TABLE OF CONTENTS
<TABLE>
<CAPTION>

<S>                                                                                    <C>
Letter to Shareholders..................................................................1

Selected Consolidated Financial Information.............................................2

Management's Discussion and Analysis or Plan of Operations..............................4

Independent Auditor's Report............................................................15

Consolidated Financial Statements

  Consolidated Statements of Financial Condition at June 30, 2001 and 2000..............16

  Consolidated Statements of Operations for the Years Ended June 30, 2001 and 2000......17

  Consolidated Statements of Stockholders' Equity for the Years Ended

   June 30, 2001 and 2000...............................................................18

  Consolidated Statements of Cash Flows for the Years Ended June 30, 2001 and 2000......19

  Notes to Consolidated Financial Statements............................................21

Stockholder Information.................................................................41

Corporate Information...................................................................42

</TABLE>









<PAGE>


                           LETTER TO OUR SHAREHOLDERS


September 21, 2001


To our Shareholders:

We are pleased to present the Annual Report of Wyman Park Bancorporation, Inc.
for the fiscal year ended June 30, 2001. In our fourth year as a public company,
the Bank closed fiscal year 2001 with total assets of $70.6 million and total
shareholders' equity of $8.7 million compared to assets of $68.8 million and
total shareholders' equity of $8.6 million at the end of fiscal year 2000.
Deposits totaled $60.1 million at fiscal year 2001 and compared to $55.3 million
at the close of fiscal year 2000.

Net earnings for the fiscal year ended June 30, 2001 were $394,000 or $0.52 per
diluted share, as compared to $436,000 or $0.54 per diluted share for fiscal
year 2000, a decrease of $42,000 or 9.6%. The decrease in net earnings resulted
primarily from a decrease in net interest income due to interest paid on higher
savings deposits and Federal Home Loan Bank advances. You will find a detailed
description of the 2001 fiscal year financial results of your Company contained
in the audited consolidated Financial Statements and the accompanying
Management's Discussion and Analysis of Financial Condition and Results of
Operation.

The Company continues to take positive steps to enhance shareholder value. Book
value per share at June 30, 2001 was $10.56, an all-time high as adjusted for
the $6 per share return of capital distribution in June 1999. During the fiscal
year, we repurchased 76,236 shares of our common stock, bringing the total
repurchased to 223,617 shares, or 22% of the total shares issued. The Board of
Directors recently authorized the repurchase of an additional 20,000 shares at
prevailing market prices from time to time, depending on market conditions.

We continue to focus on customer service, providing our customers with excellent
products and services in appreciation for their business. Since we compete with
many larger national and regional banks in our area, we believe that Wyman Park
Federal's reputation in our community is our most important asset.

We continue to review our goals and our business plan, and therefore have
focused on the improvement in our core earnings, as our immediate, primary goal.
Your directors, officers and staff our confident that our current strategies
direction has positioned Wyman Park Federal to meet the challenges confronting
us as we enter our 87th year.

As always, we wish to take this opportunity to thank all our customers and
shareholders for your past and continuing support.


Sincerely yours,


/S/ Ernest A. Moretti         /s/ Allan B. Heaver
---------------------         -------------------
Ernest A. Moretti             Allan B. Heaver
President/CEO                 Chairman of the Board




                                       1

<PAGE>


                   SELECTED CONSOLIDATED FINANCIAL INFORMATION

<TABLE>
<CAPTION>
                                                                       June 30,
                                        ----------------------------------------------------------------------
                                            2001          2000          1999           1998            1997
                                        ----------------------------------------------------------------------
                                                                    (In Thousands)
<S>                                      <C>            <C>            <C>            <C>            <C>
Selected Financial Condition Data:
---------------------------------
Total assets ....................        $70,649        $68,840        $70,530        $70,541        $62,241
Loans receivable, net ...........         64,713         65,224         56,840         62,042         55,189
Mortgage-backed securities.......            146            174            217            284            356
Investment securities ...........             --             --             --             --          2,993
Deposits ........................         60,182         55,347         58,008         54,018         56,095
Total equity ....................          8,681          8,607          8,029         14,266          4,750

</TABLE>

<TABLE>
<CAPTION>
                                                                                   Year Ended June 30,
                                                        --------------------------------------------------------------------------
                                                           2001           2000            1999           1998             1997
                                                        --------------------------------------------------------------------------
                                                                                      (In Thousands)
<S>                                                      <C>             <C>             <C>             <C>             <C>
Selected Operations Data:
------------------------
Total interest income .................................  $5,110          $4,779          $5,106          $5,081          $4,658
Total interest expense ................................   2,986           2,617           2,686           2,722           2,756
                                                         ------          ------          ------          ------          ------
    Net interest income ...............................   2,124           2,162           2,420           2,359           1,902
Provision for loan losses .............................      --               3               5               8             145
                                                         ------          ------          ------          ------          ------
Net interest income after provision for loan losses ...   2,124           2,159           2,415           2,351           1,757
Fees and service charges ..............................     106              87              69              60              48
Gain on sales of loans, mortgage-backed securities
    and investment securities .........................       9              --              49               6               6
Other non-interest income .............................      12              25              27              27              24
                                                         ------          ------          ------          ------          ------
Total non-interest income .............................     127             112             145              93              78
Total non-interest expense ............................   1,599           1,557           1,555           1,597           1,614
                                                         ------          ------          ------          ------          ------
Income before taxes ...................................     652             714           1,005             847             221
Income tax provision ..................................     258             278             379             329              87
                                                         ------          ------          ------          ------          ------
Net income ............................................  $  394          $  436          $  626          $  518          $  134
                                                         ======          ======          ======          ======          ======
</TABLE>


                                       2

<PAGE>

<TABLE>
<CAPTION>
                                                                                         Year Ended June 30,
                                                                    --------------------------------------------------------------
                                                                         2001       2000        1999         1998          1997
                                                                    --------------------------------------------------------------
<S>                                                                      <C>        <C>        <C>           <C>           <C>
Selected Financial Ratios and Other Data:
----------------------------------------
Performance Ratios:
    Return on assets (ratio of net income to average
       total assets)................................................     0.57%      0.65%      0.87%         0.77%         0.22%
    Return on equity (ratio of net income to average
       equity)......................................................     4.63       5.25       4.64          5.49          2.87
    Interest rate spread information:
        Average during period.......................................     2.46       2.64       2.49          2.75          2.76
        End of period...............................................     2.38       2.68       2.36          2.68          2.77
    Net interest margin(1)..........................................     3.13       3.28       3.40          3.55          3.14
    Ratio of operating expense to average total assets..............     2.32       2.34       2.15          2.37          2.62
    Ratio of average interest-earning assets to
        Average interest-bearing liabilities........................   115.21     116.13     124.25        119.45        108.40
    Loans as a percentage of total assets...........................    91.60      94.75      80.59         87.95         88.67

Quality Ratios:
    Non-performing assets to total assets at end of
      period........................................................     0.16         --         --           .04           .28
    Allowance for loan losses to non-performing loans...............   254.46         --         --      1,112.00        153.11
    Allowance for loan losses to loans receivable, net..............     0.44       0.44       0.50          0.45          0.49

Capital Ratios:
    Stockholders' equity to total assets at end of period...........    12.29      12.50      11.38(2)      20.28(3)       7.64
    Average stockholders' equity to average assets..................    12.34      12.47      18.66         14.03          7.58

Other Data:
    Number of full-service offices..................................        2          2          2             2             2
</TABLE>


                                       3

<PAGE>



                     MANAGEMENT'S DISCUSSION AND ANALYSIS OR
                               PLAN OF OPERATIONS


Forward-Looking Statements

               When used in this filing and in future filings by Wyman Park
Bancorporation, Inc. (the "Company") with the Securities and Exchange
Commission, in the Company's press releases or other public or shareholder
communications, the words or phrases "would be," "will allow," "intends to,"
"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 risks and
uncertainties, including but not limited to 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, all or some of which 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,
and advises readers that various factors, including regional and national
economic conditions, substantial changes in levels of market interest rates,
credit and other risks of lending and investment activities and competitive and
regulatory factors, could affect the Company's financial performance and could
cause the Company's actual results for future periods to differ materially from
those anticipated or projected.

               The Company does not undertake, and specifically disclaims any
obligation, to update any forward-looking statements to reflect occurrences or
unanticipated events or circumstances after the date of such statements.

General

               Management's discussion and analysis of financial condition and
results of operations is intended to assist in understanding the financial
condition and results of operations of the Company. The information contained in
this section should be read in conjunction with the consolidated financial
statements and accompanying notes thereto. The principal business of the Company
consists of accepting deposits from the general public and investing these funds
primarily in loans, investment securities and short-term liquid investments. The
Company's loans consist primarily of loans secured by residential real estate
located in its market areas, commercial real estate loans and consumer loans.

               The Company's net income is dependent primarily on its net
interest income, which is the difference between interest earned on
interest-earning assets and the interest paid on interest-bearing liabilities.
Net interest income is a function of the Company's "interest rate spread," which
is the difference between the average yield earned on interest-earning assets
and the

                                       4

<PAGE>

average rate paid on interest-bearing liabilities. The interest rate spread is
affected by regulatory, economic and competitive factors that influence interest
rates, loan demand and deposit flows. To a lesser extent, the Company's net
income also is affected by the level of general and administrative expenses and
the level of other income, which primarily consists of service charges and other
fees.

               The operations of the Company are significantly affected by
prevailing economic conditions, competition and the monetary, fiscal and
regulatory policies of government agencies. Lending activities are influenced by
the demand for and supply of housing, competition among lenders, the level of
interest rates and the availability of funds. Deposit flows and costs of funds
are influenced by prevailing market rates of interest, primarily on competing
investments, account maturities and the levels of personal income and savings in
the Company's market area.

               Historically, the Company's mission has been to originate loans
on a profitable basis to the communities it serves. In seeking to accomplish
this mission, the Board of Directors and management have adopted a business
strategy designed (i) to maintain the Company's capital level in excess of
regulatory requirements; (ii) to maintain the Company's asset quality; (iii) to
maintain, and if possible, increase the Company's earnings; and (iv) to manage
the Company's exposure to changes in interest rates.

Financial Condition

June 30, 2001 compared to June 30, 2000

               Total assets increased $1.8 million or 2.6% to $70.6 million at
June 30, 2001 from $68.8 million at June 30, 2000. Loans receivable decreased by
$500,000 or 0.8% to $64.7 million at June 30, 2001 from $65.2 million at June
30, 2000. The $500,000 decrease in loans receivable consisted of a decrease of
$1.4 million in residential real estate loans, offset by an increase of $600,000
in commercial non-real estate loans, $200,000 in commercial real estate loans
and $100,000 in consumer loans. The decrease in residential real estate loans
was due primarily to normal loan amortization and payoffs. Cash and cash
equivalents increased $2.3 million or 109.5%, to $4.4 million at June 30, 2001
from $2.1 million at June 30, 2000 primarily as a result of an increase in
savings deposits and a decrease in loan production.

