YORK FINANCIAL CORP
10-Q, 1996-11-13
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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17

THIS PAPER DOCUMENT IS BEING SUBMITTED PURSUANT TO RULE 901(d) OF
REGULATION S-T.
                                
FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.   20549


QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934

For Quarter Ended September 30, 1996
Commission File No. 0-14995

YORK FINANCIAL CORP.
(Exact name of Registrant as specified in its charter)

Pennsylvania
(State or other jurisdiction of incorporation or organization)

23-2427539
(I.R.S. employer identification number)

101 South George Street York, Pa.  17401
(Address of principal executive offices)
(Zip code)

                                
(717) 846-8777
Registrant's telephone number, including area code


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,
and (2) has been subject to such filing requirements for the past
90 days.

Yes  [ X  ]
No   [    ]

Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.

Common   stock,  par  value  $1.00  per  share  6,741,505  shares
outstanding as of  September 30, 1996.


                      YORK FINANCIAL CORP.

                              INDEX



Part I.         FINANCIAL INFORMATION                  Page
Number

Item 1.    Financial Statements

Consolidated balance sheets
September 30, 1996 and June 30, 1996 (unaudited)       3

Consolidated statements of income,
three months ended September 30, 1996
and 1995 (unaudited)                                   4

Consolidated statements of cash flows,
three months ended September 30, 1996
and 1995 (unaudited)                                   5

Notes to consolidated financial statements             6

Item 2.    Management's Discussion and Analysis of
Financial Condition and Results of Operations          7


Part II.       OTHER INFORMATION

Item 1.    Legal Proceedings                           15

Item 2.    Changes in Securities                       15

Item 3.    Defaults upon Senior Securities             15

Item 4.    Submission of Matters to a Vote of
              Security Holders                         15

Item 5.    Other Information                           15

Item 6.    Exhibits and Reports on Form 8-K            15


SIGNATURES                                             16

                                
                                
  YORK FINANCIAL CORP. AND SUBSIDIARIES
       CONSOLIDATED BALANCE SHEETS
<TABLE>
                                                               
(In thousands, unaudited)                   September June 30
                                               30
                                              1996     1996
<S>                                           <C>      <C>
                         ASSETS                          
Cash and due from banks:                                      
   Noninterest-earning                      $17,924    $21,864
   Interest-earning                           2,836      2,207
                                                              
                                             20,760     24,071
                                                              
Loans held for sale, net                      3,937      5,686
Securities held for trading                  15,229     21,736
Securities available for sale                53,293     53,115
Securities held to maturity(fair value at                     
Sept. 30,1996 - $8,973 and June 30, 1996 -          
$8,948)                                       9,258      9,275
Loans receivable, net                       993,384    938,570
Real estate, net                             13,602     13,361
Premises and equipment                       16,928     16,398
Federal Home Loan Bank stock, at cost         6,733      6,733
Accrued interest receivable                   7,654      7,370
Other assets                                  8,906      8,142
Investments in joint ventures                 4,762      5,347
Total Assets                             $1,154,446 $1,109,804
                                                            
                                                      
           LIABILITIES AND STOCKHOLDERS'                      
                  EQUITY
                                                              
Liabilities:                                                  
   Deposits                                 $922,007   $908,123
   Federal Home Loan Bank advances and                        
other borrowings                             116,877     74,380
   Advances from borrowers for taxes and       
insurance                                      1,752      4,237
   Other liabilities                          22,058     29,524
Total Liabilities                          1,016,264  1,062,694
                                                              
Stockholders' Equity:                                         
   Preferred Stock: 10,000,000 shares                         
authorized
   and unissued                                  ---       ---
   Common Stock, $1.00 par value:                             
    Authorized 10,000,000 shares; issued                      
Sept. 30,
    1996 - 6,741,505; June 30, 1996 -          6,742      6,088
6,087,722
   Additional capital                         78,739     67,809
   Retained earnings                           7,616     21,154
   Unrealized losses                            (285)      (451)
   Unearned ESOP shares                       (1,060)    (1,060)
Total Stockholders' Equity                    91,752     93,540
Total Liabilities and Stockholders'Equity $1,154,446 $1,109,804
                                                             
                                                      
See notes to consolidated financial statements
</TABLE>
  YORK FINANCIAL CORP. AND SUBSIDIARIES
    CONSOLIDATED STATEMENTS OF INCOME
<TABLE>
                                                           
                                             Three Months Ended
                                              September 30
                                             1996        1995
<S>                                          <C>         <C>
(In thousands except per share data,                       
unaudited)
Interest income:                                           
   Interest and fees on loans               $19,702     $18,379
   Interest on securities held for trading      382          91
   Interest on securities available for sale    888         577
   Interest and dividends on securities         
held to maturity                                233         532
   Other interest income                        175         234
      Total interest income                  21,380      19,813
Interest expense:                                              
   Interest on deposits                      11,212      10,268
   Interest on borrowings                     1,438       1,048
      Total interest expense                 12,650      11,316
      Net interest income                     8,730       8,497
Provision for loan losses                       903         600
      Net interest income after provision                      
for loan losses                               7,827       7,897
Other income:                                                  
   Mortgage banking                             753         689
   Gain (Loss) on sales of real estate         (53)       (265)
   Fees and service charges                     677         585
   Income (loss) from joint ventures          (627)         136
   Other operating income                       242         164
      Total other income                        992       1,309
Other expenses:                                                
   Salaries and employee benefits             2,957       2,753
   Occupancy                                    810         655
   Federal deposit insurance                    531         465
   SAIF special assessment                    5,310         ---
   Real estate                                   97         179
   Data processing                              249         244
   Other                                      1,442       1,283
      Total other expenses                   11,396       5,579
Income before income taxes                  (2,577)       3,627
Provision for income taxes                    (984)       1,456
Net income                                 $(1,593)      $2,171
                                                       
Per share data:                                                
   Net income                               $(0.23)      $ 0.32
   Cash dividends paid                      $0.136       $0.124
Weighted average shares                  7,037,130    6,868,978
                                                       
See notes to consolidated financial statements
</TABLE>
     YORK FINANCIAL CORP. AND SUBSIDIARIES
     CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
                                                                
                                               Three Months Ended
                                                September 30
(In thousands, unaudited)                         1996    1995
<S>                                               <C>      <C>
OPERATING ACTIVITIES                                            
 Net income                                     $(1,593)  $2,171
 Adjustments to reconcile net income to net                     
cash provided by operating activities:                              
         Amortization and accretion on             (192)   (649)
securities, net
         Provision for loan losses                   903     600
         Provision for real estate losses            ---        
                                                             100
         Depreciation and amortization               417     377
         Loans originated for sale              (19,276) (35,202)
         Proceeds from sales of trading           25,525  23,405
securities
         Realized (gains) losses on trading          133    (17)
securities
         Decrease (increase) in other assets       (708) (1,455)
         Increase (decrease) in other            (7,652)   1,327
liabilities
         Other                                       110   (210)
Net cash (used in) provided by operating         (2,333) (9,553)
activities
                                                                
INVESTING ACTIVITIES                                            
Proceeds from sales of securities available for             
sale                                                 ---   7,800
Principal repayments on securities                 2,313   1,772
Loans originated or acquired, net of increase                   
in deferred loan fees                          (100,139) (83,984)
Principal collected on loans                      43,086  39,255
Purchases of real estate                            (33)    (47)
Proceeds from sales of real estate                   958   1,280
Purchases of premises and equipment, net           (963)   (123)
Other                                            (2,219) (2,596)
Net cash used in investing activities           (56,997)(36,643)
                                                                
FINANCING ACTIVITIES                                            
Net increase (decrease) in demand deposits, NOW                 
accounts, savings accounts and 31-day           
certificates of deposit                         (19,035)   9,884
Net increase (decrease) in certificates of       
deposit                                           32,919  12,885
Net increase (decrease) in short-term           
borrowings                                        42,500  10,765
Repayments of Federal Home Loan Bank advances                   
  and other borrowings                               (3)     (3)
Issuance of common stock                             552     372
Cash dividends paid                                (914)   (813)
Net cash provided by financing activities         56,019  33,090
Increase (decrease) in cash and cash            
equivalents                                      (3,311)(13,106)              
Cash and cash equivalents at beginning of year    24,071  39,329
Cash  and cash equivalents at end of year        $20,760 $26,223
</TABLE>
                                                         


              YORK FINANCIAL CORP. AND SUBSIDIARIES
                                
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                       September 30, 1996


Note A -- Basis Of Presentation

The   accompanying  unaudited  condensed  consolidated  financial
statements  have  been  prepared  in  accordance  with  generally
accepted  accounting principles for interim financial information
and  with  the  instructions  to Form  10-Q  and  Article  10  of
Regulation  S-X.   Accordingly, they do not include  all  of  the
information   and   footnotes  required  by  generally   accepted
accounting principles for complete financial statements.  In  the
opinion  of  management, all adjustments  (consisting  of  normal
recurring  accruals) considered necessary for a fair presentation
have been included.  Operating results for the three month period
ended  September 30, 1996 are not necessarily indicative  of  the
results  that may be expected for the year ended June  30,  1997.
For  further  information,  refer to the  consolidated  financial
statements and footnotes thereto included in the Company's annual
report on Form 10-K for the year ended June 30, 1996.

