<Page> UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant /X/ Filed by a party other than the Registrant / / Check the appropriate box: / / Preliminary Proxy Statement / / CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14a-6(e)(2)) / / Definitive Proxy Statement / / Definitive Additional Materials /X/ Soliciting Material Pursuant to Section 240.14a-12 Staten Island Bancorp, Inc. - -------------------------------------------------------------------------------- (Name of Registrant as Specified In Its Charter) - -------------------------------------------------------------------------------- (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): /X/ No fee required. / / Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11. (1) Title of each class of securities to which transaction applies: ------------------------------------------------------------------------ (2) Aggregate number of securities to which transaction applies: ------------------------------------------------------------------------ (3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): ------------------------------------------------------------------------ (4) Proposed maximum aggregate value of transaction: ------------------------------------------------------------------------ (5) Total fee paid: ------------------------------------------------------------------------ / / Fee paid previously with preliminary materials. / / Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. (1) Amount Previously Paid: ------------------------------------------------------------------------ (2) Form, Schedule or Registration Statement No.: ------------------------------------------------------------------------ (3) Filing Party: ------------------------------------------------------------------------ (4) Date Filed: ------------------------------------------------------------------------ <Page> PRESS RELEASE Contact: Donald Fleming Senior Vice President For release at 4:30 p.m. January 29, 2004 Contact #: (718) 697-2813 ANNOUNCEMENT: STATEN ISLAND BANCORP ANNOUNCES QUARTER AND YEAR END 2003 RESULTS Staten Island Bancorp, Inc. (NYSE:SIB) (the "Company"), the parent holding company for SI Bank & Trust (the "Bank"), today reported fourth quarter and full year results for 2003. As previously announced, the Company and Independence Community Bank Corp. ("Independence") entered into an Agreement and Plan of Merger, dated as of November 24, 2003, pursuant to which the Company will merge with and into Independence ("the Merger"). In connection with the Merger, the Company has agreed to sell a substantial portion of the assets and operations of SIB Mortgage Corp., the Bank's mortgage banking subsidiary ("SIB Mortgage"), as part of a plan to exit the mortgage banking business. As a result of these plans, under generally accepted accounting principles, the Company must report the Bank's results as "continuing operations" and the results of the mortgage banking business of SIB Mortgage as "discontinued operations." Accordingly, the Company reported income from continuing operations of $13.6 million or $0.24 per diluted share for the quarter ended December 31, 2003, compared to income from continuing operations of $14.3 million or $0.25 per diluted share for the quarter ended December 31, 2002. For the year ended December 31, 2003, the Company's income from continuing operations was $57.1 million or $1.01 per diluted share compared to $66.1 million or $1.13 per diluted share for the year ended December 31, 2002. The Company reported a net loss from discontinued operations of $60.3 million, or $1.06 per diluted share, for the quarter ended December 31, 2003 compared to net income from discontinued operations of $10.3 million or $0.17 per diluted share for the quarter ended December 31, 2002. For the year, the net loss from discontinued operations was $44.3 million or $0.78 per diluted share for 2003 compared to net income from discontinued operations of $29.6 million or $0.51 per diluted share for 2002. Giving effect to both the Company's income from continuing operations and the income (loss) from discontinued operations, the Company reported a net loss of $46.7 million or $0.82 per diluted share for the quarter ended December 31, 2003 compared to net income of $24.6 million or $0.42 per diluted share for the quarter ended December 1 <Page> 31, 2002. For the year, the Company reported net income of $12.8 million or $0.23 per diluted share for 2003 compared to $100.4 million or $1.72 per diluted