<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2000
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from __________ to __________
Commission file number: 333-88863
---------
OHIO LEGACY CORP
----------------
(Exact name of small business issuer as specified in its charter)
OHIO 034-1903890
---- -----------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
132 EAST LIBERTY STREET, WOOSTER, OHIO 44691
--------------------------------------------
(Address of principal executive offices)
(330) 263-1955
--------------
(Issuer's telephone number including area code)
As of November 13, 2000, the latest practicable date, 965,000 shares of the
issuers common shares, $1.00 par value, were issued and outstanding.
Transitional Small Business Disclosure Format (check one):
Yes [ ] No [X]
--------------------------------------------------------------------------------
<PAGE> 2
OHIO LEGACY CORP
(A Development Stage Company)
FORM 10-QSB
Quarter ended September 30, 2000
Part I - Financial Information
ITEM 1 - FINANCIAL STATEMENTS (Unaudited) Page
BALANCE SHEETS............................................. 3
STATEMENTS OF OPERATIONS................................... 4
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY............... 5
STATEMENT OF CASH FLOWS.................................... 6
NOTES TO FINANCIAL STATEMENTS.............................. 7
ITEM 2 - PLAN OF OPERATIONS......................................... 12
Part II - Other Information
OTHER INFORMATION................................................... 13
SIGNATURES.......................................................... 14
--------------------------------------------------------------------------------
2.
<PAGE> 3
PART I. FINANCIAL INFORMATION
OHIO LEGACY CORP
(A Development Stage Company)
BALANCE SHEETS
September 30, 2000 and December 31, 1999
--------------------------------------------------------------------------------
ITEM 1. FINANCIAL STATEMENTS (UNAUDITED)
<TABLE>
<CAPTION>
September 30, December 31,
2000 1999
---- ----
<S> <C> <C>
ASSETS
Cash and due from banks $ 47,046 $ 116,757
Leasehold improvements 3,331 --
Furniture and equipment 63,835 --
Computer equipment and software 118,921 --
Deferred offering costs 167,615 79,552
Other assets 170,913 84,218
------------- -------------
Total assets $ 571,661 $ 280,527
============= =============
LIABILITIES
Accounts payable $ 443,356 $ 129,171
Notes payable to stockholders 800,000 135,000
------------- -------------
Total liabilities 1,243,356 264,171
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock - no par value, 2,500,000 shares authorized;
13,500 shares issued and outstanding 135,000 135,000
Deficit accumulated during the development stage (806,695) (118,644)
------------- -------------
Total stockholders' equity (deficit) (671,695) 16,356
------------- -------------
Total liabilities and stockholders' equity $ 571,661 $ 280,527
============= =============
</TABLE>
--------------------------------------------------------------------------------
See accompanying notes to financial statements
3.
<PAGE> 4
PART I. FINANCIAL INFORMATION
OHIO LEGACY CORP
(A Development Stage Company)
STATEMENT OF OPERATIONS
For the Three and Nine Months Ended September 30, 2000,
From July 1, 1999 (Date of Inception) through September 30, 1999 and
From July 1, 1999 (Date of Inception) through September 30, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
From July 1, From July 1
Three 1999 (Date of 1999 (Date of Cumulative
Months Inception) Nine Months Inception) Amounts
Ended through Ended through Through
September 30, September 30, September 30, September 30, September 30,
2000 1999 2000 1999 2000
---- ---- ---- ---- ----
<S> <C> <C> <C>
EXPENSES
Salaries and benefits $ 169,802 $ -- $ 478,472 $ -- $ 509,643
Occupancy and
equipment 9,280 -- 33,530 -- 33,530
Offering expense -- -- 67,711 -- 67,711
Professional fees 39,112 68,880 53,207 68,880 123,127
OCC application fee -- 15,000 -- 15,000 15,000
Computer Processing 799 -- 6,780 -- 6,780
Telephone, supplies
and other 6,377 1,129 22,603 1,129 25,156
Interest expense 15,091 -- 25,748 -- 25,748
----------- ----------- ----------- ----------- -----------
NET LOSS $ 240,461 $ 85,009 $ 688,051 $ 85,009 $ 806,695
=========== =========== =========== =========== ===========
</TABLE>
--------------------------------------------------------------------------------
See accompanying notes to financial statements
4.
