WELLS FINANCIAL CORP
10QSB, 2000-08-04
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

(Mark One)
|X|      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

         For the quarterly period ended              June 30, 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 0-25342
                                                -------
                              Wells Financial Corp.
                              ---------------------
             (Exact name of Registrant as Specified in Its Charter)

                 Minnesota                                     41-1799504
 --------------------------------------------             -------------------
(State or Other Jurisdiction of Incorporation              (I.R.S. Employer
             or Organization)                             Identification No.)

                53 1st Street S.W., P.O. Box 310, Wells MN 56097
                ------------------------------------------------
                    (Address of principal executive offices)

                                 (507) 553-3151
              ----------------------------------------------------
              (Registrant's Telephone Number, including Area Code)

                                       N/A
 -------------------------------------------------------------------------------
(Former name,former address and former fiscal year,if changed since last report)

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

The number of shares outstanding of each of the issuer's classes of common stock
as of August 4, 2000:

                  Class                                Outstanding
                  -----                                -----------
     $.10 par value per share, common stock         1,231,057 Shares

<PAGE>

                      WELLS FINANCIAL CORP. and SUBSIDIARY

                                [OBJECT OMITTED]

                                   FORM 10-QSB
                                      INDEX

         PART I - FINANCIAL INFORMATION:                                 Page
         -------------------------------                                 ----


         Item 1.  Consolidated Financial Statements (Unaudited)

                  Consolidated Statements of Financial Condition           1

                  Consolidated Statements of Income                        2
                  Consolidated Statements of Comprehensive Income          3
                  Consolidated Statement of Stockholders' Equity           4
                  Consolidated Statements of Cash Flows                  5-6
                  Notes to Consolidated Financial Statements             7-8



         Item 2.  Management's Discussion and Analysis of
              Financial Condition and Results of Operations             9-13


         PART II - OTHER INFORMATION
         ---------------------------

         Item 1.  Legal Proceedings                                       14

         Item 2.  Changes in Securities                                   14

         Item 3.  Defaults upon Senior Securities                         14

         Item 4.  Submission of Matters to a Vote of Security Holders     14

         Item 5.  Other Information                                       14

         Item 6.  Exhibits and Reports on Form 8-K                        14

         Signatures


<PAGE>

                      WELLS FINANCIAL CORP. and SUBSIDIARY
                 Consolidated Statements of Financial Condition
                       June 30, 2000 and December 31, 1999
                             (Dollars in Thousands)
                                   (Unaudited)
<TABLE>
<CAPTION>
ASSETS
                                                                               2000                       1999
                                                                       ---------------------    --------------------------

<S>                                                                          <C>                         <C>
Cash, including interest-bearing accounts
     June 30, 2000 $2,470; December 31, 1999 $2,320                             $     3,333                 $       4,200
Certificates of deposit                                                                 100                           400
Securities available for sale, at fair value                                          3,630                         2,551
Securities held to maturity (approximate market value $15,043 at
June 30, 2000 and $15,090 at December 31, 1999)                                      15,470                        15,559
Loans held for sale                                                                     505                           521
Loans receivable, net                                                               185,830                       172,713
Accrued interest receivable                                                           1,808                         1,350
Income taxes receivable                                                                  86                            16
Foreclosed real estate                                                                   54                            55
Premises and equipment                                                                1,842                         1,558
Other assets                                                                            889                           913
                                                                       ---------------------    --------------------------
            TOTAL ASSETS                                                       $    213,547                $      199,836
                                                                       =====================    ==========================

LIABILITIES AND STOCKHOLDERS'  EQUITY

LIABILITIES
   Deposits                                                                    $    161,186                $      156,984
   Borrowed funds                                                                    28,500                        17,000
   Advances from borrowers for taxes and insurance                                    1,258                         1,262
   Income taxes:
      Current                                                                             -                             -
      Deferred                                                                          726                           763
   Accrued interest payable                                                             243                           116
   Accrued expenses and other liabilities                                               182                           254
                                                                       ---------------------    --------------------------
            TOTAL LIABILITIES                                                       192,095                       176,379
                                                                       ---------------------    --------------------------

STOCKHOLDERS' EQUITY:
   Preferred stock, no par value; 500,000 shares
      Authorized; none outstanding                                                        -                             -
   Common stock, $.10 par value; authorized 7,000,000
      shares; issued 2,187,500 shares                                                   219                           219
   Additional paid in capital                                                        16,965                        16,939
   Retained earnings, substantially restricted                                       18,584                        18,189
   Accumulated other comprehensive income                                               563                           655
   Unearned ESOP shares                                                                (363)                         (435)
   Unearned compensation restricted stock awards                                        (23)                          (27)
   Treasury stock, at cost, 956,443 shares at June 30, 2000;
        758,343 shares at December 31, 1999                                         (14,493)                      (12,083)
                                                                       ---------------------    --------------------------
            TOTAL STOCKHOLDERS' EQUITY                                               21,452                        23,457
                                                                       ---------------------    --------------------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                     $    213,547                $      199,836
                                                                       =====================    ==========================
</TABLE>
                           (See Notes to Consolidated Financial Statements)

