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

FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2002

OR

[   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Commission file number 001-15495

CHARTER ONE FINANCIAL, INC.

(216) 566-5300

NOT APPLICABLE

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (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     

The number of shares outstanding of the registrant’s sole class of common stock as of July 31, 2002 was 218,615,797.

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TABLE OF CONTENTS

Item
Number				Page
PART I — FINANCIAL STATEMENTS
	1.    Financial Statements
		Consolidated Statements of Financial Condition — June 30, 2002 and December 31, 2001			1
		Consolidated Statements of Income — Three and six months ended June 30, 2002 and 2001			2
		Consolidated Statements of Cash Flows — Six months ended June 30, 2002 and 2001			3
		Notes to Consolidated Financial Statements			4
	2.    Management’s Discussion and Analysis of Financial Condition and Results of Operations				6
	3.    Quantitative and Qualitative Disclosure About Market Risk				24
PART II — OTHER INFORMATION
	4.    Submission of Matters to a Vote of Security Holders				25
	5.    Other Information				25
	6.    Exhibits and Reports on Form 8-K				25
Signatures					26
Certifications					26

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PART I — FINANCIAL INFORMATION

ITEM 1. Financial Statements

CHARTER ONE FINANCIAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(unaudited)

					6/30/02				12/31/01
					(Dollars in thousands,
					except per share data)
ASSETS
Cash accounts					$	583,448			$	472,658
Interest-bearing deposits with banks						9,123				8,355
Federal funds sold and other						800,509				35,507
		Total cash and cash equivalents				1,393,080				516,520
Investment securities:
	Available for sale					169,203				129,312
	Held to maturity (fair value of $4,651 and $6,467)					4,381				6,274
Mortgage-backed securities:
	Available for sale					9,634,674				8,030,512
	Held to maturity (fair value of $759,307 and $1,022,658)					728,003				983,904
Loans and leases, net						24,382,986				25,396,071
Loans held for sale						161,438				332,629
Bank owned life insurance						814,429				808,231
Federal Home Loan Bank and Federal Reserve Bank stock						668,905				617,836
Premises and equipment						362,909				352,235
Accrued interest receivable						165,262				162,065
Real estate and other collateral owned						44,511				54,351
Loan servicing assets						175,650				139,840
Goodwill						378,078				350,839
Other assets						299,303				293,897
		Total assets			$	39,382,812			$	38,174,516
LIABILITIES AND SHAREHOLDERS’ EQUITY
Deposits					$	26,557,315			$	25,123,309
Federal Home Loan Bank advances						7,841,524				8,657,238
Federal funds purchased and repurchase agreements						53,089				203,259
Other borrowings						720,133				304,410
Advance payments by borrowers for taxes and insurance						51,822				54,103
Accrued interest payable						38,029				57,704
Accrued expenses and other liabilities						1,087,446				845,993
		Total liabilities				36,349,358				35,246,016
Commitments and contingencies						—				—
Shareholders’ equity:
	Preferred stock — $.01 par value per share; 20,000,000 shares authorized and unissued					—				—
	Common stock — $.01 par value per share; 360,000,000 shares authorized; 224,853,682 and 224,855,827 shares issued					2,249				2,249
	Additional paid-in capital					2,104,361				2,091,767
	Retained earnings					971,103				811,093
	Less 4,662,584 and 516,082 shares of common stock held in treasury at cost					(135,378	)			(14,586	)
	Accumulated other comprehensive income					91,119				37,977
			Total shareholders’ equity			3,033,454				2,928,500
			Total liabilities and shareholders’ equity		$	39,382,812			$	38,174,516

See Notes to Consolidated Financial Statements.