Cash  Flow Information:  For purposes of the statements  of  cash
flows,  cash equivalents include cash and amounts due from banks.
During  the three months ended September 30, 1996 and  1995,  the
Association exchanged loans for mortgage-backed securities in the
amounts of $21.0 million and $26.3 million respectively.   During
the   three  months  ended  September  30,  1996  and  1995,  the
Association transferred unpaid loan balances from loans  to  real
estate  acquired  due to foreclosures of $1.4  million  and  $1.6
million respectively.

Reclassifications:  Certain reclassifications have been  made  to
the fiscal 1996 consolidated financial statements to conform with
the fiscal 1997 presentation.

Note B -- Per Share Data

On  October  18,  1996,  the Corporation  declared  a  10%  stock
dividend to shareholders of record on November 4, 1996,   payable
November 15, 1996.  Net income per share is computed based on the
weighted average number of common shares outstanding and dilutive
common  stock  equivalents, adjusted for stock  dividends.   Cash
dividends paid per share are based on the number of common shares
outstanding  at  each  declaration  date,  adjusted   for   stock
dividends.

                                
             MANAGEMENT'S DISCUSSION AND ANALYSIS OF
  CONSOLIDATED FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF
                      YORK FINANCIAL CORP.

Financial Review

      The  purpose  of  this discussion is to provide  additional
information  about  York  Financial Corp.  ("York  Financial"  or
"Corporation"),   its   financial  condition   and   results   of
operations.   Readers  of  this  report  should  refer   to   the
consolidated  financial  statements  and  other  financial   data
presented   throughout  this  report  to  fully  understand   the
following discussion and analysis.

     York Financial is a unitary savings and loan holding company
incorporated in Pennsylvania in September 1985 and in August 1986
became  the  sole  stockholder of York Federal Savings  and  Loan
Association  ("York  Federal"  or  "Association"),  a   federally
chartered  stock  savings and loan association.   Presently,  the
primary  business  of  York Financial is  the  business  of  York
Federal.  At September 30, 1996, the Corporation had consolidated
assets  of  $1.2  billion, total deposits of $922.0  million  and
stockholders'  equity  of $91.8 million.  The  Association  is  a
member  of the Federal Home Loan Bank ("FHLB") of Pittsburgh  and
is  subject  to  supervision, examination and regulation  by  the
Office  of  Thrift  Supervision ("OTS") and the  Federal  Deposit
Insurance  Corporation  ("FDIC").  The Association  is  primarily
engaged  in  the  business of attracting deposits  and  investing
these  deposits into loans secured by residential and  commercial
real  property,  consumer  loans and  securities.   York  Federal
conducts its business through twenty-two offices located in south
central  Pennsylvania  and Maryland.  In addition,  York  Federal
maintains  a commissioned mortgage origination staff as  well  as
mortgage   broker   relationships  which  originate   residential
mortgage  loans  for the Association primarily  in  Pennsylvania,
Maryland, Virginia and Delaware.  The Association's deposits  are
insured  up  to  applicable  limits by  the  Savings  Association
Insurance Fund ("SAIF") of the FDIC.

      The  Corporation's net income is highly  dependent  on  the
interest rate spread between the average rate earned on loans and
securities  and the average rate paid on deposits and  borrowings
as  well  as  the amount of the respective assets and liabilities
outstanding.   Other operating income is a strong  supplement  to
York  Federal's interest income and is primarily  the  result  of
mortgage banking activities including gains on sales of mortgage-
backed   securities  created  from  loan  originations  and   the
resulting service fee income derived from the portfolio of  loans
serviced for others.  Other operating income also includes  gains
and  losses on sales of real estate and fees and service  charges
assessed on loan and deposit transactions, as well as income/loss
from equity investments.

Interest Rate Sensitivity Management

           In  an  effort to maintain control over  net  interest
income,  management  of  York Federal focuses  its  attention  on
managing  the interest rate sensitivity of assets and liabilities
and  controlling the volume of lending, investment and  borrowing
activity.  By managing the ratio of interest sensitive assets  to
interest sensitive liabilities repricing in the same periods, the
Corporation  seeks  to minimize the negative effect  of  interest
rate fluctuations.

