SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _____________________ FORM 10-Q [ X ] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2000 or [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from ___________ to_____________ Commission File Number 0-19847 FIRST MORTGAGE CORPORATION (Exact name of registrant as specified in its charter) California 95-2960716 (State or other jurisdiction (I.R.S. Employer of incorporation or Identification No.) organization) 3230 Fallow Field Drive Diamond Bar, California 91765 (Address, including zip code, of principal executive offices) (909) 595-1996 (Registrant's telephone number, including area code) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES X NO____ As of September 30, 2000, 5,210,502 shares of the registrant's common stock were outstanding. FIRST MORTGAGE CORPORATION FORM 10-Q INDEX Part I - Financial Information Page Item 1. Financial Statements: Balance Sheet September 30, 2000 (Unaudited) and March 31, 2000 3 Unaudited Statement of Income Three Months and Six Months Ended September 30, 2000 and 1999 4 Unaudited Statement of Cash Flows Six Months Ended September 30, 2000 and 1999 5 Notes to Unaudited Financial Statements 6-7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 8-12 Part II - Other Information Item 6. Exhibits and Reports on Form 8-K 13 Signatures 14 PART I. FINANCIAL INFORMATION Item 1. Financial Statements FIRST MORTGAGE CORPORATION BALANCE SHEET

~~Part~~September I30, -2000 ~~Financial~~March ~~Information~~31, ~~Page~~2000 ~~Item~~(Unaudited) 1.ASSETS ~~Financial~~Cash ~~Statements:~~$16,107,000 ~~Balance~~$11,264,000 ~~Sheet~~Mortgage ~~June~~loans 30and mortgage-backed securities held for sale 60,224,000 ~~2000~~67,336,000 ~~(Unaudited)~~Other receivables and ~~March~~servicing 31advances 3,698,000 ~~2000~~5,558,000 3Capitalized ~~Unaudited~~servicing ~~Statement~~rights, ofnet ~~Income~~10,329,000 ~~Three~~11,555,000 ~~Months~~Property ~~Ended~~and ~~June~~equipment, 30net 653,000 ~~2000~~581,000 Prepaid expenses and ~~1999~~other 4assets ~~Unaudited~~1,819,000 ~~Statement~~1,531,000 ofTOTAL ~~Cash~~ASSETS ~~Flows~~$92,830,000 ~~Three~~$97,825,000 ~~Months~~LIABILITIES ~~Ended~~AND ~~June~~STOCKHOLDERS' 30EQUITY LIABILITIES: Notes payable, ~~2000~~banks $11,278,000 $19,291,000 Note payable, other 45,433,000 43,787,000 Sight drafts payable 576,000 393,000 Accounts payable and ~~1999~~accrued 5liabilities ~~Notes~~726,000 to564,000 ~~Unaudited~~Deferred ~~Financial~~income ~~Statements~~taxes ~~6-7~~5,638,000 ~~Item~~4,979,000 2.Total ~~Management~~Liabilities 63,651,000 69,014,000 STOCKHOLDERS's ~~Discussion~~EQUITY ~~and~~Preferred ~~Analysis~~stock, ofno ~~Financial~~par ~~Condition~~value: Authorized shares - 1,000,000 Issued and ~~Results~~outstanding ofshares ~~Operations~~- 8None -11 ~~Part~~- IICommon stock, no par value: Authorized shares - ~~Other~~10,000,000 ~~Information~~Issued ~~Item~~and 6.outstanding ~~Exhibits~~shares - 5,210,502 at September 30, 2000 and ~~Reports~~5,253,197 onat ~~Form~~March ~~8-K~~31, 122000 ~~Signatures~~2,436,000 132,559,000 Retained earnings 26,743,000 26,252,000 Total Stockholders' Equity 29,179,000 28,811,000 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $92,830,000 $97,825,000