<PAGE> 5
PART I. FINANCIAL INFORMATION
OHIO LEGACY CORP
(A Development Stage Company)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
For the Period from July 1, 1999 (Date of Inception) to December 31, 1999,
For the Nine Months Ended September 30, 2000,
From July 1, 1999 (Date of Inception) through September 30, 1999 and
For the Three Months Ended September 30, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Total
Common Accumulated Stockholders'
Stock Deficit Equity
------------- ------------- -------------
<S> <C> <C> <C>
Issuance of Common Stock $ 135,000 $ -- $ 135,000
Net loss July 1, 1999 (date of inception) to
December 31, 1999 -- (118,644) (118,644)
------------- ------------- -------------
BALANCE DECEMBER 31, 1999 135,000 (118,644) 16,356
Net loss for the nine months ended
September 30, 2000 -- (688,051) (688,051)
------------- ------------- -------------
BALANCE SEPTEMBER 30, 2000 $ 135,000 $ (806,695) $ (671,695)
============= ============= =============
Issuance of Common Stock $ 135,000 $ -- $ 135,000
Net loss July 1, 1999 (date of inception) to
September 30, 1999 (85,009) (85,009)
------------- ------------- -------------
BALANCE SEPTEMBER 30, 1999 $ 135,000 $ (85,009) $ 49,991
============= ============= =============
BALANCE JULY 1, 2000 $ 135,000 $ (566,234) $ (431,234)
Net loss for the three months ended
September 30, 2000 -- (240,461) (240,461)
------------- ------------- -------------
BALANCE SEPTEMBER 30, 2000 $ 135,000 $ (806,695) $ (671,695)
============= ============= =============
</TABLE>
--------------------------------------------------------------------------------
See accompanying notes to financial statements
5.
<PAGE> 6
PART I. FINANCIAL INFORMATION
OHIO LEGACY CORP
(A Development Stage Company)
STATEMENT OF CASH FLOWS
For the Nine Months Ended September 30, 2000,
From July 1, 1999 (Date of Inception) through September 30, 1999 and
From July 1, 1999 (Date of Inception) through September 30, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
From July 1,
1999 (Date Cumulative
Nine Months of Inception) Amounts
Ended through Through
September 30, September 30, September 30,
2000 1999 2000
---- ---- ----
<S> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (688,051) $ (85,009) $ (806,695)
Adjustments to reconcile net loss to net cash
from operating activities
Change in deferred offering costs (88,063) (32,500) (167,615)
Change in other assets (86,695) -- (170,913)
Increase in accounts payable 314,185 102,509 443,356
------------- ------------- -------------
Net cash from operating activities (548,624) (15,000) (701,867)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of premises and equipment (186,087) -- (186,087)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of common stock -- 135,000 135,000
Proceeds from notes payable to
stockholders 665,000 -- 800,000
------------- ------------- -------------
Net cash from financing activities 665,000 135,000 935,000
Net change in cash and cash equivalents (69,711) 120,000 47,046
Cash and cash equivalents at beginning
of period 116,757 -- --
------------- ------------- -------------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 47,046 $ 120,000 $ 47,046
============= ============= =============
</TABLE>
--------------------------------------------------------------------------------
See accompanying notes to financial statements
6.
<PAGE> 7
PART I. FINANCIAL INFORMATION
OHIO LEGACY CORP
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
September 30, 2000
--------------------------------------------------------------------------------
NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
These interim financial statements are prepared without audit and reflect all
adjustments which, in the opinion of management, are necessary to present fairly
the financial position of Ohio Legacy Corp (Corporation) at September 30, 2000,
and its results of operations and cash flows for the periods presented. All such
adjustments are normal and recurring in nature. The Corporation was not
incorporated until July 1, 1999. As a result, information for the prior period
is from July 1, 1999 through September 30, 1999. The accompanying financial
statements have been prepared in accordance with the instructions of Form 10-QSB
and, therefore, do not purport to contain all necessary financial disclosures
required by generally accepted accounting principles that might otherwise be
necessary in the circumstances, and should be read in conjunction with the
financial statements and notes thereto of the Corporation's Annual Report for
the year ended December 31, 1999. Reference is made to the accounting policies
of the Corporation described in the notes to financial statements contained in
its December 31, 1999 financial statements. The Corporation has consistently
followed these policies in preparing this Form 10-QSB.
