MARATHON BANCORP
10QSB, 1995-08-15
STATE COMMERCIAL BANKS
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549



FORM 10- QSB

1



[x]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

              SECURITIES EXCHANGE ACT OF 1934

1

                  For the quarterly period ended                
        June 30, 1995                                    



                                                                
             OR



[  ]  TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE

               SECURITIES EXCHANGE ACT OF 1934



For the transition period from _______ to _________         



Commission file number                 0-12510            



                  

                                                        
MARATHON BANCORP                                                
           

                                                             
(Exact name of registrant as specified in its charter)



                                    California                  
                                              95-3770539        
           

           (State or other jurisdiction of incorporation)       
                                        (I.R.S. Employer
Identification No.)  



           11444  West Olympic Boulevard, Los Angeles,
California                                     90064     

                               (Address of principal executive
offices)                                                        
                           (Zip Code)



Registrant's telephone number, including area code:    (310)
996-9100                                                     





     Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days.     Yes    X    No          



      As of June 1, 1995, there were 1,248,764 shares of no par
Common Stock issued and outstanding.

<PAGE>
Consolidated Statements of Financial Condition                  
                                                    Marathon
Bancorp and Subsidiary                                          
                                                                
                              (Unaudited) 	              June
30,        December 31, 



(Unaudited) 	1995  	1994   

Assets 	 	 

Cash and due from banks 	$10,417,400 	$5,196,400 

Federal funds sold 	9,000,000 	2,000,000 

        Cash and cash equivalents 	19,417,400 	7,196,400 

Interest-bearing deposits with financial institutions 	585,000
	396,000 

Securities available for sale 	0 	10,835,800 

Securities held to maturity (aggregate market value of
$11,482,000 in 1995 	 	 

        and $12,492,800 in 1994) 	11,812,200 	15,082,500 

Loans receivable, net 	51,893,500 	55,778,100 

Other real estate owned, net 	5,751,800 	6,137,500 

Premises and equipment, net 	437,500 	508,700 

Accrued interest receivable 	558,300 	682,800 

Other assets 	352,200 	563,200 

 	$90,807,900 	$99,181,000 

 	 	 

Liabilities and Shareholders' Equity 	 	 

Deposits: 	 	 

     Demand, noninterest-bearing 	$37,018,200 	$36,245,400 

     Demand, interest-bearing 	8,902,100 	8,232,200 

     Money market and savings 	30,034,100 	36,426,700 

     Time certificates of deposit: 	 	 

        Under $100,000 	5,650,600 	5,825,400 

        $100,000 and over 	4,063,400 	4,570,200 

     Total deposits 	85,668,400 	91,299,900 

Accrued interest payable 	94,700 	84,100 

Other liabilities 	142,600 	430,100 

        Total liabilities 	85,905,700 	91,814,100 

Commitments and contingencies 	 	 

Shareholders' equity: 	 	 

     Preferred shares - no par value, 1,000,000 shares
authorized, 	 	 

        no shares issued and outstanding 	0   	0 

     Common shares - no par value, 9,000,000 shares authorized,
	 	 

        1,248,764 shares issued and outstanding 	8,080,000
	8,080,000 

     Unrecognized loss on securities available for sale 	0
	(10,300) 

     Deficit 	(3,177,800) 	(2,702,800) 

        Total shareholders' equity 	4,902,200 	5,366,900 

 	$90,807,900 	$97,181,000 



See accompanying notes to unaudited consolidated financial
statements.<PAGE>
Consolidated Statements of Operations

Marathon Bancorp and Subsidiary

	Three months ended   	Six months ended  

	June 30,  	June 30,  

(Unaudited) 	1995   	1994   	1995   	1994   

Interest income: 	 	 	 	 

Loans, including fees 	$1,221,900 	$1,295,400 	$2,511,100
	$2,560,000 

Mortgage loans held for sale 	0 	46,700 	0 	119,100 

Investment securities: 	 	 	 	 

   Taxable 	205,200 	160,600 	529,300 	328,200 

Federal funds sold 	83,900 	13,800 	99,300 	27,100 

Deposits with financial institutions 	14,300 	0 	27,000 	0 

     Total interest income 	1,525,300 	1,516,500 	3,166,700
	3,034,400 

Interest expense: 	 	 	 	 

Deposits 	339,900 	327,700 	703,600 	681,900 

Federal funds purchased 	0 	8,100 	9,500 	15,200 

     Total interest expense 	339,900 	335,800 	713,100 	697,100 

Net interest income before provisions for loan losses 	1,185,400
	1,180,700 	2,453,600 	2,337,300 

Provision for loan losses 	351,100 	0 	441,100 	0 

    Net interest income after provisions for loan  losses
	834,300 	1,180,700 	2,012,500 	2,337,300 

Other operating income: 	 	 	 	 

Service charges on deposit accounts 	60,800 	69,300 	125,000
	140,200 

Gain on mortgage loan sales 	0 	25,700 	0 	142,400 

Other service charges and fees 	11,600 	20,100 	19,100 	45,400 

     Total other operating income  	72,400 	115,100 	144,100
	328,000 

Other operating expenses: 	 	 	 	 

