UNITED STATES SECURITY AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OF 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2004 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from________to_________ Commission File Number 000-32957 Globe Bancorp, Inc. ___________________ (Exact name of small business issuer as specified in its charter) LOUISIANA (72-1498296) _________ ____________ (State or other jurisdiction of (I R S Employer incorporation or organization) Identification No.) 4051 VETERANS BOULEVARD, SUITE 100, METAIRIE, LOUISIANA 70002 ____________________________________________________________________ (Address of principal executive offices) Issuer's telephone number, including area code: 504-887-0057 Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15 (d) of the Exchange Act during the past 12 months (or for such shorter period that the issuer was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] Shares of common stock, par value $.01 per share, outstanding as of May 11, 2004: 273,800 Transitional Small Business Disclosure Format (check one): Yes [ ] No [X] 1 GLOBE BANCORP, INC. Form 10-QSB Quarter Ended March 31, 2004 Interim Financial Information required by Rule 10-01 of Regulation S-X and Item 303 of Regulation S-B is included in this Form 10-QSB as referenced below: PART I - FINANCIAL INFORMATION Page ____ Item 1 Financial Statements Consolidated Statements of Financial Condition at March 31, 2004 (Unaudited) and December 31, 2003 3 Consolidated Statements of Income and Comprehensive Income (Unaudited) for the Three Months ended March 31, 2004 and 2003 4 Consolidated Statements of Changes in Equity (Unaudited) for the Three Months ended March 31, 2004 and 2003 6 Consolidated Statements of Cash Flows (Unaudited) for the Three Months ended March 31, 2004 and 2003 7 Notes to Consolidated Financial Statements 8 Item 2 Management's Discussion and Analysis or Plan of Operation 9 Item 3 Controls and Procedures 13 PART II - OTHER INFORMATION Item 1 Legal Proceedings 14 Item 2 Changes in Securities and Small Business Issuer Purchases of Equity Securities 14 Item 3 Defaults Upon Senior Securities 14 Item 4 Submission of Matters to a Vote of Security Holders 14 Item 5 Other Information 14 Item 6 Exhibits and Reports on Form 8-K 14 Signatures 14 Exhibit 31.1 Section 302 Certification of the Chief Executive Officer 15 Exhibit 31.2 Section 302 Certification of the Chief Financial Officer 16 Exhibit 32.1 Section 906 Certification of Chief Executive Officer 17 Exhibit 32.1 Section 906 Certification of Chief Financial Officer 18 2 GLOBE BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION MARCH 31, 2004 AND DECEMBER 31, 2003 MARCH DECEMBER 31, 2004 31, 2003 ________ ________ (Unaudited) ASSETS Cash $ 46,347 $ 56,561 Interest-bearing deposits 982,581 550,518 Federal funds sold 1,246,150 1,042,445 __________ __________ Total cash and cash equivalents 2,275,078 1,649,524 Securities available for sale 2,061,601 3,135,448 Securities held to maturity 1,346,941 1,433,816 Loans receivable, net 24,885,362 24,985,908 Accrued interest receivable 117,313 126,859 Federal Home Loan Bank stock, restricted, at cost 363,400 362,100 Prepaid expenses and other assets 136,019 127,450 Premises and equipment, net 114,747 119,911 __________ __________ Total assets $31,300,461 $31,941,016 ========== ========== LIABILITIES AND STOCKHOLDERS' EQUITY Deposits $21,815,710 $22,437,642 Federal Home Loan Bank advances 3,638,837 3,736,533 Advances from borrowers for taxes and insurance 142,333 157,274 Accrued expenses and other liabilities 121,851 59,070 __________ __________ Total liabilities 25,718,731 26,390,519 __________ __________ Preferred stock - $.01 par value, 500,000 shares authorized, none issued or outstanding - - Common stock - $.01 par value, 3,000,000 shares authorized, 304,175 shares issued and outstanding at March 31, 2004 3,042 3,042 Additional paid-in capital 2,738,142 2,738,142 Retained earnings, substantially restricted 3,519,449 3,492,919 Treasury stock - 30,375 shares, at cost (468,216) (468,216) Accumulated other comprehensive (loss) (16,015) (20,718) Unearned compensation (194,672) (194,672) __________ __________ Total stockholders' equity 5,581,730 5,550,497 __________ __________ Total liabilities and stockholders' equity $31,300,461 $31,941,016 ========== ========== The accompanying notes are an integral part of these financial statements. 