               Total savings deposits increased $4.9 million or 8.9%, to $60.2
million at June 30, 2001 from $55.3 million at June 30, 2000. The $4.9 million
increase in savings deposits consisted of $4.9 million in time deposits
(certificates of deposit) and $400,000 in money market and NOW accounts, offset
by a decrease of $400,000 in demand deposits. The increase in savings deposits
is primarily the result of deposits into certificates of deposit, which
management believes resulted from the return of funds by customers into safer,
less volatile investments.

               Total liabilities increased approximately $1.8 million or 3.0%,
to $62.0 million at June 30, 2001 from $60.2 million at June 30, 2000. This
increase was primarily the result of the $4.9 million increase in savings
deposits and a decrease of $3.0 million in borrowings.


                                       5
<PAGE>


Operating Results

Comparison of Operating Results for the Years Ended June 30, 2001 and 2000

               Performance Summary. Net income for the year ended June 30, 2001
was approximately $394,000, a decrease of $42,000, or 9.6% from net income of
$436,000 for the year ended June 30, 2000. The decrease was primarily due to a
decrease in net interest income of $38,000. For the years ended June 30, 2001
and 2000, the returns on average assets were 0.57% and 0.65%, respectively,
while the returns on average equity were 4.63% and 5.25%, respectively.

               Net Interest Income. Net interest income decreased by
approximately $38,000, or 1.8%, to $2,124,000 for the year ended June 30, 2001
from $2,162,000 for the year ended June 30, 2000. This reflects an increase of
$369,000, or 14.1% in interest expense to $2,986,000 in fiscal 2001 from
$2,617,000 in fiscal 2000, partially offset by an increase in interest income of
$331,000, or 6.9%, to $5,110,000 in fiscal 2001 from $4,779,000 in fiscal 2000.
The decrease in net interest income arose primarily from the decrease in the
excess of the average balance of interest-earning assets over the average
balance of interest-bearing liabilities, coupled with the increase in the
average balance of higher-costing certificates of deposit.

               For the year ended June 30, 2001, the yield on average
interest-earning assets was 7.52% compared to 7.25% for the year ended June 30,
2000. The cost of average interest-bearing liabilities was 5.06% for the year
ended June 30, 2001, an increase from 4.61% for the year ended June 30, 2000.
The average balance of interest-earning assets increased by $2.1 million or
3.2%, to $68.0 million for the year ended June 30, 2001 from $65.9 million for
the year ended June 30, 2000. The average balance of interest-bearing
liabilities increased by $2.2 million or 3.9%, to $59.0 million for the year
ended June 30, 2001, compared to $56.8 million for the year ended June 30, 2000.

               The interest rate spread decreased to 2.46% for the year ended
June 30, 2001 from 2.64% for the year ended June 30, 2000 as the Company paid
higher rates on its savings deposits and on its borrowings. The net interest
margin decreased to 3.13% for the year ended June 30, 2001 from 3.28% for the
year ended June 30, 2000, as the Company funded its lending operations primarily
using higher-costing certificates of deposit.

               Provision for Loan Losses. During the year ended June 30, 2001,
the Company recorded no provision for loan losses compared to $2,400 for the
year ended June 30, 2000. During the year ended June 30, 2001, the Company had
four nonperforming loans totaling $112,000.

               Management will continue to monitor its allowance for loan
losses, making additions to the allowance through the provision for loan losses
as economic conditions and other factors dictate. Although the Company maintains
its allowance for loan losses at a level which it considers to be adequate to
provide for loan losses, there can be no assurance that future losses will not
exceed estimated amounts or that additional provisions for loan losses will not
be required in the future.

                                       6
<PAGE>


               Non-Interest Income. For the year ended June 30, 2001
non-interest income increased approximately $15,000, or 13.4%, to $127,000 from
$112,000 for the year ended June 30, 2000. This increase is primarily due to an
increase in loan fees and service charges of $19,000, that reflects the
Company's growth in average loans outstanding and in deposits.

               Non-Interest Expense. Non-interest expense increased $42,000 or
2.7%, to $1,599,000 for the year ended June 30, 2001 from $1,557,000 for the
year ended June 30, 2000.

               The increase in non-interest expense is primarily due to an
increase in salaries and employee benefits of $55,000 or 6.3% to $931,000 for
the year ended June 30, 2001 from $876,000 for the year ended June 30, 2000, as
a result of staffing additions. The increase in non-interest expense is
partially offset by a decrease in federal deposit insurance premiums of $12,000
or 52.2% to $11,000 for the year ended June 30, 2001 from $23,000 for the year
ended June 30, 2000, due to a scheduled reduction due to recapitalization of the
insurance fund.

               Income Taxes. The provision for income taxes decreased by
approximately $20,000 or 7.2%, to $258,000 for the year ended June 30, 2001 from
$278,000 for the year ended June 30, 2000. This decrease results from the
corresponding $63,000 decrease in income before the tax provision. The Company's
effective tax rates were 39.6% and 39.0% for the years ended June 30, 2001 and
2000, respectively.

Yields Earned and Rates Paid

               The following table presents for the periods indicated the total
dollar amount of interest income from average interest-earning assets and the
resultant yields, as well as the interest expense on average interest-bearing
liabilities, expressed both in dollars and rates. No tax equivalent adjustments
were made. All average balances are monthly average balances. The use of monthly
averages, rather than daily averages, does not materially affect the information
in the table. Non-accruing loans have been included in the table as loans
carrying a zero yield.



                                       7
<PAGE>


<TABLE>
<CAPTION>
                                                                            Year Ended June 30,
                                                                            -------------------
                                                             2001                                     2000
                                             --------------------------------------   -----------------------------------
                                                Average          Interest               Average     Interest
                                              Outstanding        Earned/     Yield/   Outstanding    Earned/       Yield/
                                                Balance            Paid       Rate      Balance       Paid          Rate
                                                -------            ----       ----      -------       ----          ----
                                                                            (Dollars in Thousands)
<S>                                              <C>           <C>            <C>       <C>          <C>            <C>
Interest-Earning Assets:
  Loans receivable(1) .....................      $65,033       $ 4,928        7.58%     $61,359      $ 4,514        7.36%
  Mortgage-backed securities ..............          160            12        7.50          193           13        6.74
  FHLB stock ..............................          515            38        7.38          509           39        7.70
  Other investments .......................        2,259           132        5.84        3,846          213        5.54
                                                               -------        ----      -------      -------        ----
Total interest-earning assets(1) ..........      $67,967       $ 5,110        7.52      $65,907      $ 4,779        7.25
                                                                              ====      =======      =======        ====

Interest-Bearing Liabilities:
  Savings deposits ........................      $ 5,217       $   121        2.32%     $ 5,597      $   169        3.02%
  Demand and NOW deposits .................        8,950           204        2.28       11,053          279        2.52
  Certificate accounts ....................       43,133         2,549        5.91       38,961        2,102        5.40
  Escrow deposits .........................           37             2        5.41           60            3        5.00
  Borrowings ..............................        1,656           110        6.64        1,083           64        5.91
                                                 -------       -------        ----      -------      -------        ----
Total interest-bearing liabilities ........      $58,993       $ 2,986        5.06      $56,754      $ 2,617        4.61
                                                                              ====      =======      =======        ====

Net interest income .......................                    $ 2,124                               $ 2,162
                                                               =======                               =======
Net interest rate spread ..................                                   2.46%                                 2.64%
                                                                              ====                                  ====
Net earning assets ........................      $ 8,974                                $ 9,153
                                                 =======                                =======
Net yield on average interest- ............
earning assets.............................                                   3.13%                                 3.28%
                                                                              ====                                  ====
Average interest-earning assets
to average interest-bearing
liabilities................................         1.15x                                  1.16x
                                                    ====                                   ====
</TABLE>



(1) Calculated net of deferred loan fees, loan discounts, loans in process and
    loss reserves.


                                       8


<PAGE>


Rate Volume Analysis

               The following schedule presents the dollar amount of changes in
interest income and interest expense for major components of interest-earning
assets and interest-bearing liabilities. It distinguishes between the changes
related to outstanding balances and that due to the changes in interest rates.
For each category of interest-earning assets and interest-bearing liabilities,
information is provided on changes attributable to (i) changes in volume (i.e.,
changes in volume multiplied by old rate) and (ii) changes in rate (i.e.,
changes in rate multiplied by old volume). For purposes of this table, changes
attributable to both rate and volume, which cannot be segregated, have been
allocated proportionately to the change due to volume and the change due to
rate.

<TABLE>
<CAPTION>
                                                                           Year Ended June 30,
                                                                           -------------------
                                                         2001 vs. 2000                              2000 vs. 1999
                                             ------------------------------------    ----------------------------------------
                                                   Increase                                 Increase
                                                  (Decrease)              Total            (Decrease)              Total
                                                    Due to              Increase             Due to               Increase
                                            Volume          Rate       (Decrease)      Volume        Rate        (Decrease)
                                            ------          ----        --------       ------        ----         --------
                                                                        (Dollars in Thousands)
<S>                                          <C>           <C>           <C>           <C>           <C>           <C>
Interest-earning assets:
 Loans receivable ...................        $ 271         $ 143         $ 414         $  89         $(115)        $ (26)
 Mortgage-backed securities .........           (2)            1            (1)           (4)           --            (4)
 Other ..............................          (96)           14           (82)         (354)           57          (297)
                                             -----         -----         -----         -----         -----         -----

   Total interest-earning assets ....        $ 173         $ 158         $ 331         $(269)        $ (58)        $(327)
                                             -----         -----         -----         -----         -----         -----

Interest-bearing liabilities:
 Savings deposits ...................        $ (10)        $ (38)        $ (48)        $  (4)        $ (14)        $ (18)
 Demand and NOW deposits ............          (50)          (25)          (75)           (5)           (6)          (11)
 Certificate accounts ...............          253           194           447           (55)          (43)          (98)
 Escrow deposits ....................           (1)           --            (1)           (1)           --            (1)
 Borrowings .........................           37             9            46            51             8            59
                                             -----         -----         -----         -----         -----         -----


   Total interest-bearing liabilities        $ 229         $ 140         $ 369         $ (14)        $ (55)        $ (69)
                                             -----         -----         -----         -----         -----         -----

Net interest income .................                                   $ (38)                                     $(258)
                                                                        =====                                      =====
</TABLE>


                                       9

<PAGE>


Asset/Liability Management

               Quantitative Aspects of Market Risk. The Company does not
maintain a trading account for any class of financial instrument. Further, it is
not currently subject to foreign currency exchange rate risk or commodity price
risk. The stock in the FHLB of Atlanta does not have equity price risk because
it is issued only to members and is redeemable for its $100 par value. The
following table illustrates quantitative sensitivity to interest rate risk for
financial instruments other than cash and cash equivalents, FHLB stock and
demand deposit accounts for the Company as of June 30, 2001.

