Commercial Federal Reports First Quarter Operating EPS of $.44

Apr 26, 2001, 01:00 ET from Commercial Federal Corporation

    OMAHA, Neb., April 26 /PRNewswire/ -- Commercial Federal Corporation
 (NYSE:   CFB), the parent company of Commercial Federal Bank, one of the largest
 retail financial institutions in the Midwest, today announced operating
 earnings of $23.5 million, or $.44 per diluted share, for the quarter ended
 March 31, 2001.  This compares to operating earnings of $26.5 million, or
 $.46 per diluted share, for the same three-month period ended March 31, 2000.
 The Company converted to a calendar fiscal year effective December 31, 2000.
     The Company's net income for the first quarter was $22.2 million, or
 $.42 per diluted share.  This compares to net income of $26.5 million, or
 $.46 per diluted share, for the same three-month period ended March 31, 2000.
 Net income for the current quarter included $1.3 million in after-tax exit
 costs and termination benefits.
     William A. Fitzgerald, chairman of the board and chief executive officer
 stated, "The first quarter's results were in line with expectations and
 establish a base from which we can build our earnings for subsequent quarters.
     Mr. Fitzgerald continued, "Management and staff have worked extremely hard
 over the past year to get where we are.  We will continue to create a more
 proficient and profitable franchise serving the financial needs of consumers
 and businesses throughout the growing Midwest.  We are building upon our
 successes and remain focused on achieving sustainable earnings per share
 growth and increased value for our shareholders."
 
     First Quarter Operating Performance
     Commercial Federal had total assets of $12.7 billion and stockholders'
 equity of $835.8 million as of March 31, 2001.  Total deposits were up
 $198 million over the prior year period while all other debt was reduced by
 $668 million.  The Company remained well-capitalized with total risk-based
 capital of 11.41 percent at March 31, 2001.
     Commercial Federal's net interest income for the quarter was
 $67.4 million, compared to $81.4 million for the comparable period in 2000.
 The Company's average net earnings balance was lower and its interest rate
 risk position was significantly improved at March 31, 2001, as a result of the
 restructuring initiatives completed during the quarter ended
 December 31, 2000.
     During the current quarter, impaired loans from one borrower moved into
 non-performing assets resulting in an increase of $11.8 million.  These loans
 are fully reserved against the appraised value of the underlying collateral.
 Management remains confident that its loan loss reserves are adequate.
     Total non-interest income increased 33 percent to $30.7 million for the
 current quarter, compared to the same period last year.  Commercial Federal
 continued to see improvement in non-interest related revenues, including
 retail fees, which increased by $1.7 million, or 16 percent, for the current
 quarter.
     Excluding the effects of non-recurring items, expenses were down
 $2.3 million from the December 31, 2000 period and were essentially flat with
 the March 31, 2000 quarter.  Total employee headcount was reduced 12 percent
 from the March 31, 2000 period.
 
     Strategic Initiatives Update
     As part of the Company's previously announced divestiture initiative,
 12 branches were consolidated during the first quarter of 2001.  Of the
 additional 37 branches offered for sale, purchase agreements have been
 announced for 30 of them.  These sales are scheduled to close in the second
 and third quarters of 2001.
     On February 28, 2001, the Company completed the sale of the assets of the
 underperforming Liberty Leasing Company.  Liberty Leasing was acquired by
 Commercial Federal in February 1998, and had been targeted for sale as one of
 the Company's strategic initiatives.
     During the quarter, the Company repurchased an additional 1,629,900 shares
 of common stock.  Through March 31, 2001, 3,668,800 shares have been
 repurchased of the previously announced buyback of approximately 5.5 million
 shares.  The Company plans to complete the repurchase by June 30, 2001.
     Chief financial officer, David S. Fisher stated, "Core operating
 profitability continued to improve during the first quarter.  We are confident
 that our strategy and execution will enable Commercial Federal to achieve our
 objectives and provide for continued earnings growth in future periods.
     Mr. Fisher continued, "We remain on target to meet our financial and
 operational objectives including the addition of the most advantageous
 combination of assets to the balance sheet at the right price and structure.
 We will continue to invest in our people and our technology while striving to
 increase our fee-based income.  We will realize our expense ratio and revenue
 growth goals while maintaining adherence to our disciplined credit policy and
 capital profile."
 
     2001 Outlook
     Mr. Fisher concluded, "Based upon our model, we are currently very
 comfortable with consensus operating estimates of $1.75 per share for 2001,
 assuming no further deterioration in the overall economy.  We remain confident
 in the initiatives we have put in place and in our ability to develop this
 unique franchise and accomplish our goals on behalf of Commercial Federal's
 shareholders."
     Commercial Federal Corporation is the parent company of Commercial Federal
 Bank, a $12.7 billion federal savings bank that currently operates branches
 located in Nebraska, Iowa, Colorado, Kansas, Oklahoma, Missouri, Arizona, and
 Minnesota. Commercial Federal operations include consumer and commercial
 banking, mortgage banking, agricultural lending, insurance and investment
 services, and Internet banking.
     Commercial Federal's website, http://www.comfedbank.com , will host a live
 webcast of the conference call to discuss first quarter earnings on
 April 26, 2001 at 10:00 a.m. CT.  The website also includes access to company
 news releases, annual reports, quarterly financial statements, and SEC
 filings.
     Certain statements contained in this release are forward-looking in
 nature.  These statements are subject to risks and uncertainties that could
 cause Commercial Federal's actual results or financial condition to differ
 materially from those expressed in or implied by such statements. Factors of
 particular importance to Commercial Federal include, but are not limited to,
 changes in general economic conditions, and price levels and conditions in the
 public securities markets generally.
 