3 GLOBE BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME Three Months Ended March 31, March 31, 2004 2003 (Unaudited) (Unaudited) INTEREST INCOME: Loans receivable $360,985 $393,752 Securities available for sale 18,208 31,376 Securities held to maturity 19,508 34,254 Other interest earning assets 5,518 9,816 _______ _______ Total interest income 404,219 469,198 _______ _______ INTEREST EXPENSE: Deposits 123,347 183,294 Federal Home Loan Bank advances 40,984 48,299 _______ _______ Total interest expense 164,331 231,593 _______ _______ Net interest income 239,888 237,605 Provision for loan losses - - _______ _______ Net interest income after provision for loan losses 239,888 237,605 _______ _______ NONINTEREST INCOME: Service charges 771 1,403 Net realized gain on sales of securities available for sale - 351 ______ _______ Total noninterest income 771 1,754 ______ _______ NONINTEREST EXPENSES: Salaries and employee benefits 90,810 87,650 Occupancy expense 27,938 24,569 Taxes and assessments 18,696 16,974 Professional fees 26,246 16,875 Service bureau expense 11,397 11,524 Office expense 5,391 6,662 General insurance 5,712 4,647 SAIF deposit insurance and examination fees 4,943 3,827 Other 7,103 858 _______ _______ Total noninterest expenses 198,236 173,586 _______ _______ Income before income taxes 42,423 65,773 Income tax expense 15,893 22,104 _______ _______ NET INCOME $ 26,530 $ 43,669 ======= ======= Basic earnings per common share $0.10 $0.17 ==== ==== Diluted earnings per common share $0.10 $0.17 ==== ==== The accompanying notes are an integral part of these financial statements. 4 GLOBE BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME Three Months Ended March 31, 2004 and 2003 Three Months Ended March 31, March 31, 2004 2003 (Unaudited) (Unaudited) NET INCOME: $26,530 $43,669 COMPREHENSIVE INCOME Other comprehensive income (loss) Unrealized gain (loss) on investment securities available for sale, net of deferred tax (benefit) and reclassification adjustments 4,703 (1,997) ______ ______ COMPREHENSIVE INCOME $31,233 $41,672 ====== ====== The accompanying notes are an integral part of these financial statements. 5 GLOBE BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY Three Months Ended March 31, 2004 and 2003 (UNAUDITED) Retained Accumulated Additional Earnings Other Preferred Common Paid-In Substantially Treasury Comprehensive Unearned Total Stock Stock Capital Restricted Stock (Loss) Income Compensation Equity _________ ______ __________ _____________ ________ _____________ ____________ ______ Balance, January 1, 2003 $ - $ 3,042 $ 2,725,844 $ 3,422,821 $ (408,984) $ 15,213 $ (210,895) $ 5,547,041 Net income 43,669 43,669 Other comprehensive loss, net of tax: Unrealized (loss) on securities (1,997) (1,997) _________ _______ ___________ ___________ ___________ __________ ___________ ___________ Balance, March 31, 2003 $ - $ 3,042 $ 2,725,844 $ 3,466,490 $ (408,984) $ 13,216 $ (210,895) $ 5,588,713 ========= ======= =========== =========== =========== ========== =========== =========== Balance, January 1, 2004 $ - $ 3,042 $ 2,738,142 $ 3,492,919 $ (468,216) $ (20,718) $ (194,672) $ 5,550,497 Net income 26,530 26,530 Other comprehensive income, net of tax: Unrealized gain on securities 4,703 4,703 _________ _______ ___________ ___________ ___________ __________ ___________ ___________ Balance, March 31, 2004 $ - $ 3,042 $ 2,738,142 $ 3,519,449 $ (468,216) $ (16,015) $ (194,672) $ 5,581,730 ========= ======= =========== =========== =========== ========== =========== =========== The accompanying notes are an integral part of these financial statements. 6 GLOBE BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CASH FLOWS THREE MONTHS ENDED MARCH 31, 2004 AND 2003 Three months ended March 31, 2004 2003 (Unaudited) (Unaudited) Cash flows from operating activities: <s> <c> <c> Net income $ 26,530 $ 43,669 Adjustments to reconcile net income to net cash provided by operating activities: Premium and discount amortization on securities 1,999 9,797 Amortization (accretion) on loans 831 (564) Capitalization of loan origination costs (2,750) (8,975) Loan fees received - 21,956 Net (gain) on sales of securities available for sale - (351) Depreciation and amortization 5,164 6,819 Federal Home Loan Bank stock dividends (1,300) (2,100) Decrease (increase) in accrued interest receivable 9,456 (5,551) (Increase) in prepaid expenses and other assets (8,569) (5,871) Increase