Exhibit 99.1

   FACTORS THAT MAY AFFECT FUTURE RESULTS OF OPERATIONS, FINANCIAL CONDITION OR
                                    BUSINESS

     We  have identified important risks and uncertainties that could affect the
our  results of operations, business or financial condition and that could cause
them  to  differ materially from our historical results of operations, financial
condition  or business, or those contemplated by forward-looking statements made
herein  or  elsewhere  by,  or  on  behalf  of,  us. Factors that could cause or
contribute  to  such  differences include, but are not limited to, those factors
described  below.

     LOSS  OF KEY PERSONNEL COULD HAVE AN ADVERSE EFFECT ON OUR OPERATIONS.  The
loss of certain key personnel could adversely affect our operations. Our success
depends  in  large  part  on  the  retention of a limited number of key persons,
including: Malcolm M. Aslin, our President and Chief Executive Officer, and Rick
J.  Tremblay, our Executive Vice President and Chief Financial Officer.  We will
likely  undergo  a  difficult transition period if we lose the services of these
individuals.  In  recognition  of this risk, we own, and are the beneficiary of,
insurance  policies on the lives of these key employees and have entered into an
employment  agreement  with  Mr.  Aslin.

     We  also  place  great  value  on  the  experience of the presidents of our
subsidiary banks and the community bank presidents in each of our markets and on
their  relationships  with  the  communities  they serve.  The loss of these key
persons  could  negatively impact the affected banking locations.  We may not be
able  to  retain  our  current key personnel or attract additional qualified key
persons  as  needed.

     WE MAY NOT BE ABLE TO MAINTAIN OUR GROWTH RATE.  It may be difficult for us
to  maintain  our rapid rate of growth.  The out-state market areas we now serve
offer more limited opportunities for growth than our metropolitan markets and we
are  currently  considering  the sale of our branches in many of these out-state
markets.  We  believe future growth in our revenues and net earnings will depend
primarily  on  our  internal  growth  in  the  metropolitan markets where we are
located.  Other  financial  institutions  in  these  metropolitan  markets  also
compete  intensely  for  assets  and  deposits.  This  competition may adversely
affect  our  ability  to  profitably  grow  our  asset  and  deposit  base.

     During  the  period  from  1996  to  2000,  we  grew  significantly through
acquisitions.  While in the future we may supplement our internal growth through
future  acquisitions  in  metropolitan markets, primarily in the Midwest and the
west  coast  of  Florida,  there  is  great  competition  for  such  acquisition
candidates.  We  may  not  be  successful  in  identifying,  or evaluating risks
inherent  in,  any  such  acquisition  candidates  or  be  able  to acquire such
acquisition  candidates  on  terms  we feel are favorable.  We do not anticipate
making  any  additional  acquisitions  in  the  next  12  to  18  months.

     Our  objectives  for earnings growth, return on equity and return on assets
have  been  achieved  primarily  through extensive growth in loans in Kansas and
Florida.  Satisfying  these  objectives  in  the  future will require increasing
amounts  of  capital  to  meet  regulatory  requirements.  We may not be able to
obtain  such  capital  in  adequate  amounts  or  on  attractive  terms.

     OUR  ALLOWANCE FOR LOAN LOSSES MAY NOT BE ADEQUATE.  Our allowance for loan
losses  may  not  be  adequate to cover actual loan losses.  As a lender, we are
exposed  to  the  risk  that  our  customers will be unable to repay their loans
according  to  their terms and that any collateral securing the payment of their
loans  may  not be sufficient to cover repayment.  Credit losses are inherent in
the  lending  business and could have a material adverse effect on our operating
results.  Additionally,  approximately  86.3%  of our loan portfolio on June 30,
2003  consisted  of  construction  loans,  agricultural  loans, loans secured by
commercial  real  estate,  and  commercial business loans. These loans generally
involve  a greater degree of risk of nonpayment or late payment than home equity
loans or residential mortgage loans and carry higher loan balances.  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 quality
and  value  of  the  collateral in the case of collateralized loans, among other
things.  Our  credit  risk with respect to our real estate and construction loan
portfolio relates principally to the general creditworthiness of individuals and
the  value  of  real estate serving as security for the repayment of such loans.
Our  credit  risk  with  respect to our commercial and consumer installment loan
portfolio  relates principally to the general


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creditworthiness  of  businesses  and  individuals within our local markets. Our
credit risk with respect to our agricultural loan portfolio relates, among other
factors,  to  commodity  prices  and  weather  patterns.