 
                         COMMERCIAL FEDERAL CORPORATION
                 CONSOLIDATED STATEMENT OF FINANCIAL CONDITION
                             (Dollars in Thousands)
 
                                   March 31,      December 31,    March 31,
     ASSETS                          2001             2000           2000
 
                                  (Unaudited)       (Audited)    (Unaudited)
 
     Cash (including short-term
      investments of $1,183,
      $1,283 and $1,483)            $176,300        $192,358      $200,403
     Investment securities
      available for sale, at fair
      value                          821,100         771,137        72,159
     Mortgage-backed securities
      available for sale, at fair
      value                        1,555,117       1,514,510       374,298
     Loans and leases held for
      sale, net                      470,901         242,200       107,444
     Investment securities held to
      maturity
      (fair value of $892,605)             -               -       926,152
     Mortgage-backed securities
      held to maturity
      (fair value of $876,003)             -               -       894,966
     Loans receivable, net of
      allowances of $83,594,
      $82,263 and $78,078          8,540,727       8,651,174     9,768,373
     Federal Home Loan Bank stock    197,302         251,537       231,953
     Real estate, net                 58,580          38,331        41,368
     Premises and equipment, net     164,231         167,210       181,736
     Bank owned life insurance       204,133         200,713             -
     Other assets                    351,410         303,707       265,632
     Intangible assets, net of
      accumulated amortization of
      $74,544, $70,502 and
      $58,036                        203,260         207,427       235,163
         Total Assets            $12,743,061     $12,540,304   $13,299,647
 
     LIABILITIES AND STOCKHOLDERS' EQUITY
     Liabilities:
        Deposits                  $7,641,095      $7,694,486    $7,443,009
        Advances from Federal
         Home Loan Bank            3,718,940       3,565,465     4,460,575
        Other borrowings             273,560         175,343       199,625
        Other liabilities            273,652         241,271       215,124
         Total Liabilities        11,907,247      11,676,565    12,318,333
     Commitments and
      Contingencies                        -               -             -
 
     Stockholders' Equity:
        Preferred stock, $.01
         par value; 10,000,000
         shares authorized; none
         issued                            -               -             -
        Common stock, $.01 par
         value; 120,000,000
         shares authorized;
         51,717,331, 53,208,628
         and 56,763,504 shares
         issued and outstanding          517             532           568
        Additional paid-in capital   222,576         255,870       316,919
        Retained earnings            641,274         622,659       679,286
        Accumulated other
         comprehensive loss, net     (28,553)        (15,322)      (15,459)
          Total Stockholders'
           Equity                    835,814         863,739       981,314
          Total Liabilities and
           Stockholders' Equity  $12,743,061     $12,540,304   $13,299,647
 
 
                           COMMERCIAL FEDERAL CORPORATION
                        CONSOLIDATED STATEMENT OF OPERATIONS
                  (Dollars in Thousands Except Per Share Data)
                                    (Unaudited)
 
                                                    Three Months Ended
                                              March 31,  December 31, March 31,
                                                2001         2000       2000
 
     Interest Income:
          Investment securities                $17,137     $18,478     $21,340
          Mortgage-backed securities            26,242      28,463      20,986
          Loans receivable                     180,699     200,076     190,203
                    Total interest income      224,078     247,017     232,529
     Interest Expense:
          Deposits                              92,584      95,292      81,408
          Advances from Federal Home Loan
           Bank                                 55,977      74,226      62,179
          Other borrowings                       3,688       3,617       3,871
                    Total interest expense     152,249     173,135     147,458
     Net Interest Income                        71,829      73,882      85,071
     Provision for Loan Losses                  (4,443)    (15,206)     (3,700)
     Net Interest Income After Provision
      for Loan Losses                           67,386      58,676      81,371
 
     Other Income (Loss):
          Retail fees and charges               12,063      12,910      10,358
          Loan servicing fees, net               1,068       5,534       6,665
          Gain (loss) on sales of
           securities, hedging and
           termination of interest
           rate swap agreements, net             9,058     (66,278)        -
          Loss on sales of loans                (2,469)    (17,930)       (239)
          Real estate operations                  (515)     (3,911)       (151)
          Other operating income                11,505       8,133       6,421
                    Total other income (loss)   30,710     (61,542)     23,054
     Other Expense:
          General and administrative
           expenses -
             Compensation and benefits          26,505      26,259      27,345
             Occupancy and equipment             9,842       9,652       9,560
             Data processing                     4,605       4,946       4,756
             Advertising                         2,516       3,010       3,845
             Communication                       3,295       3,384       3,670
             Item processing                     3,954       4,022       4,020
             Outside services                    3,248       3,597       2,016
             Other operating expenses            5,924       7,334       4,916
             Exit costs and termination
              benefits                           1,955       2,796         -
                    Total general and
                     administrative
                     expenses                   61,844      65,000      60,128
          Amortization of core value of
           deposits                              1,943       1,952       1,301
          Amortization of goodwill               2,120       2,125       2,355
                    Total other expense         65,907      69,077      63,784
 
     Income (Loss) Before Income Taxes          32,189     (71,943)     40,641
     Income Tax Provision (Benefit)              9,955     (24,268)     14,151
     Net Income (Loss)                         $22,234    $(47,675)    $26,490
 
     Per Common Share:
         Net Income (Loss)                        $.42       $(.88)       $.46
     Dividends Declared Per Common Share          $.07        $.07        $.07
     Weighted Average Shares Outstanding    52,932,771  53,956,067  57,583,280
 
 
 
                           COMMERCIAL FEDERAL CORPORATION
                         CONSOLIDATED FINANCIAL HIGHLIGHTS
                               (Dollars In Thousands)
                                    (Unaudited)
 
 
                                             March 31,  December 31,  March 31,
                                               2001         2000        2000
 
     Mortgage servicing rights (MSRs):
          Beginning balance                   $111,110     $89,076     $84,053
          Purchases of mortgage servicing
           rights                                5,001       2,965       2,437
          Mortgage servicing rights
           retained through loan sales           1,805       1,872         781
          Mortgage servicing rights
           retained on securitized loans
           sold                                    -        18,551         -
          Sales of mortgage servicing
           rights                                  -           -           -
          Valuation adjustment                  (5,484)       (583)        -
          Other items, net (principally
           derivative activity)                  3,255       1,693          61
          Amortization expense                  (3,566)     (2,464)     (1,683)
          Ending balance                      $112,121    $111,110     $85,649
 
 
 
