MARATHON BANCORP
10QSB, 1998-11-16
STATE COMMERCIAL BANKS
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  FORM 10- QSB

[X]    QUARTERLY  REPORT  PURSUANT  TO  SECTION  13  OR  15(D)  OF  THE
                            SECURITIES  EXCHANGE  ACT  OF  1934

             For  the  quarterly  period  ended               SEPTEMBER 30, 1998
                                               ---------------------------------

                                                       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


11150  West  Olympic  Boulevard,  Los  Angeles,  CA                    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 November 5, 1998, there were 3,820,819 shares of no par Common Stock
issued  and  outstanding.

<PAGE>
<TABLE>
<CAPTION>

Consolidated  Statements  of  Financial  Condition
Marathon  Bancorp  and  Subsidiary


<S>                                                                     <C>              <C>

                                                                        September 30,    December 31,
ASSETS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            1998            1997 
                                                                        ---------------  --------------

Cash and Due From Banks. . . . . . . . . . . . . . . . . . . . . . . .       4,314,000       7,327,000 

Federal Funds Sold . . . . . . . . . . . . . . . . . . . . . . . . . .       4,700,000       8,700,000 

Investment Securities
   Securities Available for Sale . . . . . . . . . . . . . . . . . . .       4,251,000       5,249,000 
   Securities Held to Maturity (approximate market value:
       1998 - $15,726,000; December 31, 1997 - $9,079,000) . . . . . .      15,613,000       9,147,000 
                                                                        ---------------  --------------
       TOTAL INVESTMENT SECURITIES . . . . . . . . . . . . . . . . . .      19,864,000      14,396,000 

Loans. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      46,205,000      46,775,000 
   Less Allowance for Credit Losses. . . . . . . . . . . . . . . . . .        (737,000)       (747,000)
                                                                        ---------------  --------------
        NET LOANS. . . . . . . . . . . . . . . . . . . . . . . . . . .      45,468,000      46,028,000 

Premises and Equipment . . . . . . . . . . . . . . . . . . . . . . . .         365,000         416,000 
Other Real Estate Owned. . . . . . . . . . . . . . . . . . . . . . . .         547,000       1,248,000 
Accrued Interest and Other Assets. . . . . . . . . . . . . . . . . . .       1,945,000         954,000 
                                                                        ---------------  --------------
        TOTAL ASSETS . . . . . . . . . . . . . . . . . . . . . . . . .  $   77,203,000   $  79,069,000 
                                                                        =============== ==============

LIABILITIES AND SHAREHOLDERS' EQUITY

Deposits
   Noninterest-Bearing . . . . . . . . . . . . . . . . . . . . . . . .      25,304,000      31,932,000 
   Interest-Bearing. . . . . . . . . . . . . . . . . . . . . . . . . .      42,780,000      38,513,000 
                                                                        ---------------  --------------
        TOTAL DEPOSITS . . . . . . . . . . . . . . . . . . . . . . . .      68,084,000      70,445,000 

Accrued Interest and Other Liabilities . . . . . . . . . . . . . . . .         751,000         423,000 
                                                                        ---------------  --------------
        TOTAL LIABILITIES. . . . . . . . . . . . . . . . . . . . . . .      68,835,000      70,868,000 

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,
      Issued and Outstanding: 3,820,819 in 1998 and 3,811,819 in 1997.      13,630,000      13,607,000 
   Net Unrealized Gain on Securities Available for Sale. . . . . . . .           6,000           3,000 
   Accumulated Deficit . . . . . . . . . . . . . . . . . . . . . . . .      (5,268,000)    (5,409,000)
                                                                        ---------------  --------------
        TOTAL SHAREHOLDERS' EQUITY . . . . . . . . . . . . . . . . . .       8,368,000       8,201,000 
                                                                        ---------------  --------------
        TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY . . . . . . . . . .  $   77,203,000   $  79,069,000 
                                                                        =============== ==============
</TABLE>







