WVS FINANCIAL CORP
10-Q, 2000-05-11
SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

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

         For the quarterly period ended March 31, 2000

                                       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: 0-22444

                               WVS Financial Corp.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

                 Pennsylvania                             25-1710500
        -------------------------------              ----------------------
        (State or other jurisdiction of                (I.R.S. Employer
        incorporation or organization)               Identification Number)

                 9001 Perry Highway
            Pittsburgh, Pennsylvania                         15237
        -------------------------------                   ----------
              (Address of principal                       (Zip Code)
              executive offices)

                                 (412) 364-1911
                         -------------------------------
                         (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  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirement for the past 90 days.    YES [ X ]    NO    [   ]

         Shares  outstanding as of May 9, 2000:  2,892,176  shares Common Stock,
$.01 par value.
<PAGE>
                       WVS FINANCIAL CORP. AND SUBSIDIARY
                       ----------------------------------

                                      INDEX
                                      -----

PART I.             Financial Information                             Page
- -------             ---------------------                             ----

Item 1.             Financial Statements

                    Consolidated Statements of Financial
                    Condition as of March 31, 2000
                    and June 30, 1999 (Unaudited)                       3

                    Consolidated Statements of Income
                    for the Three and Nine Months Ended
                    March 31, 2000 and 1999 (Unaudited)                 4

                    Consolidated Statements of Cash Flows
                    for the Nine Months Ended March 31,
                    2000 and 1999 (Unaudited)                           5

                    Consolidated Statements of Changes in
                    Stockholders' Equity for the Nine Months
                    Ended March 31, 2000 (Unaudited)                    7

                    Notes to Unaudited Consolidated
                    Financial Statements                                8

Item 2.             Management's Discussion and Analysis of
                    Financial Condition and Results of
                    Operations for the Three and Nine Months
                    Ended March 31, 2000                               10

Item 3.             Quantitative and Qualitative Disclosures
                    about Market Risk                                  17

PART II.            Other Information                                 Page
- --------            -----------------                                 ----

Item 1.             Legal Proceedings                                  21
Item 2.             Changes in Securities                              21
Item 3.             Defaults upon Senior Securities                    21
Item 4.             Submission of Matters to a Vote of
                    Security Holders                                   21
Item 5.             Other Information                                  21
Item 6.             Exhibits and Reports on Form 8-K                   21
  --                Signatures                                         22



                                       2
<PAGE>
<TABLE>
<CAPTION>
                                       WVS FINANCIAL CORP. AND SUBSIDIARY
                                 CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
                                                   (UNAUDITED)
                                                 (in thousands)

                                                                                March 31, 2000    June 30, 1999
                                                                                --------------    -------------
          Assets
          ------
<S>                                                                                  <C>            <C>
Cash and due from banks                                                              $     760      $     745
Interest-earning demand deposits                                                         1,196          1,148
Investment securities available-for-sale (amortized cost of
   $1,380 and $1,380)                                                                    1,282          1,402
Investment securities held-to-maturity (market value of
   $124,509 and $87,850)                                                               131,215         90,764
Mortgage-backed securities available-for-sale (amortized cost of
   $10,647 and $9,342)                                                                  10,397          9,273
Mortgage-backed securities held-to-maturity (market value of
   $63,230 and $62,167)                                                                 65,441         63,107
Federal Home Loan Bank stock, at cost                                                    4,619          6,195
Net loans receivable (allowance for loan losses of $1,842)                             178,978        170,327
Accrued interest receivable                                                              3,288          3,105
Premises and equipment                                                                   1,078          1,154
Deferred taxes and other assets                                                          1,333          1,188
                                                                                     ---------      ---------
          TOTAL ASSETS                                                               $ 399,587      $ 348,408
                                                                                     =========      =========

          Liabilities and Stockholders' Equity
          ------------------------------------

Liabilities:
Savings Deposits:
   Non-interest-bearing accounts                                                     $  10,142      $   9,037
   NOW accounts                                                                         18,326         16,668
   Savings accounts                                                                     38,116         38,923
   Money market accounts                                                                12,995         12,610
   Certificates of deposit                                                              91,718         93,876
                                                                                     ---------      ---------
    Total savings deposits                                                             171,297        171,114
Federal Home Loan Bank advances                                                         92,384        116,900
Other borrowings                                                                       103,251         25,820
Advance payments by borrowers for taxes and insurance                                    2,424          3,130
Accrued interest payable                                                                 1,791          1,929
Other liabilities                                                                        2,110          1,577
                                                                                     ---------      ---------
     TOTAL LIABILITIES                                                                 373,257        320,470
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
<S>                                                                                  <C>            <C>
Stockholders' equity:
Preferred stock:
   5,000,000 shares, no par value per share, authorized; none
   outstanding                                                                            --             --
Common stock:
   10,000,000 shares, $.01 par value per share, authorized;
   3,674,420 and 3,668,060 shares issued                                                    37             37
Additional paid-in capital                                                              19,268         19,062
Treasury stock: 777,274 and 498,303 shares at cost, respectively                       (11,410)        (7,596)
Retained earnings, substantially restricted                                             19,039         17,024
Accumulated other comprehensive loss                                                      (230)           (31)
Unallocated shares - Recognition and Retention Plans                                      (243)          (326)
Unallocated shares - Employee Stock Ownership Plan                                        (131)          (232)
                                                                                     ---------      ---------
     TOTAL STOCKHOLDERS' EQUITY                                                         26,330         27,938
                                                                                     ---------      ---------
          TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                 $ 399,587      $ 348,408
                                                                                     =========      =========

</TABLE>

          See accompanying notes to consolidated financial statements.

                                       3
<PAGE>
<TABLE>
<CAPTION>
                                   WVS FINANCIAL CORP. AND SUBSIDIARY
                                   CONSOLIDATED STATEMENTS OF INCOME
                                              (UNAUDITED)
                                 (in thousands, except per share data)

                                                       Three Months Ended            Nine Months Ended
                                                            March 31,                    March 31,
                                                 -------------------------     -------------------------
                                                      2000           1999           2000           1999
                                                 ----------     ----------     ----------     ----------
<S>                                              <C>            <C>            <C>            <C>
INTEREST AND DIVIDEND INCOME:
     Loans                                       $    3,421     $    3,158     $   10,318     $    9,536
     Investment securities                            2,215          1,193          6,060          4,013
     Mortgage-backed securities                       1,333          1,236          3,860          3,093
     Interest-earning deposits with other
         institutions                                     8             32             29             64
     Federal Home Loan Bank stock                       117             99            367            277
                                                 ----------     ----------     ----------     ----------
          Total interest and dividend income          7,094          5,718         20,634         16,983
                                                 ----------     ----------     ----------     ----------

INTEREST EXPENSE:
     Deposits                                         1,573          1,576          4,711          4,928
     Borrowings                                       2,747          1,550          7,432          4,436
     Advance payments by borrowers for taxes
       and insurance                                     11             11             25             25
                                                 ----------     ----------     ----------     ----------
          Total interest expense                      4,331          3,137         12,168          9,389
                                                 ----------     ----------     ----------     ----------

NET INTEREST INCOME                                   2,763          2,581          8,466          7,594
PROVISION FOR LOAN LOSSES                              --             --             --             --
                                                 ----------     ----------     ----------     ----------
NET INTEREST INCOME AFTER PROVISION
   FOR LOAN LOSSES                                    2,763          2,581          8,466          7,594
                                                 ----------     ----------     ----------     ----------

