CONFORMED COPY

SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
 

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1933
 

For the month of August 2002
 

BANCOLOMBIA S.A.

(Translation of Registrant’s name into English)

 

Calle 50 No. 51-66
Medellín, Colombia

(Address of principal executive offices)

 

(Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.)

Form 20-F    Form 40-F    

(Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.)

Yes    No   

(If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-___________.)

This Report on Form 6-K shall be incorporated by reference into the registrant’s registration statement on Form F-3 (File No. 333-12658).

SIGNATURE

         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.

	BANCOLOMBIA S.A.
		(Registrant)
Date: August 16, 2002		By	/s/ Jaime Alberto Velásquez B.
			Name: Jaime Alberto Velásquez B. Title: Vice President of Finance

BANCOLOMBIA ANNOUNCES CONSOLIDATED FINANCIAL RESULTS FOR THE QUARTER ENDED
JUNE 30, 2002

August 16, 2002, Medellín, Colombia - Bancolombia S.A. (NYSE: CIB) announced today the financial results for the quarter ended June 30, 2002. ¹

CONSOLIDATED INCOME STATEMENT
AND BALANCE SHEET	Quarter						Growth
(Ps millions as of June 30, 2002)	1Q 02			2Q 02			2Q02/1Q02
ASSETS
Loans, net		5,117,717			5,083,957			-0.66	%
Investment Securities, net		3,440,145			3,865,654			12.37	%
Other assets		1,939,352			1,822,410			-6.03	%
Total assets		10,497,214			10,772,021			2.62	%
LIABILITIES AND SHAREHOLDERS’ EQUITY
Deposits		7,497,986			7,954,830			6.09	%
Other liabilities		2,025,991			1,798,230			-11.24	%
Total liabilities		9,523,977			9,753,060			2.41	%
Shareholders’ equity		973,237			1,018,961			4.70	%
Total liabilities and shareholders’ equity		10,497,214			10,772,021			2.62	%
Interest income		277,502			290,440			4.66	%
Interest expense		127,054			120,499			-5.16	%
Net interest income		150,448			169,941			12.96	%
Net provisions		(39,784	)		(43,610	)		9.62	%
Other operating income		95,489			85,018			-10.97	%
Other operating expense		162,005			164,460			1.52	%
Non-operating income, net		5,004			(3,867	)		-177.28	%
Income tax expense		(8,011	)		(9,014	)		12.52	%
Net income		41,141			34,008			-17.34	%

¹ The financial information contained herein includes the results of Bancolombia’s financial subsidiaries: Bancolombia Panama-Cayman, Colcorp, Leasing Colombia, Almacenar, and Fiducolombia. This information has been prepared on a consolidated basis, as set forth above, in accordance with Colombian GAAP, expressed in nominal pesos, and has not been audited. All growth rates mentioned herein are not adjusted for inflation.

Exchange rate:      June 30, 2002       TRM COP 2,398.82/USD
                               March 31, 2002    TRM COP 2,261.23/USD

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I.  HIGHLIGHTS:

• Bancolombia’s net income amounted to Ps 34 billion, US$ 0.100 per ADS, during the quarter ended June 30, 2002, as compared to a net income of Ps 41 billion, US$ 0.125 per ADS, for the quarter ended March 31, 2002.

• Bancolombia showed positive results during the quarter driven by higher net interest income, and fees and income from services. During the quarter, there was an increase of total net provisions from Ps (39,784) million to Ps (43,610) million, represented by Ps (26,876) million for loans and Ps (25,143) million for investments.

• Net interest income increased 13.0% in the second quarter over the first quarter. This increase is the result of higher income from investment portfolio and lower interest expenses. Net interest margin increased to 7.8% from 7.1% quarter-over-quarter.

• Bancolombia posted Ps 73 billion in total fees and income from services, up 5.3% during the second quarter. Total fees and income from services increased to 34.4% from 33.4% as a percentage of total operating income quarter-over-quarter.

• Bancolombia’s total operating expenses increased 1.8% during the quarter mainly due to higher administrative and other expenses, which increased 2.3% for the same period.

• Demand for loans from Bancolombia during the second quarter continues to be weak. During the quarter, the Bank’s gross loans decreased 1.0% while total deposits increased 6.1%. Consequently, the investment securities portfolio amounted to Ps 3,912 billion, up 13% during the quarter.