Salaries and employee benefits 	469,200 	513,800 	996,200
	1,108,000 

Net operating cost of other real estate owned 	214,300 	49,800
	251,500 	104,700 

Occupancy 	88,400 	160,300 	177,200 	314,300 

Furniture and equipment 	31,700 	31,800 	54,400 	63,300 

Professional services 	222,000 	134,100 	395,000 	270,000 

Business promotion 	17,400 	19,900 	33,800 	39,800 

Stationery and supplies 	18,300 	23,400 	37,000 	35,400 

Data processing services 	149,800 	141,200 	310,500 	275,200 

Messenger and courier services 	61,600 	116,000 	121,600
	236,100 

Insurance and assessments 	94,200 	118,000 	192,800 	223,000 

Other expenses 	26,800 	55,000 	61,500 	119,300 

     Total other operating expenses 	1,393,700 	1,363,300
	2,631,500 	2,789,100 

Net loss before extraordinary item 	(487,000) 	(67,500)
	(474,900) 	(123,800) 

Extraordinary gain on early debt extinguishment 	0 	111,800 	0
	111,800 

Net income (loss) 	$(487,000) 	$44,300 	$(474,900) 	$(12,000) 

Net income (loss) per share: 	 	 	 	 

Net loss before extraordinary item 	$(0.39) 	$(0.05) 	$(0.38)
	$(0.01) 

Extraordinary item 	0.00 	0.09 	0.00 	0.00 

Net income (loss)  	$(0.39) 	$0.04 	$(0.38) 	$(0.01) 

See accompanying notes to unaudited consolidated financial
statements.<PAGE>
Consolidated Statements of Cash Flows

Marathon Bancorp and Subsidiary

( 	Six months ended June 30, 



Increase (decrease) in cash and cash equivalents 	1995   	1994   

Cash flows from operating activities: 	 	 

Interest received 	$3,258,600 	$3,102,200 

Service charges on deposit accounts and other fees received
	144,100 	185,600 

Proceeds of mortgage loans held for sale 	0 	17,065,400 

Funding of mortgage loans held for sale 	0 	(9,150,200) 

Interest paid 	(702,500) 	(685,300) 

Cash paid to suppliers and employees 	(2,544,200) 	(2,941,600) 

Income taxes refunded 	36,000 	1,389,100 

     Net cash provided by operating activities 	192,000
	8,965,200 

Cash flows from investing activities: 	  	  

Net increase in interest-bearing deposits with other financial
institutions 	(189,000) 	0 

Purchases of securities held to maturity 	0 	(3,038,200) 

Proceeds from maturities of securities held to maturity
	3,311,600 	5,303,800 

Proceeds from maturities of securities available for sale
	10,845,300 	0 

Net decrease in loans made to customers 	3,476,800 	3,119,600 

Proceeds from sale of other real estate owned 	189,900
	1,205,100 

Purchases (sales) of furniture, fixtures and equipment 	25,900
	(4,700) 

     Net cash provided by investing activities 	17,660,500
	6,585,600 

Cash flows from financing activities: 	 	 

Net decrease in noninterest-bearing and 	 	 

   interest-bearing demand deposits and money market  	 	 

   and savings accounts 	(4,949,900) 	(217,500) 

Repayment of long term debt 	0 	(560,000) 

Net decrease in time certificates of deposits 	(681,600)
	(8,164,500) 

     Net cash used by financing activities 	(5,631,500)
	(8,942,000) 

Net increase in cash and cash equivalents 	12,221,000 	6,608,800 

Cash and cash equivalents at beginning of year 	7,196,400
	5,327,900 

Cash and cash equivalents at end of year 	$19,417,400
	$11,936,700 

See accompanying notes to unaudited consolidated financial
statements.

											 (Continued)

<PAGE>

Consolidated Statements of Cash Flows (Continued)

Marathon Bancorp and Subsidiary

	Six months ended June 30, 



Reconciliation of net income (loss) to net cash provided (used)
	 	 

     by operating activities 	1995   	1994   

Net loss 	$(474,900) 	$(12,000) 

Adjustments to reconcile net loss to net cash provided 	 	 

      by operating activities: 	 	 

        Depreciation and amortization expense 	45,300 	58,900 

        Gain on sale of real estate owned 	(29,000) 	(85,300) 

        Provision for REO losses 	183,500 	0 

        Provision for loan losses 	441,100 	0 

        Extraordinary gain on early debt extinguishment 	0
	(111,800) 

        Gain on mortgage loans held for sale 	0 	(142,400) 

        Amortization of premiums and discounts on securities,
net 	(40,600) 	63,800 

        Net decrease in mortgage loans held for sale 	0
	7,915,200 

        Change in deferred loan origination fees, net 	8,000
	900 

        Change in accrued interest receivable 	124,500 	3,100 

        Change in accrued interest payable 	10,600 	11,800 

        Change in income tax receivable 	36,000 	1,389,100 

        Change in other assets 	175,000 	80,600 

        Change in other liabilities 	(287,500) 	(206,700) 

          Total adjustments 	666,900 	8,977,200 

Net cash provided  by operating activities 	$192,000 	$8,965,200 

Supplemental cash flow information: 	 	 

           Transfer from loans to other real estate owned
	$243,400 	$2,058,800 

           Loans made to facilitate the sale of other real
estate owned 	$284,750 	$3,029,000 



  See accompanying notes to unaudited consolidated financial
statements.