NON-INTEREST INCOME:
     Service charges on deposits                         69             64            218            200
     Investment securities gains, net                  --             --             --               36
     Other                                               63             45            194            137
                                                 ----------     ----------     ----------     ----------
          Total non-interest income                     132            109            412            373
                                                 ----------     ----------     ----------     ----------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
<S>                                              <C>            <C>            <C>            <C>
NON-INTEREST EXPENSE:
     Salaries and employee benefits                     676            683          2,236          2,091
     Occupancy and equipment                             88             89            266            272
     Deposit insurance premium                            9             26             60             76
     Data processing                                     44             43            132            131
     Correspondent bank service charges                  36             33            107             94
     Other                                              188            165            553            548
                                                 ----------     ----------     ----------     ----------
          Total non-interest expense                  1,041          1,039          3,354          3,212
                                                 ----------     ----------     ----------     ----------

INCOME BEFORE INCOME TAXES                            1,854          1,651          5,524          4,755
INCOME TAXES                                            723            644          2,076          1,814
                                                 ----------     ----------     ----------     ----------
NET INCOME                                       $    1,131     $    1,007     $    3,448     $    2,941
                                                 ==========     ==========     ==========     ==========

EARNINGS PER SHARE:
     Basic                                       $     0.39     $     0.30     $     1.16     $     0.84
     Diluted                                     $     0.39     $     0.30     $     1.15     $     0.84

AVERAGE SHARES OUTSTANDING:
     Basic                                        2,915,300      3,360,599      2,983,285      3,485,380
     Diluted                                      2,936,508      3,390,557      3,008,733      3,516,200

</TABLE>

          See accompanying notes to consolidated financial statements.

                                       4
<PAGE>
<TABLE>
<CAPTION>
                                    WVS FINANCIAL CORP. AND SUBSIDIARY
                                   CONSOLIDATED STATEMENTS OF CASH FLOWS
                                                (UNAUDITED)
                                              (in thousands)

                                                                              Nine Months Ended March 31,
                                                                              ---------------------------
                                                                                  2000         1999
                                                                               --------      ---------
<S>                                                                            <C>           <C>
OPERATING ACTIVITIES

Net income                                                                     $  3,448      $   2,941
Adjustments to reconcile net income to cash provided by operating
 activities:
   Gain on sale of investments and mortgage-backed securities                      --              (36)
   Depreciation and amortization, net                                                87             88
   Amortization of discounts, premiums and deferred loan fees                       (71)            33
   Amortization of ESOP, RRP and deferred and unearned
      compensation                                                                  355            263
   Increase in accrued interest receivable                                         (183)           333
   Increase (decrease) in accrued interest payable                                 (138)           216
   Increase in accrued and deferred taxes                                           548            408
   Other, net                                                                       (39)           289
                                                                               --------      ---------
         Net cash provided by operating activities                                4,007          4,535
                                                                               --------      ---------

INVESTING ACTIVITIES

Available-for-sale:
   Purchases of investments and mortgage-backed securities                       (2,932)       (26,908)
   Proceeds from repayments of investments and mortgage-backed securities         1,618         50,272
   Proceeds from sale of investments and mortgage-backed securities                --              905
Held-to-maturity:
   Purchases of investments and mortgage-backed securities                      (53,880)      (147,763)
   Proceeds from repayments of investments and mortgage-backed securities        11,345         99,507
Increase in net loans receivable                                                 (8,820)        (2,216)
Decrease (increase) in FHLB stock                                                 1,576         (1,520)
Other, net                                                                          (16)          --
Purchases of premises and equipment                                                 (10)           (79)
                                                                               --------      ---------
         Net cash used for investing activities                                 (51,119)       (27,802)
                                                                               --------      ---------
</TABLE>

                                        5
<PAGE>
<TABLE>
<CAPTION>
                       WVS FINANCIAL CORP. AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
                                 (in thousands)

                                                                         Nine Months Ended March 31,
                                                                        ---------------------------
                                                                            2000          1999
                                                                          --------      --------
<S>                                                                        <C>             <C>
FINANCING ACTIVITIES

Net increase in transaction and passbook accounts                            2,342           274
Net (decrease) increase in certificates of deposit                          (2,158)          914
Net (decrease) increase in FHLB advances                                   (24,516)       19,643
Net increase in other borrowings                                            77,431         9,889
Net decrease in advance payments by borrowers for taxes and insurance         (706)         (929)
Net proceeds from issuance of common stock                                      34           238
Funds used for purchase of treasury stock                                   (3,814)       (6,104)
Cash dividends paid                                                         (1,435)       (1,643)
                                                                          --------      --------
         Net cash provided by financing activities                          47,178        22,282
                                                                          --------      --------

         Increase (decrease) in cash and cash equivalents                       66          (985)

CASH AND CASH EQUIVALENTS AT BEGINNING OF THE PERIOD                         1,893         2,506
                                                                          --------      --------

CASH AND CASH EQUIVALENTS AT END OF THE PERIOD                            $  1,956      $  1,521
                                                                          ========      ========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

   Cash paid during the period for:
      Interest on deposits, escrows and borrowings                        $ 12,306      $  9,173
      Income taxes                                                        $  1,427      $  1,153

</TABLE>
          See accompanying notes to consolidated financial statements.

                                       6
<PAGE>
<TABLE>
<CAPTION>
                       WVS FINANCIAL CORP. AND SUBSIDIARY
           CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
                                   (UNAUDITED)
                                 (in thousands)
                                                                                                 Accum.
                                                                                                 Other        Retained
                                            Add'l.                   Unallocated   Unallocated   Compre-      Earnings
                                  Common    Paid-In       Treasury   Shares Held   Shares Held   hensive    Substantially
                                  Stock     Capital        Stock       by ESOP        by RRP       Loss      Restricted     Total
                                  -----     -------        -----       -------        ------       ----      ----------     -----
<S>                             <C>         <C>           <C>        <C>            <C>          <C>          <C>          <C>
Balance at June 30, 1999        $    37     $19,062       $(7,596)   $  (232)       $ (326)      $  (31)      $17,024      $27,938

Comprehensive income:

   Net Income                                                                                                   3,448        3,448
   Other comprehensive
     income:
      Change in unrealized
          holding losses on
          securities, net of
          income tax benefit
          of  $103                                                                                 (199)                      (199)
                                                                                                                           -------

Comprehensive income                                                                                                         3,249

Purchase of shares for
   treasury stock                                          (3,814)                                                          (3,814)

Release of earned
   Employee Stock
   Ownership Plan (ESOP)
   shares                                       172                      101                                                   273

Accrued compensation
   expense for Recognition
   and Retention Plans (RRP)                                                            83                                      83

Exercise of stock options                        34                                                                             34

Cash dividends declared
   ($0.48 per share)                                                                                            (1,433)     (1,433)

                                -------     -------       --------   -------        ------       -------       -------     -------
Balance at March 31, 2000       $    37     $19,268       $(11,410)  $  (131)       $ (243)      $  (230)      $19,039     $26,330
                                =======     =======       ========   =======        ======       =======       =======     =======

</TABLE>

          See accompanying notes to consolidated financial statements.

                                        7
<PAGE>
                       WVS FINANCIAL CORP. AND SUBSIDIARY
                       ----------------------------------

              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS


1.       BASIS OF PRESENTATION
         ---------------------

         The accompanying  unaudited consolidated financial statements have been
         prepared  in  accordance  with  the  instructions  for  Form  10-Q  and
         therefore  do not include  information  or  footnotes  necessary  for a
         complete  presentation of financial  condition,  results of operations,
         and  cash  flows  in  conformity  with  generally  accepted  accounting
         principles.   However,  all  adjustments  (consisting  only  of  normal
         recurring  adjustments)  which,  in  the  opinion  of  management,  are
         necessary for a fair  presentation  have been included.  The results of
         operations  for the three and nine months ended March 31, 2000, are not
         necessarily  indicative  of the results  which may be expected  for the
         entire fiscal year.


