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



                                    FORM 10-Q



                                      Quarterly Report Pursuant to Section 130
                                       of the Securities Exchange Act of 1934


For the Quarter ended                                 Commission File 001-14793
                                                      -------------------------
     March 31, 2001


                                         First BanCorp.
                                         --------------
                         (Exact name of Corporation as specified in its charter)


     Puerto Rico                                            66-0561882
- ------------------------------------------              --------------------
(State or other jurisdiction of                           (I.R.S. Employer
incorporation or organization)                            Identification No.)


  1519 Ponce de Leon Avenue, Stop 23
  Santurce, Puerto Rico                                             00908
 ------------------------------------                           --------------
 (Address of principal office)                                   (Zip Code)


   Corporation's  telephone number,  including area code: (787) 729-8200


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

     Number of shares of the  Corporation's  Common Stock  outstanding as of May
11, 2001


                                   26,596,852
                                   ----------


                         




                                                    FIRST BANCORP
                                                      CONTENTS

PART I.  FINANCIAL INFORMATION                                                  PAGE

                  Item 1. Financial Statements:

                  Consolidated Statements of Financial
                      Condition as of March 31, 2001 and
                     December 31, 2000.................................................................3

                  Consolidated Statements of Income for the
                      three months ended on March 31, 2001 and 2000....................................4

                  Consolidated Statements of Cash Flows
                     for the three months ended on March 31, 2001 and 2000.............................5

                  Consolidated Statements of Changes in
                     Stockholders' Equity..............................................................6

                  Consolidated Statements of Comprehensive Income for the
                      three months ended on March 31, 2001 and 2000....................................7

                  Notes to Consolidated Financial Statements...........................................8

                  Item 2. Management's Discussion and
                            Analysis of Financial Condition
                            and Results of Operations.................................................17

                  Item 3. Quantitative and Qualitative Disclosures About Market Risk..................30

PART II. OTHER INFORMATION

                  Item 1. Legal Proceedings...........................................................31

                  Item 2. Changes in Securities.......................................................31

                  Item 3. Defaults Upon Senior Securities.............................................31

                  Item 4. Submission of Matters to a Vote
                            of Security Holders.......................................................31

                  Item 5. Other Information...........................................................32

                  Item 6. Exhibits and Report on Form 8-K.............................................32

SIGNATURES............................................................................................33


                                     3


                                  FIRST BANCORP
                 CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

                                  (Unaudited)
                                                                     March 31, 2001      December 31, 2000
Assets
Cash and due from banks                                              $     71,406,803     $     63,372,591
                                                                     ----------------    -----------------
Money market instruments                                                    1,049,335            2,020,348
                                                                     ----------------    -----------------
Investment securities available for sale, at market:
    Securities pledged that can be repledged                            1,756,382,573        1,621,457,451
    Other investment securities                                           469,237,327          280,205,723
                                                                     ----------------    -----------------
        Total investment securities available for sale                  2,225,619,900        1,901,663,174
                                                                     ----------------    -----------------
Investment securities held to maturity, at cost:
    Securities pledged that can be repledged                               50,994,269          268,432,581
    Other investment securities                                             5,670,772           42,562,921
                                                                     ----------------    -----------------
        Total investment securities held to maturity                       56,665,041          310,995,502
                                                                     ----------------    -----------------
Federal Home Loan Bank (FHLB) stock                                        22,890,600           18,536,500
                                                                     ----------------    -----------------
Loans receivable                                                        3,680,680,432        3,498,198,207
Allowance for loan losses                                                 (77,639,131)         (76,918,973)
                                                                     ----------------    -----------------
    Total loans - net                                                   3,603,041,301        3,421,279,234
                                                                     ----------------    -----------------
Other real estate owned                                                     2,625,650            2,981,472
Premises and equipment - net                                               73,983,080           72,087,346
Accrued interest receivable                                                32,082,031           27,969,551
Due from customers on acceptances                                           2,402,158            2,177,043
Other assets                                                              148,077,531           96,573,820
                                                                      ---------------     ----------------
        Total assets                                                 $  6,239,843,430    $   5,919,656,581
                                                                      ===============     ================
Liabilities and Stockholders' Equity
Liabilities:
    Non-interest bearing deposits                                     $   223,240,940      $   232,164,469
    Interest bearing deposits                                           3,300,686,234        3,113,819,927
    Federal funds purchased and securities
      sold under agreements to repurchase                               1,737,190,487        1,856,436,127
    Advances from FHLB                                                    295,589,784           67,000,000
    Notes payable                                                          55,500,000           55,500,000
    Bank acceptances outstanding                                            2,402,158            2,177,043
    Accounts payable and other liabilities                                 72,579,609           67,550,152
                                                                      ---------------    -----------------
                                                                        5,687,189,212        5,394,647,718
                                                                      ---------------    -----------------
Subordinated notes                                                         90,564,749           90,548,314
                                                                      ---------------    -----------------
Stockholders' equity:
    Preferred stock, authorized 50,000,000 shares; issued and
     outstanding 6,600,000 at $25.00 liquidation value per share          165,000,000          165,000,000
                                                                      ---------------    -----------------
    Common stock, $1.00 par value, authorized 250,000,000 shares;
      issued 29,852,552 shares (2000 - 29,618,552 shares)                  29,852,552           29,618,552
    Less: Treasury stock (at par value)                                    (3,255,700)          (3,194,400)
                                                                      ---------------    -----------------
    Common stock outstanding                                               26,596,852           26,424,152
                                                                      ---------------    -----------------
    Additional paid-in capital                                             17,658,077           16,567,516
    Capital reserve                                                        50,000,000           50,000,000
    Legal surplus                                                         126,792,514          126,792,514
    Retained earnings                                                      80,210,210           69,275,152
    Accumulated other comprehensive income - unrealized loss
      on securities available for sale, net of tax                         (4,168,184)         (19,598,785)
                                                                      ---------------     ----------------
                                                                          462,089,469          434,460,549
                                                                      ---------------     ----------------
Contingencies and commitments
                                                                      ---------------     ----------------
        Total liabilities and stockholders' equity                    $ 6,239,843,430     $  5,919,656,581
                                                                      ===============     ================


The accompanying notes are an integral part of these statements.



                                     4




                                                            FIRST BANCORP
                                                CONSOLIDATED STATEMENTS OF INCOME


                                                                                            (Unaudited)
                                                                                             Three Months Ended
                                                                            -----------------------------------------
                                                                                 March  31,                March 31,
                                                                                    2001                     2000
                                                                              -----------             -------------
Interest income:
  Loans                                                                     $  91,237,301             $  75,429,444
  Investments                                                                  37,171,893                29,462,106
  Dividends on FHLB stock                                                         341,072                   289,500
                                                                              -----------               -----------
     Total interest income                                                    128,750,266               105,181,050
                                                                              -----------               -----------

Interest expense:
  Deposits                                                                     44,265,034                31,366,188
  Borrowings                                                                   32,010,943                25,494,429
                                                                             -------------             ------------
     Total interest expense                                                    76,275,977                56,860,617
                                                                             ------------              ------------
Net interest income                                                            52,474,289                48,320,433
                                                                             ------------              ------------
Provision for loan losses                                                      15,000,000                12,020,000
                                                                             ------------              ------------
Net interest income after provision
 for loan losses                                                               37,474,289                36,300,433
                                                                             ------------              ------------

Other income:
  Service charges on deposit accounts                                           2,385,603                 2,407,383
  Fees on loans serviced for others                                               112,855                   159,251
  Other fees on loans                                                           4,623,581                 3,407,507
  Mortgage banking activities                                                       6,147                        30
  Trading income                                                                                            419,367
  Gain on sale of investments                                                   6,588,889                 2,512,682
  Other operating income                                                        2,766,487                 2,541,299
                                                                              -----------               -----------
     Total other income                                                        16,483,562                11,447,519
                                                                              -----------               -----------

Other operating expenses
  Employees' compensation and benefits                                         13,130,472                12,460,281
  Occupancy and equipment                                                       5,810,258                 5,439,731
  Taxes and insurance                                                           1,882,098                 1,588,948
  Other                                                                         8,996,157                 8,214,257
                                                                              -----------               -----------
     Total other operating expenses                                            29,818,984                27,703,217
                                                                              -----------               -----------

Income before income tax provision and
 cumulative effect of accounting change                                        24,138,867                20,044,735
Income tax provision                                                            4,338,171                 3,693,650
                                                                              -----------               -----------
Income before cumulative effect of accounting change                           19,800,696                16,351,085
Cumulative effect of accounting change, net of tax                             (1,014,889)
                                                                              -----------               -----------

Net income                                                                  $  18,785,807             $  16,351,085
                                                                            =============             =============

Net income per common share (basic and diluted):
Income before cumulative effect of accounting change                        $        0.63             $        0.53
Cumulative effect of accounting change                                              (0.04)
                                                                            -------------             -------------
Earnings per common share                                                   $        0.59             $        0.53
                                                                            =============             =============

Dividends declared per common share                                         $        0.13             $        0.11
                                                                            =============             =============

The accompanying notes are an integral part of these statements.


