Our focus is on maintaining the asset growth in our portfolio of higher yield construction, commercial real estate, commercial business and consumer loans (the "Four Cs").  The aggregate disbursed balance of the Four-Cs increased $117.4 million during the current quarter to $1.63 billion or 47 percent of loans and leases receivable, net, compared to $1.51 billion or 48 percent at June 30, 2004.  One year ago the Four-Cs were $1.29 billion or 47 percent of loans and leases receivable, net.  Our Four-C originations were $465.1 million or 79 percent of total originations for the current quarter compared to $526.6 million or 82 percent of total originations for the comparable period of the prior year.

On the liability side of our balance sheet, we continued to focus our deposit gathering activities on our lower cost deposits, which are comprised of passbook, money market, NOW and other demand accounts ("core deposits").  Core deposits increased $61.2 million during the current quarter to $1.69 billion or 65 percent of total deposits while certificates of deposits ("CDs") increased $21.6 million.  This pattern of activity is generally consistent with the same quarter of the prior year, in which core deposits increased $53.0 million while CDs decreased $37.7 million.  The significant funding cost advantage to core deposits over CDs continues to play a significant role in our increasing net interest spread and profitability.

The average balance of Federal Home Loan Bank ("FHLB") advances and other borrowings increased to $895.5 million for the three months ended September 30, 2004 from $451.1 million for the comparable period of 2003.  While deposits continue to be our preferred vehicle for funding asset growth, the pricing of FHLB advances and other borrowings, at times, provides a more cost effective means of funding incremental asset growth than would increasing deposit pricing to levels that would exceed prevailing market rates.

Non-accrual loans were $14.3 million or 0.36 percent of gross loans and leases at September 30, 2004 compared to $11.9 million or 0.32 percent of gross loans and leases at June 30, 2004, and $22.5 million or 0.69 percent of gross loans and leases at September 30, 2003.

During the current quarter, we repurchased 185,200 shares of our common stock at a weighted average price of $35.44 per share.  At September 30, 2004, 192,280 shares remain under an 840,000-shares repurchase authorization adopted by our Board of Directors on March 26, 2003.

At September 30, 2004, our consolidated capital to assets ratio was 8.29%.  The Bank's core and risk-based capital ratios were 7.92% and 11.41%, respectively, compared to 5.00% and 10.00%, respectively, needed to be considered "Well Capitalized."  On September 30, 2004, we issued $30.0 million of Capital Securities through the Trust.  We used $15.0 million of the proceeds as a capital contribution to the Bank to support continued growth in the Four Cs -See "Note 5 - Junior Subordinated Debentures".

Net Interest Income

Net interest income is the difference between interest and dividends earned on loans and leases, mortgage-backed securities and other interest-earning investments ("interest-earnings assets") and the interest paid on deposits and borrowings ("interest-bearing liabilities"). The spread between the yield on interest-earnings assets and the cost of interest-bearing liabilities and the relative dollar amounts of these assets and liabilities are the principle items affecting net interest income.

Our net interest income totaled $37.6 million for the current quarter, up 20 percent or $6.2 million from $31.4 million for the quarter ended September 30, 2003.  The increase in net interest income was attributable to a $652.6 million or 21 percent increase in average interest-earning assets from the comparable period of the prior year.  Net interest spread decreased to 3.93% for the current quarter from 3.97% for the quarter ended September 30, 2003.  Reflecting the lower interest rate environment and the continued high level of loan and lease portfolio turnover, the average yield on loans and leases receivable, net decreased 23 basis points to 5.76% for the quarter ended September 30, 2004.  Loan and lease principal repayments totaled $495.9 million for the quarter ended September 30, 2004.  Expressed as an annualized percentage of average loans and lease receivable, net, this represented 60 percent of the portfolio.  This annualized rate of repayments compares favorably with 102 percent for the comparable period of 2003.  Premium amortization, net of discount accretion on the loan and lease portfolio for the quarter ended September 30, 2004 was $552,000 compared to $1.6 million for the comparable period of 2003.  These levels reduced average yield on interest-earning assets for the quarters ended September 30, 2004 and 2003 by 8 basis points and 22 basis points, respectively.

The average cost of interest-bearing liabilities decreased 10 basis points to 1.60% between the three months ended September 30, 2003 and 2004.  This reflects a 9 basis point decrease in the average cost of total deposits between the two periods.  The average cost of core deposits decreased to 0.89% for the quarter ended September 30, 2004, from 0.93% for the comparable period last year.  Additionally, the average cost of FHLB advances and other borrowings decreased to 1.99% for the quarter ended September 30, 2004 from 2.46% for the comparable period last year.