See accompanying notes FIRST MORTGAGE CORPORATION UNAUDITED STATEMENT OF INCOME

~~June~~Three Months Ended Six Months Ended September 30, ~~2000~~September ~~March 31~~30, 2000 ~~(Unaudited)~~1999 ~~ASSETS~~2000 ~~Cash~~1999 REVENUES: Loan origination income $11 528,~~669~~000 $ 629,000 $111,~~264~~011,000 ~~Mortgage~~$1,404,000 ~~loans~~Loan ~~held~~servicing ~~for~~income ~~sale 72~~1,~~788~~814,000 671,~~336~~948,000 ~~Other receivables and servicing advances 4~~3,~~452~~658,000 53,~~558~~873,000 ~~Capitalized~~Gain ~~servicing~~on ~~rights,~~sale ~~net~~of 10mortgage loans 1,~~772~~901,000 11187,~~555,~~000 ~~Property and equipment~~2, ~~net 659~~522,000 ~~581~~2,651,000 ~~Prepaid~~Interest ~~expenses~~income ~~and other assets~~ 1,~~904~~238,000 1,~~531~~462,000 ~~TOTAL ASSETS $102~~2,~~244~~501,000 ~~$97~~2,~~825~~308,000 ~~LIABILITIES~~Other ~~AND~~Income ~~STOCKHOLDERS'~~5,000 ~~EQUITY~~4,000 ~~LIABILITIES:~~8,000 ~~Notes payable~~4,000 ~~banks~~Total ~~$42~~revenues 5,~~818~~486,000 ~~$19~~4,~~291~~230,000 ~~Note payable~~9, ~~other 22~~700,~~927,~~000 4310,~~787~~240,000 ~~Sight~~EXPENSES: ~~drafts~~Compensation ~~payable~~and benefits 1,~~897~~820,000 ~~393~~1,666,000 ~~Accounts~~3,450,000 ~~payable~~3,973,000 General and ~~accrued~~administrative ~~liabilities~~expenses ~~750~~950,000 ~~564~~1,071,000 ~~Deferred income taxes 5~~1,~~248~~892,000 42,~~979~~893,000 ~~Total~~Amortization ~~Liabilities~~of 73capitalized servicing rights 1,~~640~~133,000 691,~~014~~236,000 ~~STOCKHOLDERS'~~2,389,000 ~~EQUITY Preferred stock~~2,393,000 noInterest ~~par~~expense ~~value:~~427,000 ~~Authorized~~558,000 ~~shares -~~ 1,126,000 895,000 ~~Issued~~Total ~~and~~expenses ~~outstanding~~4,330,000 ~~shares~~4,531,000 ~~- None - - Common stock~~8,857,000 ~~no par value: Authorized shares -~~ 10,~~000~~154,000 ~~Issued~~INCOME ~~and~~(LOSS) ~~outstanding~~BEFORE ~~shares~~INCOME -TAXES 51,~~250~~156,~~697~~000 at(301,000) ~~June 30~~843,000 ~~2000 and 5~~86,~~253,197~~000 atINCOME ~~March~~TAX ~~31,~~(BENEFITS) ~~2000 2~~466,~~551,~~000 2(122,~~559,~~000) ~~Retained earnings 26~~352,~~053,~~000 2639,~~252,~~000 ~~Total~~NET ~~Stockholders'~~INCOME ~~Equity~~(LOSS) 28$ 690,~~604~~000 $ (179,000) 28$ 491,~~811,~~000 ~~TOTAL~~$ ~~LIABILITIES~~47,000 BASIC AND ~~STOCKHOLDERS'~~DILUTED ~~EQUITY~~EARNINGS (LOSS) PER SHARE $~~102,244,000~~ 0.13 $~~97,825,000~~ ~~See~~(0.03) ~~accompanying~~$ ~~notes~~0.09 $ 0.01

See accompanying notes FIRST MORTGAGE CORPORATION UNAUDITED STATEMENT OF CASH FLOWS