ORGANIZATION: The Corporation was incorporated July 1, 1999, and was a
development stage company as of September 30, 2000. The Corporation has been
devoting its efforts to the offering of its common shares to the general public
and to obtaining regulatory approvals, recruiting personnel and financial
planning related to the organization of Ohio Legacy Bank. The Corporation
completed its public stock offering as of October 2, 2000, and purchased 100% of
the common stock of Ohio Legacy Bank, a national-chartered bank. The Corporation
filed an application and received approval to become a bank holding company with
the Board of Governors of the Federal Reserve System pursuant to the Bank
Holding Company Act of 1956, as amended.
The Corporation sold 965,000 shares of its common stock at $10.00 per share.
Each purchaser of common stock in the offering received one warrant for every
five common shares purchased. Each warrant will represent the right of the
holder to purchase one common share at a price of $10.00 at any time within
seven years following the opening of Ohio Legacy Bank, which occurred on October
3, 2000. The warrants may be called by the Corporation at any time after the
first year of issuance. If called, each holder of a warrant must exercise the
warrant within 30 days after such call or the warrant will expire with no
payment being made to the warrant holder. Warrants are only transferable with
the underlying common shares in increments of one warrant for every five shares
transferred. The offering raised approximately $9,000,000, net of underwriting
commissions and offering expenses. The Board of Directors and Executive Officers
of the Corporation own 342,500 shares of common stock at $10.00 per share.
NATURE OF BUSINESS: The Corporation, through its subsidiary, Ohio Legacy Bank,
opened its Wooster banking center on October 3, 2000 and anticipates opening its
Canton banking center by the end of November 2000. The Bank will offer a full
range of consumer and commercial banking services to individuals and businesses
in the Wayne and Stark County, Ohio, markets.
USE OF ESTIMATES: To prepare financial statements in conformity with generally
accepted accounting principles, management makes estimates and assumptions based
on available information. These estimates and assumptions affect the amounts
reported in the financial statements and the disclosures provided, and future
results could differ. Areas involving the use of management's estimates and
assumptions include the realization of deferred tax assets.
--------------------------------------------------------------------------------
(Continued)
7.
<PAGE> 8
PART I. FINANCIAL INFORMATION
OHIO LEGACY CORP
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
September 30, 2000
--------------------------------------------------------------------------------
NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
ORGANIZATION AND STOCK OFFERING COSTS: Costs directly associated with the
organization of the Corporation and Ohio Legacy Bank have been expensed as
incurred. Costs directly associated with preparing a previous unsuccessful stock
offering, which expired on April 14, 2000, with no continuing value to the stock
offering which closed on October 2, 2000, have been expensed during the three
and nine months ended September 30, 2000. Costs directly associated with
preparing the stock offering that closed on October 2, 2000 were deferred and
will be deducted from the proceeds of the offering.
INCOME TAXES: Income tax expense is based on the effective tax rate expected to
be applicable for the entire year. Income tax expense is the total of the
current year income tax due or refundable and the change in deferred tax assets
and liabilities. Deferred tax assets and liabilities are the expected future tax
amounts for the temporary differences between the carrying amounts and tax basis
of assets and liabilities, computed using enacted tax rates. A valuation
allowance reduces deferred tax assets to the amount expected to be realized.
COMPREHENSIVE INCOME: Comprehensive income consists of net income (loss) and
other comprehensive income. Other comprehensive income includes items such as
unrealized gains and losses on securities available for sale and changes in
minimum pension liability, which are also recognized as separate components of
stockholders' equity. The Corporation had no other comprehensive income items
for the periods presented. As a result, comprehensive income consists only of
net loss for the periods presented.