      Management  reviews the Association's interest  sensitivity
position  on an ongoing basis and prepares strategies  to  adjust
that  sensitivity  to maximize the yield on the  asset  portfolio
while maintaining the interest rate sensitivity on earning assets
at  acceptable levels to insulate it from the effects of interest
rate  fluctuations.   The  Corporation originates  for  portfolio
principally short and intermediate term and adjustable rate loans
and sells most fixed rate loan originations.  The funding sources
for  these  portfolio loans are deposits with various  maturities
and  short  term borrowings.  The result of this origination  and
funding activity was a $54.4 million liability sensitive  gap  at
the one year time period at September 30, 1996.
<TABLE>
Interest Sensitivity Gap Analysis
                                         Subject to Repricing
                                          September 30   June 30
                                              1996        1996
(Dollars in thousands)                          
<S>                                           <C>         <C>                                                                 
Earning assets maturing or repricing                 
within one year                               $641,768   $645,432
                                                                 
Interest bearing liabilities maturing or                         
repricing within one year                      696,194    641,677
                                                                 
Interest sensitivity gap within one year     $(54,426)    $ 3,755
                                                         
      Cumulative interest sensitivity gap                        
      within one year as a percent of 
      total assets                              (4.71)%      0.34%
</TABLE>
      The  Corporation also monitors its interest  rate  risk  in
accordance with regulatory guidance. Fluctuations in net interest
income and the market value of portfolio equity are determined in
various  interest rate scenarios and monitored against acceptable
limitations established by management and approved by  the  Board
of  Directors.   Interest rate risk as indicated through  balance
sheet  simulations  at September 30, 1996  is  considered  to  be
within  acceptable  limits.  The management of  York  Federal  is
committed  to managing the asset portfolio in order  to  maximize
the  yield  and  maintain an interest rate  sensitivity  of  York
Federal's  earning  assets that insulates it from  the  potential
negative effect of interest rate fluctuations.

Asset Quality

           Management is aware of the risks inherent  in  lending
and   continually  monitors  risk  characteristics  of  the  loan
portfolio.  The Association's policy is to maintain the allowance
for  loan  losses at a level believed adequate by  management  to
absorb  potential loan losses within the portfolio.  Management's
determination of the adequacy of the allowance is performed by an
internal   loan   review  committee  and   is   based   on   risk
characteristics  of  loans  including loans  deemed  impaired  in
accordance  with  FASB Statement No. 114, past  loss  experience,
economic   conditions  and  such  other  factors   that   deserve
recognition.    Additions  to  the  allowance  are   charged   to
operations.





An  analysis  of the allowance for loan losses, for  the  periods
indicated is as follows:
<TABLE>
                                                Three     Fiscal
                                                Months     Year
                                                Ended     Ended
                                             September 30 June 30
(Dollars in thousands)                           1996      1996
<S>                                              <C>       <C>
Total allowance for loan losses at beginning          
of period                                        $6,609    $5,840
Loans charged-off:                                               
   Real estate - mortgage:                                       
     Residential                                    316     1,151
     Commercial                                      48       620
   Consumer                                          78       100
       Total charged-offs                           442     1,871
                                                                 
Recoveries:                                                      
   Real estate - mortgage:                                       
     Residential                                    120       156
     Commercial                                     102       184
       Total recoveries                             222       340
       Net loans charged-off                        220     1,531
Provision for loan losses                           903     2,300
Total allowance for loan losses at end of             
period                                           $7,292    $6,609
Percentage of net charge-offs to average                         
loans outstanding during the period               0.02%     0.17%
Percentage of allowance for loan losses to                       
adjusted total loans                              0.73%     0.70%
</TABLE>
                                                                 

      The  allowance for loan losses totaled $7.3 million or .73%
of  adjusted total loans of $1.0  billion at September 30,  1996.
Such  amount  is  considered adequate  relative  to  management's
assessment   of  risk  characteristics  inherent  in   the   loan
portfolio.   While  management  uses  available  information   to
recognize losses on loans, future additions to the allowance  may
be  necessary based on specific circumstances related to  problem
loans as well as changes in economic conditions.