~~Three~~Six Months Ended ~~June~~September 30 2000 1999 ~~REVENUES:~~CASH ~~Loan~~FLOWS ~~origination~~FROM OPERATING ACTIVITIES Net income $ ~~483~~491,000 $ ~~775~~47,000 ~~Loan~~Adjustments ~~servicing~~to reconcile net income to net cash provided by (used in) operating activities: Provision for deferred income taxes 659,000 1,~~844~~106,000 1Provision for losses on foreclosure (124,~~925~~000) (250,000) Amortization of capitalized servicing rights 2,389,000 2,393,000 Depreciation and amortization of property and equipment 112,000 138,000 Change in excess service fee 9,000 18,000 Gain (loss) on sale of assets 2,000 (2,000) Originations and purchases of mortgage loans ~~621~~held for sale (103,318,000) 2(173,~~464~~658,000) ~~Interest~~Sales ~~income~~and 1principal repayments of mortgage loans held for sale 110,~~263~~430,000 ~~846~~145,952,000 ~~Other~~Change ~~income~~in ~~3,000~~other -receivables ~~Total~~and ~~revenues~~servicing 4advances 1,~~214~~984,000 61,~~010~~663,000 ~~EXPENSES:~~Change ~~Compensation~~in prepaid expenses and ~~benefits~~other 1assets (288,~~630~~000) (973,000) Change in accounts payable and accrued liabilities 162,000 (2,~~307~~172,000) ~~General~~Net ~~and~~cash ~~administrative~~provided ~~expenses~~by ~~942~~(used in) operating activities 12,508,000 1(25,~~822~~738,000) ~~Amortization~~CASH FLOWS FROM INVESTING ACTIVITIES: Purchase of ~~capitalized~~mortgage servicing rights 1(23,~~256~~000) (518,000) Originated mortgage servicing rights (1,~~157~~149,000) ~~Interest~~(2,583,000) ~~expense~~Purchase ~~699~~of furniture, equipment and leasehold improvements (187,000) ~~337~~(76,000) ~~Total~~Proceeds ~~expenses~~from sale of assets 1,000 4,~~527~~000 Net cash used in investing activities (1,358,000) 5(3,~~623~~173,000) ~~INCOME~~CASH FLOWS FROM FINANCING ACTIVITIES: Change in notes payable, banks (~~LOSS~~8,013,000) ~~BEFORE~~8,359,000 ~~INCOME~~Change ~~TAXES~~in sight drafts payable 183,000 (~~313~~9,120,000) ~~387~~Change in note payable, other 1,646,000 ~~INCOME~~24,886,000 ~~TAX~~Repurchase ~~EXPENSE~~of common stock (~~BENEFITS~~123,000) (~~114~~311,000) ~~161~~Net cash provided by (used in) financing activities (6,307,000) ~~NET~~23,814,000 ~~INCOME~~INCREASE (~~LOSS~~DECREASE) $IN CASH 4,843,000 (~~199~~5,097,000) CASH, BEGINNING OF PERIOD 11,264,000 14,839,000 CASH, END OF PERIOD $16,107,000 ~~226~~$ 9,742,000 ~~BASIC~~SUPPLEMENTAL ~~AND~~CASH ~~DILUTED~~FLOW ~~EARNINGS~~INFORMATION: ~~(LOSS)~~Cash ~~PER~~paid ~~SHARE~~during the period for: Interest $ ~~(0.04)~~1,071,000 $ ~~0.04~~859,000 ~~See~~Income ~~accompanying~~taxes ~~notes~~- -