                                      1
<PAGE>
                      WELLS FINANCIAL CORP. and SUBSIDIARY
                        Consolidated Statements of Income
                  (Dollars in thousands, except per share data)
                                   (Unaudited)
<TABLE>
<CAPTION>

                                                           Three Months Ended                      Six Months Ended
                                                                June 30,                               June 30,
                                                    -----------------------------------  --------------------------------------
                                                         2000               1999                 2000               1999
                                                    ----------------  ------------------  -------------------  ----------------
<S>                                                    <C>                <C>                  <C>                <C>
Interest and dividend income Loans receivable:
      First mortgage loans                               $    2,825          $    2,433          $     5,529        $    4,894
      Consumer and other loans                                  786                 657                1,524             1,310
   Investment securities and other
       interest bearing deposits                                295                 399                  574               794
                                                    ----------------  ------------------  -------------------  ----------------
                    Total interest income                     3,906               3,489                7,627             6,998
                                                    ----------------  ------------------  -------------------  ----------------
Interest Expense
   Deposits                                                   1,986               1,818                3,858             3,649
   Borrowed funds                                               354                  67                  582               134
                                                    ----------------  ------------------  -------------------  ----------------
                    Total interest expense                    2,340               1,885                4,440             3,783
                                                    ----------------  ------------------  -------------------  ----------------
                    Net interest income                       1,566               1,604                3,187             3,215
Provision for loan losses                                         -                   4                    -                27
                                                    ----------------  ------------------  -------------------  ----------------
     Net interest income after provision for
           loan losses                                        1,566               1,600                3,187             3,188
                                                    ----------------  ------------------  -------------------  ----------------
Noninterest income
   Gain  on sale of loans originated for sale                     -                  50                   14               122
   Loan origination and commitment fees                          24                  71                   41               226
   Loan servicing fees                                          101                 101                  201               194
   Insurance commissions                                        110                  89                  185               162
   Fees and service charges                                     103                 123                  201               235
   Other                                                          9                  14                   16                19
                                                    ----------------  ------------------  -------------------  ----------------
                    Total noninterest income                    347                 448                  658               958
                                                    ----------------  ------------------  -------------------  ----------------
Noninterest expense
   Compensation and benefits                                    655                 588                1,253             1,179
   Occupancy and equipment                                      222                 215                  434               404
   SAIF deposit insurance premium                                 9                  23                   17                47
   Data processing                                               91                  83                  184               179
   Advertising                                                   57                  46                  110                94
   Other                                                        221                 290                  492               550
                                                    ----------------  ------------------  -------------------  ----------------
                    Total noninterest expense                 1,255               1,245                2,490             2,453
                                                    ----------------  ------------------  -------------------  ----------------
                    Income  before taxes                        658                 803                1,355             1,693
Income tax expense                                              259                 330                  546               679
                                                    ----------------  ------------------  -------------------  ----------------
                    Net Income                            $     399          $      473          $       809        $    1,014
                                                    ================  ==================  ===================  ================
Earnings  per share
      Basic earnings per share                            $    0.32          $     0.31          $      0.62        $     0.66
                                                    ================  ==================  ===================  ================
      Diluted earnings per  share                         $    0.32          $     0.30          $      0.62        $     0.64
                                                    ================  ==================  ===================  ================

Weighted average number of common shares outstanding:
           Basic                                          1,247,470           1,519,249            1,300,191         1,547,731
                                                    ================  ==================  ===================  ================
           Diluted                                        1,254,821           1,556,939            1,308,206         1,585,325
                                                    ================  ==================  ===================  ================
</TABLE>
                (See Notes to Consolidated Financial Statements)

                                       2
<PAGE>


                      WELLS FINANCIAL CORP. and SUBSIDIARY
                 Consolidated Statements of Comprehensive Income
                             (Dollars in Thousands)
                                   (Unaudited)
<TABLE>
<CAPTION>

                                                            Three Months Ended                Six Months Ended
                                                                 June 30,                         June 30,
                                                     ------------ --- --------------    ------------- --- -------------
                                                        2000              1999              2000              1999
                                                     ------------     --------------    -------------     -------------
<S>                                                  <C>                 <C>              <C>              <C>
   Net Income                                            $   399            $   473          $   809           $ 1,014