• The annualized ROE and ROA were 13.3% and 1.3% for the second quarter, respectively.

Banking Sector²

• The results for the Colombian Banking Sector for 2002 continue to improve. The Colombian Banking Sector’s accrued results, including former CAV’s³, as of June 2002 posted a net income of Ps 539,384 million.

• Gross loans in the Colombian Banking Sector increased 0.8% from March 2002 to June 2002, while total deposits increased 4.6% during the same period.

II.  CONSOLIDATED BALANCE SHEET

Assets

         ² Banking sector figures are published by the Superintendency of Banking on their web page www.superbancaria.gov.co. BANCOLOMBIA is not responsible for the accuracy of those figures.

         ³ Mortgage banks (CAV’s) have to be converted into commercial banks according to Law 510 of 1999. Currently, the Superintendency of Banking consolidates mortgage banks (CAV’s) in the banking sector. Banking figures stated in this report include mortgage banks (CAV’s).

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Total assets increased 2.6% to Ps 10,772 billion as of June 30, 2002 from Ps 10,497 billion as of March 31, 2002, and increased 22% from Ps 8,829 billion as of June 30, 2001. The main driver of this was larger volume in investment securities, which increased 13% to Ps 3,912 billion from Ps 3,461 billion quarter-over-quarter.

Loan Portfolio

Bancolombia’s gross loans totaled Ps 5,387 billion as of June 30, 2002, down 1.0% from Ps 5,440 billion as of March 31, 2002. 80% of this reduction is due to loan charge-offs totaling Ps 42,937 million. Additionally, total corporate loans decreased 4.4% during the quarter from Ps 3,499 billion to Ps 3,344 billion with working capital loans decreasing significantly. However, total retail loans increased 5.2% during the same period from Ps 1,911 billion as of March 31, 2002 to Ps 2,011 billion as of June 30, 2002, with loans funded by domestic development banks, working capital loans for small and medium-sized companies, and personal loans increasing most significantly.

Total gross loans within the Colombian Banking sector increased 0.8% from March 2002 to June 2002. Bancolombia’s (unconsolidated) accumulated gross loan market share in the Colombian Banking Sector decreased to 11.5% as of June 30, 2002 from 11.8% as of March 31, 2002.

LOAN PORTFOLIO				As of						Growth
(Ps millions)	30-Jun-01			31-Mar-02			30-Jun-02			2Q02/1Q02			2Q02/2Q01
CORPORATE
Trade Financing		77,609			97,460			124,437			27.68	%		60.34	%
Loans funded by domestic development banks		287,581			280,470			294,739			5.09	%		2.49	%
Working capital loans		3,165,354			3,079,519			2,886,281			-6.27	%		-8.82	%
Credit Cards		3,883			7,041			5,310			-24.58	%		36.75	%
Overdrafts		38,278			34,287			32,848			-4.20	%		-14.19	%
Total Corporate		3,572,705			3,498,777			3,343,615			-4.43	%		-6.41	%
RETAIL
Credit Cards		226,400			235,759			227,531			-3.49	%		0.50	%
Personal loans		390,139			444,075			463,896			4.46	%		18.91	%
Automobile loans		27,311			15,789			16,536			4.73	%		-39.45	%
Overdrafts		93,625			124,242			127,138			2.33	%		35.80	%
Loans funded by domestic development banks		100,731			159,592			208,980			30.95	%		107.46	%
Trade Financing		35,914			34,611			46,200			33.48	%		28.64	%
Working capital loans		773,085			896,812			920,444			2.64	%		19.06	%
Total Retail		1,647,205			1,910,880			2,010,725			5.23	%		22.07	%
MORTGAGE		33,461			30,695			32,450			5.72	%		-3.02	%
Total loans		5,253,371			5,440,352			5,386,790			-0.98	%		2.54	%
Allowance for loan losses		(286,325	)		(322,635	)		(302,833	)		-6.14	%		5.77	%
Total loans, net		4,967,046			5,117,717			5,083,957			-0.66	%		2.35	%

