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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 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

For the transition period from to
-------------------------- -------------------

Commission file number 001-13712
---------

TECHE HOLDING COMPANY
------------------------------------------------------
(Exact name of registrant as specified in its charter)


Louisiana 72-1287456
- ------------------------------- ------------------------------------
(State or other jurisdiction of (I.R.S. employer identification no.)
incorporation or organization)

211 Willow Street, Franklin, Louisiana 70538
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)


Registrant's telephone number, including area code (337) 828-3212
-------------------

N/A
---------------------------------------------------
Former name, former address and former fiscal year,
if changed since last report.

Indicate by check X whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No
--- ---

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of August 8, 2003.

Class Outstanding
- ------------------------------------ -------------------
$.01 par value common stock 2,308,685




TECHE HOLDING COMPANY
FORM 10-Q
FOR THE QUARTER ENDED JUNE 30, 2003

INDEX

Page
Number
------

PART I - CONSOLIDATED FINANCIAL INFORMATION

Item 1. Financial Statements 1
Item 2. Management's Discussion and Analysis of Financial 6
Condition and Results of Operations
Item 3. Quantitative and Qualitative Disclosures About Market Risk 9
Item 4. Controls and Procedures 9

PART II - OTHER INFORMATION

Item 1. Legal Proceedings 10
Item 2. Changes in Securities 10
Item 3. Defaults upon Senior Securities 10
Item 4. Submission of Matters to a Vote of Security Holders 10
Item 5. Other Materially Important Events 10
Item 6. Exhibits and Reports on Form 8-K 10

SIGNATURES 11




TECHE HOLDING COMPANY
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)




At At
June 30, September 30,
2003 2002*
------------------ -------------------
(unaudited)

ASSETS
Cash and cash equivalents.................................................... $ 21,088 $ 35,375
Securities available-for-sale, at
fair value (amortized cost of $101,232 and $63,009)........................ 101,981 64,110
Securities held to maturity (estimated fair value of $15,318 and $31,188).... 15,250 30,897
Loans receivable, net of allowance for loan losses
of $3,397 and $3,459....................................................... 345,771 350,623
Accrued interest receivable.................................................. 2,203 2,501
Investment in Federal Home Loan Bank stock, at cost.......................... 5,313 5,211
Real estate owned, net....................................................... 681 580
Prepaid expenses and other assets............................................ 684 742
Life insurance contracts..................................................... 9,186 8,772
Premises and equipment, at cost less accumulated depreciation................ 15,530 15,206
-------- --------
TOTAL ASSETS........................................................... $517,687 $514,017
======== ========

LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits..................................................................... $355,348 $349,125
Advances from Federal Home Loan Bank......................................... 98,688 103,471
Advance payments by borrowers for taxes and insurance........................ 1,188 1,352
Accrued interest payable..................................................... 629 702
Accounts payable and other liabilities....................................... 3,068 3,001
------- ---------
Total liabilities...................................................... $458,921 457,651
======= --------

COMMITMENTS AND CONTINGENCIES - -

STOCKHOLDERS' EQUITY:
Common stock, $.01 par value, 10,000,000 shares
authorized; 4,395,473 shares issued...................................... 44 44
Preferred stock, 5,000,000 shares authorized;
none issued.............................................................. - -
Additional paid in capital................................................. 45,314 44,618
Retained earnings.......................................................... 45,678 41,713
Unearned ESOP shares....................................................... (507) (757)
Treasury stock - 2,086,388 and 2,005,588 shares, at cost................... (32,249) (29,968)
Unrealized gain on securities available-for-sale, net of
deferred income taxes.................................................... 486 716
-------- --------
Total stockholders' equity............................................. 58,766 56,366
-------- --------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY............................. $517,687 $514,017
======== ========



- --------------------
*The consolidated balance sheet at September 30, 2002 has been derived from the
audited balance sheet at that date. See notes to unaudited consolidated
financial statements.