   Other comprehensive income:
      Unrealized appreciation  (depreciation) on
        Securities available for sale                        (86)                16             (155)             (155)
      Income tax benefit (expense)                            35                 (7)              63                63
                                                     ------------     --------------    -------------     -------------
   Comprehensive income                                  $   348            $   482          $   717           $   922
                                                     ============     ==============    =============     =============

</TABLE>









                (See Notes to Consolidated Financial Statements)

                                       3
<PAGE>


                      WELLS FINANCIAL CORP. and SUBSIDIARY
                 Consolidated Statement of Stockholders' Equity
                         Six Months Ended June 30, 2000
                             (Dollars in Thousands)
                                   (Unaudited)
<TABLE>
<CAPTION>

                                                                                 Unearned
                                                                                 Employee      Unearned
                                                                 Accumulated       Stock     Compensation
                                          Additional                Other        Ownership    Restricted                  Total
                                Common     Paid-In    Retained  Comprehensive   Plan Shares     Stock      Treasury   Stockholders'
                                Stock      Capital    Earnings    Income                       Awards        Stock        Equity
------------------------------------------------------------------------------------------------------------------------------------
<S>                            <C>       <C>        <C>          <C>          <C>         <C>         <C>          <C>
Balance, December 31, 1999        $  219    $ 16,939   $ 18,189     $    655     $  (435)    $    (27)  $(12,083)     $   23,457

Net income for the six months
   ended  June 30, 2000                -           -        809            -           -            -          -             809


Net change in unrealized
   appreciation  on securities
   available for sale, net of
   related deferred taxes              -           -          -          (92)          -            -          -             (92)


Treasury stock purchases                                                                                  (2,410)         (2,410)

Amortization of unearned
   compensation                        -           -          -            -           -            4          -               4


 Dividends on common stock             -           -       (414)           -           -            -          -            (414)

Allocated employee stock
   ownership plan shares               -          26          -            -          72            -          -              98
                              --------------------------------------------------------------------------------------------------

Balance, June 30, 2000            $  219    $ 16,965   $ 18,584     $    563     $  (363)   $     (23)  $(14,493)     $   21,452
                              ==================================================================================================



</TABLE>


                (See Notes to Consolidated Financial Statements)


                                       4



<PAGE>

                      WELLS FINANCIAL CORP. and SUBSIDIARY
                      Consolidated Statements of Cash Flow
                     Six Months Ended June 30, 2000 and 1999
                             (Dollars in Thousands)
                                   (Unaudited)
                                    2000 1999
<TABLE>
<CAPTION>
                                                                                 2000                      1999
                                                                        --------------------     --------------------
<S>                                                                       <C>                     <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net Income                                                                  $       809             $      1,014
   Adjustments to reconcile net income to net cash
      provided by operating activities:
         Provision for loan losses                                                       -                       27
         (Gain) loss on the sale of loans originated for sale                           14                      (86)
         Compensation on allocation of ESOP shares                                      98                      132
         Amortization of restricted stock awards                                         4                       22
         Loss on the sale of foreclosed real estate                                      5                        -
         Write-down of foreclosed real estate                                            3                        -
         Deferred income taxes                                                          26                       23
         Depreciation and amortization on premises and equipment                       136                      121
         Amortization of deferred loan origination fees                                (38)                     (89)
         Amortization of excess servicing fees, mortgage servicing
            rights and bond premiums and discounts                                      78                      107
         Loans originated for sale                                                  (6,253)                 (23,437)
         Proceeds from the sale of loans originated for sale                         6,273                   28,501
         Changes in assets and liabilities:
            Accrued interest receivable                                               (458)                    (459)
            Other assets                                                              (143)                     (84)
            Income taxes payable, current                                                -                     (128)
            Accrued expenses and other liabilities                                      55                      (18)
                                                                        --------------------     --------------------
         Net cash provided by operating activities                                     609                    5,646
                                                                        --------------------     --------------------

CASH FLOWS FROM INVESTING ACTIVITIES:
     Net (increase) decrease  in loans                                             (13,121)                  (1,593)
     Purchase of certificates of deposit                                              (100)                    (400)
     Purchase of securities held to maturity                                             -                   (9,984)
     Purchase of securities available for sale                                      (1,234)                        -
     Proceeds from the maturities of certificates of deposit                           400                      400
     Proceeds from the maturities of securities held to maturity                        90                    1,145
     Proceeds from the sale and redemption of foreclosed real estate                    35                       83
     Purchase of premises and equipment                                               (420)                    (141)
                                                                        --------------------     --------------------
         Net cash (used in) investment activities                                  (14,350)                 (10,490)
                                                                        --------------------     --------------------