Provision for Loan and Lease Losses

and lease losses was $31.9 million or 0.80% of gross loans and leases and 223% of non-accrual loans compared to $30.8 million or 0.84% of gross loans and leases and 226% of non-accrual loans at March 31, 2004.  We will continue to monitor and modify the allowance for loan and lease losses based upon economic conditions, loss experience, changes in portfolio composition, and other factors.

Non-Interest Income

Our total non-interest income was $8.9 million and $5.6 million for the quarters ended September 30, 2004 and 2003, respectively.  The increase was primarily attributable to the $3.3 million gain on sales of securities noted earlier.

Deposit and Related Fees

Deposit and related fees totaled $3.1 million for the current quarter, up $244,000 from the comparable quarter in 2003.  This increase reflects the continued growth in our core deposits and related transaction fee income.

Loan and Servicing Fees

Loan and servicing fees totaled $1.3 million for the quarter ended September 30, 2004, down $454,000 from the comparable quarter in 2003.  The decrease reflects the significant slowdown in the loan repayments noted earlier in our discussion of net interest income.  Loan and servicing fees income is shown net of amortization of our mortgage servicing rights ("MSR") asset of $6,900 and $30,000 for the quarters ended September 30, 2004 and 2003, respectively.  At September 30, 2004, our MSR asset was $344,000.

Trust and Investment Fees

Trust and investment fees rose $131,000 or 22 percent between the quarters ended September 30, 2003 and 2004 to $737,000.  This reflects an increase in market value of trust assets under custody or management to $301.9 million at September 30, 2004 from $257.2 million at September 30, 2003.

Gain on Sale of Loans

Our community banking business strategy does not include aggressively pursuing the origination of loans for sale.    Accordingly, the principal balances of loans sold during the quarters ended September 30, 2004 and 2003 were $13.5 million and $11.9 million, respectively.  This activity generated net gain on sales of $81,000 and $267,000 for the quarters ended September 30, 2004 and 2003, respectively.

Gain on Sale of Securities

We generally follow a "buy and hold" strategy with respect to our portfolio of mortgage-backed and other investment securities (collectively "securities").  While the overwhelming majority of our securities portfolio is classified as "available for sale", our securities sales activity has been and is expected to continue to be infrequent.  Securities with a cost basis aggregating $2.9 million were sold during the current quarter generating gain on sales of $3.3 million.  There were no sales of securities during the comparable period of prior year.

Non-Interest Expense

Non-interest expense increased $2.6 million to $21.3 million for the quarter ended September 30, 2004 as compared to the same period last year.  General and administrative ("G&A") expense increased to $21.4 million for the quarter ended September 30, 2004 from $18.7 million for the comparable period of the prior year.  The ratio of G&A expense to average assets decreased to 2.25%, on an annualized basis for the three months ended September 30, 2004 as compared to 2.37% for the same period last year.  While our balance sheet, which is increasingly comprised by Four-Cs and core deposits, generates higher levels of net interest income as compared to a balance sheet comprised of residential mortgage loans and CDs; our higher margin business is also more cost intensive, in particular with respect to compensation levels. Compensation and benefits expense accounted for $1.8 million of the $2.6 million increase in G&A expense between the quarters ended September 30, 2004 and 2003.  This increase reflects both the number of employees and compensation levels of staff required to support our lending, deposit, and investment advisory operations.  Full time equivalents ("FTE") increased to 663 at September 30, 2004 as compared to 615 at September 30, 2003.  Excluding gains on sale of securities, our efficiency ratio was 49.45% for the quarter ended September 30, 2004 compared to 50.60% for the comparable period of the prior year indicating total revenue growth is outpacing growth in G&A expense.

Income Taxes

Income taxes and the effective tax rates were $10.9 million and 45.1 percent, respectively, for the three months ended September 30, 2004 compared to $7.0 million and 42.3 percent, respectively, for the comparable period last year.  The increase in our income taxes and effective tax rate as of September 30, 2004 was due to a book versus tax permanent difference associated with our ESOP.  We expect our effective tax rate to average approximately 45 to 46 percent for the current fiscal year and then to decrease to approximately 42 percent during the first quarter of fiscal 2006 when the current ESOP is completed.

