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Proxy , BofI Holding, Inc.



Nasdaq , BOFI

BofI Holding, Inc. serves as a holding company for the Bank of Internet USA, a consumer-focused, savings bank operating in the United States primarily through the Internet. BofI Holding provides a range of consumer banking services, focusing primarily on gathering retail deposits over the Internet, and originating and purchasing multifamily and single-family loans for investment. BofI Holding’s bank implements an automated Internet-based banking platform and electronic work-flow process. As of June 30, Bofl Holding operated its Internet-based bank from a single location in San Diego, which served approximately 20,000 retail deposit and loan customers across all 50 states.


Value

Total number of shares outstanding as of Jan. 20 8,300,000

Price of each share of common stock on Jan. 20 $7.85

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Aggregate market value as of Jan. 20 $65,155,000


Performance Record

For year ended June 30, in thousands, except per-share data.

2005 2004 2003

Total revenues $22,481 $15,772 $13,514

Net income (loss) $2,869 $2,175 $1,730

Net income (loss) per share $.40 $.39 $.34

Total assets $609,508 $405,039 $273,464


Directors

Theodore Allrich, 59, vice chairman since 1999.

Robert Eprile, 51, director since 1999.

Jerry Englert, 64, chairman since 1999.

Gary Lewis Evans, 56, director since 2004.

Paul Grinberg, 44, director since 2004.

Thomas Pancheri, 45, director since 1999.

Connie Paulus, 45, director since 1999.

Gordon Witter, 70, director since 1999.


Executive Compensation

Officer 2005 Cash Compensation

Gary Lewis Evans, president and chief executive officer $207,929

Patrick Dunn, vice president and chief credit officer $426,242

Andrew Micheletti, chief financial officer $196,300

Michael Berengolts, vice president and chief technology officer $129,725


Significant Stock Ownership

Number of shares July 31 Percent

The Chipman First Family Limited Partnership 803,500 9.46

Jerry Englert 622,656 7.33

J. Gary Burke 437,650 5.27

Robert Eprile 428,768 5.13

Directors and officers as a group (13 people) 3,107,778 33.76


Other Information

Headquarters: 12777 High Bluff Drive, No. 100, San Diego, CA 92130; (858) 350-6200; fax (858) 350-0443.

Web site: www.bofi.com.

Auditors: Deloitte & Touche LLP.

Employees: 25.

Industry: Savings and loan.

Information was compiled from the company’s annual and proxy reports.

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