2.       RECENT ACCOUNTING PRONOUNCEMENTS
         --------------------------------

         In June 1998, the Financial Accounting Standards Board issued Statement
         of Financial  Accounting  Standards No. 133, "Accounting for Derivative
         Instruments and Hedging Activities".  The statement provides accounting
         and reporting standards for derivative  instruments,  including certain
         derivative  instruments  embedded in other contracts,  by requiring the
         recognition of those items as assets or liabilities in the statement of
         financial position, recorded at fair value. Statement No. 133 precludes
         a  held-to-maturity  security  from being  designated as a hedged item,
         however,  at the date of  initial  application  of this  statement,  an
         entity is permitted to transfer any held-to-maturity  security into the
         available-for-sale  or trading categories.  The unrealized holding gain
         or loss on such  transferred  securities  shall be reported  consistent
         with the  requirements  of Statement No. 115,  "Accounting  for Certain
         Investments in Debt and Equity Securities". Such transfers do not raise
         an issue  regarding an entity's intent to hold other debt securities to
         maturity  in  the  future.  In  June  1999,  the  Financial  Accounting
         Standards Board issued Statement of Financial  Accounting Standards No.
         137,  "Accounting for Derivative  Instruments and Hedging  Activities -
         Deferral of the Effective Date of FASB Statement No. 133 - an amendment
         of FASB Statement No. 133." This  statement  delayed the effective date
         of Statement No. 133 for one year, to fiscal years beginning after June
         15, 2000.  Earlier  adoption is permitted  for any fiscal  quarter that
         begins after the issue date of this statement.

         The  Company  does not  believe  the  effect  of the  adoption  of this
         accounting statement will be material.


                                       8
<PAGE>
3.       EARNINGS PER SHARE
         ------------------

         The  following  table sets forth the  computation  of basic and diluted
         earnings per share.

<TABLE>
<CAPTION>
                                                     Three Months Ended                        Nine Months Ended
                                                          March 31,                                March 31,
                                                ----------------------------             ----------------------------
                                                   2000              1999                  2000              1999
                                                ----------        ----------             ----------        ----------
<S>                                              <C>               <C>                    <C>               <C>
Weighted average common shares
   outstanding                                   3,670,583         3,664,343              3,668,965         3,661,535

Average treasury stock shares                    (726,444)         (250,771)              (648,786)         (119,113)

Average unearned ESOP shares                      (28,839)          (52,973)               (36,894)          (57,042)
                                                ----------        ----------             ----------        ----------

Weighted average common shares
   and common stock equivalents
   used to calculate basic earnings
   per share                                     2,915,300         3,360,599              2,983,285         3,485,380

Additional common stock
   equivalents (stock options) used
   to calculate diluted earnings
   per share                                       21,208            29,958                 25,448            30,820
                                                ----------        ----------             ----------        ----------

Weighted average common shares
   and common stock equivalents
   used to calculate diluted earnings
   per share                                     2,936,508         3,390,557              3,008,733         3,516,200
                                                 =========         =========              =========         =========

Net income                                      $1,131,119        $1,007,343             $3,447,987        $2,940,786
                                                 =========         =========              =========         =========

Earnings per share:
     Basic                                           $0.39             $0.30                  $1.16             $0.84
     Diluted                                         $0.39             $0.30                  $1.15             $0.84
                                                 =========         =========              =========         =========
</TABLE>



                                       9
<PAGE>
ITEM 2.

MANAGEMENT'S  DISCUSSION  AND  ANALYSIS OF FINANCIAL  CONDITION  AND RESULTS OF
OPERATIONS FOR THE THREE AND NINE MONTHS ENDED MARCH 31, 2000


GENERAL

         WVS Financial  Corp.  ("WVS" or the  "Company")  is the parent  holding
company of West View  Savings  Bank ("West  View" or the  "Savings  Bank").  The
Company was  organized  in July 1993 as a  Pennsylvania-chartered  unitary  bank
holding  company and  acquired  100% of the common  stock of the Savings Bank in
November 1993.

         West View Savings Bank is a Pennsylvania-chartered,  SAIF-insured stock
savings bank conducting  business from six offices in the North Hills suburbs of
Pittsburgh.  The  Savings  Bank  converted  to the stock  form of  ownership  in
November 1993. The Savings Bank had no subsidiaries at March 31, 2000.

         The  operating  results of the Company  depend  primarily  upon its net
interest  income,  which is  determined  by the  difference  between  income  on
interest-earning  assets,  principally  loans,  mortgage-backed  securities  and
investment  securities,  and interest expense on  interest-bearing  liabilities,
which consist primarily of deposits and borrowings.  The Company's net income is
also  affected by its  provision  for loan  losses,  as well as the level of its
non-interest   income,   including  loan  fees  and  service  charges,  and  its
non-interest expenses, such as compensation and employee benefits, income taxes,
deposit insurance and occupancy costs.

         The Company's strategy focuses on community-based lending,  maintaining
asset quality and generating consistent earnings growth.


FINANCIAL CONDITION

         The  Company's  assets  totaled  $399.6  million at March 31, 2000,  as
compared to $348.4 million at June 30, 1999. The $51.2 million or 14.7% increase
in total assets was primarily  comprised of a $42.2 million or 24.7% increase in
investment  and  mortgage-backed  securities,  including  Federal Home Loan Bank
("FHLB")  stock,  a $8.7 million or 5.1% increase in net loans  receivable and a
$183 thousand or 5.9%  increase in accrued  interest  receivable.  The Company's
investment  securities  increased  from $98.4  million to $137.1  million  while
mortgage-backed  securities  increased  from $72.4 million to $75.8 million from
June 30, 1999 to March 31, 2000.

         The Company's  total  liabilities  increased  $52.8 million or 16.5% to
$373.3  million as of March 31, 2000,  from $320.5  million as of June 30, 1999.
The $52.8 million  increase in total  liabilities  was primarily  comprised of a
$52.9 million or 37.1% increase in FHLB advances and other  borrowings which was
partially  offset by a $706 thousand  decrease in advance  payments by borrowers
for taxes and insurance.

         Total  stockholders'  equity  decreased  $1.6  million or 5.8% to $26.3
million as of March 31, 2000,  from $27.9  million as of June 30, 1999.  Capital
expenditures  for the  Company's  stock  repurchase  program and cash  dividends
totaled $3.8 million and $1.4 million, respectively, which were partially funded
by Company net income of $3.4 million for the nine months ended March 31, 2000.


                                       10
<PAGE>
ASSET AND LIABILITY MANAGEMENT

          The Company  continued a strategy designed to reduce the interest rate
sensitivity of its financial  assets to its financial  liabilities.  The primary
elements of this strategy include:

     1)  expanding the Company's  investment  growth program in order to enhance
         net interest income;
     2)  maintaining  the Company's  level of short-term  liquid  investments by
         funding  loan   commitments  and  purchasing   longer-term   investment
         securities;
     3)  emphasizing the growth of lower-cost savings and checking accounts; and
     4)  pricing the Company's  certificates of deposit and loan products nearer
         to the market  average  rate as  opposed  to the upper  range of market
         offered rates.

          The Company has continued its investment  growth  program,  originally
initiated in the third  quarter of fiscal 1994,  in order to realize  additional
net interest income.  Under this strategy, a longer-term callable or noncallable
investment  security,  or  mortgage-backed  security,  is  purchased  and funded
through the use of  non-deposit  liabilities,  such as FHLB  advances  and other
borrowings.  With this strategy,  the Company increases its net interest income,
but also faces the risk, during periods of rising market interest rates, that it
may experience a decline in net interest  income if the rate paid on its various
borrowings rises above the rate earned on the investment security purchased.  In
order to mitigate this exposure,  the Board has placed certain  restrictions  on
the investment growth program, including:

     1)  the average  outstanding  daily balance of total  borrowings,  computed
         quarterly, may not exceed $220.0 million;
     2)  suitable  investments  shall be  restricted to those meeting the credit
         quality criteria outlined in the Company's investment policy;
     3)  each security  purchased shall initially yield a minimum of one hundred
         and  twenty-five  basis  points  above  the  incremental  rate  paid on
         short-term borrowings, at the time of purchase; and
     4)  the  Company's  total  borrowed  funds   position,   allocated  to  the
         investment growth program, may not exceed $225.0 million.