Comparison of Operating Results for the Six Months Ended September 30, 2004 and 2003

Overview

The following discussion compares the results of operations for the six months ended September 30, 2004, with the corresponding period of 2003. This discussion should be read in conjunction with the consolidated financial statements and footnotes included therein.

We recorded net earnings of $24.0 million or $1.42 per diluted share for the six months ended September 30, 2004 compared to net earnings of $18.9 million or $1.14 per diluted share for the comparable period of 2003.  Excluding gain on sales of securities, net earnings for the six months ended September 30, 2004 were $21.2 million or $1.26 per diluted share compared to $18.9 million or $1.14 per diluted share for the comparable period of 2003.

Net Interest Income

Our net interest income totaled $73.5 million for the six months ended September 30, 2004, up 20 percent or $12.0 million from $61.5 million for the comparable period of 2003 due principally to a $559.4 million or 18 percent increase in average interest-earning assets.  Net interest spread increased to 3.95% for the six months ended September 30, 2004 from 3.87% for the comparable period of 2003.  The increase in net interest

spread reflects our success in transitioning our balance sheet to a higher margin business model by focusing on the Four-Cs and core deposits.

The average yield on interest-earning assets decreased 20 basis points between the six months ended September 30, 2003 and 2004.  Premium amortization, net of discount accretion on the loan and lease portfolio for the six months ended September 30, 2004 was $2.0 million compared to $2.8 million for the comparable period of 2003.  These levels reduced average yield on interest-earning assets for the quarters ended September 30, 2004 and 2003 by 10 basis points and 19 basis points, respectively.  The average yield on loans and leases receivable, net decreased 30 basis point to 5.75% for the six months ended September 30, 2004 due to the high level of loan and lease portfolio turnover.

The average cost of interest-bearing liabilities decreased 28 basis points to 1.55% between the six months ended September 30, 2003 and 2004.  The average cost of total deposits decreased 22 basis points and average cost of FHLB advances and other borrowings decreased 84 basis points.  The average cost of core deposits decreased to 0.87% for the six months ended September 30, 2004, from 1.00% for the comparable period last year and the proportion of average total deposits comprised by core deposits increased to 64% for the six months ended September 30, 2004 from 62% for the comparable period of 2003.

Provision for Loan and Lease Losses

We recorded a $1.7 million provision for loan and lease losses for the six months ended September 30, 2004 compared to a provision of $2.3 million for the comparable period of 2003.  We will continue to monitor and modify the allowance for loan and lease losses based upon economic conditions, loss experience, changes in portfolio composition, and other factors.

Non-Interest Income

Our total non-interest income was $15.8 million and $11.2 million for the six months ended September 30, 2004 and 2003, respectively.  The increase was attributable to a $4.7 million increase in gain on sale of securities between the six months ended September 30, 2003 and 2004.

Deposit and Related Fees

Deposit and related fees totaled $6.0 million for the six months ended September 30, 2004, up $288,000 from the comparable period in 2003 reflecting the continued growth in our core deposits and related transaction fee income.

Loan and Servicing Fees

Loan and servicing fees decreased $433,000 to $3.0 million for the six month ended September 30, 2004.  Loan and servicing fees income is shown net of amortization of our MSR asset of $14,000 and $61,000 for the six months ended September 30, 2004 and 2003, respectively.

Trust and Investment Fees

Trust and investment fees rose $329,000 or 28 percent between the six months ended September 30, 2003 and 2004 to $1.5 million.  This reflects an increase in market value of trust assets under custody or management.

Gain on Sale of Loans

The net gain on sale of loans decreased to $124,000 for the six months ended September 30, 2004 on loan principal sold of $17.2 million compared to a net gain on sale of $642,000 on loan principal sold of $25.9 million for the same period last year.

Gain on Sale of Securities

Securities with a cost basis aggregating $3.2 million were sold during the six months ended September 30, 2004 generating gain on sales of securities of $4.8 million compared to securities sales of $36.0 million at a gain of $117,000 for the comparable period of the prior year.

Non-Interest Expense

Non-interest expense increased $5.7 million to $43.3 million for the six months ended September 30, 2004 as compared to the same period last year.  G&A expense increased to $43.2 million for the six months ended September 30, 2004 from $37.6 million for the comparable period of the prior year.  Compensation and benefits expense accounted for $3.5 million of the $5.7 million increase in G&A expense between the six months ended September 30, 2004 and 2003.  This increase reflects both the number of employees and compensation levels of staff required to support our lending, deposit, and investment advisory operations.  G&A expense to average assets decreased to 2.31%, on an annualized basis, for the six months ended September 30, 2004 from 2.39%, on an annualized basis, for the same period last year.  Excluding the gain on sale of securities, our efficiency ratios were 51.14% and 51.78% for the six months ended September 30, 2004 and 2003, respectively.