share for 2002. CONTINUING OPERATIONS NET INTEREST INCOME The Company's net interest income for the fourth quarter of 2003 amounted to $42.1 million, a decrease of $1.8 million compared to $43.9 million of net interest income in the fourth quarter of 2002. The continuing low interest rate environment reduced the Company's yields on its loans and investment securities which was partially offset by lower costs paid on deposits and borrowings. The Company's interest income declined by $9.8 million in the fourth quarter of 2003 compared to the fourth quarter of 2002. This was due primarily to a 73 basis point reduction in the average yield earned on loans, which was partially offset by a $156.6 million or 3.3% increase in the average balance in the loan portfolio in the fourth quarter of 2003 compared to the fourth quarter of 2002. The average yield earned on securities declined by 221 basis points in the fourth quarter of 2003, compared to the fourth quarter of 2002, which more than offset a $316.1 million or 29.3% increase in the average balance of securities. The reduction in the average yields earned by the Company on its loans and securities primarily reflects the continuing low interest rate environment. Included in the Company's interest income was interest earned on warehouse lineS of credit from the Bank to SIB Mortgage which had an average balance of $ 1.4 billion and an average yield of 3.89% for the fourth quarter of 2003. The Company anticipates that, as the balance on such warehouse lines are reduced as a function of the winding down of SIB Mortgage's operations, these funds will be available for reinvestment in higher yielding assets. The Company's interest expense declined $8.1 million in the fourth quarter of 2003 compared to the fourth quarter of 2002. This was primarily due to a 78 basis point decline in the overall cost of funds from 3.30% in the fourth quarter of 2002 to 2.52% in the fourth quarter of 2003. The impact of this decline in the cost of funds was partially offset by the increase in the average balance of deposits, which increased $366.3 million or 12.49%. For the year, net interest income decreased by $11.2 million to $164.0 million compared to $175.2 million for 2002. A decrease of $40.0 million in interest income was partially offset by $28.8 million reduction in interest expense. Again, lower market rates of interest reduced the average yields on the Company's loans and securities and the average cost of deposits and borrowings. PROVISION FOR LOAN LOSSES The Company's provision for loan losses decreased by $554,000 from $2.0 million in the fourth quarter of 2002 to $1.4 million during the fourth quarter of 2003. For the year the provision increased $2.8 million from $4.1 million in 2002 to $7.0 million in 2003. Net charge-offs increased $3.5 million during 2003 compared to 2002 of which $2.6 million related to the Bank's mobile home portfolio. OTHER INCOME Total other income increased $2.6 million from $3.8 million during the fourth quarter of 2002 to $6.4 million during the fourth quarter of 2003. A $2.9 million increase 2 <Page> in service and fee income, $2.6 million of which relates to the Bank's guaranty on certain lines of credit of SIB Mortgage, a $2.1 million increase in the unrealized gain on derivative transactions and a $2.8 million increase in gains on securities transactions were partially offset by a $5.0 million increase in the loss on loan sales in the fourth quarter of 2003. For the year, total other income increased $6.3 million from $26.4 million for 2002 to $32.7 million for 2003. This was primarily the result of a $13.3 million increase in service and fee income primarily related to $11.9 million in fees earned by the Bank as a result of its guarantee of certain third party lines of credit for SIB Mortgage and a $1.0 million increase in gains on securities transactions, which were partially offset by $4.3 million loss on loan sales in 2003 compared to a $700,000 gain in 2002, as well as a $2.9 million reduction in other income. The reduction in other income was due to the receipt in the first quarter of 2002 of a $3.0 million one time liquidating dividend from the Company's former data processing provider. OTHER EXPENSE Total other expenses increased $1.9 million from $21.2 million to $23.1 million from the fourth quarter of 2002 compared to the fourth quarter of 2003. Reductions in personnel and marketing expense of $292,000 and $207,000, respectively, were more than offset by a $1.7 million