1



TECHE HOLDING COMPANY
UNAUDITED CONSOLIDATED STATEMENTS OF INCOME
(IN THOUSANDS)




For Three Months For Nine Months
Ended June 30, Ended June 30,
-------------------- ---------------------
2003 2002 2003 2002
-------- -------- -------- --------

INTEREST INCOME
Interest and fees on loans ............. $ 6,405 $ 7,080 $ 19,434 $ 21,867
Interest and dividends on investments .. 817 1,259 2,756 3,394
Other interest income .................. 65 65 250 242
-------- -------- -------- --------
7,287 8,404 22,440 25,503
-------- -------- -------- --------
INTEREST EXPENSE:
Deposits ............................... 1,848 2,566 6,018 8,366
Advances from Federal Home Loan Bank ... 1,463 1,378 4,457 4,099
-------- -------- -------- --------
3,311 3,944 10,475 12,465
-------- -------- -------- --------

NET INTEREST INCOME ...................... 3,976 4,460 11,965 13,038

PROVISION FOR LOAN LOSSES ................ 15 55 60 145
-------- -------- -------- --------

NET INTEREST INCOME AFTER PROVISION
FOR LOAN LOSSES ........................ 3,961 4,405 11,905 12,893
-------- -------- -------- --------

NON-INTEREST INCOME:
Service charges and other .............. 2,112 1,878 6,022 5,607
(Loss) Gain on sale of real estate owned (8) - (22) 20
Gain (Loss) on sale of fixed assets .... - 3 2 -
Other income ........................... 716 146 1,187 229
-------- -------- -------- --------
TOTAL NON-INTEREST INCOME ................ 2,820 2,027 7,189 5,856
-------- -------- -------- --------

Gain on sale of securities ............... - - 19 86

NON-INTEREST EXPENSE:
Compensation and employee benefits ..... 1,906 1,865 5,662 5,514
Occupancy expense ...................... 919 796 2,649 2,522
Marketing and professional ............. 500 606 1,391 1,594
Other operating expenses ............... 650 705 2,066 2,092
-------- -------- -------- --------
TOTAL NON-INTEREST EXPENSE ......... 3,975 3,972 11,768 11,722
-------- -------- -------- --------
INCOME BEFORE INCOME TAXES ............... 2,806 2,460 7,345 7,113
INCOME TAXES ............................. 968 834 2,534 2,454
-------- -------- -------- --------
NET INCOME ............................... $ 1,838 $ 1,626 $ 4,811 $ 4,659
======== ======== ======== ========
BASIC EARNINGS PER COMMON SHARE .......... $ 0.79 $ 0.71 $ 2.13 $ 2.04
======== ======== ======== ========
DILUTED EARNINGS PER COMMON SHARE ........ $ 0.74 $ 0.67 $ 1.99 $ 1.93
======== ======== ======== ========

SHARES OUTSTANDING FOR EARNINGS PER
SHARE CALCULATIONS
BASIC .......................... 2,326 2,293 2,271 2,289
DILUTED ........................ 2,498 2,434 2,427 2,410



See notes to unaudited consolidated financial statements.

2



TECHE HOLDING COMPANY
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)





For the Nine Months
Ended June 30,
2003 2002
-------- --------

CASH FLOWS FROM OPERATING ACTIVITIES
Net income ........................................................ $ 4,811 $ 4,659
Adjustments to reconcile net income to net cash provided by
operating activities:
Provision for loan losses ..................................... 60 145
Depreciation .................................................. 682 836
Other items - net ............................................. 529 (574)
-------- --------
Net cash provided by operating activities ................. 6,082 5,066
-------- --------

CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of securities available for sale ......................... (62,687) (55,460)
Principal repayments on mortgage-backed securities available
for sale ........................................................ 23,349 22,572
Loan (originations) repayments, net ............................... (9,908) 24,220
Investment in FHLB stock .......................................... (102) (108)
Purchase of premises and equipment ................................ (1,006) (1,710)
Sales of investment securities available-for-sale ................. 134 342
Purchase of securities held to maturity ........................... - (25,772)
Purchase of life insurance contracts .............................. - (5,000)
Principal repayments on mortgage-backed securities held to maturity 15,647 2,966
Proceeds from sale of loans ....................................... 15,236 -
-------- --------
Net cash used in investing activities ......................... (19,337) (37,950)
-------- --------