Income Taxes

Income taxes and the effective tax rates were $20.4 million and 46.0 percent, respectively, for the six months ended September 30, 2004 compared to $13.9 million and 42.3 percent, respectively, for the comparative period last year. 

Comparison of Financial Condition at September 30, 2004 and March 31, 2004

Total assets increased $306.8 million to $3.98 billion at September 30, 2004 from $3.68 billion at March 31, 2004.  This is primarily due to a $285.8 million increase in loans and leases receivable, net.  The asset growth was funded primarily through a $131.6 million increase in deposits and a  $140.6 million increase in FHLB advances and other borrowings.

At September 30, 2004, the allowance for loan and lease losses was $31.9 million or 0.80% of gross loans and leases and 223% of non accrual loans compared to $30.8 million or 0.84% of gross loans and leases and 226% of non accrual loans at March 31, 2004.  The slight decrease in the ratio of the allowance for loan and lease losses to gross loans and leases between March 31 and September 30, 2004 reflects an improvement in the historical loss experience factors which are used as one of the determinants in arriving at the adequacy of the allowance for loan and lease losses.  That improvement is reflected in the table shown below. 

The allowance for loan and lease losses is maintained at an amount management considers adequate to cover probable losses on loans and leases receivable. The determination of the adequacy of the allowance for loan and lease losses is influenced to a significant degree by the evaluation of the loan and lease portfolio by our 

Internal Asset Review ("IAR") function.  The IAR system is designed to identify problem loans and leases and probable losses.  As our loan and lease portfolio has become comprised to a greater degree by the Four-Cs, the IAR function has become increasingly important not only for the timely and accurate identification of probable losses, but also to minimize our exposure to such losses through early intervention.  Among the factors taken into account by the IAR function in identifying probable losses and determining the adequacy of the allowance for loan and lease losses are the nature, level and severity of classified assets, historical loss experience adjusted for current economic conditions, and composition of the loan and lease portfolio by type.  In addition, various regulatory agencies, as an integral part of their examination process, periodically review the Bank's allowance for loan and lease losses.  Such agencies may require the Bank to make additional provisions for loan and lease losses based upon information available at the time of the review.  We will continue to monitor and modify our allowance for loan and lease losses as economic conditions, loss experience, changes in asset quality, portfolio composition and as other factors dictate.

The following table sets forth activity in our allowance for loan and leases losses.

Charge-offs of $724,000 for the six months ended September 30, 2004 includes $480,000 related to commercial business loans and $244,000 related to consumer loans.  The charge-offs of $3.1 million for the six months ended September 30, 2003 included $2.1 million related to a commercial business loan to a jewelry store chain and $319,000 related to participating interests in two commercial aircraft leases that were repurchased by the lead lender. 

Total liabilities increased $292.8 million to $3.65 billion at September 30, 2004 from $3.36 billion at March 31, 2004 primarily due to net increases of $140.6 million in FHLB advances and other borrowings and $131.6 million increase in deposits. The increase in deposits was primarily due to an increase in core deposits of $127.0 million to $1.69 billion during the six months ended September 30, 2004.  FHLB advances and other borrowings were used to fund the differential between the $306.8 million increase (17 percent annualized growth rate) in total assets and the $131.6 million increase (11 percent annualized growth rate) in deposits.

Total stockholders' equity was $330.4 million at September 30, 2004 compared to $316.4 million at March 31, 2004. The $14.0 million increase in total stockholders' equity was comprised principally of a $10.5 million increase in additional paid-in-capital and an $8.2 million increase in retained earnings, substantially restricted, partially offset by an increase in accumulated other comprehensive losses of $5.6 million.  The $10.5 million increase in additional paid-in-capital reflects the exercise of 406,356 stock options, along with the associated tax benefit and the amortization of shares under our stock based compensation plans, partially offset by $2.3 million representing the original issuance price of 319,300 shares of our common stock repurchased during the six months ended September 30, 2004.  The $8.2 million increase in retained earnings, substantially restricted is comprised of $24.0 million of net earnings for the six months ended September 30, 2004, partially offset by: (1) $9.2 million paid in excess of the original issuance price for