increase in professional fees relating to the Merger with Independence and a $420,000 increase in data processing fees. For the year, other expenses increased $3.3 million to $89.8 million for 2003 compared to $86.5 million for 2002. Increases in professional fees of $5.0 million, occupancy and equipment expenses of $1.9 million, as well as, data processing fees and other expenses of approximately $1.0 million each were partially offset by a $5.3 million reduction in personnel expense. The increase in professional fees includes merger related fees and expenses of $1.7 million. The reduction in personnel expense reflects a $6.2 million reduction in stock option expense due to the discontinuance in September 2002 of variable plan accounting on the Company's stock option plan, an increase in the deferral of staff expenses relating to loan originations, as well as reductions in bonus and incentive payments. These personnel expense reductions were partially offset by increases in staff expenses relating to branch expansion and other operational staffing increases plus normal pay increases. DISCONTINUED OPERATIONS As previously indicated the Company reported net losses from discontinued operations of $60.3 million and $44.3 million, respectively, for the quarter and year ended December 31, 2003. In the prior year, net income from discontinued operations was $10.3 million and $29.6 million, respectively, for the quarter and year ended December 31, 2002. The loss from discontinued operations in the 2003 quarter and year-end results primarily reflect costs and fees associated with the arrangements to transfer a substantial portion of the operations of SIB Mortgage, recognition of loan origination costs and expenses due to lower origination volume and increased losses on loan sales and derivative transactions. The Company anticipates that a substantial portion of the operations of the SIB Mortgage will be sold to Lehman Brothers (or an affiliate thereof) by the end of February 2004 and that the remaining operations of SIB Mortgage will be sold or discontinued prior to the Merger. 3 <Page> FINANCIAL CONDITION Total assets were $7.5 billion at December 31, 2003, an increase of $551.1 million or 8.0% when compared to total assets of $6.9 billion at December 31, 2002. Retail deposit growth was a significant factor in generating asset growth and reflects deposit growth in the Bank's primary market of Staten Island, as well as the expansion efforts in New Jersey and Brooklyn. Core deposits, which consist of savings, NOW, DDA and money market accounts increased $273.5 million or 11.6% for the current year. The Company's total stockholders' equity was $605.0 million and its tangible equity to assets ratio was 7.30%, at December 31, 2003. Tangible book value per share was $9.13 at December 31, 2003. Staten Island Bancorp, Inc. is the holding company for SI Bank & Trust. SI Bank & Trust was chartered in 1864 and currently operates 17 full service branches and three limited service branches on Staten Island, New York, three full service branches in Brooklyn, New York and 15 full service branches in New Jersey. On September 30, 2003, Staten Island Bancorp had $7.5 billion in total assets and $605.0 million of stockholders' equity. For additional information on our Company including the Company's filings with the Securities and Exchange Commission, please visit our website at WWW.SIBK.COM. * * * Statements contained in this release which are not historical facts are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks and uncertainties which could cause actual results to differ materially from those currently anticipated due to a number of factors. Included in such forward-looking statements are statements regarding the proposed merger of the Company and Independence Community Bank Corp. ("Independence"). Words such as "expect," "feel," "believe," "will," "may," "anticipate," "plan," "estimate," "intend," "should," and similar expressions are intended to identify forward-looking statements. These statements include, but are not limited to, financial projections and estimates and their underlying assumptions; statements regarding plans, objectives and expectations with respect to future operations, products and services; and statements regarding future performance. Such statements are subject to certain risks and uncertainties, many of which are difficult to predict and generally beyond the control of the Company and Independence, that could cause actual results to differ materially from those expressed in, or implied or projected by, the forward-looking information and statements. The following factors, among others, could cause actual results to differ materially from the anticipated results or other expectations expressed in the forward-looking statements: (1) the businesses of the Company and Independence may not be combined successfully, or such combination may take longer to accomplish than expected; (2) the growth opportunities and cost savings from the merger of the Company and Independence may not be fully realized or may take longer to realize than expected; (3) operating costs and business disruption following the completion of the merger, including adverse effects on relationships with employees, may be greater than expected; (4) governmental approvals of the merger may not be obtained, or adverse regulatory conditions may be imposed in connection with governmental approvals of the merger; (5) the stockholders of either the Company or Independence may fail to approve the merger; 4 <Page> (6) competitive factors which could affect net interest income and non-interest income, general economic conditions which could affect the volume of loan originations, deposit flows and real estate values; (7) the levels of non-interest income and the amount of loan losses as well as other factors discussed in the documents filed by the Company and Independence with the Securities and Exchange Commission (the "SEC") from time to time. Neither the Company nor Independence undertakes any obligation to update these forward-looking statements to reflect events or circumstances that occur after the date on which such statements were made. This filing may be deemed to be solicitation material in respect of the proposed merger of the Company and Independence. In connection with the proposed transaction, a registration statement on Form S-4 has been filed with the SEC. STOCKHOLDERS OF THE COMPANY AND STOCKHOLDERS OF INDEPENDENCE ARE ENCOURAGED TO READ THE REGISTRATION STATEMENT AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, INCLUDING THE JOINT PROXY STATEMENT/PROSPECTUS THAT IS A PART OF THE REGISTRATION STATEMENT, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER. The final joint proxy statement/prospectus will be mailed to stockholders of the Company and stockholders of Independence. Investors and security holders will be able to obtain the documents free of charge at the SEC's website, WWW.SEC.GOV , from Independence Community Bank Corp., 195 Montague Street, Brooklyn, New York 11201, Attention: Investor Relations or from Staten Island Bancorp, Inc., 1535 Richmond Avenue, Staten Island, New York 10314, Attention: Investor Relations. The Company and its directors and executive officers and other members of management and employees may be deemed to participate in the solicitation of proxies in respect of the proposed transaction. Information regarding the Company's directors and executive officers is available in the Company's proxy statement for its 2003 annual meeting of stockholders, which was filed with the SEC on April 7, 2003. Additional information regarding the interests of such potential participants will be included in the joint proxy statement/prospectus and the other relevant documents filed with the SEC when they become available. 5 <Page> CONSOLIDATED STATEMENTS OF CONDITION <Table> <Caption> DECEMBER 31, 2003 DECEMBER 31, 2002 INCREASE (DECREASE) ----------------- ----------------- ------------------- (000'S OMITTED) ASSETS: Cash and due from banks $ 100,699 $ 137,085 $ (36,386) Federal funds sold 137,000 237,000 (100,000) Securities available for sale 2,012,520 911,432 1,101,088 Federal Home Loan Bank of NY capital stock 118,400 112,150 6,250 Loans, net of allowance for loan losses of $25,441 in 2003 and $22,773 in 2002 3,525,918 3,422,492 103,426 Loans held for sale 1,200,031 1,729,890 (529,859) Accrued interest receivable 26,150 23,976 2,174 Bank premises and equipment, net 51,784 47,545 4,239 Intangible assets, net 54,638 57,881 (3,243) Other assets 259,016 255,644 3,372 ----------- ----------- ----------- TOTAL ASSETS $ 7,486,156 $ 6,935,095 $ 551,061 =========== =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY LIABILITIES: Due Depositors- Savings $ 1,127,108 $ 1,045,767 $ 81,341 Certificates of deposit 1,215,089 1,105,370 109,719 Money market 764,537 639,037 125,500 NOW accounts 158,825 134,450 24,375 Demand deposits 581,789 539,510 42,279 ----------- ----------- ----------- Total deposits 