      An  analysis  of  nonperforming  assets  is  summarized  as
follows:
<TABLE>
                                           September 30 June 30
                                             1996         1996
(Dollars in thousands)                                      
<S>                                           <C>          <C>
Loans accounted for on a nonaccrual                         
basis:
    Real estate-mortgage:                                        
      Commercial                               $4,864      $ 1,481
    Land                                          200          200
        Total nonaccrual loans                  5,064        1,681
Accruing loans which are contractually                           
 past due 90 days or more:                                       
    Real estate-mortgage:                                        
      Residential                               9,001       10,029
    Consumer                                      645          383
        Total of 90 days past due loans         9,646       10,412
Total of nonaccrual and 90 days past due        
loans                                         $14,710      $12,093
  As a percent of total loans                   1.47%       1.28%
                                                                 
                                                        
Real estate owned:                                          
  Real estate acquired through                                   
foreclosure or
      repossession by loan type:                                 
    Real estate:                                                 
      Residential                              $5,272     $ 4,913
      Commercial                                2,236       2,370
    Land                                        3,206       3,349
  Allowance for real estate losses              (754)       (955)
Total real estate owned                        $9,960     $ 9,677
  As a percent of total assets                  0.86%       0.87%
Total nonperforming assets                    $24,670     $21,770
  As a percent of total assets                  2.14%       1.96%
</TABLE>
      Management  recognizes the risk of potential  reduction  in
value of real estate owned during the holding period and provides
for  such risk by maintaining a general allowance for real estate
losses  (such  reserve is separate from and in  addition  to  the
allowance  for  loan  losses).  For the  first  three  months  of
fiscal  1997,  no  additions were made to the allowance.   Charge
offs net of recoveries of $201,000 resulted in a decrease in  the
allowance  for Real Estate Owned losses to $754,000 at  September
30,  1996.  Management continually monitors the risk  profile  of
real  estate  owned and maintains an allowance  for  real  estate
losses  at a level  believed adequate to absorb  potential losses
within  the real estate portfolio.

Liquidity

      The  primary  purpose of asset/liability management  is  to
maintain  adequate  liquidity  and  a  desired  balance   between
interest  sensitive assets and liabilities.  Liquidity management
focuses  on  the  ability to meet the cash flow  requirements  of
customers wanting to withdraw or borrow funds for their  personal
or  business needs.  Interest rate sensitivity management focuses
on   consistent  growth  of  net  interest  income  in  times  of
fluctuating  interest  rates.  The management  of  liquidity  and
interest  rate  sensitivity must be coordinated  since  decisions
involving one may influence the other.

      Liquidity  needs  can be met by either reducing  assets  or
increasing liabilities.  Sources of asset liquidity include short
term  investments,  securities available for sale,  maturing  and
repaying  loans  and  monthly  cash  flows  from  mortgage-backed
securities.  The loan portfolio provides an additional source  of
liquidity  due  to York Federal's participation in the  secondary
mortgage  market.   Liquidity needs  can  be  met  by  attracting
deposits  and utilizing borrowing arrangements with the FHLB  and
the  Federal Reserve Bank of Philadelphia for short and long term
advances as well as other short term borrowings.

      Deposits  represent  the Association's  primary  source  of
funds.  The Association does not rely on brokered deposits  as  a
source  of funds.  During the first three months of fiscal  1997,
the Association's deposits increased $13.9 million.  In addition,
York  Federal  has  supplemented its  deposit  gathering  efforts
through borrowings from the FHLB of Pittsburgh.  At September 30,
1996,   York   Federal  had  $115.8  million  in  FHLB   advances
outstanding at a weighted average interest rate of 5.88%.

      Under  current  regulations, York Federal  is  required  to
maintain  liquid  assets at 5.0% or more of its net  withdrawable
deposits plus short term borrowings.  Throughout the three months
ended  September  30,  1996, York Federal maintained  an  average
liquidity  level  which  was in compliance  with  the  regulatory
requirements.  At September 30, 1996, the Association's liquidity
level was 5.07%.

     Amortization and prepayments of loans and proceeds from loan
and  securities  sales within the Association's mortgage  banking
activity represent a substantial source of funds to York Federal.
These  sources  amounted to $71.1 million  for  the  first  three
months of fiscal 1997, respectively.

      The  principal use of York Federal funds is the origination
of  mortgage  and  other loans.  Loan demand  resulted  in  total
originations of $121.7 million for the period ended September 30,
1996.   Loan originations were obtained through various  channels
including   the  retail  branch  system,  commissioned   mortgage
origination  staff, tele-mortgage activity and expanded  mortgage
broker  relationships.  The volume of originations was  favorably
impacted  by  a  relatively stable interest rate environment  and
included   traditional  long  term  fixed  rate  loans  primarily
originated  for  sale as well as adjustable rate and  residential
construction loan products.  In addition, in response to changing
customer  preferences intermediate term mortgage  products,  i.e.
seven year balloon loans and 5/1 CMT adjustable rate loans (fixed
rate   for   the   first  five  years  with  annual   adjustments
thereafter),  became a more significant component of  origination
volume.