<PAGE>
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS



(1) Basis of presentation and Management Representations

The unaudited consolidated financial statements have been
prepared in accordance with the instructions to Form 10-QSB and,
therefore, do not include all footnotes normally required for
complete financial disclosure.  While the Company believes that
the disclosures presented are sufficient to make the information
not misleading, reference may be made to the consolidated
financial statements and notes thereto included in the Company's
1994 Annual Report on Form 10-KSB.

    The accompanying consolidated statements of financial
condition and the related consolidated statements of operations
and cash flows reflect, in the opinion of management, all
material adjustments necessary for fair presentation of the
Company's financial position as of June 30, 1995 and December
31, 1994, results of operations and changes in cash flows for
the six-month and three-month periods ended June 30, 1995 and
1994.  The results of operations for the six-month period ended
June 30, 1995 are not necessarily indicative of what the results
of operations will be for the full year ending December 31, 1995.



(2) Income or loss per Share

Income or loss per share is computed using the weighted average
number of common shares outstanding during the period.  Loss per
share calculations exclude common share equivalents (stock
options) since their effect would be to increase the income per
share and reduce the loss per share.  Accordingly, the weighted
average number of shares used to compute the net income or loss
per share was 1,248,764 for both the three-month and six-month
periods ended June 30, 1995 and 1994.<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS



	The following discussion is intended to provide additional
information about Marathon Bancorp (the Company), its financial
condition and results of operations which is not otherwise
apparent from the consolidated financial statements.  Since
Marathon National Bank (the Bank) represents a substantial
portion of the Company's activities and investments, the
following relates primarily to the financial condition and
operations of the Bank.  It should be read in conjunction with
the Company's 1994 Annual Report.  Averages presented are daily
average balances.



Summary



	Marathon Bancorp recorded a net loss for the six-month period
ended June 30, 1995 of $474,900, or $.38 per common share,
compared with net loss of  $12,000, or $.01 per common share,
for the same period in 1994.

	The primary reason for the increase in the loss was a $441,100
provision for loan losses for the six month period ended June
30, 1995 (see "Provision for Loan Losses").

	As summarized in Table 1 and discussed more fully below, the
Bank's first quarter 1995 operations resulted in a 5.0 percent
increase in net interest income, a 100% increase in the
provision for loan losses, a 56.1 percent decrease in other
operating income, and a 5.6 percent decrease in other operating
expenses.  The decrease in other operating income resulted from
the discontinuation of the mortgage banking operation in June
1994.

       Table  1  Summary of Operating Performance 	 First Half
		  Increase/     (decrease)    



 	(Dollars in thousands) 	1995   	1994   	Amount   	Percent  



	Net interest income 	$2,454 	$2,337 	117 	5.0% 

	Provision for loan losses 	441 	0 	441 	         100.0% 

	Other operating income  	144 	328 	(184) 	(56.1) 

	Other operating expenses 	2,632 	2,789 	(157) 	(5.6) 

	Net loss before extraordinary item 	$(475) 	$(124) 	$(351) 	283 

	Extraordinary item 	0 	112 	(112) 	(100.0) 

	Net loss 	$(475) 	(12) 	(463) 	3,858 



	At June 30, 1995, the Company had total assets of $90,807,900,
total net loans of $51,893,500 and total deposits of
$85,668,400.  This compares to total assets of $97,181,000,
total net loans of $55,778,100 and total deposits of $91,299,900
at December 31, 1994.

	On August 10, 1992, the Bank entered into a formal agreement
with the Office of the Comptroller of Currency (OCC) under which
the Bank agreed, among other things, to continue to adhere to
certain minimum capital ratios in excess of the minimum
regulatory capital requirements, as set forth in the agreement,
to refrain from paying cash dividends to the holding company
except with the prior approval of the OCC, and to strengthen
certain programs and policies.  On October 24, 1994, the OCC
terminated the formal agreement.  However, at the request of the
OCC, the Bank agreed to maintain certain minimum capital ratios
in excess of the regulatory requirements.  The agreement
increased the minimum Tier 1 risk based capital ratio to 8.0
percent from 4.0 percent, the total risk based capital ratio to
10.0 percent from 8.0 percent, and the Tier 1 capital leverage
ratio to 6.0 percent from 3.0 percent.  At June 30, 1995, the
Company and the Bank had a Tier 1 risk based capital ratio of 
8.3 percent, a total risk based capital ratio of 9.4 percent,
and a Tier 1 capital leverage ratio of 5.7 percent. 