See accompanying notes FIRST MORTGAGE CORPORATION NOTES TO UNAUDITED FINANCIAL STATEMENTS September 30, 2000 1. BASIS OF PRESENTATION The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and in accordance with the instructions to Form 10-Q and Regulation S-X. In the opinion of management, all adjustments (consisting only of normal recurring accruals) necessary for a fair presentation of the results for the interim periods have been included. The results of operations for the interim periods are not necessarily indicative of the results to be expected for the full year. In addition, this document should be read in conjunction with the financial statements and footnotes included in the Company's annual report on Form 10-K for fiscal year ended March 31, 2000. The preparation of the financial statements of the Company requires management to make estimates and assumptions that affect reported amounts. These estimates are based on information available as of the date of the financial statements. Therefore, actual results could differ from those estimates. 2. CAPITALIZED SERVICING RIGHTS Activities in capitalized servicing rights are summarized as follows:

~~Three~~Six Months ~~Ended~~ended ~~June~~September 30 2000 1999 ~~CASH~~Beginning ~~FLOWS~~balance ~~FROM OPERATING ACTIVITIES Net income (loss)~~ $~~(199~~11,555,000) $~~226~~12,~~000 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Provision for deferred income taxes 269~~475,000 ~~1,029,000~~Additions ~~Provision for losses on foreclosure (96,000) (81,000) Amortization of capitalized servicing rights~~ 1,~~256~~172,000 13,~~157~~101,000 ~~Depreciation~~Amortizations and ~~amortization~~write ofoffs ~~property and equipment 55,000 70,000 Change in excess service fee 4,000 9,000 Loss on sale of assets 2,000 - Originations and purchases of mortgage loans held for sale~~ (50,510,000) (116,374,000) Sales and principal repayments of mortgage loans held for sale 45,058,000 93,852,000 Change in other receivables and servicing advances 1,202,000 238,000 Change in prepaid expenses and other assets (373,000) (768,000) Change in accounts payable and accrued liabilities 186,000 (2,~~083~~398,000) ~~Net cash used in operating activities~~ (~~3,146,000) (22,725,000) CASH FLOWS FROM INVESTING ACTIVITIES: Purchase of mortgage servicing rights - (27,000) Originated mortgage servicing rights (477,000) (~~2,~~028~~411,000) ~~Purchase~~Ending ofbalance furniture, equipment and leasehold improvements (136,000) (47,000) Proceeds from sale of assets 1,000 - Net cash used in investing activities (612,000) (2,102,000) CASH FLOWS FROM FINANCING ACTIVITIES: Change in notes payable, banks 23,527,000 3,853,000 Change in sight drafts payable 1,504,000 (8,132,000) Change in note payable, other (20,860,000) 25,043,000 Repurchase of common stock (8,000) (183,000) Net cash provided by financing activities 4,163,000 20,581,000 INCREASE (DECREASE) IN CASH 405,000 (4,246,000) CASH, BEGINNING OF PERIOD 11,264,000 14,839,000 CASH, END OF PERIOD $~~11,669,000 $~~10,~~593~~329,000 ~~SUPPLEMENTAL CASH FLOW INFORMATION: Cash paid during the period for: Interest~~ $~~593~~13,~~000 $314~~165,000 ~~Income taxes - - See accompanying notes~~

3. NOTES PAYABLE At September 30, 2000, the Company had mortgage loan warehousing agreements with two nonaffiliated banks, which provided for borrowings up to $50,000,000 and $35,000,000 with annual interest payable monthly at 1.25% or the bank's reference rate, depending on the level of borrowings and the compensating balances maintained. At September 30, 2000, borrowings under these lines of $11,278,000 were collateralized by mortgage loans and mortgage-backed securities held for sale. The mortgage loan warehousing agreements are subject to renewal on August 31, 2001, and both contain certain requirements, including but not limited to, the maintenance of minimum net worth, debt to net worth ratio, current ratio, net income and servicing portfolio, and restrict the Company's ability to pay dividends. The Company believes its warehousing agreements will be renewed prior to their expiration. In addition to the warehousing agreements, the Company makes use of the short-term reverse repurchase agreement provided by investment banking firms in connection with its inventory of mortgage-backed securities. These facilities tend to carry lower interest rates and also allow the Company to better utilize its warehousing lines. Borrowings outstanding under this facility totaled $45,433,000 at September 30, 2000. 4. EARNINGS PER SHARE The following table sets forth the computation of basic and diluted earnings per share:

Three Months ~~ended~~Ended ~~June~~Six Months Ended September 30, September 30, 2000 1999 ~~Beginning~~2000 ~~balance~~1999 Numerator: Net income $11690,~~555~~000 $(179,000) $12491,~~475~~000 $47,000 ~~Additions~~Denominator: ~~477~~Shares used in computing basic earnings per share 5,~~000~~217,819 5,298,983 5,234,387 5,308,816 Effect of stock options treated as equivalents under the treasury stock method - 2,~~055~~636 - 6,~~000~~358 ~~Amortizations~~Denominator ~~and~~for ~~write~~diluted ~~offs~~earnings (1per share 5,~~260~~217,~~000)~~819 (15,~~166~~301,~~000)~~619 ~~Ending~~5,234,387 ~~Balance $10~~5,~~772~~315,~~000~~174 Basic earnings per share $.13~~,364,000~~ $(.03) $.09 $.01 Diluted earnings per share $.13 $(.03) $.09 $.01

5. NEW ACCOUNTING PRONOUNCEMENTS In June 1998, the FASB issued SFAS 133, Accounting for Derivative Instruments and Hedging Activities. This Statement provides guidance for the way public enterprises report information about derivatives and hedging in annual financial statements and in interim financial reports. The derivatives and hedging disclosure is required for financial statements for fiscal years beginning after June 15, 2000. The Statement will require the Company to recognize all derivatives on the balance sheet at fair value. Derivatives that are not hedged must be adjusted to fair value through income. If the derivative is a hedge, depending on the nature of the hedge, changes in fair value of derivatives will either be offset against the change in fair value of the hedged assets, liabilities, or firm commitments through earnings or recognized in earnings. The ineffective portion of a derivative's change in fair value will be immediately recognized in earnings. The Company is in the process of evaluating the effect of Statement 133, if any, will have on the earnings and financial position of the Company. 6. CONTINGENCIES The Company is currently a defendant in certain litigation arising in the ordinary course of business. It is management's opinion that the outcome of these actions will not have a material effect on the financial position or results of operations of the Company. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FORWARD LOOKING STATEMENTS Certain statements in this Form 10-Q are forward-looking statements, including those that discuss strategies, goals, outlook, projected revenues, income, return and other financial measures. These forward- looking statements are subject to risk and uncertainties that may cause actual results to differ materially from those contained in the statements, including the following factors: (i) the direction of interest rates; (ii) the demand for mortgage credits; (iii) the ability to obtain sufficient financial sources for liquidity and working capital; (iv) changes in laws or regulations governing mortgage banking operations; and (v) level of competition within the mortgage banking industry. In addition, the words "believe," "expect," "anticipate," "intend," "will" and similar words identify forward- looking statements in this Form 10-Q. RESULTS OF OPERATIONS: Three months ended September 30, 2000 compared to three months ended September 30, 1999. GENERAL First Mortgage reported net income of $690,000 or $0.13 per share for the quarter ended September 30, 2000, compared to a net loss of $179,000 or $0.03 per share for the comparable 1999 quarter. The higher net income was primarily attributable to the easing of mortgage interest rates during the course of the period, which enabled us to reverse a significant portion of the loss reserve against the mortgage-backed securities inventory. REVENUES For the quarter ended September 30, 2000, the volume of new mortgage loans closed decreased by 7.8% to $52.81 million from $57.28 million in the prior year quarter and loan origination revenue decreased by approximately 16.1% to $528,000 from $629,000 of the September 1999 quarter. The decrease is a reflection of higher long-term interest rates as compared to the prior year quarter, which significantly impacted refinancing loans in the market place, and to a lesser degree, loans for the purchase of housing. As of September 30, 2000, the Company serviced $1.487 billion in loans compared to $1.638 billion at September 30, 1999, a decrease of 9.2%. Total loan servicing income, including late charges and other miscellaneous fees also fell slightly to $1.81 million in the September 2000 quarter, from $1.95 million in the prior year quarter. The drop in the servicing portfolio balance was due primarily to a sub-servicing client selling their servicing portfolio, and the acquirer doesn't require sub-servicing. The following table sets forth certain information pertaining to the servicing portfolio of the Company for the period indicated.

