---

---

|Delaware                        | 36-4238089            
|------------------------------- | ----------------------
|(State or Other Jurisdiction of | (I.R.S. Employer      
|Incorporation or Organization)  | Identification Number)

|Part         I.         FINANCIAL INFORMATION | PAGE
|--------------------------------------------- | ----

|             | Item 1.           | Financial Statements                                         |     
|------------ | ----------------- | ------------------------------------------------------------ | ----
|             |                   | Consolidated Statements of Financial Condition -             |     
|             |                   | December 31, 2000 (unaudited) and June 30,2000               | 1   
|             |                   |                                                              |     
|             |                   |                                                              |     
|             |                   | Consolidated Statements of Earnings -                        |     
|             |                   | Three months ended December 31, 2000 and 1999 and            |     
|             |                   | Six months ended December 31, 2000 and 1999 (unaudited)      | 2   
|             |                   |                                                              |     
|             |                   |                                                              |     
|             |                   | Consolidated Statements of Changes in Stockholders' Equity - |     
|             |                   | Six months ended December 31, 2000 (unaudited                | 3   
|             |                   |                                                              |     
|             |                   |                                                              |     
|             |                   | Consolidated Statements of Cash Flows - Six months           |     
|             |                   | ended December 31, 2000 and 1999 (unaudited)                 | 4   
|             |                   |                                                              |     
|             |                   |                                                              |     
|             |                   | Notes to Consolidated Financial Statements                   | 5   
|             |                   |                                                              |     
|             |                   |                                                              |     
|             | Item 2.           | Management's Discussion and Analysis of Financial            |     
|             |                   | Condition and Results of Operations                          | 6-12
|             |                   |                                                              |     
|             |                   |                                                              |     
|             |                   |                                                              |     
|Part     II. | OTHER INFORMATION | 13                                                          
|             |                   |                                                              |     
|             |                   |                                                              |     
|             |                   | Index to Exhibits                                            | 14  

---

|Part         I.         FINANCIAL INFORMATION | 
|--------------------------------------------- | 

|Assets                                                    | December 31, | June 30,   
|--------------------------------------------------------- | ------------ | -----------
|                                                          | 2000         | 2000       
|                                                          | (Unaudited)  |            
|Cash and amounts due from depository institutions         | $  3,422,991 | 3,036,708  
|Interest-bearing deposits                                 | 31,632,329   | 29,629,809 
|Total cash and cash equivalents                           | 35,055,320   | 32,666,517 
|Investment securities, held to maturity (fair value:      |              |            
|December 31, 2000 - $20,163,863;                          |              |            
|June 30, 2000 - $19,896,031)                              | 20,019,091   | 19,990,723 
|Investment securities available for sale, at fair value   | 5,193,348    | 5,042,710  
|Mortgage-backed securities, held to maturity (fair value: |              |            
|December 31, 2000 - $19,226,488;                          |              |            
|June 30, 2000 - $21,508,988)                              | 19,143,885   | 21,854,112 
|Loans receivable (net of allowance for loan losses:       |              |            
|December 31, 2000 - $378,176;                             |              |            
|June 30, 2000 - $368,885)                                 | 57,040,614   | 53,030,170 
|Loans receivable held for sale                            | 208,250      | -          
|Stock in Federal Home Loan Bank of Chicago                | 742,400      | 728,500    
|Office properties and equipment, net                      | 2,474,096    | 2,580,061  
|Accrued interest receivable                               | 713,141      | 650,954    
|Prepaid expenses and other assets                         | 564,626      | 681,743    
|Total assets                                              | $141,154,771 | 137,225,490
|                                                          |              |            

|Liabilities and Stockholders' Equity                        |              |            
|----------------------------------------------------------- | ------------ | -----------
|Liabilities:                                                |              |            
|Deposits                                                    | $130,490,349 | 126,870,476
|Advance payments by borrowers for taxes and insurance       | 708,566      | 693,302    
|Other liabilities                                           | 427,485      | 404,995    
|Total liabilities                                           | 131,626,400  | 127,968,773
|Stockholders' equity:                                       |              |            
|Preferred stock, $.01 par value:                            |              |            
|authorized 50,000 shares; none outstanding                  | -            | -          
|Common stock, $.01 par value: authorized 600,000            |              |            
|shares; issued and outstanding 363,975 shares               |              |            
|at December 31, 2000 and June 30, 2000                      | 3,640        | 3,640      
|Additional paid-in capital                                  | 3,283,307    | 3,274,654  
|Retained earnings - substantially restricted                | 6,099,616    | 5,948,332  
|Accumulated other comprehensive income, net of income taxes | 141,808      | 42,704     
|Common stock awarded by Bank Incentive Plan                 | -            | (12,613)   
|Total stockholders' equity                                  | 9,528,371    | 9,256,717  
|Total liabilities and stockholders' equity                  | $141,154,771 | 137,225,490

