Hamilton Bancorp Inc.
Ticker:HABK 3750 N.W. 87th Avenue
Exchange:NASDAQ-National Market Miami, FL 33178
Industry:Financial (SIC Code 6712) (305) 717-5613

Offering Information
Type of Shares:Common Shares Filing Date:1/24/97
U.S. Shares:2,400,000 Offer Date:3/26/97
Non-U.S. Shares:0 Filing Range:$14.00 - $16.00
Primary Shares:2,400,000 Offer Price:$15.50
Secondary Shares:0 Gross Spread:$1.09
Offering Amount: $36,000,000 Selling:$0.63
Expenses:$900,000 Reallowance:$0.10
Shares Out After:9,067,925

Primary Underwriting Group
ManagerTierPhone
Oppenheimer & Company, Inc.Lead Manager (212) 667-7400
Natwest Securities LtdCo-manager (212) 602-5622

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Greenberg Traurig Hoffman Lipoff Rosen & Quentel
Bank's Law Firm: Simpson, Thacher & Bartlett
Auditor: Deloitte & Touche
Registrar/Transfer Agent: ChaseMellon Shareholder Services, L.L.C.

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
9 Month Ending Financials
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/95 9/30/96 9/30/95 9/30/96
Revenue:$34.47$27.99$25.12Assets:$763.59
Net Income:$8.00$7.32$6.89Curr Assets:
EPS:$1.10$1.00$0.95Liabilities:$722.00
Prior EPS:$0.78$8.08$8.84Curr Liabilities:
Cash Flow/Oper:$10.92Equity:$41.59
Cash Flow/Fin:Cash:
Cash Flow/Inv:

Business Description
The company through its subsidiary Hamilton Bank, N.A., is engaged in providing global trade finance, with particular emphasis on trade with and between South America, Central America, the Caribbean and the United States or otherwise involving the Region. Management believes that trade finance provides the company with the opportunity for substantial and profitable growth, primarily with moderate credit risk, and that the Bank is the only domestic financial institution in the State of Florida focusing primarily on financing foreign trade. Through its relationships with approximately 500 correspondent banks and with importers and exporters in the United States and the Region, as well as its location in South Florida, which is becoming a focal point for trade in the Region, the company has been able to take advantage of substantial growth in this trade. Much of this growth has been associated with the adoption of economic stabilization policies in the major countries of the Region. The company operates in all major countries through the Region and has been particularly active in several smaller markets such as Guatemala, Ecuador, Panama and Peru.

Competition
International trade financing is a highly competitive industry that is dominated by large, multinational financial institutions such as Citibank, N.A., Swiss Bank Corporation and Barclays, among others. With respect to trade finance in or relating to larger countries in the Region, primarily in South America, these larger institutions are the company's primary competition. The company has less competition from these multinational financial institutions providing trade finance services with or in smaller countries in the Region, primarily in Central America and the Caribbean, because the volume of trade financing in such smaller countries has not been as attractive to these larger institutions. With respect to Central American and Caribbean countries, as well as United States domestic customers, the company also competes with regional United States and smaller local financial institutions engaged in trade finance. Many of the company's competitors, particularly multinational financial institutions, have substantially greater financial and other resources than the company. In general, the company competes on the basis of the range of services offered, convenience and speed of service, correspondent banking relationships and on the basis of the rates of fees and commissions charged. Management believes that none of the company's significant United States competitors have the focus on trade finance and offer the range of services that the company offers. Management further believes that the company's strong trade culture, range of services offered, liquid portfolio, management experience, reputation and prompt decision-making and processing capabilities provide it with a competitive advantage that allows it to compete favorably with its competitors for the trade finance business in the Region. The company also has adjusted to its competition by often participating in transactions with certain of its competitors, particularly the larger, multinational financial institutions.

Business Plan
The company's goal is to continue to grow its earning and maintain a high level of profitability while maintaining strong credit quality by continuing its focus on trade finance. The company intends to achieve its goal by implementing the following strategies: (I) Continue to Take Advantage of Growing Trade in the Region, (ii) Expand Credit Limits to Existing Customers, (iii) Expand the Company's Involvement with Larger Banks and in Larger Markets and (iv) Continue to Expand Domestic Branch System.

Use of Proceeds
The proceeds from the proposed offering will be used as a contribution to the capital of the Bank to support future growth in its trade finance business and for general corporate purposes.

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