<TABLE>
<CAPTION>
                                                             Maturing in Years Ended June 30,
                               -------------------------------------------------------------------------------------------
                                                  2003 &      2005 &      2007 -       2012 -
                                     2002          2004        2006        2011         2021      Thereafter     Total
                                     ----          ----        ----        ----         ----      ----------     -----
                                                                    (Dollars in Thousands)
<S>                                <C>           <C>         <C>         <C>          <C>          <C>         <C>
           Assets
Loans receivable:
   Amount ...................      $ 11,842      $  7,166    $ 9,057     $ 20,033     $ 13,737     $ 4,982     $  66,817
   Average interest rate ....          7.75%         7.49%      7.32%        7.11%        7.46%       7.29%         7.38%
Mortgage-backed securities:
   Amount ...................            --            --         --            2          144          --           146
   Average interest rates ...            --            --         --        14.23         7.15%         --          7.25%

         Liabilities
Deposit Certificate Accounts:
   Amount ...................        28,101        12,507      4,873           --           --          --        45,481
   Average interest rates ...         5.90%         6.00%      6.90%           --           --          --          6.03%
</TABLE>




               Qualitative Aspects of Market Risk. One of the Company's
principal financial objectives is to achieve long-term profitability while
reducing its exposure to fluctuations in interest rates. The Company has sought
to reduce exposure of its earnings to changes in market interest rates by
managing the mismatch between asset and liability maturities and interest rates.
The principal element in achieving this objective has been to increase the
interest-rate sensitivity of the Company's assets by originating loans with
interest rates subject to periodic repricing to market conditions. Accordingly,
the Company has emphasized the origination of one- to three-year adjustable rate
mortgage loans, balloon loans, short-term and adjustable-rate commercial loans,
and consumer loans for retention in its portfolio.

               An asset or liability is interest rate sensitive within a
specific time period if it will mature or reprice within that time period. If
the Company's assets mature or reprice more quickly or to a greater extent than
its liabilities, the Company's net portfolio value and net interest income would
tend to increase during periods of rising interest rates but decrease during
periods of falling interest rates. If the Company's assets mature or reprice
more slowly or to a lesser extent than its liabilities, the Company's net
portfolio value and net interest income would tend to decrease during periods of
rising interest rates but increase during periods of falling interest rates.

                                       10

<PAGE>


               The Company's Board of Directors has formulated an Interest Rate
Risk Management Policy designed to promote long-term profitability while
managing interest rate risk. The Board of Directors has established an
Asset/Liability Committee which consists primarily of the management team of the
Company. This committee meets periodically and reports to the Board of Directors
quarterly concerning asset/liability policies, strategies and the Company's
current interest rate risk position. The committee's first priority is to
structure and price the Company's assets and liabilities to maintain an
acceptable interest rate spread while reducing the net effects of changes in
interest rates.

               Management's principal strategy in managing the Company's
interest rate risk has been to maintain short and intermediate term assets in
the portfolio, including one and three year adjustable rate mortgage loans, as
well as increased levels of commercial and consumer loans, which typically are
for short or intermediate terms and carry higher interest rates than residential
mortgage loans. In addition, in managing the Company's portfolio of investment
securities and mortgage-backed and related securities, management seeks to
purchase securities that mature on a basis that approximates as closely as
possible the estimated maturities of the Company's liabilities or purchase
securities that have adjustable rate provisions. The Company does not engage in
hedging activities.

               In addition to shortening the average repricing of its assets,
the Company has sought to lengthen the average maturity of its liabilities by
adopting a tiered pricing program for its certificates of deposit, which
provides higher rates of interest on its longer term certificates in order to
encourage depositors to invest in certificates with longer maturities. This
policy is blended with management's strategy for reducing the overall balance in
certificate accounts in order to reduce the Company's interest expense.

               Net Portfolio Value. In order to encourage associations to reduce
their interest rate risk, the OTS adopted a rule incorporating an interest rate
risk ("IRR") component into the risk-based capital rules. The IRR component is a
dollar amount that will be deducted from total capital for the purpose of
calculating an institution's risk-based capital requirement and is measured in
terms of the sensitivity of its net portfolio value ("NPV") to changes in
interest rates. NPV is the difference between incoming and outgoing discounted
cash flows from assets, liabilities, and off-balance sheet contracts. An
institution's IRR is measured as the change to its NPV as a result of a
hypothetical 200 basis points ("bp") change in market interest rates. A
resulting change in NPV of more than 2% of the estimated market value of its
assets will require the institution to deduct from its capital 50% of that
excess change. The rules provide that the OTS will calculate the IRR component
quarterly for each institution. Management reviews the OTS measurements on a
quarterly basis. In addition to monitoring selected measures on NPV, management
also monitors effects on net interest income resulting from increases or
decreases in rates. This measure is used in conjunction with NPV measures to
identify excessive interest rate risk.

                                       11

<PAGE>

               The following table presents the Company's NPV at June 30, 2001,
as calculated by the OTS, based on information provided to the OTS by the
Company.

<TABLE>
<CAPTION>
                                                                                  NPV as % of
                                                                                Portfolio Value
                               Net Portfolio Value                                 of Assets
              -----------------------------------------------------        ---------------------------
               Change
              in Rates     $Amount         $Change         % Change        NPV Ratio          % Change
              --------     -------         -------         --------        ---------          --------
                                            (Dollars in Thousands)

             <S>            <C>          <C>                  <C>            <C>               <C>
              +300          $7,042        $(3,250)            (32)%          10.20%            (3.76)%

              +200           8,190         (2,102)            (20)           11.59             (2.37)

              +100           9,300         (  991)            (10)           12.87             (1.09)

             Static         10,291            ---             ---            13.96               ---

             (100)          10,928            636               6            14.59               .64

             (200)          11,142            850               8            14.73               .78

             (300)          11,316          1,025              10            14.82               .87
</TABLE>




               In the above table, the first column on the left presents the
basis points increments of yield curve shifts. The second column presents the
overall dollar amount of NPV at each basis point increment. The third and fourth
columns present the Company's actual position in dollar change and percentage
change in NPV at each basis point increment. The remaining columns present the
Company's percentage and percentage change in its NPV as a percentage of
portfolio value of assets.

               Had it been subject to the IRR component at June 30, 2001 the
Company would have been considered to have had a greater than normal level of
interest rate exposure and a deduction from capital of $131,000 would have been
required. Although the OTS has informed the Company that it is not subject to
the IRR component discussed above, the Company is still subject to interest rate
risk and, as can be seen above, rising interest rates will reduce the Company's
NPV. The OTS has the authority to require otherwise exempt institutions to
comply with the rule concerning interest rate risk.

               Certain shortcomings are inherent in the method of analysis
presented in the computation of NPV. Although certain assets and liabilities may
have similar maturities or periods within which they will reprice, they may
react differently to changes in market interest rates. The interest rates on
certain types of assets and liabilities may fluctuate in advance of changes in
market interest rates, while interest rates on other types may lag behind
changes in market rates.

               The Company's Board of Directors is responsible for reviewing the
Company's asset and liability policies. The Board reviews interest rate risk and
trends on a quarterly basis and liquidity, capital ratios and requirements on a
monthly basis. Management is responsible for


                                       12

<PAGE>

administering the policies and determinations of the Board of Directors with
respect to the Association's assets and liability goals and strategies.

Liquidity and Capital Resources

               The primary investment activity of the Company is originating
one- to four-family residential mortgages, commercial real estate loans, and
consumer loans to be held to maturity. For the fiscal years ended June 30, 2001
and 2000 the Company originated loans for its portfolio in the amount of $9.9
million and $16.8 million, respectively. For the same two fiscal years, these
activities were funded from repayments of $9.6 million and $9.4 million,
respectively, and sales and participations of $800,000 in fiscal year 2001.
There were no sales or participations in fiscal year 2000. They were also funded
by the increase in certificate of deposit accounts, which usually have longer
terms than demand deposit accounts or money market and NOW accounts, but also
generate higher interest expense.

               The Company is required to maintain adequate levels of liquid
assets under government regulations. The Company's liquid assets are determined
by adding (1) cash on hand, (2) daily investable deposits, (3) U.S. Government
agency obligations with maturities of less than five years and (4) accrued
interest on unpledged liquid assets. The liquidity base is defined as net
withdrawable accounts maturing in less than one year, plus short-term
borrowings. The Company's liquidity ratio is determined by dividing the sum of
the liquid assets for each calendar day in the current quarter by the liquidity
base at the end of the preceding quarter multiplied by the number of calendar
days in the current quarter.

               The Company's most liquid assets are cash and cash equivalents,
which include short-term investments. At June 30, 2001 and 2000, cash and cash
equivalents were $4.4 million and $2.1 million, respectively. In addition, the
Company has used jumbo certificates of deposit as a source of funds. Deposits of
$100,000 or more represented $9.7 million at June 30, 2001 (of which $7.1
million were jumbo certificates of deposit) and $6.9 million at June 30, 2000,
or 16.1% and 12.5% of total deposits, respectively. There is no longer a
mandated regulatory liquidity requirement for the Company. However, the
Company's total liquidity ratios were 6.1% and 8.5%, respectively, at June 30,
2001 and 2000.

               Liquidity management for the Company is both an ongoing and
long-term function of the Company's asset/liability management strategy. Excess
funds, when applicable, generally are invested in overnight deposits at a
correspondent bank and at the FHLB of Atlanta. Currently when the Company
requires funds, beyond its ability to generate deposits, additional sources of
funds are available through the FHLB of Atlanta. The Company has a line of
credit with the FHLB of Atlanta of approximately $14 million, all of which was
available at June 30, 2001. The Company has the ability to pledge its FHLB of
Atlanta stock or certain other assets as collateral for such advances.
Management and the Board of Directors believe that due to significant amounts of
adjustable rate mortgage loans that could be sold and the Company's ability to
acquire funds from the FHLB of Atlanta, the Company's liquidity is adequate.

               The Company's principal sources of funds are deposits, loan
repayments and prepayments, short-term borrowings and other funds provided by
operations. While scheduled

                                       13

<PAGE>

loan repayments are relatively predictable, deposit flows and early loan
prepayments are more influenced by interest rates, general economic conditions,
and competition. The Company maintains investments in liquid assets based upon
management's assessment of (1) need for funds, (2) expected deposit flows, (3)
yields available on short-term liquid assets and (4) objectives of the
asset/liability management program.

Impact of Inflation and Changing Prices

               The financial statements and related data presented herein have
been prepared in accordance with generally accepted accounting principles which
require the measurement of financial position and operating results in terms of
historical dollars without considering changes in the relative purchasing power
of money over time due to inflation. The primary impact of inflation on the
operations of the Company is reflected in increased operating costs. Unlike most
industrial companies, virtually all of the assets and liabilities of a financial
institution are monetary in nature. As a result, interest rates, generally, have
a more significant impact on a financial institution's performance than does
inflation. Interest rates do not necessarily move in the same direction or to
the same extent as the prices of goods and services.