<TABLE>
<CAPTION>

Consolidated  Statements  of  Income
Marathon  Bancorp  and  Subsidiary


<S>                                                 <C>                   <C>                 <C>         <C>
                                                                Three Months Ended                Nine Months Ended
                                                                   September 30,                    September 30,
                                                                   1998                 1997        1998             1997 
                                                    --------------------  ------------------  ----------  ----------------
INTEREST INCOME
    Interest and Fees on Loans . . . . . . . . . .  $           946,000   $          939,000  $2,798,000  $     2,709,000 
    Interest on Investment Securities - Taxable. .              218,000              161,000     562,000          384,000 
    Other Interest Income. . . . . . . . . . . . .              124,000              136,000     354,000          304,000 
                                                    --------------------  ------------------  ----------  ----------------
      TOTAL INTEREST INCOME. . . . . . . . . . . .            1,288,000            1,236,000   3,714,000        3,397,000 
INTEREST EXPENSE
    Interest on Demand Deposits. . . . . . . . . .                9,000               15,000      30,000           42,000 
    Interest on Money Market and Savings . . . . .              178,000              148,000     485,000          328,000 
    Interest on Time Deposits. . . . . . . . . . .              194,000              102,000     520,000          467,000 
    Other Interest Expense . . . . . . . . . . . .                    -                    -           -                - 
                                                    --------------------  ------------------  ----------  ----------------
      TOTAL INTEREST EXPENSE . . . . . . . . . . .              381,000              265,000   1,035,000          837,000 
                                                    --------------------  ------------------  ----------  ----------------
NET INTEREST INCOME. . . . . . . . . . . . . . . .              907,000              971,000   2,679,000        2,560,000 
Provision for Credit Losses. . . . . . . . . . . .                    -               15,000           -          165,000 
                                                    --------------------  ------------------  ----------  ----------------
NET INTEREST INCOME AFTER
   PROVISION FOR CREDIT LOSSES . . . . . . . . . .              907,000              956,000   2,679,000        2,395,000 
                                                    --------------------  ------------------  ----------  ----------------
NONINTEREST INCOME
    Service Charges and Fees on Deposits . . . . .               64,000               80,000     180,000          224,000 
    Other Noninterest Income . . . . . . . . . . .               45,000               16,000     135,000           69,000 
                                                    --------------------  ------------------  ----------  ----------------
       TOTAL NONINTEREST INCOME. . . . . . . . . .              109,000               96,000     315,000          293,000 
                                                    --------------------  ------------------  ----------  ----------------
NONINTEREST EXPENSE
    Salaries and Employee Benefits . . . . . . . .              369,000              372,000   1,154,000        1,134,000 
    Occupancy Expenses . . . . . . . . . . . . . .              133,000              136,000     403,000          426,000 
    Furniture and Equipment. . . . . . . . . . . .               32,000               26,000      90,000           89,000 
    Professional Services. . . . . . . . . . . . .               34,000               47,000      77,000          124,000 
    Business Promotion . . . . . . . . . . . . . .                    -                4,000      20,000           16,000 
    Office Supplies and Printing . . . . . . . . .               27,000               24,000      83,000           98,000 
    Data Processing Services . . . . . . . . . . .              108,000              110,000     326,000          366,000 
    Messenger and Courier Services . . . . . . . .               20,000               29,000      66,000           85,000 
    Insurance and Assessments. . . . . . . . . . .               50,000              101,000     223,000          286,000 
    Legal Costs. . . . . . . . . . . . . . . . . .               41,000              110,000     122,000          223,000 
    Net Loss on Sale of OREO . . . . . . . . . . .        (       2,000)              12,000      41,000            9,000 
    Net Operating Cost of Other Real Estate Owned.                5,000                1,000      21,000           22,000 
    Other Expenses . . . . . . . . . . . . . . . .               87,000               54,000     224,000          230,000 
                                                    --------------------  ------------------  ----------  ----------------
      TOTAL NONINTEREST EXPENSE. . . . . . . . . .              904,000            1,026,000   2,850,000        3,108,000 
                                                    --------------------  ------------------  ----------  ----------------
INCOME  (LOSS) BEFORE INCOME TAXES . . . . . . . .              112,000               26,000     144,000      (   420,000)
   Income Taxes. . . . . . . . . . . . . . . . . .                2,000                    -       3,000            2,000 
                                                    --------------------  ------------------  ----------  ----------------
NET INCOME (LOSS). . . . . . . . . . . . . . . . .  $           110,000   $           26,000  $  141,000  $   (   422,000)
                                                    ====================  ==================  ==========  ================
Per Share Data:
     Net Income (Loss) - Basic . . . . . . . . . .  $              0.03   $             0.01  $     0.04  $(         0.21)
     Net Income (Loss) - Diluted . . . . . . . . .  $              0.03   $             0.01  $     0.04  $(         0.21)
</TABLE>



<TABLE>
<CAPTION>

Consolidated  Statements  of  Cash  Flows
Marathon  Bancorp  and  Subsidiary


<S>                                                                        <C>                                <C>

                                                                                       Nine Months Ended September 30,
                                                                                    ---------------------------------           