     Deposits by state:
          Colorado                          $2,262,066  $2,273,970  $2,195,981
          Nebraska                           1,541,824   1,552,969   1,324,941
          Iowa                               1,436,955   1,437,166   1,428,106
          Kansas                             1,013,810   1,017,643   1,134,994
          Oklahoma                             763,142     763,717     724,100
          Missouri                             396,502     420,322     432,917
          Arizona                              206,382     212,626     190,292
          Minnesota                             20,414      16,073      11,678
             Total deposits                 $7,641,095  $7,694,486  $7,443,009
 
     Deposits by type:
          Checking accounts:
               Interest bearing               $504,836    $503,588    $529,727
               Noninterest bearing             659,783     562,382     551,944
                    Total                    1,164,619   1,065,970   1,081,671
          Money market accounts                356,410     382,344     687,132
          Savings accounts                   1,978,329   1,861,074   1,468,454
          Certificates of deposit            4,141,737   4,385,098   4,205,752
                    Total deposits          $7,641,095  $7,694,486  $7,443,009
 
 
                         COMMERCIAL FEDERAL CORPORATION
                         ALLOWANCE FOR LOSSES ON LOANS
                             (Dollars in Thousands)
                                  (Unaudited)
 
 
                                 March 31,       December 31,       March 31,
                                   2001              2000              2000
 
     THREE MONTHS ENDED:
     Beginning balance            $83,439           $73,510           $79,536
     Provision charged to
      operations                    4,443            15,206             3,700
     Charges                       (4,995)           (5,869)           (6,244)
     Recoveries                     1,022             1,157             1,279
     Change in estimate of
      allowance for bulk
      purchased loans                 (36)              (41)             (143)
     Charge-offs to allowance for
      bulk purchased loans            -                 (28)              -
     Reduction to allowance on
      sale of securitized loans       -                (496)              -
     Ending balance               $83,873           $83,439           $78,128
 
     SUMMARY OF CHARGE-OFFS, NET
      OF RECOVERIES:
          Three months ended
           3/31/01                $(3,973)
 
          Three months ended
           12/31/00               $(4,712)
          Three months ended
           9/30/00                 (9,648)
          Six months ended
           12/31/00              $(14,360)
 
          Three months ended
           6/30/00                $(6,745)
          Three months ended
           3/31/00                 (4,965)
          Three months ended
           12/31/99                (3,460)
          Three months ended
           9/30/99                 (3,159)
          Fiscal year ended
           6/30/00               $(18,329)
 
 
 
 
                                 March 31,        December 31,       March 31,
                                     2001            2000              2000
     Reserves:
         Specific                  $8,568            $9,299            $5,798
         Nonspecific               75,305            74,140            72,330
                                  $83,873           $83,439           $78,128
 
 
                         COMMERCIAL FEDERAL CORPORATION
                       CONSOLIDATED FINANCIAL HIGHLIGHTS
                             (Dollars in Thousands)
                                  (Unaudited)
 
 
                                             March 31,   December 31, March 31,
                                               2001        2000         2000
 
     Nonperforming assets (NPAs):
          Nonperforming loans:
               Residential                     $57,229     $57,573     $47,027
               Residential construction          5,576      23,833       2,392
               Commercial construction           1,510       1,331         -
               All other                        23,825      13,134      14,410
                 Total nonperforming loans      88,140      95,871      63,829
          Real estate:
               Residential                      15,665      15,261      14,112
               Residential construction         23,145         563       1,506
               All other                         6,753      10,198      16,982
                 Total real estate              45,563      26,022      32,600
          Troubled debt restructurings           4,246       4,285       5,523
                 Total nonperforming assets   $137,949    $126,178    $101,952
     NPAs to total assets                        1.08%       1.01%        .77%
 
     Summary of Nonperforming Assets:
         Residential                          $101,615     $97,230     $65,037
         Nonresidential                         36,334      28,948      36,915
                                              $137,949    $126,178    $101,952
     Loans receivable,
       before allowance for losses:
          Single-family fixed               $2,145,916  $2,177,400  $4,297,440
          Single-family adjustable           2,813,646   3,020,487   2,710,975
              Total single-family            4,959,562   5,197,887   7,008,415
          Commercial real estate             1,231,739   1,164,474     909,627
          Construction                         485,526     520,151     332,521
          Multi-family                         307,760     232,203     129,061
          Consumer and other                 1,639,734   1,590,000   1,466,827
          Total loans receivable, before
           allowance for losses             $8,624,321  $8,704,715  $9,846,451
 
     Nonperforming loans
         to total loans                           .95%       1.05%        .63%
     Nonperforming assets to
         total assets                            1.08%       1.01%        .77%
     Allowance for losses to
         total loans                              .90%        .91%        .77%
     Allowance for losses to
         nonperforming assets                   60.80%      66.13%      76.63%
     Allowance for losses to nonresidential
         nonperforming assets                  230.84%     288.24%     211.64%
 
 
                         COMMERCIAL FEDERAL CORPORATION
                       CONSOLIDATED FINANCIAL HIGHLIGHTS
                  (Dollars in Thousands Except Per Share Data)
                                  (Unaudited)
 
 
                                            March 31,  December 31, March 31,
                                               2001        2000        2000
 
     Cash, investment securities and FHLB
      stock                                 $1,194,702  $1,215,032  $1,430,667
     Mortgage-backed securities              1,555,117   1,514,510   1,269,264
     Loans receivable, net                   9,011,628   8,893,374   9,875,817
     Intangible assets                         203,260     207,427     235,163
     Other assets                              778,354     709,961     488,736
        Total assets                        12,743,061  12,540,304  13,299,647
     Deposits                                7,641,095   7,694,486   7,443,009
     Advances from Federal Home Loan Bank    3,718,940   3,565,465   4,460,575
     Other borrowings                          273,560     175,343     199,625
     Other liabilities                         273,652     241,271     215,124
     Stockholders' equity                      835,814     863,739     981,314
        Total liabilities and stockholders'
         equity                             12,743,061  12,540,304  13,299,647
 
     Book value per common share                $16.16      $16.23      $17.29
     Tangible book value per common share        12.23       12.33       13.14
     Stock price                                 22.30       19.44       16.63
     Common shares outstanding              51,717,331  53,208,628  56,763,504
 