                                       14


<PAGE>

                          Independent Auditor's Report



The Board of Directors
Wyman Park Bancorporation, Inc.
Lutherville, Maryland

We have audited the accompanying consolidated statements of financial condition
of Wyman Park Bancorporation, Inc. and Subsidiaries as of June 30, 2001 and
2000, and the related consolidated statements of operations, stockholders'
equity and cash flows for each of the two years in the two year period ended
June 30, 2001. These consolidated financial statements are the responsibility of
Wyman Park Bancorporation, Inc.'s management. Our responsibility is to express
an opinion on these consolidated financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits to obtain
reasonable assurance about whether the consolidated financial statements are
free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the consolidated financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the consolidated financial position of Wyman
Park Bancorporation, Inc. and Subsidiaries at June 30, 2001 and 2000, and the
consolidated results of their operations and their cash flows for each of the
two years in the two year period ended June 30, 2001, in conformity with
generally accepted accounting principles.




/s/ Anderson Associates, LLP
-----------------------------
Anderson Associates, LLP



July 19, 2001
Baltimore, Maryland



                                       15

<PAGE>

                         WYMAN PARK BANCORPORATION, INC.
                                AND SUBSIDIARIES
                              Lutherville, Maryland

                 CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
                             JUNE 30, 2001 AND 2000
<TABLE>
<CAPTION>
                                                                               2001                 2000
                                                                               ----                 ----
<S>                                                                     <C>                   <C>
                      Assets
Cash and non-interest bearing deposits                                  $     882,696         $     310,442
Interest bearing deposits in other banks                                       93,680               474,358
Federal funds sold                                                          3,455,641             1,301,106
Loans receivable, net (Notes 1, 4 and 13)                                  64,712,777            65,223,905
Mortgage backed securities held-to-maturity at amortized
 cost (Notes 1, 3 and 13)                                                     145,796               174,086
Federal Home Loan Bank of Atlanta stock, at cost
 (Notes 2 and 13)                                                             528,900               508,500
Accrued interest receivable (Note 5)                                          345,969               333,114
Ground rents owned, at cost (Note 13)                                         122,600               122,600
Property and equipment, net (Notes 1 and 6)                                    83,069               107,304
Federal and state income taxes receivable                                       6,237                16,985
Deferred tax assets (Notes 1 and 9)                                           217,646               203,364
Prepaid expenses and other assets                                              53,596                63,850
                                                                        -------------        --------------
Total assets                                                              $70,648,607           $68,839,614
                                                                        =============        ==============
                Liabilities and Equity
Liabilities
   Demand deposits                                                       $  5,246,632          $  5,643,177
   Money market and NOW accounts                                            9,454,074             9,093,949
   Time deposits                                                           45,481,277            40,609,938
                                                                           ----------            ----------
Total deposits (Notes 7 and 13)                                            60,181,983            55,347,064
   Borrowings (Notes 8 and 13)                                                     --             3,000,000
   Advance payments by borrowers for taxes,
     insurance and ground rents (Note 13)                                   1,196,077             1,315,538
   Accrued interest payable on savings deposits                                12,544                17,267
   Federal and state income taxes payable                                      20,455                 8,748
   Accrued expenses and other liabilities                                     556,820               543,761
                                                                        -------------          ------------
Total liabilities                                                          61,967,879            60,232,378

Commitments and contingencies (Notes 4, 6, 9, 10 and 12)

Stockholders' Equity
   Common stock, par value $.01 per share, authorized 2,000,000
     shares, issued 1,011,713 shares in 2001and in 2000 (Note 11)              10,117                10,117
   Additional paid-in capital                                               4,149,733             4,053,677
   Contra equity - Employee Stock Ownership Plan (ESOP) (Note 11)            (451,008)             (539,770)
   Retained earnings, substantially restricted (Note 12)                    6,720,826             6,327,076
   Treasury stock at cost, shares 189,223 (2001) and
    112,987 (2000)                                                         (1,748,940)           (1,243,864)
                                                                          -----------          ------------
Total stockholders' equity                                                  8,680,728             8,607,236
                                                                          -----------          ------------
Total liabilities and stockholders' equity                                $70,648,607           $68,839,614
                                                                          ===========           ===========
</TABLE>


The accompanying notes to consolidated financial statements are an integral part
of these statements.

                                       16

<PAGE>

                         WYMAN PARK BANCORPORATION, INC.
                                AND SUBSIDIARIES
                              Lutherville, Maryland

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                             JUNE 30, 2001 AND 2000
<TABLE>
<CAPTION>

                                                                     2001                 2000
                                                                     ----                 ----
<S>                                                               <C>                 <C>
Interest and fees on loans receivable                             $4,928,291          $4,513,841
Interest on mortgage backed securities                                12,125              12,744
Interest on other investments                                        169,513             252,473
                                                                  ----------          ----------
Total interest income                                              5,109,929           4,779,058

Interest on savings deposits                                       2,873,794           2,550,106
Interest on Federal Home Loan Bank advances (short term)             109,717              61,017
Interest on borrowings                                                    --               3,084
Interest on escrow deposits                                            2,328               3,336
                                                                  ----------          ----------
Total interest expense                                             2,985,839           2,617,543

Net interest income                                                2,124,090           2,161,515
Provision for loan losses (Notes 1 and 4)                                 --               2,400
                                                                  ----------          ----------
Net interest income after provision for loan losses                2,124,090           2,159,115

Other Income
   Loan fees and service charges                                     105,687              87,202
   Gains on sales of loans receivable                                  8,428                  --
   Other                                                              12,389              24,758
                                                                  ----------          ----------
Total other income                                                   126,504             111,960

General and Administrative Expenses
   Salaries and employee benefits                                    930,636             875,537
   Occupancy costs                                                   110,311              95,290
   Federal deposit insurance premiums                                 11,198              23,029
   Furniture and fixtures depreciation and maintenance                44,789              52,948
   Data processing                                                    84,504              81,845
   Advertising                                                        62,565              68,187
   Franchise and other taxes                                          53,963              48,039
   Professional services                                              74,367              88,833
   Other                                                             226,911             223,659
                                                                  ----------          ----------
Total general and administrative expenses                          1,599,244           1,557,367

Income before tax provision                                          651,350             713,708
Provision for income taxes (Notes 1 and 9)                           257,600             278,021
                                                                  ----------          ----------
Net income                                                        $  393,750          $  435,687
                                                                  ==========          ==========

Basic earnings per share                                          $     0.54          $     0.56
                                                                  ==========          ==========
Diluted earnings per share                                        $     0.52          $     0.54
                                                                  ==========          ==========
</TABLE>


The accompanying notes to consolidated financial statements are an integral part
of these statements.

                                       17

<PAGE>






                         WYMAN PARK BANCORPORATION, INC.
                                AND SUBSIDIARIES
                              Lutherville, Maryland

                 CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
                   FOR THE YEARS ENDED JUNE 30, 2001 AND 2000


<TABLE>
<CAPTION>
                                                      Additional    Contra Equity
                                          Common       Paid-In      Employee Stock    Retained      Treasury
                                          Stock        Capital      Ownership Plan    Earnings        Stock           Total
                                       -----------  --------------  ---------------  ----------     ----------     -----------
<S>                                   <C>            <C>            <C>             <C>            <C>             <C>
Balance at June 30, 1999              $    10,117    $ 3,959,985    $  (632,420)    $ 5,891,389    $(1,199,764)    $ 8,029,307
Purchase of 7,200 shares of
 common stock                                  --             --             --              --        (44,100)        (44,100)
Compensation under stock based
 benefit plan, net of tax                      --         18,025         92,650              --             --         110,675
Compensation under Recognition
 and Retention Plan                            --         75,667             --              --             --          75,667
Net income                                     --             --             --         435,687             --         435,687
                                      -----------    -----------    -----------     -----------    -----------     -----------

Balance at June 30, 2000                   10,117      4,053,677       (539,770)      6,327,076     (1,243,864)      8,607,236
Purchase of 76,236 shares of
 common stock                                  --             --             --              --       (505,076)       (505,076)
Compensation under stock based
 benefit plan, net of tax                      --         20,389         88,762              --             --         109,151
Compensation under Recognition and
 Retention Plan                                --         75,667             --              --             --          75,667
Net income                                     --             --             --         393,750             --         393,750
                                      -----------    -----------    -----------     -----------    -----------     -----------

Balance at June 30, 2001              $    10,117    $ 4,149,733    $  (451,008)    $ 6,720,826    $(1,748,940)    $ 8,680,728
                                      ===========    ===========    ===========     ===========    ===========     ===========
</TABLE>


The accompanying notes to consolidated financial statements are an integral part
of these statements.

                                       18

<PAGE>




                         WYMAN PARK BANCORPORATION, INC.
                                AND SUBSIDIARIES
                              Lutherville, Maryland

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                   FOR THE YEARS ENDED JUNE 30, 2001 AND 2000

<TABLE>
<CAPTION>

                                                                                      2001                2000
                                                                                      ----                ----
<S>                                                                              <C>                 <C>
Cash flows from operating activities
        Net income                                                               $   393,750         $   435,687
        Adjustments to reconcile net income to net
          cash provided by operating activities
               Depreciation and amortization                                          40,988              50,642
               Non-cash compensation under Stock Based
                Benefit and Bonus Plans                                              184,818             186,343
               Deferred income tax benefit                                           (14,282)            (14,344)
               Provision for loan losses                                                  --               2,400
               Amortization of loan fees                                             (82,710)            (85,246)
               Gains on sales of loans receivable                                     (8,428)                 --
               Proceeds from sale of loans originated for resale                     759,828                  --
               Loans originated for resale                                          (751,400)                 --
               Decrease in accrued interest receivable                               (12,855)            (40,939)
               Decrease in prepaid expenses and other assets                          10,254              28,206
               Decrease (increase) in federal and state income
                taxes receivable                                                      10,748              (3,297)
               Increase in accrued expenses and other liabilities                     13,059               5,386
               Increase in federal and state income
                taxes payable                                                         11,707               8,021
               Decrease in accrued interest payable                                   (4,723)             (7,919)
                                                                                 -----------         -----------
                      Net cash provided by operating activities                      550,754             564,940

Cash flows from investment activities
        Net decrease (increase) in loans receivable                                  593,838          (8,301,385)
        Mortgage backed securities principal repayments                               28,290              42,577
        Purchase of Federal Home Loan Bank of Atlanta stock                          (20,400)                 --
        Purchases of property and equipment                                          (16,753)             (2,665)
                                                                                 -----------         -----------
                      Net cash provided by (used in) investing activities            584,975          (8,261,473)

Cash flows from financing activities
        Net  increase (decrease) in savings deposits                               4,834,919          (2,661,095)
        (Decrease) increase in advance payments by borrowers
         for taxes, insurance and ground rents                                      (119,461)             36,904
        (Decrease) increase in borrowings                                         (3,000,000)            350,000
        Repurchase common stock                                                     (505,076)            (44,100)
                                                                                 -----------         -----------
                      Net cash provided by (used in) financing activities          1,210,382          (2,318,291)
                                                                                 -----------         -----------
</TABLE>


                                       19

<PAGE>



                         WYMAN PARK BANCORPORATION, INC.
                                AND SUBSIDIARIES
                              Lutherville, Maryland

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                   FOR THE YEARS ENDED JUNE 30, 2001 AND 2000

<TABLE>
<CAPTION>


                                                                   2001                2000
                                                                   ----                ----
<S>                                                            <C>                 <C>
Net  increase (decrease) in cash and cash equivalents          $  2,346,111        $(10,014,824)
Cash and cash equivalents at beginning of year                    2,085,906          12,100,730
                                                               ------------        ------------
Cash and cash equivalents at end of year                       $  4,432,017        $  2,085,906
                                                               ============        ============

The Following is a Summary of Cash and Cash Equivalents
        Cash and non-interest bearing deposits                 $    882,696        $    310,442
        Interest bearing deposits in other banks                     93,680             474,358
        Federal funds sold                                        3,455,641           1,301,106
                                                               ------------        ------------
                                                               $  4,432,017        $  2,085,906
                                                               ============        ============

Supplemental Disclosures of Cash Flow information

        Cash Paid During the Year For:

               Interest paid on savings deposits
                and borrowed funds                             $  2,990,562        $  2,658,720
                                                               ============        ============

               Income taxes                                    $    236,060        $    297,197
                                                               ============        ============
</TABLE>


The accompanying notes to consolidated financial statements are an integral part
of these statements.