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LOAN CLASSIFICATION
(Ps millions)	As of 30-Jun-01				As of 31-Mar-02				As of 30-Jun-02
¨A¨ Normal		4,221,701	80.4	%		4,278,975	78.7	%		4,349,013	80.7	%
¨B¨ Subnormal		578,484	11.0	%		599,923	11.0	%		498,077	9.3	%
¨C¨ Deficient		90,443	1.7	%		139,256	2.6	%		135,866	2.5	%
¨D¨ Doubtful recovery		214,400	4.1	%		274,362	5.0	%		233,695	4.3	%
¨E¨ Unrecoverable		148,343	2.8	%		147,836	2.7	%		170,139	3.2	%
Total		5,253,371	100	%		5,440,352	100	%		5,386,790	100	%
Loans classified as C,D and E as a percentage of total loans			8.6	%			10.3	%			10.0	%

Asset Quality

The Bank’s level of past due loans as a percentage of total loans was 5.09% as of June 2002, higher than the 4.87% level registered during the first quarter of 2002. The increase is the result of a deterioration in the debt of a public utility company, EMCALI. This loan was classified as “D” and provisioned at 100% as of March 2002, but as of June 2002 it became past due and was reclassified as “E”. However, this company is currently negotiating to restructure its debt. Bancolombia (consolidated) had loan charge-offs of Ps 42,937 million during the quarter.

As of June 30, 2002, the level of allowances of the Bank’s past due loans was 118.9%, down from 130.3% registered during the previous quarter. This level is considerably better than the Colombian Banking Sector’s average of 56.9% of past due coverage as of June 30, 2002.

LOAN PORTFOLIO QUALITY			As of				Growth
(Ps millions)	30-Jun-01		31-Mar-02		30-Jun-02		2Q02/1Q02			2Q02/2Q01
COMMERCIAL
Performing loans		4,131,639		4,416,908		4,326,583		-2.04	%		4.72	%
Past due loans		168,465		213,021		230,424		8.17	%		36.78	%
Non-performing loans		115,909		177,527		167,594		-5.60	%		44.59	%
CONSUMER
Performing loans		865,838		728,990		754,853		3.55	%		-12.82	%
Past due loans		53,968		50,738		42,480		-16.28	%		-21.29	%
Non-performing loans		30,898		34,389		28,271		-17.79	%		-8.50	%
MORTGAGE
Performing loans		32,182		29,336		31,180		6.28	%		-3.11	%
Past due loans		1,279		1,359		1,270		-6.59	%		-0.74	%
Non-performing loans		976		1,105		1,198		8.43	%		22.73	%

4

ASSET QUALITY				As of						Growth
(Ps millions)	30-Jun-01			31-Mar-02			30-Jun-02			2Q02/1Q02			2Q02/2Q01
Total performing past due loans		75,929			52,097			77,111			48.01	%		1.56	%
Total nonperforming past due loans (1)		147,783			213,021			197,063			-7.49	%		33.35	%
Total past due loans		223,712			265,118			274,174			3.42	%		22.56	%
Allowance for loans and accrued interest losses		313,340			345,315			325,876			-5.63	%		4.00	%
Past due loans to total loans		4.26	%		4.87	%		5.09	%
Non performing loans to total loans		2.81	%		3.92	%		3.66	%
Allowances to past due loans (2)		140.06	%		130.25	%		118.86	%
Allowances to C, D and E loans (2)		69.14	%		61.50	%		60.38	%
Allowances to non performing loans (2)		212.03	%		162.10	%		165.37	%
Performing loans to total loans		97.19	%		96.08	%		96.34	%

(1)	Non-performing loans are commercial and consumer loans that are past due 90 days or more, and mortgage loans that are past due 120 days or more. Beginning in January 2002, non-performing loans are consumer loans that are past due 60 days or more, commercial loans that are past due 90 days or more, and mortgage loans that are past due 120 days or more.
(2)	Allowance = allowance for loan and accrued interest losses.

Liabilities

Total deposits increased 6.1%, from Ps 7,498 billion to Ps 7,955 billion quarter-over-quarter and 21.2% from Ps 6,565 billion year-over-year. Bancolombia’s non-interest-bearing deposits increased 9.4% during the second quarter while interest-bearing deposits increased 5.3% during the same period. Non-interest bearing checking accounts expressed as a percentage of total deposits increased from 17.2% as of March 31, 2002 to 18.1% as of June 30, 2002.