                                     5



                                  FIRST BANCORP
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                  (Unaudited)
                                                                                    Three Months Ended March 31,
                                                                                     2001             2000
Cash flows from operating activities:
  Net income                                                                   $  18,785,804    $  16,351,085
                                                                               -------------    -------------
  Adjustments to reconcile net income to net cash:
    Depreciation                                                                   2,191,412        2,066,630
    Provision for loan losses                                                     15,000,000       12,020,000
    Increase (decrease) in taxes payable                                           5,161,350       (4,556,114)
    Increase in deferred tax assets                                               (2,476,415)      (1,725,974)
    Increase in accrued interest receivable                                       (4,112,480)        (285,063)
    Increase in accrued interest payable                                           6,776,636          846,196
    Amortization of deferred net loan fees                                            77,668           33,614
    Decrease in debt securities issuance cost                                        156,540          662,280
    Gain on sale of investments                                                   (6,588,889)      (2,512,682)
    Net origination of loans available for sale                                            -      (10,939,352)
    Decrease in other assets                                                       4,241,503        1,521,230
    (Decrease) increase in other liabilities                                      (6,565,902)      17,548,823
                                                                               -------------     ------------
       Total adjustments                                                          13,861,423       14,679,588
                                                                               -------------     ------------
       Net cash provided by operating activities                                  32,647,227       31,030,673
                                                                               -------------     ------------
Cash flows from investing activities:
  Principal collected on loans                                                   193,993,006      137,763,725
  Loans originated                                                              (335,767,853)    (273,724,196)
  Purchase of loans                                                              (60,591,374)
  Proceeds from sale of securities available for sale                            194,606,739       21,646,474
  Purchase of securities held to maturity                                        (29,012,587)      (1,700,078)
  Purchases of securities available for sale                                  (2,126,214,781)  (2,010,517,278)
  Principal repayments and maturities of securities held to maturity              76,354,381
  Principal repayments of securities available for sale                        1,841,800,004    1,762,244,191
  Additions to premises and equipment                                             (4,087,146)      (4,018,242)
  Purchase of FHLB stock                                                          (4,354,100)
                                                                              ---------------   --------------
       Net cash used in investing activities                                    (253,273,711)    (368,305,404)
                                                                              ---------------   --------------
Cash flows from financing activities:
  Net increase in deposits                                                       125,050,541      187,970,297
  Net (decrease) increase in federal funds purchased and securities sold under
   repurchase agreements                                                        (119,363,153)     300,362,217
  FHLB-NY advances taken (paid)                                                  228,589,784       (4,200,000)
  Decrease in other borrowings                                                             -     (152,484,084)
  Dividends                                                                       (6,625,311)      (4,598,214)
  Exercise of stock options                                                        1,355,210                -
  Treasury stock acquired                                                         (1,317,388)     (15,916,727)
                                                                               --------------    -------------
       Net cash provided by financing activities                                 227,689,683      311,133,489
                                                                               --------------    -------------
Net increase (decrease) in cash and cash equivalents                               7,063,199      (26,141,242)
                                                                               --------------    -------------
  Cash and cash equivalents at beginning of period                                65,392,939       93,484,993
                                                                               --------------    -------------

  Cash and cash equivalents at end of period                                   $  72,456,138     $ 67,343,751
                                                                               ==============    ============

Cash and cash equivalents include:
Cash and due from banks                                                         $ 71,406,803     $ 59,402,311
Money market instruments                                                           1,049,335        7,941,440
                                                                               -------------    -------------
                                                                                $ 72,456,138     $ 67,343,751
                                                                                ============    =============
Supplemental  disclosures of cash flow information:
Cash paid during the period for:
    Interest                                                                     $69,499,341      $56,014,421

The accompanying notes are an integral part of these statements.



                                     6

                         



                                  FIRST BANCORP
           CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
                                   (Unaudited)

                                                                                                                        Accumulated
                                                           Additional                                                     other
                                 Preferred     Common       paid-in      Capital           Legal         Retained     comprehensive
                                   stock        stock       capital      reserve          surplus        earnings         income
                               ------------   ----------   ------------ ------------    ----------     ------------   --------------
December 31, 1998                            $29,499,552    $23,575,936  $30,000,000    $53,454,469    $125,088,180    $  8,749,931


Net income                                                                                               62,074,949
Other comprehensive income                                                                                              (77,398,890)
Issuance of preferred stock     $90,000,000                  (3,149,783)
Addition to legal surplus                                                                73,338,045     (73,338,045)
Addition to capital reserve                                               10,000,000                    (10,000,000)
Treasury stock acquired                       (1,452,000)      (726,000)                                (30,332,611)
Stock options exercised                           13,000        163,313
Cash dividends:
    Common stock                                                                                        (10,382,797)
    Preferred stock                                                                                      (4,275,000)
                               -----------    -----------    ----------   ----------    -----------     ------------   ------------
December 31, 1999               90,000,000    28,060,552     19,863,466   40,000,000    126,792,514      58,834,676     (68,648,959)

Net income                                                                                               67,275,609
Other comprehensive income                                                                                               49,050,174
Issuance of preferred stock     75,000,000                   (2,562,500)
Addition to capital reserve                                               10,000,000                    (10,000,000)
Treasury stock acquired                       (1,642,400)      (821,200)                                (27,622,992)
Stock options exercised                            6,000         87,750
Cash dividends:
    Common stock                                                                                        (11,804,599)
    Preferred stock                                                                                      (7,407,542)
                               -----------    ----------     ----------   ----------    -----------     ------------   ------------
December 31, 2000              165,000,000    26,424,152     16,567,516   50,000,000    126,792,514      69,275,152     (19,598,785)

Net income                                                                                               18,785,807
Other comprehensive income                                                                                               14,436,101
Cumulative effect of
 accounting change                                                                                                          994,500
Treasury stock acquired                          (61,300)       (30,650)                                 (1,225,438)
Stock options exercised                          234,000      1,121,211
Cash dividends:
    Common stock                                                                                         (3,456,561)
    Preferred stock                                                                                      (3,168,750)
                              ------------   -----------    -----------  -----------   ------------     -----------      ----------
March 31, 2001                $165,000,000   $26,596,852    $17,658,077  $50,000,000   $126,792,514     $80,210,210     $(4,168,184)
                              ============   ===========    ===========  ===========   ============     ===========     ===========


The accompanying notes are an integral part of these statements.






                                     7

                         


                                  FIRST BANCORP
                 CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
                                   (Unaudited)

                                                                                  Three Months Ended
                                                                      March 31,                   March 31,
                                                                         2001                         2000
                                                                      ---------                   ---------
Net income                                                            $18,785,804                $16,351,085
                                                                      -----------                -----------
Other comprehensive income, net of tax:
Unrealized gains on securities:
     Unrealized holding gains                                          19,377,768                  8,617,541
       arising during the period
     Less: reclassification adjustment
       for gains included in net income                                (4,941,667)                (1,884,512)
Cumulative effect of accounting change, net of tax                        994,500
                                                                      -----------                -----------
Total other comprehensive income                                       15,430,601                  6,733,029
                                                                      -----------                -----------
Comprehensive income                                                  $34,216,405                $23,084,114
                                                                      ===========                ===========

The accompanying notes are an integral part of these statements.




                                     8


                                                FIRST BANCORP

                            PART I - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


1 - NATURE OF BUSINESS

         First BanCorp (the  Corporation)  is a bank holding  company subject to
the Federal Bank Holding Company Act and to the  regulations,  supervision,  and
examination of the Federal Reserve Board.

     FirstBank   Puerto  Rico  (FirstBank  or  the  Bank),   the   Corporation's
subsidiary, is a commercial bank chartered under the laws of the Commonwealth of
Puerto Rico.  Its main office is located in San Juan,  Puerto  Rico,  and has 44
full-service  banking  branches  in  Puerto  Rico and  four in the  U.S.  Virgin
Islands.  It also has loan  origination  offices  in  Puerto  Rico  focusing  on
consumer  loans.  Early in the  year  2000 the  Bank  began  offering  brokerage
services in selected branches through a new alliance with Paine Webber of Puerto
Rico. In addition,  through its wholly owned  subsidiaries,  FirstBank  operates
other  offices in Puerto Rico  specializing  in small  personal  loans,  finance
leases and vehicle rental.  The Bank is subject to the supervision,  examination
and regulation of the Office of the  Commissioner  of Financial  Institutions of
Puerto Rico and the Federal Deposit Insurance  Corporation (FDIC), which insures
its deposits through the Savings Association Insurance Fund (SAIF).

2 - ACCOUNTING POLICIES

         The  accounting  and  reporting  policies  of the  Corporation  and its
subsidiaries  conform with generally  accepted  accounting  principles,  and, as
such,  include  amounts based on judgments,  estimates and  assumptions  made by
Management  that  affect the  reported  amounts of assets  and  liabilities  and
contingent  assets and  liabilities at the date of the financial  statements and
the  reported  amounts of revenues and expenses  during the  reporting  periods.
Actual results could differ from those  estimates.  The  accompanying  unaudited
financial  statements have been prepared in accordance with the instructions for
Form 10-Q. Complete information  regarding the financial statements can be found
in the notes to the financial  statements  for the year ended  December 31, 2000
contained in the annual report of the Corporation.

     In the  opinion of  Management,  the  accompanying  unaudited  consolidated
statements  of financial  condition and the related  consolidated  statements of
income, of comprehensive  income, of cash flows, and of changes in stockholders'
equity include all adjustments  (consisting only of normal  recurring  accruals)
necessary for a fair  statement of the  Corporation's  financial  position at
March 31, 2001,  and the results of operations  and the cash flows for the three
months ended on March 31, 2001 and 2000. The results of operations for the three
months ended on March 31, 2001 are not necessarily  indicative of the results to
be expected for the entire year.


3 -  DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

          The Corporation  adopted Statement of Financial  Accounting  Standards
(SFAS) No. 133,  "Accounting for Derivative  Instruments and Hedging Activities"
on  January  1,  2001.  This  statement  establishes  accounting  and  reporting
standards for derivative instruments,  including derivative instruments that are
embedded in other contracts, and for hedging activities.