          In most cases, the initial yield spread earned on investment  security
purchases ranged from approximately 230 to 234 basis points.

          During the nine months ended March 31, 2000, the Company increased its
mortgage-backed  securities portfolio by $3.4 million or 4.70%. The increase for
the nine months was  attributable to securities  purchases  partially  offset by
principal repayments.  Mortgage-backed  securities purchases for the nine months
totaled  approximately $11.4 million with an estimated weighted average purchase
yield  of  7.66%.  At  March  31,  2000,  the  Company  held  $75.8  million  of
mortgage-backed   securities   with  an   approximate   yield  of   6.97%.   The
mortgage-backed  securities  purchases  were  made  in  order  to  mitigate  the
principal  calls on the Company's  callable bond  portfolio and to earn a higher
yield with an expected average life profile  comparable to longer-term  callable
agency bonds.

         The Company has  continued to purchase  bonds with  optional  principal
redemption  features  ("callable  bonds")  in order to  capture  additional  net
interest income. Callable bonds generally provide investors with higher rates of
return than  noncallable  bonds  because the issuer has the option to redeem the

<PAGE>
bonds before maturity.  While this strategy affords WVS the current  opportunity
to improve its net interest income, during a period of declining interest rates,
the Company  would be exposed to the risk that the  investment  will be redeemed
prior to its final stated maturity.  In order to mitigate this risk, the Company
has  funded a  significant  portion  of its  purchases  of  callable  bonds with
short-term borrowings.  Approximately $4.0 million of callable agency bonds with
an estimated weighted average yield to call of 5.83% were called during the nine
months ended March 31, 2000.

         During the nine months  ended  March 31,  2000,  the Company  purchased
approximately  $31.1  million  of  callable  agency  bonds  with an  approximate
weighted  average  yield to call and maturity of 8.17% and 7.91%,  respectively.
The callable  agency bond purchases,  totaling $31.1 million,  are summarized by
initial term to call as follows: $10.0 million within three months, $3.2 million
with greater than three months and

                                       11
<PAGE>
within six months,  $4.0  million  with  greater  than six months and within one
year,  $1.0  million  with  greater  than twelve  months and within  twenty-four
months,  $7.7 million with greater than twenty-four months and within thirty-six
months, and $5.2 million with greater than thirty-six months and less than sixty
months.

         During the nine months  ended  March 31,  2000,  the Company  purchased
approximately  $9.7 million of bank  qualified  tax-exempt  bonds with a taxable
equivalent yield of 8.43%. Bank qualified tax-exempt bonds generally have longer
terms to maturity  (e.g.  twenty  years) and longer first call dates (e.g.  five
years).  The Company  purchased these securities in order to capture  attractive
yields for an extended period of time as measured by the first call date.

         During the nine months  ended  March 31,  2000,  the  Company  borrowed
approximately  $394.4 million in various  advances from the FHLB with a weighted
average rate of 5.39% and incurred  $539.3  million in other  borrowings  with a
weighted average rate of 5.72%. During the nine months ended March 31, 2000, the
Company  repaid  $418.9  million of FHLB  advances  and $461.9  million of other
borrowings.

         The Company also makes available for origination  residential  mortgage
loans with interest rates which adjust pursuant to a designated index,  although
customer acceptance has been somewhat limited in the Savings Bank's market area.
The Company will continue to  selectively  offer  commercial  real estate,  land
acquisition and development,  and shorter-term  construction loans, primarily on
residential  properties,  to partially increase its loan asset sensitivity.  The
Company  continues to emphasize  higher yielding  commercial  real estate,  home
equity and small business loans to existing  customers and seasoned  prospective
customers.

         As of March 31, 2000, the  implementation  of these asset and liability
management initiatives resulted in the following:

     1)  an  aggregate  of $50.7  million  or 28.6%  of the  Company's  net loan
         portfolio had  adjustable  interest rates or maturities of less than 12
         months;
     2)  $16.2  million or 21.3% of the Company's  portfolio of  mortgage-backed
         securities  (including  collateralized  mortgage  obligations - "CMOs")
         were secured by floating rate securities; and
     3)  $130.7  million  or  95.3%  of  the  Company's  investment   securities
         portfolio was comprised of callable bonds.

         The effect of interest rate changes on a financial institution's assets
and liabilities may be analyzed by examining the "interest rate  sensitivity" of
the assets and  liabilities  and by  monitoring an  institution's  interest rate
sensitivity  "gap".  An asset or liability is said to be interest rate sensitive
within a specific  time period if it will mature or reprice  within a given time
period.  A gap is considered  positive when the amount of rate sensitive  assets
exceeds the amount of rate sensitive  liabilities.  A gap is considered negative
when the amount of interest sensitive liabilities exceeds the amount of interest
sensitive  assets.  During a period of falling  interest  rates,  a positive gap
would tend to adversely affect net interest  income,  while a negative gap would
tend to result in an increase in net interest income.  During a period of rising
interest  rates,  a  positive  gap would  tend to result in an  increase  in net
interest  income,  while a  negative  gap would  tend to  adversely  affect  net
interest income.
<PAGE>
         The Company's one year  cumulative  interest  rate  sensitivity  gap is
estimated at a negative  45.1% of total assets at March 31, 2000, as compared to
a negative 8.9% at June 30, 1999, in each instance, based on certain assumptions
by management  with respect to the repricing of certain assets and  liabilities.
At March 31, 2000, the Company's  interest-earning  assets maturing or repricing
within one year  totaled  $85.5  million  while the  Company's  interest-bearing
liabilities  maturing  or  repricing  within one year  totaled  $265.9  million,
providing an excess of interest-earning liabilities over interest-bearing assets
of $180.4 million.  At March 31, 2000, the percentage of the Company's assets to
liabilities maturing or repricing within one year was 32.2%. Accordingly, due to
the  Company's  high  negative  gap,  rising  interest  rates  would most likely
adversely affect the Company's net interest income.

                                       12
<PAGE>
RESULTS OF OPERATIONS

           General.  WVS reported net income of $1.1  million,  or $0.39 diluted
earnings per share,  and $3.4 million,  or $1.15 diluted earnings per share, for
the  three and nine  months  ended  March 31,  2000,  respectively.  Net  income
increased by $124  thousand or 12.3% and diluted  earnings  per share  increased
$0.09 or 30.0% for the three months ended March 31, 2000,  when  compared to the
same period in 1999. The increase was primarily  attributable to a $182 thousand
increase in net  interest  income and a $23  thousand  increase in  non-interest
income,  partially offset by a $79 thousand increase in income tax expense.  Net
income  increased  by $507  thousand  or 17.2% and  diluted  earnings  per share
increased $0.31 or 36.9% for the nine months ended March 31, 2000, when compared
to the same period in 1999.  The increase was  principally  the result of a $872
thousand  increase in net interest  income,  partially offset by a $142 thousand
increase  in  non-interest  expense and a $262  thousand  increase in income tax
expense.

           Net Interest  Income.  The Company's net interest income increased by
$182  thousand or 7.1% for the three months ended March 31, 2000,  when compared
to the same  period in 1999.  For the nine  months  ended  March 31,  2000,  net
interest income  increased by $872 thousand or 11.5%,  when compared to the same
period in 1999. Both increases were principally attributable to increases in the
Company's investment,  mortgage-backed securities and loan portfolios which were
primarily funded with FHLB advances and other borrowings.