CASH FLOWS FROM FINANCING ACTIVITIES:
        Net increase in deposits                                                     4,202                      877
        Net increase in advances from borrowers
           for taxes and insurance                                                      (4)                      41
        Proceeds from borrowed funds                                                22,800                        -
        Repayments on borrowed funds                                               (11,300)                       -
        Purchase of treasury stock                                                  (2,410)                  (1,209)
        Dividends on common stock                                                     (414)                    (466)
                                                                        --------------------     --------------------
         Net cash provided by (used in) financing activities                        12,874                     (757)
                                                                        --------------------     --------------------
      Net decrease in cash and cash equivalents                                       (867)                  (5,601)

CASH:
   Beginning                                                                         4,200                   19,446
                                                                        --------------------     --------------------
   Ending                                                                      $     3,333             $     13,845
                                                                        ====================     ====================
</TABLE>

              (See Notes to Consolidated Financial Statements)

                                       5
<PAGE>


                      WELLS FINANCIAL CORP. and SUBSIDIARY
                Consolidated Statements of Cash Flow (continued)
                     Six Months Ended June 30, 2000 and 1999
                             (Dollars in Thousands)
                                   (Unaudited

<TABLE>
<CAPTION>

<S>                                                                        <C>                     <C>
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
   Cash payments for:
     Interest on deposits                                                      $       3,858           $       3,522
     Interest on borrowed funds                                                          582                     134
     Income taxes                                                                        584                     691
                                                                         ====================    ====================

SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND
FINANCING ACTIVITIES:
     Transfers from loans to foreclosed real estate                            $          42           $          98
     Allocation of ESOP shares to participants                                            72                      78
     Net change in unrealized appreciation on securities available for sale               92                      92
                                                                         ====================    ====================
</TABLE>



                (See Notes to Consolidated Financial Statements)

                                       6
<PAGE>

                      WELLS FINANCIAL CORP. and SUBSIDIARY
                   Notes to Consolidated Financial Statements
                             (Dollars in thousands)
                                   (Unaudited)

NOTE 1.  BASIS OF PRESENTATION
         The foregoing consolidated financial statements are unaudited. However,
in the opinion of management, all adjustments (which consist of normal recurring
accruals)  necessary  for a  fair  presentation  of the  consolidated  financial
statements  have  been  included.   Results  for  any  interim  period  are  not
necessarily  indicative  of results to be  expected  for the year.  The  interim
consolidated  financial statements include the accounts of Wells Financial Corp.
(Company),   its  subsidiary,   Wells  Federal  Bank  (Bank),   and  the  Bank's
subsidiaries, Greater Minnesota Mortgage, Inc. and Wells Insurance Agency, Inc.


NOTE 2.  REGULATORY CAPITAL

         The following table presents the Bank's regulatory  capital amounts and
percents at June 30, 2000 and December 31, 1999.

<TABLE>
<CAPTION>

                                                              June 30, 2000                         December 31, 1999
                                                       Amount          Percent                   Amount         Percent
             ----------------------------------------------------------------------------------------------------------
                                                                    (Dollars in Thousands)
<S>                                               <C>                <C>                    <C>              <C>
             Tier 1 (Core) Capital
                  Required                           $    8,409         4.00%                  $   7,754         4.00%
                  Actual                                 17,331         8.24%                     16,865         8.70%
                  Excess                                  8,922         4.24%                      9,111         4.70%

             Risk-based Capital
                  Required                               11,076         8.00%                     10,154         8.00%
                  Actual                                 18,177        13.13%                     17,722        13.96%
                  Excess                                  7,101         5.13%                      7,568         5.96%

</TABLE>




                                       7
<PAGE>



                      WELLS FINANCIAL CORP. and SUBSIDIARY
              Notes to consolidated Financial Statements Continued
                                   (Unaudited)


NOTE 3.  EARNINGS PER SHARE

         Earnings per share are calculated and presented in accordance with FASB
Statement No. 128,  Earnings per Share. The Statement  requires the presentation
of earnings per share by all entities that have common stock or potential common
stock, such as options,  warrants and convertible  securities,  outstanding that
trade in a public market. Those entities that have only common stock outstanding
are required to present basic earnings per-share amounts. All other entities are
required  to present  basic and  diluted  earnings  per-share  amounts.  Diluted
per-share  amounts assume the conversion,  exercise or issuance of all potential
common stock  instruments  unless the effect is to reduce a loss or increase the
income per common share from continuing operations.