Total deposits within the Colombian Banking Sector increased 4.6% from March 2002 to June 2002. Bancolombia’s (unconsolidated) deposit market share figures comparing March 31, 2002 and June 30, 2002 are as follows: total checking accounts decreased from 15.9% to 15.8%, savings accounts increased from 9.6% to 10.1% and time deposits increased from 11.0% to 12.0%. Total deposits have increased from 11.3% to 11.9%.

Shareholders’ Equity

Bancolombia’s Shareholders’ Equity increased 4.7% quarter-over-quarter from Ps 973 billion to Ps 1,019 billion. As of June 30, 2002, Bancolombia’s unconsolidated ratio of technical capital to risk weighted assets was 11.6%.

TECHNICAL EQUITY RISK WEIGHTED ASSETS				As of						Growth
Unconsolidated (Ps nominal million)	30-Jun-01			31-Mar-02			30-Jun-02			2Q02/1Q02			2Q02/2Q01
Basic capital		538,862			528,446			551,001			4.27	%		2.25	%
Additional capital		178,083			219,142			210,096			-4.13	%		17.98	%
Technical capital		716,945			747,588			761,097			1.81	%		6.16	%
Market Risk					35,900			26,351			-26.60	%
Risk weighted assets		6,402,955			6,435,041			6,298,290			-2.13	%		-1.63	%
CAPITAL ADEQUACY		11.20	%		10.94	%		11.55	%		5.56	%		3.10	%

5

III.  INCOME STATEMENT

Bancolombia’s net income for the quarter ended June 30, 2002 amounted to Ps 34 billion, compared to Ps 41 billion for the quarter ended March 31, 2002. As we mentioned before, the decrease during the quarter is a result of lower other operating income due to dividends, which under Colombian law are accounted for at the General Shareholders’ Meeting during the first quarter, and higher total net provisions.

Net Interest Income

Net interest income increased 13% over the quarter to Ps 170 billion from Ps 150 billion. This growth was caused by higher interest income of 4.7% and lower interest expenses, which decreased 5.2% during the same period. As a result, net interest margin increased to 7.8% from 7.1% quarter-over-quarter.

Interest Income
Total interest income amounted to Ps 290 billion during the second quarter, up 4.7% from Ps 278 billion registered in the first quarter. Income from interest on investment securities increased 32.8% due to higher volume, while interest on loans decreased 5.3% due to lower DTF rates.

Interest Expense
Total interest expenses decreased 5.2% to Ps 120 billion from Ps 127 billion quarter-over-quarter due to lower interest rates. The DTF rate registered during the last week of March 2002 was 10.55%, declining to 8.21% during the last week of June 2002.

Provisions

The item “Recovery of provisions for foreclosed assets and other assets” has increased from Ps 6 billion as of June 30, 2001 to Ps 20 billion as of June 30, 2002. Given the increased relevance of this figure, it has been reclassified from “other income” to “total net provisions". As a result, the numbers for total net provisions in this report are adjusted accordingly.

Total net provisions for the second quarter amounted to Ps (43,610) million, up 9.6% when compared to Ps (39,784) million for the previous quarter, as follows:

• Provisions for loans decreased to Ps (26,876) million from Ps (49,268) million quarter-over-quarter.

• Provisions for foreclosed assets increased to Ps (5,436) million from Ps (4,313) million during the same period. Beginning July 2002, any foreclosed asset received in payment has to be provisioned at 40% of its commercial value.

• Provisions for investments increased to Ps (25,143) million from Ps (741) million quarter-over-quarter.

Fees and Income from Services

Total fees and income from services amounted to Ps 73 billion in the second quarter, up 5.3% from Ps 69 billion in the first quarter, and up 20.0% from Ps 61 billion year-over-year. Commissions from banking services, commissions and fees from fiduciary activities, and

6

checking fees increased 8.3%, 21.3% and 6.4%, respectively, during the quarter. Total fees and income from services reached 34.4% from 33.4% as a percentage of total operating income during the quarter.

As we mentioned in our previous earnings release, in March 2002 the Bank canceled some outstanding VISA credit cards that had not been active during a long period of time. The number of outstanding credit cards decreased 2.5% from June 30, 2001 to June 30, 2002. However, there was an increase of 2.2% quarter-over-quarter. Bancolombia’s accumulated credit card billing increased 13.4% year-over-year, achieving 16% of market share.