     Nonperforming assets                      137,949     126,178     101,952
     Nonperforming assets to total assets        1.08%       1.01%        .77%
     Weighted average interest rates
      (durings):
          Yield on interest-earning assets       7.78%       7.96%       7.51%
          Rate on interest-bearing liabilities   5.33%       5.50%       4.85%
          Net interest rate spread               2.45%       2.46%       2.66%
          Net yield on interest-earning
           assets                                2.49%       2.39%       2.75%
     Loans serviced for other institutions  $9,240,315  $9,100,938  $7,324,547
 
     Three months ended:
     Return on average assets                     .70%      -1.40%        .79%
          Excluding nonrecurring items, net       .74%        .24%        .79%
     Return on average equity                   10.65%     -21.54%      10.93%
          Excluding nonrecurring items, net     11.26%       3.65%      10.93%
     Average equity to average assets            6.60%       6.52%       7.27%
     G & A expenses to average assets            1.95%       1.91%       1.80%
          Excluding nonrecurring charges, net    1.89%       1.83%       1.80%
     Operating efficiency ratio                 64.11%      64.70%      55.41%
          Excluding nonrecurring items, net     62.08%      61.92%      55.41%
 
     Six months ended:
     Return on average assets                               -1.01%
          Excluding nonrecurring items, net                   .39%
     Return on average equity                              -15.30%
          Excluding nonrecurring items, net                  5.88%
     Average equity to average assets                        6.62%
     G & A expenses to average assets                        2.16%
          Excluding nonrecurring charges, net                1.79%
     Operating efficiency ratio                             71.82%
          Excluding nonrecurring items, net                 59.35%
 
                         COMMERCIAL FEDERAL CORPORATION
                      OPERATING EARNINGS/EPS AND CASH EPS
                  (Dollars in Thousands Except Per Share Data)
                                  (Unaudited)
 
                                                    Three Months Ended
                                            March 31,  December 31,   March 31,
                                               2001        2000         2000
 
     OPERATING EARNINGS:
     Reported net income (loss)              $22,234     $(47,675)    $26,490
 
 
     Exit costs and termination benefits
          ($1,955, 2,796 and $0 pretax)        1,271        1,817          -
     Loss (gain) on sales of securities
          ($0, 26,704, and $0 pretax)              -       17,353          -
     Loss on sales of loans ($18,248 pre-tax)      -       11,746          -
     Loss on termination of swaps
      ($38,209 pre-tax)                            -       24,836          -
 
 
     Operating Earnings                      $23,505       $8,077     $26,490
 
     Weighted Average Shares Outstanding  52,932,771   53,956,067  57,583,280
 
     Operating Earnings EPS                     $.44         $.15        $.46
 
     EPS - Reported Net Income (Loss)           $.42        $(.88)       $.46
 
 
 
 
     CASH EPS:
     Reported net income (loss)                $22,234    $(47,675)    $26,490
     Amortization of core value of deposits      1,943       1,952       1,301
     Amortization of goodwill                    2,120       2,125       2,355
     Less tax benefit associated with
      amortization expense of core value of
      deposits                                    (601)       (982)       (476)
     Less tax benefit associated with
      amortization expense of goodwill             (33)        (54)        (40)
     Cash Earnings (Loss)                       25,663     (44,634)     29,630
     Adjustments to derive operating
          earnings (net of tax from above)       1,271      55,752         -
 
 
     Cash Operating Earnings                   $26,934     $11,118     $29,630
 
     Cash EPS                                     $.48       $(.83)       $.51
 
 
     Cash Operating EPS                           $.51        $.21        $.51
 
     EPS - Reported Net Income (Loss)             $.42       $(.88)       $.46
 
 
                         COMMERCIAL FEDERAL CORPORATION
                    AVERAGE BALANCES AND REGULATORY CAPITAL
                             (Dollars in Thousands)
                                  (Unaudited)
 
 
     Three Months  March 31,  December 31, September 30,  June 30,   March 31,
      Ended:           2001        2000        2000        2000        2000
 
     Average Balances:
     Total assets $12,655,695  $13,587,701 $13,861,796  $13,500,470  $13,347,546
     Total loans,
      net           8,974,298    9,985,162  10,529,317   10,099,577    9,843,301
     Total loans,
      before
      allowances    9,029,882   10,059,683  10,600,729   10,177,647    9,922,066
     Total mortgage-
      backed
      securities    1,555,555    1,440,763   1,236,650    1,249,800    1,303,458
     Total deposits 7,683,554    7,588,949   7,342,899    7,351,877    7,419,959
     Total stock-
     holders' equity  834,932      885,486     933,008      942,737      969,856
     Total
      interest-
      earning
      assets       11,542,636   12,391,536  12,927,919   12,585,467   12,388,970
     Total interest-
      earning
      liabilities  11,515,863   12,414,943  12,664,738   12,273,291   12,110,730
 
                                Six Months   Six Months     Year
                                 Ended         Ended        Ended
     Year to Date:             06/30/2001    12/31/2000    06/30/200
 
     Average Balances:
     Total assets                          $13,724,748  $13,507,546
     Total loans, net                       10,257,240    9,798,198
     Total loans, before
      allowances                            10,330,206    9,877,010
     Total mortgage-backed
      securities                             1,338,706    1,291,061
     Total deposits                          7,465,924    7,433,114
     Total stockholders' equity                909,247      958,664
     Total interest-earning
      assets                                12,659,728   12,328,807
     Total interest-earning
      liabilities                           12,539,841   10,069,053
 
 
     Regulatory     March 31,  December 31, September 30, June 30,   March 31,
      Capital:          2001         2000       2000        2000        2000
 
     Tangible         $785,620    $800,630    $873,078    $890,051   $909,898
     Core              790,224     805,693     878,603     896,091    916,399
     Total risk-based  865,581     879,845     945,623     961,520    983,523
     Tier 1 risk-
      based            790,224     805,693     878,603     896,091    916,399
     Tangible %          6.28%       6.51%       6.37%       6.55%      6.96%
     Core %              6.32%       6.55%       6.41%       6.59%      7.00%
     Total risk-based % 11.41%      11.84%      12.09%      12.59%     13.46%
     Tier 1 risk-
      based %           10.41%      10.84%      11.23%      11.74%     12.55%
 