CASH FLOWS FROM FINANCING ACTIVITIES:
Net increase in deposits .......................................... 6,223 12,923
Net (decrease) increase in FHLB advances .......................... (4,783) 27,351
Net decrease in advance payments by borrowers for
taxes and insurance ............................................. (164) (470)
Dividends paid .................................................... (923) (851)
Purchase of common stock for treasury ............................. (2,281) (1,884)
Exercise of stock options ......................................... 696 787
-------- --------
Net cash (used in) provided by financing activities ........... (1,232) 37,856
-------- --------

NET (DECREASE) INCREASE IN CASH ..................................... (14,487) 4,972
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD ...................... 35,575 24,108
-------- --------
CASH AND CASH EQUIVALENTS, END OF PERIOD ............................ $ 21,088 $ 29,080
-------- --------



See notes to unaudited consolidated financial statements.

3



TECHE HOLDING COMPANY
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS



NOTE 1 - PRINCIPLES OF CONSOLIDATION

The consolidated financial statements as of and for the three and nine
month periods ended June 30, 2003 and 2002 include the accounts of
Teche Holding Company (the "Company") and its subsidiary, Teche Federal
Savings Bank (the "Bank"). The Company's business is conducted
principally through the Bank. All significant intercompany accounts and
transactions have been eliminated in consolidation.

NOTE 2 - BASIS OF PRESENTATION

The accompanying consolidated financial statements were prepared in
accordance with instructions for Form 10-Q and, therefore, do not
include all information necessary for a complete presentation of
consolidated financial condition, results of operations, and cash flows
in conformity with accounting principles generally accepted in the
United States of America. However, all adjustments, consisting of
normal recurring accruals, which, in the opinion of management, are
necessary for a fair presentation of the consolidated financial
statements have been included. The results of operations for the period
ended June 30, 2003 are not necessarily indicative of the results which
may be expected for the entire fiscal year or any other period.

NOTE 3 - EARNINGS PER SHARE

Following is a summary of the information used in the computation of
basic and diluted income per common share for the three and nine months
ended June 30, 2003 and 2002.



Three Months Ended Nine Months Ended
June 30, June 30,
------------- -----------------
2003 2002 2003 2002
----- ----- ----- -----
(In thousands)

Weighted average number of common
shares outstanding - used in computation
of basic income per common share .......... 2,326 2,293 2,271 2,289
Effect of dilutive securities:
Stock options ............................. 172 141 156 121
----- ----- ----- -----
Weighted average number of common
shares outstanding plus effect of dilutive
securities - used in computation of diluted
net income per common share ............... 2,498 2,434 2,427 2,410
===== ===== ===== =====


4



NOTE 4 - COMPREHENSIVE INCOME

Comprehensive income includes net income and other comprehensive income which,
in the case of the Company, only includes unrealized gains and losses on
securities available-for-sale. Following is a summary of the Company's
comprehensive income for the three and nine months ended June 30, 2003 and 2002.




For three months For nine months
Ended June 30, Ended June 30,
------------------ ------------------
2003 2002 2003 2002
------- ------- ------- -------

Net Income .................................. $ 1,838 $ 1,626 $ 4,811 $ 4,659
Other comprehensive income (loss), net of tax (45) 385 (230) (214)
------- ------- ------- -------
Total comprehensive income .................. $ 1,793 $ 2,011 $ 4,581 $ 4,445
======= ======= ======= =======



NOTE 5 - STOCK BASED COMPENSATION

The Company applies the Accounting Practices Board (APB) Option No. 25 and
related interpretations in accounting for its stock options. Accordingly, no
compensation cost has been recognized. The Company has adopted the
disclosure-only option under SFAS No. 123. Had compensation costs for the
Company's stock options been determined based on the fair value at the grant
date, consistent with the method under SFAS No. 123, the Company's net income
and income per share would have been as indicated below:




For three months For nine months
Ended June 30, Ended June 30,
---------------------- ----------------------
2003 2002 2003 2002
--------- --------- --------- ---------