     SFAS  No.  133,  as  amended,   standardizes   accounting   for  derivative
instruments  by requiring the  recognition of all  derivatives  (both assets and
liabilities)  in the statement of financial  position at fair value.  Under SFAS
No. 133,  changes in the fair value of derivative  instruments are accounted for
in current income or other comprehensive income, depending on their intended use
and  designation.  Since  the  swaps  are  used  to
                                    9

     convert the cost of the  certificates  of deposit  from fixed to  variable,
with a hedge relationship which is 100 percent effective, there was no impact on
the statement of income nor on comprehensive  income,  considering that the gain
or  loss  on the  swap  agreements  completely  offset  the  loss or gain on the
certificates of deposit.  The adoption of SFAS No. 133 resulted in a grossing up
of  the  statement  of  financial   condition  to  reflect  the  swaps  and  the
certificates of deposit at fair value. At January 1, 2001, a swap asset of $49.6
million was recognized with a corresponding  increase in certificates of deposit
by the same  amount.  At March 31,  2001,  the swap asset was  adjusted to $52.9
million with the corresponding increase in certificates of deposit.

          For  transactions  that  qualify  for hedge  accounting,  SFAS No. 133
provides for a matching of the timing of gain or loss recognition on the hedging
instrument with the recognition in earnings of (a) the changes in the fair value
of the hedged asset,  liability,  or a firm commitment that are  attributable to
the hedged  risk or (b) the effect of the  exposure to the  variability  of cash
flows  from  the  hedged  asset,  liability,  or  forecasted  transaction.   The
Corporation  issues  interest  rate  protection  agreements  (Caps) to limit its
exposure to rising interest rates on its borrowings. Under these agreements, the
Corporation  pays an up front  premium or fee for the right to receive cash flow
payments in excess of the predetermined cap rate; thus,  effectively capping its
interest rate cost for the duration of the  agreement.  In accordance  with SFAS
No. 133, Management  designated these caps as cash-flow hedges. For a qualifying
cash flow hedge,  an interest  rate cap is carried on the statement of financial
condition at fair value with the time value change reflected through the current
statement  of  income.  The  intrinsic  value,  if  any,  is  reflected  through
comprehensive  income  and is  reflected  in future  statements  of income  when
payments are received  from the counterparty.  On January 1, 2001 a loss of $1
million (net of its estimated income tax effect) was recognized in the statement
of income  as a  cumulative  effect of the  adoption  of SFAS No.  133.  For the
quarter  ended on March 31, 2001, a loss of $156,000 was  recognized in interest
expense on borrowings to adjust the fair value of the caps as of March 31, 2001.

     SFAS No. 133 also provides that at the date of the initial  application,  a
corporation  may transfer any held to maturity  security  into the available for
sale  category  or the trading  category.  At January 1, 2001,  the  Corporation
transferred a portfolio of $207 million of securities  held to maturity into the
available for sale category.  The unrealized  gain on this portfolio at the date
of transfer is presented in stockholders'  equity as a cumulative  effect of the
adoption of SFAS No. 133.

4 - STOCKHOLDERS' EQUITY

         Common stock

         Authorized  common stock shares at March 31, 2001 and December 31, 2000
were  250,000,000,  with a par value of $1.00. At March 31, 2001 the Corporation
had 26,596,852  shares issued and outstanding of common stock (December 31, 2000
- - 26,424,152).

         Preferred stock

         The Corporation has 50,000,000 shares of authorized  non-cumulative and
non-convertible  preferred  stock  with a par  value  of $1,  redeemable  at the
Corporation's  option  subject  to  certain  terms.  This stock may be issued in
series and the shares of each series shall have such rights and  preferences  as
shall be fixed by the Board of Directors when  authorizing  the issuance of that
particular  series.  During 2000, the  Corporation  issued  3,000,000  shares of
preferred stock (3,600,000 shares-1999). The liquidation value per share is $25.
Annual  dividends  of $2.0875 per share  (issuance  of 2000) and of $1.78125 per
share  (issuance  of 1999),  are  payable  monthly,  if declared by the Board of
Directors.

                                     10



                         

5 - EARNINGS PER COMMON SHARE

     The calculations of earnings per common share for the three months ended on
March 31, 2001 and 2000 are as follows:
                                                                                    Three  months ended March 31,
                                                                                     2001                2000
                                                                                     ----                ----
(In thousands, except per share data)

Income before cumulative effect of accounting change                               $19,801             $16,351
Dividend on preferred stock                                                         (3,169)             (1,603)
                                                                                   -------             -------
Income before cumulative effect of accounting change                                16,632              14,748
Cumulative effect of accounting change                                              (1,015)
                                                                                   -------             -------
Net income  attributable to common stockholders                                    $15,617             $14,748
                                                                                   =======             =======

    Earnings per common share - basic:
Weighted average common shares outstanding                                          26,504              27,587
                                                                                   =======             =======

Income before cumulative effect of accounting change                               $  0.63             $ 0.53
Cumulative effect of accounting change                                               (0.04)                 -
                                                                                   -------             ------
Earnings per common share - basic                                                  $  0.59             $ 0.53
                                                                                   =======             ======

    Earnings  per common share - diluted:
 Weighted  average  common  shares and share equivalents:
    Average common shares outstanding                                               26,504              27,587
    Common stock equivalents - Options                                                 143                 190
                                                                                 ---------           ---------
         Total                                                                      26,647              27,777
                                                                                   =======             =======

Income before cumulative effect of accounting change                             $    0.63           $    0.53
Cumulative effect of accounting change                                               (0.04)                  -
                                                                                  ---------          ---------
Earnings per common share-diluted                                                $    0.59           $    0.53
                                                                                 =========           =========



         Stock options outstanding under the Corporation's stock option plan for
officers  are  common  stock  equivalents  and,  therefore,  considered  in  the
computation  of earnings  per common share - diluted.  Common stock  equivalents
were computed using the treasury stock method.

         The stock option plan must be recognized either by the fair value based
method or the intrinsic value based method.  The Corporation  uses the intrinsic
value based  method of  accounting.  Under the  intrinsic  value  based  method,
compensation cost is the excess, if any, of the quoted market price of the stock
at grant date or other  measurement date over the amount an employee must pay to
acquire the stock. If material,  entities using the intrinsic value based method
on awards granted to employees must make pro forma disclosures of net income and
earnings  per share,  as if the fair value based method of  accounting  had been
applied. Under the fair value based method, compensation cost is measured at the
grant date based on the value of the award and is  recognized  over the  service
period, which is usually the vesting period.

         During the three month  periods  ended on March 31,  2001 and 2000,  no
options were granted to buy shares of the Corporation's common stock.
                                    11


6- INVESTMENT SECURITIES HELD FOR TRADING

         At March 31, 2001 and December 31, 2000,  there were no securities held
for trading purposes or options on such securities.

         During  the  three  months  ended on March 31,  2001,  there was no net
revenue  from the sale of trading  securities.  During the three months ended on
March 31,  2000,  the net gain from the sale of trading  securities  amounted to
$419,367. These earnings were included as trading income.

7 - INVESTMENT SECURITIES

         The amortized  cost,  gross  unrealized  gains and losses,  approximate
market value,  weighted  average yield and  maturities of investment  securities
were as follows:


                                    12

                         


Investment securities available for sale
                                                   March 31, 2001                                                December 31, 2000
                            --------------------------------------------------------------------------------------------------------

                                                                     Weighted                                           Weighted
                            Amortized     Unrealized        Market   average   Amortized       Unrealized        Market  average
                              cost       gain  (losses)     value     yield%      cost       gains   (losses)     value   yield%
                            ---------   ------ --------    -------   -------   ---------    -------  --------    ------ ---------


U.S. Treasury Securities:                                         (Dollars in thousands)
     Within 1 year                                                            $    499      $  2                   $  501    6.04
     After 1 to 5 years     $   2,530    $57              $  2,587    6.50       2,630        33                    2,663    6.49
     After 5 to 10 years                                                        39,624               $ (718)       38,906    4.89
     After 10 years            20,023          $(1,008)     19,016    5.24      67,555                 (455)       67,100    5.50
Obligations of other U.S.
 Government Agencies:
     Within 1 year            245,473             (434)    245,039    5.05     240,341        46                  240,387    6.76
     After 1 to 5 years        27,615     86                27,701    7.99      31,705       144                   31,849    7.86
     After 5 to 10 years       29,988    332                30,320    7.81      29,988       217                   30,205    7.81
     After 10 years           105,495           (1,373)    104,122    7.71      53,593       322     (3,302)       50,613    7.66
Puerto Rico Government
 Obligations:
     After 1 to 5 years        20,000                       20,000    5.89      20,000                             20,000    7.41
     After 5 to 10 years          436     19                   454    6.65         429                  (11)          418    6.65
     After 10 years             7,896    135                 8,031    6.51       8,840       39        (254)        8,625    6.51
                             --------   ----   --------   --------            --------     ----     --------     --------
United States and Puerto Rico
 Government Obligations      $459,456   $629   $(2,815)   $457,270    6.10    $495,204     $803     $(4,740)     $491,267    6.69
                             ========   ====   ========   ========            ========     ====     ========     ========