                                                                                                       1998                  1997 
                                                                           ---------------------------------  --------------------
OPERATING ACTIVITIES
   Net Income (Loss). . . . . . . . . . . . . . . . . . . . . . . . . . .  $                        141,000   $  (        422,000)
   Adjustments to Reconcile Net Gain (Loss) to Net Cash Provided
      by Operating Activities:
         Depreciation and Amortization. . . . . . . . . . . . . . . . . .                           109,000                95,000 
         Provision for Credit Losses. . . . . . . . . . . . . . . . . . .                                 -               165,000 
         Provision for OREO Losses. . . . . . . . . . . . . . . . . . . .                                 -                     - 
         Loss (Gain) on Sale of Other Real Estate Owned . . . . . . . . .                            44,000    (            8,000)
         Net Amortization of Premiums and Discounts
            on Investment Securities. . . . . . . . . . . . . . . . . . .                  (         34,000)               17,000 
         Net Change in Deferred Loan Origination Fees . . . . . . . . . .                            13,000                14,000 
         Net Change in Accrued Interest, Other Assets
             and Other Liabilities. . . . . . . . . . . . . . . . . . . .                   (       654,000)     (        257,000)
                                                                           ---------------------------------  --------------------
        NET CASH USED BY OPERATING ACTIVITIES . . . . . . . . . . . . . .                   (       381,000)     (        396,000)
INVESTING ACTIVITIES
   Net Decrease in Interest-Bearing Deposits with Financial Institutions.                                 -               896,000 
   Purchases of  Available for Sale Securities. . . . . . . . . . . . . .                    (    5,448,000)      (     2,116,000)
   Purchases of Held to Maturity Securities . . . . . . . . . . . . . . .                     (  12,782,000)      (     3,710,000)
   Proceeds from Maturities of Available for Sale Securities. . . . . . .                         6,500,000                20,000 
   Proceeds from Maturities of Held to Maturity Securities. . . . . . . .                         6,290,000             1,468,000 
   Net Decrease in Loans. . . . . . . . . . . . . . . . . . . . . . . . .                   (       430,000)      (     1,229,000)
   Proceeds from Sale of Other Real Estate Owned. . . . . . . . . . . . .                         1,634,000             2,156,000 
   Purchases of Furniture, Fixtures and Equipment . . . . . . . . . . . .                  (         58,000)    (          76,000)
                                                                           ---------------------------------  --------------------
        NET CASH USED BY INVESTING ACTIVITIES . . . . . . . . . . . . . .                    (    4,294,000)      (     2,591,000)
FINANCING ACTIVITIES
   Net Change in Demand Deposits, Money Market and Savings. . . . . . . .                    (    6,845,000)       (    2,802,000)
   Net Change in Time Deposits. . . . . . . . . . . . . . . . . . . . . .                         4,484,000               412,000 
   Proceeds from exercise of stock options. . . . . . . . . . . . . . . .                            23,000                     - 
   Proceeds from Issuance of Common shares. . . . . . . . . . . . . . . .                                 -             5,527,000 
                                                                           ---------------------------------  --------------------
        NET CASH (USED) PROVIDED BY FINANCING ACTIVITIES. . . . . . . . .                    (    2,338,000)            3,137,000 
                                                                           ---------------------------------  --------------------

(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS. . . . . . . . . . . . .                    (    7,013,000)              150,000 
   Cash and Cash Equivalents at Beginning of Year . . . . . . . . . . . .                        16,027,000             7,289,000 
                                                                           ---------------------------------  --------------------
CASH AND CASH EQUIVALENTS AT END OF PERIOD. . . . . . . . . . . . . . . .  $                      9,014,000   $         7,439,000 
                                                                           =================================  ====================

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
   Interest Paid. . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $                        997,000   $           877,000 
   Income Taxes Paid (Refunded) . . . . . . . . . . . . . . . . . . . . .  $                          3,000   $             2,000 
   Loans Made to Facilitate the Sale of Other Real Estate Owned . . . . .  $                        600,000   $         1,695,000 
</TABLE>






<TABLE>
<CAPTION>

Consolidated  Statements  of  Equity
Marathon  Bancorp  and  Subsidiary


<S>                           <C>             <C>           <C>            <C>          <C>
                                                                              Net
                                                                           Unrealized
                                                                           Appreciation
                                                                          (Depreciation)
                                                                           on Available
                                     Common shares          Accumulated    For Sale
                                    --------------                                                      
                              Shares          Amount        Deficit        Securities   Total
                              --------------  ------------  -------------  -----------  ----------