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CHARTER ONE FINANCIAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(unaudited)

				Three Months Ended								Six Months Ended
				6/30/02				6/30/01				6/30/02				6/30/01
				(Dollars in thousands, except per share data)
Interest income:
	Loans and leases			$	415,057			$	458,851			$	842,895			$	925,518
	Mortgage-backed securities:
		Available for sale			141,773				84,613				252,901				167,337
		Held to maturity			12,261				23,283				27,061				49,570
	Investment securities:
		Available for sale			2,625				2,216				5,587				5,052
		Held to maturity			60				91				131				236
	Other interest-earning assets				9,478				10,888				17,390				21,505
		Total interest income			581,254				579,942				1,145,965				1,169,218
Interest expense:
	Deposits				169,576				216,327				339,977				430,784
	FHLB advances				103,927				128,186				207,643				263,933
	Other borrowings				9,884				7,758				17,381				17,349
		Total interest expense			283,387				352,271				565,001				712,066
		Net interest income			297,867				227,671				580,964				457,152
Provision for loan and lease losses					55,277				17,076				83,994				34,804
		Net interest income after provision for loan and lease losses			242,590				210,595				496,970				422,348
Other income:
	Retail banking				83,543				72,130				157,299				139,499
	Mortgage banking				9,168				8,830				20,458				18,310
	Leasing operations				317				331				587				1,538
	Net gains				37,840				25,580				59,567				41,674
	Bank owned life insurance and other				8,924				9,785				18,432				19,634
		Total other income			139,792				116,656				256,343				220,655
Administrative expenses:
	Compensation and employee benefits				80,645				65,438				157,897				133,537
	Net occupancy and equipment				27,634				26,314				56,197				53,175
	Marketing expenses				10,012				9,633				18,841				15,692
	Federal deposit insurance premiums				1,106				932				2,317				1,848
	Amortization of goodwill				3,832				4,039				7,730				8,078
	Other administrative expenses				49,219				44,467				95,526				86,079
		Total administrative expenses			172,448				150,823				338,508				298,409
Income before income taxes					209,934				176,428				414,805				344,594
Income taxes					66,654				56,016				131,702				109,392
		Net income		$	143,280			$	120,412			$	283,103			$	235,202
Basic earnings per share(1)				$	.65			$	.55			$	1.28			$	1.07
Diluted earnings per share(1)				$	.63			$	.54			$	1.25			$	1.05
Average common shares outstanding(1):
	Basic				220,188,006				217,811,601				220,420,017				218,330,403
	Diluted				227,736,469				223,381,474				227,307,251				223,812,751

See Notes to Consolidated Financial Statements.

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CHARTER ONE FINANCIAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)

					Six Months Ended
					6/30/02				6/30/01
					(Dollars in thousands)
Cash flows from operating activities:
	Net income				$	283,103			$	235,202
	Adjustments to reconcile net income to net cash provided by operating activities:
		Provision for loan and lease losses				83,994				34,804
		Net gains				(69,787	)			(45,065	)
		Accretion of discounts, amortization of premiums, amortization of goodwill and depreciation, net				59,264				51,939
		Origination of loans held for sale				(1,125,258	)			(759,925	)
		Proceeds from sale of loans held for sale				1,122,671				762,967
		Increase (decrease) in accrued interest payable				(19,675	)			36,920
		Other				308,762				285,988
			Net cash provided by operating activities			643,074				602,830
Cash flows from investing activities:
	Net principal disbursed on loans and leases					(2,968,722	)			(3,753,417	)
	Proceeds from principal repayments and maturities of:
		Mortgage-backed securities held to maturity				258,232				237,631
		Mortgage-backed securities available for sale				817,069				471,215
		Investment securities held to maturity				1,751				15,946
		Investment securities available for sale				21,059				323,393
	Proceeds from sale of:
		Mortgage-backed securities available for sale				4,416,575				1,893,114
		Investment securities available for sale				645				5,104
		Federal Home Loan Bank and Federal Reserve Bank stock				7,538				6,353
	Purchase of:
		Mortgage-backed securities available for sale				(2,431,548	)			(652,086	)
		Investment securities available for sale				(29,315	)			(4,080	)
		Federal Home Loan Bank and Federal Reserve Bank stock				(41,588	)			—
		Loans				(10,090	)			(11,723	)
		Loan servicing assets, including those originated				(57,088	)			(25,778	)
	Net cash paid in connection with business combination					(90,425	)			—
	Other					(52,574	)			(52,643	)
			Net cash used in investing activities			(158,481	)			(1,546,971	)
Cash flows from financing activities:
	Net decrease in short-term borrowings					(975,170	)			(340,690	)
	Proceeds from long-term borrowings					420,832				517,177
	Repayments of long-term borrowings					(11,057	)			(509,762	)
	Increase in deposits					1,190,934				1,514,400
	Decrease in advance payments by borrowers for taxes and insurance					(2,281	)			(6,641	)
	Payment of dividends on common stock					(92,560	)			(78,804	)
	Proceeds from issuance of common stock					40,378				31,829
	Purchase of treasury stock					(179,109	)			(93,044	)
		Net cash provided by financing activities				391,967				1,034,465
Net increase in cash and cash equivalents						876,560				90,324
Cash and cash equivalents, beginning of the period						516,520				531,257
Cash and cash equivalents, end of period					$	1,393,080			$	621,581
Supplemental disclosure of cash flow information:
	Cash paid for interest on deposits and borrowings				$	667,955			$	858,057
	Cash paid for income taxes					4,500				—
Supplemental schedule of noncash activities:
	Loans exchanged for mortgage-backed securities					4,256,953				3,190,525