Mortgage backed securities:
  FHLMC certificates:
     After 1 to 5 years    $      706 $   12             $     717    6.99 $       834   $    6                $      840    7.02
     After 5 to 10 years       15,671    363                16,034    7.30       8,088       27                     8,115    6.22
     After 10 years            10,051    144                10,195    6.99      18,829      282                    19,111    7.00
                           ----------  -----               -------           ---------    -----                  --------
                               26,428    519                26,946    7.17      27,751      315                    28,066    6.77
                           ----------  -----               -------           ---------                           --------
 GNMA certificates:
     After 5 to 10 years        4,300     46                 4,346    6.19       4,484         $       (81)      4,403       6.22
     After 10 years         1,382,352  1,370             1,383,721    6.11   1,291,460      593    (13,229)    1,278,824     6.50
                           ----------  -----             ---------           ---------     ----    --------    ----------
                            1,386,652  1,416             1,388,067    6.11   1,295,944      593    (13,310)    1,283,227     6.50
                           ----------  -----             ---------           ---------     ----    --------    ----------
 FNMA certificates:
     After 1 to 5 years           319      5                   324    7.06         375        2                      377     7.29
     After 5 to 10 years          109      2                   111    6.83         125        1                      126     6.84
     After 10 years             8,958    384                 9,342    8.35       9,402      270        (14)        9,658     8.16
                                -----    ---                 -----          ----------    -----     -------   ----------
                                9,386    391                 9,777    8.29       9,902      273        (14)       10,161     8.11
                                -----    ---                 -----          ----------    -----     -------   ----------
Mortgage pass through
 certificates:
     After 10 years             2,238     66                 2,304    8.92       2,286       66                    2,352     8.96
                                -----   ----                 -----          -----------   -----               ----------
Mortgage Backed
 Securities                $1,424,704 $2,392            $1,427,094    6.15  $1,335,883   $1,247 $(13,324)     $1,323,806     6.52
                           ========== ======            ==========          ==========   ====== =========     ==========

Other investments:
    Within 1 year           $  19,672 $  111              $ 19,783    7.23  $   19,645  $    84               $   19,729     7.29
    After 1 to 5 years         27,425    593                28,018    7.95      27,416      295    $(105)         27,606     7.97
    After 5 to 10 years       238,812  3,466               242,278    7.36      10,522       76                   10,598     7.21
    After 10 years             10,444    146                10,590    7.32       3,211               (60)          3,151     6.31
                             --------  -----             ---------           ---------  -------    ------      ---------
Other investments            $296,353 $4,316              $300,669    6.15  $   60,794  $   455    $(165)     $   61,084     7.53
                             ======== ======             =========          ==========  =======    ======     ==========

Equity securities (without
  contractual maturity)      $ 50,665         $(10,078)  $  40,587    1.37  $   35,914          $(10,408)     $   25,506     1.91
                             ========         =========  =========          ==========          =========     ==========

Total Investments Securities
Available for Sale         $2,231,178 $7,337  $(12,893) $2,225,620    6.03  $1,927,795  $ 2,505 $(28,637)     $1,901,663     6.51
                           ========== ======  ========= ==========          ==========  ======= =========     ==========

         Maturities for mortgage  backed  securities are based upon  contractual
terms  assuming  no  repayments.   The  weighted  average  yield  on  investment
securities held for sale is based on amortized cost;  therefore it does not give
effect to changes in fair value.



                                    13

                         


Investment securities held to maturity
                                                     March 31, 2001                                    December 31, 2000
                              ------------------------------------------------  ----------------------------------------------------
                                                                     Weighted                                         Weighted
                              Amortized       Unrealized      Market average  Amortized      Unrealized      Market    average
                                           ----------------                              ----------------
                               cost        gains    (losses)  value   yield%    cost      gains    (losses)   value     yield%
                              ---------    --------  -------- ------ -------   --------  --------  --------  -------  ----------
Obligations of U.S.
   Government Agencies:
    After 1 to 5 years                                                       $ 10,000             $  (12)   $ 9,988     7.04
     After 10 years            $52,772            $(2,379)   $50,394  7.15     90,176   $1,340    (5,119)    86,397     7.53
Puerto Rico Government
    Obligations:
    After 10 years               3,893     $112                4,005  6.50      3,831                (56)     3,775     6.50
                               -------     ----   -------    -------         --------   ------    -------   -------
United States and Puerto
 Rico Government obligations   $56,665     $112   $(2,379)   $54,399  7.11   $104,007   $1,340   $(5,187)  $100,160     7.44
                               =======     ====   ========   =======         ========   ======    =======   =======

Mortgage backed securities:
   GNMA certificates
      After 10 years                                                         $206,989  $1,326              $208,315     6.94
                                                                             --------  ------              --------
Mortgage backed securities                                                   $206,989  $1,326              $208,315     6.94
                                                                             ========  ======              ========

Total Investment Securities
  Held to Maturity             $56,665     $112   $(2,379)   $54,399  7.11   $310,996  $2,666    $(5,187)  $308,475     7.11
                               =======     ====   ========   =======         ========  ======    ========  ========

         Expected  maturities of mortgage  backed  securities  and certain other
securities might differ from contractual  maturities  because borrowers may have
the right to call or  prepay  obligations  with or  without  call or  prepayment
penalties. As permitted by SFAS No. 133, as of January, 1, 2001, the Corporation
transferred  a portfolio of $207 million of GNMA  certificates  held to maturity
into the available for sale category.

8 - INVESTMENT IN FHLB STOCK

         At March 31, 2001 and December 31, 2000, there were investments in FHLB
stock  with  book  value  of  $22,890,600  and  $18,536,500,  respectively.  The
estimated market value of such investments is its redemption value.

9- IMPAIRED LOANS

         At March 31, 2001, the  Corporation  had $8.5 million ($13.1 million at
December  31,  2000)  in  commercial  and  real  estate  loans  over  $1,000,000
considered  impaired with an allowance of $3.5 million ($7.8 million at December
31,  2000).  As of both  periods,  no increases in the provision for loan losses
were  necessary,  since the  allowance  provided  already  covered the estimated
impairment.  There were no consumer loans over $1,000,000 considered impaired as
of March 31, 2001 and December  31, 2000.  The average  recorded  investment  in
impaired loans amounted to $10.8 million for the three months ended on March 31,
2001  (2000 - $8.8  million).  Interest  income in the  amount of  approximately
$41,911 and $38,500 was  recognized  on impaired  loans for the period  ended on
March 31, 2001 and 2000, respectively.



                                    14


10 - LOANS RECEIVABLE

         The following is a detail of the loan portfolio:
                                                                             March 31,               December 31,
                                                                                2001                     2000
                                                                         --------------           --------------
                                                                                     (In thousands)
Residential real estate loans:
Secured by first mortgages:
    Conventional                                                            $    747,768               $ 695,344
    Insured by government agencies:
       Federal Housing Administration and Veterans
         Administration                                                           20,594                  20,004
       Puerto Rico Housing Bank and Finance Agency                                27,033                  28,037
Secured by second mortgages                                                        9,451                   8,964
                                                                           -------------           -------------
                                                                                 804,846                 752,349
    Deferred net loan fees                                                        (5,592)                 (5,557)
                                                                           -------------           -------------
Residential real estate loans                                                    799,254                 746,792
                                                                           -------------           -------------

Commercial loans:
    Construction loans                                                           219,278                 203,955
    Commercial loans                                                           1,055,991                 947,709
    Commercial mortgage                                                          441,954                 438,321
                                                                            ------------           -------------
Commercial loans                                                               1,717,223               1,589,985
                                                                            ------------           -------------

Finance leases                                                                   127,485                 122,883
                                                                            ------------           -------------

Consumer and other loans:
    Personal                                                                     379,337                 388,696
    Personal lines of credit                                                      12,936                  12,852
    Auto                                                                         528,759                 530,534
    Boat                                                                          33,759                  33,954
    Credit card                                                                  173,513                 174,797
    Home equity reserve loans                                                      2,038                   2,134
    Unearned interest                                                            (93,624)               (104,429)
                                                                           -------------             -----------
Consumer and other loans                                                       1,036,718               1,038,538
                                                                           -------------             -----------
Loans receivable                                                               3,680,680               3,498,198
Allowance for loan losses                                                        (77,639)                (76,919)
                                                                           -------------             -----------
Total loans-net                                                            $   3,603,041             $ 3,421,279
                                                                           =============             ===========



                                    15


11 - SEGMENT INFORMATION

          The  Corporation  has  three  reportable  segments:  Retail  business,
Treasury  and  Investments,   and  Commercial  Corporate  business.   Management
determined  the  reportable  segments  based on the internal  reporting  used to
evaluate  performance and to assess where to allocate  resources.  Other factors
such  as  the  Corporation's  organizational  chart,  nature  of  the  products,
distribution channels and the economic characteristics of the products were also
considered in the determination of the reportable segments.

          The Retail business segment is composed of the Corporation's  branches
and loan  centers  together  with the retail  products of deposits  and consumer
loans.  Consumer loans include loans such as personal,  residential real estate,
auto,  credit card and small loans.  Finance  leases are also included in Retail
business.  The  Commercial  Corporate  segment is composed of  commercial  loans
(including commercial real estate and construction loans) and corporate services
such as letters of credit and cash  management.  Certain small  commercial loans
originated by the branches  were included in the Retail  business for the period
ended on March 31, 2000. The Treasury and Investment  segment is responsible for
the Corporation investment portfolio and treasury functions.

          The  accounting  policies  of the  segments  are  the  same  as  those
described in Note 2 - "Summary of Significant Accounting Policies."

          The Corporation evaluates the performance of the segments based on net
interest income after the estimated  provision for loan losses. The segments are
also  evaluated  based on the  average  volume of its  earning  assets  less the
allowance for loan losses.

          The only intersegment transaction is the net transfer of funds between
the  segments  and  the  Treasury  and  Investment  segment.  The  Treasury  and
Investment  segment sells funds to the Retail and Commercial  Corporate segments
to finance  their  lending  activities  and  purchases  funds  gathered by those
segments.  The  interest  rates charge or credit by  Investment  and Treasury is
based on market rates.