BALANCE - JANUARY 1, 1998. .       3,811,819  $ 13,607,000  $( 5,409,000)  $     3,000  $8,201,000

Net Income . . . . . . . . .               -             -       141,000             -     141,000

Issuance of Common Shares. .           9,000        23,000             -             -      23,000

Net Changes in Unrealized
  Appreciation on Available
  for Sale Securities. . . .               -             -             -         3,000       3,000
                              --------------  ------------  -------------  -----------  ----------

BALANCE - SEPTEMBER 30, 1998       3,820,819  $ 13,630,000  $( 5,268,000)  $     6,000  $8,368,000
                              ==============  ============  =============  ===========  ==========
</TABLE>



<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 1997 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 September 30, 1998 and December 31,
1997,  results of operations and changes in cash flows for the nine-month period
ended September 30, 1998 and 1997.  The results of operations for the nine-month
period  ended  September  30,  1998  are  not necessarily indicative of what the
results  of  operations  will  be  for  the  full year ending December 31, 1998.

(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.   Basic per share calculations
exclude  common  share  equivalents  (stock  options).    Diluted  per  share
calculations  take  into  account  any  diluting  effects  of  stock  options.
Accordingly,  the  weighted  average number of shares used to compute both basic
and  diluted    net  income  or  loss  per share for the three-month period were
3,820,656  for  September  30, 1998 and 3,145,768 for September 30, 1997 and for
the  nine-month  period    3,816,379  and  2,011,297  respectively  .
MANAGEMENT'S  DISCUSSION  AND  ANALYSIS


<PAGE>


     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  1997  Annual Report on Form 10-KSB.

FINANCIAL  HIGHLIGHTS  OVERVIEW
     Marathon  Bancorp  recorded  its  fifth  consecutive  quarterly  profit  of
$110,000  compared  to    $26,000  for  the  second  quarter  of  1997.  For the
nine-month  period  ended  September  30,  1998  the Company recorded profits of
$141,000  compared  to  a  loss  of  $422,000 for the first nine months of 1997.
Assets were $77,203,000 an increase of 12% over third quarter 1997 although less
than  the  numbers  reported for yearend 1997, which were somewhat inflated with
yearend  deposits.