                 ACCUMULATED CREDIT CARD BILLING

					%			2002
(As of June 30, in Ps million)	2001		2002		Growth			Mkt. Share
Bancolombia Mastercard		300,809		332,871		10.7	%		10.9	%
Bancolombia VISA		129,888		155,716		19.9	%		5.1	%
Total Bancolombia		430,697		488,587		13.4	%		16.0	%
Colombian Industry		2,672,337		3,050,605		14.2	%
Source: Credibanco and Red Multicolor

                 CREDIT CARD MARKET SHARE

					%			2002
Number of credit cards as of June 30,	2001		2002		Growth			Mkt. Share
Bancolombia Mastercard		153,862		158,329		2.9	%		7.5	%
Bancolombia VISA		105,380		94,335		-10.5	%		4.5	%
Total Bancolombia		259,242		252,664		-2.5	%		12.0	%
Colombian Industry		1,924,312		2,097,537		9.0	%
Source: Credibanco and Red Multicolor

Operating Expenses

Operating expenses increased 1.8% to Ps 155 billion from Ps 152 billion during the quarter. This increase resulted from a slight increase in administrative and other expenses, and salaries and employee benefits. During the second quarter, the efficiency ratio reached 60.8%, improving slightly from 61.9% registered the previous quarter.

IV.  SUBSIDIARIES

SUBSIDIARIES’ BREAKDOWN

			Bancolombia					Leasing
As of June 30, 2002 (Ps millions)	Bancolombia		Panama			Colcorp		Colombia		Almacenar		Fiducolombia
Total assets		8,313,293		2,356,068			340,303		214,710		91,955		72,273
Total shareholders’ equity		1,006,421		113,276			239,130		19,188		72,242		53,285
Net income (loss)		72,979		(5,117	)		5,241		2,615		902		8,046

Bancolombia Panama and its Subsidiaries

The following table included in this report for the subsidiary is expressed in US dollars.

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BANCOLOMBIA PANAMA
INCOME STATEMENT
AND BALANCE SHEET	Quarter						Growth
(US$)	1Q 02			2Q 02			2Q02/1Q02
ASSETS
Loans, net		235,635,546			235,210,150			-0.18	%
Investment securities, net		586,602,956			623,762,252			6.33	%
Other assets		153,876,665			137,566,907			-10.60	%
Total assets		976,115,167			996,539,309			2.09	%
LIABILITIES AND SHAREHOLDERS’ EQUITY
Deposits		875,465,295			887,468,118			1.37	%
Other liabilities		49,161,250			61,158,992			24.40	%
Total liabilities		924,626,545			948,627,110			2.60	%
Shareholders’ equity		51,488,622			47,912,199			-6.95	%
Total liabilities and shareholders’ equity		976,115,167			996,539,309			2.09	%
Interest income		15,662,104			17,166,902			9.61	%
Interest expense		6,851,034			6,456,286			-5.76	%
Net interest income		8,811,070			10,710,616			21.56	%
Net provisions		(6,938,589	)		(13,907,572	)		100.44	%
Other operating income		144,233			361,356			150.54	%
Other operating expense		605,790			739,693			22.10	%
Net income (loss)		1,410,924			(3,575,293	)		-353.40	%

Bancolombia Panama’s total assets increased 2.1% from US$976 million to US$997 million quarter-over-quarter. This growth was the result of higher volume of investment securities, which increased 6.3% to US$624 million from US$587 million during the same period. The Bank’s total liabilities increased 2.6% from US$925 million to US$949 million quarter-over-quarter.

Bancolombia Panama showed very positive results during the quarter, not taking provisions into account. Net interest income increased 21.6% during the quarter from US$8.8 million to US$10.7 million. This was the result of higher volume of the investment portfolio. However, net provisions increased 100.4% during the quarter from US$(6.9) million to US$(13.9) million due to a provision for investments. As a result, Bancolombia Panama showed a net loss of US$ 3.6 million during the second quarter.

CAUTIONARY NOTE REGARDING FORWARD LOOKING STATEMENTS

This release contains statements that may be considered forward-looking statements within the meaning of Section 27A of the U.S. Securities Act of 1933 and Section 21E of the U.S. Securities Exchange Act of 1934. All forward-looking statements, whether made in this release or in future filings or press releases or orally, address matters that involve risks and uncertainties; consequently, there are or will be important factors that could cause actual results to differ materially from those indicated in such statements.