                                       20

<PAGE>



WYMAN PARK BANCORPORATION, INC.
AND SUBSIDIARIES
Lutherville, Maryland

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 1 - Summary of Significant Accounting Policies

     Basis of Presentation

          The accompanying consolidated financial statements for the year ended
     June 30, 2001 include Wyman Park Bancorporation, Inc. (the "Company") and
     its wholly-owned subsidiaries, Wyman Park Federal Savings and Loan
     Association (the "Association") and W. P. Financial Corporation. All
     significant intercompany transactions have been eliminated. The Company is
     the holding company of the Association.

          The Association's primary business activity is the acceptance of
     deposits from the general public and using the proceeds for investments and
     loan originations. The Association is subject to competition from other
     financial institutions. The Association is subject to the regulations of
     certain federal agencies and undergoes periodic examinations by those
     regulatory authorities.

          In preparing the consolidated financial statements, management is
     required to make estimates and assumptions that affect the reported amounts
     of assets and liabilities as of the date of the statements of financial
     condition and income and expenses for the period. Actual results could
     differ significantly from those estimates. Material estimates that are
     particularly susceptible to significant change in the near term relate to
     the determination of the allowance for loan losses.

     Mortgage Backed Securities

          Debt securities are classified as held to maturity and are recorded at
     amortized cost. Management has the positive intent and ability to hold the
     securities to maturity. Management does not invest in securities for
     trading purposes. Fair value is determined based on bid prices published in
     financial newspapers or bid quotations received from securities dealers.

          Premiums and discounts on mortgage backed securities are amortized
     over the term of the security using the interest method. Gains and losses
     on the sale of investments and mortgage backed securities are determined
     using the specific identification method.

     Property and Equipment

          Property and equipment are carried at cost less accumulated
     depreciation and amortization. Depreciation and amortization are
     accumulated using the straight-line method over the estimated useful lives
     of the assets. Additions and improvements are capitalized, and charges for
     repairs and maintenance are expensed when incurred. The related cost and
     accumulated depreciation or amortization are eliminated from the accounts
     when an asset is sold or retired and the resultant gain or loss is credited
     or charged to income.

                                       21
<PAGE>


WYMAN PARK BANCORPOATION, INC. AND SUBSIDIARIES
Lutherville, Maryland

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 1 - Summary of Significant Accounting Policies - Continued

     Income Taxes

          Deferred income taxes are recognized for temporary differences between
     the financial reporting basis and income tax basis of assets and
     liabilities based on enacted tax rates expected to be in effect when such
     amounts are realized or settled. Deferred tax assets are recognized only to
     the extent that it is more likely than not that such amounts will be
     realized based on consideration of available evidence.

     Loans Receivable

          Loans receivable that management has the intent and ability to hold
     for the foreseeable future or until maturity or pay-off are reported at
     their outstanding principal balance adjusted for any charge-offs, the
     allowance for loan losses, and any deferred fees or costs on originated
     loans.

          Loan origination fees and certain direct origination costs are
     capitalized and recognized as an adjustment of the yield of the related
     loan.

          An allowance for loan losses is provided through charges to income in
     an amount that management believes will be adequate to absorb losses on
     existing loans that may become uncollectible, based on evaluations of the
     collectibility of loans and prior loan loss experience. The evaluations
     take into consideration such factors as changes in the nature and volume of
     the loan portfolio, overall portfolio quality, review of specific problem
     loans, and current economic conditions that may affect the borrowers'
     ability to pay. Determining the amount of the allowance for loan losses
     requires the use of estimates and assumptions. Management believes the
     allowance for losses on loans is adequate. While management uses available
     information to estimate losses on loans, future additions to the allowances
     may be necessary based on changes in economic conditions, particularly in
     the State of Maryland. In addition, various regulatory agencies, as an
     integral part of their examination process, periodically review the
     Association's allowances for losses on loans. Such agencies may require the
     Association to recognize additions to the allowances based on their
     judgments about information available to them at the time of their
     examination. Statement of Financial Accounting Standards ("SFAS") No. 114,
     as amended by SFAS No. 118 addresses the accounting by creditors for
     impairment of certain loans. It is generally applicable for all loans
     except large groups of smaller balance homogeneous loans that are
     collectively evaluated for impairment, including residential mortgage loans
     and consumer installment loans. It also applies to all loans that are
     restructured in a troubled debt restructuring involving a modification of
     terms. SFAS No. 114 requires


                                       22
<PAGE>


WYMAN PARK BANCORPORATION, INC.
 AND SUBSIDIARIES
Lutherville, Maryland

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 1 - Summary of Significant Accounting Policies - Continued

     Loans Receivable - Continued

     that impaired loans be measured based on the present value of expected
     future cash flows discounted at the loan's effective interest rate, or at
     the loan's observable market price or the fair value of the collateral if
     the loan is collateral dependent. A loan is considered impaired when, based
     on current information and events, it is probable that a creditor will be
     unable to collect all amounts due according to the contractual terms of the
     loan agreement.

          Accrual of interest is discontinued on a loan when management
     believes, after considering economic and business conditions and collection
     efforts, that the borrower's financial condition is such that collection of
     interest is doubtful. When a payment is received on a loan on non-accrual
     status, the amount received is allocated to principal and interest in
     accordance with the contractual terms of the loan.

     Foreclosed Real Estate

          Real estate acquired through foreclosure is initially recorded at the
     lower of cost or estimated fair value, less estimated selling costs.
     Management periodically evaluates the carrying value of real estate owned
     and establishes a valuation allowance for declines in fair value, less
     estimated selling costs, below the initially recorded value. Costs relating
     to holding such real estate are charged against income in the current
     period, while costs relating to improving such real estate are capitalized
     until a saleable condition is reached.

     Earnings Per Share

          Basic EPS is computed by dividing net income by the weighted average
     number of common shares outstanding for the appropriate period. Unearned
     ESOP shares are not included in outstanding shares. Diluted EPS is computed
     by dividing net income by the weighted average shares outstanding as
     adjusted for the dilutive effect of stock options and unvested stock awards
     based on the "treasury stock" method. Information relating to the
     calculation of

                                       23
<PAGE>

WYMAN PARK BANCORPORATION, INC.
 AND SUBSIDIARIES
Lutherville, Maryland

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Note 1 - Summary of Significant Accounting Policies - Continued

     Earnings Per Share - Continued
     net income per share of common stock is summarized for the years ended
     June 30, 2001 and 2000, as follows:

                                                         2001         2000
                                                         ----         ----
     Net income                                        $393,750     $435,687
                                                       ========     ========

     Weighted Average Shares
       Outstanding used for basic EPS                   726,475      774,164
     Dilutive Items
       Stock options                                     31,624       30,012
       Unvested stock awards                                 43        1,359
                                                       --------     --------
     Adjusted weighted average shares outstanding
        used for dilutive EPS                           758,142      805,535
                                                       ========     ========



     Statement of Cash Flows

          For the purposes of the statement of cash flows, the Association
     considers all highly liquid investments with maturities at date of purchase
     of three months or less to be cash equivalents. Cash equivalents consist of
     interest-bearing deposits and federal funds.

Note 2 - Insurance of Savings Accounts and Related Matters

          The Federal Deposit Insurance Corporation, through the Savings
     Association Insurance Fund, insures deposits of account holders up to
     $100,000. The Association pays an annual premium to provide for this
     insurance. The Association is a member of the Federal Home Loan Bank System
     and is required to maintain an investment in the stock of the Federal Home
     Loan Bank of Atlanta equal to at least 1% of the unpaid principal balances
     of its residential mortgage loans, .3% of its total assets or 5% of its
     outstanding advances from the bank, whichever is greater. Purchases and
     sales of stock are made directly with the bank at par value.




                                       24
<PAGE>

WYMAN PARK BANCORPORATION, INC.
 AND SUBSIDIARIES
Lutherville, Maryland

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Note 3 - Held-to-Maturity Securities:

          Mortgage backed securities are guaranteed by the Federal National
     Mortgage Association (FNMA) or the Federal Home Loan Mortgage Corporation
     (FHLMC) as follows:

                                                 Gross
                                Amortized       Unrealized        Fair
                                  Cost            Gains           Value
                                --------        --------        ---------
     June 30, 2001
         FNMA                   $  1,164        $     70        $  1,234
         FHLMC                   144,632             825         145,457
                                --------        --------        --------
         Mortgage backed
         securities             $145,796        $    895        $146,691
                                ========        ========        ========

     June 30, 2000
         FNMA                   $  1,523        $    169        $  1,692
         FHLMC                   172,563           2,095         174,658
                                --------        --------        --------
         Mortgage backed
         securities             $174,086        $  2,264        $176,350
                                ========        ========        ========

          There were no gross unrealized losses or sales of investment
     securities or mortgage backed securities during the years ended June 30,
     2001 and 2000.

Note 4 - Loans Receivable

          Substantially all of the Association's loans receivable are mortgage
     loans secured by residential and commercial real estate properties located
     in the State of Maryland. Loans are extended only after evaluation by
     management of customers' creditworthiness and other relevant factors on a
     case-by-case basis. The Association generally does not lend more than 95%
     of the appraised value of a property and requires private mortgage
     insurance on residential mortgages with loan-to-value ratios in excess of
     80%. In addition, the Association generally obtains personal guarantees of
     repayment from borrowers and/or others for construction, commercial and
     multi-family residential loans and disburses the proceeds of construction
     and similar loans only as work progresses on the related projects.