3,847,348 3,464,134 383,214 Borrowed funds 2,950,927 2,756,927 194,000 Advances from borrowers for taxes and insurance 21,931 23,537 (1,606) Accrued interest and other liabilities 60,985 76,229 (15,244) ----------- ----------- ----------- TOTAL LIABILITIES 6,881,191 6,320,827 560,364 ----------- ----------- ----------- STOCKHOLDERS' EQUITY: Common stock, par value $.01 per share, 100,000,000 shares authorized, 90,260,624 issued and 60,290,796 outstanding at December 31, 2003 and 90,260,624 issued and 60,269,397 outstanding at December 31, 2002 903 903 -- Additional paid-in-capital 600,592 586,405 14,187 Retained earnings 374,987 391,739 (16,752) Unallocated common stock held by ESOP (24,722) (27,468) 2,746 Unearned common stock held by RRP (3,854) (8,894) 5,040 Treasury stock (29,969,828 shares at December 31, 2003 and 29,991,227 at December 31, 2002), at cost (351,222) (339,982) (11,240) ----------- ----------- ----------- 596,684 602,703 (6,019) Accumulated other comprehensive income, net of taxes 8,281 11,565 (3,284) ----------- ----------- ----------- Total stockholders' equity 604,965 614,268 (9,303) ----------- ----------- ----------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 7,486,156 $ 6,935,095 $ 551,061 =========== =========== =========== </Table> 6 <Page> CONSOLIDATED STATEMENTS OF INCOME <Table> <Caption> FOR THE THREE MONTHS ENDED DECEMBER 31, FOR THE YEAR ENDED DECEMBER 31, --------------------------------------- ------------------------------------ INCREASE INCREASE 2003 2002 (DECREASE) 2003 2002 (DECREASE) --------------------------------------- ------------------------------------ (000's omitted, except per share and share data) CONTINUING OPERATIONS: INTEREST INCOME: Loans $ 65,711 $ 72,442 $ (6,731) $ 268,496 $ 273,014 $ (4,518) Securities available for sale 12,204 15,457 (3,253) 48,179 84,059 (35,880) Federal funds sold 582 418 164 1,841 1,438 403 --------- --------- --------- --------- --------- --------- Total interest income 78,497 88,317 (9,820) 318,516 358,511 (39,995) --------- --------- --------- --------- --------- --------- INTEREST EXPENSE: Savings and escrow accounts 1,594 3,751 (2,157) 10,255 17,437 (7,182) Certificates of deposits 7,418 9,014 (1,596) 30,424 39,008 (8,584) Money market and NOW accounts 3,649 4,515 (866) 14,938 16,280 (1,342) Borrowed funds 23,711 27,156 (3,445) 98,902 110,555 (11,653) --------- --------- --------- --------- --------- --------- Total interest expense 36,372 44,436 (8,064) 154,519 183,280 (28,761) --------- --------- --------- --------- --------- --------- Net interest income 42,125 43,881 (1,756) 163,997 175,231 (11,234) PROVISION FOR LOAN LOSSES 1,446 2,000 (554) 6,968 4,130 2,838 --------- --------- --------- --------- --------- --------- Net interest income after provision for loan losses 40,679 41,881 (1,202) 157,029 171,101 (14,072) OTHER INCOME (LOSS): Service and fee income 6,818 3,955 2,863 28,105 14,774 13,331 Net gains (losses) on loan sales (4,687) 330 (5,017) (4,270) 677 (4,947) Unrealized gain (loss) on derivative transactions 2,091 -- 2,091 358 -- 358 Loan fees 44 122 (78) 200 751 (551) Other Income 1,921 1,928 (7) 7,687 10,554 (2,867) Securities transaction gain (loss) 252 (2,506) 2,758 611 (395) 1,006 --------- --------- --------- --------- --------- --------- 6,439 3,829 2,610 32,691 26,361 6,330 OTHER EXPENSES: Personnel 11,773 12,065 (292) 47,764 53,088 (5,324) Occupancy and equipment 3,187 3,040 147 12,240 10,295 1,945 Amortization of intangible assets 121 120 1 483 483 -- Data processing 2,094 1,674 420 7,637 6,682 955 Marketing 302 509 (207) 2,371 2,654 (283) Professional fees 2,957 1,245 1,712 7,994 3,001 4,993 Other 2,620 2,548 72 11,323 10,269 1,054 --------- --------- --------- --------- --------- --------- Total other expenses 23,054 21,201 1,853 89,812 86,472 3,340 --------- --------- --------- --------- --------- --------- Income before provision for income taxes 24,064 24,509 (445) 99,908 110,990 (11,082) PROVISION FOR INCOME TAXES 10,439 10,245 194 42,791 44,904 (2,113) --------- --------- --------- --------- --------- --------- INCOME FROM CONTINUING OPERATIONS 13,625 14,264 (639) 57,117 66,086 (8,969) DISCONTINUED OPERATIONS: Income (loss) before provision (benefit) for income taxes (103,007) 17,816 (120,823) (75,339) 51,433 (126,772) Provision (benefit) for income taxes (42,677) 7,518 (50,195) (31,051) 21,872 (52,923) --------- --------- --------- --------- --------- --------- INCOME (LOSS) FROM DISCONTINUED OPERATIONS (60,330) 10,298 (70,628) (44,288) 