Three Months ~~ended~~Ended ~~June~~September 30, 2000 1999 ~~Numerator:~~(Dollars ~~Net~~in ~~income~~thousands ~~(loss~~except average loan balance) Beginning loan service portfolio $~~(199~~1,~~000)~~492,008 $ ~~226~~1,~~000~~523,082 ~~Denominator~~Add: ~~Shares~~Loans ~~used~~originated in52,808 ~~computing~~57,284 ~~basic~~Purchased ~~earnings~~Loans ~~per share~~ 5,~~251,137~~811 570,~~318,757~~505 ~~Effect~~Less: ofPrepayment ~~stock~~and ~~options~~amortization ~~treated~~67,849 as91,706 ~~equivalents~~Ending ~~under~~loan ~~the~~servicing ~~treasury~~portfolio ~~stock~~1,482,778 ~~method~~1,559,165 Sub-Servicing 34,~~722~~436 ~~Denominator~~78,540 ~~for~~Total ~~diluted~~servicing ~~earnings~~portfolio ~~per share 5~~$1,~~251~~487,~~137~~214 5$1,~~322~~637,~~479~~705 ~~Basic~~Average ~~earnings~~loan ~~per~~balance ~~share $~~(~~0.04~~end of period) $ ~~.04~~91,279 ~~Diluted~~$ ~~earnings~~91,380 ~~per~~Number ~~share~~of ~~$(0.04)~~Loans $16,293 ~~.04~~17,922

Due to a decrease in long-term mortgage interest rates towards the end of the quarter, the gain on sale of mortgage loans was $1.901 million for the three months ended September 30, 2000, as we were able to sell loans at a higher gain and reverse a significant portion of the loss reserve against the mortgage-backed securities inventory. Interest income, which reflects the interest received on mortgage loans and mortgage-backed securities held for sale, decreased to $1.24 million for the three months ended September 30, 2000 from $1.46 million for the comparable prior year quarter. This decrease was due primarily to the smaller mortgage-backed securities inventory carried in the warehouse line by the Company during the September 2000 quarter. EXPENSES The major components of the Company's total expenses are (i) compensations and benefits, (ii) general and administrative expenses, (iii) amortization of capitalized servicing rights, and (iv) interest expense. Total expenses for the three months ended September 30, 2000 decreased by $201,000 to $4.33 million from $4.53 million for the quarter ended September 30, 1999. Compensations and benefits were $1.82 million for the September 2000 quarter, an increase of 9.2% over the year-ago quarter. The increase in compensation and benefits were the result of the expansion of our retail origination branches. General and administrative expense decreased by $121,000, or 11.3% over the prior period. These lower general and administrative expenses were a direct result of contracting production operations in the quarter, along with other cost reduction measures taken by the Company over the course of this year. Amortization of capitalized servicing rights decreased compared to the year earlier quarter due mainly to the lower volume of prepayments from refinances over the comparable prior period. Interest expense decreased 23.5% to $427,000 for quarter ended September 2000 from $558,000 for the same period in 1999. The decrease was due to a lower volume of loans and mortgage-backed securities carried in the warehouse line towards the end of the quarter, as compared to the same period a year ago. RESULTS OF OPERATIONS: Six months ended September 30, 2000 compared to six months ended September 30, 1999. GENERAL In the six months ended September 30, 2000, the Company reported net income of $491,000 or $0.09 per share, compared to net income of $47,000 million or $0.01 per share for the same period of 1999. The increase in net income was largely due to reduction of general and administrative expenses resulting from substantially lower loan production and effective cost cutting measures taken by the Company. REVENUES For the six months ended September 30, 2000 the volume of new mortgage loan originations decreased 40.5% to $103.32 million from $173.66 million in the comparable period last year, and the loan origination revenue decreased 28.0% to $1.01 million from $1.40 million for the six months ended September 30, 1999. The lower loan origination revenue was largely due to the reduction of new loans originated by the Company. Loan servicing income, representing the loan servicing fees, late charges and other fees earned by the Company for administering the loans in its servicing portfolio, fell slightly to $3.66 million for the six months ended September 30, 2000 from $3.87 million for the same period in 1999. The decrease in servicing income is primarily due to a small drop in the Company's servicing portfolio as a sub-servicing client sold its entire servicing portfolio and the acquirer does not require sub- servicing. The following table sets forth certain information pertaining to the servicing portfolio of the Company for the period indicated:

~~Three~~Six Months Ended ~~June~~September 30, 2000 1999 (Dollars in thousands except average loan balance) Beginning loan service portfolio $1,497,616 $1,527,507 ~~portfolio~~ Add: Loans originated 50103,~~510~~318 ~~116~~173,~~374~~658 Purchased Loans 5,811 70,505 Less: Prepayment and 56amortization 123,~~605~~967 ~~120~~212,~~799~~505 ~~Amortization~~ Ending loan servicing portfolio 1,~~491~~482,~~521~~778 1,~~523~~559,~~082~~165 ~~portfolio~~ Sub-Servicing ~~487~~4,436 8078,~~827~~540 Total servicing portfolio $1,~~492~~487,~~008~~214 $1,~~603~~637,~~909~~705 Average loan balance (end $of ~~90,849~~period) $91,279 90$91,~~888~~380 ~~of period)~~ Number of ~~loans~~Loans 16,~~423~~293 17,~~647~~922

The sale of mortgages for the six months ended September 30, 2000 resulted in a gain of $2.52 million compared to a gain of $2.65 million for the 1999 period. The decrease is primarily attributable to the reduction in new loans originated. Interest income, which reflects the interest earned on mortgage loans and mortgage-backed securities held for sale, was $2.50 million for the six months ended September 30, 2000 as compared to $2.31 million over the comparable 1999 period. The increase was as a result of the higher volume of mortgage-backed securities carried in the warehouse line compared to the earlier period. EXPENSES The major components of the Company's total expenses are (i) compensation and benefits, (ii) general and administrative expenses, (iii) amortization of capitalized servicing rights, and (iv) interest expenses. Total expenses for the six months ended September 30, 2000 decreased by $1.30 million or 12.8% from the six months ended September 30, 1999. Compensation and benefits decreased 13.2% to $3.45 million compared to $3.97 million in the first six months of fiscal year 1999. General and administrative expenses decreased by 34.6% to $1.89 million from $2.89 million in the comparable period in 1999. The decreases in these expenses were largely a result of the reduction in loan originations and associated compensation and general and administrative expenses in the first half of fiscal year 2000. The amortization of capitalized servicing rights was essentially flat compared to the prior period. Interest expense increased 25.8% to $1.126 million as compared to $895,000 in the year-earlier six months, due primarily to the larger volume of loans and mortgage-backed securities carried in the warehouse line during the period. LIQUIDITY AND CAPITAL RESOURCES The Company's principal liquidity requirement is the funding of its new mortgage loans and loan origination expenses. To meet these funding needs, the Company relies on warehouse lines of credit with banks, its own capital, and also cash flows from operations. At September 30, 2000, maximum permitted borrowings under the mortgage loan warehousing agreements with two nonaffiliated banks totaled $85 million and the amount outstanding was $11.28 million. Borrowings under these facilities are secured by mortgage loans and mortgage-backed securities. The agreements contain various covenants, including minimum net worth, current ratio, net income, servicing portfolio balances, debt to net worth ratio, and restrict the Company's ability to pay dividends. The Company was in compliance with all debt covenants at September 30, 2000. The Company believes that the warehouse agreements will be renewed when the current term expires. In addition to the warehouse lines of credit, the Company makes use of the short-term reverse repurchase agreements provided by two investment banking firms in connection with its inventory of mortgage-backed securities. These facilities tend to carry lower interest rates and also allow the Company to better utilize its warehousing lines. Borrowings outstanding under this facility totaled $45.43 million at September 30, 2000. In the first six months in fiscal year 2001, the Company repurchased in open market transactions 42,695 shares of its common stock at an aggregate cost of $123,000. The Company had stockholders' equity of $29.18 