Capital

     The management of capital provides the foundation for future
asset  and  profitability growth and is a major strategy  in  the
management  of  York  Financial Corp.   Stockholders'  equity  at
September  30,  1996  totaled $91.8  million  compared  to  $86.9
million  at  September 30, 1995, an increase of $4.9  million  or
5.6%.   This  growth  was  a result of a combination  of  factors
including  earnings  growth,  cash dividends  paid,  issuance  of
shares   in   connection  with  various  benefit   and   dividend
reinvestment  plans  and  the  impact  of  unrealized  losses  on
"available for sale" securities.

      OTS  regulated  thrifts must comply  with  various  capital
standards:

      Tangible  Capital.  Generally, common stock  plus  retained
earnings must equal at least 1.5% of adjusted total assets.

      Core  Capital  to  total  assets.   Tangible  capital  plus
qualifying supervisory goodwill (arising from the purchase  of  a
troubled  savings  association) and other  qualifying  intangible
assets must equal at least 3.0% of adjusted total assets.

      Risk-Based Capital.  Risk-based capital must equal at least
8.0%  of  risk-weighted assets, as defined  in  the  regulations.
Core  capital component of risk-based capital, as defined  above,
must equal at least 4.0% of risk weighted assets.

      At  September  30, 1996, York Federal's tangible  and  core
capital  both  equaled  7.1%  ($80.9 million),  substantially  in
excess  of the minimum regulatory requirements of 1.5% and  3.0%,
respectively, as indicated above.  York Federal's total assets do
not  include any goodwill.  York Federal's core capital  to  risk
weighted  assets equaled 10.8% ($80.9 million) at June 30,  1996,
which  exceeds  its  required  level  of  4.0%.   Finally,   York
Federal's risk-based capital ratio equaled 11.4% ($87.6  million)
at  September 30, 1996, which exceeds its required level of  8.0%
by $26.1 million.


Results of Operations

Three  months Ended September 30, 1996 Compared to September  30,
1995

Net Interest Income

      York Financial's earnings are affected by the level of York
Federal's net interest income, the difference between the  income
it  receives on its loan portfolio and other investments and  its
cost  of money, consisting primarily of interest paid on deposits
and  borrowings.  Net interest income is affected by the  average
yield  on  interest-earning asset, the average rate on  interest-
bearing liabilities, and the ratio of interest-earning assets  to
interest-bearing liabilities.

            Net  interest  income  for  the  three  months  ended
September 30, 1996 was $8.7 million compared to $8.5 million  for
the  same period last year.  The increase in net interest  income
was  attributable  to  an  increase  in  average  earning  assets
primarily  due to the retention of intermediate term assets.  The
margin  on interest-earning assets decreased to 3.28% from  3.57%
for  the  three   months  ended  September  30,  1996  and  1995,
respectively. The impact of a lower interest rate environment,  a
decrease in deferred fee income recognition and a higher level of
non-accrual  loans resulted in a 30 basis point decrease  to  the
average  yield on interest earning assets to 7.94% for the  three
months ended September 30, 1996 as compared to 8.24% in the  same
period  in  the  prior year. The higher level of interest-bearing
liabilities during the first three months of fiscal 1997 resulted
from   increases  in  higher  cost  guaranteed  money  fund   and
certificate  accounts  and  short-term  borrowings   which   were
partially offset by decreases in savings and regular money market
accounts.  This resulting composition shift partially offset  the
lower  levels  of interest rates resulting in a decrease  to  the
average rate on interest bearing liabilities to 4.95% as compared
to 4.96% in the same period last year.  The net effect caused the
interest rate spread for the current period to decrease to  2.99%
from 3.28% in the same period last year.

Provision for Loan Losses

      Management  is aware of the risks inherent in  lending  and
continually monitors risk characteristics of the loan  portfolio.
See "Asset Quality".