         A  reconciliation  of  the  common  stock  share  amounts  used  in the
calculation  of  basic  and  diluted  earnings  per  share is  presented  in the
following chart.
<TABLE>
<CAPTION>

                                                                    Number of Shares
                                               Three months ended June 30,            Six months ended June 30,
                                           -------------------------------         ----------------------------
                                              2000               1999                  2000            1999
                                           -------------------------------         ----------------------------

<S>                                     <C>                <C>                  <C>              <C>
Basic EPS                                  1,247,470          1,519,249            1,300,191        1,547,731
Effect of dilutive securities:
   Stock options                               7,351             37,690                8,015           37,594
                                           -------------------------------         ----------------------------
Diluted EPS                                1,254,821          1,556,939            1,308,206        1,585,325
                                           ===============================         ============================
</TABLE>

NOTE 4.  SELECTED FINANCIAL DATA

<TABLE>
<CAPTION>

                                                                                     For the six months ended
                                                                                              June 30,
                                                                                     2000                1999
                                                                             -----------------------------------
<S>                                                                              <C>                 <C>
Return on assets
   (ratio of net income to average total assets) (1)                                  0.79%               1.05%

Return on equity
   (ratio of net income to average equity) (1)                                        7.13%               7.93%

Equity to assets ratio
   (ratio of average equity to average total assets)                                 11.07%              13.25%

Net interest margin
   (ratio of net interest income to average interest earning assets) (1)              3.19%               3.42%

        (1)  Net income and net interest income have been annualized.

</TABLE>

                                       8

<PAGE>

                     WELLS FINANCIAL CORP. and SUBSIDIARIES
           Management's Discussion and Analysis of Financial Condition
                            And Results of Operations

General:

         Wells Financial Corp.  (Company) was incorporated under the laws of the
State of  Minnesota  in  December  1994 for the  purpose  of  owning  all of the
outstanding  stock of Wells  Federal  Bank,  fsb (Bank)  issued in the mutual to
stock  conversion of the Bank. On April 11, 1995,  the  conversion was completed
and $8.4 million of the net proceeds from the sale of the stock were provided to
the Bank in exchange for all of the Bank's  stock.  The  consolidated  financial
statements  included herein are for the Company,  the Bank and the Bank's wholly
owned subsidiaries, Greater Minnesota Mortgage, Inc. and Wells Insurance Agency,
Inc.

         The income of the Company is derived  primarily  from the operations of
the Bank and the  Bank's  subsidiaries,  and to a lesser  degree  from  interest
income from securities and  certificates of deposit with other banks. The Bank's
net income is primarily  dependent upon the  difference (or spread)  between the
average yield earned on loans,  investments and  mortgage-backed  securities and
the  average  rate paid on  deposits  and  borrowings,  as well as the  relative
amounts of such assets and liabilities.  The interest rate spread is affected by
regulatory, economic and competitive factors that influence interest rates, loan
demand and deposit  flows.  Net income is also  affected by, among other things,
provision for loan losses, gains on the sale of interest earning assets, service
charges,  servicing fees, subsidiary activities,  operating expenses, and income
taxes.

         The Bank has eight full service offices  located in Faribault,  Martin,
Blue Earth, Nicollet, Freeborn and Steele Counties, Minnesota.

         The Company may from time to time make written or oral "forward-looking
statements"   including  statements  contained  in  this  report  and  in  other
communications by the Company which are made in good faith pursuant to the "safe
harbor"  provisions  of the Private  Securities  Litigation  Reform Act of 1995.
These  forward-looking  statements,  such as statements of the Company's  plans,
objectives,  estimates and intentions,  involve risks and  uncertainties and are
subject to change based on various  important  factors (some of which are beyond
the Company's  control).  The following factors,  among others,  could cause the
Company's financial performance to differ materially from the plans, objectives,
expectations,   estimates  and  intentions  expressed  in  such  forward-looking
statements:  the  strength  of the United  States  economy  in  general  and the
strength of the local economies in which the Company  conducts  operations;  the
effects  of, and changes  in,  trade,  monetary  and fiscal  policies  and laws,
including  interest  rate  policies  of the Board of  Governors  of the  Federal
Reserve System, inflation, interest rate, market and monetary fluctuations;  the
timely development of and acceptance of new products and services of the Company
and the perceived overall value of the products and services by users, including
the  features,  pricing  and  quality  compared  to  competitor's  products  and
services;  the  willingness  of users to  substitute  competitors'  products and
services for the Company's products and services;  the success of the Company in
gaining  regulatory  approval of its products and services,  when required;  the
impact of changes in financial  services' laws and  regulations  (including laws
concerning taxes,  banking,  securities and insurance);  technological  changes;
acquisitions;  changes in consumer spending and savings habits;  and the success
of the Company at managing the risks involved in the foregoing.

Comparison of Financial Condition at June 30, 2000 and December 31, 1999:

         Total assets  increased by $13,711,000,  from  $199,836,000 at December
31,  1999 to  $213,547,000  at June 30,  2000  primarily  due to an  increase of
$13,117,000  in the loan  portfolio  and a  $1,079,000  increase  in  securities
available  for sale.  The increase in the loan  portfolio  was  primarily due to
increases in loans  secured by single  family  dwellings,  loans secured by farm
real estate and home equity loans.  Interest rates on mortgage  loans  increased
during  the last half of 1999 and the first half of 2000 which was the basis for
management's  decision to retain  almost all of the  mortgage  loans the Company
originated during those periods.