     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 our 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.

     CHANGES  IN INTEREST RATES COULD ADVERSELY AFFECT PROFITABILITY.  We may be
unable  to  manage interest rate risk that could reduce our net interest income.
Like  other  financial  institutions,  our  results  of  operations are impacted
principally  by  net  interest  income, which is the difference between interest
earned  on loans and investments and interest expense paid on deposits and other
borrowings.  We  cannot  predict  or control changes in interest rates. Regional
and  local  economic  conditions  and  the  policies  of regulatory authorities,
including  monetary  policies of the Federal Reserve, affect interest income and
interest  expense.  Interest  rate  cuts by the Federal Reserve throughout 2003,
2002  and  2001  have  generally  reduced  our  net  interest  margin.  While we
continually  take  measures  intended to manage the risks from changes in market
interest  rates,  including  interest  rate swap agreements, changes in interest
rates  can  still  have  a  material  adverse  effect  on  our  profitability.

     Although  this  has  not  been  the  case  to date, the recently discovered
defalcations  by  Mr.  Gullion  and the loss of Gold Bank-Kansas' "well-managed"
status  may  result in a reputational or credibility risk that could require our
banks  to  pay  higher  rates  for  deposits.

     FUNDING  OUR  SUBSTANTIAL  CASH  REQUIREMENTS  WITH DIVIDENDS FROM OUR BANK
SUBSIDIARIES  WILL REDUCE THE CAPITAL LEVELS OF THE BANKS AND THUS THEIR ABILITY
TO  GROW.  We  are a separate legal entity from our subsidiaries and do not have
significant  operations  of our own. We depend primarily on dividends we receive
from  our subsidiaries, which may be limited by statute and regulations, and our
cash  and liquid investments to pay dividends on our common stock and to pay our
operating  expenses.  In  addition,  we  had  an aggregate outstanding amount of
$113.3  million in subordinated debt and trust preferred securities, as compared
to  total equity of $240.5 million outstanding, as of June 30, 2003.  Our annual
interest  payments due on these borrowings were approximately $7.5 million as of
June  30,  2003.  In  the  current  interest rate environment, the effect of our
interest  rate  swap agreement will be to reduce such interest payments.  We are
also  dependent  on  dividends  from  our  bank  subsidiaries  to  service these
borrowings,  and  ultimately  for principal repayment at maturity, as well as to
service  our line of credit.  The FRB-KC and the Commissioner have the authority
to  prohibit or limit the payment of dividends by our banking subsidiaries to us
and  the  FRB-KC has the authority to prohibit or limit the payment of dividends
by  us  to  our  stockholders.

     Even  if  our  subsidiaries are able to generate sufficient earnings to pay
dividends  to  us,  their  boards  of  directors  may decide to retain a greater
portion  of  their  earnings  to maintain existing capital or achieve additional
capital  necessary  in  light  of  the  financial  condition,  asset  quality or
regulatory  requirements  of  the subsidiaries or other business considerations.
The  extent to which our bank subsidiaries pay us a significant portion of their
retained  earnings  as  dividends  to fund our substantial cash requirements may
also  reduce  the  ability  of  the  bank subsidiaries to grow while maintaining
regulatory  capital  ratios  at  "well  capitalized"  standards  set  by federal
regulators.

     LOSS OF LIQUIDITY DUE TO BREACHES UNDER OUR CREDIT FACILITIES.  As a result
of  the  misappropriation  of funds by Mr. Gullion and the actions taken by bank
regulatory  authorities  in  response  thereto,  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 the Federal Home Loan Banks have notified
us  that  they  consider  the  Gold  Bank-Kansas agreement for advances to be in
default.  As  of  June 30, 2003, Gold Bank-Kansas had approximately $339 million
outstanding  under  its  agreement with the FHLB of Topeka and approximately $16
million outstanding under its agreement with the FHLB Des Moines.  See "-Capital
and  Liquidity."