           Interest  Income.  Interest and dividend  income on  interest-bearing
deposits with other institutions,  investment  securities and FHLB stock ("other
investment  securities") increased by $1.0 million or 76.9% for the three months
ended March 31, 2000, when compared to the same period in 1999. The increase was
primarily  attributable  to a $53.3 million  increase in the average  balance of
investment securities  outstanding and a 51 basis point increase in the weighted
average yield earned on investment  securities  for the three months ended March
31, 2000, when compared to the same period in 1999. Interest on other investment
securities  increased  $2.1 million or 48.8% for the nine months ended March 31,
2000,  when compared to the same period in 1999. The increase in interest income
on investment  securities was  attributable  to a $35.3 million  increase in the
average  balance  of  investment  securities  outstanding  and a 42 basis  point
increase in the weighted  average yield earned on investment  securities for the
nine months ended March 31, 2000,  when compared to the same period in 1999. The
increases in the average balance of investment  securities during both the three
and nine month periods ended March 31, 2000,  were  principally  attributable to
purchases  of  investment  securities  under  the  Company's  investment  growth
program.  The increase in the weighted  average yield earned was consistent with
market conditions for the three and nine months ended March 31, 2000.

           Interest on net loans  receivable  increased by $263 thousand or 8.3%
for the three months ended March 31, 2000,  when  compared to the same period in
1999.  The  increase  was  attributable  to an increase of $24.9  million in the
average balance of net loans receivable outstanding,  which was partially offset
by a decrease of 55 basis  points in the  weighted  average  yield earned on net
loans receivable for the three months ended March 31, 2000, when compared to the
same period in 1999. Interest on net loans receivable increased by $782 thousand
or 8.2% for the nine months  ended  March 31,  2000,  when  compared to the same
period in 1999. The increase was attributable to a $20.1 million increase in the

<PAGE>
average  balance of outstanding  loans which was partially  offset by a 34 basis
point decrease in the weighted average yield earned on outstanding loans for the
nine months  ended March 31,  2000.  The  increases  in the average loan balance
outstanding  for the three and nine months ended March 31, 2000,  were primarily
attributable  to an increased level of mortgage  originations  due to a stronger
local demand for permanent  mortgage  financing and an emphasis on multi-family,
commercial  and consumer  loan  products in order to earn  returns  greater than
those offered in the single-family  residential  mortgage market.  The Company's
weighted  average  loan  yield  was  impacted  by a  $3.8  million  increase  in
nonaccrual commercial real estate loans during the quarter ended March 31, 2000.

           Interest on mortgage-backed  securities  increased by $97 thousand or
7.8% for the three months ended March 31, 2000, when compared to the same period
in 1999.  The  increase  was  attributable  to a 70 basis point  increase in the
weighted average yield earned on mortgage-backed securities, which was partially
offset by a $2.4  million  decrease  in the average  balance of  mortgage-backed
securities for the three months ended March 31, 2000,  when compared to the same
period in 1999. Interest on mortgage-backed  securities

                                       13
<PAGE>
increased  $767 thousand or 24.8% for the nine months ended March 31, 2000.  The
increase was primarily  attributable to a $11.1 million  increase in the average
balance of mortgage-backed  securities outstanding and a 41 basis point increase
in the weighted average yield earned on mortgage-backed  securities for the nine
months  ended March 31,  2000,  when  compared  to the same period in 1999.  The
Company has increased its  purchases of  mortgage-backed  securities in order to
mitigate the  principal  calls on the Company's  callable bond  portfolio and to
earn a  higher  yield  with an  expected  average  life  profile  comparable  to
longer-term callable agency bonds.

           Interest Expense.  Interest expense on deposits and escrows decreased
by $3 thousand or 0.2% and  decreased by $217 thousand or 4.4% for the three and
nine  months  ended  March 31,  2000,  respectively,  when  compared to the same
periods in 1999.  The  decrease in interest  expense on deposits and escrows was
principally  attributable  to a 5 basis point decrease in the average yield paid
on deposits and escrows,  which was partially  offset by a $1.7 million increase
in the average  balance of  interest-bearing  deposits and escrows for the three
months ended March 31, 2000,  when compared to the same period in 1999.  For the
nine months ended March 31, 2000,  the decrease in interest  expense on deposits
and  escrows  was  primarily  attributable  to a 2 basis  point  decrease in the
average yield paid on deposits and escrows which was partially  offset by a $1.7
million  increase  in the  average  balance  of  interest-bearing  deposits  and
escrows.  The  average  yield  paid on  interest-bearing  deposits  and  escrows
decreased due to lower rates paid on time deposits.

           Interest expense on FHLB advances and other  borrowings  increased by
$1.2  million and $3.0  million  for the three and nine  months  ended March 31,
2000,  respectively,  when  compared to the same periods in 1999.  The increases
were  primarily  attributable  to a $77.6  million or 67.2% and $68.9 million or
63.6% increases in the average balance of such borrowings outstanding,  and a 32
and 13 basis point increase in the weighted average rate paid on such borrowings
for the three and nine months ended March 31, 2000, respectively.  The increased
amount  of  borrowings   outstanding   was  used  to  fund  the  Company's  loan
originations and purchases of investment securities.

           Provision for Loan Losses.  A provision for loan losses is charged to
earnings to  maintain  the total  allowance  to a level  considered  adequate by
management  to  absorb   potential   losses  in  the   portfolio.   Management's
determination  of the adequacy of the allowance is based on an evaluation of the
portfolio  considering past experience,  current  economic  conditions,  volume,
growth and composition of the loan portfolio, and other relevant factors.

           The Company did not record a provision  for possible  losses on loans
for the three and nine months ended March 31, 2000, respectively.  At both March
31,  2000 and June 30,  1999,  the  Company's  total  allowance  for loan losses
amounted to $1.8 million or 1.0% of the Company's total loan portfolio.

           Non-Interest  Income.  Total  non-interest  income  increased  by $23
thousand  and $39  thousand  for the three and nine months ended March 31, 2000,
respectively,  when  compared  to the same  periods  in 1999.  The  increase  in
non-interest  income for the three months ended March 31,  2000,  was  primarily
attributable to an $18 thousand increase in other income,  including ATM fee and
loan late  charge  income  and a $5  thousand  increase  in  service  charges on
deposits  during  the  three  months  ended  March 31,  2000.  The  increase  in
non-interest  income for the nine months ended March 31, 2000,  was  principally
attributable  to a $57 thousand  increase in other income  including ATM fee and
loan late  charge  income and an $18  thousand  increase  in service  charges on
deposits,  which were offset by the absence of $36  thousand in net gains on the
sale of investment securities during 1999.
<PAGE>
           Non-Interest   Expense.   Total  non-interest  expense  increased  $2
thousand or 0.2% and $142  thousand or 4.4% for the three and nine months  ended
March 31, 2000, respectively, when compared to the same periods in 1999.

           Compensation and employee  benefits expense  decreased $7 thousand or
1.0% and  increased  $145  thousand or 6.9% for the three and nine months  ended
March 31, 2000,  respectively,  when  compared to the same periods in 1999.  The
increase for the nine months ended March 31, 2000 was primarily  attributable to
increases in salaries and employee benefits.

                                       14
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES

         Net cash provided by operating  activities  totaled $4.0 million during
the nine months ended March 31, 2000. Net cash provided by operating  activities
was primarily comprised of the $3.4 million of net income.

         Funds used by investing  activities  totaled $51.1  million  during the
nine months ended March 31,  2000.  Primary uses of funds during the nine months
ended March 31, 2000,  included  $56.8 million for  purchases of investment  and
mortgage-backed  securities and a $8.8 million  increase in net loans receivable
which were  partially  offset by $13.0  million of proceeds  from  repayments of
investment and mortgage-backed securities.

         Funds  provided by financing  activities  totaled $47.2 million for the
nine months ended March 31, 2000. The primary  financial source included a $77.4
million increase in other borrowings and a $184 increase in deposits, which were
partially offset by a $24.5 million  decrease in FHLB advances,  $3.8 million in
purchases of treasury  stock,  a $706 thousand  decrease in advance  payments by
borrowers for taxes and insurance and $1.4 million of cash dividends paid on the
Company's common stock. During the nine months ended March 31, 2000, the Company
repurchased  278,971  shares  of  common  stock.  Management  believes  that  it
currently  is  maintaining  adequate  liquidity  and  continues  to better match
funding sources with lending and investment opportunities.