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SOURCE Commercial Federal Corporation
    OMAHA, Neb., April 26 /PRNewswire/ -- Commercial Federal Corporation
 (NYSE:   CFB), the parent company of Commercial Federal Bank, one of the largest
 retail financial institutions in the Midwest, today announced operating
 earnings of $23.5 million, or $.44 per diluted share, for the quarter ended
 March 31, 2001.  This compares to operating earnings of $26.5 million, or
 $.46 per diluted share, for the same three-month period ended March 31, 2000.
 The Company converted to a calendar fiscal year effective December 31, 2000.
     The Company's net income for the first quarter was $22.2 million, or
 $.42 per diluted share.  This compares to net income of $26.5 million, or
 $.46 per diluted share, for the same three-month period ended March 31, 2000.
 Net income for the current quarter included $1.3 million in after-tax exit
 costs and termination benefits.
     William A. Fitzgerald, chairman of the board and chief executive officer
 stated, "The first quarter's results were in line with expectations and
 establish a base from which we can build our earnings for subsequent quarters.
     Mr. Fitzgerald continued, "Management and staff have worked extremely hard
 over the past year to get where we are.  We will continue to create a more
 proficient and profitable franchise serving the financial needs of consumers
 and businesses throughout the growing Midwest.  We are building upon our
 successes and remain focused on achieving sustainable earnings per share
 growth and increased value for our shareholders."
 
     First Quarter Operating Performance
     Commercial Federal had total assets of $12.7 billion and stockholders'
 equity of $835.8 million as of March 31, 2001.  Total deposits were up
 $198 million over the prior year period while all other debt was reduced by
 $668 million.  The Company remained well-capitalized with total risk-based
 capital of 11.41 percent at March 31, 2001.
     Commercial Federal's net interest income for the quarter was
 $67.4 million, compared to $81.4 million for the comparable period in 2000.
 The Company's average net earnings balance was lower and its interest rate
 risk position was significantly improved at March 31, 2001, as a result of the
 restructuring initiatives completed during the quarter ended
 December 31, 2000.
     During the current quarter, impaired loans from one borrower moved into
 non-performing assets resulting in an increase of $11.8 million.  These loans
 are fully reserved against the appraised value of the underlying collateral.
 Management remains confident that its loan loss reserves are adequate.
     Total non-interest income increased 33 percent to $30.7 million for the
 current quarter, compared to the same period last year.  Commercial Federal
 continued to see improvement in non-interest related revenues, including
 retail fees, which increased by $1.7 million, or 16 percent, for the current
 quarter.
     Excluding the effects of non-recurring items, expenses were down
 $2.3 million from the December 31, 2000 period and were essentially flat with
 the March 31, 2000 quarter.  Total employee headcount was reduced 12 percent
 from the March 31, 2000 period.
 
     Strategic Initiatives Update
     As part of the Company's previously announced divestiture initiative,
 12 branches were consolidated during the first quarter of 2001.  Of the
 additional 37 branches offered for sale, purchase agreements have been
 announced for 30 of them.  These sales are scheduled to close in the second
 and third quarters of 2001.
     On February 28, 2001, the Company completed the sale of the assets of the
 underperforming Liberty Leasing Company.  Liberty Leasing was acquired by
 Commercial Federal in February 1998, and had been targeted for sale as one of
 the Company's strategic initiatives.
     During the quarter, the Company repurchased an additional 1,629,900 shares
 of common stock.  Through March 31, 2001, 3,668,800 shares have been
 repurchased of the previously announced buyback of approximately 5.5 million
 shares.  The Company plans to complete the repurchase by June 30, 2001.
     Chief financial officer, David S. Fisher stated, "Core operating
 profitability continued to improve during the first quarter.  We are confident
 that our strategy and execution will enable Commercial Federal to achieve our
 objectives and provide for continued earnings growth in future periods.
     Mr. Fisher continued, "We remain on target to meet our financial and
 operational objectives including the addition of the most advantageous
 combination of assets to the balance sheet at the right price and structure.
 We will continue to invest in our people and our technology while striving to
 increase our fee-based income.  We will realize our expense ratio and revenue
 growth goals while maintaining adherence to our disciplined credit policy and
 capital profile."
 
     2001 Outlook
     Mr. Fisher concluded, "Based upon our model, we are currently very
 comfortable with consensus operating estimates of $1.75 per share for 2001,
 assuming no further deterioration in the overall economy.  We remain confident
 in the initiatives we have put in place and in our ability to develop this
 unique franchise and accomplish our goals on behalf of Commercial Federal's
 shareholders."
     Commercial Federal Corporation is the parent company of Commercial Federal
 Bank, a $12.7 billion federal savings bank that currently operates branches
 located in Nebraska, Iowa, Colorado, Kansas, Oklahoma, Missouri, Arizona, and
 Minnesota. Commercial Federal operations include consumer and commercial
 banking, mortgage banking, agricultural lending, insurance and investment
 services, and Internet banking.
     Commercial Federal's website, http://www.comfedbank.com , will host a live
 webcast of the conference call to discuss first quarter earnings on
 April 26, 2001 at 10:00 a.m. CT.  The website also includes access to company
 news releases, annual reports, quarterly financial statements, and SEC
 filings.
     Certain statements contained in this release are forward-looking in
 nature.  These statements are subject to risks and uncertainties that could
 cause Commercial Federal's actual results or financial condition to differ
 materially from those expressed in or implied by such statements. Factors of
 particular importance to Commercial Federal include, but are not limited to,
 changes in general economic conditions, and price levels and conditions in the
 public securities markets generally.
 