RESULTS  OF  OPERATIONS
NET  INTEREST  INCOME
     Net  interest  income for the quarter ended September 30, 1998 decreased by
7%  from  the    numbers reported for the third quarter of 1997 but increased 3%
from  the second quarter of 1998.  When comparing the year to date, net interest
income  increased  by  $119,000  or  5%  over  1997.
     The  net  interest  income can also be looked at as the net interest margin
earned  on  average  earning assets for the period.  The net interest margin for
the  first  nine  months  of  1998  was 5.3% compared to 5.5% for the nine month
period  of  1997.    The increase in net interest income is from  an increase in
the  earning  assets  in  1998;  even  though the margin between the two periods
decreased.      During  1998  management has decreased the OREO from $929,000 at
September  30,1997  to  $547,000  at  September 30,1998 and decreased nonaccrual
loans  from  $2,470,000  last  September  30th  to $7,000 at September 30, 1998.
These  changes  along  with  better  cash  management  has increased the average
earning  assets.
     The decrease in the net interest margin comes primarily from an increase in
the  cost  of funds due to a new high yield "Investors Money Market" account the
Bank  introduced  in  the  third  quarter  of 1997.  This product has grown from
$1,818,000  at  September  30,  1997  to  $10,350,000  now. Time certificates of
deposit  also increased during 1998.  Interest income increased 4% over the same
quarter  last  year  and increased 9% for the nine month period compared to last
year.
     With the reduction in rates initiated by the Federal Reserve in October and
the  anticipated  further  easing  of rates, the net interest income of the Bank
will  be  under  p  ressure during the fourth quarter of 1998 and into 1999.  We
would anticipate that the net interest margin will decline and have to be offset
with  increased  volume  of  earning  assets.
NONINTEREST  INCOME
     Noninterest  income  increased 14% in the third quarter of 1998 compared to
the  third  quarter  of  1997.    For  the  nine months ended September 30, 1998
noninterest  income  gained  $22,000,  or 8% over the first nine months of 1997.
Income  generated from  noninterest loan income and other fee sources offset the
decrease  in service charges generated from  noninterest bearing demand deposits
which  have  decreased  in  1998.
NONINTEREST  EXPENSE
     Noninterest expense posted declines for both the quarter and the nine month
periods  ended September 30, 1998.  The third quarter decreased $122,000, or 12%
and the year to date decreased $258,000, or 9%.  Decreases for the third quarter
came  in  most line items but the largest was in insurance, which decreased  63%
do  to  the quality improvement in the Bank's balance sheet.  This decreased the
FDIC  insurance  and  along  with  better risk management allowed us to shop the
market  for  our fidelity and bond coverages; thereby obtaining reduced premiums
for  other  necessary  insurance policies.  Legal costs declined as the Bank has
settled  insurance  claims,  sold  OREO  and  improved  the  quality of its loan
underwriting.
     Nine  month  expenses  also  showed  declines  in  most  categories  with
substantial  reductions  in  professional  services, data processing, insurance,
legal and courier costs.  Salary and employee benefits were up 2% from the prior
year and there was a net loss on sale of OREO for the nine month period of 1998.
The  Company has done well in decreasing the  noninterest costs and will look to
maintain  expenses  at  these  reduced  levels.
PROVISION  FOR  CREDIT  LOSSES:
     The  Bank made no provision for credit losses during the first half of 1998
compared  to  a  provision  of  $165,000  during  the first nine months of 1997.
During  the first nine months of 1998, the Bank recorded charge-offs of $117,000
($12,000  in  the  third quarter) and collected $107,000 in loan loss recoveries
($27,000  in  the  third  quarter)  compared  to  charge-offs  of  $552,000  and
recoveries  of  $268,000  in  1997.
     The  Bank's  internally  classified  loans  at  September  30,  1998  were
$1,918,828, or 4.2% of loans compared to $2,983,000 or 6.4% of loans at December
31, 1997.   The classified loans at September 30, 1998 were only 22.9% of equity
capital.  Additionally loans past due 30 days or more at September 30, 1998 were
$257,000,  and  nonaccrual loans $7,000 compared to loans past due of $1,955,000
and    nonaccrual  loans  of  $2,470,000  at  September  30,  1997.
     Based  upon  the  improvement  in  the  classified  and  past  due  loans,
management's  assessment  of  the  overall  quality  of  the loan portfolio, its
internal  migration  analysis  and  current  economic  conditions  management
determined  the  current  level  of  the  reserve for credit losses was adequate
without  the  need  for  further  provisions.

ASSETS  AND  LIABILITIES
     Assets  increased  over  3%  since  June  30th  of  this  year and 12% over
September  30,  1997  but  are  less  than the totals at December 31, 1997.  The
reason  for this was the unusual increase in the deposits of two major customers
at the end of 1997 that were withdrawn during the first week of 1998.  The asset
growth  during  the  last  quarter has been centered in the investment portfolio
while  the  loan portfolio has been fairly static with new loan generation being
offset with loan payoffs.  The cash position and federal funds sold were reduced
with  the  difference  being invested in short-term U.S. Agency securities.  New
investments  have been in U.S. Agency securities and taxable municipal bonds and
the  market  value  of  the  investment  portfolio  has  improved.
     Other  real estate owned declined to $547,000 at September 30th compared to
$1,248,000  at  December  31,  1997.  The current amount represents one property
which  was  sold  in  the  first  week  of  November  1998  for  a small profit.
     Deposits  continue  to  increase  from  the totals of September 30, 1997 of
$60,473,000  to  $68,084,000  at  the end of the third quarter 1998.  The mix of
deposits  has changed as pointed out in the net interest income discussion.  The
interest-bearing  deposits have increased while the noninterest bearing deposits
have declined.  The changing mix is due to customers moving into higher yielding
investments.