in other liabilities 60,357 55,557 _________ ___________ Net cash provided by operating activities 91,808 114,386 _________ _________ Cash flows from investing activities: Loan originations (1,094,579) (2,854,817) Principal repayments on loans 1,197,044 3,189,654 Purchases of securities available for sale - (2,796,887) Proceeds from sales of securities available for sale - 477,425 Principal repayments on securities available for sale 1,079,899 691,672 Principal repayments on securities held to maturity 85,951 322,541 Purchases of Federal Home Loan Bank stock - - _________ _________ Net cash provided by (used in) investing activities 1,268,315 (970,412) _________ _________ Cash flows from financing activities: Net (decrease) increase in deposit accounts (621,932) 336,157 Net (decrease) in Federal Home Loan Bank advances (97,696) (89,770) Net (decrease) in advances from borrowers for taxes and insurance (14,941) (32,329) _________ _________ Net cash (used in) provided by financing activities (734,569) 214,058 _________ _________ Net increase (decrease) in cash and cash equivalents 625,554 (641,968) Cash and cash equivalents at beginning of the period 1,649,524 3,724,506 _________ _________ Cash and cash equivalents at end of period $2,275,078 $3,082,538 ========= ========= The accompanying notes are an integral part of these financial statements. 7 GLOBE BANCORP, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 2004 (UNAUDITED) Note 1 - Principals of Consolidation - The accompanying consolidated financial statements at March 31, 2004 and December 31, 2003 and for the three months ended March 31, 2004 and 2003 include the accounts of Globe Bancorp, Inc. (the Company) and its wholly owned subsidiary, Globe Homestead Savings Bank (the Bank). Currently, the business and management of Globe Bancorp, Inc. is primarily the business and management of the Bank. The Company's business is conducted principally through the Bank. All significant intercompany transactions and balances have been eliminated in the consolidation. Note 2 - Basis of Presentation - The accompanying unaudited financial statements were prepared in accordance with instructions for Form 10-QSB and, therefore, do not include information or footnotes necessary for a complete presentation of financial position, results of operations and cash flows in conformity with U.S. generally accepted accounting principles. However, all adjustments (consisting only of normal recurring accruals), which, in the opinion of management, are necessary for a fair presentation of the financial statements, have been included. The results of operations for the three months ended March 31, 2004 are not necessarily indicative of the results to be expected for the year ended December 31, 2004. Note 3 - Employee Stock Ownership Plan- The Company sponsors a leveraged employee stock ownership plan (ESOP) that covers all employees who have at least one year of service with the Bank. The ESOP shares were initially pledged as collateral for its debt. The debt is being repaid based on a fifteen-year amortization and the shares are being released for allocation to active employees annually over the fifteen-year period. The shares pledged as collateral are deducted from stockholders' equity as unearned ESOP shares in the accompanying balance sheets. As shares are released from collateral, the Company reports compensation expense equal to the current market price of the shares released. The Bank has accrued $5,900 of ESOP expense through March 31, 2004. The ESOP shares as of March 31, 2004 were as follows: Shares released for allocation or committed to be released 4,867 Unreleased shares 19,467 ------ Total ESOP shares 24,334 ====== Fair value of unreleased shares $396,932 (1) ====== ______________ (1) Based on market price on March 31, 2004. Note 3 - Earnings Per Share Basic earnings per share are computed by dividing net income by the weighted average number of shares of common stock outstanding, which were 254,333 for the quarter ended March 31, 2004. Diluted earnings per share are calculated by dividing net income by the weighted average number of shares of common stock outstanding, including the effect of diluted securities. The weighted average number of shares was 254,333 for the quarter ended March 31, 2004. 