     After  we  and  Gold  Bank-Kansas  have  entered  into  the  formal written
agreements  with  the  OSBC  and  the  FRB-KC  discussed  above under "-Internal
Investigation  and  Regulatory  Examination",  we  intend  to  seek  any


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necessary  waivers from the Federal Home Loan Banks of Topeka and Des Moines. If
we  are  unable  to  obtain  waivers of these defaults or replace these lines of
credit  with alternative financing on reasonable terms or conditions, this could
have  a  material  adverse  affect on Gold Bank-Kansas' liquidity and ability to
fund  additional  loan  growth  while  maintaining  sufficient  capital  levels.

     LOCAL  ECONOMIC  CONDITIONS COULD ADVERSELY AFFECT OUR OPERATIONS.  Changes
in  the  local economic conditions could adversely affect our loan portfolio and
results  of operations. Our success depends to a certain extent upon the general
economic  conditions  of  the  local markets that we serve.  Unlike larger banks
that  are  more  geographically  diversified,  we  provide banking and financial
services  to  customers  in  those  markets  in  Kansas,  Oklahoma, Missouri and
Florida, including a number of rural markets, where our subsidiary banks operate
or  are  expected  to  operate.  Our  commercial,  agricultural, real estate and
construction  loans,  and  the ability of the borrowers to repay these loans and
the  value  of  the  collateral  securing these loans, are impacted by the local
economic  conditions.  Favorable  economic  conditions  may not continue in such
markets.

     OUR  ABILITY TO PAY DIVIDENDS ON OUR COMMON STOCK IS LIMITED BY THE ABILITY
OF  OUR  SUBSIDIARY BANKS TO PAY DIVIDENDS UNDER APPLICABLE LAW AND BY CONTRACTS
RELATING TO OUR TRUST PREFERRED SECURITIES.  Our ability to pay dividends on our
common  stock  largely  depends  on our receipt of dividends from our subsidiary
banks.  The  amount  of  dividends  that  our  subsidiary banks may pay to us is
limited  by  federal  and  state  banking  laws and regulations.  As a financial
holding  company,  our  subsidiary  banks  are  required  to  maintain  capital
sufficient  to  meet  the  "well capitalized" standard set by the regulators and
will  be  able to pay dividends to us only so long as their capital continues to
exceed  these  levels.  We  or  our  banks  may  decide  to limit the payment of
dividends  even  when  we or they have the legal ability to pay them in order to
retain earnings for use in our or our banks' business.  Under contracts relating
to  our  trust  preferred securities, we are prohibited from paying dividends on
our  common  stock  if we have not made required payments on, or have elected to
defer  payments  of interest on, the junior subordinated debentures that support
our  trust  preferred  securities  or if an event of default has occurred and is
continuing  with  respect  to such debentures. Substantially similar contractual
provisions related to the trust preferred securities for Gold Bank-Florida limit
the  payment  of  dividends  by  our  Florida  intermediate  holding  company.

     OUR SHAREHOLDER RIGHTS PLAN AND PROVISIONS IN OUR ARTICLES OF INCORPORATION
AND  OUR BYLAWS MAY DELAY OR PREVENT AN ACQUISITION OF US BY A THIRD PARTY.  Our
board of directors has implemented a shareholder rights plan.  The rights, which
are  attached  to  our  shares  and  trade  together with our common stock, have
certain  anti-takeover  effects.  The  plan  may  discourage  or  make  it  more
difficult  for another party to complete a merger or tender offer for our shares
without  negotiating with our board of directors or to launch a proxy contest or
to  acquire  control  of a larger block of our shares.  If triggered, the rights
will cause substantial dilution to a person or group that attempts to acquire us
without approval of our board of directors, and under certain circumstances, the
rights  beneficially  owned by the person or group may become void. In addition,
our executive officers may be more likely to retain their positions with us as a
result  of  the  plan, even if their removal would be beneficial to shareholders
generally.

     Our  articles of incorporation and our bylaws contain provisions, including
a  staggered  board  and  advance  notice  of  stockholder  proposals  and board
nominees,  that  make  it  more  difficult  for a third party to gain control or
acquire  us without the consent of our board of directors. These provisions also
could  discourage  proxy  contests  and may make it more difficult for dissident
shareholders  to  elect  representatives  as  directors and take other corporate
actions. These provisions of our governing documents may also have the effect of
delaying,  deferring  or  preventing  a  transaction or a change in control that
might  be  in  the  best  interest  of  our  shareholders.