 
                         COMMERCIAL FEDERAL CORPORATION
                 CONSOLIDATED STATEMENT OF FINANCIAL CONDITION
                             (Dollars in Thousands)
 
                                   March 31,      December 31,    March 31,
     ASSETS                          2001             2000           2000
 
                                  (Unaudited)       (Audited)    (Unaudited)
 
     Cash (including short-term
      investments of $1,183,
      $1,283 and $1,483)            $176,300        $192,358      $200,403
     Investment securities
      available for sale, at fair
      value                          821,100         771,137        72,159
     Mortgage-backed securities
      available for sale, at fair
      value                        1,555,117       1,514,510       374,298
     Loans and leases held for
      sale, net                      470,901         242,200       107,444
     Investment securities held to
      maturity
      (fair value of $892,605)             -               -       926,152
     Mortgage-backed securities
      held to maturity
      (fair value of $876,003)             -               -       894,966
     Loans receivable, net of
      allowances of $83,594,
      $82,263 and $78,078          8,540,727       8,651,174     9,768,373
     Federal Home Loan Bank stock    197,302         251,537       231,953
     Real estate, net                 58,580          38,331        41,368
     Premises and equipment, net     164,231         167,210       181,736
     Bank owned life insurance       204,133         200,713             -
     Other assets                    351,410         303,707       265,632
     Intangible assets, net of
      accumulated amortization of
      $74,544, $70,502 and
      $58,036                        203,260         207,427       235,163
         Total Assets            $12,743,061     $12,540,304   $13,299,647
 
     LIABILITIES AND STOCKHOLDERS' EQUITY
     Liabilities:
        Deposits                  $7,641,095      $7,694,486    $7,443,009
        Advances from Federal
         Home Loan Bank            3,718,940       3,565,465     4,460,575
        Other borrowings             273,560         175,343       199,625
        Other liabilities            273,652         241,271       215,124
         Total Liabilities        11,907,247      11,676,565    12,318,333
     Commitments and
      Contingencies                        -               -             -
 
     Stockholders' Equity:
        Preferred stock, $.01
         par value; 10,000,000
         shares authorized; none
         issued                            -               -             -
        Common stock, $.01 par
         value; 120,000,000
         shares authorized;
         51,717,331, 53,208,628
         and 56,763,504 shares
         issued and outstanding          517             532           568
        Additional paid-in capital   222,576         255,870       316,919
        Retained earnings            641,274         622,659       679,286
        Accumulated other
         comprehensive loss, net     (28,553)        (15,322)      (15,459)
          Total Stockholders'
           Equity                    835,814         863,739       981,314
          Total Liabilities and
           Stockholders' Equity  $12,743,061     $12,540,304   $13,299,647
 
 
                           COMMERCIAL FEDERAL CORPORATION
                        CONSOLIDATED STATEMENT OF OPERATIONS
                  (Dollars in Thousands Except Per Share Data)
                                    (Unaudited)
 
                                                    Three Months Ended
                                              March 31,  December 31, March 31,
                                                2001         2000       2000
 
     Interest Income:
          Investment securities                $17,137     $18,478     $21,340
          Mortgage-backed securities            26,242      28,463      20,986
          Loans receivable                     180,699     200,076     190,203
                    Total interest income      224,078     247,017     232,529
     Interest Expense:
          Deposits                              92,584      95,292      81,408
          Advances from Federal Home Loan
           Bank                                 55,977      74,226      62,179
          Other borrowings                       3,688       3,617       3,871
                    Total interest expense     152,249     173,135     147,458
     Net Interest Income                        71,829      73,882      85,071
     Provision for Loan Losses                  (4,443)    (15,206)     (3,700)
     Net Interest Income After Provision
      for Loan Losses                           67,386      58,676      81,371
 
     Other Income (Loss):
          Retail fees and charges               12,063      12,910      10,358
          Loan servicing fees, net               1,068       5,534       6,665
          Gain (loss) on sales of
           securities, hedging and
           termination of interest
           rate swap agreements, net             9,058     (66,278)        -
          Loss on sales of loans                (2,469)    (17,930)       (239)
          Real estate operations                  (515)     (3,911)       (151)
          Other operating income                11,505       8,133       6,421
                    Total other income (loss)   30,710     (61,542)     23,054
     Other Expense:
          General and administrative
           expenses -
             Compensation and benefits          26,505      26,259      27,345
             Occupancy and equipment             9,842       9,652       9,560
             Data processing                     4,605       4,946       4,756
             Advertising                         2,516       3,010       3,845
             Communication                       3,295       3,384       3,670
             Item processing                     3,954       4,022       4,020
             Outside services                    3,248       3,597       2,016
             Other operating expenses            5,924       7,334       4,916
             Exit costs and termination
              benefits                           1,955       2,796         -
                    Total general and
                     administrative
                     expenses                   61,844      65,000      60,128
          Amortization of core value of
           deposits                              1,943       1,952       1,301
          Amortization of goodwill               2,120       2,125       2,355
                    Total other expense         65,907      69,077      63,784
 
     Income (Loss) Before Income Taxes          32,189     (71,943)     40,641
     Income Tax Provision (Benefit)              9,955     (24,268)     14,151
     Net Income (Loss)                         $22,234    $(47,675)    $26,490
 
     Per Common Share:
         Net Income (Loss)                        $.42       $(.88)       $.46
     Dividends Declared Per Common Share          $.07        $.07        $.07
     Weighted Average Shares Outstanding    52,932,771  53,956,067  57,583,280
 
 
 
                           COMMERCIAL FEDERAL CORPORATION
                         CONSOLIDATED FINANCIAL HIGHLIGHTS
                               (Dollars In Thousands)
                                    (Unaudited)
 
 
                                             March 31,  December 31,  March 31,
                                               2001         2000        2000
 
     Mortgage servicing rights (MSRs):
          Beginning balance                   $111,110     $89,076     $84,053
          Purchases of mortgage servicing
           rights                                5,001       2,965       2,437
          Mortgage servicing rights
           retained through loan sales           1,805       1,872         781
          Mortgage servicing rights
           retained on securitized loans
           sold                                    -        18,551         -
          Sales of mortgage servicing
           rights                                  -           -           -
          Valuation adjustment                  (5,484)       (583)        -
          Other items, net (principally
           derivative activity)                  3,255       1,693          61
          Amortization expense                  (3,566)     (2,464)     (1,683)
          Ending balance                      $112,121    $111,110     $85,649
 
 
 