8

				Quarters
PRINCIPAL RATIOS	2Q01			1Q02			2Q02
PROFITABILITY
Net interest margin (1)		7.91	%		7.11	%		7.77	%
Return on average total assets (2)		1.36	%		1.60	%		1.30	%
Return on average shareholders’ equity (3)		13.38	%		16.11	%		13.26	%
EFFICIENCY
Operating expenses to net operating income (4)		68.28	%		61.85	%		60.76	%
Operating expenses to average total assets (4)		6.57	%		5.90	%		5.92	%
CAPITAL ADEQUACY
Shareholders’ equity to total assets		10.60	%		9.27	%		9.46	%
Technical capital to risk weighted assets (5)		11.20	%		10.94	%		11.55	%
ASSET QUALITY
Non performing loans to total loans (6)		2.81	%		3.92	%		3.66	%
C, D and E loans to total loans (7)		8.63	%		10.32	%		10.02	%
Past due loans to total loans		4.26	%		4.87	%		5.09	%
Allowances to non performing loans (8)		212.03	%		162.10	%		165.37	%
Allowances to past due loans (8)		140.06	%		130.25	%		118.86	%
Allowances to C, D and E loans (8)		69.14	%		61.50	%		60.38	%
Allowances to total loans (8)		5.96	%		6.35	%		6.05	%

1.	Defined as net interest income divided by monthly average interest-earning assets.
2.	Net income divided by monthly average total assets.
3.	Net income divided by monthly average shareholders’ equity.
4.	Excluding merger expenses. Operating Income includes Net Interest Income, Total fees and income from services, and Total other operating income.
5.	Calculated on an unconsolidated basis.
6.	Non-performing loans are commercial and consumer loans that are past due 90 days or more, and mortgage loans that are past due 120 days or more. Beginning January 2002, non-performing loans are consumer loans that are past due 60 days or more, commercial loans that are past due 90 days or more, and mortgage loans that are past due 120 days or more.
7.	“C”, “D” and “E” loans include all non-performing loans as well as consumer and commercial loans classified “C” which are considered performing loans under the regulations of the Colombian Superintendency of Banking.
8.	Allowance = allowance for loan and accrued interest losses.

STOCK INDICATORS				Quarters
	2Q01			1Q 02			2Q 02
Net Income		30,013			41,141			34,008
USD Earnings per ADS		0.090			0.125			0.100
ROAA		1.36	%		1.60	%		1.30	%
ROAE		13.38	%		16.11	%		13.26	%
P/BV ADS		0.80			0.57			0.80
P/BV Local (1)		0.69			0.74			0.98
Shares Outstanding		576,695,395			576,695,395			576,695,395

⁽¹⁾ Share prices on the Colombian Stock Exchange.