	On September 21, 1992, the Company entered into an informal
agreement with the Federal Reserve Bank (FRB) under which the
Company agreed, among other things, to refrain from paying cash
dividends except with the prior approval of the FRB and to
strengthen certain programs and policies of the Company.



Operating Performance



	The following discussion explains in greater detail the
consolidated financial condition and results of operations of
the Company.  This discussion should be read in conjunction with
the accompanying consolidated financial statements and notes
thereto as well as the Company's 1994  Annual Report on Form
10-KSB .



Net Interest Income:  Net interest income (the amount by which
interest generated from earning assets exceeds interest expense
on interest-bearing liabilities) is the most significant
component of Marathon's earnings.  The Company's diverse
portfolio of earning assets is comprised of its core business of
loan underwriting, augmented by liquid overnight federal funds
sold, short term interest-bearing deposits with other financial
institutions and investment securities.  These earning assets
are financed through a combination of interest-bearing and
noninterest-bearing sources of funds.

	Operating results in the first half of 1995 were enhanced by a
5.0 percent increase in net interest income from the first half
of 1994, to $2,453,600.  The reasons for this increase were
increases in the rate of interest earned on those investments,
offset by a change in mix to lower interest-earning assets. 
Average loans, which earned at an average rate of 9.2 percent in
1995, decreased $8,088,000 while other earning assets, which
earned at an average rate of 5.8 percent in 1995, increased only
$4,558,000.  The amounts of these increases and reductions may
be seen in Table 2.  Interest income from earning assets rose
$132,000 or 4.4 percent.  The average volume of loans and
investments outstanding decreased 4.3 percent, while the
weighted average yield on interest-earning assets increased to
8.2 percent in 1995 from 7.5 percent in previous year.

	Higher interest income in 1995 was partially offset by a 2.3
percent increase in interest expense, which resulted primarily
from a 3.0 percent increase in the amount of interest-bearing
liabilities.  The weighted average cost for the two comparable
periods remained at 2.7 percent.

	The Bank analyzes its performance using the concepts of
interest rate spread and net yield on earning assets.  The
interest rate spread represents the difference between the yield
on earning assets and the interest rate paid on interest-bearing
liabilities.  The net yield on earning assets is the difference
between the yield on earning assets and the effective rate paid
on all funds -- interest-bearing liabilities as well as
interest-free sources.  

	The Company's interest rate spread for the first half of 1995
was 5.5 percent compared to 4.8 percent in 1994.  The 1995
increase was due to an increase in the yield on interest-earning
assets while the cost of interest-bearing liabilities remained
unchanged.  The Bank has continued to reduce the level of higher
cost certificate of deposit while emphasizing  NOW and money
market accounts.  The net yield on earning assets was 6.4
percent in the first half of 1995 and 5.8 percent in 1994.

	The Bank's net yield on earning assets remains high in
comparison with the Company's interest rate spread due to the
significant volume of noninterest-bearing demand deposits
relative to total funding sources (represented by total deposits
and shareholders' equity).  While these deposits are
noninterest- bearing, they are not without cost.  However, the
Bank believes that they remain the lowest cost source of funds
available in the marketplace (see Liquidity and Interest Rate
Sensitivity Management).



Table 2 Net Interest Income Analysis 	 Average   	Interest 
income/   	Weighted  average   	Change from prior year due to
change in: 

(Dollars in thousands) 	balance   	expense   	yield/cost   	
Volume              Rate             Total   

Six months ended 6/30/95                                 						

    Loans 	$54,958 	$2,511 	9.2% 	$(349) 	$300 	$(49) 

    Other earning assets 	22,931 	656 	5.8    	112 	69 	181 

    Interest-earning assets 	77,889 	3,167 	8.2    	(237) 	369
	132 

    Interest-bearing liabilities 	53,662 	713 	2.7    	(55) 	70
	15 

	$24,227 	$2,454 	5.5% 	$(182) 	$299 	$117 

    Net yield on earning assets 	 	 	6.4% 	 	 	 

Six months ended 6/30/94                         						

    Loans 	$63,046 	2560 	8.2% 	$(386) 	$(110) 	$(496) 

    Other earning assets 	18,373 	474 	4.2    	(390) 	5 	(385) 

    Interest-earning assets 	81,419 	3,034 	7.5    	(776) 	(105)
	(881) 

    Interest-bearing liabilities 	52,107 	697 	2.7    	(367)
	(100) 	(467) 

 	$29,312 	$2,337 	4.8% 	$(409) 	$(5) 	$(414) 

    Net yield on earning assets 	 	 	5.8% 	 	 	 



Other Operating Income :  Other operating income decreased 56.1
percent in the first half of 1995 to $144,100, from $328,000 in
the first half of 1994.  The decrease in the gain on mortgage
loan sales resulted from the discontinuation of the mortgage
banking operation in June 1994. 