     Deposits by state:
          Colorado                          $2,262,066  $2,273,970  $2,195,981
          Nebraska                           1,541,824   1,552,969   1,324,941
          Iowa                               1,436,955   1,437,166   1,428,106
          Kansas                             1,013,810   1,017,643   1,134,994
          Oklahoma                             763,142     763,717     724,100
          Missouri                             396,502     420,322     432,917
          Arizona                              206,382     212,626     190,292
          Minnesota                             20,414      16,073      11,678
             Total deposits                 $7,641,095  $7,694,486  $7,443,009
 
     Deposits by type:
          Checking accounts:
               Interest bearing               $504,836    $503,588    $529,727
               Noninterest bearing             659,783     562,382     551,944
                    Total                    1,164,619   1,065,970   1,081,671
          Money market accounts                356,410     382,344     687,132
          Savings accounts                   1,978,329   1,861,074   1,468,454
          Certificates of deposit            4,141,737   4,385,098   4,205,752
                    Total deposits          $7,641,095  $7,694,486  $7,443,009
 
 
                         COMMERCIAL FEDERAL CORPORATION
                         ALLOWANCE FOR LOSSES ON LOANS
                             (Dollars in Thousands)
                                  (Unaudited)
 
 
                                 March 31,       December 31,       March 31,
                                   2001              2000              2000
 
     THREE MONTHS ENDED:
     Beginning balance            $83,439           $73,510           $79,536
     Provision charged to
      operations                    4,443            15,206             3,700
     Charges                       (4,995)           (5,869)           (6,244)
     Recoveries                     1,022             1,157             1,279
     Change in estimate of
      allowance for bulk
      purchased loans                 (36)              (41)             (143)
     Charge-offs to allowance for
      bulk purchased loans            -                 (28)              -
     Reduction to allowance on
      sale of securitized loans       -                (496)              -
     Ending balance               $83,873           $83,439           $78,128
 
     SUMMARY OF CHARGE-OFFS, NET
      OF RECOVERIES:
          Three months ended
           3/31/01                $(3,973)
 
          Three months ended
           12/31/00               $(4,712)
          Three months ended
           9/30/00                 (9,648)
          Six months ended
           12/31/00              $(14,360)
 
          Three months ended
           6/30/00                $(6,745)
          Three months ended
           3/31/00                 (4,965)
          Three months ended
           12/31/99                (3,460)
          Three months ended
           9/30/99                 (3,159)
          Fiscal year ended
           6/30/00               $(18,329)
 
 
 
 
                                 March 31,        December 31,       March 31,
                                     2001            2000              2000
     Reserves:
         Specific                  $8,568            $9,299            $5,798
         Nonspecific               75,305            74,140            72,330
                                  $83,873           $83,439           $78,128
 
 
                         COMMERCIAL FEDERAL CORPORATION
                       CONSOLIDATED FINANCIAL HIGHLIGHTS
                             (Dollars in Thousands)
                                  (Unaudited)
 
 
                                             March 31,   December 31, March 31,
                                               2001        2000         2000
 
     Nonperforming assets (NPAs):
          Nonperforming loans:
               Residential                     $57,229     $57,573     $47,027
               Residential construction          5,576      23,833       2,392
               Commercial construction           1,510       1,331         -
               All other                        23,825      13,134      14,410
                 Total nonperforming loans      88,140      95,871      63,829
          Real estate:
               Residential                      15,665      15,261      14,112
               Residential construction         23,145         563       1,506
               All other                         6,753      10,198      16,982
                 Total real estate              45,563      26,022      32,600
          Troubled debt restructurings           4,246       4,285       5,523
                 Total nonperforming assets   $137,949    $126,178    $101,952
     NPAs to total assets                        1.08%       1.01%        .77%
 
     Summary of Nonperforming Assets:
         Residential                          $101,615     $97,230     $65,037
         Nonresidential                         36,334      28,948      36,915
                                              $137,949    $126,178    $101,952
     Loans receivable,
       before allowance for losses:
          Single-family fixed               $2,145,916  $2,177,400  $4,297,440
          Single-family adjustable           2,813,646   3,020,487   2,710,975
              Total single-family            4,959,562   5,197,887   7,008,415
          Commercial real estate             1,231,739   1,164,474     909,627
          Construction                         485,526     520,151     332,521
          Multi-family                         307,760     232,203     129,061
          Consumer and other                 1,639,734   1,590,000   1,466,827
          Total loans receivable, before
           allowance for losses             $8,624,321  $8,704,715  $9,846,451
 
     Nonperforming loans
         to total loans                           .95%       1.05%        .63%
     Nonperforming assets to
         total assets                            1.08%       1.01%        .77%
     Allowance for losses to
         total loans                              .90%        .91%        .77%
     Allowance for losses to
         nonperforming assets                   60.80%      66.13%      76.63%
     Allowance for losses to nonresidential
         nonperforming assets                  230.84%     288.24%     211.64%
 
 
                         COMMERCIAL FEDERAL CORPORATION
                       CONSOLIDATED FINANCIAL HIGHLIGHTS
                  (Dollars in Thousands Except Per Share Data)
                                  (Unaudited)
 
 
                                            March 31,  December 31, March 31,
                                               2001        2000        2000
 
     Cash, investment securities and FHLB
      stock                                 $1,194,702  $1,215,032  $1,430,667
     Mortgage-backed securities              1,555,117   1,514,510   1,269,264
     Loans receivable, net                   9,011,628   8,893,374   9,875,817
     Intangible assets                         203,260     207,427     235,163
     Other assets                              778,354     709,961     488,736
        Total assets                        12,743,061  12,540,304  13,299,647
     Deposits                                7,641,095   7,694,486   7,443,009
     Advances from Federal Home Loan Bank    3,718,940   3,565,465   4,460,575
     Other borrowings                          273,560     175,343     199,625
     Other liabilities                         273,652     241,271     215,124
     Stockholders' equity                      835,814     863,739     981,314
        Total liabilities and stockholders'
         equity                             12,743,061  12,540,304  13,299,647
 
     Book value per common share                $16.16      $16.23      $17.29
     Tangible book value per common share        12.23       12.33       13.14
     Stock price                                 22.30       19.44       16.63
     Common shares outstanding              51,717,331  53,208,628  56,763,504
 