---

|                                       | Three Months EndedDecember 31, | Six Months EndedDecember 31,
|-------------------------------------- | ------------------------------ | ----------------------------
|                                       | 2000                           | 1999                        
|                                       | (Unaudited)                    | (Unaudited)                 
|Interest income:                       |                                |                             
|Interest on loans                      | $1,059,491                     | 912,119                     
|Interest on mortgage-backed securities | 332,123                        | 383,572                     
|Interest on investment securities      | 377,095                        | 344,820                     
|Interest on interest-bearing deposits  | 518,880                        | 463,021                     
|Dividends on FHLB stock                | 14,929                         | 12,023                      
|Total interest income                  | 2,302,518                      | 2,115,555                   
|                                       |                                |                             
|                                       |                                |                             
|Interest expense:                      |                                |                             
|Interest on deposits                   | 1,368,345                      | 1,268,494                   
|Total interest expense                 | 1,368,345                      | 1,268,494                   
|                                       |                                |                             
|                                       |                                |                             
|Net interest income                    | 934,173                        | 847,061                     
|                                       |                                |                             
|                                       |                                |                             
|Non-interest income:                   |                                |                             
|Loan fees and service charges          | 38,246                         | 48,973                      
|Commission income                      | 14,043                         | 14,090                      
|Profit on sale of loans                | 2,276                          | 13,841                      
|Profit on sale of REO                  | 144                            | 1,444                       
|Deposit related fees                   | 122,829                        | 123,532                     
|Other income                           | 18,208                         | 19,253                      
|Total non-interest income              | 195,746                        | 221,133                     
|                                       |                                |                             
|                                       |                                |                             
|Non-interest expense:                  |                                |                             
|Staffing costs                         | 507,318                        | 482,992                     
|Advertising                            | 28,873                         | 32,498                      
|Occupancy and equipment expenses       | 178,791                        | 177,869                     
|Data processing                        | 45,821                         | 40,819                      
|Federal deposit insurance premiums     | 6,349                          | 17,549                      
|Other                                  | 210,825                        | 191,996                     
|Total non-interest expense             | 977,977                        | 943,723                     
|                                       |                                |                             
|                                       |                                |                             
|Income before income taxes             | 151,942                        | 124,471                     
|Income tax provision                   | 51,660                         | 41,829                      
|Net income                             | $  100,282                     | 82,642                      
|                                       |                                |                             
|                                       |                                |                             
|Earnings per share (basic)             | $      .28                     | .23                         
|Earnings per share (diluted)           | $      .27                     | .22                         
|Dividends declared per common share    | $      .075                    | .075                        

---

|                           | CommonStock | AdditionalPaid-In Capital | RetainedEarnings | AccumulatedOtherComprehensiveIncome | Commonstockawardedby BI
P | Total    
|-------------------------- | ----------- | ------------------------- | ---------------- | ----------------------------------- | ------------------------- | ---------
|                           |             |                           |                  |                                     |                           |          
|Balance at June 30, 2000   | $3,640      | 3,274,654                 | 5,948,332        | 42,704                              | (12,613)                  | 9,256,717
|Comprehensive Income:      |             |                           |                  |                                     |                           |          
|Net Income                 |             |                           | 205,880          |                                     |                           | 205,880  
|Other comprehensive        |             |                           |                  |                                     |                           |          
|income, net of tax:        |             |                           |                  |                                     |                           |          
|Unrealized holding gain    |             |                           |                  |                                     |                           |          
|during the period          |             |                           | _______          | 99,104                              |                           | 99,104   
|Total comprehensive income |             |                           | 205,880          | 99,104                              |                           | 304,984  
|Tax benefit related to     |             |                           |                  |                                     |                           |          
|employee stock plan        |             | 8,653                     |                  |                                     |                           | 8,653    
|Amoritzation of award of   |             |                           |                  |                                     |                           |          
|BIP stock                  |             |                           |                  |                                     | 12,613                    | 12,613   
|Dividends declared on      |             |                           |                  |                                     |                           |          
|common stock ($.15         |             |                           |                  |                                     |                           |          
|per share)                 | _____       | _________                 | (54,596)         | _________                           | _______                   | (54,596) 
|Balance at                 |             |                           |                  |                                     |                           |          
|December 31, 2000          | $3,640      | 3,283,307                 | 6,099,616        | 141,808                             | -                         | 9,528,371