Other Income

      Other  income  was  $992,000 for  the  three  months  ended
September  30, 1996, a decrease of  24.2% from the  three  months
ended  September 30, 1995. Mortgage banking income for the  three
months ended September 30, 1996 increased $64,000 to $753,000  or
9.3%  as  compared  to the same period in 1995 and  includes  net
gains  on  sales of loans and trading securities and income  from
servicing  fees.   The  portfolio of loans  serviced  for  others
totaled  $597.9  million at September 30,  1996  as  compared  to
$578.0  million at September 30, 1995.  The servicing rate earned
on  the  portfolio  of loans serviced for others  for  the  three
months ended September 30, 1996 decreased to .257% from .269%  in
the same period in 1995.   Fees and service charges for the three
months  ended  September 30, 1996 increased by 15.7%  to  677,000
compared  to 585,000 in the same period in 1995.  The Corporation
is  a  partner  in various joint ventures.  These joint  ventures
during  the  first  three months of fiscal  1997  had  losses  of
$627,000.    These   losses  were  primarily   related   to   the
Corporation's  share  in  the net losses  of  a  venture  capital
partnership  resulting  from  the  decreased  market   value   of
underlying  portfolio  investments.  Other operating  income  was
$242,000 in the first three months of fiscal 1997 as compared  to
$164,000  in  the  first  three  months  of  fiscal  1996.  Other
operating   income  also  includes  income  from  operations   of
subsidiaries,   including  commissions   earned   from   discount
brokerage   activities,  appraisal  and  construction  inspection
services  provided  to independent third parties  and  equity  in
earnings of joint ventures.

Other Expenses

      Other  expenses of $11.4 million increased $5.8 million  or
104.3%  for the three months ended September 30, 1996 as compared
to the same period in 1995.

      The  Deposit  Insurance  Funds  Act  of  1996  was  enacted
September 30, 1996 and included provisions for a one-time special
assessment   to   recapitalize  the  SAIF  (Savings   Association
Insurance  Fund) of the FDIC. This Act required SAIF institutions
to  pay a one-time special assessment of 65.7 basis points on the
deposit premium assessment base of March 31, 1995 resulting in  a
$5.3  million pre-tax charge recognized in the three months ended
September 30, 1996. Future SAIF insurance premiums will  be  paid
at  a substantially lower rate of 6.4 basis points compared to 23
basis points prior to enactment of the Deposit Insurance Fund Act
of  1996.  This new assessment rate will be more consistent  with
the  deposit insurance premiums paid by BIF (Bank Insurance Fund)
insured institutions.

      Salaries and employee benefits increased $204,000  or  7.4%
over the same period in 1995 and is primarily attributable to the
implementation of revisions to the salary administration program.
Occupancy  expense  increased $155,000 or  23.7%  over  the  same
period  in  1995  and is primarily attributed to  operating  cost
related  to  a  new  office facility.  Federal deposit  insurance
premiums increased $66,000 or 14.2% over the same period in  1995
and  is  directly attributed to increased deposits.  Real  estate
expenses  decreased $82,000 when compared to September  30,  1995
and  is  primarily  attributable to a decrease in  provision  for
possible  real  estate  losses  (see  asset  quality),  decreased
carrying costs of $7,000 related to maintaining the portfolio  of
properties  and settlement and legal fees related to  disposition
of  properties  and a $26,000 decrease in rental income.    Other
expenses  includes  a  loss accrual of $100,000  related  to  the
expected settlement of litigation initiated in 1991.

Provision for Income Taxes

      The provision for income taxes (benefit) of ($984,000)  for
the three months ended September 30, 1996 represents an effective
tax  rate of 38.2% as compared to 40.1% for the same period  last
year.   The  Corporation can realize the tax benefit created  for
the three months ended September 30, 1996.


Regulatory Matters

      Transactions with affiliates are limited to 10% of  capital
and  surplus  per affiliate with an aggregate limit on  all  such
transactions with affiliates to 20% of capital and  surplus.   At
September  30, 1996 such transactions are within these regulatory
limits.

Effects of Inflation and Changing Prices

      The consolidated financial statements and related financial
data  presented  herein  have been prepared  in  accordance  with
generally  accepted  accounting  principles,  which  require  the
measurement of financial position and operating results in  terms
of  historical dollars, without considering changes  in  relative
purchasing power over time due to inflation.

      Unlike  most  industrial companies, virtually  all  of  the
assets and liabilities of a financial institution are monetary in
nature.   As  a  result,  interest rates generally  have  a  more
significant impact on a financial institution's performance  than
does  the effect of inflation.  Interest rates do not necessarily
move  in the same direction or in the same magnitude as the price
of   goods  and  services  since  such  prices  are  affected  by
inflation.   In  the  current  interest  rate  environment,   the
liquidity  and maturity structures of York Federal's  assets  and
liabilities  are  critical  to  the  maintenance  of   acceptable
performance levels.