                                       25
<PAGE>

WYMAN PARK BANCORPORATION, INC.
 AND SUBSIDIARIES
Lutherville, Maryland

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 4 - Loans Receivable - Continued

          Residential lending is generally considered to involve less risk than
     other forms of lending, although payment experience on these loans is
     dependent to some extent on economic and market conditions in the
     Association's primary lending area. Commercial and construction loan
     repayments are generally dependent on the operations of the related
     properties or the financial condition of its borrower or guarantor.
     Accordingly, repayment of such loans can be more susceptible to adverse
     conditions in the real estate market and the regional economy.

          Loans receivable are summarized as follows at June 30:

<TABLE>
<CAPTION>
                                                                                   2001               2000
                                                                                   ----               ----
                      <S>                                                      <C>               <C>
                      Loans secured by first mortgages on real estate:
                        Residential - one-to-four family                       $ 51,189,420      $ 53,384,414
                        Residential - multi-family                                  870,640           313,882
                        Residential construction loans                              527,650           249,600
                        Commercial                                                7,467,110         7,709,315
                        Commercial construction                                   1,885,146                --
                                                                               ------------      ------------
                      Total first mortgage loans                                 61,939,966        61,657,211
                      Commercial non-real estate                                  1,585,393           968,163
                      Home equity lines-of-credit                                 3,086,645         3,009,857
                      Home improvement loans                                         23,321            10,406
                      Loans secured by savings deposits                             168,105           170,055
                      Overdraft lines of credit                                      13,345            12,107
                                                                               ------------      ------------
                                                                                 66,816,775        65,827,799

                         Less:  Undisbursed portion of loans in process          (1,667,548)         (111,608)
                                    Unearned loan fees, net                        (151,450)         (207,286)
                                    Allowance for loan losses                      (285,000)         (285,000)
                                                                               ------------      ------------
                      Loans receivable, net                                    $ 64,712,777      $ 65,223,905
                                                                               ============      ============
</TABLE>


          There were no impaired loans as defined by SFAS No. 114 at June 30,
     2001 and 2000. There was no interest income recognized on impaired loans
     during these periods.

          Loans are placed on non-accrual status when they become ninety days or
     more delinquent. Interest income on such loans is recognized only to the
     extent that payments have been received. The accrual of interest income on
     these loans is resumed only after the borrowers have taken steps to bring
     the loans current and management has reason to believe the loans are no
     longer impaired. At June 30, 2001, non-accrual loans totaled approximately
     $112,000. There were no non-accrual loans at June 30, 2000. The average
     non-accrual loan balance for the year ended June 30, 2001 was $45,048.


                                       26
<PAGE>

WYMAN PARK BANCORPORATION, INC.
 AND SUBSIDIARIES
Lutherville, Maryland

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Note 4 - Loans Receivable - Continued

          Interest income that would have been recorded under the original terms
     of such loans and the interest income actually recognized for the years
     ended June 30, are summarized below:

                                                           2001          2000
                                                           ----          ----
     Interest income that would have been recorded        $8,099        $  --
     Interest income recognized                            6,370           --
                                                          ------        -----
        Interest income not recognized                    $1,729        $  --
                                                          ======        =====

          The Association, through its normal asset review process, classifies
     certain loans which management believes involve a degree of risk warranting
     additional attention. Not included above in non-performing and restructured
     loans was $249,672 and $277,513 at June 30, 2001 and 2000, respectively,
     which had not yet become ninety days or more delinquent, but had been
     designated by management for additional collection and monitoring efforts.

          Changes in the allowance for losses on loans are summarized as follows
     for the years ended June 30:

                                               2001            2000
                                               ----            ----
     Balance at beginning of the year        $285,000        $282,600
     Provision for loan losses                     --           2,400
                                             --------        --------
     Balance at end of the year              $285,000        $285,000
                                             ========        ========

          Commitments to extend credit are agreements to lend to customers,
     provided that terms and conditions established in the related contracts are
     met. At June 30, 2001, the Association had commitments to originate first
     mortgage loans on real estate and home equity loans exclusive of
     undisbursed loan funds of $590,350 and commercial loans of $1,810,000 at a
     variable rate of interest. At June 30, 2000, the Association had
     commitments to originate first mortgage loans on real estate and home
     equity loans, exclusive of undisbursed loan funds, of $334,500 and
     commercial loans of $1,134,000 at a variable rate of interest.

          For the years ended June 30, 2001 and 2000 the Association also had
     commitments to loan funds under unused home-equity lines of credit
     aggregating approximately $6,053,254 and $6,097,843, respectively. Such
     commitments carry a floating rate of interest.


                                       27
<PAGE>


WYMAN PARK BANCORPORATION, INC.
 AND SUBSIDIARIES
Lutherville, Maryland

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Note 4 - Loans Receivable - Continued

          Loan commitments generally expire within six months and such loans and
     other commitments are generally funded from loan principal repayments,
     excess liquidity and savings deposits. Since certain of the commitments may
     expire without being drawn upon or may not be utilized, the total
     commitment amounts do not necessarily represent future cash requirements.

          The Association's exposure to credit loss under these contracts in the
     event of non-performance by the other parties, assuming that the collateral
     proves to be of no value, is represented by the commitment amounts.

          Loans serviced for others, which are not included in the Association's
     assets, were approximately $3,910,879 and $3,536,243 at June 30, 2001 and
     2000, respectively. A fee is charged for such servicing based on the unpaid
     principal balances.

          In the normal course of business, loans are made to officers and
     directors of the Association and their related interests. These loans are
     consistent with sound banking practices, are within regulatory lending
     limitations and do not involve more than normal risk of collectibility.
     Transactions in these loans (omitting loans which aggregate less than
     $60,000 per officer or director) for the years ended June 30, 2001 and 2000
     are summarized as follows:

                                             2001              2000
                                             ----              ----
     Balance at  beginning of year        $ 772,255         $ 861,762
     New loans                                   --           304,400
     Repayments                             (21,385)         (393,907)
                                          ---------         ---------
     Balance at end of year               $ 750,870         $ 772,255
                                          =========         =========

Note 5 - Accrued Interest Receivable

          Accrued interest receivable is summarized as follows at June 30:


                                             2001              2000
                                             ----              ----
          Loans receivable                 $343,513          $330,832
          Mortgage backed securities          1,667             1,935
          Other                                 789               347
                                           --------          --------
                                           $345,969          $333,114
                                           ========          ========


                                       28
<PAGE>

WYMAN PARK BANCORPORATION, INC.
 AND SUBSIDIARIES
Lutherville, Maryland

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Note 6 - Property and Equipment

          Property and equipment are summarized as follows at June 30:

<TABLE>
<CAPTION>
                                                                                  Estimated
                                                                                  Useful
                                                      2001            2000        Lives
                                                      ----            ----       ----------
          <S>                                      <C>             <C>           <C>
          Buildings and improvements               $ 416,113       $ 357,668     23 years
          Furniture, fixtures and equipment          227,397         313,708     3-20 years
          Leasehold improvements                      82,894          81,499     5-10 years
                                                   ---------       ---------
             Total at cost                           726,404         752,875
          Less accumulated depreciation
             and amortization                       (643,335)       (645,571)
                                                   ---------       ---------
             Property and equipment, net           $  83,069       $ 107,304
                                                   =========       =========
</TABLE>

          The provision for depreciation charged to operations for the years
     ended June 30, 2001 and 2000 amounted to $40,988 and $50,642, respectively.
     Depreciation is calculated on a straight-line basis over the estimated
     useful life.

          The Association is obligated under long-term operating leases for its
     branch offices. These leases expire at various dates to 2002, subject to
     renewal options. The approximate future minimum rental payments under these
     leases at June 30, 2001 are as follows:


             Due in Year
            Ended June 30,
            --------------
                2002                             $26,590
                                                 =======

          Rent expense was $38,522 and $38,514 for the years ended June 30, 2001
     and 2000, respectively.


                                       29
<PAGE>

WYMAN PARK BANCORPORATION, INC.
 AND SUBSIDIARIES
Lutherville, Maryland

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Note 7 - Deposits

          Time deposits are summarized as follows at June 30:

<TABLE>
<CAPTION>

                                                                 2001                             2000
                                                       ------------------------        ------------------------
                                                       Amount               %          Amount               %
                                                       ------             -----        ------             -----
          Contractual maturity of Certificate
           Accounts from June 30:
          <S>                                        <C>                   <C>       <C>                   <C>
             Under 12 months                         $28,100,971           61.8      $18,280,953           45.0
             12 to 24 months                           8,602,989           18.9       17,500,234           43.1
             24 to 36 months                           3,904,047            8.6        2,313,832            5.7
             36 to 48 months                           4,135,218            9.1        1,305,842            3.2
             48 to 60 months                             738,052            1.6        1,209,077            3.0
             Over 60 months                                   --            0.0               --            0.0
                                                     -----------          -----      -----------          -----
                                                     $45,481,277          100.0      $40,609,938          100.0
                                                     ===========          =====      ===========          =====
</TABLE>


          Interest expenses on savings deposits consists of the following for
     the years ended June 30:

                                             2001                   2000
                                             ----                   ----
          Certificates                    $2,548,794             $2,102,215
          Passbook                           121,028                168,983

          NOW and money market               203,972                278,908
                                          ----------             ----------
                                          $2,873,794             $2,550,106
                                          ==========             ==========

          As of June 30, 2001 and 2000, the Association had customer deposits in
     savings accounts of $100,000 or more of approximately $9,663,447 and
     $6,926,948, respectively.

Note 8 - Borrowings

          The Association has an available line of credit with the Federal Home
     Loan Bank of Atlanta. The credit availability for Wyman Park Federal
     Savings and Loan Association is 20% of the Association's total assets. The
     rate on these short-term advances varies daily. Wyman Park Federal Savings
     and Loan Association had no outstanding advances at June 30, 2001. Advances
     at June 30, 2000 amounted to $3,000,000 with a rate of 7.4%.


                                       30
<PAGE>

WYMAN PARK BANCORPORATION, INC.
 AND SUBSIDIARIES
Lutherville, Maryland

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Note 9 - Income Taxes

          The provision for income taxes consists of the following for the years
     ended June 30:

                                           2001              2000
                                           ----              ----
          Current:
             Federal                    $ 227,194         $ 241,340
             State                         44,688            51,025
                                        ---------         ---------
                                          271,882           292,365
          Deferred:
             Federal                      (11,694)          (11,744)
             State                         (2,588)           (2,600)
                                        ---------         ---------
                                          (14,282)          (14,344)
                                        ---------         ---------

          Provision for income taxes     $257,600          $278,021
                                         ========          ========

          The tax effects of temporary differences between the financial
     reporting and income tax basis of assets and liabilities relate to the
     following at June 30:

<TABLE>
<CAPTION>
                                                        2001            2000
                                                        ----            ----
<S>                                                  <C>             <C>
Deferred Tax Assets
       Interest and fees on loans                    $  10,868       $  16,845
       Allowance for losses on loans                   110,067         110,067
       Deferred compensation                            13,983          13,184
       Supplemental Executive Retirement Plan          143,646         128,997
       Stock Bonus Plan accrual                         12,177          12,177
       Depreciation                                      7,792           4,335
       Other                                             6,759          10,363
                                                     ---------       ---------
                                                       305,292         295,988
Deferred Tax Liabilities
       Federal Home Loan Bank stock dividends          (80,684)        (80,684)
       Tax bad debt reserve                             (6,962)        (11,940)
                                                     ---------       ---------
                                                       (87,646)        (92,624)
                                                     ---------       ---------
Net deferred tax assets                              $ 217,646       $ 203,364
                                                     =========       =========
</TABLE>


          No valuation allowance has been provided against the net deferred tax
     asset at June 30, 2001 because the amount could be realized through a
     carryback against taxable income of prior years.