Provision for Loan Losses:   Implicit in lending activities is
the fact that losses will be experienced and that the amount of
such losses will vary from time to time, depending upon the risk
characteristics of the portfolio as affected by economic
conditions and the financial experience of borrowers. 
Management of the Bank has instituted stringent credit policies
designed to minimize the level of losses and nonaccrual loans.  

	These policies require extensive evaluation of new credit
requests and continuing review of existing credits in order to
identify, monitor and quantify evidence of deterioration of
quality or potential loss in a timely manner.  Management's
reviews are based upon previous loan loss experience, current
economic conditions, composition of the loan portfolio, the
value of collateral and other relative factors.  The Bank's
lending is concentrated in Los Angeles County and surrounding
areas, which have recently experienced adverse economic
conditions, including declining real estate values.  These
factors have adversely affected some borrowers' ability to repay
loans. 

	The policy of the Bank is to review each loan over $150,000 in
the portfolio to identify and classify problem credits as
"substandard", "doubtful" and "loss".  Substandard loans have
one or more defined weaknesses.  Doubtful loans have the
weaknesses of substandard loans with the additional
characteristic that the weaknesses make collection or
liquidation in full on the basis of currently existing facts,
conditions and values questionable, and there is a high
possibility of loss.  A loan classified loss is considered
uncollectible and of such little value that the continuance as
an asset of the Bank is not warranted.  Another category
designated "listed" is maintained for loans which do not
currently expose the Bank to a sufficient degree of risk to
warrant classification as substandard, doubtful or loss but do
possess credit deficiencies or potential weakness deserving
management's close attention.

	Excluding loans which have been classified loss and charged off
by the Bank, the Bank's classified loans consisted of $7,467,700
of loans classified as substandard and $37,200 of  loans
classified as doubtful at June 30, 1995 as compared to
$6,010,100 of substandard and $109,300 of loans classified as
doubtful at December 31, 1994.  In addition to the classified
loans, the Bank was also monitoring $2,014,000 of loans which it
had designated as listed at June 30, 1995 as compared to
$4,022,900 at December 31, 1994.

	With the exception of these classified and listed loans,
management is not aware of any loans as of June 30, 1995 where
the known credit problems of the borrower would cause it to have
serious doubts as to the ability of such borrowers to comply
with their present loan repayment terms and which would result
in such loans being considered nonperforming loans at some
future date.  Management cannot, however, predict the extent to
which the current economic environment may persist or worsen or
the full impact such environment may have on the Bank's loan
portfolio.  Furthermore, management cannot predict the results
of any subsequent examinations of the Bank's loan portfolio by
its primary regulators.  Accordingly, there can be no assurance
that other loans will not become 90 days or more past due, be
placed on nonaccrual or become restructured loans, in-substance
foreclosures or other real estate owned in the future.

	The allowance for loan losses, which provides a financial
buffer for the risk of losses inherent in the lending process,
is increased by the provision for loan losses charged against
income, decreased by the amount of loans charged off and
increased by recoveries.  There is no precise method of
predicting specific losses which ultimately may be charged off
and the conclusion that a loan may become uncollectible, in
whole or in part, is a matter of judgment.  Similarly, the
adequacy of the allowance and accompanying provision for loan
losses can be determined only on a judgmental basis after full
review, including consideration of economic conditions and their
effects on specific borrowers, borrowers' financial data, and
evaluation of underlying collateral for secured lending.

	Based upon management's assessment of the overall quality of
the loan portfolio, and of external economic conditions,  the
provision for loan losses during the first half of 1995 totaled
$441,100, loans totaling $612,100 were charged off during the
period, and $75,400 was recovered.  Loans charged off amounted
to $644,700 in the first half of 1994, while recoveries totaled
$82,800.  The June 30, 1995 allowance for loan losses was
$700,900, or 1.3 percent of gross loans outstanding, compared
with 1.4 percent at December 31, 1994.  The increase in the
allowance for loan losses reflects management's perception of
the lending environment in which it operates.  Based on the
increase in the level of substandard loans, the Bank increased
its provision for loan losses during the six months ended June
30, 1995.  Although management believes that the allowance for
possible loan losses is adequate, there can be no reasonable
assurance that further deterioration will not occur.  As a
result, future provisions will be subject to continuing
evaluation of inherent risk in the loan portfolio.



 	At June 30, 1995, loans past due 90 days or more or on
nonaccrual totaled $907,000, or 1.7 percent of gross loans,
compared with $629,400, or 1.1 percent at June 30, 1994.  Other
real estate owned (OREO), consisting of properties received in
settlement of loans totaled $5,751,800 at June 30, 1995, a
decrease of $385,700 from December 31, 1994.