Net income (in thousands):
As reported ........................... $ 1,838 $ 1,626 $ 4,811 $ 4,659
Deduct total stock based compensation
determined under fair value method (31) (23) (95) (69)
--------- --------- --------- ---------
Pro forma ............................ $ 1,807 $ 1,603 $ 4,716 $ 4,590
========= ========= ========= =========
Basic income per share:
As reported ........................... $ 0.79 $ 0.71 $ 2.12 $ 2.04
Pro forma ............................. $ 0.78 $ 0.70 $ 2.08 $ 2.01
Diluted income per share:
As reported ........................... $ 0.74 $ 0.67 $ 1.98 $ 1.93
Pro forma ............................. $ 0.72 $ 0.66 $ 1.94 $ 1.90


5



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

General

The Company may from time to time make written or oral "forward-looking
statements" including statements contained in this Report and in other
communications by the Company which are made in good faith pursuant to the "safe
harbor" provisions of the Private Securities Litigation Reform Act of 1995.
These forward-looking statements, such as statements of the Company's plans,
objectives, expectations, estimates and intentions, involve risks and
uncertainties and are subject to change based on various important factors (some
of which are beyond the Company's control). The following factors, among others,
could cause the Company's financial performance to differ materially from the
plans, objectives, expectations, estimates and intentions expressed in such
forward-looking statements: the strength of the United States economy in general
and the strength of the local economies in which the Company conducts
operations; the effects of, and changes in, trade, monetary and fiscal policies
and laws, including interest rate policies of the Board of Governors of the
Federal Reserve System, inflation, interest rates, market and monetary
fluctuations; the timely development of and acceptance of new products and
services of the Company and the perceived overall value of these products and
services by users, including the features, pricing and quality compared to
competitors' products and services; the willingness of users to substitute
competitors' products and services for the Company's products and services; the
success of the Company in gaining regulatory approval of its products and
services, when required; the impact of changes in financial services' laws and
regulations (including laws concerning taxes, banking, securities and
insurance); technological changes; acquisitions; changes in consumer spending
and saving habits; and the success of the Company at managing the risks involved
in the foregoing.

Comparison of Financial Condition at June 30, 2003 and September 30, 2002

The Company's total assets at June 30, 2003 and September 30, 2002 totaled
$517.7 million and $514.0 million, respectively, an increase of $3.7 million or
0.7%.

Securities available-for-sale totaled $102 million and securities held to
maturity totaled $15.3 million at June 30, 2003, which represents an aggregate
increase of $22.2 million or 23.4% as compared to September 30, 2002.

Loans receivable totaled $345.8 million at June 30, 2003, which represented a
$4.9 million or 1.4% decrease compared to September 30, 2002. During the quarter
ended June 30, 2003, the Company sold $14.7 million of fast pre-paying mortgage
loans and reinvested the proceeds in U.S. government agency mortgage-backed
securities.

Total deposits, after interest credited, at June 30, 2003, were $355.3 million,
which represents an increase of $6.2 million or 1.8% as compared to September
30, 2002.

At June 30, 2003, advances decreased $4.8 million or 4.6% as compared to the
amount at September 30, 2002, as a result of normal repayments on amortizing
advances.

Stockholders' equity increased by $2.4 million to $58.8 million at June 30,
2003, from $56.4 million at September 30, 2002, primarily due to earnings,
offset partially by stock repurchased and dividends. During the nine month
period ended June 30, 2003, the Company repurchased 18,400 shares at an average
price of approximately $31.89 per share.

6



Comparison of Operating Results for the Three and Nine Months Ended June 30,
2003 and 2002

Net Income. The Company had net income of $1.8 million or $0.74 per diluted
share, and $4.8 million or $1.99 per diluted share, for the three and nine
months ended June 30, 2003 as compared to net income of $1.6 million or $0.67
per share, and $4.7 million or $1.93 per share, for the three and nine month
periods ended June 30, 2002, respectively.

Total Interest Income. Total interest income decreased by $1.1 million or 13.3%
and $3.1 million or 12.0% for the three and nine months ended June 30, 2003,
respectively, as compared to the same periods ended June 30, 2002 due primarily
to a decrease in the average balance of the mortgage loan portfolio. Also, the
average yield on loans decreased to 7.19% and 7.44% for the three and nine
months ended June 30, 2003 from 7.84% and 7.93% for the same respective periods
in 2002.