8 GLOBE BANCORP, INC. AND SUBSIDIARY Item 2 - Management's Discussion and Analysis of Consolidated Financial Condition and Results of Operations General The following discussion compares the consolidated financial condition of Globe Bancorp, Inc. and Subsidiary at March 31, 2004 to December 31, 2003 and the results of operations for the quarter ended March 31, 2004 with the same period in 2003. Currently, the business and management of Globe Bancorp, Inc. is primarily the business and management of the Bank. This discussion should be read in conjunction with the interim consolidated financial statements and footnotes included herein. This quarterly report on Form 10-QSB includes statements that may constitute forward-looking statements, usually containing the words "believe", "estimate", "expect", "intend" or similar expressions. These statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements inherently involve risk and uncertainties that could cause actual results to differ materially from those reflected in the forward- looking statements. Factors that could cause future results to vary from current expectations include, but are not limited to, the following: changes in economic conditions (both generally and more specifically in the markets in which the Company operates); changes in interest rates, accounting principles, policies or guidelines and in government legislation and regulation (which change from time to time and over which the Company has no control); and other risks detailed in this quarterly report on Form 10 - QSB and the Company's other Securities and Exchange Commission filings. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management's analysis only as the date hereof. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof. Our profitability depends primarily on our net interest income, which is the difference between interest and dividend income on interest-earning assets, principally loans, investment securities and interest-earning deposits in other institutions, and interest expense on interest-bearing deposits and borrowings from the Federal Home Loan Bank of Dallas. Net interest income is dependent upon the level of interest rates and the extent to which such rates are changing. Our profitability also depends, to a lesser extent, on noninterest income, provision for loan losses, noninterest expenses and federal income taxes. During the period reported herein, net interest income after provision for loan losses exceeded total noninterest expense. Total noninterest expense consists of general, administrative and other expenses, such as compensation and benefits, occupancy and equipment expense, deposit insurance premiums and miscellaneous other expenses. Globe Bancorp, Inc. is the holding company for the Bank. Substantially all of the Company's assets are currently held in, and its operations are conducted through, its sole subsidiary, the Bank. Historically, the Company's business has consisted primarily of originating single-family real estate loans secured by property in its market area. The Company's loans are primarily funded by certificates of deposit, which typically have higher rates than transaction accounts. Typically, single-family loans involve a lower degree of risk and carry a lower yield than commercial real estate, construction and consumer loans. The combination of these factors has resulted in historically lower interest rate spreads and returns on equity. Although the Company may attempt to expand its loan products by emphasizing certain consumer lending, Globe Bancorp, Inc. presently anticipates that its business will continue to primarily consist of originating single-family loans funded primarily by deposits. Our operations and profitability are subject to changes in interest rates, applicable statutes and regulations and general economic conditions, as well as other factors beyond our control. 