See Notes to Consolidated Financial Statements.

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CHARTER ONE FINANCIAL, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

1.		These interim consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Charter One Financial, Inc. (the “Company” or “Charter One”) Annual Report on Form 10-K for the year ended December 31, 2001. The interim financial statements reflect all adjustments which are, in the opinion of management, necessary for a fair presentation of the results for the periods presented. Such adjustments are of a normal recurring nature. The results of operations for the interim periods disclosed herein are not necessarily indicative of the results that may be expected for a full year.
2.		Charter One has one operating segment, consumer banking, which offers an array of products and services to its customers. Pursuant to its consumer banking strategy, emphasis is placed on building relationships and identifying cross-sell opportunities with its customers, as opposed to building specific lines of business. As a result, Charter One prefers to work as an integrated unit to customize solutions for its customers, with business line emphasis and product offerings changing over time as needs and demands change.
3.		In July 2001, the Financial Accounting Standards Board (“FASB”) issued Statement of Financial Accounting Standards (“SFAS”) No. 141, “Business Combinations,” and SFAS No. 142, “Goodwill and Other Intangible Assets.” These statements change the accounting for business combinations and goodwill. SFAS No. 141 requires that the purchase method of accounting be used for all business combinations initiated after June 30, 2001. Use of the pooling-of-interests method is prohibited. SFAS No. 142 changes the accounting for goodwill and certain intangible assets from an amortization method to an impairment-only approach. Any goodwill arising from business combinations initiated after June 30, 2001 is not amortized. On an annual basis, and when there is reason to suspect that their values have been diminished or impaired, goodwill and certain intangible assets must be tested for impairment and write-downs may be necessary. Additionally, amortization of goodwill recorded for past business combinations ceased upon adoption of SFAS No. 142 on January 1, 2002.
		The following table reconciles reported net income to pro forma adjusted net income for the three and six months ended June 30, 2002 and 2001, respectively:

			Three Months Ended								Six Months Ended
			6/30/02				6/30/01				6/30/02				6/30/01
			(Dollars in thousands, except per share data)
Reported net income			$	143,280			$	120,412			$	283,103			$	235,202
Add: Goodwill amortization (excluding branch acquisitions)				—				741				—				1,482
	Pro forma adjusted net income		$	143,280			$	121,153			$	283,103			$	236,684
Basic earnings per share:
Reported net income			$	.65			$	.55			$	1.28			$	1.07
Add: Goodwill amortization				—				—				—				—
	Pro forma adjusted net income		$	.65			$	.55			$	1.28			$	1.07
Diluted earnings per share:
Reported net income			$	.63			$	.54			$	1.25			$	1.05
Add: Goodwill amortization (excluding branch acquisitions)				—				—				—				—
	Pro forma adjusted net income		$	.63			$	.54			$	1.25			$	1.05