9

CONSOLIDATED BALANCE SHEET				As of						Growth
(Ps millions as of June 30, 2002)	30-Jun-01			31-Mar-02			30-Jun-02			2Q02/1Q02			2Q02/2Q01
ASSETS
Cash and due from banks		400,746			417,824			405,341			-2.99	%		1.15	%
Overnight funds		147,666			190,355			180,888			-4.97	%		22.50	%
Total cash and equivalents		548,412			608,179			586,229			-3.61	%		6.90	%
Investments securities		2,038,083			3,460,641			3,911,529			13.03	%		91.92	%
Market value allowance		(22,026	)		(20,496	)		(45,875	)		123.82	%		108.28	%
Net Investment Securities		2,016,057			3,440,145			3,865,654			12.37	%		91.74	%
Gross Loans		5,253,371			5,440,352			5,386,790			-0.98	%		2.54	%
Allowance for loan losses		(286,325	)		(322,635	)		(302,833	)		-6.14	%		5.77	%
Net total loans		4,967,046			5,117,717			5,083,957			-0.66	%		2.35	%
Accrued interest receivable on loans		104,034			109,018			98,763			-9.41	%		-5.07	%
Allowance for accrued interest losses		(27,015	)		(22,647	)		(23,043	)		1.75	%		-14.70	%
Net total interest accrued		77,019			86,371			75,720			-12.33	%		-1.69	%
Customers’ acceptances		43,039			40,319			6,105			-84.86	%		-85.82	%
Net accounts receivable		64,430			69,084			55,667			-19.42	%		-13.60	%
Net premises and equipment		270,913			254,463			253,727			-0.29	%		-6.34	%
Foreclosed assets		75,245			50,162			53,388			6.43	%		-29.05	%
Prepaid expenses and deferred charges		81,573			52,235			42,590			-18.47	%		-47.79	%
Good will		152,876			135,890			130,228			-4.17	%		-14.81	%
Net lease		226,844			268,916			280,375			4.26	%		23.60	%
Other		34,057			131,087			86,568			-33.96	%		154.18	%
Reappraisal of assets		271,948			242,646			251,813			3.78	%		-7.40	%
Total assets		8,829,459			10,497,214			10,772,021			2.62	%		22.00	%
LIABILITIES AND SHAREHOLDERS’ EQUITY
LIABILITIES
DEPOSITS
Non-interest bearing		1,190,718			1,384,436			1,514,512			9.40	%		27.19	%
Checking accounts		1,107,723			1,293,295			1,438,034			11.19	%		29.82	%
Other		82,995			91,141			76,478			-16.09	%		-7.85	%
Interest bearing		5,374,732			6,113,550			6,440,318			5.34	%		19.83	%
Checking accounts		590,839			676,731			518,946			-23.32	%		-12.17	%
Time deposits		3,015,672			3,528,750			3,804,278			7.81	%		26.15	%
Savings deposits		1,768,221			1,908,069			2,117,094			10.95	%		19.73	%
Total deposits		6,565,450			7,497,986			7,954,830			6.09	%		21.16	%
Overnight funds		385,973			394,202			310,090			-21.34	%		-19.66	%
Bank acceptances outstanding		41,701			26,409			24,008			-9.09	%		-42.43	%
Interbank borrowings		156,645			476,735			394,396			-17.27	%		151.78	%
Borrowings from domestic development banks		301,137			382,049			446,978			17.00	%		48.43	%
Accounts payable		240,598			482,867			369,012			-23.58	%		53.37	%
Other liabilities		98,824			112,676			105,762			-6.14	%		7.02	%
Bonds		9,677			7,623			5,077			-33.41	%		-47.54	%
Accrued expenses		78,435			121,579			116,176			-4.44	%		48.12	%
Minority interest in consolidated subsidiaries		15,082			21,851			26,731			22.33	%		77.24	%
Total liabilities		7,893,522			9,523,977			9,753,060			2.41	%		23.56	%
Shareholders’ equity		935,937			973,237			1,018,961			4.70	%		8.87	%
Total liabilities and shareholders’ equity		8,829,459			10,497,214			10,772,021			2.62	%		22.00	%