Total Interest Expense. Total interest expense decreased $633,000 or 16.0% and
$2.0 million or 16.0%, respectively, for the three and nine month periods ended
June 30, 2003 due to a decrease in interest rates paid on deposits and advances.

Net Interest Income. Net interest income decreased $484,000 or 10.9% and $1.1
million or 8.2% for the three and nine month periods ended June 30, 2003, as
compared to the same periods ended June 30, 2002. Interest rates paid on
deposits and advances continued to decrease during the periods as a result of
lower market interest rates. Additionally, the Company increased the origination
of consumer and commercial loans, which have higher interest rates than mortgage
loans.

Provision for Loan Losses. The provision for loan losses decreased $40,000 and
$85,000, respectively, for the three and nine month periods ended June 30, 2003,
as compared to the same periods in 2002, due primarily to management's
assessment of the performance of the loan portfolio.

Management periodically estimates the likely level of losses to determine
whether the allowance for loan losses is adequate to absorb probable losses in
the existing portfolio. Based on these estimates, an amount is charged or
credited to the provision for loan losses and credited or charged to the
allowance for loan losses in order to adjust the allowance to a level determined
to be adequate to absorb anticipated future losses. These estimates are made at
least every quarter and there has been no significant changes in the Company's
estimation methods during the current period.

Management's judgment as to the level of the allowance for loan losses involves
the consideration of current economic conditions and their potential effects on
specific borrowers, an evaluation of the existing relationships among loans,
known and inherent risks in the loan portfolio and the present level of the
allowance, results of examination of the loan portfolio by regulatory agencies
and management's internal review of the loan portfolio. In determining the
collectibility of certain loans, management also considers the fair value of any
underlying collateral. In addition, management considers changes in loan
concentrations, quality and terms that occurred during the period in determining
the appropriate amount of the allowance for loan losses. Because certain types
of loans have higher credit risk, greater concentrations of such loans may
result in an increase to the allowance. For this reason, management segregates
the loan portfolio by type of loan and number of days of past due loans.
Management also considers qualitative factors in determining the amount of the
allowance such as the level of and trends in non-performing loans during the
period, the Bank's historical loss experience and historical charge-off
percentages for state and national savings associations for similar types of
loans. In recent years, the Bank's charge-offs have been low and, consequently,
additions to the allowance have been more reflective of other qualitative
factors such as the types of loans added during the period and statistical
analysis of local and national charge-off percentages.

7



Non-Interest Income. Total non-interest income increased $793,000 and $1.3
million for the three and nine month periods ended June 30, 2003 due to an
increase in fee income from demand deposit accounts and a $536,000 gain from the
sale of mortgage loans during this quarter. The nine month period ended June 30,
2003 also includes a $120,000 gain from the sale of the Bank's Visa loan
portfolio and a $325,000 increase in income from life insurance contracts as
compared to the prior period.

Non-Interest Expense. Total non-interest expense increased slightly $3,000 and
$46,000, respectively, during the three and nine months ended June 30, 2003, as
compared to the same periods in 2002.

Income Tax Expense. Income taxes remained relatively stable at approximately 35%
of income before income taxes for the three and nine months period ended June
30, 2003.

Liquidity and Capital Resources

Under current Office of Thrift Supervision ("OTS") regulations, the Bank is
required to maintain certain levels of capital. As of June 30, 2003, the Bank
was in compliance with its three regulatory capital requirements as follows:


Amount Percent
------ -------
(In thousands)

Tangible capital ................... $48,779 9.48%
Tangible capital requirement ....... 10,293 2.00%
------- ----
Excess over requirement ............ $38,486 7.48%
======= ====

Core capital ....................... $48,779 9.48%
Core capital requirement ........... 20,586 4.00%
------- ----
Excess over requirement ............ $28,193 5.48%
======= ====

Risk based capital ................. $52,115 17.83%
Risk based capital requirement...... 23,385 8.00%
------- ----
Excess over requirement ............ $28,730 9.83%
======= ====

Management believes that under current regulations, the Bank will continue to
meet its minimum capital requirements in the foreseeable future. Events beyond
the control of the Bank, such as increased interest rates or a downturn in the
economy in areas in which the Bank operates could adversely affect future
earnings and as a result, the ability of the Bank to meet its future minimum
capital requirements.