9 GLOBE BANCORP, INC. AND SUBSIDIARY Changes in Financial Condition Total assets decreased by $641,000 or 2.01% from December 31, 2003 to March 31, 2004. The decrease was primarily due to decreases of $1,074,000 or 34.25% in securities available for sale, $87,000 or 6.06% in securities held to maturity and $101,000 or 0.40% in net loans receivable partially offset by an increase of $626,000 or 37.92%% in cash and cash equivalents. The decrease in securities available for sale was due to the securities being repaid or called during the period. The Bank did not have any classified assets on March 31, 2004 or December 31, 2003. Deposits decreased by $622,000 or 2.77% from December 31, 2003 to March 31, 2004. The decrease was made up entirely by deceases in interest-bearing deposits. Federal Home Loan Bank ("FHLB") advances decreased $98,000 or 2.61% from December 31, 2003 to March 31, 2004. The decrease was due to normal loan amortization during the quarter. Total stockholders' equity increased by $31,000 or 0.56% in the first three months of 2004. Equity was increased by net income of $27,000 and by $5,000 in accumulated other comprehensive income during the period. Stockholders' equity at March 31, 2004 totaled $5,582,000 or 17.83% of total assets compared to $5,550,000 or 17.38% of assets at December 31, 2003. Liquidity and Capital Resources Federal regulations require that a savings institution maintain sufficient liquidity to ensure the safety and soundness of its operations. At March 31, 2004, the Bank had $4,337,000, or 13.85% of total assets, in cash, cash equivalents and securities available for sale. The Bank believes that it maintains sufficient liquidity to operate in a safe and sound manner. At March 31, 2004, the Bank had commitments under unused lines of credit and loans in process of $511,000. As of March 31, 2004, the total amount of certificates of deposit and Federal Home Loan Bank advances that were scheduled to mature in the following twelve months were $8,873,000 and $401,000, respectively. The Bank believes that it has adequate resources to fund all of its commitments and that it can retain maturing deposits. If the Bank requires funds beyond its internal funding capabilities, advances from the Federal Home Loan Bank of Dallas are available as an additional source of funds. The Bank is required to maintain regulatory capital sufficient to meet tangible, core and risk-based capital ratios of at least 1.5%, 4.0% and 8.0%, respectively. At March 31, 2004, the Bank exceeded each of its capital requirements with ratios of 16.05%, 16.05% and 36.23%, respectively. Results of Operations Net income decreased by $17,000 or 39.25% in the quarter ended March 31, 2004 compared to the respective period in 2003. The decrease in net income for the period was primarily due to an increase in net noninterest expense partially offset by an increase in net interest income and a decrease in income tax expense. 10 GLOBE BANCORP, INC. AND SUBSIDIARY Interest income decreased $65,000 or 13.85% for the quarter ended March 31, 2004 over the comparable 2003 period. This was due to decreases in income from securities and other interest- earning assets and income from loans receivable. The average balance of loans receivable increased to $24,821,000 for the quarter ended March 31, 2004 compared to $23,234,000 for the quarter ended March 31, 2003. This increase of 6.83% in the average balance of loans receivable was attributable to the origination of loans, offset by repayments. The average yield decreased to 5.82% for the quarter ended March 31, 2004 compared to 6.78% for the quarter ended March 31, 2003 reflecting the declining interest rate environment. The decrease in interest income on investment securities of $28,000 or 42.53% for the quarter ended March 31, 2004 was due to a decrease in both the yield on such assets and the average balance of such assets. The average balance of investment securities decreased to $4,100,000 for the quarter ended March 31, 2004 compared to $6,846,000 for the quarter ended March 31, 2003. The decrease of 40.11% in investment securities was attributable to the average balance of and repayments on investment securities. The average yield decreased to 3.71% for the quarter ended March 31, 2004 compared to 3.80% for the quarter ended March 31, 2003 reflecting the declining interest rate environment. The decrease in interest income on other interest-earning assets of $4,000 or 43.78% for the quarter ended March 31, 2004 compared to the same period in 2003 was due to a decrease in short-term interest rates that caused the average yield on other interest-earning assets to decrease from 1.26% for the three month period ended March 31, 2003 to .92% for the quarter ended March 31, 2004. The average balance of such assets decreased from $3,166,000 for the quarter ended March 31, 2003 to $2,179,000 for the quarter ended March 31, 2004. Interest expense decreased $67,000 or 29.04% in the three months ended March 31, 2004 compared to the comparable 2003 period. This decrease was due to