         The  Company's  primary  sources of funds are  deposits,  amortization,
prepayments  and maturities of existing  loans,  mortgage-backed  securities and
investment  securities,  funds  from  operations,  and  funds  obtained  through
short-term  borrowings.  At March 31, 2000, the total approved loan  commitments
outstanding amounted to $1.6 million. At the same date, commitments under unused
lines of  credit  amounted  to  $10.4  million  and the  unadvanced  portion  of
construction loans approximated $16.5 million. Certificates of deposit scheduled
to  mature  in one  year or less at  March  31,  2000,  totaled  $60.0  million.
Management  believes that a significant portion of maturing deposits will remain
with the Company.

         Historically,  the Company used its sources of funds  primarily to meet
its  ongoing  commitments  to pay  maturing  savings  certificates  and  savings
withdrawals,  fund loan  commitments  and  maintain a  substantial  portfolio of
investment  securities.  The Company has been able to generate  sufficient  cash
through the retail deposit market,  its traditional  funding source, and through
FHLB  advances and other  borrowings,  to provide the cash utilized in investing
activities.  The Company has access to the Federal Reserve Bank discount window.
Management  believes that the Company currently has adequate liquidity available
to respond to liquidity demands.

         On April 25, 2000,  the  Company's  Board of Directors  declared a cash
dividend of $0.16 per share payable May 18, 2000, to  shareholders  of record at
the close of business on May 8, 2000. Dividends are subject to determination and
declaration  by the Board of  Directors,  which take into account the  Company's
financial  condition,  statutory and regulatory  restrictions,  general economic
conditions and other  factors.  There can be no assurance that dividends will in
fact be paid on the Common Stock or that, if paid,  such  dividends  will not be
reduced or eliminated in future periods.

         As of March 31, 2000,  WVS  Financial  Corp.  exceeded  all  regulatory
capital requirements and maintained Tier I and total risk-based capital equal to
$26.5  million  or 14.0% and $28.3  million  or  15.0%,  respectively,  of total
risk-weighted  assets,  and Tier I leverage capital of $26.5 million or 6.71% of
average quarterly assets.
<PAGE>
         Nonperforming assets consist of nonaccrual loans and real estate owned.
A loan is placed on nonaccrual  status when, in the judgment of management,  the
probability of collection of interest is deemed  insufficient to warrant further
accrual.  When a loan is placed on  nonaccrual  status,  previously  accrued but
uncollected interest is deducted from interest income. The Company normally does
not accrue interest on loans past due 90 days or more, however,  interest may be
accrued if management believes that it will collect on the loan.



                                       15
<PAGE>
         The  Company's   nonperforming   assets  at  March  31,  2000,  totaled
approximately $4.3 million or 1.08% of total assets as compared to $765 thousand
or 0.22% of total assets as of June 30, 1999.  Nonperforming assets at March 31,
2000, consisted of $4.1 million in commercial real estate loans, $86 thousand in
single-family  loans,  $86  thousand  in  consumer  loans  and  $6  thousand  in
commercial  loans.  During the quarter  ended March 31, 2000, a commercial  real
estate loan  participation  totaling $3.6 million,  and approximately 74% of the
aggregate loan balance, was classified as nonaccrual.  The participation loan is
secured by a first  mortgage lien on real property  located in Allegheny  County
and the Company has commenced  foreclosure  and confession of judgment  actions.
The  Company  continues  to work with the  borrower  to  work-out  this  credit.
Approximately  $83  thousand  of  additional  interest  income  would  have been
recorded  during  the  nine  months  ended  March  31,  2000,  if the  Company's
nonaccrual  and  restructured  loans had been current in  accordance  with their
original loan terms and  outstanding  throughout the nine months ended March 31,
2000.


FORWARD LOOKING STATEMENTS

         When used in this Form 10-Q,  or, in future filings by the Company with
the Securities and Exchange Commission, in the Company's press releases or other
public  or  shareholder  communications,  or in oral  statements  made  with the
approval of an authorized  executive officer,  the words or phrases "will likely
result",  "are expected to",  "will  continue",  "is  anticipated",  "estimate",
"project"  or similar  expressions  are  intended to  identify  "forward-looking
statements" within the meaning of the Private  Securities  Litigation Reform Act
of 1995.  Such  statements  are  subject  to  certain  risks  and  uncertainties
including changes in economic  conditions in the Company's market area,  changes
in policies by regulatory  agencies,  fluctuations in interest rates, demand for
loans in the  Company's  market area and  competition  that could  cause  actual
results  to differ  materially  from  historical  earnings  and those  presently
anticipated  or projected.  The Company  wishes to caution  readers not to place
undue reliance on any such  forward-looking  statements,  which speak only as of
the date made.  The Company  wishes to advise  readers  that the factors  listed
above  could  affect the  Company's  financial  performance  and could cause the
Company's  actual  results  for  future  periods to differ  materially  from any
opinions or statements  expressed  with respect to future periods in any current
statements.

         The  Company  does  not  undertake,   and  specifically  disclaims  any
obligation, to publicly release the result of any revisions which may be made to
forward-looking  statements to reflect events or circumstances after the date of
statements or to reflect the occurrence of anticipated or unanticipated events.


                                       16
<PAGE>
ITEM 3.


QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

         The Company's  primary  market risk exposure is interest rate risk and,
to a lesser  extent,  liquidity  risk.  All of the  Company's  transactions  are
denominated in U.S.  dollars with no specific  foreign  exchange  exposure.  The
Savings  Bank has no  agricultural  loan assets and  therefore  would not have a
specific  exposure to changes in commodity  prices.  Any impacts that changes in
foreign  exchange  rates and commodity  prices would have on interest  rates are
assumed to be exogenous and will be analyzed on an ex-post basis.
                                                  --------
         Interest rate risk ("IRR") is the exposure of a banking  organization's
financial condition to adverse movements in interest rates.  Accepting this risk
can be an important  source of  profitability  and  shareholder  value,  however
excessive levels of IRR can pose a significant  threat to the Company's earnings
and capital base.  Accordingly,  effective risk management that maintains IRR at
prudent levels is essential to the Company's safety and soundness.

         Evaluating  a financial  institution's  exposure to changes in interest
rates includes  assessing  both the adequacy of the  management  process used to
control  IRR  and  the  organization's  quantitative  level  of  exposure.  When
assessing  the  IRR  management  process,  the  Company  seeks  to  ensure  that
appropriate policies,  procedures,  management  information systems and internal
controls are in place to maintain  IRR at prudent  levels with  consistency  and
continuity.  Evaluating  the  quantitative  level of IRR  exposure  requires the
Company  to assess  the  existing  and  potential  future  effects of changes in
interest  rates  on its  consolidated  financial  condition,  including  capital
adequacy, earnings, liquidity, and, where appropriate, asset quality.