		SFAS No. 142 requires a transitional impairment test be applied to all goodwill within the first half of 2002 and any resulting impairment loss be reported as a change in accounting principle. The Company has performed a transitional impairment test on its goodwill assets as of January 1, 2002. No impairment loss was recognized as a result of this test.
		In May 2002, the FASB issued an Exposure Draft, “Acquisitions of Certain Financial Institutions,” that would amend SFAS No. 72, “Accounting for Certain Acquisitions of Banking or Thrift Institutions,” and Interpretation No. 9, “Applying APB Opinions No. 16 and 17 When a Savings and Loan Association or a Similar Institution Is Acquired in a Business Combination,” to remove from their scope all financial institution acquisitions, except for transactions between two or more mutual enterprises. Those transactions would be accounted for under SFAS Nos. 141 and 142, prospectively. The amendments to SFAS No. 72 and Interpretation 9 would be effective for transactions completed after a final Statement is issued.

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		The Exposure Draft would require that unidentifiable intangible assets previously recognized under SFAS No. 72 be reclassified and accounted for as goodwill if both of the following criteria are met: (1) the transaction in which the unidentifiable intangible assets arose was a business combination and (2) intangible assets required to be separately recognized under SFAS No. 141 were recognized apart from the unidentifiable intangible asset in that transaction and accounted for separately after the date of acquisition. In August 2002, the FASB redeliberated the Exposure Draft and deleted the second criterion discussed above. The FASB affirmed all other provisions of the Exposure Draft and granted its staff permission to proceed to draft a final Statement for vote by written ballot. The FASB plans to issue a final Statement by the end of the year.
		Pending the issuance of a final Statement, the Company has continued its amortization of goodwill related to branch acquisitions. The Company’s amortization of goodwill related to branch acquisitions amounted to $3.8 million and $7.7 million, before tax, for the three and six months ended June 30, 2002, respectively, and $2.9 million and $5.8 million, before tax, for the three and six months ended June 30, 2001, respectively. The amortization is included in the consolidated statements of income under the caption “amortization of goodwill.” Once the proposed Statement becomes effective, the Company may be permitted to reverse any amortization of goodwill related to branch acquisitions recognized in the consolidated financial statements since the Company’s adoption of SFAS No. 142 on January 1, 2002.
4.		On January 7, 2002, Charter One Bank, F.S.B. (the “Bank”) filed an application with the Office of the Comptroller of the Currency to convert from a thrift to a national bank. The conversion was effective May 7, 2002 and resulted in changing the Bank’s name to Charter One Bank, N.A. from Charter One Bank, F.S.B.
5.		On May 24, 2002, the Company completed its acquisition of Charter National Bancorp, Inc. (“Charter National”), the holding company of Charter Bank in Wyandotte, Michigan. On May 24, 2002, Charter National had assets of $353.2 million and deposits of $242.3 million in eight branches located south of Detroit, Michigan. The Company paid $90.4 million in cash consideration and recorded $34.8 million of goodwill based on a preliminary determination of the estimated fair values of the assets and liabilities acquired as a result of this transaction. Additionally, the Company recorded $25.0 million as an indefinite-lived trademark name intangible. The Company accounted for this acquisition as a purchase under the new business combinations standards discussed in Note 3 above, and included the results of operations of Charter National in its Consolidated Financial Statements from the effective date of the acquisition. Pro forma results of operations for this acquisition, had the acquisition occurred as of January 1, 2002, are not significant and accordingly, are not provided.
6.		Certain items in the consolidated financial statements for 2001 have been reclassified to conform to the 2002 presentation.

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

HOLDING COMPANY BUSINESS

The following financial review presents an analysis of the asset and liability structure of Charter One Financial, Inc. and a discussion of the results of operations for each of the periods presented.

General

Headquartered in Cleveland, Ohio, Charter One Financial, Inc., hereafter referred to as “Charter One” or the “Company,” is a financial holding company. Charter One is a Delaware corporation and owns all of the outstanding capital stock of Charter Michigan Bancorp, Inc. As of June 30, 2002, Charter Michigan Bancorp, Inc. owned all of the outstanding capital stock of Charter One Bank, N.A., a national bank and Charter Bank, a Michigan state-chartered commercial bank (see following paragraphs). The primary business of Charter One is operating these financial institutions which we sometimes refer to in this document collectively as the “Bank.” The Bank’s primary business is providing consumer banking services to certain major markets in Ohio, Michigan, Illinois, New York, Vermont and in some markets of Massachusetts. As of June 30, 2002, the Bank and its subsidiaries were doing business through 461 full-service branches and 27 loan production offices.