STOCK SPLIT: As part of its initial capitalization, the Corporation sold 135
shares of common stock at a price of $1,000 per share to its nine organizing
directors, totaling $135,000. Just prior to the closing on October 2, 2000, a
100-to-1 stock split was declared. All share information has been retroactively
adjusted to reflect the effect of the 100-to-1 stock split.
NOTE 2 - NOTES PAYABLE TO STOCKHOLDERS
The Corporation borrowed funds from the stockholders for working capital until
completion of the public stock offering. The notes are payable upon demand and
accrue interest at the prime rate of interest at the time the borrowings
occurred.
NOTE 3 - STOCK OPTIONS
The Corporation's Board of Directors has adopted an Omnibus Stock Option, Stock
Ownership and Long-Term Incentive Plan. A total of 100,000 common shares are
available for grants under the plan. The number of shares may be adjusted by the
Board in the event of an increase or decrease in the number of common shares
outstanding resulting from dividend payments, stock splits, recapitalization,
merger, share exchange acquisition, combination or reclassification.
--------------------------------------------------------------------------------
(Continued)
8.
<PAGE> 9
PART I. FINANCIAL INFORMATION
OHIO LEGACY CORP
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
September 30, 2000
--------------------------------------------------------------------------------
NOTE 3 - STOCK OPTIONS (Continued)
The following types of awards may be granted under the plan to eligible persons:
nonqualified stock options, incentive stock options and restricted stock. Under
the plan, each nonemployee Director will be granted 2,500 nonqualified options
at the time that person first becomes a Director or at the closing of the
offering. The initial option grant will vest annually in equal amounts over a
three-year term. In addition, each nonemployee Director will receive an annual
grant of 1,000 nonqualified options during his tenure on the Board, which will
vest immediately. The exercise price of an option shall not be less than the
fair market value of the underlying common stock on the date of the grant. No
options have been granted as of September 30, 2000.
In the event of a change in control of the Corporation, outstanding options may
become immediately exercisable in full at the discretion of the compensation
committee. Otherwise, all outstanding options will terminate unless the
successor corporation agrees to assume or replace such options with an
equivalent entitlement.
NOTE 4 - STOCK WARRANTS
The Corporation granted 150,000 warrants to the Board of Directors and
organizers of the Corporation at the time of the closing of the stock offering.
The warrants will vest in approximately equal percentages each year over the
initial three years of operations. The Corporation will account for this
stock-based compensation under the provisions of APB No. 25 and as such will
disclose the pro forma impact of the grant on net income in accordance with SFAS
No. 123.
NOTE 5 - COMMITMENTS AND CONTINGENCIES
The Bank has entered into one-year employment agreements with its Chief
Executive Officer and President, and its Senior Loan Officer and President of
the Stark County Division. Each employment agreement will renew automatically
for an additional year unless either party furnishes at least sixty days notice
to the other of its intent to terminate the agreement. Both individuals will
receive an annual base salary of $100,000 and will be eligible for bonuses at
the Board's discretion. The agreements also entitle the employees to participate
in any formally established stock option, health insurance and other fringe
benefit plans for which management personnel are eligible. In the event of a
change in control, both parties would receive 2.99 times their annual
compensation.
The employment agreement with the Chief Executive Officer and President began
and became valid with the commencement of Bank operations on October 3, 2000.
The employment agreement with the Senior Loan Officer and President of the Stark
County Division commenced October 6, 1999.
--------------------------------------------------------------------------------
(Continued)
9.