                                       9
<PAGE>

         In accordance with the Bank's internal classification of assets policy,
management  evaluates  the loan  portfolio on a quarterly  basis to identify and
determine the adequacy of the allowance for loan losses.  Management's  periodic
evaluation of the adequacy of the allowance is based on the Company's  past loan
loss experience,  known and inherent risks in the portfolio,  adverse situations
that  may  affect  the  borrower's  ability  to  repay,  estimated  value of any
underlying collateral,  and current economic conditions. As of June 30, 2000 and
December  31,  1999  the  balances  in the  allowance  for loan  losses  and the
allowance  for loan  losses as a  percentage  of total loans were  $846,000  and
$857,000 and 0.45% and 0.49%, respectively.

         Activity in the Company's  allowance for loan losses for the six months
ended June 30, 2000 and 1999 is summarized as follows:

                                   2000            1999
                                 -------------------------

Balance on January 1,            $856,692        $852,557

  Provision for loan losses             -          27,000

  Charge-offs                     (16,886)        (26,296)

  Recoveries                        6,677          13,271
                                 ---------       ---------
Balance on June 30,              $846,483        $866,532
                                 =========       =========

         Loans on which the accrual of interest has been  discontinued  amounted
to $126,000 and  $111,000 at June 30, 2000 and December 31, 1999,  respectively.
The effect of nonaccrual loans was not significant to the results of operations.
The Company includes all loans considered  impaired under FASB Statement No. 114
in nonaccrual  loans.  The amount of impaired loans was not material at June 30,
2000 and December 31, 1999.

         Liabilities increased by $15,716,000, from $176,379,000 at December 31,
1999 to  $192,095,000  at June 30, 2000.  This  increase is  primarily  due to a
$11,500,000  increase in borrowed  funds and a $4,202,000  increase in deposits,
which were used to fund loan growth and to purchase investment securities.

         Equity decreased by $2,005,000 from $23,457,000 at December 31, 1999 to
$21,452,000 at June 30, 2000. The decrease in equity was primarily the result of
net  income  for the first six months of 2000 of  $809,000  being  offset by the
payment of $414,000 in cash dividends and by the repurchase of 198,100 shares of
treasury  stock at a total cost of  $2,410,000.  On July 18, 2000,  the Board of
Directors of the Company  declared a $0.15 per share cash dividend to be paid on
August 11, 2000 to the  stockholders of record on July 31, 2000.  Subject to the
Company's  earnings and capital,  it is the current  intention of the Company to
continue to pay regular quarterly cash dividends.

Comparison of Operating  Results for the Three and Six-Month  Periods Ended June
30, 2000 and June 30, 1999.

         Net Income. Net income decreased by $74,000 and $205,000,  or 15.6% and
20.2% for the three and six  months  ended  June 30,  2000,  respectively,  when
compared  to the same  periods  during  1999.  The  decrease  in net  income was
primarily  due to  decreases  of $47,000 and  $185,000 in loan  origination  and
commitment  fees for the  three  and  six-month  periods  ended  June 30,  2000,
respectively,  when compared to the three and  six-month  periods ended June 30,
1999.  Also  affecting net income were decreases of $50,000 and $108,000 for the
three and six months ended June 30,  2000,  respectively,  when  compared to the
same periods in 1999, in the gain on sale of loans originated for sale.

                                       10
<PAGE>
       Interest Income.  Interest income from the loan portfolio  increased by
$521,000 and $849,000,  or 16.9% and 13.7%, for the three and six-month  periods
ended June 30, 2000,  respectively,  when  compared to the same periods in 1999.
During  the last half of 1999 and the first six  months of 2000,  the  Company's
loan  portfolio  increased due,  primarily,  to an increase in real estate loans
secured by farmland,  loans secured by  residential  real estate and home equity
loans. This resulted in an increase in the average balance of the loan portfolio
during the first half of 2000 when compared to the same period in 1999.  This is
the primary  reason for the increase in interest  income from the Company's loan
portfolio.  To a  lesser  degree,  an  increase  in the  interest  rates  on the
Company's loan portfolio  also  contributed to the increase in interest  income.
Partially offsetting the increase in interest income from the loan portfolio was
a $104,000 and $220,000  decrease in interest income from investment  securities
and  interest  bearing  deposits  during the three and six months ended June 30,
2000,  respectively,  when compared to the same periods in 1999. The decrease in
interest  income  from  investment  securities  and  interest  bearing  deposits
resulted from the use of cash that was held in interest  bearing deposits during
the first half of 1999 to fund loan growth and to purchase treasury stock.