On January 7, 2002, Charter One Bank, F.S.B. filed an application with the Office of the Comptroller of the Currency (“OCC”) to convert from a thrift to a national bank. The conversion was effective May 7, 2002 and resulted in changing the Bank’s name to Charter One Bank, N.A. from Charter One Bank, F.S.B. References to Charter One Bank or the Bank shall mean Charter One Bank, N.A. or Charter One Bank, F.S.B. as the context requires.

On May 16, 2002, Charter One Commercial, a New York state-chartered commercial bank, was merged into Charter One Bank. On August 9, 2002, Charter Bank was merged into Charter One Bank.

Forward-Looking Statements

This document, including information incorporated by reference, contains, and future filings by Charter One on Form 10-K, Form 10-Q and Form 8-K and future oral and written statements by Charter One and its management may contain, forward-looking statements about Charter One which we believe are within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, without limitation, statements with respect to anticipated future operating and financial performance, including revenue creation, lending origination, operating efficiencies, loan sales, charge-offs and loan loss provisions, growth opportunities, interest rates, acquisition and divestiture opportunities, and synergies, efficiencies, cost savings and funding advantages expected to be realized from prior acquisitions. Words such as “may,” “could,” “should,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “intend,” “plan” and similar expressions are intended to identify these forward-looking statements.

The important factors we discuss below, as well as other factors discussed elsewhere in this document and factors identified in our filings with the Securities and Exchange Commission and those presented elsewhere by our management from time to time, could cause actual results to differ materially from those indicated by the forward-looking statements made in this document.

The following factors, many of which are subject to change based on various other factors beyond our control, could cause our operating and 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 we conduct our operations; general economic conditions, either nationally or regionally, may be less favorable than expected, resulting in, among other things, a deterioration in the credit quality of our loan assets;
•		the effects of, and changes in, trade, monetary and fiscal policies and laws, including interest rate policies of the Federal Reserve Board;
•		inflation, interest rate, market and monetary fluctuations;

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•		the timely development of and acceptance of new products and services of Charter One 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 our products and services;
•		our success in gaining regulatory approval of our products and services, when required;
•		the impact of changes in financial services laws and regulations (including laws concerning taxes, banking, securities and insurance); legislative or regulatory changes may adversely affect the business in which we are engaged;
•		the impact of technological changes;
•		acquisitions;
•		changes in consumer spending and saving habits; and
•		our success at managing the risks involved in the foregoing.

Forward-looking statements by Charter One and its management are based on beliefs, plans, objectives, goals, expectations, anticipations, estimates and intentions of management as of the date made and are not guarantees of future performance. Charter One disclaims any obligation to update or revise any forward-looking statements based on the occurrence of future events, the receipt of new information, or otherwise.

RESULTS OF OPERATIONS

Acquisition

On May 24, 2002, the Company completed its acquisition of Charter National Bancorp, Inc., the holding company of Charter Bank in Wyandotte, Michigan. On May 24, 2002, Charter National had assets of $353.2 million and deposits of $242.3 million in eight branches located south of Detroit, Michigan. The Company paid $90.4 million in cash consideration and recorded $34.8 million of goodwill based on a preliminary determination of the estimated fair values of the assets and liabilities acquired as a result of this transaction. Additionally, the Company recorded $25.0 million as an indefinite-lived trademark name intangible. The Company accounted for this acquisition as a purchase, and included the results of operations of Charter National in its Consolidated Financial Statements from the effective date of the acquisition. The merger of Charter Bank into Charter One Bank was effective August 9, 2002.

Performance Overview

Figure 1 sets forth financial results and annualized performance ratios for the three and six months ended June 30, 2002 and 2001. Per share data have been restated to reflect the 5% stock dividend issued September 28, 2001.