29,561 (73,849) Income (loss) before cumulative effect of change in accounting principle (46,705) 24,562 (71,267) 12,829 95,647 (82,818) Cumulative effect of change in accounting for FAS #133 -- -- -- -- 4,731 (4,731) --------- --------- --------- --------- --------- --------- NET INCOME (LOSS) $ (46,705) $ 24,562 $ (71,267) $ 12,829 $ 100,378 $ (87,549) ========= ========= ========= ========= ========= ========= EARNINGS PER SHARE - BASIC Income from continuing operations $ 0.26 $ 0.26 $ 1.05 $ 1.18 Income (loss) from discontinued operations (1.11) 0.19 (0.81) 0.53 Cumulative effect of change in accounting principle -- -- -- 0.09 --------- --------- --------- --------- Net income (loss) $ (0.85) $ 0.45 $ 0.24 $ 1.80 ========= ========= ========= ========= EARNINGS PER SHARE - DILUTED Income from continuing operations $ 0.24 $ 0.25 $ 1.01 $ 1.13 Income (loss) from discontinued operations (1.06) 0.17 (0.78) 0.51 Cumulative effect of change in accounting principle -- -- -- 0.08 --------- --------- --------- --------- Net income (loss) $ (0.82) $ 0.42 $ 0.23 $ 1.72 ========= ========= ========= ========= DIVIDENDS DECLARED PER SHARE $ 0.14 $ 0.13 $ 0.54 $ 0.46 ========= ========= ========= ========= </Table> 7 <Page> LOAN PORTFOLIO COMPOSITION - The following table sets forth the composition of the Company's loans held for investment portfolio at the dates indicated. <Table> <Caption> DECEMBER 31, 2003 DECEMBER 31, 2002 INCREASE (DECREASE) ----------------------------------------------------------- (000's omitted) (unaudited) Mortgage loans: (1) Single-family residential $ 2,660,051 $ 2,671,041 $ (10,990) Multi-family residential 71,384 56,545 14,839 Commercial real estate 508,466 418,708 89,758 Construction and land 170,259 153,144 17,115 Home equity 21,986 19,032 2,954 ----------- ----------- ----------- Total mortgage loans 3,432,146 3,318,470 113,676 Other loans: Student loans 151 228 (77) Passbook loans 8,822 8,692 130 Commercial business loans 58,975 62,777 (3,802) Other consumer loans 29,338 37,362 (8,024) ----------- ----------- ----------- Total other loans 97,286 109,059 (11,773) ----------- ----------- ----------- Total loans receivable 3,529,432 3,427,529 101,903 Less: Premium (Discount) on loans purchased 3,226 3,941 (715) Allowance for loan losses (25,441) (22,773) (2,668) Deferred loan costs 18,701 13,795 4,906 ----------- ----------- ----------- Loans receivable, net $ 3,525,918 $ 3,422,492 $ 103,426 =========== =========== =========== </Table> - ------------------ (1) Mortgage loans held for sale at December 31, 2003 and December 31, 2002, of $1.2 billion and $1.7 billion, respectively, are not included in this table. 8 <Page> LOANS PAST DUE 90 DAYS OR MORE STILL ACCRUING AND NON-ACCRUING ASSETS. The following tables set forth information with respect to non-accruing loans, other real estate owned ("OREO") and repossessed assets and loans past due 90 days or more and still accruing. <Table> <Caption> December 31, 2003 December 31, 2002 ----------------- ----------------- (000'S OMITTED) (UNAUDITED) Non-Accruing Loans Mortgage loans: Single-family residential $24,034 $11,942 Multi-family residential 248 -- Commercial real estate 4,385 2,687 Construction and land 1,598 1,094 Home equity -- -- Other loans: Commercial business loans 778 797 Other consumer loans 284 837 ------- ------- Total non-accrual loans (1) 31,327 17,357 Other real estate owned and repossessed assets, net 2,613 9,681 ------- ------- Total non-accruing loan assets 33,940 27,038 Loans past due 90 days or more and still accruing 3,766 5,684 ------- ------- Non-accruing loans,OREO and repossessed assets and loans past due 90 days or more and still accruing $37,706 $32,722 ======= ======= </Table> (1) Included in non-accrual loans are non-accrual loans in the held for sale portfolio at SIB Mortgage of $8.4 million and $0.9 million at December 31, 2003 and December 31, 2002, respectively. The Company maintains a representation and warranty reserve to provide for losses recognized on the sale of these loans. The balance in the representation and warranty reserve at December 31, 2003 and December 31, 2002 was $5.1 million and $3.5 million, respectively. <Table> Non-accruing loans, OREO and repossessed assets to total *HFI & **HFS loans 0.72% 0.53% Non-accruing loans, OREO and repossessed assets to total assets 0.45% 0.39% Non-accruing loans to total *HFI & **HFS loans 0.66% 0.34% Non-accruing loans to total assets 0.42% 0.25% * Held for Investment ** Held for Sale </Table> 9