---

|                                                         | Six Months EndedDecember 31,
|-------------------------------------------------------- | ----------------------------
|                                                         | 2000                        
|Cash flows from operating activities:                    |                             
|Net income                                               | $205,880                    
|Adjustments to reconcile net income to net cash from     |                             
|operating activities:                                    |                             
|Depreciation                                             | 157,459                     
|Amortization of premiums and discounts on securities     | (45,431)                    
|Amortization of cost of stock benefit plan               | 12,613                      
|Federal Home Loan Bank stock dividend                    | (13,900)                    
|Profit on sale of real estate owned                      | (910)                       
|Proceeds from sale of loans held for sale                | 215,300                     
|Origination of loans held for sale                       | (423,550)                   
|Profit on sale of loans                                  | (2,949)                     
|(Increase) decrease in accrued interest receivable       | (62,187)                    
|Increase in accrued interest payable                     | 5,416                       
|Decrease in deferred income on loans                     | (22,085)                    
|Decrease in other assets                                 | 69,011                      
|Increase (decrease) in other liabilities                 | 25,727                      
|Net cash provided by operating activities                | 120,394                     
|                                                         |                             
|                                                         |                             
|                                                         |                             
|Cash flows from investing activities:                    |                             
|Purchase of mortgage backed securities, held to maturity | -                           
|Proceeds from repayments of mortgage backed securities,  |                             
|held to maturity                                         | 2,730,786                   
|Purchase of investment securities, held to maturity      | (5,003,975)                 
|Proceeds from maturities of investment securities,       |                             
|held to maturity                                         | 5,000,000                   
|Loan disbursements                                       | (6,663,249)                 
|Loan repayments                                          | 3,682,854                   
|Purchase of loans receivable                             | (1,007,054)                 
|Proceeds from sale of real estate owned                  | -                           
|Property and equipment expenditures                      | (51,494)                    
|Net cash provided for investing activities               | (1,312,132)                 
|                                                         |                             
|                                                         |                             
|                                                         |                             
|Cash flows from financing activities:                    |                             
|Deposit receipts                                         | 205,767,107                 
|Deposit withdrawals                                      | (204,678,413)               
|Interest credited to deposit accounts                    | 2,531,179                   
|Payment of dividends                                     | (54,596)                    
|Increase in advance payments by borrowers                |                             
|for taxes and insurance                                  | 15,264                      
|Net cash provided by financing activities                | 3,580,541                   
|                                                         |                             
|                                                         |                             
|                                                         |                             
|Increase in cash and cash equivalents                    | 2,388,803                   
|Cash and cash equivalents at beginning of period         | 32,666,517                  
|Cash and cash equivalents at end of period               | $ 35,055,320                
|Cash paid during period for interest                     | $  2,667,309                
|                                                         |                             
|                                                         |                             
|                                                         |                             
|Cash paid during period for income taxes                 | 103,054                     

---

---

---

---

---

---

---

---

|I.  | Election of Directors        330,204 shares voted, as follows:                      
|--- | ------------------------------------------------------------------------------------
|    | Algerd Brazis:       316,304 votes FOR; 13,900 votes WITHHELD.                      
|    | Charles A. Zogas:       316,239 votes FOR; 13,965 votes WITHHELD.                   
|    |                                                                                     
|    |                                                                                     
|    |                                                                                     
|    |                                                                                     
|II. | Ratification of the appointment of Cobitz, VandenBerg & Fennessy as auditors for the
|    | Company for the fiscal year ending June 30, 2001  330,204 shares voted, as follows: 
|    | FOR:       330,204                                                                  
|    | AGAINST:       -0-                                                                  
|    | ABSTAIN:       -0-                                                                  

|ExhibitNumber | Description                      
|------------- | ---------------------------------
|11            | Computation of Per Share Earnings

|                         | MIDLAND CAPITAL HOLDINGS CORPORATION
|------------------------ | ------------------------------------
|                         | Registrant                          
|DATE:  February 14, 2001 | BY:       /s/ Paul Zogas            
|                         | Paul Zogas                          
|                         | President, Chief Executive Officer  
|                         | and Chief Financial Officer         
|                         |                                     
|                         |                                     
|                         |                                     
|                         |                                     
|                         |                                     
|DATE:  February 14, 2001 | BY:       /s/ Charles Zogas         
|                         | Charles Zogas                       
|                         | Executive Vice President            
|                         | and Chief Operating Officer