million at September 30, 2000. Management believes that its current financing arrangements are adequate to meet its projected operational needs. DISCLOSURE ABOUT MARKET RISK The Company manages many risks in its normal course of business, however, the management considers interest rate risk to be the most significant market risk which could materially impact its financial position and results of operations. The movements in interest rates affect the value of capitalized mortgage servicing rights, the mortgage inventory held for sale, volume of loan production and total net interest income earned. The Company has been managing this risk by striving to balance its loan origination and loan servicing segments, which generally are counter cyclical in nature. In an environment of raising interest rates, loan production will slow down, but the drop in origination income is mitigated by decrease in the loan prepayment rate in its servicing portfolio and hence write-offs, amortization and impairment charges against income will fall. Conversely, the opposite scenario is true during a period of declining interest rates. The overall objective is to offset changes in the values of the following items arising from fluctuations in interest rates, such as the production pipeline, mortgage loan inventory, mortgage-backed securities held for sale and capitalized mortgage servicing rights. The Company does not speculate on the direction or movement of the interest rates. Based on the information available and on the estimates quantified by various interest rate calculations, and also based on the interest environment as of September 30, 2000, the Company believes that a 50 basis point change in long-term interest rates over a twelve month period, up or down and all else being constant, would increase or decrease the Company's gross income by approximately $2.5 million dollars. These estimates are limited by the fact that they are performed at a particular point in time and do not incorporate many other factors and, consequently, should not be relied on as a forecast of actual results. PROSPECTIVE TRENDS During the fiscal quarter ended September 30, 2000, long-term interest rates flattened and then began to slowly ease from the earlier levels. This arrested the year long slide in new loan originations and our new loan closings for August and September were virtually the same as the year earlier levels. Because the majority of new loan business is now for purchase loans rather than refinance, traditional seasonality factors are coming back into play, and new loan applications can be expected to remain at modest levels throughout the winter. Should long-term interest rates continue to ease however, new loan application volume could jump very quickly. We are continuing our strategy to grow our retail channel and are aggressively looking for new locations and the appropriate personnel for this growth. Our most recent new retail office is in Nevada. In order to be better prepared for the possibility of a new wave of refinance loans, we are remodeling two of our existing websites to make them more useful and user-friendly for consumers. The new sites should be ready by the end of November, and will have interactive features not available on our present sites. We have also acquired the domain name firstmortgage.com, which will make our consumer site easy to find, not only for existing customers, but particularly for search engines looking for lenders who make first mortgage loans. PART II. OTHER INFORMATION. Item 6. Exhibits and Reports of Form 8-K. (a) No exhibits are filed with this report. (b) The Company did not file any reports on Form 8-K during the quarter ended September 30, 2000. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. FIRST MORTGAGE CORPORATION Date: November 10, 2000 By S/Clement Ziroli Clement Ziroli Chairman of the Board of Directors, Chief Executive Officer Date: November 10, 2000 By S/Pac W. Dong Pac W. Dong Executive Vice President, Chief Financial Officer

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