                                    16

                         


The following  table  presents  information  about the  reportable  segments (in
thousands):

                                                                                Treasury and         Commercial
                                                                   Retail        Investments          orporate      Total
For the quarter ended March 31, 2001:
Interest income                                               $     53,996     $      37,513   $      37,241    $  128,750
Net (charge) credit for transfer of funds                           (1,538)           28,402         (26,864)
Interest expense                                                   (20,106)          (56,170)                      (76,276)
Net interest income                                                 32,352             9,745          10,377        52,474
Provision for loan losses                                          (12,453)                           (2,547)      (15,000)
Segment income                                                      19,899             9,745           7,830        37,474
Average earning assets                                          $1,862,977        $2,270,553      $1,661,734    $5,795,263

For the quarter ended March 31, 2000:
Interest income                                               $     52,527      $     29,745      $   22,909   $   105,181
Net (charge) credit for transfer of funds                           (1,818)           16,565         (14,747)
Interest expense                                                   (16,859)          (40,002)                      (56,861)
Net interest income                                                 33,850             6,308           8,162        48,320
Provision for loan losses                                           (5,846)                           (6,174)      (12,020)
Segment income                                                      28,004             6,308           1,988        36,300
Average earning assets                                          $1,736,877        $1,785,723        $976,166    $4,498,766

         The following table presents a reconciliation of the reportable segment
financial information to the consolidated totals (in thousands):

                                                                Three months ended March 31,
                                                               2001                            2000
                                                           --------------------------------------------
Net income:
Total income for segments                                      $  37,474                      $  36,300
Other income                                                      16,484                         11,448
Operating expenses                                               (29,819)                       (27,702)
Income taxes                                                      (4,338)                        (3,694)
Income before cumulative effect of
  accounting change                                               19,801                         16,352
Cumulative effect of accounting change                            (1,015)
                                                               ---------                      ---------
     Total consolidated net income                             $  18,786                      $  16,352
                                                               =========                      =========

Average assets:
Total average earning assets for segments                    $ 5,795,263                    $ 4,498,766
Average non earning assets                                       289,408                        225,910
                                                             -----------                    -----------
     Total consolidated average assets                       $ 6,084,671                    $ 4,724,676
                                                             ===========                    ===========


                                    17


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

      SELECTED FINANCIAL DATA
                                                                                Three months ended March 31,
                                                                                         2001               2000
                                                                                         ----               ----
  Condensed income statements (in thousands):
      Interest income                                                                 $128,750            $105,181
      Interest expense                                                                  76,276              56,861
                                                                                      --------            --------
      Net interest income                                                               52,474              48,320
      Provision for loan losses                                                         15,000              12,020
                                                                                      --------            --------
      Net interest income after provision
       for loan losses                                                                  37,474              36,300
      Other income                                                                       9,895               8,935
      Gain on sale of investments                                                        6,589               2,513
      Other operating expenses                                                          29,819              27,703
                                                                                      --------            --------
      Income before income tax expense and cumulative
       effect of accounting change                                                      24,139              20,045
      Income tax expense                                                                 4,338               3,694
                                                                                      --------            --------
      Income before cumulative effect of accounting change                              19,801              16,351
      Cumulative effect of accounting change                                            (1,015)
                                                                                      --------            --------
      Net income                                                                      $ 18,786            $ 16,351
                                                                                      ========            ========
  Per common share results (basic and diluted):
      Income before cumulative effect of accounting change                          $     0.63          $     0.53
      Cumulative effect of accounting change                                             (0.04)
                                                                                    ----------          ----------
      Net income per common share (basic and diluted)                               $     0.59          $     0.53
                                                                                    ==========          ==========

      Cash dividends declared                                                       $     0.13          $     0.11
  Selected financial ratios (in percentage):
      Average yield on earning assets (1)                                                 9.12                9.30
      Cost of interest bearing liabilities                                                5.78                5.44
      Interest rate spread (1)                                                            3.34                3.86
      Net interest margin (1)                                                             3.86                4.42
      Net income to average total assets                                                  1.23                1.38
      Net income to average equity                                                       16.60               23.01
      Net income to average common equity                                                21.72               30.38
      Average equity to average total assets                                              7.44                6.02
      Dividend payout ratio                                                              22.13               20.31
      Efficiency ratio (2)                                                               43.24               46.35

                                                                                     March 31,           December 31,
                                                                                       2001                 2000
                                                                                       ----                 ----
Regulatory capital ratios (in percent):
      Total capital to risk weighted assets                                              13.53               14.43
      Tier 1 capital to risk weighted assets                                             10.50               11.23
      Tier 1 capital to average assets                                                    7.07                7.28
Balance sheet data (in thousands, except for per share data):
       Loans and loans held for sale                                                $3,680,680          $3,498,198
       Allowance for loan losses                                                        77,639              76,919
       Investments                                                                   2,306,225           2,233,216
       Total assets                                                                  6,239,843           5,919,657
       Deposits                                                                      3,523,927           3,345,984
       Borrowings                                                                    2,178,845           2,069,484
       Total common equity                                                             297,089             269,461
       Total equity                                                                    462,089             434,461
       Book value per common share                                                     $11.17              $10.20

         Number of full service branches                                                    48                  48
         Loan origination offices                                                           37                  38

     (1) On a taxable  equivalent basis. (2) Other operating expenses to the sum
of net interest income and other income.



                                    18


        RESULTS OF OPERATIONS

        First  BanCorp's  results of operations  depend  primarily  upon its net
interest income,  which is the difference  between the interest income earned on
its earning assets,  including investment securities and loans, and the interest
expense on its interest bearing  liabilities  including deposits and borrowings.
The  Corporation's  results of operations  also depend on the provision for loan
losses;  other  income,  mainly  service  charges  and fees on loans;  operating
expenses, such as personnel, occupancy and other costs; and on gains on sales of
securities.

        For the  quarter  ended on March  31,  2001,  the  Corporation  recorded
earnings of  $18,785,804  or $0.59 per common share (basic and  diluted),  a per
share  increase of 11.3% as compared  to  earnings of  $16,351,085  or $0.53 per
common share (basic and diluted) for the first quarter of 2000.

Net Interest Income

        Net  interest  income  for the  three  months  ended on March  31,  2001
increased by $4.2 million,  as compared with the same period in 2000; or by $4.6
million on a taxable equivalent basis. The interest rate spread and net interest
margin,  on  a  taxable   equivalent   basis,   amounted  to  3.34%  and  3.86%,
respectively,  for the first  quarter  of 2001 as  compared  to 3.86% and 4.42%,
respectively,  for the first quarter of 2000. The reduction in the interest rate
spread and net  interest  margin is mainly due to the  increase  in the  average
volume of lower yielding  investments,  commercial  loans and  residential  real
estate loans when  compared to the average  volume of higher  yielding  consumer
loans.  Yield of interest  earnings  assets  decreased 18 basis points while the
cost of bearing liabilities increased by 34 basis points.

        Part I of the following  table presents  average  volumes and rates on a
taxable  equivalent  basis and Part II describes the respective  extent to which
changes in interest rates and changes in volume of  interest-related  assets and
liabilities have affected the Corporation's interest income and interest expense
during the periods  indicated.  For each category of earning assets and interest
bearing  liabilities,  information  is provided on changes  attributable  to (i)
changes in volume (changes in volume  multiplied by old rates),  (ii) changes in
rate (changes in rate multiplied by old volumes). Rate-volume variances (changes
in rate  multiplied by the changes in volume) have been allocated to the changes
in volume and  changes in rate based  upon their  respective  percentage  of the
combined totals.



                                    19

                         


PART I                                                                Three months ended March 31,
                                                 Average volume                                        Interest income (1) / expense
                                         --------------------------------                              -----------------------------
 Average rate (1)
                                                  2001         2000         2001             2000          2001     2000
                                                  ----         ----         ----             ----          ----     ----
                                                                             (Dollars in thousands)
Earning assets:
  Deposits at banks and other
    short-term investments             $       5,177    $      14,678   $         68  $       177        5.33%       4.85%
  Government obligations                     564,262          479,870          9,963        7,778        7.16%       6.52%
  Mortgage backed securities               1,487,801        1,325,705         25,691       22,961        7.00%       6.97%
  FHLB stock                                  18,633           17,827            341          290        7.42%       6.54%
  Other investment                           197,270           50,494          4,133        1,038        8.50%       8.27%
                                           ---------        ---------       --------     --------
   Total investments                       2,273,143        1,888,574         40,196       32,244        7.17%       6.87%
                                           ---------        ---------       --------     --------
  Residential real estate loans              755,763          481,009         15,614       10,305        8.38%       8.62%
  Construction                               212,417          144,025          5,148        3,572        9.83%       9.98%
  Commercial loans                         1,471,375        1,048,881         32,158       24,056        8.86%       9.22%
  Finance leases                             124,626           88,428          3,676        2,691       11.96%      12.24%
  Consumer loans                           1,043,069        1,026,120         35,443       35,336       13.78%      13.85%
                                           ---------        ---------       --------     --------
Total loans (2)                            3,607,250        2,788,463         92,039       75,960       10.35%      10.96%
                                           ---------        ---------       --------     --------
    Total earning assets                  $5,880,393       $4,677,037       $132,235     $108,204        9.12%       9.30%
                                          ==========       ==========       ========     ========

Interest-bearing liabilities:
  Deposits                                $3,205,325       $2,477,291      $  44,265    $  31,366        5.60%       5.09%
  Other borrowed funds                     2,027,897        1,680,776         30,440       24,804        6.09%       5.94%
  FHLB advances                              114,667           45,859          1,571          691        5.56%       6.06%
                                          ----------       ----------      ---------    ---------
  Total interest-bearing liabilities      $5,347,889       $4,203,926      $  76,276    $  56,861        5.78%       5.44%
                                          ==========       ==========      =========    =========
Net interest income                                                        $  55,959    $  51,343
                                                                           =========    =========
Interest rate spread                                                                                     3.34%       3.86%
Net interest margin                                                                                      3.86%       4.42%

(1) On a tax equivalent  basis. The tax equivalent  yield was computed  dividing
the interest  rate spread on exempt assets by (1- statutory tax rate) and adding
to  it  the  cost  of  interest  bearing  liabilities.  When  adjusted  to a tax
equivalent basis, yields on taxable and exempt assets are comparative.
(2)      Non-accruing loans are included in the average balances.