<PAGE> 10
PART I. FINANCIAL INFORMATION
OHIO LEGACY CORP
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
September 30, 2000
--------------------------------------------------------------------------------
NOTE 5 - COMMITMENTS AND CONTINGENCIES (Continued)
The Corporation's headquarters and the Wayne County banking center will
eventually be located at 305 West Liberty Street, Wooster, Ohio 44691. The
Corporation has entered a fifteen-year lease agreement for the property, with
two five-year renewal options, with its owner. The Corporation was required to
pay the lessor $5,000 upon execution of the lease, which is nonrefundable and
does not apply against any rent payments, as consideration for the lessors not
seeking to enforce the provisions of the lease until October 31, 1999 (grace
period). The Corporation can extend the grace period by delivering written
notices at various interim dates and making nonrefundable extension payments
that total $100,000 on or before each extension deadline. Extension payments
made will be credited dollar-for-dollar against monthly rent installments. At
September 30, 2000, the Corporation has paid the $5,000 nonrefundable lease
execution fee that was expensed and included in occupancy and equipment expense
and a $100,000 extension payment that is included in other assets. The initial
rent during the construction period shall be the prime rate plus 1/2% times the
construction-financing amount. Following the initial rent, monthly rent for the
first five years will be base rent of $4,200 plus an amount equal to the monthly
payment to amortize the construction costs, which are estimated to be $550,000
over 180 months, with an interest rate of prime plus 1/2%. The base rent
increases every five years by the percentage increase in the Consumer Price
Index over the same five-year period. The lease is expected to be accounted for
as a capital lease. The capital lease for the Wayne County banking center has
not yet been recorded because construction for the facility did not begin until
October 2000.
The Stark County banking center will be located at 4026 Dressler Road N.W. in
North Canton, Ohio. The Corporation has entered a ten-year lease agreement for
the property with two five-year renewal options. Annual rent payments will be
$52,500 for the first five years of the lease, with the lease increasing 15% for
each renewal term. Additionally, the Company will pay $8,000 annually for the
drive-through area for the term of the lease. The lease is expected to be
accounted for as an operating lease.
The Corporation entered into a one-year lease beginning January 1, 2000 for
temporary facilities four blocks from the permanent site at 132 East Liberty
Street, Wooster, Ohio. The temporary site will be used for administrative
purposes during the organization of Ohio Legacy Bank. It is also being used as a
branch office until the permanent site is completed. Monthly rent is $1,895.
The Corporation entered into a month-to-month lease beginning in May 2000 for
temporary facilities in Canton to be used for administrative purposes until this
banking center is completed. Monthly rent is $485.
--------------------------------------------------------------------------------
(Continued)
10.
<PAGE> 11
PART I. FINANCIAL INFORMATION
OHIO LEGACY CORP
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
September 30, 2000
--------------------------------------------------------------------------------
NOTE 5 - COMMITMENTS AND CONTINGENCIES (Continued)
Rent expense for the leased facilities for the three and nine months ended
September 30, 2000 was $6,540 and $19,155. Estimated rental commitments under
these leases for their noncancelable periods assuming the payments begin on
October 1, 2000 for the headquarters and Stark County Banking Center, prime rate
is 9.5% and the Consumer Price Index increases by 13.38% each five years are as
follows:
Year ending September 30,
2001 $ 187,509
2002 181,824
2003 181,824
2004 181,824
2005 181,824
Thereafter 1,660,788
-------------
Total $ 2,575,593
=============
NOTE 6 - INCOME TAXES
The tax benefit of $274,276 at September 30, 2000 associated with the net
operating loss carryforwards of $806,695 has been offset with a valuation
allowance as of September 30, 2000 since the Corporation is in the development
stage and has no history of generating taxable income. The net operating loss
carryforward generated in 1999 expires December 31, 2019. Any net operating loss
carryforward generated in 2000 expires December 31, 2020.
--------------------------------------------------------------------------------
11.
<PAGE> 12
PART I. FINANCIAL INFORMATION
OHIO LEGACY CORP
(A Development Stage Company)
September 30, 2000
--------------------------------------------------------------------------------
ITEM 2. PLAN OF OPERATION
Some of the information in this document contains "forward-looking statements"
concerning Ohio Legacy Corp and Ohio Legacy Bank and their operations,
performance, financial condition and likelihood of success.
You can identify these statements by use of terms such as "expect," "believe,"
"goal," "plan," "intend," "estimate," "may," and "will" or similar words. These
forward-looking statements involve known and unknown risks, uncertainties and
other factors, that could cause our actual results to differ materially from
those anticipated in these forward-looking statements.