         Interest  Expense.  Total  interest  expense  increased by $455,000 and
$657,000, or 24.1% and 17.4%, for the three and six-month periods ended June 30,
2000 when  compared to the same  periods in 1999.  The  increase in interest was
primarily  due to an  increase  in the  average  amount  of  borrowed  funds and
deposits  during the first half of 2000 when compared to the first half of 1999.
To a lesser  extent,  an overall  increase in the cost of deposits  and borrowed
funds  during the first half of 2000  contributed  to the  increase  in interest
expense.

         Net  Interest  income.  Net  interest  income  decreased by $38,000 and
$28,000, for the three and six- month periods ended June 30, 2000, respectively,
when compared to the same periods in 1999 due to the changes in interest  income
and interest expense described above.

         Provision for loan losses.  The provision for loan losses  decreased by
$4,000 and  $27,000  for the three and six month  periods  ended June 30,  2000,
respectively,  when compared to the same periods in 1999.  Management  evaluates
the quality of the loan portfolio on a quarterly basis to identify and determine
the adequacy of the allowance for loan loss. Based on these continuing  reviews,
management  believes no  provision  for loan losses are  necessary at this time.
While the Company  maintains  its  allowance  for loan losses at a level that is
considered  to be  adequate  to provide for  potential  losses,  there can be no
assurance that further additions will not be made to the loss allowance and that
losses will not exceed estimated amounts.

         Noninterest  Income.  Noninterest  income  decreased  by  $101,000  and
$300,000, or 22.5% and 31.3%, for the three and six-month periods ended June 30,
2000,  respectively,  when compared to the same periods in 1999. The decrease in
noninterest  income was  primarily  due to decreases of $47,000 and $185,000 for
the three and six-month periods ended June 30, 2000, respectively, when compared
to the same  periods  in 1999 in loan  origination  and  commitment  fees.  Also
affecting  noninterest  income were  decreases  of $50,000 and  $108,000 for the
three and six months ended June 30,  2000,  respectively,  when  compared to the
same periods in 1999, in the gain on sale of loans  originated  for sale. Due to
low interest  rates on  residential  mortgage loans during the first quarter and
beginning of the second quarter of 1999, the Company  originated a larger volume
of loans  during  that period  when  compared  to the same period in 2000.  This
resulted in the  decrease in loan  origination  and  commitment  fees during the
first half of 2000 when compared to the first half of 1999.  The decrease in the
gain on sale of loans originated for sale resulted from management's decision to
retain almost all of the loans the Company  originated  during the first half of
2000.

         Noninterest  Expense.  Noninterest expense remained relatively constant
for the three and  six-month  periods  ended June 30, 2000 when  compared to the
same periods in 1999 as increases in  compensation  and benefits  were offset by
decreases in other noninterest  expense.  Compensation and benefits increased by
$67,000  and  $74,000  for the  quarter  and  six-months  ended  June 30,  2000,
respectively,  when  compared to the same  periods in 1999,  primarily  due to a
timing  difference  in the  payment  of  compensation  and  annual  compensation
adjustments.

                                       11
<PAGE>

         Income  Tax  Expense.  Income tax  expense  decreased  by  $71,000  and
$133,000 for the three and six month  periods  ended June 30, 2000 when compared
to the same  periods in 1999.  This  decrease  was the  result of a decrease  in
income before  income taxes for the three and  six-month  periods ended June 30,
2000 when compared to the same periods in 1999.

         Non-performing  Assets.  The following table sets forth the amounts and
categories of non-performing assets at June 30, 2000 and December 31, 1999.
<TABLE>
<CAPTION>

                                                         June 30, 2000      December 31, 1999
                                                    ------------------------------------------------
                                                                (Dollars in Thousands)
<S>                                                        <C>                       <C>
Non-accruing loans
    One to four family real estate                            $       2                 $         -
     Agricultural real estate                                         -                          32
    Consumer                                                        124                          79
                                                    --------------------    ------------------------
Total                                                         $     126                 $       111
                                                    --------------------    ------------------------

Accruing loans which are contractually
Past due 90 days or more
    One to four family real estate                            $     191                 $        10
    Commercial real estate                                            -                           -
                                                    --------------------    ------------------------
Total                                                         $     191                 $        10
                                                    --------------------    ------------------------


Total non-accrual and accruing loans
past due 90 days or more                                      $     317                 $       121
                                                    ====================    ========================

Repossessed and non-performing assets
   Repossessed property                                       $      54                 $        55
   Other non-performing assets                                        -                           -
                                                    --------------------    ------------------------
Total repossessed and non-performing assets                   $      54                 $        55
                                                    --------------------    ------------------------

Total non-performing assets                                   $     371                 $       176
                                                    ====================    ========================

Total non-accrual and accruing loans
past due 90 days or more to net loans                             0.17%                       0.07%
                                                    ====================    ========================