                                    20


PART II                                                                           Three months ended March 31,
                                                                                      2001 compared to 2000
                                                                       -----------------------------------------------------
                                                                        Variance            Variance
                                                                           due to              due to           Total
                                                                          volume                rate         variance
Interest income on earning assets:                                                        (In thousands)
  Deposits at banks and other
   short-term investments                                          $      (121)         $       12        $      (109)
  Government obligations                                                 1,401                 784              2,185
  Mortgage backed securities                                             2,616                 113              2,729
  FHLB stock                                                                13                  38                 51
  Other investments                                                      3,065                  29              3,094
                                                                       -------             -------            -------
         Total investment                                                6,974                 976              7,950
                                                                       -------             -------            -------
  Residential real estate loans                                          5,757                (449)             5,308
  Construction loans                                                     1,671                 (95)             1,576
  Commercial loans                                                       9,300              (1,198)             8,102
  Finance leases                                                         1,077                 (92)               985
  Consumer loans                                                           488                (381)               107
                                                                       -------             -------            -------
         Total loans                                                    18,293              (2,215)            16,078
                                                                       -------             -------            -------
         Total interest income                                          25,267              (1,239)            24,028
                                                                       -------             -------            -------
Interest expense on interest bearing liabilities:
  Deposits                                                               9,633               3,266             12,899
  Other borrowed funds                                                   5,013                 623              5,636
  FHLB advances                                                            990                (110)               880
                                                                       -------            --------            -------
         Total interest expense                                         15,636               3,779             19,415
                                                                       -------            --------            -------
Change in net interest income                                        $   9,631            $ (5,018)         $   4,613
                                                                     =========            =========         =========


        Total interest income includes tax equivalent  adjustments  based on the
Puerto Rico income tax rate of $3.5  million for the three months ended on March
31, 2001,  and of $3.0 million for the three months ended on March 31, 2000. The
adjustments  have been made on debt  securities  (primarily  United  States  and
Puerto Rico government obligations) and on loans guaranteed by United States and
Puerto Rico government agencies.  The computation considers the interest expense
disallowance as required by the Puerto Rico tax law.

        Interest Income

        Interest income increased by $23.6 million for the three months ended on
March 31,  2001 as  compared  to the same  period for 2000.  When  adjusted to a
taxable equivalent basis, interest income increased by $24 million for the three
months ended on March 31, 2001 as compared to the same period in 2000. The yield
on earning assets, on a taxable  equivalent  basis,  amounted to 9.12% and 9.30%
for the  three  months  ended on March  31,  2001 and  2000,  respectively.  The
improvement  in the  interest  income for the  periods  analyzed  was due to the
increase in the average volume of earning assets.  The average volume of earning
assets  increased  by $1,203.4  million for the three  months ended on March 31,
2001, as compared to the same period in 2000.

        The average volume of total investments  increased by $384.6 million for
the three months period ended on March 31, 2001 as compared with the same period
in  2000,   mostly   concentrated  in  mortgage  backed   securities  and  other
investments.

        The average volume of the loan portfolio increased by $818.8 million for
the three  months  ended on March 31, 2001 as  compared  with the same period in
2000, mostly concentrated in real estate and commercial loans.  Residential real
estate,  construction loans, commercial loans, finance leases and consumer loans
increased by $274.8 million,  $68.4 million,  $422.5 million,  $36.2 million and
$16.9  million,  respectively,  for the three  months ended on March 31, 2001 as
compared to the same period in 2000. The increase in the commercial real estate,
construction  and commercial  loans  portfolio  resulted from the  Corporation's
strategy of diversifying  its asset base,  which was concentrated in higher risk
consumer loans.

                                    21


        Interest Expense

        Interest  expense  increased by $19.4 million for the three months ended
on March 31,  2001 as  compared  with the amount  recorded in the same period of
2000. The increase in interest expense due to volume and due to rate amounted to
$15.6  million and $3.8  million,  respectively,  for the three  months ended on
March 31, 2001 as compared to the same period ended on March 31, 2000.  The cost
of interest bearing liabilities increased from 5.44% for the three months period
ended on March 31, 2000 to 5.78% for the three months  period ended on March 31,
2001.

Provision for Loan Losses

         For the three months ended on March 31, 2001, the Corporation  provided
$15 million for possible  loan  losses,  as compared to $12 million for the same
period of 2000.

     The Corporation  maintains an allowance for loan losses on its portfolio at
a level that Management considers adequate to provide for probable losses in the
portfolio based upon an evaluation of known and inherent risks.  The Corporation
establishes   a  quarterly   allowance  for  loan  losses  based  on  the  asset
classification  report to cover the total amount of any assets  classified  as a
"loss," the probable loss exposure of other classified  assets, and a percentage
of the assets not  classified.  The adequacy of the allowance for loan losses is
also based upon a number of additional  factors  including  historical loan loss
experience,  current economic  conditions,  value of the underlying  collateral,
financial  condition of the  borrowers  and other  pertinent  factors.  Although
Management  believes  that the  allowance  for loan losses is adequate,  factors
beyond the  Corporation's  control,  including factors affecting the Puerto Rico
economy,  may  contribute  to  delinquencies  and  defaults  thus  necessitating
additional reserves.


                                    22


                         


     The following table sets forth an analysis of the activity in the allowance
for loan losses during the periods  indicated:  For the three months ended March
31, 2001 2000 --------- ---------

                                                                                   (Dollars in thousands)
         Allowance for loan losses, beginning of period                     $  76,919                     $  71,784
         Provision for loan losses                                             15,000                        12,020
                                                                             --------                      --------
         Loans charged-off:
           Residential real estate                                               (114)
           Commercial                                                          (5,025)                         (798)
           Finance leases                                                        (663)                         (504)
           Consumer                                                           (10,117)                      (11,875)
                                                                             --------                      --------
           Total charge-offs                                                  (15,919)                      (13,177)
                                                                             ---------                     --------
         Recoveries of loans previously charged-off:
           Commercial                                                              61                            42

           Finance leases                                                          54                            55
           Consumer                                                             1,524                         2,780
                                                                             --------                      --------
             Total recoveries                                                   1,639                         2,877
                                                                             ---------                     --------
         Net charge-offs                                                      (14,280)                      (10,300)
                                                                             ---------                     --------
         Allowance for loan losses, end of period                           $  77,639                     $  73,504
                                                                            =========                     =========
         Allowance for loan losses to total loans and
          loans held for sale                                                   2.11%                         2.56%
         Net charge-off annualized to average loans
          outstanding during the period                                         1.58%                         1.49%



                                    23


Other Income
                                                                                   For the three months ended
                                                                                                  March 31,
                                                                                          2001                     2000
                                                                                   ----------------           ---------------
                                                                                             (In thousands)
         Service charges on deposit accounts                                          $  2,386                 $  2,407
         Other fees on loans                                                             4,624                    3,408
         Fees on loans serviced for others                                                 113                      159
         Rental income                                                                     537                      498
         Other commissions                                                                 100                      483
         Other operating income                                                          2,135                    1,561
                                                                                      --------                 --------
             Subtotal                                                                    9,895                    8,516
         Gain on sale of investments                                                     6,589                    2,513
         Trading income                                                                                             419
                                                                                      --------                 --------
             Total                                                                    $ 16,484                 $ 11,448
                                                                                      ========                 ========


         Other income primarily consists of service charges on deposit accounts,
fees on loans, commissions derived from various banking activities,  the results
of  trading  activities  and gains on sale of  investments.  Service  charges on
deposit  accounts  represent an important  and stable source of other income for
the Corporation. Other fees on loans consist mainly of credit card fees and late
charges  collected  on  loans.  The  increase  in this  source of income to $4.6
million for the three months  ended on March 31, 2001 from $3.4  million  during
the same period in 2000 was due to fees generated on the increased  portfolio of
loans,  and to the elimination on the prohibition of certain credit card fees in
Puerto  Rico.  Fees on loans  serviced  for  others  reflect  servicing  fees on
residential  mortgage  loans  originated  by the  Corporation  and  subsequently
securitized.

         The  Corporation's  second tier  subsidiary,  First  Leasing and Rental
Corporation, generates income on the rental of various types of motor vehicles.

         Other  commissions  income is the result of an agreement with Goldman,
Sachs & Co. to participate in bond issues by the Government  Development Bank of
Puerto Rico.

         The other operating income category is composed of  miscellaneous  fees
such as check fees and rental of safe deposit boxes. Other operating income also
includes earned  discounts on tax credits  purchased and utilized against income
tax payments,  and other fees generated on the increased portfolio of commercial
loans.

         The  Corporation  recorded  $6.6 million  during the three months ended
March 31, 2001 and $2.5  million  during the three  months  ended March 31, 2000
from  gains  on  sale of  investment  securities.  These  gains  reflect  market
opportunities  that  arose  and  that  are in  consonance  to the  Corporation's
investment policies.