PART II.         OTHER INFORMATION
                                                                 
                                                                 
   ITEM 1.       LEGAL PROCEEDINGS
                                                                 
                        None
                                                                 
                                                                 
   ITEM 2.       CHANGES IN SECURITIES
                                                                 
                        None
                                                                 
                                                                 
   ITEM 3.       DEFAULTS UPON SENIOR SECURITIES
                                                                 
                        None
                                                                 
                                                                 
                                                                 
   ITEM 4.       OTHER INFORMATION
                                                                 
                        None
                                                                 
                                                                 
   ITEM 5.       EXHIBITS AND REPORTS ON FORM 8-K
                                                                 
                       The following exhibit is included herein:
                                                                 
                       (11)  Statement re:  computation of
                             earnings per share
                                                                 
                       The company did not file any reports on
                       Form 8-K during
                       the three months ended September 30, 1996.
                                                                 


                           SIGNATURES




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


                                          York Financial Corp.

(Registrant)


Date November 13, 1996               /s/ Robert W. Pullo
                                     Robert W. Pullo, President -
                                     Chief Executive Officer


Date November 13, 1996               /s/ James H. Moss
                                     James H. Moss, Senior Vice
                                     President - Chief Financial 
                                     Officer/Treasurer

<TABLE>
                                                                
(11) -- Statement  re:  Computation of
                    Earnings Per Share
                                        Three Months Ended
                                        September 30
                                           1996         1995
(Dollars in thousands, except per share data)
                                                                
<S>                                         <C>         <C>
Primary:                                                        
  Average shares outstanding              6,042,310    5,903,166
  Net effect of dilutive stock                                  
     options -- based on the treasury                           
     stock method using average
     market price                           355,081      341,360
                                                     
                                Totals    6,397,391    6,244,526
                                                     
                                                                
Net income                               $  (1,593)     $  2,171
                                                     
Per share amount                         $   (0.25)     $   0.35
                                                     
                                                                
                                                                
Fully diluted:                                                  
Average shares outstanding                6,042,310    5,903,166
Net effect of dilutive stock options -                          
  based on the treasury stock method                            
  using quarter end market price or 
  average market price whichever                          
  is greater                                388,862      357,860
                                                     
                                Totals    6,431,172    6,261,026
                                                     
                                                                
                                                                
Net income                               $  (1,593)     $  2,171
                                                     
Per share amount                         $   (0.25)     $   0.35
</TABLE>
                                                     



<TABLE> <S> <C>

<ARTICLE> 9
<MULTIPLIER> 1000
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          JUN-30-1997
<PERIOD-END>                               SEP-30-1996
<CASH>                                           20760
<INT-BEARING-DEPOSITS>                            2836
<FED-FUNDS-SOLD>                                     0
<TRADING-ASSETS>                                 15229
<INVESTMENTS-HELD-FOR-SALE>                      53293
<INVESTMENTS-CARRYING>                            9258
<INVESTMENTS-MARKET>                              8973
<LOANS>                                        1000676
<ALLOWANCE>                                       7292
<TOTAL-ASSETS>                                 1154446
<DEPOSITS>                                      922007
<SHORT-TERM>                                    115500
<LIABILITIES-OTHER>                              22058
<LONG-TERM>                                       1377
                                0
                                          0
<COMMON>                                          6742
<OTHER-SE>                                       85010
<TOTAL-LIABILITIES-AND-EQUITY>                 1154446
<INTEREST-LOAN>                                  19702
<INTEREST-INVEST>                                 1503
<INTEREST-OTHER>                                   175
<INTEREST-TOTAL>                                 21380
<INTEREST-DEPOSIT>                               11212
<INTEREST-EXPENSE>                               12650
<INTEREST-INCOME-NET>                             8730
<LOAN-LOSSES>                                      903
<SECURITIES-GAINS>                                   0
<EXPENSE-OTHER>                                  11396
<INCOME-PRETAX>                                  (2577)
<INCOME-PRE-EXTRAORDINARY>                       (2577)
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                     (1593)
<EPS-PRIMARY>                                    (0.23)
<EPS-DILUTED>                                    (0.23)
<YIELD-ACTUAL>                                    3.28
<LOANS-NON>                                       5064
<LOANS-PAST>                                      9646
<LOANS-TROUBLED>                                     0
<LOANS-PROBLEM>                                      0
<ALLOWANCE-OPEN>                                  6609
<CHARGE-OFFS>                                      442
<RECOVERIES>                                       222
<ALLOWANCE-CLOSE>                                 7292
<ALLOWANCE-DOMESTIC>                              4374
<ALLOWANCE-FOREIGN>                                  0
<ALLOWANCE-UNALLOCATED>                           2918
        

</TABLE>


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