     Nonperforming assets                      137,949     126,178     101,952
     Nonperforming assets to total assets        1.08%       1.01%        .77%
     Weighted average interest rates
      (durings):
          Yield on interest-earning assets       7.78%       7.96%       7.51%
          Rate on interest-bearing liabilities   5.33%       5.50%       4.85%
          Net interest rate spread               2.45%       2.46%       2.66%
          Net yield on interest-earning
           assets                                2.49%       2.39%       2.75%
     Loans serviced for other institutions  $9,240,315  $9,100,938  $7,324,547
 
     Three months ended:
     Return on average assets                     .70%      -1.40%        .79%
          Excluding nonrecurring items, net       .74%        .24%        .79%
     Return on average equity                   10.65%     -21.54%      10.93%
          Excluding nonrecurring items, net     11.26%       3.65%      10.93%
     Average equity to average assets            6.60%       6.52%       7.27%
     G & A expenses to average assets            1.95%       1.91%       1.80%
          Excluding nonrecurring charges, net    1.89%       1.83%       1.80%
     Operating efficiency ratio                 64.11%      64.70%      55.41%
          Excluding nonrecurring items, net     62.08%      61.92%      55.41%
 
     Six months ended:
     Return on average assets                               -1.01%
          Excluding nonrecurring items, net                   .39%
     Return on average equity                              -15.30%
          Excluding nonrecurring items, net                  5.88%
     Average equity to average assets                        6.62%
     G & A expenses to average assets                        2.16%
          Excluding nonrecurring charges, net                1.79%
     Operating efficiency ratio                             71.82%
          Excluding nonrecurring items, net                 59.35%
 
                         COMMERCIAL FEDERAL CORPORATION
                      OPERATING EARNINGS/EPS AND CASH EPS
                  (Dollars in Thousands Except Per Share Data)
                                  (Unaudited)
 
                                                    Three Months Ended
                                            March 31,  December 31,   March 31,
                                               2001        2000         2000
 
     OPERATING EARNINGS:
     Reported net income (loss)              $22,234     $(47,675)    $26,490
 
 
     Exit costs and termination benefits
          ($1,955, 2,796 and $0 pretax)        1,271        1,817          -
     Loss (gain) on sales of securities
          ($0, 26,704, and $0 pretax)              -       17,353          -
     Loss on sales of loans ($18,248 pre-tax)      -       11,746          -
     Loss on termination of swaps
      ($38,209 pre-tax)                            -       24,836          -
 
 
     Operating Earnings                      $23,505       $8,077     $26,490
 
     Weighted Average Shares Outstanding  52,932,771   53,956,067  57,583,280
 
     Operating Earnings EPS                     $.44         $.15        $.46
 
     EPS - Reported Net Income (Loss)           $.42        $(.88)       $.46
 
 
 
 
     CASH EPS:
     Reported net income (loss)                $22,234    $(47,675)    $26,490
     Amortization of core value of deposits      1,943       1,952       1,301
     Amortization of goodwill                    2,120       2,125       2,355
     Less tax benefit associated with
      amortization expense of core value of
      deposits                                    (601)       (982)       (476)
     Less tax benefit associated with
      amortization expense of goodwill             (33)        (54)        (40)
     Cash Earnings (Loss)                       25,663     (44,634)     29,630
     Adjustments to derive operating
          earnings (net of tax from above)       1,271      55,752         -
 
 
     Cash Operating Earnings                   $26,934     $11,118     $29,630
 
     Cash EPS                                     $.48       $(.83)       $.51
 
 
     Cash Operating EPS                           $.51        $.21        $.51
 
     EPS - Reported Net Income (Loss)             $.42       $(.88)       $.46
 
 
                         COMMERCIAL FEDERAL CORPORATION
                    AVERAGE BALANCES AND REGULATORY CAPITAL
                             (Dollars in Thousands)
                                  (Unaudited)
 
 
     Three Months  March 31,  December 31, September 30,  June 30,   March 31,
      Ended:           2001        2000        2000        2000        2000
 
     Average Balances:
     Total assets $12,655,695  $13,587,701 $13,861,796  $13,500,470  $13,347,546
     Total loans,
      net           8,974,298    9,985,162  10,529,317   10,099,577    9,843,301
     Total loans,
      before
      allowances    9,029,882   10,059,683  10,600,729   10,177,647    9,922,066
     Total mortgage-
      backed
      securities    1,555,555    1,440,763   1,236,650    1,249,800    1,303,458
     Total deposits 7,683,554    7,588,949   7,342,899    7,351,877    7,419,959
     Total stock-
     holders' equity  834,932      885,486     933,008      942,737      969,856
     Total
      interest-
      earning
      assets       11,542,636   12,391,536  12,927,919   12,585,467   12,388,970
     Total interest-
      earning
      liabilities  11,515,863   12,414,943  12,664,738   12,273,291   12,110,730
 
                                Six Months   Six Months     Year
                                 Ended         Ended        Ended
     Year to Date:             06/30/2001    12/31/2000    06/30/200
 
     Average Balances:
     Total assets                          $13,724,748  $13,507,546
     Total loans, net                       10,257,240    9,798,198
     Total loans, before
      allowances                            10,330,206    9,877,010
     Total mortgage-backed
      securities                             1,338,706    1,291,061
     Total deposits                          7,465,924    7,433,114
     Total stockholders' equity                909,247      958,664
     Total interest-earning
      assets                                12,659,728   12,328,807
     Total interest-earning
      liabilities                           12,539,841   10,069,053
 
 
     Regulatory     March 31,  December 31, September 30, June 30,   March 31,
      Capital:          2001         2000       2000        2000        2000
 
     Tangible         $785,620    $800,630    $873,078    $890,051   $909,898
     Core              790,224     805,693     878,603     896,091    916,399
     Total risk-based  865,581     879,845     945,623     961,520    983,523
     Tier 1 risk-
      based            790,224     805,693     878,603     896,091    916,399
     Tangible %          6.28%       6.51%       6.37%       6.55%      6.96%
     Core %              6.32%       6.55%       6.41%       6.59%      7.00%
     Total risk-based % 11.41%      11.84%      12.09%      12.59%     13.46%
     Tier 1 risk-
      based %           10.41%      10.84%      11.23%      11.74%     12.55%
 
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 SOURCE  Commercial Federal Corporation