                                       31
<PAGE>

WYMAN PARK BANCORPORATION, INC.
 AND SUBSIDIARIES
Lutherville, Maryland

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Note 9 - Income Taxes - Continued

          A reconciliation between the provision for income taxes and the amount
     computed by multiplying income before provision for income taxes by the
     statutory federal income tax rate is as follows for the years ended June
     30:
<TABLE>
<CAPTION>
                                                  2001                        2000
                                       --------------------------    ------------------------
                                                         Percent                     Percent
                                                        of Pretax                   of Pretax
                                        Amount           Income       Amount          Income
                                       --------          ------      --------         ------
<S>                                    <C>                <C>        <C>              <C>
Tax provision at statutory rate        $221,459           34.0%      $242,661         34.0%
State income taxes, net of
  federal income tax benefit             27,786            4.3         31,960          4.5
 Other                                    8,355            1.3          3,400          0.5
                                       --------           ----       --------         ----
                                       $257,600           39.6%      $278,021         39.0%
                                       ========           ====       ========         ====
</TABLE>


          The Association was allowed a special bad debt deduction limited
     generally to 8% of otherwise taxable income. Beginning July 1, 1996 the
     percentage of taxable income method of computing the Association's tax bad
     debt deduction is not longer allowed and the amount by which the tax
     reserve for bad debts exceeds such amount at June 30, 1998 must be
     recaptured over a six year period. A tax liability has been established for
     the recapture. If the amounts which qualified as deductions for federal
     income tax purposes prior to December 31, 1987 are later used for purposes
     other than to absorb loan losses, including distributions in liquidations,
     they will be subject to federal income tax at the then current corporate
     rate. Retained earnings at June 30, 2001 and 2000 include $1,777,000, for
     which no provision for federal income tax has been provided. The unrecorded
     deferred income tax liability on the above amount was approximately
     $686,000.

Note 10- Pension Plan

          Substantially all employees of the Association are participants in the
     Financial Institutions Retirement Fund, a multi-employer non-contributory
     defined benefit pension plan. The actuarial present value of benefit
     obligations and fair value of plan assets attributable to the Association
     are not available for this multi-employer plan. Pension expense in
     connection with the Financial Institutions Retirement Fund reflects the
     Association's required annual contribution to the Fund. Pension expense for
     the years ended June 30, 2001 and 2000 was $48,530 and $40,887,
     respectively.


                                       32
<PAGE>



WYMAN PARK BANCORPORATION, INC.
 AND SUBSIDIARIES
Lutherville, Maryland

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Note 10- Pension Plan - Continued

          The Association has established a supplemental Executive Retirement
     Plan for the benefit of the President of the Association. As a result of
     this Plan, the Association incurred expense for the years ended June 30,
     2001 and 2000 of $37,931 and $24,563, respectively.

Note 11 - Common Stock and Stock Benefit Plans

          In fiscal 1998, the Association converted from a federally chartered
     mutual savings and loan association to a federally chartered stock savings
     and loan association. Simultaneously, the Association consummated the
     formation of a new holding company, Wyman Park Bancorporation, Inc., of
     which the Association is a wholly-owned subsidiary.

          In connection with the conversion, the Company issued 1,011,713 shares
     of common stock.

          OTS regulations limit the payment of dividends and other capital
     distributions by the Association. The Association is able to make capital
     distributions during a calendar year, without regulatory approval, to the
     extent of its net income for such year plus its retained net income for the
     preceding two years. The Association must obtain prior OTS approval to make
     capital distributions in excess of this amount.

          In addition to the above restriction on its capital distributions, the
     Association would not be able to pay dividends if Wyman Park Federal
     Savings and Loan Association would be classified as "undercapitalized"
     under OTS prompt corrective action regulations following the dividend or if
     the amount of the dividend would reduce the Association's retained earnings
     below its accumulated bad debt deduction or the Association's liquidation
     account.


                                       33
<PAGE>

WYMAN PARK BANCORPORATION, INC.
 AND SUBSIDIARIES
Lutherville, Maryland

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Note 11- Common Stock and Stock Benefit Plans - Continued

     Employee Stock Ownership Plan

          The Association has established an Employee Stock Ownership Plan
     (ESOP) for its employees. The ESOP holds the common stock in a trust for
     allocation among participating employees. All employees of the Association
     who attain the age of 21 and complete twelve months of service with the
     Association will be eligible to participate in the ESOP. Participants will
     become 100% vested in their accounts after six years of service with the
     Association or, if earlier, upon death, disability or attainment of normal
     retirement age. Participants receive credit for service with the
     Association prior to the establishment of the ESOP.

          The Association recognizes the cost of the ESOP in accordance with
     AICPA Statement of Position 93-6 "Employers' Accounting for Employee Stock
     Ownership Plans". As shares are committed to be released from collateral,
     the Association reports compensation expense equal to the current market
     price of the shares and the shares become outstanding for
     earnings-per-share computations. Dividends on allocated shares are recorded
     as a reduction of retained earnings; dividends on unallocated shares are
     recorded as a reduction of debt. For the years ended June 30, 2001 and 2000
     compensation expense recognized related to the ESOP and the Association's
     contribution to the ESOP was $112,785 and $116,315, respectively.

          All ESOP shares contain a "Put Option" which requires the Company to
     repurchase the share at the then fair market value subject to the
     availability of retained earnings. The "Put Option" may be exercised within
     60 days of distribution of the shares and then again within 60 days after
     the fair market value determination date of the next plan year. The current
     fair market value of shares that have been allocated containing a "Put
     Option" is $370,678 at June 30, 2001.

          The ESOP shares were as follows as of June 30:

                                                  2001
                                                  ----
     Shares released and allocated               51,128
     Unearned shares                             83,116
                                               --------
                                                134,244
                                               ========
     Fair value of unearned shares             $602,591
                                               ========



                                       34
<PAGE>

WYMAN PARK BANCORPORATION, INC.
 AND SUBSIDIARIES
Lutherville, Maryland

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Note 11 - Common Stock and Stock Benefit Plans - Continued

     Stock Option Plan

          The Company has a Stock Option Plan (the "Plan") whereby 198,729
     shares of common stock have been reserved for issuance under the Plan.
     Options granted under the Plan may be Incentive Stock Options within the
     meaning of Section 422 of the Internal Revenue Code of 1986 as amended or
     Non-Incentive Stock Options. Options are exercisable in five annual
     installments at the market price of common stock at the date of grant. The
     Options must be exercised within ten years from the date of grant. During
     the year ended June 30, 1999, the Company granted options to purchase
     85,990 shares at a weighted average price of $11.00 per share. Such shares
     and fair value have been adjusted to 168,909 shares at a weighted average
     price of $5.60 for the effect of the special distribution that management
     anticipates will be a return of capital.

          The following table summarizes the status of and changes in the
     Company's stock option plan during the past two years, as retroactively
     adjusted for the Company's special distribution that management anticipates
     will constitute a return of capital.


                                                           Weighted
                                                            Average
                                                           Exercise
                                              Shares         Price
                                             -------       --------
Outstanding at June 30, 2000 and 2001        168,909        $5.60
                                             =======
Exercisable at June 30, 2001                 101,345
                                             =======


                                       35
<PAGE>


WYMAN PARK BANCORPORATION, INC.
 AND SUBSIDIARIES
Lutherville, Maryland

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Note 11 - Common Stock and Stock Benefit Plans - Continued

          SFAS No. 123, "Accounting for Stock-Based Compensation", requires the
     Association to make certain disclosures as if the fair value method of
     accounting had been applied to the Association's stock option grants made
     subsequent to 1994. Accordingly, the Association estimated the grant date
     fair value of each option awarded in fiscal 1999 using the Black-Scholes
     Option-Pricing model with the following relevant assumptions: dividend
     yield of 0%, risk-free interest rate of 4.71% and expected lives of 10
     years. The assumption for expected volatility was 27.31%. Had 2001 and 2000
     compensation cost been determined including the weighted-average estimate
     of fair value of each option granted of $2.43, the Association's net income
     in fiscal 2001 and 2000 would be reduced to proforma amount of $343,363 and
     $385,300, respectively. Proforma earnings, basic and diluted, per share
     would have been $.47 and $.45 in fiscal 2001 and $.50 and $.48 in fiscal
     2000.

     Stock Bonus Plan

          The Company established a Recognition and Retention Plan (the "Stock
     Bonus Plan" or "RRP") to encourage directors, officers and key employees to
     remain in the service of the Association. Up to 40,469 shares of common
     stock may be awarded under the terms of the Stock Bonus Plan. Shares of
     common stock awarded under the plan vest in five equal annual installments
     beginning at the date of grant. On January 20, 1999, awards of 34,394
     shares of common stock with a fair market value of $11.00 per share, were
     granted. The Association funded the purchase of 34,394 shares of its common
     stock at an average price of $11.17 to provide shares for distribution
     under the Stock Bonus Plan.

Note 12 - Retained Earnings and Regulatory Matters

          The Association is subject to various regulatory capital requirements
     administered by the federal banking agencies. Failure to meet minimum
     capital requirements can initiate certain mandatory, and possible
     additional discretionary, actions by the regulators that, if undertaken,
     could have a direct material effect on the Association's financial
     statements. Under capital adequacy guidelines and the regulatory framework
     for prompt corrective action, the Association must meet specific capital
     guidelines that involve quantitative measures of the Association's assets,
     liabilities, and certain off-balance sheet items as calculated under
     regulatory accounting practices. The Association's capital amounts and
     classifications are also subject to qualitative judgments by the regulators
     about components, risk weightings, and other factors.


                                       36
<PAGE>

WYMAN PARK BANCORPORATION, INC.
 AND SUBSIDIARIES
Lutherville, Maryland

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Note 12- Retained Earnings and Regulatory Matters - Continued

          Quantitative measures established by regulation to ensure capital
     adequacy require the Association to maintain minimum amounts and ratios
     (set forth in the table below) of total and Tier I capital (as defined in
     the regulations) and risk-weighted assets (as defined), and of Tier I
     capital (as defined) to average assets (as defined). As of June 30, 2001,
     the Association met all capital adequacy requirements to which it is
     subject.