         The Federal Reserve Board,  together with the Office of the Comptroller
of the Currency and the Federal Deposit Insurance  Corporation,  adopted a Joint
Agency Policy  Statement on Interest  Rate Risk,  effective  June 26, 1996.  The
policy statement  provides  guidance to examiners and bankers on sound practices
for  managing  interest  rate  risk,  which  will  form the  basis  for  ongoing
evaluation  of the  adequacy  of interest  rate risk  management  at  supervised
institutions.  The policy statement also outlines  fundamental elements of sound
management  that have been  identified  in prior  Federal  Reserve  guidance and
discusses the importance of these  elements in the context of managing  interest
rate risk.  Specifically,  the guidance  emphasizes the need for active board of
director and senior  management  oversight and a  comprehensive  risk-management
process that effectively identifies,  measures, and controls interest rate risk.
Financial institutions derive their income primarily from the excess of interest
collected over interest paid. The rates of interest an institution  earns on its
assets and owes on its liabilities generally are established contractually for a
period of time.  Since market interest rates change over time, an institution is
exposed to lower profit  margins (or losses) if it cannot adapt to interest rate
changes. For example, assume that an institution's assets carry intermediate- or
long-term  fixed  rates  and that  those  assets  were  funded  with  short-term
liabilities.   If  market  interest  rates  rise  by  the  time  the  short-term
liabilities  must be  refinanced,  the  increase in the  institution's  interest
expense on its liabilities may not be sufficiently  offset if assets continue to
earn at the long-term fixed rates.  Accordingly,  an institution's profits could
decrease on existing assets because the  institution  will either have lower net
interest income or,  possibly,  net interest  expense.  Similar risks exist when
assets are subject to  contractual  interest rate  ceilings,  or rate  sensitive
assets are funded by longer-term,  fixed-rate  liabilities in a  decreasing-rate
environment.
<PAGE>
         An  institution  may use several  techniques to minimize  interest rate
risk. One approach used by the Company is to periodically analyze its assets and
liabilities and make future financing and investment  decisions based on payment
streams,  interest rates,  contractual maturities,  and estimated sensitivity to
actual or potential changes in market interest rates. Such activities fall under
the broad  definition  of  asset/liability  management.  The  Company's  primary
asset/liability   management  technique  is  the  monitoring  of  the  Company's
asset/liability  gap which was  discussed in detail  under "Asset and  Liability
Management" commencing on page 11.


                                       17
<PAGE>
         An institution could also manage interest rate risk by selling existing
assets,  repaying  certain  liabilities  or matching  repricing  periods for new
assets  and  liabilities  (for  example,  by  shortening  terms of new  loans or
investments).  A large portion of an institution's liabilities may be short-term
or due on demand, while most of its assets may be invested in long-term loans or
investments.  Accordingly, the Company seeks to have in place sources of cash to
meet  short-term  demands.  These funds can be obtained by increasing  deposits,
borrowing,  or selling assets. Also, FHLB advances and wholesale borrowings have
become  increasingly  important sources of liquidity for the Company.  Financial
institutions  are also subject to prepayment risk in falling rate  environments.
For  example,  mortgage  loans and other  financial  assets  may be prepaid by a
debtor so that the  debtor  may  refund its  obligations  at new,  lower  rates.
Prepayments of assets carrying higher rates reduce the Company's interest income
and overall asset yields.

         An institution might also invest in more complex financial  instruments
intended  to hedge,  or  otherwise  change the  interest  rate risk of  existing
assets, liabilities,  or anticipated transactions.  Interest rate swaps, futures
contracts,  options on futures, and other such derivative financial  instruments
often are used for this  purpose.  Because  these  instruments  are sensitive to
interest rate changes,  they require management  expertise to be effective.  The
Company has not purchased derivative financial  instruments in the past and does
not presently intend to purchase such instruments in the near future.

         The following table provides  information about the Company's financial
instruments  that are  sensitive  to changes in  interest  rates as of March 31,
2000,  based on the  information  and  assumptions  in the notes.  The Company's
assumptions  are based on  statistical  data  provided  by a federal  regulatory
agency in the  Company's  market area,  and are believed to be  reasonable.  The
Company had no derivative financial instruments or trading portfolio as of March
31,   2000.   The   expected   maturity   date  values  for  loans   receivable,
mortgage-backed   securities,  and  investment  securities  were  calculated  by
adjusting  the  instrument's  contractual  maturity  date  for  expectations  of
prepayments.  Similarly, expected maturity date values for interest-bearing core
deposits  were  calculated  based upon  estimates  of the period  over which the
deposits would be  outstanding.  With respect to the Company's  adjustable  rate
instruments,  expected  maturity  date values were  measured  by  adjusting  the
instrument's   contractual   maturity  date  for  expectations  of  prepayments.
Substantially all of the Company's investment  securities portfolio is comprised
of callable  government agency securities.  From a risk management  perspective,
the Company  believes  that  repricing  dates,  as opposed to expected  maturity
dates, may be a more relevant metric in analyzing the value of such instruments.
Company  borrowings  were  tabulated by  contractual  maturity dates and without
regard to any conversion or repricing dates.



                                       18
<PAGE>
<TABLE>
<CAPTION>
                                                    EXPECTED MATURITY DATE-QUARTER ENDED MARCH 31,
                                           ------------------------------------------------------------
                                                                                                  There-                   Fair
                                             2001       2002      2003       2004       2005      after        Total       Value
                                             ----       ----      ----       ----       ----      -----        -----       -----
<S>                                        <C>        <C>       <C>        <C>         <C>        <C>         <C>         <C>
ON-BALANCE SHEET FINANCIAL INSTRUMENTS
Interest-earning assets:
  Loans receivable (1)(2)(3)(4)
  Fixed rate                               $29,147    $16,446   $12,801    $11,552     $9,215     $59,650     $138,811    $138,106
    Average interest rate                     7.91%      7.62%     7.58%      7.57%      7.51%       7.43%

  Adjustable rate                           12,982      5,887     5,478      4,170      3,500      10,789       42,806      39,823
    Average interest rate(5)                  8.33%      6.67%     8.00%      8.01%      8.02%       7.85%
  Mortgage-backed securities
  Fixed rate                                   ---         45       845        498        ---      58,547       59,935      57,357
    Average interest rate                     0.00%      8.00%     5.97%      6.11%      0.00%       6.93%

  Adjustable rate                              ---        ---       ---        ---        ---      16,153       16,153      16,270
    Average interest rate(6)                  0.00%      0.00%     0.00%      0.00%      0.00%       7.16%

  Investments(7)                             6,299        ---       ---        ---        ---     130,915      137,214     130,410
    Average interest rate                     6.85%      0.00%     0.00%      0.00%      0.00%       7.71%

  Interest-bearing deposits                  1,196        ---       ---        ---        ---         ---        1,196       1,196
    Average interest rate                     6.19%      0.00%     0.00%      0.00%      0.00%       0.00%
                                          --------    -------   -------     ------     ------     -------     --------     --------
        Total                               49,624     22,378    19,124     16,220     12,715     276,054      396,115     383,162

Interest-bearing liabilities:
  Interest-bearing deposits
   and escrows(8)(9)(10)                    88,251     21,429    21,429      9,075      9,075      24,462      173,721      173,274
    Average interest rate                    4.36%       3.45%     3.45%      3.41%      3.41%       2.11%

Borrowings
  Fixed rate                               105,585        ---       ---        ---        ---      18,000      123,585      123,153
    Average interest rate                    6.08%       0.00%     0.00%      0.00%      0.00%       5.25%

  Adjustable rate(11)                       72,050        ---       ---        ---        ---         ---       72,050       72,028
    Average interest rate                    6.16%       0.00%     0.00%      0.00%      0.00%       0.00%
                                         --------     -------   -------     ------     ------     -------     --------     --------
        Total                            $265,886     $21,429   $21,429     $9,075     $9,075     $42,462     $369,356     $368,455

</TABLE>
(1)  Net of  undisbursed  loan  proceeds and does not include net deferred  loan
     fees or the allowance for loan losses.
(2)  For  single-family  residential  loans,  assumes  annual  amortization  and
     prepayment rate at 18% for adjustable  rate loans,  and 7% to 38% for fixed
     rate loans. For  multi-family  residential  loans and other loans,  assumes
     amortization and prepayment rate of 10%.
(3)  For second mortgage loans,  assumes annual amortization and prepayment rate
     of 15%.
(4)  Consumer loans assumes amortization and prepayment rate of 13%.
(5)  Substantially  all of the  Company's  adjustable  rate loans  reprice on an
     annual basis based upon changes in the one-year  constant maturity treasury
     index with various market based annual and lifetime  interest rate caps and
     floors.
<PAGE>

(6)  Substantially  all  of  the  Company's   adjustable  rate   mortgage-backed
     securities  reprice on a monthly  basis based upon changes in the one month
     LIBOR index with various lifetime caps and floors.
(7)  Totals include the Company's investment in Federal Home Loan Bank stock.
(8)  For regular savings accounts, assumes an annual decay rate of 17% for three
     years or less,  16% for more than three through five years and 14% for more
     than five years.
(9)  For NOW accounts, assumes an annual decay rate of 37% for one year or less,
     32% for more than one  through  three  years  and 17% for more  than  three
     years.
(10) For money market deposit accounts,  assumes an annual decay rate of 79% for
     one year or less and 31% for more than one year.
(11) Includes a $50  million  FHLB  advance  that  reprices  monthly  based upon
     changes in the one month LIBOR index.