decreases in interest expense on deposits and FHLB advances. The decrease in interest expense on deposits of $60,000 or 32.70% for the quarter ended March 31, 2004 was due to a decrease in the average rate paid on deposits and by a decrease in the average balance of such deposits. The average rate paid on deposits decreased to 2.23% for the quarter ended March 31, 2004 from 3.06% for the quarter ended March 31, 2003. Such decrease reflects the declining interest rate environment. The average balance of deposits decreased to $22,088,000 for the quarter ended March 31, 2004 compared to $23,912,000 for the quarter ended March 31, 2003 due to the withdrawal of time deposits as a result of declining interest rates. Interest expense on FHLB advances decreased $7,000 or 15.15% for the quarter ended March 31, 2004 compared to the same period in 2003. The decrease for the 2004 quarter was due to a decrease in the average balance of such liabilities to $3,688,000 for the quarter ended March 31, 2004 from $4,061,000 for the quarter ended March 31, 2003. This decrease in the average balance was due to regular amortization. A decline in short-term interest rates caused the average rate paid on FHLB advances to decrease from 4.73% for the quarter ended March 31, 2003 to 4.45% for the quarter ended March 31, 2004. Net interest income increased $2,000 or .96% in the three months ended March 31, 2004 over the comparable 2003 period. This was primarily due to an increase in the interest rate spread and an increase in the ratio of average interest- earning assets to average interest-bearing liabilities. The interest rate spread increased to 2.65% for the quarter ended March 31, 2004 from 2.34% for the quarter ended March 31, 2003. The ratio of average interest-earning assets to average interest- bearing liabilities increased to 120.65% for the three months ended March 31, 2004 from 118.85% for the three months ended March 31, 2003. The net interest margin was 3.09% for the three months ended March 31, 2004 compared to 2.86% for the three months ended March 31, 2003. There was no provision for loan losses for either the three months ended March 31, 2004 or the same period in 2003. At March 31, 2004 and March 31, 2003 the Bank did not have any non- accruing loans. The allowance for loan losses amounted to $100,000 at March 31, 2004, representing 0.40% of the total loans outstanding. The allowance for loan losses did not change for the quarter ended March 31, 2004. Although, the Bank believes its allowance for loan losses was sufficient as of March 31, 2004, to cover interest losses in the loan portfolio, future additions to the allowance may be necessary due to changes in economic conditions and other factors. 11 GLOBE BANCORP, INC. AND SUBSIDIARY Non-interest income decreased $1,000 or 56.06% for the three months ended March 31, 2004 compared to the respective period in 2003. The decrease for the three months ended March 31, 2004 was attributable to decreases in the gain on trading account securities and service charges. Non-interest expenses increased $25,000 or 14.20% in the three months ended March 31, 2004 compared to the respective period in 2003. The increase in non-interest expenses was primarily due to an increase of $3,000 or 3.61% in salaries and employee benefits, $3,000 or 13.71% in occupancy expense, $9,000 or 55.54% in professional fees, $1,000 or 22.93% in general insurance, $1,000 or 29.15% in SAIF deposit insurance and exam fees, $2,000 or 10.14% in taxes and assessments and $5,000 or 621% in other expense. The increases were partially offset by decreases of $1,000 or 19.08% in office expense. The increase in professional fees and other expenses was due to the additional reporting requirements of a public company both recurring and resulting from the resignation of the Bank's president and CEO on March 19, 2004. Income tax expense decreased in the three months ended March 31, 2004 due to a decrease in income before income taxes, compared to the same period in 2003. The effective tax rate for the three months ended March 31, 2004 and 2003 was 37.5% and 33.6%, respectively. Impact of Inflation and Changing Prices The financial statements and related financial data presented herein regarding the Company have been prepared in accordance with U.S. generally accepted accounting principles, which generally require the measurement of financial position and operating results in terms of historical dollars, without considering changes in relative purchasing power over time due to inflation. Unlike most industrial companies, virtually all of the Company's assets and liabilities are monetary in nature. As a result, interest rates generally have a more significant impact on the Company's performance than does the effect of inflation. Interest rates do not necessarily move in the same direction or in the same magnitude as the prices of goods and services, since such prices are affected by inflation to a larger extent than interest rates. 