Other Operating Expenses:  Other operating expenses, which
include salaries, employee benefits and the net operating cost
of real estate owned through foreclosure, totaled $2,631,500 for
the first half of 1995, a decrease of 5.7 percent from
$2,789,100  in 1994.  Due to earthquake damage to its banking
facility, the Bank has temporarily relocated to another
location.  Under the terms of the new lease agreement, the Bank
has reduced its monthly lease payments from $40,300 to $17,400. 
Therefore, occupancy expense declined 43.6 percent in the first
half of 1995 compared to 1994.  The net operating cost of real
estate owned through foreclosure totaled $251,500 for 1995,
compared with $104,700 in 1994, reflecting a $183,500 provision
for REO losses.  Professional fees increased 46.3 percent due to
the settlement of a lawsuit.  Messenger and courier services
decreased 48.5 percent due to a corresponding decline in
noninterest-bearing deposit relationships (see "Liquidity"). 
Other expenses declined 48.4 percent primarily due to the
discontinuation of the mortgage banking operation.  Total other
operating expenses were 2.9 of average total assets at June 30,
1995 and 1994.

Income Taxes: In February 1992, the Financial Accounting
Standards Bank has issued Statement of Financial Accounting
Standards ("SFAS") No. 109, "Accounting for Income Taxes."  The
Company adopted the provisions of the new standard in its
financial statements for the year ended December 31, 1994.  SFAS
No. 109 employs the liability method of accounting for income
taxes.  Under this method, deferred tax assets and liabilities
are determined based on differences between financial reporting
and tax basis of assets and liabilities, and are measured using
the enacted tax rates and laws that will be in effect when the
differences are expected to reverse.  The impact on the Bank's
financial position due to the adoption of this standard was not
material.

	The Company did not record a tax provision at June 30, 1995
pertaining to its net loss since the Bank has a federal net
operating loss carryforward of approximately $2,172,900 at
December 31, 1994 which begins to expire in 2008.  For state
income tax purposes, the Company has incurred a net operating
loss of approximately $3,207,200 which is available as a
carryforward through 1999 to offset future taxes payable,
subject to fifty percent reduction, as allowed by state tax law.



Financial Condition



As set forth in Table 4, the Company recorded average total
assets for the first half of 1995 of $90.3 million, a 5.9
percent decrease from 1994 average total assets of $96.0
million.  The Bank's loan portfolio decreased 9.2 percent in the
first half of 1995 primarily due to reductions in the commercial
segment of the loan portfolio.  This reduction reflects the
current level of loan demand and the Bank's continuing efforts
to improve the quality of the loan portfolio.  As compared to
the 1994 average, other interest-earning assets increased 4.6
percent to $22.9 million. 

	Average total deposits declined 5.2 percent to $84.0 million in
the first half of 1995. Interest -bearing deposits representing
63.5 percent of average total deposits at June 30, 1995, up from
60.5 percent in 1994.  In addition, the Bank shifted from higher
cost certificates of deposits to money market, NOW and savings
accounts.<PAGE>
	 Table 4 	Three months ended      June 30, 1995      	Year
ended    December 31, 1994    	  Change 

    Balance Sheet Analysis	                                 
Average           % of        Average            % of           
    from 1994      

	(Dollars in millions) 	balance   	Total    	balance   	Total  
	    Amount       	%    

	Loans 	 $55.0 	70.6% 	 $60.6 	73.5% 	 $(5.6) 	(9.2)% 

	Other interest-earning assets 	22.9 	29.4% 	21.9 	26.5% 	1.0
	4.6% 

	Total earning assets 	77.9 	100.0% 	82.5 	100.0% 	(4.6) 	(5.6)% 

	Total assets 	 $90.3 	 	 $96.0 	 	(5.7) 	(5.9)% 

	Deposits: 	 		 	 		

	   Interest bearing demand 	 $8.4 	10.0% 	 $6.5 	7.3% 	1.9
	29.2% 

	   Money market and savings 	34.9 	41.5% 	32.7 	36.9% 	2.2
	6.7% 

	   Time certificates of deposit 	10.0 	11.9% 	14.4 	16.3%
	(4.4) 	(30.6)% 

	   Total interest-bearing deposits 	53.3 	63.5% 	53.6 	60.5%
	(0.3) 	(0.6)% 

	   Non-interest-bearing demand deposits 	30.7 	36.5% 	35.0
	39.5% 	(4.3) 	(12.3)% 

	   Total deposits 	 $84.0 	100.0% 	88.6 	100.0% 	 $(4.6)
	(5.2)% 

	Total earning assets as a percent of    						 

	 total deposits 		92.7% 		93.1% 		





Liquidity and Interest Rate-Sensitivity Management



The primary function of asset liability management is to ensure
adequate liquidity and to maintain an appropriate balance
between rate sensitive assets and rate sensitive liabilities. 
Liquidity management involves matching sources and uses of the
Company's funds in order to effectively meet the cash flow needs
of our customers, as well as the cash flow requirements of the
Company itself.  Interest rate sensitivity management seeks to
stabilize net interest income during periods of changing
interest rates.



Liquidity:  Management monitors its liquidity position
continuously in relation to trends of loans and deposits, and
relates the data to short and long term expectations.  In order
to serve Marathon's customers effectively, funds must be
available to meet their credit needs as well as their
withdrawals of deposited funds.  Liquidity from assets is
provided by the receipt of loan payments and by the maturity of
other earning assets as further described below.  Liquidity from
liabilities is attained primarily by obtaining new deposits.