                                       19
<PAGE>
         The table below provides  information  about the Company's  anticipated
transactions comprised of firm loan commitments and other commitments, including
undisbursed  letters  and  lines  of  credit.  The  Company  used no  derivative
financial  instruments to hedge such  anticipated  transactions  as of March 31,
2000.

                    Anticipated Transactions
                    ------------------------
Undisbursed construction and
    land development loans

      Fixed rate                                          $6,261
                                                            8.27%

      Adjustable rate                                     $9,543
                                                           9.57%
Undisbursed lines of credit

      Adjustable rate                                    $10,384
                                                            9.05%
Loan origination commitments

      Fixed rate                                          $1,163
                                                            8.34%

      Adjustable rate                                       $479
                                                            8.14%
Letters of credit

      Adjustable rate                                        $44
                                                           12.00%
                                                       ---------
                                                         $27,874

                                       20
<PAGE>
PART II - OTHER INFORMATION

ITEM 1.    Legal Proceedings
           -----------------

          The Company is involved  with  various  legal  actions  arising in the
          ordinary course of business.  Management believes the outcome of these
          matters will have no material effect on the consolidated operations or
          consolidated financial condition of WVS Financial Corp.

ITEM 2.    Changes in Securities
           ---------------------

           Not applicable.

ITEM 3.    Defaults Upon Senior Securities
           -------------------------------

           Not applicable.

ITEM 4.    Submission of Matters to a Vote of Security Holders
           ---------------------------------------------------

           Not applicable.

ITEM 5.    Other Information
           -----------------

           Not applicable.

ITEM 6.    Exhibits and Reports on Form 8-K
           --------------------------------

           (a)    The  following  exhibit is filed as part of this form
                  10-Q, and this list includes the Exhibit Index.

                   Number           Description                    Page
                   ------           -----------                    ----
                     27         Financial Data Schedule             E-1
                     99         Independent Accountant's Report     E-2


           (b)    The Company filed a Current  Report on Form 8-K, dated January
                  27, 2000,  reporting  under Item 5 that the Company's Board of
                  Directors  authorized the repurchase of up to 200,000  shares,
                  or  approximately  6.76% of the Company's  outstanding  common
                  stock.  Repurchases  are authorized to be made during the next
                  twelve months as market  conditions  warrant.  All  repurchase
                  shares will be held as treasury  stock and may be reserved for
                  issuance pursuant to the Company's stock benefit plans.



                                       21
<PAGE>



                                   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.



                                     WVS FINANCIAL CORP.




         May 9, 2000          BY:  /s/ David J. Bursic
                                   -------------------
         Date                      David J. Bursic
                                   President and Chief Executive Officer
                                   (Principal Executive and Financial Officer)




<TABLE> <S> <C>

<ARTICLE>      9
<LEGEND>
THIS  SCHEDULE  CONTAINS  SUMMARY  FINANCIAL   INFORMATION  EXTRACTED  FROM  THE
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION, INCOME, CHANGES IN STOCKHOLDERS'
EQUITY AND NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AT, OR FOR THE NINE MONTHS
ENDED MARCH 31, 2000 AND IS  QUALIFIED  IN ITS  ENTIRETY  BY  REFERENCE  TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER>                                           1,000

<S>                                                      <C>
<PERIOD-TYPE>                                          9-MOS
<FISCAL-YEAR-END>                                JUN-30-2000
<PERIOD-START>                                   JUL-01-1999
<PERIOD-END>                                     MAR-31-2000
<CASH>                                                   760
<INT-BEARING-DEPOSITS>                                 1,196
<FED-FUNDS-SOLD>                                           0
<TRADING-ASSETS>                                           0
<INVESTMENTS-HELD-FOR-SALE>                           11,679
<INVESTMENTS-CARRYING>                               196,656
<INVESTMENTS-MARKET>                                 187,739
<LOANS>                                              180,820
<ALLOWANCE>                                            1,842
<TOTAL-ASSETS>                                       399,587
<DEPOSITS>                                           171,297
<SHORT-TERM>                                         172,635
<LIABILITIES-OTHER>                                    6,325
<LONG-TERM>                                           23,000
                                      0
                                                0
<COMMON>                                                  37
<OTHER-SE>                                            26,293
<TOTAL-LIABILITIES-AND-EQUITY>                       399,587
<INTEREST-LOAN>                                       10,318
<INTEREST-INVEST>                                     10,287
<INTEREST-OTHER>                                          29
<INTEREST-TOTAL>                                      20,634
<INTEREST-DEPOSIT>                                     4,711
<INTEREST-EXPENSE>                                    12,168
<INTEREST-INCOME-NET>                                  8,466
<LOAN-LOSSES>                                              0
<SECURITIES-GAINS>                                         0
<EXPENSE-OTHER>                                        3,354
<INCOME-PRETAX>                                        5,524
<INCOME-PRE-EXTRAORDINARY>                             5,524
<EXTRAORDINARY>                                            0
<CHANGES>                                                  0
<NET-INCOME>                                           3,448
<EPS-BASIC>                                             1.16
<EPS-DILUTED>                                           1.15
<YIELD-ACTUAL>                                          3.06
<LOANS-NON>                                            4,091
<LOANS-PAST>                                               0
<LOANS-TROUBLED>                                           0
<LOANS-PROBLEM>                                            0
<ALLOWANCE-OPEN>                                       1,842
<CHARGE-OFFS>                                              0
<RECOVERIES>                                               0
<ALLOWANCE-CLOSE>                                      1,842
<ALLOWANCE-DOMESTIC>                                   1,533
<ALLOWANCE-FOREIGN>                                        0
<ALLOWANCE-UNALLOCATED>                                  309


</TABLE>




                         INDEPENDENT ACCOUNTANT'S REPORT



Board of Directors and Stockholders
WVS Financial Corporation

We have reviewed the  accompanying  consolidated  balance sheet of WVS Financial
Corporation  and subsidiary as of March 31, 2000,  and the related  consolidated
statement of income for the three-month  and nine-month  periods ended March 31,
2000 and 1999, the consolidated statement of changes in stockholders' equity for
the nine-month  period ended March 31, 2000, and the statement of cash flows for
the nine-month periods ended March 31, 2000 and 1999. These financial statements
are the responsibility of the Company's management.

We conducted our review in accordance with standards established by the American
Institute  of  Certified  Public  Accountants.  A review  of  interim  financial
information consists principally of applying analytical  procedures to financial
data and making  inquiries of persons  responsible  for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance
with  generally  accepted  auditing  standards,  the  objective  of which is the
expression of an opinion  regarding the financial  statements  taken as a whole.
Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material  modifications that should
be made to the  accompanying  financial  statements for them to be in conformity
with generally accepted accounting principles.

We have  previously  audited,  in accordance  with generally  accepted  auditing
standards,  the consolidated  balance sheet as of June 30, 1999, and the related
consolidated  statements  of income,  changes in  stockholders'  equity and cash
flows for the year then ended (not  presented  herein);  and in our report dated
July  30,  1999 we  expressed  an  unqualified  opinion  on  those  consolidated
financial statements.


/s/ S.R. Snodgrass, A.C.
- ------------------------
S.R. Snodgrass, A.C.


Wexford, PA
May 8, 2000



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