 319,300 shares of our common stock repurchased during the period; and (2) $6.6 million applicable to the quarterly dividends of $0.20 per common share paid on June 25 and September 23, 2004 to shareholders of record as of June 11, and September 10, 2004.  Accumulated other comprehensive losses at September 30, 2004 primarily consists of $5.9 million of unrealized loss, net of tax on available-for-sale securities, partially offset by a $367,000 increase in the tax benefit on the minimum pension liability and the $27,000 unrealized loss, net of tax, on the interest rate swap.  The $911,000 decrease in unearned stock-based compensation reflects the amortization of unearned compensation under our ESOP.

Liquidity and Capital Resources

The objective of liquidity management is to ensure that we have the continuing ability to meet our funding needs on a cost-effective basis.  Our most liquid assets are cash and short-term investments.  The levels of these assets are dependent on our operating, financing, lending and investing activities during any given period. 

Our primary sources of funds are deposits, principal and interest payments on loans, leases and securities, FHLB advances and other borrowings, and to a lesser extent, proceeds from the sale of loans and securities.  While maturities and scheduled amortization of loans, leases and securities are predictable sources of funds, deposit flows and loan and security prepayments are greatly influenced by the general level of interest rates, economic conditions and competition. 

The Office of Thrift Supervision has no statutory liquidity requirement, but rather a policy, consistent with that of the other Federal banking regulatory agencies, that liquidity be maintained at a level which provides for safe and sound banking practices and financial flexibility.  Our internal policy is to maintain cash and readily marketable debt securities with final maturities of one year or less equal to approximately three percent of total deposits, FHLB advances and other borrowings maturing within one year. In determining the adequacy of liquidity and borrowing capacity, we also consider large customer deposit concentrations, particularly with respect to core deposits, which provide immediate withdrawal opportunity.  At September 30, 2004, our defined liquidity ratio was 5.06% and our average defined liquidity ratio for the current quarter ended September 30, 2004, was 3.43%.  At September 30, 2004, cash and short-term investments totaled $91.1 million.  As an additional component of liquidity management, we seek to maintain sufficient mortgage and securities collateral at the FHLB to enable us to immediately borrow an amount equal to at least five percent of total assets.  At September 30, 2004, our immediate borrowing capacity from the FHLB was $239.6 million or 6.1 percent of our total assets at our banking subsidiary.

Deposits, particularly core deposits, provide a more preferable source of funding than do FHLB advances and other borrowings. However, as and to the extent competitive or market factors do not allow us to meet our funding needs with deposits; FHLB advances and other borrowings provide a readily available source of liquidity.  We also have the ability to borrow funds under reverse repurchase agreements collateralized by securities.  Additionally, we have the capability to borrow funds from the Federal Reserve Bank discount window.  As of September 30, 2004, our borrowing capacity at the Federal Reserve Bank was approximately $16.4 million.

Our strategy is to manage liquidity by investing excess cash flows in higher yielding interest-earning assets, such as loans, leases and securities, or paying down FHLB advances and other borrowings, depending on market conditions.  Conversely, if the need for funds is not met through deposits and cash flows from loans, leases and securities, we initiate FHLB advances and other borrowings or, if necessary and of economic benefit, sell loans and/or securities.  Only when no other alternatives exist will we constrain loan and lease

originations as a means of addressing a liquidity shortfall.  We have not found it necessary to constrain loan and lease originations due to liquidity considerations.

Our cash flows are comprised of three primary classifications: cash flows from operating activities, investing activities and financing activities.

Net cash provided by operating activities was $27.0 million for the six months ended September 30, 2004, compared to $6.3 million for the comparable period of the prior year.  The increase in net cash provided by operating activities is primarily due to a $7.9 million decrease in the volume of loans originated for sale from $23.2 million for the six months ended September 30, 2003 to $15.4 million for the comparable period of 2004, and to a decrease in the change in accrued expenses and other liabilities from a $25.3 million reduction during the six months ended September 30, 2003 to a $874,000 reduction during the comparable period of 2004.  The $25.3 million decrease in accrued expenses and other liabilities in 2003 was attributable to a $35.8 million decrease in securities purchased but not yet settled between March 31 and June 30, 2003.