10

CONSOLIDATED INCOME STATEMENT	As of						Quarter									Growth
(Nominal Ps Millions)	30-Jun-01			30-Jun-02			2Q 01			1Q 02			2Q 02			2Q 02/1Q 02			2Q 02/2Q 01
Interest income and expenses
Interest on loans		406,876			373,212			202,905			191,686			181,526			-5.30	%		-10.54	%
Interest on investment securities		122,614			169,381			55,831			72,767			96,614			32.77	%		73.05	%
Overnight funds		14,483			6,063			6,582			3,529			2,534			-28.19	%		-61.50	%
Leasing		17,053			19,286			8,718			9,520			9,766			2.58	%		12.02	%
Total interest income		561,026			567,942			274,036			277,502			290,440			4.66	%		5.99	%
Interest expense
Time deposits		160,882			152,312			80,777			78,637			73,675			-6.31	%		-8.79	%
Savings deposits		56,185			54,459			28,292			26,919			27,540			2.31	%		-2.66	%
Total interest on deposits		217,067			206,771			109,069			105,556			101,215			-4.11	%		-7.20	%
Interbank borrowings		20,898			4,904			10,321			2,806			2,098			-25.23	%		-79.67	%
Borrowings from domestic development banks		17,267			21,495			8,544			10,448			11,047			5.73	%		29.30	%
Overnight funds		9,375			14,383			4,467			8,244			6,139			-25.53	%		37.43	%
Total interest expense		264,607			247,553			132,401			127,054			120,499			-5.16	%		-8.99	%
Net interest income		296,419			320,389			141,635			150,448			169,941			12.96	%		19.99	%
Provision for loan and accrued interest losses		(131,237	)		(145,088	)		(50,258	)		(75,373	)		(73,064	)		-3.06	%		45.38	%
Provision for foreclosed assets and other assets		(16,806	)		(38,509	)		(11,434	)		(6,939	)		(31,570	)		354.96	%		176.11	%
Recovery of provisions for foreclosed assets and other assets		6,113			19,639			2,559			13,074			6,565			-49.79	%		156.55	%
Recovery of provisions for past due loans and accrued interest losses		79,826			72,293			27,155			26,105			46,188			76.93	%		70.09	%
Recovery of charged-off loans		9,252			11,620			4,627			3,349			8,271			146.97	%		78.76	%
Total net provisions		(52,852	)		(80,045	)		(27,351	)		(39,784	)		(43,610	)		9.62	%		59.45	%
Net interest income after provision for loans and accrued interest losses		243,567			240,344			114,284			110,664			126,331			14.16	%		10.54	%
Commissions from banking services		39,144			47,090			20,112			22,602			24,488			8.34	%		21.76	%
Credit card merchant fees		18,640			19,841			9,186			9,740			10,101			3.71	%		9.96	%
Credit and debit card annual fees		19,245			23,867			9,918			11,782			12,085			2.57	%		21.85	%
Checking fees		18,689			20,204			9,274			9,791			10,413			6.35	%		12.28	%
Warehouse services		15,629			19,160			7,689			9,535			9,625			0.94	%		25.18	%
Commissions-fees from fiduciary activities		12,434			17,320			6,317			7,826			9,494			21.31	%		50.29	%
Check remittance		11,769			10,138			5,695			5,165			4,973			-3.72	%		-12.68	%
International operations		10,128			9,773			4,748			4,852			4,921			1.42	%		3.64	%
Total fees and other service income		145,678			167,393			72,939			81,293			86,100			5.91	%		18.04	%
Fees and other service expenses		(24,473	)		(25,818	)		(12,437	)		(12,348	)		(13,470	)		9.09	%		8.31	%
Total fees and income from services		121,205			141,575			60,502			68,945			72,630			5.34	%		20.05	%
Other operating income
Net foreign exchange gains		5,634			30,872			3,885			(1,324	)		32,196			-2531.72	%		728.73	%
Dividend income		3,172			11,415			990			10,268			1,147			-88.83	%		15.86	%
Forward contracts in foreign currency		461			(7,480	)		2,975			15,516			(22,996	)		-248.21	%		-872.97	%
Communication, postage and others		3,958			4,125			2,064			2,084			2,041			-2.06	%		-1.11	%
Total other operating income		13,225			38,932			9,914			26,544			12,388			-53.33	%		24.95	%
Total income		377,997			420,851			184,700			206,153			211,349			2.52	%		14.43	%
Operating expenses
Salaries and employee benefits		121,810			135,414			60,595			67,199			68,215			1.51	%		12.58	%
Compensation		10,423			11,858			5,474			5,830			6,028			3.40	%		10.12	%
Administrative and other expenses		139,209			144,174			71,037			71,270			72,904			2.29	%		2.63	%
Donation expenses		60			396			14			372			24			-93.55	%		71.43	%
Depreciation		15,713			15,176			7,672			7,437			7,739			4.06	%		0.87	%
Total operating expenses		287,215			307,018			144,792			152,108			154,910			1.84	%		6.99	%
Net operating income		90,782			113,833			39,908			54,045			56,439			4.43	%		41.42	%
Merger expenses		21,978			19,447			10,723			9,897			9,550			-3.51	%		-10.94	%
Non-operating income (expense)
Other income		21,270			11,155			9,767			8,846			5,658			-36.04	%		-42.07	%
Recovery of deposit security		6,335			2,421			365			2,421			—			-100.00	%		-100.00	%
Other expense		(6,165	)		(15,788	)		(2,792	)		(6,263	)		(9,525	)		52.08	%		241.15	%
Total non-operating income		21,440			(2,212	)		7,340			5,004			(3,867	)		-177.28	%		-152.68	%
Income before income taxes		90,244			92,174			36,525			49,152			43,022			-12.47	%		17.79	%
Income tax expense		(18,502	)		(17,025	)		(6,512	)		(8,011	)		(9,014	)		12.52	%		38.42	%
Net income		71,742			75,149			30,013			41,141			34,008			-17.34	%		13.31	%

11