Helen Byrne(?): Thanks, Stacy. Good afternoon and welcome to BofI Holding Q3 FY06 conference call. With us today are BofI's President and CEO, Gary Lewis Evans and CFO Andrew Micheletti. Today's call will have the following format. Mr. Evans will provide an overview of the quarter and highlight some recent achievements. He will then turn the call over to Mr. Micheletti who will provide a more detailed discussion of BofI's financial results. Finally, Mr. Evans will make some closing remarks and open the call for any questions you may have. Before I turn the call over to them, please remember that in this call, management's remarks contain forward-looking statements which are subject to risks and uncertainties. Management may make additional forward-looking statements in response to your questions. Therefore, the company claims the protection of the Safe Harbor for forward-looking statements that is contained in the Private Securities Litigation Reform Act of 1995. These statements are subject to risks and uncertainties that my cause actual results to differ materially from those discussed today, including risks and uncertainties related to the economic environment, particularly in market areas in which BofI operate, competitive products and pricing, fiscal and monetary policies of the US Government, changes in government regulations affecting financial institutions including regulatory fees and capital requirements, changes in prevailing interest rates, risks associated with the conduct of the company's business over the internet, credit risk management, asset liability management, the financial and security market and the ability of and costs associated with sources of liquidity. Examples of forward-looking statements include statements related to BofI's anticipated or projected asset size, net interest income, net interest margin, loans held for investments, loans available for sale, deposits, and performance ratios like efficiency and return on equity. We would like to encourage all of our listeners to review a more detailed discussion of the risks and uncertainties related to these forward-looking statements that is contained within the company's filings with the Securities and Exchange Commission and in particular on its Form 10-K. Any projections as to the company's future financial performance represent management's estimates as of today, May 10, 2006. BofI assumes no obligation to update these projections in the future due to changing market conditions or otherwise. With those cautionary statements it's my pleasure to turn the call over to BofI's CEO, Gary Lewis Evans. Gary?

Thank you, Elaine. I'd like to welcome everyone to BofI Holding Inc., Q3 conference call, and I thank you for your interesting our company. Andy will go into our financials in more detail shortly, but I would like touch briefly on our net income. Compared to our last quarter ended December 31, 2005, I am pleased to report that net income increased $78,000 for the quarter and diluted EPS increased $0.01 due primarily to lower loss provision and higher net interest income. Now comparing this Q3 of FY06 with Q3 FY05, net income was down $31,000. But both net interest income and average earning assets increased. Also it is fair to say that net income in 2006 would have been higher than 2005 were it not for the $109,000 pre-tax expense recorded in 2006 for stock options under the new accounting rule 123R. Our asset quality remains strong, with no non-performing assets at March 31, 2006. Those of you familiar with BofI know of our approach to banking and lending, which we think is conservative. Although the interest rate environment has been difficult over the past year, we have chosen not to sacrifice our high credit standards in order to enhance short-term results. Instead, we have focused on deploying our capital by investing in high-quality assets with reasonable duration. Even though new earning asset yields left in our target net interest margin of 175-225(?), we have not relaxed our credit quality standards. This quarter we saw some promising change in the slope of the yield curve as the spread between long-term rates and short-term rates widens minimally. While we are hopeful that this trend will continue and that the yield curve will remain as a more normal shape, we are still cautious in our outlook for the remainder of the…

Thanks, Gary. Before I begin I would like to note that I will discuss our quarterly financial results on a YoverY basis as well as a QoverQ basis. That being said, let me begin by stating that during the quarter ended March 31, 2006, net income totaled $828,000 or $0.09 per fully diluted share, down 3.6% from the $859,000 or $0.13 per diluted share in the same quarter of 2005, but up 10% or up $0.01 per diluted share QoverQ. On a YoverY basis, the $31,000 decrease in net income was largely due to a $109,000 pre-tax non-cash expense for stock-based compensation incurred in the 2006 quarter as a result of BofI's requirement to adopt a new accounting rule known as FAS123R starting on July 1 of 2005. The recording of stock-based compensation expense for market value options was not required in FY05. Also in 2006, we recorded increases in interest income and non-interest income compared to 2005. These increases totaled $365,000 pre-tax and were partially offset by increased operating expenses of $296,000 excluding stock option expense. On a YoverY basis, the decreased in fully diluted EPS for the quarter ended March 31, 2006, is a result of the 2,639,717 increase in weighted average shares, primarily from BofI's initial public offering in mid-March of 2005. Comparing this quarter to last quarter ended December 31 2005, net income increased $78,000 or 10%, primarily due to a pre-tax increase in net interest income of $122,000 and a decrease in our loan loss provision of $120,000. Now turning to the major components of our income statement, net interest income increased 10% YoverY and increased 5% QoverQ. The increase in net interest income YoverY was due to a 34% growth in our average interest-bearing assets, primarily loans and mortgage-backed securities. This was partially offset…

Thank you, Andy. This was a productive quarter for BofI. Not only did we see a 10% increase in our net income from last quarter, but we started to build our consumer lending staff systems while increasing net interest income, deposits and the number of accounts. We are hopeful that the current trend in interest rates will continue but we are proceeding with caution. Should the flat yield curve environment or near-flat yield curve environment continue, achieving our target goals will be difficult. We will continue to focus on increasing efficiency and controlling costs and increasing our assets while we build our systems and continually improve them. In my opinion, the current economic transition toward what I would call a global neighborhood is causing interesting and counterintuitive forces in the US capital markets. This impacts the value of the dollar, the yield curve and risk premiums to a far greater extent than we have seen in history. As an example, with 30-year treasury bonds at 5.2%, I would expect 30-year mortgages to price at about 7.55%. This is comparable to the 6.25% that is available today. As the famous baseball innovator/owner Bill Veeck said: 'It isn’t the high price of stars that is expensive, it is the high price of mediocrity'. The minimum risk premiums in the market is our mediocrity challenge. One way that we will address this is with our consumer lending program. As (view of ?) capital markets become more normal, we will move aggressively toward our target. During the quarter, we will continue to execute our plan to expand into consumer lending in order to enhance our net interest income and profitability. Our new line of internet originated home equity loans will start in less than a week. Our efforts to build our brand franchise were also productive, as Senior BofI has gained acceptance. We can attribute portion of our growth in deposits to the site, but more importantly, the positive customer feedback and the affinity is building. We are also nearing launch of our second online community, MyRVBank.com. That concludes our prepared remarks for today. I'd like to thank everyone for their interest in BofI, we look forward to providing you with an update of our progress next quarter. At this point we'd be happy to answer any questions you may have. Operator Stacy, it's turned back to you.

Gary, or Andy, could you walk me through again the number of shares that were issued on the convertible preferred and the number of shares that you have purchased in the last six months?

Excellent. Let me go through that. This information is in your 10-Q specifically, there was 107,000 shares repurchased in connection with the stock buyback program. There was, on the conversion of the preferred stock, a total of 142,800 shares that were added to common stock from the conversion from preferred stock.

Did you not purchase any shares during the March quarter?

No, we did not.

OK. And you still have, in effect, your program to buy in 400,000+ shares? That's what you've purchased?

The program is still in place. Now, there's so many factors that come into the purchase equation, but we didn't purchase any this last quarter.

OK. Thank you so much.

Thank you, John.

All right. Thank you all.

This concludes today's BofI Holding Inc. conference call. You may now disconnect your lines at this time and have a wonderful day.