The Bank's liquidity is a measure of its ability to fund loans, pay withdrawals
of deposits, and other cash outflows in an efficient, cost effective manner. The
Bank's primary source of funds are deposits and scheduled amortization and
repayments of loan and mortgage-backed principal. The Bank also utilizes
advances from the Federal Home Loan Bank of Dallas for its investment and
lending activities. As of June 30, 2003, such borrowed funds totaled $98.7
million. Loan payments, maturing investments and mortgage-backed security
prepayments are greatly influenced by general interest rates, economic
conditions and competition.

8



Quantitative and Qualitative Disclosures About Market Risk

There have been no significant changes from the information regarding market
risk disclosed under the heading "Asset and Liability Management" in the
Company's Annual Report for the fiscal year ended September 30, 2002.

Key Operating Ratios(1)



At or For the At or For the
Three Months Ended Nine Months Ended
June 30, June 30,
-------------------------- -------------------------
2003 2002 2003 2002
---- ---- ---- ----
(Unaudited) (Unaudited)

Return on average assets.................. 1.42% 1.29% 1.24% 1.25%
Return on average equity.................. 12.63% 12.03% 11.17% 11.69%
Average interest rate spread.............. 2.95% 3.31% 2.95% 3.16%
Nonperforming assets to total assets...... 0.34% 0.31% 0.34% 0.31%
Nonperforming loans to total loans........ 0.30% 0.33% 0.30% 0.33%
Average net interest margin............... 3.30% 3.75% 3.31% 3.68%
Tangible book value per share............. $25.45 $23.13 $25.45 $23.13


(1) Annualized where appropriate.

Disclosure Controls and Procedures

Evaluation of disclosure controls and procedures. Based on their
evaluation of the Company's disclosure controls and procedures (as defined in
Rule 13a-15(e) under the Securities Exchange Act of 1934 (the "Exchange Act")),
the Company's principal executive officer and principal financial officer have
concluded that as of the end of the period covered by this Quarterly Report on
Form 10-Q such disclosure controls and procedures are effective to ensure that
information required to be disclosed by the Company in reports that it files or
submits under the Exchange Act is recorded, processed, summarized and reported
within the time periods specified in Securities and Exchange Commission rules
and forms.

Internal Controls

Changes in internal control over financial reporting. During the
quarter under report, there was no change in the Company's internal control over
financial reporting that has materially affected, or is reasonably likely to
materially affect, the Company's control over financial reporting.

9



PART II


ITEM 1. LEGAL PROCEEDINGS

Neither the Company nor the Bank was engaged in any legal
proceeding of a material nature at June 30, 2003. From time to
time, the Company is a party to legal proceedings in the
ordinary course of business wherein it enforces its security
interest in loans.

ITEM 2. CHANGES IN SECURITIES

Not applicable.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

Not applicable.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

Not applicable.

ITEM 5. OTHER MATERIALLY IMPORTANT EVENTS

Not applicable.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(a) Exhibits

31 Certification pursuant to ss.302 of the
Sarbanes-Oxley Act of 2002
32 Certification pursuant to ss.906 of the
Sarbanes-Oxley Act of 2002.

(b) Reports on Form 8-K

The Company filed a Form 8-K on April 30, 2003 to
report earnings for the quarter ended March 31, 2003
(Items 7 and 12).


10



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.


TECHE HOLDING COMPANY



Date: August 14, 2003 By: /s/Patrick O. Little
------------------------------------------
Patrick O. Little
President and Chief Executive Officer
(Principal Executive Officer)



Date: August 14, 2003 By: /s/J. L. Chauvin
------------------------------------------
J. L. Chauvin
Vice President and Chief Financial Officer
(Principal Accounting Officer)

11