12 GLOBE BANCORP, INC. AND SUBSIDIARY Item 3 - Controls and Procedures Our management evaluated, with the participation of our Chief Executive Officer and Chief Financial Officer, the effectiveness of our disclosure controls and procedures (as defined in Rules 13a - 15 (e) under the Securities Exchange Act of 1934) as of March 31, 2004 Based on such evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures are designed to ensure that information required to be disclosed by us is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and regulations and are operating in an effective manner. No Change in our internal control over financial reporting (as defined in Rules 13a - 15 (f) and 15 (d) - 15 (f) under the Securities Exchange Act of 1934) occurred during the first three months of fiscal 2004 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. Critical Accounting Policies The Company's consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America and follow general practices within the industry in which it operates. Various elements of our accounting policies, by their nature, are inherently subject to estimation techniques, valuation assumptions and other subjective assessments. In particular, the methodology for the determination of our allowance for loan losses, due to the judgments, estimates and assumptions inherent in that policy, is critical to preparation of our financial consolidated statements. The allowance for loan losses represents management's estimate of probable credit losses inherent in the loan portfolio. Determining the amount of the allowance for loan losses is considered a critical accounting estimate because it requires significant judgment and the use of subjective measurements including management's assessment of the internal risk classification of loans, changes in the nature of the loan portfolio and the impact of current local, regional and national economic factors on the quality of the loan portfolio. Change in these estimates and assumptions are reasonably possible and may have a material impact on the Company's consolidated financial statements, results of operations or liquidity. 13 GLOBE BANCORP, INC. Form 10-QSB Quarter Ended March 31, 2004 PART II - OTHER INFORMATION Item 1 - Legal Proceedings: There are no matters required to be reported under this item. Item 2 - Changes in Securities and Small Business Issuer Purchases of Equity Securities: There are no matters required to be reported under this item. Item 3 - Defaults Upon Senior Securities: There are no matters required to be reported under this item. Item 4 - Submission of Matters to a Vote of Security Holders: There are no matters required to be reported under this item. Item 5 - Other Information: There are no matters required to be reported under this item. Item 6 - Exhibits and Reports on Form 8-K: (a) the following exhibits are filed herewith: EXHIBIT NO. DESCRIPTION 31.1 Section 302 Certification of the Chief Executive Officer 31.2 Section 302 Certification of the Chief Financial Officer 32.1 Section 906 Certification of Chief Executive Officer 32.2 Section 906 Certification of Chief Financial Officer There are no other matters required to be reported under this item. (b) Reports on Form 8-K: On February 12, 2004 a Form 8-K was filed by the Registrant pertaining to a press release announcing the Company's earnings for the fourth quarter and year ended December 31, 2003. On March 19, 2004 a Form 8-K was filed by the Registrant pertaining to a press release announcing the resignation of Thomas J. Exnicios as President, CEO and as a member of the Board of Directors. SIGNATURES In accordance with the requirements of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. GLOBE BANCORP, INC. Registrant Date: May 11, 2004 By:/s/ Joseph McCarthy, III ________________________ Joseph McCarthy, III Chief Accounting Officer 14