Selected Financial Results and Ratios (Figure 1)

		Three Months Ended								Six Months Ended
		6/30/02				6/30/01				6/30/02				6/30/01
		(Dollars in thousands, except per share data)
Net income		$	143,280			$	120,412			$	283,103			$	235,202
Diluted earnings per share			.63				.54				1.25				1.05
Return on average assets			1.48	%			1.42	%			1.51	%			1.40	%
Return on average equity			19.53				18.70				19.44				18.49
Return on average tangible equity(1)			22.81				20.45				22.64				20.28
Average equity to average assets			7.59				7.60				7.75				7.56
Net interest income to administrative expenses			1.73 x				1.51 x				1.72 x				1.53 x
Administrative expenses to average assets			1.78	%			1.78	%			1.80	%			1.77	%
Efficiency ratio			38.53				42.63				39.50				42.83

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Net Interest Income

Net interest income is the difference between the interest and dividend income earned on our loans and investments and the interest expense on our deposits and borrowings. Net interest income is our principal source of earnings. Net interest income is affected by a number of factors including the level, pricing and maturity of interest-earning assets and interest-bearing liabilities, interest rate fluctuations and asset quality, as well as general economic conditions and regulatory policies.

The following table shows average balances, interest earned or paid, and average interest rates for the periods indicated. Nonaccrual loans are included in the average balance of loans. The mark-to-market adjustments on securities available for sale are included in noninterest-earning assets. Noninterest-bearing demand deposit accounts are included in noninterest-bearing liabilities. The cost of liabilities includes the annualized effect of interest rate risk management instruments.

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Average Balances, Interest Rates and Yields/Costs (Figure 2)

					Three Months Ended
					6/30/02												6/30/01
													Avg.												Avg.
					Average								Yield/				Average								Yield/
					Balance				Interest				Cost				Balance				Interest				Cost
					(Dollars in thousands)
Interest-earning assets:
	Loans and leases				$	24,838,010			$	415,057				6.69	%		$	24,545,830			$	458,851				7.48	%
	Mortgage-backed securities:
		Available for sale				9,367,419				141,773				6.05				4,987,864				84,613				6.79
		Held to maturity				759,826				12,261				6.45				1,320,154				23,283				7.05
	Investment securities:
		Available for sale				152,179				2,625				6.90				114,039				2,216				7.77
		Held to maturity				4,819				60				4.97				7,234				91				5.00
	Other interest-earning assets					1,028,371				9,478				3.65				636,982				10,888				6.76
			Total interest-earning assets			36,150,624				581,254				6.43				31,612,103				579,942				7.34
Allowance for loan and lease losses						(257,591	)											(192,922	)
Noninterest-earning assets						2,761,972												2,466,163
			Total assets		$	38,655,005											$	33,885,344
Interest-bearing liabilities:
	Deposits:
		Checking accounts			$	5,883,423				30,456				2.08			$	3,067,873				24,371				3.19
		Money market and savings accounts				8,519,541				50,252				2.37				6,293,361				58,149				3.71
		Certificates of deposit				10,093,412				88,868				3.53				9,708,127				133,807				5.53
			Total deposits			24,496,376				169,576				2.78				19,069,361				216,327				4.55
	FHLB advances					7,878,506				103,927				5.29				9,411,921				128,186				5.46
	Other borrowings					584,882				9,884				6.74				427,597				7,758				7.23
			Total borrowings			8,463,388				113,811				5.39				9,839,518				135,944				5.54
			Total interest-bearing liabilities			32,959,764				283,387				3.45				28,908,879				352,271				4.89
Noninterest-bearing liabilities:
	Demand deposit accounts					1,743,736												1,448,093
	Other noninterest-bearing liabilities					1,016,379												952,392
		Total noninterest-bearing liabilities				2,760,115												2,400,485
			Total liabilities			35,719,879												31,309,364
Shareholders’ equity						2,935,126												2,575,980
			Total liabilities and shareholders’ equity		$	38,655,005											$	33,885,344
Net interest income									$	297,867											$	227,671
Interest rate spread														2.98												2.45
Net yield on average interest- earning assets														3.30												2.88
Average interest-earning assets to average interest-bearing liabilities														109.68	%											109.35	%