Investing activities consist primarily of disbursements for loan and lease originations, purchases of loans, leases and securities, offset by principal collections on loans, leases and securities and to a lesser degree proceeds from the sale of securities. The levels of cash flows from investing activities are influenced by the general level of interest rates.  During periods of declining rates, borrowers exhibit an increasing propensity to refinance their indebtedness, which results in an increase in cash flows from loan, lease, and securities paydowns.  Accordingly, we reinvest those cash flows into loan and lease originations, and purchases of loans and securities in order to effectively manage our cash resources.

Net cash used in investing activities was $284.1 million for the six months ended September 30, 2004 compared to net cash used of $29.3 million for the comparable period of the prior year.  The increase in cash used in investing activities was primarily attributable to a $32.1 million decrease in proceeds from sale of securities between the six months ended September 30, 2003 and 2004.  Reflecting a deceleration in cash flows arising from the change from a declining rate environment during 2003 to a flat to rising rate environment during 2004, principal payments on loans and leases decreased $64.2 million from $1.26 billion for the six months ended September 30, 2003 to $1.20 billion for the six months ended September 30, 2003 and 2004.  The robust economic conditions in the markets in which we operate, particularly with respect to housing construction and sales resulted in an increase in disbursements for loans and leases originated for investment of $112.4 million to $1.24 billion for the six months ended September 30, 2004.  Reflecting additional disbursements of funds applicable to construction loans originated in prior periods, construction loans in process decreased $9.8 million during the six months ended September 30, 2004, compared to a net increase of $89.8 million for the comparable period of 2003.

Financing activities consist primarily of net activity in deposit accounts and FHLB advances and other borrowings. Our net increases in deposits were $131.6 million and $31.0 million for the six months ended September 30, 2004 and 2003, respectively.  During the six months ended September 30, 2004, we increased our use of FHLB advances by a net $140.6 million compared to a net increase of $21.6 million for the comparable period of 2003.

At September 30, 2004, the Bank exceeded all of its regulatory capital requirements with tangible capital of  $311.4 million, or 7.92% of adjusted total assets, which is above the required level of $59.0 million, or 1.5%; core capital of $311.4 million, or 7.92% of adjusted total assets, which is above the required level of $157.2 million, or 4.0%; and total risk-based capital of $340.0 million, or 11.41% of risk-weighted assets, which is above the required level of $238.4 million, or 8.0%.

We currently have no material contractual obligations or commitments for capital expenditures. At September 30, 2004, we had outstanding commitments to originate and purchase loans of $174.1 million and none, respectively, compared to $135.7 million and $103.3 million, respectively, at September 30, 2003.  We anticipate that we will have sufficient funds available to meet our commitments. Certificate accounts that are scheduled to mature in less than one year from September 30, 2004 totaled $599.3 million.  We expect that we will retain a substantial portion of the funds from maturing CDs at maturity either in certificate or liquid accounts. The continued low interest rate environment through fiscal 2004 resulted in a reduction in the differential between CDs and more liquid instruments such as money market accounts. Accordingly, a portion of our maturing CDs were reinvested by customers into more liquid accounts until such time as the rate differential between CDs and liquid accounts increased.  Recent increases in interest rates have reduced or eliminated this rate differential.  However, until such time as rates on CDs increase further relative to rates on more liquid accounts, we expect the shift between CDs and liquid accounts to continue, albeit at a reduced level relative to past activity.

Segment Reporting

Through our branch network and investment advisory offices, we provide a broad range of financial services to individuals and companies located primarily in Southern California.  These services include demand, time, and savings deposits; real estate, business and consumer lending; cash management; trust services; investment advisory services and diversified financial services for homebuilders.  While our chief decision makers monitor the revenue streams of our various products and services, operations are managed and financial performance is evaluated on a company-wide basis.  Accordingly, we consider all of our operations are aggregated in one reportable operating segment.

Item 3. Qualitative and Quantitative Disclosures about Market Risk

We believe there have been no significant changes to our qualitative and quantitative disclosures of market risk (consisting primarily of interest rate risk) during the six months ended September 30, 2004.

Item 4. Controls and Procedures

Our management, including our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d --15(e)) as of the end of the period covered by this report.  Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective, in all material aspects, to ensure that information relating to us, which is required to be disclosed in the reports we file with the Securities and Exchange Commission under the Exchange Act, is recorded, processed, summarized and reported as and when required.

There has been no change in our internal control over financial reporting identified in connection with the evaluation that occurred during our last fiscal quarter that has materially affected, or that is reasonably likely to materially affect, our internal control over financial reporting.