	Liquid assets are defined to include federal funds sold,
interest-bearing deposits with other financial institutions,
unpledged investment securities and cash and due from banks. 
The Company's liquidity ratio (the sum of liquid assets divided
by total deposits) was 35.7 percent at June 30, 1995 and 33.8
percent at December 31, 1994.  The average maturity of the
Bank's investment securities portfolio is 6.7 years at June 30,
1995 versus 3.2 years at December 31, 1994.  The loan to deposit
ratio was 61.4 percent and 62.0 percent for June 30, 1995 and
December 31, 1994, respectively.

	On the liability side, Marathon's liquidity position is
enhanced by sizable core deposits.  As stable core deposits
(which include all deposits except time certificates of deposit)
are generated, the need for other sources of liquidity
diminishes.  This derives from the fact that the Bank's primary
liquidity requirement generally arises from the need to meet
maturities of  time certificates of deposit.  Absent
extraordinary conditions, the bulk of stable core deposits do
not require significant amounts of liquidity to meet the net
short or intermediate term withdrawal demands of customers.

	Marathon has emphasized core deposit growth which represents,
on average, 88.1 percent of total average deposits during the
first half of 1995 and 83.8 percent during 1994.  In addition,
the Company's time deposits were primarily from its local
customer base, which is highly diversified and without
significant concentrations.

	A significant portion of Marathon's noninterest-bearing demand
deposits is attributable to a single demand account
relationship.  During the first half of 1995 and all of 1994,
this relationship represented 5.5 percent and 10.7 percent,
respectively, of average total deposits. While the deposits are
noninterest-bearing, the account relationship is not without
cost as the Bank provides messenger, courier, accounting and
data processing services in connection with the relationship. 
Recognizing the importance of this account relationship to the
Company's liquidity, management maintains an amount equal to the
total account relationship in demand balances due from
correspondent banks and liquid earning assets, including
overnight federal funds sold, investment securities and
interest-bearing balances in other financial institutions.  In
addition, the loan-to-deposit ratio, an important measure of
asset liquidity, is monitored with the account relationship
excluded from total deposits.  On that basis, the
loan-to-deposit ratio at June 30, 1995 was 69.3 percent,
compared with 79.3 percent at December 31, 1994.



Interest Rate-Sensitivity Management:  Interest rate sensitivity
management focuses, as does liquidity management, on the
maturities of earning assets and funding sources.  In addition,
interest rate sensitivity management takes into consideration
those assets and liabilities whose interest rates are subject to
change prior to maturity.  Net interest income can be vulnerable
to fluctuations arising from a change in the general level of
interest rates to the extent that the average yield on earning
assets responds differently to such a change than does the
average cost of funds.  In an effort to maintain consistent
earnings performance, Marathon manages the repricing
characteristics of its assets and liabilities to control net
interest sensitivity.

	The Company measures interest rate sensitivity by distributing
the rate maturities of assets and supporting funding liabilities
into interest sensitivity periods, summarizing interest rate
risk in terms of the resulting interest sensitivity gaps.  A
positive gap indicates that more interest sensitive assets than
interest sensitive liabilities will be repriced during a
specified period, while a negative gap indicates the opposite
condition.

	Balance sheet items are categorized according to contractual
maturity or repricing dates, as appropriate.  Reference rate
indexed loans, federal funds sold and money market deposits
constitute the bulk of the floating rate category.  Determining
the interest rate sensitivity of noncontractual items is arrived
at in a more qualitative manner.  Demand deposits are considered
to be a mix of short and long  term funds, based upon historical
behavior.  Savings deposits are viewed as susceptible to
competitive factors brought on by deregulation and, therefore,
classified as intermediate funds.

	It is the Bank's policy to maintain an adequate balance of rate
sensitive assets as compared to rate sensitive liabilities. 
Rate sensitive assets were 93 percent of rate sensitive
liabilities at June 30, 1995 as compared to 91 percent at the
end of 1994.  In the one year or less category, rate sensitive
assets were 109 percent of rate sensitive liabilities at June
30, 1995 and 118 percent at December 31, 1994.  The gap position
is but one of several variables that affect net interest income.
 Consequently, these amounts are used with care in forecasting
the impact of short term changes in interest rates on net
interest income.  In addition, the gap calculation is a static
indicator and is not a net interest income predictor in a
dynamic business environment.<PAGE>

Table 5

Analysis of Rate Sensitive

Assets & Liabilities		                                          
                     Rate sensitive or maturing in              
             

by Time Period		                                               
90 days              3 - 12            1 - 5           Over 5   
  

(Dollars in millions)	                                          
       or less           months           years            
years           Total

					