                                    24

                         


Other Operating Expenses

        The following table presents the detail of other operating  expenses for
the periods indicated:

                                                                             For the three months ended
                                                                                                 March 31,

                                                                                 2001                     2000
                                                                          ----------------          ------------------
                                                                                          (In thousands)
Employees' compensation and benefits                                          $  13,130                   $  12,460
Occupancy and equipment                                                           5,810                       5,440
Taxes and insurance                                                               1,882                       1,589
Net cost of operations and
  disposition of other real estate owned                                            101                          36
Professional fees                                                                   545                         719
Servicing and processing fees                                                     1,315                       1,513
Communications                                                                    1,291                       1,363
Supplies and printing                                                               333                         337
Other                                                                             5,412                       4,247
                                                                              ---------                    --------
   Total                                                                      $  29,819                    $ 27,703
                                                                              =========                    ========



         Operating  expenses  increased  to $29.8  million for the three  months
ended March 31,  2001 as compared to $27.7  million for the same period in 2000.
Management's goal has been to make only expenditures that contribute clearly and
directly to increase the efficiency and  profitability of the Corporation.  This
control over other operating expenses has been an important factor  contributing
to the  improvement in earnings in recent years.  The  Corporation's  efficiency
ratio, which is the ratio of other operating expenses to the sum of net interest
income and other  income,  was 43.24% for the three months period ended on March
31, 2001 as compared to 46.35% for the same period last year.

         The increase in operating expenses for 2001 is mainly the result of the
investments made in new technology,  the general growth in the subsidiary Bank's
operations and the acquisition of a new branch in U.S. Virgin Islands (FVI).

Provision for Income Tax

        The  provision for income tax amounted to $4.3 million (or 18% of pretax
earnings)  for the three  months  ended on March 31,  2001 as  compared  to $3.7
million (or 18% of pretax earnings) for the same period in 2000. The Corporation
has maintained an effective tax rate lower than the statutory rate of 39% mainly
by investing in obligations and loans exempt from federal and Puerto Rico income
tax.

        FINANCIAL CONDITION

Assets

        Total  assets as of March  31,  2001  amounted  to  $6,240  million,  an
increase of $320  million as compared to total assets as of December 31, 2000 of
$5,920 million. The increase was mainly the result of an increase of $74 million
in total investments and $182 million in total loans.

                                    25


                         


        The composition of loans receivable:
                                                       March 31,              December 31,                Increase
                                                          2001                      2000                  (Decrease)
                                                     --------------          ----------------              --------
                                                                             (In thousands)
    Residential real estate loans                      $   799,254                $  746,792              $   52,462
                                                       -----------                ----------              ----------
    Commercial real estate loans                           441,954                   438,321                   3,633
    Construction loans                                     219,278                   203,955                  15,323
    Commercial loans                                     1,055,991                   947,709                 108,282
                                                       -----------                ----------              ----------
      Total commercial                                   1,717,223                 1,589,985                 127,238
                                                       -----------                ----------              ----------
    Finance leases                                         127,485                   122,883                   4,602
    Consumer and other loans                             1,036,718                 1,038,538                  (1,820)
                                                       -----------                ----------              ----------
      Total                                            $ 3,680,680                $3,498,198             $   182,482
                                                       ===========                ==========             ===========


        The fluctuation in the loans  receivable  category was the net result of
total loan  origination and purchases of $396.4 million and repayments and other
adjustments  of $213.9  million.  The  Corporation  continued  its  strategy  of
diversifying  its  loan  portfolio   composition   through  the  origination  of
commercial loans and residential real estate loans. This resulted in an increase
of $127.2  million in the  commercial  loan  portfolio  and of $52.5  million in
residential  real estate loans.  Finance  leases,  which are mostly  composed of
loans to  individuals to finance the  acquisition of an auto,  increased by $4.6
million.

Non-performing Assets

         Total  non-performing  assets are the sum of non-accruing loans, OREO's
and  other  repossessed  properties.  Non-accruing  loans  are loans as to which
interest  is no longer  being  recognized.  When  loans  fall into  non-accruing
status,  all  previously  accrued and  uncollected  interest is charged  against
interest income.

         At March  31,  2001,  total  non-performing  assets  amounted  to $69.6
million  (1.11% of total  assets) as compared to $74.1  million  (1.25% of total
assets)  at  December  31,  2000 and $57.4  million  (1.22% of total  assets) at
December 31, 1999. The Corporation's  reserve to non-performing  loans ratio was
123.3% at March 31, 2001 as  compared to 113.6% and 133.4% at December  31, 2000
and 1999, respectively.

         Past due  loans are loans  delinquent  90 days or more as to  principal
and/or interest and still accruing interest.



                                    26

                         


         The  following  table  presents  non-performing  assets  at  the  dates
indicated:

                                                                  March 31,                     December 31,
                                                                      2001                 2000               1999
                                                                  -----------          ----------         -----------
                                                                                  (Dollars in thousands)
Non-accruing loans:
      Residential real estate                                        $15,806             $15,977            $  8,633
      Commercial and commercial real estate                           27,282              31,913              17,975
      Finance leases                                                   1,954               2,032               2,482
      Consumer                                                        17,929              17,794              24,726
                                                                     -------             -------             -------         --
                                                                      62,971              67,716              53,816
                                                                     -------             -------             -------
Other real estate owned (OREO)                                         2,626               2,981                 517
Other repossessed property                                             3,959               3,374               3,112
                                                                     -------             -------             -------
Total non-performing assets                                          $69,556             $74,071             $57,445
                                                                     =======             =======             =======
Past due loans                                                       $14,513             $16,358             $13,781
Non-performing assets to total assets                                  1.11%               1.25%               1.22%
Non-performing loans to total loans                                    1.71%               1.94%               1.96%
Allowance for loan losses                                            $77,639             $76,919             $71,784
Allowance to total non-performing loans                              123.29%             113.59%             133.39%

         Non-accruing Loans


         Residential  Real  Estate  Loans  -  The  Corporation   classifies  all
residential real estate loans delinquent 90 days or more in non-accruing status.
Even though these loans are in non-accruing  status,  Management considers based
on the value of the underlying  collateral and the loan to value ratios, that no
material losses will be incurred in this portfolio.  Management's  understanding
is  based  on  the  historical  experience  of  the  Corporation.   Non-accruing
residential  real  estate  loans  amounted  to  $15.8  million  (1.98%  of total
residential  real estate  loans) at March 31,  2001,  as compared to $16 million
(2.14% of total  residential real estate loans) and $8.6 million (1.82% of total
residential real estate loans) at December 31, 2000 and 1999, respectively.  The
increase  for the period ended on March 31, 2001 and the year 2000 is due to the
portfolio acquired from FVI.

         Commercial  Loans  -  The  Corporation   places  all  commercial  loans
(including  commercial real estate and construction loans) 90 days delinquent as
to principal  and interest in  non-accruing  status.  The risk  exposure of this
portfolio  is  diversified.  Non-accruing  commercial  loans  amounted  to $27.3
million (1.59% of total commercial loans) at March 31, 2001 as compared to $31.9
million  (2.01%  of total  commercial  loans)  and $18  million  (1.55% of total
commercial  loans) at  December  31, 2000 and 1999,  respectively.  At March 31,
2001, there was only one non-accruing  commercial loan of over $1 million, which
is a $5 million loan.

         Finance Leases - Finance leases are classified as  non-accruing  status
when they are delinquent 90 days or more.  Non-accruing  finance leases amounted
to $2 million (1.53% of total finance  leases) at March 31, 2001, as compared to
$2 million  (1.65% of total  finance  leases) and $2.5  million  (2.90% of total
finance leases) at December 31, 2000 and 1999, respectively.

         Consumer  Loans - Consumer loans are  classified as  non-accruing  when
they are delinquent 90 days in auto,  boat and home equity  reserve  loans,  120
days in personal loans  (including small loans) and 180 days in credit cards and
personal lines of credit.

         Non-accruing  consumer  loans  amounted to $17.9 million  (1.73% of the
total consumer loan portfolio) at March 31, 2001, $17.8 million (or 1.71% of the
total consumer loan  portfolio) at December 31, 2000 and $24.7

                                    27

     million (or 2.41% of the total  consumer  loan  portfolio)  at December 31,
1999. The decrease in the ratio and amount of non-accruing  loans was the result
of the improvement on the credit quality of the portfolio.

         Other Real Estate Owned (OREO)

         OREO  acquired in  settlement  of loans is carried at the lower of cost
(carrying  value of the loan) or fair value less  estimated cost to sell off the
real estate at the date of acquisition.

         Other Repossessed Property

         The other repossessed  property category includes repossessed boats and
autos  acquired in  settlement of loans.  Repossessed  boats are recorded at the
lower of cost or  estimated  fair value.  Repossessed  autos are recorded at the
principal  balance of the loans less an  estimated  loss on the  disposition  of
certain units.

         Past Due Loans

         Past due loans are accruing  commercial and consumer  loans,  which are
contractually  delinquent 90 days or more. Past due commercial loans are current
as to interest but  delinquent  in the payment of  principal.  Past due consumer
loans include  personal lines of credit and credit card loans delinquent 90 days
up to 179 days and personal loans (including small loans)  delinquent 90 days up
to 119 days.