The Corporation was established to own and hold all of the common stock of Ohio
Legacy Bank. In July and August of 1999, the organizers filed applications with
the Office of the Controller of the Currency "OCC" and with the Federal Deposit
Insurance Corporation "FDIC" to receive a national bank charter and federal
deposit insurance. The OCC and FDIC granted final approval on October 2, 2000.
Upon receipt of these final regulatory approvals from the OCC and the FDIC, the
Corporation received final regulatory approval from the Federal Reserve to
become a bank holding company. Ohio Legacy Bank opened for business October 3,
2000.
Ohio Legacy Bank's operating principle focuses on superior customer service
through knowledgeable employees and efficient operating systems and technology.
Customers will each have one employee assigned to them to serve all of their
needs, while at the same time having access to any senior manager when
necessary. Policies and procedures are tailored to the local markets rather than
larger regional or state areas.
The directorship and management plan to focus on the small businesses within the
area, residential real estate mortgages and a growing consumer market. They will
rely on themselves, shareholders and employees for business development.
Over the next twelve to twenty-four months, Ohio Legacy Bank plans to offer
competitive products in its markets and believes it will have the cash
requirements for funding loans. Ohio Legacy Bank does not plan to pay the
highest rates on deposits, but feels it can compete through exceptional customer
service. At the same time, Ohio Legacy Bank does not expect to charge the lowest
rates and fees on its loans. Ohio Legacy Bank will work with customers to design
products and systems that will meet their individual needs.
Based on the capital raised in the June 2000 offering which closed on October 2,
2000, with the exception of the exercise of warrants and options, the Company
does not anticipate any need to raise additional capital for the next three to
five years. From the proceeds of the offering, which were approximately
$9,000,000 after sales agent commissions and offering expenses, $8,512,503 was
used to capitalize Ohio Legacy Bank. Operations of the Corporation through
September 30, 2000 were funded by loans from the organizers that totaled
$800,000 at September 30, 2000.
It is anticipated that expenditure for furniture, fixtures, and equipment will
be approximately $425,000 in the first year of operation. The largest
expenditure items will be for bank equipment such as vaults, safe deposit boxes,
ATMs, personal computers, teller equipment and leasehold improvements.
Ohio Legacy Bank opened with approximately 11 full-time employees and no
part-time employees and expect that this number of employees will be sufficient
for the first two years of operations.
--------------------------------------------------------------------------------
12.
<PAGE> 13
OHIO LEGACY CORP
EXHIBITS
September 30, 2000
--------------------------------------------------------------------------------
Item 1 - LEGAL PROCEEDINGS:
There are no matters required to be reported under this item.
Item 2 - CHANGES IN SECURITIES AND USE OF PROCEEDS:
There are no matters required to be reported under this item.
Item 3 - DEFAULTS UPON SENIOR SECURITIES:
There are no matters required to be reported under this item.
Item 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS: There
are no matters required to be reported under this item.
Item 5 - OTHER INFORMATION:
There are no matters required to be reported under this item.
Item 6 - EXHIBITS AND REPORTS ON FORM 8-K:
(a) Exhibit 27 - Financial Data Schedule. All other documents are
incorporated by reference to the exhibits attached to the
Corporation's registration statement on Form SB-2.
(b) No current reports on Form 8-K were filed by the small
business issuer during the quarter ended September 30, 2000.
--------------------------------------------------------------------------------
13.
<PAGE> 14
OHIO LEGACY CORP
SIGNATURES
September 30, 2000
--------------------------------------------------------------------------------
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company
has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
OHIO LEGACY CORP
DATED: NOVEMBER 10, 2000 BY: / S / L. DWIGHT DOUCE
------------------------------------ ----------------------------
L. Dwight Douce, President, Chief
Executive Officer and Director
DATED: NOVEMBER 10, 2000 BY: / S / PAUL MEDERSKI
------------------------------------ --------------------------
Paul Mederski, Treasurer
--------------------------------------------------------------------------------
14.