Total non-accrual and accruing loans
past due 90 days or more to total assets                          0.15%                       0.06%
                                                    ====================    ========================

Total nonperforming assets to total assets                        0.17%                       0.09%
                                                    ====================    ========================
</TABLE>

         Financial  Standards Board  Statement No. 114,  Accounting by Creditors
for  Impairment of a Loan,  and  Statement No. 118,  Accounting by Creditors for
Impairment of a Loan - Income Recognition and Disclosures, require that impaired
loans  within the scope of these  Statements  be  measured  based on the present
value of expected future cash flows discounted at the loan's effective  interest
rate; or as a practical expedient,  either at the loan's observable market price
or the fair value of the collateral if the loan is collateral dependent. At June
30, 2000 and December 31, 1999,  the value of loans that would be  classified as
impaired under these Statements is considered to be immaterial.

                                       12

<PAGE>

Liquidity and Capital Resources:

          The Bank is required under applicable federal  regulations to maintain
specified  levels of "liquid"  investments in qualifying types of US Government,
federal agency and other  investments  having  maturities of five years or less.
Current OTS  regulations  require  that a savings  association  maintain  liquid
assets of not less than 4% of its  average  daily  balance  of net  withdrawable
deposit  accounts and borrowings  payable in one year or less. At June 30, 2000,
the Bank's liquidity,  as measured for regulatory purposes,  was 8.74%. The Bank
adjusts liquidity as appropriate to meet its asset/liability objectives.

         The Bank's  primary  sources  of funds are  deposits,  borrowed  funds,
amortization  and prepayment of loans,  maturities of investment  securities and
funds provided from operations. While scheduled loan repayments are a relatively
predictable   source  of  funds,   deposit  flows  and  loan   prepayments   are
significantly  influenced by general  interest  rates,  economic  conditions and
competition.  If  needed,  the  Bank's  source of funds can be  supplemented  by
wholesale funds obtained through additional  advances from the Federal Home Loan
Bank system. The Bank invests excess funds in overnight deposits, which not only
serve as liquidity, but also earn interest income until funds are needed to meet
required loan funding.

         In 1999 and 2000, the Company approved stock buy back programs in which
up to 420,266  shares of the common  stock of the Company can be  acquired.  The
Company bought 223,003 shares of its common stock during 1999 and 197,263 shares
of its common  stock  during the first half of 2000  completing  these stock buy
back programs.

         The Company paid cash dividends of $0.15 per share on February 11, 2000
and on May 12,  2000.  The Company  declared a cash  dividend of $0.15 per share
payable on August 11, 2000 to stockholders  of record on July 31, 2000.  Subject
to the  Company's  earnings  and  capital,  it is the current  intention  of the
Company to continue to pay regular quarterly cash dividends.

         Savings  institutions  like the Bank are  required  to meet  prescribed
regulatory  capital  requirements.  If a  requirement  is  not  met,  regulatory
authorities may take legal or administrative actions,  including restrictions on
growth  or  operations  or,  in  extreme  cases,  seizure.  Institutions  not in
compliance  may  apply  for an  exemption  from the  requirements  and  submit a
recapitalization  plan.  At June 30,  2000,  the Bank  met all  current  capital
requirements.

         The  Office of Thrift  Supervision  (OTS)  has  adopted a core  capital
requirement for savings institutions  comparable to the requirement for national
banks.  The OTS core capital  requirement  for the Bank is 4% of adjusted assets
for  thrifts  that  receive  the  highest  supervisory  rating  for  safety  and
soundness. The Bank had core capital of 8.24% at June 30, 2000.

                                       13

<PAGE>


                     WELLS FINANCIAL CORP. and SUBSIDIARIES
                                  June 30, 2000

                                   FORM 10-QSB


PART II. OTHER INFORMATION
--------------------------

Item 1.           Legal Proceedings
                  -----------------
                  None

Item 2.           Changes in Securities
                  ---------------------
                  None

Item 3.           Defaults upon Senior Securities
                  -------------------------------
                  None

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

                  None

Item 5.           Other information
                  -----------------
                  None

Item 6.           Exhibits and Reports of Form 8-K
                  --------------------------------
                  a.  Exhibits:

                                    27 - Financial data schedule

                  b.  No reports on Form 8-K were filed


No other information is required to be filed under Part II of the form

               -----------------------------------------------

                                       14
<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.



WELLS FINANCIAL CORP.


By:    /s/ Lawrence H. Kruse                      Date:    August 4, 2000
       -----------------------                             --------------
       Lawrence H. Kruse
       President and Chief Executive Officer


By:    /s/ James D. Moll                          Date:    August 4, 2000
       -----------------------                             --------------
       James D. Moll
       Treasurer and Principal Financial & Accounting Officer





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