 Sources of Funds

         As of March 31, 2001, total liabilities  amounted to $5,778 million, an
increase of $293 million as compared to $5,485  million as of December 31, 2000.
The  increase in total  liabilities  was mainly due to: (1) an increase in total
deposits of $178  million;  (2) an  increase in advances  from FHLB - NY of $229
million;  (3) an  increase  in  accounts  payable  and other  liabilities  of $5
million;  net of (4) a  decrease  in  federal  funds and  securities  sold under
agreements to repurchase of $119 million.

         The Corporation  maintains unsecured standby lines of credit with other
banks.  At March 31, 2001, the  Corporation's  total unused lines of credit with
these banks amounted to approximately  $108,500,000  (2000 -  $133,500,000).  At
March 31, 2001,  the  Corporation  has an available line of credit with the FHLB
guaranteed  with  excess  collateral,  in the  amount  of  $25,796,454  (2000  -
$66,841,562).

Capital

         Total  stockholders'  equity  as of March  31,  2001  amounted  to $462
million,  increasing by $28 million from the amount as of December 31, 2000. The
increase  was mainly the result of  earnings  for the period  ended on March 31,
2001 of $19 million,  a positive  fluctuation  in the  valuation  on  securities
available  for sale of $15  million,  the  issuance of 234,000  shares of common
stock  through  the  exercise  of stock  options at a total cost of  $1,355,211,
reduced by dividends paid of $7 million,  and the repurchase of 61,300 shares of
common stock at a total cost of $1,317,388.

         The Corporation is subject to various regulatory  capital  requirements
imposed  by the  federal  banking  agencies.  Failure  to meet  minimum  capital
requirements   can  initiate   certain   mandatory   and   possibly   additional
discretionary  actions by regulators  that, if  undertaken,  could have a direct
material  effect  on  the  Corporation's  financial  statements.  Under  capital
adequacy  guidelines and the regulatory  framework for prompt corrective action,
the Corporation must meet specific capital guidelines that involve  quantitative
measures of the Corporation's assets, liabilities, and certain off-balance sheet
items as calculated under regulatory  accounting  practices.

                                    28

     The Corporation's  capital amounts and  classification  are also subject to
qualitative  judgment by the regulators  about  components,  risk weightings and
other factors.

         Capital standards established by regulations require the Corporation to
maintain  minimum  amounts and ratios of Tier 1 capital to total average  assets
(leverage ratio) and ratios of Tier 1 and total capital to risk-weighted assets,
as defined  in the  regulations.  The total  amount of  risk-weighted  assets is
computed by applying risk weighting factors to the Corporation's  assets,  which
vary from 0% to 100% depending on the nature of the asset.

         At March 31, 2001 and  December 31, 2000,  the  Corporation  was a well
capitalized  institution  under the regulatory  framework for prompt  corrective
action.  To be categorized as well  capitalized  the  Corporation  must maintain
minimum  total risk based,  Tier 1 risk based and Tier 1 leverage  ratios as set
forth in the following table.  Management  believes that there are no conditions
or events since that date that have changed that classification.



                                    29


                         

         The  Corporation's  and its  banking  subsidiary's  regulatory  capital
positions were as follows:
                                                                                           Regulatory requirements
                                                                                       For capital
                                                           Actual                         adequacy purposes  To be well capitalized
                                                   ---------------------------------------------------------------------------------
                                                     Amount       Ratio       Amount      Ratio       Amount        Ratio
                                                   --------------------------------------------------------------------------
At March 31,  2001  (Dollars  in  thousands)  Total  Capital  (to  Risk-Weighted
   Assets):
      First BanCorp                                 $551,284    13.53%        $325,963       8%      $407,453       10%
      FirstBank                                      482,545    11.99%         321,918       8%       402,398       10%

   Tier I Capital (to Risk-Weighted Assets):
      First BanCorp                                 $427,657    10.50%        $162,981       4%      $244,472        6%
      FirstBank                                      359,543     8.94%         160,959       4%       241,439        6%

   Tier I Capital (to Average Assets):
      First BanCorp                                 $427,657     7.07%        $181,341       3%      $302,235        5%
      FirstBank                                      359,543     6.01%         179,598       3%       299,331        5%

At December 31, 2000
   Total Capital (to Risk-Weighted Assets):
      First BanCorp                                $536,402     14.43%        $297,280       8%      $371,600        10%
      FirstBank                                     469,774     12.76%         294,516       8%       368,145        10%

   Tier I Capital (to Risk-Weighted Assets):
      First BanCorp                                $417,203     11.23%        $148,640       4%      $222,960        6%
      FirstBank                                     351,001      9.53%         147,258       4%       220,887        6%

   Tier I Capital (to Average Assets):
      First BanCorp                                $417,203      7.28%        $172,042       3%      $286,736        5%
      FirstBank                                     351,001      6.18%         170,307       3%       283,846        5%


Dividends

         During the period ended March 31, 2001, the Corporation declared a cash
dividend of $0.13 per common share  representing  a 18%  increase  over the cash
dividend of $0.11 per common share  declared for the same period in 2000.  Total
dividends  declared  per  common  share for the period  ended on March 31,  2001
amounted to $3.5 million for an  annualized  dividend  payout ratio of 22.13% as
compared to $3 million for the period ended March 31, 2000 (or a 20.31% dividend
payout ratio).  Dividends  declared on preferred  stock amounted to $3.2 million
for the period  ended on March 31, 2001 as compared to $1.6 million for the same
period last year,  because the  Corporation  has $75 million  more in  preferred
stock outstanding when compared to March 31, 2000.


                                    30



Liquidity

         Liquidity refers to the level of cash and eligible  investments readily
available to meet loan and investment  commitments,  potential  deposit outflows
and debt repayments.  The Corporation's liquidity position and liquidity targets
are reviewed on a weekly basis by the Asset Liability  Management and Investment
Committee, using measures of liquidity developed by Management.

         The  Corporation's  principal  sources  of  short-term  funds  are loan
repayments,  deposits, securities sold under agreements to repurchase, and lines
of  credit  with the FHLB  and  other  financial  institutions.  The  Investment
Committee  reviews  credit  availability  on a regular basis.  In addition,  the
Corporation  has securitized and sold auto and mortgage loans as a supplementary
source of funding.  Commercial paper had also provided additional  funding.  The
Corporation  has obtained  long-term  funding  through the issuance of notes and
long-term  institutional  certificates of deposit.  The Corporation's  principal
uses of funds are the origination of loans and investments, and the repayment of
maturing deposit accounts and borrowings.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

          The information required herein is incorporated by reference from page
40 of the annual  report to  security  holders for the year ended  December  31,
2000.


                                    31


         PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

         The Corporation is a defendant in a number of legal proceedings arising
out of, and incidental to its business.  Based on its review with counsel on the
development  of these  matters to date,  Management  is of the opinion  that the
ultimate aggregate  liability,  if any, resulting from these pending proceedings
will  not  have a  material  adverse  effect  on the  accompanying  consolidated
financial statements.

ITEM 2.  CHANGES IN SECURITIES

         Not applicable.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

         Not applicable.

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

         On  April  26,  2001  First   BanCorp   held  its  annual   meeting  of
stockholders.  The number of shares  present  in person  and/or by proxy at such
meeting were 24,166,888  representing  90.65% of the 26,658,152 shares of common
stock issued and  outstanding  on March 15, 2001.  March 15, 2001 was the record
date for the determination of the stockholders entitled to vote at the meeting.

         The following was voted upon at the Annual Meeting of Stockholders:

(a)      The election of the following directors:
                                                       For              Withheld
              Angel Alvarez-Perez                   22,978,820         1,188,068
              Juan Acosta Reboyras                  22,905,893         1,260,995
              Jose L. Ferrer Canals                 22,901,307         1,265,581

         The following are the directors whose terms of office continue:

                  Jose Julian Alvarez
                  Annie Astor-Carbonell
                  Rafael Bouet-Souffront
                  Jorge L. Diaz
                  Francisco D. Fernandez
                  German E. Malaret
                  Hector M. Nevarez
                  Jose Teixidor

     (b)  Ratification  of  the  appointment  of  PricewaterhouseCoopers  as the
Corporation's Independent Accountants for fiscal year 2001.

                                    32



         The appointment of PricewaterhouseCoopers was ratified as follows:

                  For                          22,905,937
                  Against                       1,130,641
                  Abstain                         130,310

ITEM 5.  OTHER INFORMATION

         Not applicable.

ITEM 6.  EXHIBITS AND REPORT ON FORM 8-K

         Not applicable.


                                    33


                                   SIGNATURES


         Pursuant to the  requirements of Section 13 of the Securities  Exchange
Act of 1934,  the Bank has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized:


                         
                                                                                            First BanCorp.
                                                                                   Name of the Corporation





Date:  May      , 2001                          By:      /s/ Angel Alvarez-Perez, Esq.
           -----                                         -----------------------------
                                                           Angel Alvarez-Perez, Esq.
                                                           Chairman, President and Chief
                                                           Executive Officer



Date:  May     , 2001                           By:       /s/ Annie Astor-Carbonell
           ----                                          -----------------------------
                                                            Annie Astor-Carbonell
                                                            Senior Executive Vice President
                                                            and Chief Financial Officer



                                    33




                                                        SIGNATURES


         Pursuant to the  requirements of Section 13 of the Securities  Exchange
Act of 1934,  the Bank has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized:

                                                                           First BanCorp.
                                                                     Name of the Corporation





Date:  May      , 2001                           By:
           -----                                       ---------------------------------------
                                                            Angel Alvarez-Perez, Esq.
                                                            Chairman, President and Chief
                                                            Executive Officer



Date:  May      , 2001                           By:
           -----                                       ---------------------------------------
                                                            Annie Astor-Carbonell
                                                            Senior Executive Vice President
                                                            and Chief Financial Officer