          As of June 30, 2001, the most recent notification from the Office of
     Thrift Supervision categorized the Association as well capitalized under
     the regulatory framework for prompt corrective action. To be categorized as
     well capitalized the Association must maintain minimum total risk-based,
     Tier I risk-based, and Tier I leverage ratios as set forth in the table.
     There are no conditions or events since that notification that management
     believes have changed the Association's category. The Association's actual
     capital amounts and ratios are also presented in the table.


<TABLE>
<CAPTION>
                                                                                        To Be Well
                                                                                     Capitalized Under
                                                              For Capital            Prompt Corrective
                                      Actual              Adequacy Purposes          Action Provisions
                                 ----------------         -----------------        ---------------------
                                 Amount     Ratio         Amount      Ratio        Amount          Ratio
                                 ------     -----         ------      -----        ------          -----
     <S>                      <C>           <C>        <C>             <C>       <C>              <C>
     As of June 30, 2001:
        Tangible (1)          $8,057,595    11.4%      $1,059,767      1.5%      $      N/A        N/A%
        Tier I capital (2)     8,057,595    19.8%             N/A      N/A%       2,439,060        6.0%
        Core (1)               8,057,595    11.4%       2,826,046      4.0%       3,532,558        5.0%
        Risk-weighted (2)      8,342,595    20.5%       3,252,080      8.0%       4,065,100       10.0%

     As of June 30, 2000:
        Tangible (1)          $7,466,914    10.9%      $1,032,611      1.5%      $      N/A        N/A%
        Tier I capital (2)     7,466,914    18.7%             N/A      N/A%       2,399,400        6.0%
        Core (1)               7,466,914    10.9%       2,753,629      4.0%       3,442,036        5.0%
        Risk-weighted (2)      7,751,914    19.4%       3,199,200      8.0%       3,999,000       10.0%
</TABLE>


(1) To adjusted total assets
(2) To risk-weighted assets


                                       37
<PAGE>


WYMAN PARK BANCORPORATION, INC.
 AND SUBSIDIARIES
Lutherville, Maryland

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Note 12- Retained Earnings and Regulatory Matters - Continued

          Total equity in accordance with generally accepted accounting
     principles (GAAP capital) is reconciled to regulatory capital as follows:

<TABLE>
<CAPTION>
                                                   Tangible           Core            Risk-Based
                                                    Capital          Capital            Capital
                                                   ---------         -------          -----------
<S>                                               <C>               <C>               <C>
GAAP capital as of June 30, 2001                  $8,680,728        $8,680,728        $8,680,728

Less:  Equity of parent company                      623,133           623,133           623,133

Add:
           Allowance for losses on loans
           included in risk-based capital-
           limited to 1.25% of risk-
           weighted assets                                --                --           285,000
                                                  ----------        ----------        ----------

Regulatory capital as of June 30, 2001            $8,057,595        $8,057,595        $8,342,595
                                                  ==========        ==========        ==========

GAAP capital as of June 30, 2000                  $8,607,236        $8,607,236        $8,607,236

Less: Equity of parent company                     1,140,322         1,140,322         1,140,322

Add:
           Allowance for losses on loans
           included in risk-based capital-
           limited to 1.25% of risk-
           weighted assets                                --                --           285,000
                                                  ----------        ----------        ----------

Regulatory capital as of June 30, 2000            $7,466,914        $7,466,914        $7,751,914
                                                  ==========        ==========        ==========
</TABLE>

                                       38
<PAGE>


WYMAN PARK BANCORPORATION, INC.
 AND SUBSIDIARIES
Lutherville, Maryland

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Note 13- Disclosures About Fair Value of Financial Instruments

          The following methods and assumptions were used to estimate the fair
     value of each class of financial instruments for which it is practicable to
     estimate that value.

          Cash and Cash Equivalents - For cash, non-interest bearing deposits,
          variable rate interest-bearing deposits in other banks and federal
          funds sold, the carrying amount is a reasonable estimate of fair
          value.

          Securities - For mortgage backed securities, fair values are based on
          quoted market prices or dealer quotes.

          Loans Receivable - For fixed rate residential mortgages, fair value is
          based on computed present value of cash flows using weighted average
          term to maturity and weighted average rate of the Association's
          portfolio. For variable rate loans, the carrying amount is considered
          a reliable estimate of fair value.

          Ground Rents - The fair value of ground rents is estimated by
          management based on anticipated realization in the current market.
          Ground rents are peculiar to the Baltimore Metropolitan area. They
          carry a fixed interest rate of 6%. Consequently, the fair value varies
          with fluctuations in market interest rates. Although the fair value
          may never recover to the Association's carrying amount because ground
          rents do not have a stated maturity, any permanent decline in value
          will not be material to the Association's financial statements.

          Federal Home Loan Bank Stock - Because of the limited nature of the
          market for this instrument, the carrying amount is a reasonable
          estimate of fair value.

          Deposits Liabilities - The fair value of demand deposits, savings
          accounts and advance payments by borrowers for taxes, insurance and
          ground rents is the amount payable on demand at the reporting date.
          The fair value for certificate accounts is based on computed present
          value of cash flows using the rates currently offered for deposits of
          similar remaining maturities.

          Borrowings - The fair value of short-term borrowings is the amount
          payable at the reporting date.

          Commitments - For commitments to originate loans and purchase loans
          and mortgage backed securities, fair value considers the differences
          between current levels of interest rates and committed rates if any.


                                       39
<PAGE>

WYMAN PARK BANCORPORATION, INC.
 AND SUBSIDIARIES
Lutherville, Maryland

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Note 13- Disclosures About Fair Value of Financial Instruments - Continued

                               The estimated fair values of the Association's
financial instruments as of June 30 are as follows:

<TABLE>
<CAPTION>
                                                        2001                                  2000
                                           ------------------------------        ------------------------------
                                             Carrying                             Carrying
                                              Amount           Fair Value          Amount           Fair Value
                                              ------           ----------          ------           ----------
<S>                                        <C>                <C>                <C>                <C>
          Financial Assets
            Cash and cash
              Equivalents                  $ 4,432,017        $ 4,432,017        $ 2,085,906        $ 2,085,906
            Mortgage backed                    145,796            146,691            174,086            176,350
          securities

            Loans receivable,               64,712,777         65,775,000         65,233,905         63,622,000
           net

            Ground rents                       122,600             73,600            122,600             73,600
            Federal Home Loan
              Bank of Atlanta stock            528,900            528,900            508,500            508,500

         Financial Liabilities
            Savings deposits                60,181,983         60,700,706         55,347,064         55,890,025
            Borrowings                              --                 --          3,000,000          3,000,000
            Advance payments by
              borrowers for taxes,
              insurance and ground
              rents                          1,196,077          1,196,077          1,315,538          1,315,538

         Loan commitments                           --          2,400,350                 --          7,558,843

</TABLE>

                                       40
<PAGE>


                WYMAN PARK BANCORPORATION, INC. AND SUBSIDIARIES
                             STOCKHOLDER INFORMATION


ANNUAL MEETING

The annual meeting of stockholders will be held at 3:00 p.m., local time, on
October 17, 2001, at the main office located at 11 West Ridgely Road,
Lutherville, Maryland.

STOCK LISTING AND PRICE RANGE OF COMMON STOCK

The Company's stock is traded on the OTC Electronic Bulletin Board under the
symbol "WPBC." Quotations reflect inter-dealer prices, without retail mark-up,
mark-down or commission, and may not represent actual transactions. The source
of this information is IDD Information Services.


                                    High             Low            Dividends
                                    ----             ---            ---------
      September 30, 1999           $ 7.50          $  6.75             --
      December 31, 1999             7.375             6.25             --
      March 31, 2000                7.625             5.50             --
      June 30, 2000                  7.50            6.125             --
      September 30, 2000             7.00             6.50             --
      December 31, 2000             6.875           6.1875             --
      March 31, 2001                7.125           6.1875             --
      June 30, 2001                  8.00            6.875             --

               Dividend payment decisions are made with consideration of a
variety of factors including earnings, financial condition, market
considerations and regulatory restrictions. Restrictions on dividend payments
are described in Note 11 of the Notes to Financial Statements included in this
report.


SHAREHOLDER RELATIONS AND GENERAL INQUIRIES      TRANSFER AGENT

Ernest A. Moretti, President and CEO             Registrar and Transfer Company
Wyman Park Bancorporation, Inc.                  10 Commerce Drive
11 West Ridgely Road                             Cranford, New Jersey 07016
Lutherville, Maryland 21093                      (908) 272-8511
(410) 252-6450

ANNUAL REPORTS ON FORM 10-KSB

The Company has filed an annual report on Form 10-KSB for its fiscal year ended
June 30, 2001, with the Securities and Exchange Commission. Copies of the Form
10-KSB may be obtained without charge by contacting:

                             Ernest A. Moretti, President and CEO
                             Wyman Park Bancorporation, Inc.
                             11 West Ridgely Road
                             Lutherville, Maryland 21093
                             (410) 252-6450


                                       41
<PAGE>



                              CORPORATE INFORMATION

COMPANY AND BANK ADDRESS

11 West Ridgely Road                               Telephone:    (410) 252-6450
Lutherville, Maryland 21093                        Fax:          (410) 252-6744

<TABLE>
<CAPTION>

DIRECTORS OF THE BOARD

<S>                                                      <C>
Allan B. Heaver                                          John K. White
     Managing General Partner of Heaver Properties            Retired Executive Vice President and current
     Lutherville, Maryland                                    member of the Board of Directors of Baltimore
                                                              Life Insurance Company and Life of Maryland Insurance

Ernest A. Moretti                                        John R. Beever
     President and Chief Executive Officer of Wyman           Retired Chairman of the Board and President of
     Park Bancorporation, Inc                                 John Dittmar & Sons, Inc.

H. Douglas Huether                                       Albert M. Copp
     President and Chairman of the Board of                   Co-owner and President of Woodhall Wine Cellars
     Independent Can Company                                  Principal of Woodhall Associates

Gilbert D. Marsiglia, Sr.                                Jay H. Salkin
     President of the real estate brokerage                   Senior Vice President - Branch Manager of Advest, Inc.
     firm of Gilbert D. Marsiglia & Co., Inc.

G. Scott Barhight
     Partner in the law firm of Whiteford, Taylor &
      Preston, L.L.P.
</TABLE>


             WYMAN PARK BANCORPORATION, INC. AND SUBSIDIARY OFFICERS

Ernest A. Moretti                                  Ronald W. Robinson
     President and Chief Executive Officer              Treasurer

Charmaine M. Snyder
     Secretary and Loan Servicing Manager

INDEPENDENT AUDITORS                               SPECIAL COUNSEL

Anderson Associates, LLP                           Kutak Rock LLP
7621 Fitch Lane                                    1101 Connecticut Avenue, N.W.
Baltimore, Maryland 21236                          Washington, DC 20036


                                       42