June 30, 1995 	 	 	 	 	 

Investments 	$11.4 	$2.5 	$2.0 	$5.6 	$21.5 

Loans 	40.2 	3.9 	3.4 	4.6 	$52.1 

  Rate sensitive assets 	51.6 	6.4 	5.4 	10.2 	73.6 

Time deposits 	$3.0 	$5.8 	$0.9 	$0.0 	$9.7 

Other deposits 	44.2 	0.0 	2.2 	22.6 	$69.0 

  Rate sensitive liabilities 	47.2 	5.8 	3.1 	22.6 	78.7 

Rate sensitive GAP 	$4.4 	$0.6 	$2.3 	$(12.4) 	$(5.1) 

Cumulative GAP 	$4.4 	$5.0 	$7.3 	$(5.1) 	--  

Cumulative ratio of sensitive 	 	 	 	 	 

  assets to liabilities 	1.1 	1.1 	1.1 	0.9 	0.9 

December 31, 1994 					

Investments 	$11.4 	$7.1 	$4.3 	$5.5 	$28.3 

Loans 	44.5 	2.3 	3.6 	5.2 	55.6 

    Rate sensitive assets 	55.9 	9.4 	7.9 	10.7 	83.9 

Time deposits 	3.7 	5.7 	1.0 	0.0 	10.4 

Other deposits 	46.1 	0.0 	2.5 	32.3 	80.9 

    Rate sensitive liabilities 	49.8 	5.7 	3.5 	32.3 	91.3 

Rate sensitive GAP 	$6.1 	$3.7 	$4.4 	$(21.6) 	$(7.4) 

Cumulative GAP 	$6.1 	$9.8 	$14.2 	$(7.4) 	--  

Cumulative ratio of sensitive assets to liabilities 					

assets to liabilities 	1.1 	1.2 	1.2 	0.9 	0.9 

					





Capital Resources And  Dividends



	The Bank is required to meet certain minimum risk-based capital
guidelines and leverage ratios promulgated by the bank
regulatory authorities.  The risk based capital standards
establish capital requirements that are more sensitive to risk
differences between various assets, consider off balance sheet
activities in assessing capital adequacy, and minimize the
disincentives to holding liquid, low risk assets.  The leverage
ratio consists of tangible Tier 1 capital divided by average
total assets.

	In addition, at the request of the OCC, the Bank agreed to
maintain certain minimum capital ratios in excess of the
regulatory requirements.  The agreement increased the minimum
Tier 1 risk based capital ratio to 8.0 percent from 4.0 percent,
the total risk based capital ratio to 10.0 percent from 8.0
percent, and the Tier 1 capital leverage ratio to 6.0 percent
from 3.0 percent.  At June 30, 1995, the Bank had a Tier 1
risk-based capital ratio of  8.3 percent, a total capital to
risk-weighted assets ratio of 9.4 percent, and a Tier 1 capital
leverage ratio of 5.7 percent.  At year-end 1994, these ratios
were 8.4 percent, 9.6 percent, and 5.6 percent, respectively.

<PAGE>
PART II.  OTHER INFORMATION







Item 1.  Legal Proceedings



         None.





Item 2.  Changes in Securities



         None.





Item 3.  Defaults Upon Senior Securities



         None.





Item 4.  Submission of Matters to a Vote of Security Holders



             On May l9, 1995, proxy materials for the 1995
Annual Meeting of Shareholders of Marathon Bancorp ("the
meeting"),  were mailed to all shareholders of record on March
15, 1995.  The meeting took place on June 19, 1995. 
Shareholders were asked to vote on the matter shown below.  Of
the total 1,278,764 shares outstanding and entitled to vote,
910,967 shares were represented either in person or by properly
executed proxies.  The results of the voting on the matter are
shown below in parenthesis.



Matter 1.  To elect eight persons to the Board of Directors to
serve until the next Annual Meeting of Shareholders or until
their successors are elected or have qualified.  



	Robert J. Abernethy (871,693); Frank W. Jobe (871,693); C.
Thomas Mallos (871,693); John J. Maloney

 	(871,693); Robert L. Oltman (871,693); Ann Pappas (871,693);
Nick Patsaouras (871,285); Michael V. 

	Reyes (871,693).





Item 5.  Other Information



         None.





Item 6.  Exhibits and Reports on Form 8-K



         None.

<PAGE>
			                                SIGNATURES





Pursuant to the requirements of the Securities and Exchange Act
of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned thereunto duly authorized.















                                         				        MARATHON
BANCORP                                 							     











Date:     August 14, 1995      	         			                    
                                                    

                                       					      C. Thomas
Mallos

                                       					      Director and
Chief Financial Officer





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<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               JUN-30-1995
<CASH>                                        10417400
<INT-BEARING-DEPOSITS>                          585000
<FED-FUNDS-SOLD>                               9000000
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                                0
                                          0
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<INTEREST-OTHER>                                126300
<INTEREST-TOTAL>                               3166700
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<INCOME-PRE-EXTRAORDINARY>                    (474900)
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<EPS-PRIMARY>                                   (0.38)
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<LOANS-NON>                                     877000
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