATION

ITEM 1:  LEGAL  PROCEEDINGS

     For a discussion of legal proceedings, including regulatory proceedings and
formal  actions  taken by our banking regulators, see Note 8 "Legal Proceedings"
to  the  consolidated  financial  statements contained in Part I, Item I of this
report.

     For a discussion of legal proceedings and recent developments pertaining to
restitution and future claims against Mike Guillion, our former CEO, see "Part I
Item  2  Management's Discussion and Analysis of Financial Condition and Results
of  Operations  -  Financial  Condition  -  Recovery of Restitution Amounts from
Gullion"  above.

ITEM 2:  CHANGES  IN  SECURITIES  AND  USE  OF  PROCEEDS

     None

ITEM 3:  DEFAULTS  UPON  SENIOR  SECURITIES

     The Federal Home Loan Bank of Topeka could assert that the events described
above  under "-Internal Investigation and Regulatory Examination" permit them to
declare  Gold  Bank-Kansas  in default under its agreement for advances with the
FHLB  of  Topeka  as  a  result  of  a  material adverse change or other similar
covenant  default.  To  date,  the  Federal  Home  Loan  Bank  of Topeka has not
notified us that they consider the Gold Bank-Kansas agreement for advances to be
in  default.

ITEM 4:  SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITY-HOLDERS

     At  the  Annual  Meeting  of  Shareholders  on  May 19, 2003, three Class I
directors,  Malcolm  M.  Aslin,  Daniel  P. Connealy and D. Patrick Curran, were
elected  for  terms  expiring  in  2006.  Voting  results  were  as  follows:

     Malcolm M Aslin
     33,322,568    votes   or   84%  FOR
     392,807       votes   or    1%  AGAINST
     5,735,807     votes   or   15%  BROKER NON-VOTES AND ABSTENTIONS

     Daniel P. Connealy
     33,323,011    votes   or   84%  FOR
     401,364       votes   or    1%  AGAINST
     5,726,807     votes   or   15%  BROKER NON-VOTES AND ABSTENTIONS

     D. Patrick Curran
     33,323,652    votes   or   84%  FOR
     391,723       votes   or    1%  AGAINST
     5,735,807     votes   or   15%  BROKER NON-VOTES AND ABSTENTIONS

Class  II  Directors  continuing  in  office  are  William Randon and William R.
Hagman,  Jr.  Class  II  Directors'  terms  expire  in  2004.

Class  III  Directors  continuing  in  office  are Allen Peterson, J. Gary Russ,
Donald C. McNeill, and E. Miles Prentice, III. Class III Directors' terms expire
in  2005.

ITEM 5:  OTHER  INFORMATION

     None


                                       28
<PAGE>
ITEM 6:  EXHIBITS  AND  REPORTS  ON  FORM  8-K

     (a)  Exhibits  Required  to  be  Filed  by  Item  601  of  Regulation  S-K

<TABLE>
<CAPTION>
Exhibit
Number   Description
-------  -------------------------------------------------------------------------------------
<C>      <S>

4.33     Eighth Amendment to Amended and Restated Loan Agreement, dated as of July 1,
         2003, between Gold Banc Corporation, Inc. and LaSalle Bank National Association.

10.15*   First Amendment to the Gold Banc Corporation, Inc. 1996 Equity Compensation
         Plan, dated as of March 20, 2000.

10.16*   Second Amendment to the Gold Banc Corporation, Inc. 1996 Equity Compensation
         Plan, dated as of February 2, 2001.

31.1     Certification of Chief Executive Officer of Gold Banc Corporation, Inc., dated August
         14, 2003, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of
         the Sarbanes-Oxley Act of 2003.

31.2     Certification of Chief Financial Officer of Gold Banc Corporation, Inc., dated August
         14, 2003, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of
         the Sarbanes-Oxley Act of 2003.

32.1     Certification of Chief Executive Officer of Gold Banc Corporation, Inc. dated August
         14, 2003, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of
         the Sarbanes-Oxley Act of 2002, which is accompanying this Quarterly Report on
         Form 10-Q for the quarter ended June 30, 2003 and is not treated as filed in reliance
         upon Sec. 601(b)(32) of Regulations S-K.

32.2     Certification of Chief Financial Officer of Gold Banc Corporation, Inc. dated August
         14, 2003, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of
         the Sarbanes-Oxley Act of 2002, which is accompanying this Quarterly Report on
         Form 10-Q for the quarter ended June 30, 2003 and is not treated as filed in reliance
         upon Sec. 601(b)(32) of Regulations S-K.

99.1     Factors That May Affect Future Results of Operations, Financial Condition or
         Business for Gold Banc Corporation, Inc.
<FN>
*    Management  contracts  or compensating plans or arrangements required to be
     filed  by  Item  6(a).
</TABLE>

(b)     Reports  on  Form  8-K

     We  filed  the  following  Current  Reports  on  Form 8-K during the second
quarter  of  2003:

-    On  April  4,  2003,  we  filed  a  Current Report on Form 8-K announcing a
     conference  call during which the Company provided an earnings forecast and
     business  outlook  for the first quarter as well as the full fiscal year of
     2003.

-    On April 24, 2003, we field a Current Report on Form 8-K reporting the 2003
     first  quarter  earnings  and  other  select  financial  data.

-    On  May  23,  2003,  we  filed  a Current Report on Form 8-K announcing the
     execution  of  a restitution agreement between Gold Bank-Kansas and Michael
     W.  Gullion.


                                       29
<PAGE>
-    On  June 6, 2003, we filed a Current Report on Form 8-K announcing that the
     Company  made  a presentation by the Company at the Eighth Annual Community
     Bankers  Conference  on  June  4,  2003.


                                       30
<PAGE>
                                   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.

                                 GOLD  BANC  CORPORATION,  INC.



                                 By: /s/  Rick  J.  Tremblay
                                     ------------------------------------------
                                     Rick  J.  Tremblay
                                     Executive Vice President and
                                     Chief Financial Officer
                                     (Authorized officer and principal financial
                                     officer of the registrant)



Date:  August  14,  2003


                                       31
<PAGE>