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U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-KSB/A
[X] ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF
1934
For the Fiscal Year Ended December 31, 1998
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT
OF 1934
Commission File Number: 0-25945
GRAND CENTRAL FINANCIAL CORP.
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(Name of small business issuer in its charter)
Delaware 34-1877137
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(State or other jurisdiction of incorporation (I.R.S. Employer
or organization) Identification No.)
601 Main Street, Wellsville, Ohio 43968
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(Address of principal executive offices) (Zip Code)
Issuer's telephone number: (330) 532-1517
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Securities registered under Section 12(g) Common Stock, par
of the Exchange Act: value $.01 per share
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(Title of Class)
The Form 10-KSB for the Fiscal Year Ended December 31, 1998 is being
amended by this Form 10-KSB/A to add the report of the independent auditor dated
March 18, 1998 covering the 1996 and 1997 financial statements.
That report is provided herein as Exhibit 99.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
Grand Central Financial Corp.
/s/ William R. Williams
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William R. Williams
President, Chief Executive Officer and Director
In accordance with the requirements of the Securities Act of 1933, this
Registration Statement was signed by the following persons in the capacities and
on the dates stated.
Name Title Date
---- ----- ----
/s/ William R. Williams President, Chief Executive August 24, 1999
- -------------------------- Officer and Director
William R. Williams (principal executive
officer)
/s/ John A. Rife Executive Vice President August 24, 1999
- --------------------------- and Treasurer
John A. Rife (principal accounting and
financial officer)
* Chairman of the Board August 24, 1999
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Gerry W. Grace
* Director August 24, 1999
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Jeffrey W. Aldrich
* Director August 24, 1999
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Thomas P. Ash
* Director August 24, 1999
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Fred C. Jackson
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*Pursuant to Power of Attorney filed on September 23, 1998, as Exhibit 24.1 to
the Registration Statement on Form SB-2 for Grand Central Financial Corp.
/s/ William R. Williams August 24, 1999
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William R. William
President, Chief Executive Officer
and Director
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EXHIBIT 99
ROBB, DIXON FRANCIS, DAVIS, ONESON & COMPANY
CERTIFIED PUBLIC ACCOUNTANTS
1205 WEAVER DRIVEO GRANVILLE, OHIO 43023 O 740-321-1000
INDEPENDENT AUDITOR'S REPORT
The Board of Directors
Central Federal Savings & Loan Association
Wellsville, Ohio
We have audited the accompanying balance sheets of Central Federal Savings
& Loan Association as of December 31, 1997 and 1996, and the related statements
of income and comprehensive income, changes in equity and cash flows for the
three years in the period ended December 31, 1997. These financial statements
are the responsibility of the Association's management. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Central Federal Savings &
Loan Association as of December 31, 1997 and 1996, and the results of its
operations and its cash flows for the three years in the period ended December
31, 1997, in conformity with generally accepted accounting principles.
/s/ Robb, Dixon, Francis, Davis, Oneson & Co.
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Robb, Dixon, Francis, Davis, Oneson & Company
Granville, Ohio
March 18, 1998