LIQUIDITY  AND  CAPITAL
ASSET/LIABILITY  MANAGEMENT
     The  main  goals  of  asset/liability management are to manage the interest
rate risk while ensuring adequate liquidity for the Company. Management monitors
its liquidity position continuously in relation to trends in loans and deposits,
and  relates  the  data  to short and long term expectations.  In order to serve
customers  effectively,  funds  must  be available to meet their credit needs as
well  as  their  withdrawals  of  deposited  funds.  Assets  that  are  normally
considered  liquid  are  federal  funds  sold,  available  for  sale  investment
securities,  cash  and due from banks, and securities purchased under agreements
to  resell.   The ratio of liquid assets to deposits was 22% as of September 30,
1998  and  the  loan  to  deposit  ratio  was  68%.
     Interest  rate risk management focuses on the maturity and the repricing of
interest  earning  assets  in  relationship to interest bearing liabilities that
fund them.  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.
     The  Company  measures  interest  rate  sensitivity  by  distributing  the
maturities  and  repricing  periods 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.
     It  is  the Bank's policy to maintain an adequate balance of rate sensitive
assets to rate sensitive liabilities.  Due to the fact that the Bank has a large
portfolio  of  noninterest  bearing demand deposits the Company has historically
been  asset  sensitive  with  a  positive  gap.   Currently the Company is asset
sensitive  and  has the risk that a drop in interest rates will tend to decrease
the  net  interest  income  while  an  increase  in interest rates will increase
income.    The Bank has implemented interest rate floors on approximately 85% of
the  commercial  loans  and  55%  of  the  real  estate loans. This will help to
mitigate  the  interest  lost  with  a decline in interest rates.  The Company's
interest  sensitivity  is measured in both the change in net interest income and
the  change  in the economic value of equity, both of which the Company wants to
keep  under  4%  of  equity  capital for a decline of 100 basis points in rates.
CAPITAL
     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.
     The  Company's  capital  position  is  strong.   The adequately capitalized
risk-based  capital  ratio required by the federal regulators is 8.0 percent and
the  well-capitalized  ratio is 10.0 percent.  At September 30, 1998 the Company
and  the  Bank  had  a  risk  based  capital ratio of 16.5 percent, and a Tier 1
capital  leverage  ratio  of  11.0  percent.  The  Company  is  under no special
regulatory  restrictions.

YEAR  2000
     The Company is well aware of the issues relating to the century date change
and the impact on computer systems and business operations.  The Company started
its  analysis  of  the  problem in June 1997 when it sent letters to its vendors
that  supplied computer services to the Company on the status of their Year 2000
plans.    All  the mission critical vendors were well on their way with plans to
make  their  products  Year 2000 compliant.  The Company then went on to develop
its own Year 2000 plan. The Company's Year 2000 Plan (the Plan) was submitted to
the Board of Directors for review in January 1998 and approved in February 1998.
     The  Plan  includes the steps necessary for the Company to become year 2000
compliant as well as the steps to be taken to check that the major borrowers and
fund  providers  of  the  Company  are  also  working  to become compliant.  The
Company's  main computer processing is supplied by the Fiserv CBS Service Bureau
who has already modified and installed software that is year 2000 compliant. The
Bank,  and  the  user group to which it belongs, has begun testing the software.
The  Bank  has  also started testing other secondary software programs that have
already  been  modified  and will continue testing during the fourth quarter and
the  first  quarter  of  1999.
     At  this  time  the  Bank has received updated year 2000 compliant software
from  most of its vendors and does not foresee any of its vendors not delivering
year  2000  compliant software within a timeframe that will allow for sufficient
testing  to  insure year 2000 compliance.  The Company has a contingency plan to
cover year 2000 issues.  The costs to the Company will be both capital costs for
the purchase of new equipment and the expense for the maintenance and testing of
computer  software.    Some of these costs have already been expensed and others
will  be ongoing over the next eighteen months, but they should not have a major
impact  on  future  earnings.

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

     None.


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:    November  12,  1998          Craig  D.  Collette
                                      -------------------
                                      Craig  D.  Collette
                                      President  and
                                      Chief  Executive  Officer



                                      Howard  J.  Stanke
                                      ------------------
                                      Howard  J.  Stanke
                                      Executive  Vice  President  and
                                      Chief  Financial  Officer





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<MULTIPLIER> 1,000
<CURRENCY> U.S.DOLLARS
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          DEC-31-1998
<PERIOD-START>                             JAN-01-1998
<PERIOD-END>                               SEP-30-1998
<EXCHANGE-RATE>                                      1
<CASH>                                           4,314
<INT-BEARING-DEPOSITS>                          42,780
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<INVESTMENTS-CARRYING>                          15,613
<INVESTMENTS-MARKET>                            15,726
<LOANS>                                         46,205
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<DEPOSITS>                                      68,084
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                                0
                                          0
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<INTEREST-DEPOSIT>                               1,035
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<INTEREST-INCOME-NET>                            2,679
<LOAN-LOSSES>                                      117
<SECURITIES-GAINS>                                   0
<EXPENSE-OTHER>                                  2,850
<INCOME-PRETAX>                                    144
<INCOME-PRE-EXTRAORDINARY>                         144
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